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What changed in SBA Communications's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of SBA Communications's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+317 added−327 removedSource: 10-K (2026-02-27) vs 10-K (2025-02-26)

Top changes in SBA Communications's 2025 10-K

317 paragraphs added · 327 removed · 265 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

50 edited+6 added−12 removed53 unchanged
Biggest changeWe comply with the FCC National Environmental Policy Act (NEPA) which requires screening for environmental impacts including the evaluation of those of our tower site locations (1) that might be located in a wilderness area or a wildlife preserve, (2) that might affect threatened and endangered species or their habitat (ESA), (3) that might affect properties included in, or eligible for inclusion, in the National Register of Historic Places (NRHP) or Indian religious and cultural sites, (4) that might affect World Heritage areas and IUCN Category I-IV protected areas, (5) that will be located in a floodplain and where facility 6 Table of Contents equipment will not be placed at least one foot above the base flood elevation of the floodplain, (6) whose construction will involve significant changes in surface features (e.g., in wetlands, water diversions, considerable ground disturbance, deforestation), (7) that might affect migratory birds if the towers are over 450 feet, (8) that involve high-intensity lighting in a residential area, (9) that would cause RF radiation over FCC-established limits, and (10) that would involve similar considerations under the laws or best practices of our international markets.
Biggest changeIn order to comply with certain environmental laws that govern tower placement and may require pre-construction environmental studies, we evaluate potential environmental impacts of tower site locations with respect to (1) wilderness areas or wildlife preserves, (2) threatened and endangered species or their habitats, (3) the National Register of Historic Places or Indian religious and cultural sites, (4) World Heritage areas and International Union for Conservation of Nature Category I-IV protected areas, (5) floodplains, (6) the necessity to make significant changes in surface features (e.g., in wetlands, water diversions, considerable ground disturbance, deforestation), (7) migratory birds if the towers are over 450 feet, (8) high-intensity lighting in a residential area, (9) RF radiation over FCC-established limits, and (10) similar considerations under the laws or best practices of our international markets.
Industry Developments We believe that growing wireless data traffic will require wireless service providers to continue to increase the capacity of their networks, and we believe that the continued capacity increases will require our customers to install equipment at new sites and add new equipment at existing sites.
Industry Developments We believe that growing wireless data traffic will require wireless service providers to continue to increase the capacity of their networks, and we believe that continued capacity increases will require our customers to install equipment at new sites and add new equipment at existing sites.
Site Development Services Our site development business, which is conducted in the United States only, is complementary to our site leasing business and provides us the ability to keep in close contact with the wireless service providers that generate substantially all of our site leasing revenue and to capture ancillary revenues that are generated by our site leasing activities, such as antenna and equipment installation at our tower locations.
Site Development Services Our site development business, which is conducted in the United States only, is complementary to our site leasing business and provides us the ability to keep in close contact with the wireless service providers who generate substantially all of our site leasing revenue and to capture ancillary revenues that are generated by our site leasing activities, such as antenna and equipment installation at our tower locations.
Our Businesses Site Leasing Services Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, Canada, and Africa. We derive site leasing revenues primarily from wireless service provider tenants.
Our Businesses Site Leasing Services Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, and Africa. We derive site leasing revenues primarily from wireless service provider tenants.
In Colombia, Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars.
In Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars.
For example, past and future spectrum auctions, such as Auction 108 and Auction 110 in the U.S. are expected to continue to contribute to growth in the upcoming years.
For example, past and future spectrum auctions, such as Auction 108, Auction 110 and Auction 113 in the U.S. are expected to continue to contribute to growth in the upcoming years.
We make available, free of charge, access to our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statement on Schedule 14A and amendments to those materials filed or furnished pursuant to Section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), on our website under “Investors – SEC Filings,” as soon as reasonably practicable after we file electronically such material with, or furnish it to, the United States Securities and Exchange Commission (the “Commission”).
We make available, free of charge, access to our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statement on Schedule 14A and amendments to those materials filed or furnished pursuant to Section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), on our website under “Investors – SEC Filings,” as soon as reasonably practicable after we file electronically such material with, or furnish it to, the United States Securities and Exchange Commission (the “Commission”). ‎ 7 Table of Contents
When a tower site is impacted by any of the listed categories, we promptly complete an environmental assessment and obtain approval from the appropriate regulatory agency, which may include steps to mitigate the impact of construction or operation of the site. Our regional site managers regularly inspect our tower sites and report on any environmental or compliance issues.
When a tower site is impacted by any of the listed categories, we complete an environmental assessment and obtain necessary approval from the appropriate regulatory agency, which may include steps to mitigate the impact of construction or operation of the site. Our regional site managers regularly inspect our tower sites and report on any environmental or compliance issues.
FCC rules establish presumptively reasonable time periods for state and local authorities to act on applications to collocate a facility or deploy a facility, such as a tower. In addition, many local zoning authorities require tower owners to post bonds or cash collateral to secure their removal obligations.
FCC rules establish presumptively reasonable time periods for state and local authorities to act on applications to collocate a facility or deploy a facility, such as a tower. In addition, many local zoning authorities require tower owners to post bonds or cash collateral to secure their removal obligations. International Regulations .
Wireless service providers enter into (1) individual tenant site leases with us, each of which relates to the lease or use of space at an individual site or (2) master lease agreements with us, which provide for the material terms and conditions that will apply to multiple sites; although, in most cases, each individual site under a master lease agreement is also governed by its own site leasing agreement which sets forth pricing and other site specific terms.
Wireless service providers enter into (1) individual tenant site leases with us, each of which relates to the lease or use of space at an individual site or (2) master lease agreements (“MLAs”) with us, which provide for the material terms and conditions that will apply to multiple sites; although, in most cases, each individual site under an MLA is also governed by its own site leasing agreement which sets forth pricing and other site specific terms.
Our operations in our international markets are primarily in the site leasing business, and we continue to focus on growing our international site leasing business through the acquisition and development of towers and organic growth. We derive international site leasing revenues from all the major carriers in each of the 13 countries in which we operate.
Our operations in our international markets are primarily in the site leasing business, and we continue to focus on growing our international site leasing business through the acquisition and development of towers and organic growth. We derive international site leasing revenues from all the major carriers in each of the 12 countries in which we operate.
We provide site development services at our towers and at towers owned by others on a local basis through regional, market, and project offices. These market offices are responsible for all site development operations. Customers We depend on a relatively small number of customers for our site leasing and site development revenues.
We provide site development services at our towers and at towers owned by others on a local basis through regional, market, and project offices. The market offices are responsible for all site development operations. Customers We depend on a relatively small number of customers for our site leasing and site development revenues.
In addition, any applicant for an FCC tower structure registration (through the FCC’s Antenna Structure Registration System) must certify that, consistent with the Anti-Drug Abuse Act of 1988, neither the applicant nor its principals are subject to a denial of federal benefits because of a conviction for the possession or distribution of a controlled substance.
