By Rebecca Melvin
New York, Feb. 26 – American Tower Corp. priced $1.25 billion of mandatory convertible preferred shares after the market close on Wednesday with a liquidation preference of $1,000.00 per share to yield 5.5% and with an initial conversion premium of 20%, according to a term sheet.
Pricing came beyond the cheap end of dividend talk, which was 5.75% to 6.25%, and at the midpoint of 17.5% to 22.5% premium talk.
American Tower also priced $2.28 billion shares of common stock, or 23.5 million shares at $97.00 each.
Proceeds of both registered offerings are being used to help fund the company’s transaction with Verizon Communications Inc., under which American Tower will lease, acquire or operate and manage up to 11,489 Verizon wireless communications sites.
If the deal is not completed, proceeds from the offerings will be used for general corporate purposes, which may include the financing of the TIM Cellular SA and Bharti Airtel International (Netherlands) BV transactions or to repay existing debt.
There is an over-allotment option to purchase up to $125 million of the series B mandatories.
Joint bookrunning managers were Goldman Sachs & Co., RBC Capital Markets LLC, Morgan Stanley & Co. LLC, RBS Securities Inc. and TD Securities (USA) LLC.
Boston-based American Tower manages, develops and leases communications and broadcast tower sites.
| Issuer: | American Tower Corp.
|
| Securities: | Mandatory convertible preferred stock (series B)
|
| Amount: | $1.25 billion (1.25 million shares)
|
| Greenshoe: | $125 million
|
| Maturity: | Feb. 15, 2018
|
| Concurrent offering: | $2.28 billion of common stock
|
| Bookrunners: | Goldman Sachs & Co., RBC Capital Markets LLC, Morgan Stanley & Co. LLC, RBS Securities Inc., TD Securities (USA) LLC
|
| Dividend: | 5.5%
|
| Price: | Par
|
| Yield: | 5.5%
|
| Initial premium: | 20%
|
| Threshold appreciation price: | $116.40
|
| Maximum conversion rate: | 10.3093 shares
|
| Minimum conversion rate: | 8.5911 shares
|
| Price talk: | 5.75%-6.25%, up 17.5%-22.5%
|
| Pricing date: | Feb. 25
|
| Settlement date: | March 3
|
| Distribution: | Registered
|
| Stock symbol: | NYSE: AMT
|
| Expected mandatory listing: | NYSE: AMTPRB
|
| Stock price: | $97.85 at close Feb. 25
|
| Stock reference price: | $97.00
|
| Market capitalization: | $38.80 billion
|
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