Post-effective Amendment to an S-8 Filing (s-8 Pos)
May 22 2015 - 8:21AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on May 22, 2015
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2 (No. 333-127296)
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
American Tower Corporation
(Exact name of registrant as specified in its charter)
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Delaware |
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65-0723837 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification No.) |
116 Huntington Avenue
Boston, Massachusetts 02116
(617) 375-7500
(Address,
including zip code, and telephone number, including area code, of registrants principal executive offices)
SpectraSite, Inc.
2003 Equity Incentive Plan
(Full Titles of the Plans)
Edmund DiSanto, Esq.
Executive Vice President, Chief Administrative Officer, General Counsel and Secretary
American Tower Corporation
116 Huntington Avenue
Boston, Massachusetts 02116
(617) 375-7500
(Name,
address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Sandra L. Flow, Esq.
Cleary Gottlieb Steen & Hamilton LLP
One Liberty Plaza
New
York, New York 10006-1470
Tel: (212) 225-2000
Fax: (212) 225-3999
Indicate by
check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer, and
smaller reporting company in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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x |
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Accelerated filer |
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¨ |
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Non-accelerated filer |
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¨ (Do not check if a smaller reporting company) |
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Smaller reporting company |
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¨ |
EXPLANATORY NOTE/DEREGISTRATION OF UNREGISTERED SECURITIES
The Registrant is filing this Post-Effective Amendment No. 2 to Registration Statement (No. 333-127296) on Form S-8 (the
Registration Statement), which has been previously filed with the Securities and Exchange Commission, originally covering 9,897,201 shares of Class A common stock of American Tower Corporation to be issued under the
SpectraSite, Inc. 2003 Equity Incentive Plan (the Plan).
In accordance with an undertaking made by the Registrant in the
Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered under the Registration Statement that have not been sold at the termination of the offering, the Registrant hereby amends
the Registration Statement to deregister any remaining securities registered and unsold under the Registration Statement. The securities are being removed from registration because the Registrant no longer offers or sells the securities under the
Plan referenced above and in the Registration Statement.
Pursuant to the requirements of the Securities Act, the Registrant certifies that it has
reasonable grounds to believe that it meets all of the requirements for filing this Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston,
Commonwealth of Massachusetts, on this 22nd day of May, 2015.
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AMERICAN TOWER CORPORATION |
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By: |
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/S/ EDMUND DISANTO |
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Edmund DiSanto
Executive Vice President, Chief Administrative
Officer, General Counsel and Secretary |
Pursuant to the requirements of the Securities Act, these Post-Effective Amendments have been signed by
the following persons in the capacities and on the dates indicated. This document may be executed in counterparts that when so executed shall constitute one registration statement, notwithstanding that all of the undersigned are not signatories to
the original of the same counterpart.
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Signatures |
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Title |
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Date |
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/S/ JAMES D. TAICLET,
JR. (James D. Taiclet, Jr.) |
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Chairman, President and Chief
Executive Officer (Principal
Executive Officer) |
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May 22, 2015 |
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/S/ THOMAS A. BARTLETT
(Thomas A. Bartlett) |
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Executive Vice President and Chief Financial
Officer (Principal Financial Officer) |
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May 22, 2015 |
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/S/ ROBERT J. MEYER
(Robert J. Meyer, Jr.) |
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Senior Vice President, Finance and Corporate
Controller (Principal Accounting Officer) |
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May 22, 2015 |
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/S/ RAYMOND P. DOLAN
(Raymond P. Dolan) |
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Director |
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May 22, 2015 |
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/S/ CAROLYN F. KATZ
(Carolyn F. Katz) |
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Director |
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May 22, 2015 |
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/S/ GUSTAVO LARA CANTU
(Gustavo Lara Cantu) |
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Director |
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May 22, 2015 |
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/S/ CRAIG MACNAB |
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Director |
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May 22, 2015 |
(Craig Macnab) |
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/S/ JOANN A. REED
(JoAnn A. Reed) |
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Director |
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May 22, 2015 |
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/S/ PAMELA D.A. REEVE
(Pamela D. A. Reeve) |
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Director |
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May 22, 2015 |
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/S/ DAVID E. SHARBUTT
(David E. Sharbutt) |
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Director |
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May 22, 2015 |
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/S/ SAMME L. THOMPSON
(Samme L. Thompson) |
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Director |
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May 22, 2015 |
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