In addition, any applicant for an FCC tower structure registration (through the FCC’s Antenna Structure Registration System) must certify that, consistent with the Anti-Drug Abuse Act of 1988, neither the applicant nor its principals are subject to a denial of federal benefits 5 Table of Contents because of a conviction for the possession or distribution of a controlled substance.
In addition to our traditional tower-related services, we continue to explore ancillary services and evolving technologies that we believe will allow us to create additional value by leveraging our current assets, capabilities, and relationships with wireless service providers and others by expanding SBA’s business within the growing communications ecosystem.
In addition to our traditional tower-related services, we continue to explore ancillary services and evolving technologies that we believe will allow us to create additional value by leveraging our current assets, capabilities, and relationships with wireless and other telecommunications and internet service providers and others by expanding SBA’s business within the growing communications ecosystem.
As of December 31, 2024, no U.S. state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S. state or territory accounted for more than 10% of our total revenues for the year ended December 31, 2024.
As of December 31, 2025, no U.S. state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S. state or territory accounted for more than 10% of our total revenues for the year ended December 31, 2025.
These regulations govern the construction, lighting, and 5 Table of Contents painting or other marking of towers, as well as the maintenance, inspection, and record keeping related to towers, and may, depending on the characteristics of particular towers, require prior approval and registration of towers before they may be constructed, altered or used.
These regulations govern the construction, lighting, and painting or other marking of towers, as well as the maintenance, inspection, and record keeping related to towers, and may, depending on the characteristics of particular towers, require prior approval and registration of towers before they may be constructed, altered, or used.
In addition, our international site leases may include pass-through charges, such as rent related to ground leases and other property interests, utilities, and fuel. In our international markets, ground leases and other property interests are generally for an initial term of five years or more with multiple renewal periods, which are at our option.
In addition, our international site leases may include pass-through charges, such as rent related to ground leases and other property interests, utilities, property taxes, and fuel. 3 Table of Contents In our international markets, ground leases and other property interests are generally for an initial term of five years or more with multiple renewal periods, which are at our option.
Where required, we conduct the site acquisition portions of our site development services business through licensed real estate brokers’ agents, who may be our employees or hired as independent contractors, and conduct the construction portions of our site development services through licensed contractors, who may be our employees or independent contractors.
Where required, we conduct the site acquisition portions of our site development services business through licensed real 6 Table of Contents estate brokers’ agents, who may be our employees or hired as independent contractors, and conduct the construction portions of our site development services through licensed contractors, who may be our employees or independent contractors.
In Brazil, Canada, Chile, and South Africa, significantly all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency.
In Brazil, Chile, and South Africa, substantially all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency.
As of December 31, 2024, we had an average of 1.9 tenants per site. Capitalizing on our Scale and Management Experience. We are a large owner, operator and developer of towers, with substantial capital, human, and operating resources.
As of December 31, 2025, we had an average of 1.8 tenants per site. Capitalizing on our Scale and Management Experience. We are a large owner, operator, and developer of towers, with substantial capital, human capital, and operating resources.
Our site leasing business generates substantially all of our total segment operating profit, representing 96.2% or more of our total segment operating profit for the past three fiscal years. Our site leasing business is classified into two reportable segments, domestic site leasing and international site leasing.
Our site leasing business generates substantially all of our total segment operating profit, representing 97.4% or more of our total segment operating profit for the past three fiscal years. Our site leasing business is classified into two reportable segments, domestic site leasing and international site leasing.
Most wireless service providers have national corporate headquarters with regional and local offices. We believe that wireless service providers make most decisions for site development and site leasing services at the regional and local levels with input from their corporate headquarters.
Most wireless service providers have national corporate headquarters with regional and local offices. We believe that wireless service providers make most decisions for site development and site leasing services at the regional and local levels with input from their 4 Table of Contents corporate headquarters.
Our ground leases typically either (1) contain specific annual rent escalators or (2) escalate annually in accordance with an inflationary index. 3 Table of Contents In Ecuador, El Salvador, Guatemala, Nicaragua, and Panama, significantly all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars.
Our ground leases typically either (1) contain specific annual rent escalators or (2) escalate annually in accordance with an inflationary index. In Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, and Panama, substantially all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars.
Our management team has extensive experience in site leasing and site development, with some of the longest tenures in the tower and site development industries. We believe that our industry expertise and strong relationships with wireless service providers will permit us to continue to organically grow our site leasing and site development services. Systematic Tower Portfolio Growth.
Our management team has extensive experience in site leasing and site development, with some of the longest tenures in the tower and site development industries. We believe that our industry expertise and strong relationships with wireless service providers will permit us to achieve long-term growth in our site leasing and site development services. Systematic Tower Portfolio Growth.
As of December 31, 2024, approximately 72% of our tower structures were located on land that we own or control for more than 20 years and the average remaining life under our ground leases and other property interests, including renewal options under our control, was 36 years.
As of December 31, 2025, approximately 71% of our tower structures were located on land that we own or control for more than 20 years and the average remaining life under our ground leases and other property interests, including renewal options under our control, was 35 years.
Our sales staff’s compensation is heavily weighted to incentive-based goals and measurements. 4 Table of Contents Competition Domestic Site Leasing – In the U.S., our primary competitors for our site leasing activities are (1) large independent tower companies including American Tower Corporation and Crown Castle International; (2) a number of regional independent tower owners; (3) wireless service providers that own and operate their own towers and lease, or may in the future decide to lease, antenna space to other providers; (4) owners and operators of alternative facilities such as rooftops, outdoor and indoor distributed antenna system (“DAS”) networks, billboards, utility poles, and electric transmission towers; and (5) owners and operators of alternative wireless technology systems and architectures.
Competition Domestic Site Leasing – In the U.S., our primary competitors for our site leasing activities are (1) large independent tower companies including American Tower Corporation and Crown Castle International; (2) a number of regional independent tower owners; (3) wireless service providers that own and operate their own towers and lease, or may in the future decide to lease, antenna space to other providers; (4) owners and operators of alternative facilities such as rooftops, outdoor and indoor distributed antenna system (“DAS”) networks, billboards, utility poles, and electric transmission towers; and (5) owners and operators of alternative wireless technology systems and architectures.
International Site Leasing We currently own and operate towers in 13 international markets throughout South America, Central America, Canada, and Africa.
International Site Leasing We currently own and operate towers in 12 international markets throughout South America, Central America, and Africa.
As of December 31, 2024, we owned 39,749 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers.
As of December 31, 2025, we owned 46,328 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers.
