8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): May 20, 2015

AMERICAN TOWER CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-14195   65-0723837

(State or Other Jurisdiction of

Incorporation)

  (Commission File Number)   (IRS Employer Identification No.)

116 Huntington Avenue

Boston, Massachusetts 02116

(Address of Principal Executive Offices) (Zip Code)

(617) 375-7500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

  ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2015 Annual Meeting of Stockholders of American Tower Corporation (the “Company”) was held on May 20, 2015 to consider and act upon the three proposals listed below. Proposals 1, 2 and 3 were approved and adopted. The final results of the stockholder voting regarding each proposal were as follows:

 

1. Election of the following directors for the ensuing year or until their successors are elected and qualified.

 

Nominee

Votes Cast For

Votes Against

Votes Abstained

Broker Non-Votes

Raymond P. Dolan 354,311,774 5,100,081 565,371 24,278,086
Carolyn F. Katz 356,141,066 3,278,775 557,385 24,278,086
Gustavo Lara Cantu 355,097,092 4,319,105 561,029 24,278,086
Craig Macnab 355,439,729 3,976,059 561,438 24,278,086
JoAnn A. Reed 359,233,224 186,092 557,910 24,278,086
Pamela D.A. Reeve 352,060,915 7,359,181 557,130 24,278,086
David E. Sharbutt 358,768,353 647,559 561,314 24,278,086
James D. Taiclet, Jr. 350,023,852 8,229,914 1,723,460 24,278,086
Samme L. Thompson 355,037,689 4,378,283 561,254 24,278,086

 

2. Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2015.

 

Votes Cast For

Votes Against

Votes Abstained

Broker Non-Votes

375,688,824 7,972,379 594,109

 

3. Approval, on an advisory basis, of the Company’s executive compensation.

 

Votes Cast For

Votes Against

Votes Abstained

Broker Non-Votes

236,990,505 120,351,307 2,635,414 24,278,086

 

Item 8.01 Other Events.

On May 20, 2015, the Company issued a press release (the “Pricing Press Release”) announcing that its subsidiary, GTP Acquisition Partners I, LLC (“GTP Acquisition Partners”), priced, in a private transaction, $350 million aggregate principal amount of American Tower Secured Revenue Notes, Series 2015-1 and $525 million aggregate principal amount of American Tower Secured Revenue Notes, Series 2015-2 (collectively, the “Notes”). The Notes will be secured primarily by 3,621 communications sites owned by subsidiaries of GTP Acquisition Partners.

On May 21, 2015, the Company issued a press release (the “Distribution Press Release”) announcing that its board of directors declared a cash distribution of $0.44 per share of the Company’s common stock, payable on July 16, 2015 to such stockholders of record at the close of business on June 17, 2015.

Copies of the Pricing Press Release and the Distribution Press Release are filed herewith as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.


(d) Exhibits

 

Exhibit No.

  

Description

99.1    Pricing Press Release, dated May 20, 2015.
99.2    Distribution Press Release, dated May 21, 2015.

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AMERICAN TOWER CORPORATION

 

                         (Registrant)

Date:        May 21, 2015 By: /S/ THOMAS A. BARTLETT
Thomas A. Bartlett

Executive Vice President and Chief Financial

Officer


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Pricing Press Release, dated May 20, 2015.
99.2    Distribution Press Release, dated May 21, 2015.