According to a report published by Ericsson in November 2024, global total mobile data traffic was estimated to reach around 157 exabytes per month by the end of 2024 and is projected to grow by a factor of 3x to reach 473 exabytes per month in 2030. 2 Table of Contents The velocity of spectrum development is expected to remain dynamic as carriers continue to deploy new bands and optimize bands that are currently in service, both of which activities we expect will require carriers to install equipment at new sites and add new equipment at existing sites.
According to a report published by Ericsson in November 2 Table of Contents 2025, global total mobile network traffic was estimated to reach around 197 exabytes per month by the end of 2025 and is projected to grow by a factor of 1.4x to reach 482 exabytes per month in 2031. The velocity of spectrum development is expected to remain dynamic as carriers continue to deploy new bands and optimize bands that are currently in service, both of which activities we expect will require carriers to install equipment at new sites and add new equipment at existing sites.
As of December 31, 2024, approximately 11.6% of our tower structures had ground leases or other property interests maturing in the next 10 years. Exploring Opportunities in Evolving Technologies and Ancillary Services.
As of December 31, 2025, approximately 14.5% of our tower structures had ground leases or other property interests maturing in the next 10 years. Exploring Opportunities in Evolving Technologies and Ancillary Services.
Domestic Site Leasing As of December 31, 2024, we owned 17,464 sites in the United States and its territories. For the year ended December 31, 2024, we generated 73.7% of our total site leasing revenue from these sites. We derive domestic site leasing revenues primarily from T-Mobile, AT&T Wireless, and Verizon Wireless.
Domestic Site Leasing As of December 31, 2025, we owned 17,394 sites in the United States and its territories. For the year ended December 31, 2025, we generated 72.6% of our total site leasing revenue from these sites. We derive domestic site leasing revenues primarily from T-Mobile, AT&T Wireless, and Verizon Wireless.
As an owner and operator of real property, we are subject to certain environmental laws that impose strict, joint and several liability for the cleanup of on-site or off-site contamination and related personal injury or property damage. We are also subject to certain environmental laws that govern tower placement and may require pre-construction environmental studies.
As an owner and operator of real property, we are subject to certain environmental laws that impose strict, joint and several liability for the cleanup of on-site or off-site contamination and related personal injury or property damage.
As of December 31, 2024, we owned 22,285 sites in our international markets, of which approximately 30% of our total towers are located in Brazil and no other international markets (each country is considered a market) represented more than 5% of our total towers.
As of December 31, 2025, we owned 28,934 sites in our international markets, of which approximately 30% and 10% of our total towers are located in Brazil and Guatemala, respectively, and no other international market (each country is considered a market) represented more than 5% of our total towers.
Our primary business line is our site leasing business, which contributed 98.4% of our total segment operating profit for the year ended December 31, 2024.
Our primary business line is our site leasing business, which contributed 97.9% of our total segment operating profit for the year ended December 31, 2025.
The Telecommunications Act of 1996 amended the Communications Act of 1934 by preserving state and local zoning authorities’ jurisdiction over the construction, modification, and placement of towers. The law, however, limits local zoning authority by prohibiting any action that would discriminate among different providers of personal wireless services or ban altogether the construction, modification or placement of radio communication towers.
The law, however, limits local zoning authority by prohibiting any action that would discriminate among different providers of personal wireless services or ban altogether the construction, modification, or placement of radio communication towers.
For example, in the third quarter of 2024 we entered into a purchase agreement with Millicom International Cellular S.A. (“Millicom”) for over 7,000 sites throughout Central America. This transaction supports our desire to secure our position as a leader in our international markets and align ourselves with the leading carriers in such markets. Strategic New Builds.
For example, during the year ended December 31, 2025, we purchased over 7,000 sites from Millicom International Cellular S.A. (“Millicom”) throughout Central America. This transaction supports our desire to secure our position as a leader in our international markets and align ourselves with the leading carriers in such markets. Strategic New Builds.
This includes supporting efforts for edge data centers and private networks utilizing cellular and Wi-Fi technologies .
This includes supporting efforts for edge data centers, fiber aggregation and regeneration huts, satellite ground stations, and private networks utilizing cellular and Wi-Fi technologies .
We generally indemnify our customers against any failure to comply with legal and regulatory compliance requirements applicable to tower owners or operators relating to the construction, modification, or placement of towers. Failure to comply with the applicable requirements may lead to civil penalties.
Owners and operators of towers may be subject to, and therefore must comply with, environmental laws, including NEPA, NHPA, and ESA (as discussed below). We generally indemnify our customers against any failure to comply with legal and regulatory compliance requirements applicable to tower owners or operators relating to the construction, modification, or placement of towers.
Our sales representatives work with wireless service provider representatives at the regional and local levels and at the national level when appropriate.
Our sales representatives work with wireless service provider representatives at the regional and local levels and at the national level when appropriate. Our sales staff’s compensation is heavily weighted to incentive-based goals and measurements.
The safety of our tower technicians has been a critical focus of the company since our founding. In 2013, we opened our central training facility "Tower U" which provides a rigorous safety certification program that is required for our tower technicians. We are proud that our average lost-day incident rate in the U.S.
At SBA, providing a safe and healthy work environment for the protection of our employees is paramount. The safety of our tower technicians has been a critical focus of the company since our founding. In 2013, we opened our central training facility "Tower U" which provides a rigorous safety certification program that is required for our tower technicians.
We are focused on maximizing our site leasing services and profitability in international markets that meet our investment criteria and where we believe we have, or have the ability to achieve, scale. Our investment criteria focuses on the quality and quantity of wireless service providers in a given country as well as the country’s political and regulatory environments.
We are focused on maximizing our site leasing services and profitability in international markets, such as Central America, that meet our investment criteria and where we believe we have, or have the ability to achieve, scale.
The majority of our international markets typically have less mature wireless networks with limited wireline infrastructure and lower wireless data penetration rates than those in the United States.
Our investment criteria focuses on the quality and quantity of wireless service providers in a given country as well as the country’s political and regulatory environments. The majority of our international markets typically have less mature wireless networks with limited wireline infrastructure and lower wireless data penetration rates than those in the United States.
These costs of compliance with existing or future environmental laws and liability related thereto may have a material adverse effect on our prospects, financial condition or results of operations. State and Local Regulations . Most states regulate certain aspects of real estate acquisition, leasing activities, and construction activities.
We believe that we are in substantial compliance with and we have no material liability under any applicable environmental laws. These costs of compliance with existing or future environmental laws and liability related thereto may have a material adverse effect on our prospects, financial condition, or results of operations. State and Local Regulations .
We continually evaluate how a particular market meets our long-term strategic and financial objectives and our business generally. Using our Local Presence to Build Strong Relationships with Major Wireless Service Providers. Given the nature of towers as location-specific communications facilities, we believe that substantially all of what we do is done best locally.
We continually evaluate how a particular market meets our long-term strategic and financial objectives and our business generally. For example, we ended our operations and/or sold all of our towers in Colombia and the Philippines and sold substantially all of our operations in Canada. Using our Local Presence to Build Strong Relationships with Major Wireless Service Providers.
The following customers represented at least 10% of our total revenues during the last three years: For the year ended December 31, Percentage of Total Revenues 2024 2023 2022 T-Mobile 30.5% 32.5% 36.4% AT&T Wireless 20.6% 19.5% 19.6% Verizon Wireless 15.1% 14.6% 14.5% In addition to the Big 3 wireless carriers (T-Mobile, AT&T Wireless, Verizon Wireless), we have also provided services or leased space to a number of other customers during 2024 including: Airtel Tanzania Freedom Mobile Tigo C Spire (f/k/a Cellular South) Liberty Technologies TIM Claro MTN Telefonica Digicel SouthernLinc U.S.
The following customers represented at least 10% of our total revenues during the last three years: For the year ended December 31, Percentage of Total Revenues 2025 2024 2023 T-Mobile 31.1% 30.5% 32.5% AT&T Wireless 20.3% 20.6% 19.5% Verizon Wireless 15.1% 15.1% 14.6% In addition to the Big 3 wireless carriers (T-Mobile, AT&T Wireless, Verizon Wireless), we also provided services or leased space to a number of other customers during 2025 including: Airtel Tanzania Liberty Technologies Telefonica C Spire (f/k/a Cellular South) MTN Tigo Claro Rain TIM Entel SouthernLinc Vodacom GIT Telkom YAS Sales and Marketing Our sales and marketing goals are to: use existing relationships and develop new relationships with wireless service providers to lease antenna space on and sell related services with respect to our owned towers or managed properties, enabling us to grow our site leasing business; and successfully bid and win those site development services contracts that will contribute to our operating margins and/or provide a financial or strategic benefit to our site leasing business.
In addition, we own and operate towers in South America, Central America, Canada, and Africa. On January 10, 2025, we sold all our towers and ended our operations in the Philippines and on February 20, 2025, we entered into an agreement to sell all of our towers and related assets held in Colombia.
In addition, we own and operate towers in South America, Central America, and Africa. During the year ended December 31, 2025, we sold all of our towers and ended our operations in both the Philippines and Colombia and sold substantially all of our operations in Canada.
(days away from work due to workplace incidents) for 2024 was below the 2023 Bureau of Labor benchmark. Regulatory and Environmental Matters Federal Regulations. In the U.S., which accounted for 73.7% of our total site leasing revenue for the year ended December 31, 2024, both the Federal Communications Commission (the “FCC”) and the Federal Aviation Administration (the “FAA”) regulate towers.
In the U.S., which accounted for 72.6% of our total site leasing revenue for the year ended December 31, 2025, both the Federal Communications Commission (the “FCC”) and the Federal Aviation Administration (the “FAA”) regulate towers. Many FAA requirements are implemented in FCC regulations.
SBA owns two regional data centers in the U.S. and one regional data center in Brazil, as well as tower-based data centers in support of this initiative. With regard to open-access networks, SBA works with real estate developers in deploying networks that are accessible throughout a community’s various common areas and resident amenities.
With regard to open-access networks, SBA works with real estate developers in deploying networks that are accessible throughout a community’s various common areas and resident amenities. We have also partnered with carriers and high-traffic consumer retailers in developing systems for the offloading of data to wireless networks.
We pride ourselves on our ownership mindset, agility and team spirit and provide customer service with quality and integrity. We also value all those who serve our country and are proud to support military veterans and their families as they transition out of the military. We recognize the value of attracting, developing, engaging, and retaining our talent.
We pride ourselves on our ownership mindset, agility and team spirit and provide customer service with quality and integrity. We are committed to building a pipeline of future business leaders by recruiting and retaining talent from the communities and markets we serve. Health and Safety .
We invest in our employees’ professional growth and development by providing resources and opportunities to develop their skills and expand their expertise. We see diversity of thought and experiences as critical factors to the long-term success of SBA.
As of December 31, 2025, we had 1,844 employees of which 663 were based outside of the U.S. and its territories. Talent Management. We recognize the value of attracting, developing, engaging, and retaining our talent. We invest in our employees’ professional growth and development by providing resources and opportunities to develop their skills and expand their expertise.
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We have also partnered with carriers and high-traffic consumer retailers in developing systems for the offloading of data to wireless networks. Additionally, we are exploring opportunities to leverage tower assets and infrastructure to provide energy as a service, including through the deployment of on-site battery backup systems and solar energy solutions.
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Given the nature of towers as location-specific communications facilities, we believe that substantially all of what we do is done best locally.
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Cellular Echostar (f/k/a DISH Wireless) Telkom Vodacom Sales and Marketing Our sales and marketing goals are to:  use existing relationships and develop new relationships with wireless service providers to lease antenna space on and sell related services with respect to our owned towers or managed properties, enabling us to grow our site leasing business; and  successfully bid and win those site development services contracts that will contribute to our operating margins and/or provide a financial or strategic benefit to our site leasing business.
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SBA currently owns two regional data centers in the U.S. and one regional data center in Brazil, as well as tower-based data centers, which were acquired as part of our broader efforts to learn and evaluate developing technologies.
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We consider our employee relations to be good. As of December 31, 2024, we had 1,720 employees of which 628 were based outside of the U.S. and its territories. Talent Management. We recognize and appreciate the impact our employees have on the success of our company, our customers, and the communities we serve.
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In addition, increased use of artificial intelligence and emerging high-performance applications may drive increased need for reliable, secure, and interconnected wireless solutions.
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We are committed to building a pipeline of future business leaders by recruiting and retaining talent from the communities and markets we serve. Employee Well-Being. The well-being of our employees is a critical element of our culture, employee engagement, and productivity. Our global compensation and benefits strategy provides programs and resources focused on overall well-being.
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We are proud that our average lost-day incident rate in the U.S. (days away from work due to workplace incidents) for 2025 was below the 2024 Bureau of Labor benchmark. Regulatory and Environmental Matters Federal Regulations.
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We offer a competitive total rewards package which includes market-based pay, performance-based annual incentive awards, healthcare and retirement benefits, holiday and paid time off, and tuition assistance. Health and Safety . At SBA, providing a safe and healthy work environment for the protection of our employees is paramount.
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Failure to comply with the applicable requirements may lead to civil penalties. The Telecommunications Act of 1996 amended the Communications Act of 1934 by preserving state and local zoning authorities’ jurisdiction over the construction, modification, and placement of towers.
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Many FAA requirements are implemented in FCC regulations.
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Most states regulate certain aspects of real estate acquisition, leasing activities, and construction activities.
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Owners and operators of towers may be subject to, and therefore must comply with, environmental laws, including NEPA, NHPA, and ESA. Any licensed radio facility on a tower is subject to environmental review pursuant to NEPA, among other statutes, which requires federal agencies to evaluate the environmental impact of their decisions under certain circumstances.
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The FCC has issued regulations implementing NEPA. These regulations place responsibility on applicants to investigate potential environmental effects of their operations and to disclose any potential significant effects on the environment in an environmental assessment prior to constructing or modifying a tower and prior to commencing certain operations of wireless communications or radio or television stations from the tower.
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In the event the FCC determines the proposed structure or operation would have a significant environmental impact based on the standards the FCC has developed, the FCC would be required to prepare an environmental impact statement, which will be subject to public comment. This process could significantly delay the registration of a particular tower.
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This ensures we minimize our environmental impact and remain compliant during the operational life of our assets. We believe that we are in substantial compliance with and we have no material liability under any applicable environmental laws.
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Local zoning authorities generally have been unreceptive to construction of new towers in their communities because of the height and visibility of the towers, and have, in some instances, instituted moratoria. However, in August 2018, the FCC issued a declaratory ruling stating that express and de facto moratoria on deployment of telecommunications facilities violate the Communications Act.
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This FCC ruling has been affirmed by a federal appellate court. International Regulations .

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf Echostar is unable to successfully build-out its wireless network or is unable to successfully compete for customers once its network is built out, then our dependence on the three U.S. wireless service providers for our financial and operational growth will be exacerbated. ‎ 8 Table of Contents The following is a list of significant customers (representing at least 10% of revenue in any of the last three years) and the percentage of our total revenues for the specified time periods derived from these customers: For the year ended December 31, Percentage of Total Revenues 2024 2023 2022 T-Mobile 30.5% 32.5% 36.4% AT&T Wireless 20.6% 19.5% 19.6% Verizon Wireless 15.1% 14.6% 14.5% We also have customer concentrations with respect to revenues in each of our financial reporting segments: For the year ended December 31, Percentage of Domestic Site Leasing Revenue 2024 2023 2022 T-Mobile 38.1% 40.2% 40.6% AT&T Wireless 29.6% 28.6% 29.0% Verizon Wireless 20.1% 19.7% 20.1% For the year ended December 31, Percentage of International Site Leasing Revenue 2024 2023 2022 Telefonica 21.3% 22.5% 20.7% Claro 19.2% 20.2% 19.0% TIM 15.9% 15.7% 17.3% For the year ended December 31, Percentage of Site Development Revenue 2024 2023 2022 T-Mobile 69.9% 71.5% 80.1% Verizon Wireless 20.1% 16.8% 7.8% If our wireless service provider customers are unable to access sufficient capital, or unwilling based on the economic cost of such capital or other reasons, to invest in their infrastructure or spectrum, it could reduce our ability to meet our growth expectations.
Biggest changeThe following is a list of significant customers (representing at least 10% of revenue in any of the last three years) and the percentage of our total revenues for the specified time periods derived from these customers: For the year ended December 31, Percentage of Total Revenues 2025 2024 2023 T-Mobile 31.1% 30.5% 32.5% AT&T Wireless 20.3% 20.6% 19.5% Verizon Wireless 15.1% 15.1% 14.6% We also have customer concentrations with respect to revenues in each of our financial reporting segments: For the year ended December 31, Percentage of Domestic Site Leasing Revenue 2025 2024 2023 T-Mobile 36.8% 38.1% 40.2% AT&T Wireless 30.6% 29.6% 28.6% Verizon Wireless 20.4% 20.1% 19.7% For the year ended December 31, Percentage of International Site Leasing Revenue 2025 2024 2023 Telefonica 19.7% 21.3% 22.5% Claro 18.9% 19.2% 20.2% TIM 13.4% 15.9% 15.7% Tigo (1) 11.3% 5.8% 5.6% (1) The increase in site leasing revenue derived from Tigo was due to the sites purchased from Millicom during the year ended December 31, 2025. 8 Table of Contents For the year ended December 31, Percentage of Site Development Revenue 2025 2024 2023 T-Mobile 77.9% 69.9% 71.5% Verizon Wireless 18.2% 20.1% 16.8% The wireless industry in our international markets has come under competition in recent years which has, and may continue to, adversely affect our international site leasing activities in the near term.
In Colombia, Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars. Our foreign currency denominated revenues and expenses are translated into U.S. dollars at average exchange rates for inclusion in our consolidated financial statements.
In Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars. Our foreign currency denominated revenues and expenses are translated into U.S. dollars at average exchange rates for inclusion in our consolidated financial statements.
Although this issue has been substantially resolved, the deployment of new technologies has resulted, and may continue to result, in unexpected issues that could increase the cost or delay the deployment of new technologies. The FCC continues to auction new bands of spectrum, including Auction 108 and Auction 110.
Although this issue has been substantially resolved, the deployment of new technologies has resulted, and may continue to result, in unexpected issues that could increase the cost or delay the deployment of new technologies. The FCC continues to auction new bands of spectrum, including Auction 108, Auction 110, and Auction 113.
If our or our vendors’ computer systems and backup systems are compromised, degraded, damaged, or breached, or otherwise cease to function properly, we could suffer interruptions in our operations or unintentionally allow misappropriation of proprietary or confidential information (including information about our tenants or landlords).
If our, or those of our vendors’, computer systems and backup systems are compromised, degraded, damaged, or breached, or otherwise cease to function properly, we could suffer interruptions in our operations or unintentionally allow misappropriation of proprietary or confidential information (including information about our tenants or landlords).
We hold an aggregate of 4,069 towers through right of use agreements, pursuant to which we have the right to use and lease space on the tower to third parties, but do not own the tower. These agreements typically provide for multiple renewal periods, however, as these agreements are contractual, they may be terminated in accordance with their terms.
We hold an aggregate of 4,068 towers through right of use agreements, pursuant to which we have the right to use and lease space on the tower to third parties, but do not own the tower. These agreements typically provide for multiple renewal periods, however, as these agreements are contractual, they may be terminated in accordance with their terms.
Our domestic and international wireless service providers have and may continue to be subject to consolidation pressures arising from competitive pressures, spectrum limitations, the significant capital expenditures necessary to build out national networks on evolving technology and governmental policies seeking to limit the telecommunications infrastructure footprint within a market.
Our international, and, to a limited degree, our domestic wireless service providers have and may continue to be subject to consolidation pressures arising from competitive pressures, spectrum limitations, the significant capital expenditures necessary to build out national networks on evolving technology and governmental policies seeking to limit the telecommunications infrastructure footprint within a market.
In accordance with Accounting Standards Codification (“ASC”) 830, we remeasure foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other income (expense), net in our Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future. Consequently, if the U.S.
In accordance with Accounting Standards Codification (“ASC”) 830, Foreign Currency Matters , we remeasure foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other income (expense), net in our Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future. Consequently, if the U.S.
However, competitive pricing pressure for tenants on towers from our competitors have and may in the future result in us entering into master lease agreements that may impact certain terms of existing or future individual site lease agreements. Terms that may be impacted include pricing discounts, term concessions, and equipment rights.
However, competitive pricing pressure for tenants on towers from our competitors have and may in the future result in us entering into MLAs that may impact certain terms of existing or future individual site lease agreements. Terms that may be impacted include pricing discounts, term concessions, and equipment rights.
Due to these risks, it may take longer to complete our new tower builds than anticipated, domestically and internationally, and the costs of constructing these towers may be higher than we expect, or we may not be able to add as many towers as planned in 2025.
Due to these risks, it may take longer to complete our new tower builds than anticipated, domestically and internationally, and the costs of constructing these towers may be higher than we expect, or we may not be able to add as many towers as planned in 2026.
Pursuant to the terms of our Credit Agreement, the interest rate that we pay on indebtedness incurred under the Revolving Credit Facility and the Term Loans varies based on a fixed margin over either a base rate or a Eurodollar rate which references the SOFR rate.
Pursuant to the terms of our Credit Agreement, the interest rate that we pay on indebtedness incurred under the Revolving Credit Facility and the Term Loan varies based on a fixed margin over either a base rate or a Eurodollar rate which references the SOFR rate.
A portion of the activities that support our business involve collection, storage, and transfer of sensitive data of our employees, tenants, ground lessors, and other third parties, including residential tenants as a result of our previous data center acquisition that included a limited number of residential apartment units.
A portion of the activities that support our business involve collection, storage, and transfer of sensitive data of our employees, tenants, ground lessors, and other third parties, including residential tenants as a result of our previous data center acquisitions that included a limited number of residential apartment units.
Significant consolidation among our wireless service provider customers has resulted, and is expected to continue to result, in our 7 Table of Contents customers failing to renew existing leases for tower space as a result of overlapping coverage, nearby locations, or reducing future capital expenditures in the aggregate because their existing networks and expansion plans may overlap or be very similar.
Significant consolidation among our wireless service provider customers has resulted, and is expected to continue to result, in our customers failing to renew existing leases for tower space as a result of overlapping coverage, nearby locations, or reducing future capital expenditures in the aggregate because their existing networks and expansion plans may overlap or be very similar.
If we fail to comply with these covenants, it could result in an event of default under our debt instruments. If any default occurs, all amounts outstanding under our outstanding notes and the Senior Credit Agreement may become immediately due and payable. Our dependence on our subsidiaries for cash flow may negatively affect our business.
If we fail to comply with these covenants, it could result in an event of default under our debt instruments. If any default occurs, all amounts outstanding under our outstanding notes and the Senior Credit Agreement may become immediately due and payable. 15 Table of Contents Our dependence on our subsidiaries for cash flow may negatively affect our business.
Our computer systems, or those of our cloud or Internet-based providers, could fail on their own accord and are subject to interruption or damage from power outages, computer and telecommunications failures, computer viruses, security breaches (including through cyber-attack, data theft, and exploiting potentially vulnerable services, such as virtual private networks and collaboration platforms as a result of remote working), errors, catastrophic events such as natural disasters, and other events beyond our control.
Our computer systems, or those of our cloud or Internet-based providers, could fail on their own accord and are subject to interruption or damage from power outages, computer and telecommunications failures, computer viruses, security breaches (including through cyber-attack, data theft, and exploiting potentially vulnerable services, such as virtual private networks and collaboration platforms as a result of remote working), errors, adverse impacts of artificial intelligence, catastrophic events such as natural disasters, and other events beyond our control.
Our operations, like those of other companies engaged in similar businesses, are subject to the requirements of various federal, state, local, and foreign environmental and occupational safety and health laws and regulations (including climate-related laws and regulations), including those relating to the management, use, storage, disposal, emission and remediation of, and exposure to, hazardous and non-hazardous substances, materials, and wastes.
Our operations, like those of other companies engaged in similar businesses, are subject to the requirements of various federal, state, local, and foreign environmental and occupational safety and health laws and regulations (including climate-related laws 17 Table of Contents and regulations), including those relating to the management, use, storage, disposal, emission and remediation of, and exposure to, hazardous and non-hazardous substances, materials, and wastes.
Competition for tenants, whether or not resulting in master lease agreements, may materially and adversely affect our lease rates or lead to non-renewal of existing leases. Furthermore, pricing pressures could lead to more prevalent network sharing, both domestically and internationally, which could reduce the demand for our tower space or lead to non-renewals of existing leases.
Competition for tenants, whether or not resulting in MLAs, may materially and adversely affect our lease rates or lead to non-renewal of existing leases. Furthermore, pricing pressures could lead to more prevalent network sharing, both domestically and internationally, which could reduce the demand for our tower space or lead to non-renewals of existing leases.
The ability of our operating subsidiaries to pay dividends or transfer assets to us is restricted by applicable state law and contractual restrictions, including the terms of their outstanding debt instruments. 15 Table of Contents The loss of the services of key personnel or a significant number of our employees may negatively affect our business.
The ability of our operating subsidiaries to pay dividends or transfer assets to us is restricted by applicable state law and contractual restrictions, including the terms of their outstanding debt instruments. The loss of the services of key personnel or a significant number of our employees may negatively affect our business.
This fluctuation has affected, and may in the future continue to affect, our reported results of operations. 12 Table of Contents Changes in exchange rates between these local currencies and the U.S. dollar will affect the recorded levels of site leasing revenue, segment operating profit, assets and/or liabilities.
This fluctuation has affected, and may in the future continue to affect, our reported results of operations. Changes in exchange rates between these local currencies and the U.S. dollar will affect the recorded levels of site leasing revenue, segment operating profit, assets, and/or liabilities.
From time to time, we may generate REIT taxable income greater than our cash flow as a result of differences in timing between the recognition of taxable income and the actual receipt of cash or the effect of nondeductible capital expenditures, the creation of reserves or required debt or amortization payments.
From time to time, we may generate REIT taxable income greater than our cash flow as a result of differences in timing between the recognition of taxable income and the actual receipt of cash or the effect of nondeductible capital expenditures, the 19 Table of Contents creation of reserves or required debt or amortization payments.
As a result, we may be required to liquidate assets in adverse market conditions 19 Table of Contents or forgo otherwise attractive investments. These actions may have the effect of reducing our income, amounts available for distributions to our shareholders, and amounts available for making payments on our indebtedness.
As a result, we may be required to liquidate assets in adverse market conditions or forgo otherwise attractive investments. These actions may have the effect of reducing our income, amounts available for distributions to our shareholders, and amounts available for making payments on our indebtedness.
Moreover, if a connection between exposure to low levels of RF energy and possible negative health effects, including cancer, were demonstrated, we could be subject to numerous claims. Our current policies provide no coverage for claims based on RF energy exposure.
Moreover, if a connection between exposure to low levels of RF energy and possible negative health 18 Table of Contents effects, including cancer, were demonstrated, we could be subject to numerous claims. Our current policies provide no coverage for claims based on RF energy exposure.
Due to inflationary pressures on the U.S. economy and governmental action to combat inflation, interest rates have risen significantly in the past two years, and interest rates may increase in the future, which will likely increase our interest expense on our variable rate indebtedness and decrease our net income.
Due to inflationary pressures on the U.S. economy and governmental action to combat inflation, interest rates have risen in the past three years, and interest rates may increase in the future, which will likely increase our interest expense on our variable rate indebtedness and decrease our net income.
In addition, acquisitions which would be material in the aggregate may exacerbate the risks inherent with our growth strategy, such as (1) an adverse financial impact if the acquired towers do not achieve the projected financial results, (2) the impact of unanticipated costs associated with such acquisitions on our results of operations, (3) increased demands on our cash resources that may impact our ability to explore other opportunities, (4) undisclosed and assumed liabilities that we may be unable to recover, (5) an adverse impact on our existing customer relationships, (6) additional expenses and exposure to new regulatory, political, and economic risks, and (7) diversion of managerial attention.
These risks could adversely affect our revenues and results of operations. 14 Table of Contents In addition, acquisitions which would be material in the aggregate may exacerbate the risks inherent with our growth strategy, such as (1) an adverse financial impact if the acquired towers do not achieve the projected financial results, (2) the impact of unanticipated costs associated with such acquisitions on our results of operations, (3) increased demands on our cash resources that may impact our ability to explore other opportunities, (4) undisclosed and assumed liabilities that we may be unable to recover, (5) an adverse impact on our existing customer relationships, (6) additional expenses and exposure to new regulatory, political, and economic risks, and (7) diversion of managerial attention.
These alternatives could increase our costs and our leverage, decrease our Adjusted Funds From Operations, or require us to distribute amounts that would otherwise be invested in future acquisitions, new tower builds, or stock repurchases. Thus, compliance with the REIT requirements may hinder our ability to grow, which could adversely affect the value of our common stock.
These alternatives could increase our costs and our leverage, decrease our profitability, or require us to distribute amounts that would otherwise be invested in future acquisitions, new tower builds, or stock repurchases. Thus, compliance with the REIT requirements may hinder our ability to grow, which could adversely affect the value of our common stock.
This impact may be exacerbated 10 Table of Contents if competitors construct towers near our existing towers. Any of these factors could materially and adversely affect our growth rate and our future operations.
This impact may be exacerbated if competitors construct towers near our existing towers. Any of these factors could materially and adversely affect our growth rate and our future operations.
In addition, other technologies and architectures, such as WiFi, DAS, femtocells, other small cells, or satellite (such as low earth orbiting) and mesh transmission systems may, in the future, serve as substitutes for, or alternatives to, the traditional macro site communications architecture that is the basis of substantially all of our site leasing business.
In addition, other technologies and architectures, such as WiFi, DAS, femtocells, other small cells, or satellite (such as low earth orbit) may, in the future, serve as substitutes for, or alternatives to, the traditional macro site communications architecture that is the basis of substantially all of our site leasing business.
If we fail to qualify as a REIT in any taxable year, to the extent we have REIT taxable income and have utilized our net operating losses (“NOLs”), we would be subject to U.S. federal income tax on our taxable income at regular corporate rates, and dividends paid to our shareholders would not be deductible by us in computing our taxable income.
If we fail to qualify as a REIT in any taxable year, to the extent we have REIT taxable income and have utilized our NOLs, we would be subject to U.S. federal income tax on our taxable income at regular corporate rates, and dividends paid to our shareholders would not be deductible by us in computing our taxable income.
However, if the accumulation of cash or reinvestment of significant earnings in our TRSs causes the fair market value of our securities in those entities to represent more than 20% of the value of our total assets, as determined for REIT asset testing purposes, we would, absent timely responsive action, fail to remain qualified as a REIT.
However, if the accumulation of cash or reinvestment of significant earnings in our TRSs causes the fair market value of our securities in those entities to represent more than 25% of the value of our total assets for our tax year beginning in 2026, as determined for REIT asset testing purposes, we would, absent timely responsive action, fail to remain qualified as a REIT.
Dollar strengthens against the Brazilian Real, South African Rand, or the Tanzanian Shilling, our results of operations would be adversely affected. For the years ended December 31, 2024 and 2023, we recorded a $156.8 million loss and a $52.4 million gain, net of taxes, respectively, on the remeasurement of intercompany loans due to changes in foreign exchange rates.
Dollar strengthens against the Brazilian Real, South African Rand, or the Tanzanian Shilling, our results of operations would be adversely affected. For the years ended December 31, 2025 and 2024, we recorded an $81.6 million gain and a $156.8 million loss, net of taxes, respectively, on the remeasurement of intercompany loans due to changes in foreign exchange rates.
Increasing competition in the tower industry may create pricing pressures or result in non-renewals that may materially and adversely affect us. Our industry is highly competitive, and our wireless service provider customers often have alternatives for leasing antenna space.
Increasing competition in the tower industry may create pricing pressures or result in non-renewals that may materially and adversely affect us. Our industry is highly competitive, and our wireless service provider customers often have alternatives for leasing communications infrastructure assets.
Dollar have fluctuated significantly in recent years and may continue to do so in the future. For example, the Brazilian Real has historically been subject to substantial volatility and weakened 6.9% when comparing the average rate for the years ended December 31, 2024 and 2023.
Dollar have fluctuated significantly in recent years and may continue to do so in the future. For example, the Brazilian Real has historically been subject to substantial volatility and weakened 4.0% when comparing the average rate for the years ended December 31, 2025 and 2024.
Specifically, most of our ground leases and other property interests, tenant leases, and tower-related expenses are paid in U.S. dollars . In Brazil, Canada, Chile, and South Africa significantly all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency.
Specifically, most of our ground leases and other property interests, tenant leases, and tower-related expenses are paid in U.S. dollars . In Brazil, Chile, and South Africa substantially all 12 Table of Contents of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency.
As of December 31, 2024 and 2023, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with our foreign subsidiaries was $1.1 billion and $1.3 billion, respectively.
As of December 31, 2025 and 2024, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with our foreign subsidiaries was $0.9 billion and $1.1 billion, respectively.
We expect that the impact of these competitive pressures will continue in the near term as the industry begins to rebalance and as a result, we expect approximately $27.0 to $31.0 million of churn for the 2025 fiscal year.
We expect that the impact of these competitive pressures will continue in the near term as the industry begins to rebalance and as a result, we expect approximately $36.0 million to $40.0 million of churn for the 2026 fiscal year.
The site leasing revenues generated by our international operations were approximately 24.8% of our total revenues during the year ended December 31, 2024, and we anticipate that our revenues from our international operations will continue to grow in the future.
The site leasing revenues generated by our international operations were approximately 25.0% of our total revenues during the year ended December 31, 2025, and we anticipate that our revenues from our international operations will continue to grow in the future.
The following table sets forth our total principal amount of debt and shareholders’ deficit as of December 31, 2024 and 2023: As of December 31, 2024 2023 (in thousands) Total principal amount of indebtedness $ 13,672,750 $ 12,388,000 Shareholders' deficit $ (5,109,938) $ (5,170,882) Our substantial level of indebtedness increases the possibility that we may be unable to generate cash sufficient to pay the principal, interest, or other amounts due on our indebtedness.
The following table sets forth our total principal amount of debt and shareholders’ deficit as of December 31, 2025 and 2024: As of December 31, 2025 2024 (in thousands) Total principal amount of indebtedness $ 12,959,750 $ 13,672,750 Shareholders' deficit $ (4,853,519) $ (5,109,938) Our substantial level of indebtedness increases the possibility that we may be unable to generate cash sufficient to pay the principal, interest, or other amounts due on our indebtedness.
As of December 31, 2024, approximately 21.1% of our tenant leases in our international markets include fixed escalators. Currency fluctuations may negatively affect our results of operations. In Ecuador, El Salvador, Guatemala, Nicaragua, and Panama, significantly all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars.
As of December 31, 2025, approximately 12.6% of our tenant leases in our international markets include fixed escalators. Currency fluctuations may negatively affect our results of operations. In Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, and Panama, substantially all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars.
As of December 31, 2024, we estimate the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $49.0 million; excluding penalties and interest of $63.1 million. Our issuance of equity securities and other associated transactions may trigger a future ownership change which may negatively impact our ability to utilize NOLs in the future.
As of December 31, 2025, we estimate the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $109.7 million; excluding penalties and interest of $172.8 million. Our issuance of equity securities and other associated transactions may trigger a future ownership change which may negatively impact our ability to utilize NOLs in the future.
For the year ended December 31, 2024, we funded $9.3 million and repaid $177.1 million under our intercompany loan agreements. Subsequent to December 31, 2024, we made no repayments under our intercompany loan agreements. Delays in the roll-out of new spectrum or deployment of new technologies could materially and adversely affect our future growth and revenues.
For the year ended December 31, 2025, we repaid $205.0 million under our intercompany loan agreements. Subsequent to December 31, 2025, we made no repayments under our intercompany loan agreements. Delays in the roll-out of new spectrum or deployment of new technologies could materially and adversely affect our future growth and revenues.
As of December 31, 2024, this indebtedness represented approximately $2.3 billion, or 16.7% of our total indebtedness. As a result, we are exposed to interest rate risk. Interest rates, including SOFR, fluctuate periodically and as such may increase in future periods.
As of December 31, 2025, this indebtedness represented approximately $2.7 billion, or 21.1% of our total indebtedness. 9 Table of Contents As a result, we are exposed to interest rate risk. Interest rates, including SOFR, fluctuate periodically and as such may increase in future periods.
As of December 31, 2024, the average remaining life under our ground leases and other property interests, including renewal options under our control, was approximately 36 years, and approximately 11.6% of our tower structures have ground leases or other property interests maturing in the next 10 years.
As of December 31, 2025, the average remaining life under our ground leases and other property interests, including renewal options under our control, was approximately 35 years, and approximately 14.5% of our tower structures have ground leases or other property interests maturing in the next 10 years.
We depend on a relatively small number of customers for most of our revenue, and the loss or financial instability of any of our significant customers may materially decrease our revenue and adversely affect our financial condition. We derive a significant portion of our revenue from a small number of customers.
ITEM 1A. RISK FACTORS Risks Related to Our Business We depend on a relatively small number of customers for most of our revenue, and the loss or financial instability of any of our significant customers may materially decrease our revenue and adversely affect our financial condition. We derive a significant portion of our revenue from a small number of customers.
The impact of these risks is further enhanced in acquisitions of towers in international markets, where it may be more difficult to verify all relevant information with respect to the assets being acquired. These risks could adversely affect our revenues and results of operations.
The impact of these risks is further enhanced in acquisitions of towers in international markets, where it may be more difficult to verify all relevant information with respect to the assets being acquired.
Our 18 Table of Contents qualification as a REIT will depend on our ability to satisfy tests concerning our organization, the nature and diversification of our asset, the sources of our income, the amounts we regularly distribute to our shareholders, the diversity of our shareholder ownership, and other requirements on a continuing basis.
Even a technical or inadvertent violation could jeopardize our REIT qualification. Our qualification as a REIT will depend on our ability to satisfy tests concerning our organization, the nature and diversification of our asset, the sources of our income, the amounts we regularly distribute to our shareholders, the diversity of our shareholder ownership, and other requirements on a continuing basis.
In addition, we may, from time to time, upgrade our data processing systems and other operating technologies and take other steps to improve the efficiency of our information technology. These upgrades may require us to divert financial, 16 Table of Contents operational, technical and managerial resources which could adversely affect our business and operations.
In addition, we are in the process of upgrading our data processing systems and other operating technologies and taking other steps to improve the efficiency of our information technology. These upgrades may require us to divert financial, operational, technical, and managerial resources which could adversely affect our business and operations.
Our TRS assets and operations also will continue to be subject, as applicable, to federal and state corporate income taxes and to foreign taxes in the jurisdictions in which those assets and operations are located.
Our TRS assets and operations also will continue to be subject, as applicable, to federal and state corporate income taxes and to foreign taxes in the jurisdictions in which those assets and operations are located. Any of these taxes would decrease our earnings and our available cash .
As a result of these risks, the cost of acquiring these towers may be higher than we expect, or we may not be able to meet our annual and long-term tower portfolio growth targets. If we are not able to successfully address these challenges, we may not be able to materially increase our tower portfolio in the long-term through acquisitions.
As a result of these risks, the cost of acquiring these towers may be higher than we expect, or we may not be able to meet our annual and long-term tower portfolio growth targets.
Increasing interest rates have impacted, and are expected to continue to impact, the ability and willingness of wireless service providers to incur capital expenditures at historic levels to expand their networks, which would adversely affect our future revenue growth rates. For example, certain providers are financially constrained and are not currently investing in their wireless networks to deploy new spectrum.
Increasing interest rates have impacted, and are expected to continue to impact, the ability and willingness of wireless service providers to incur capital expenditures at historic levels to expand their networks, which would adversely affect our future revenue growth rates.
For the year ended December 31, 2024, approximately 26.3% of our total site leasing revenue was generated by our international operations, of which 23.1% was generated in non-U.S. dollar currencies, including 15.0% which was denominated in Brazilian Reais. The exchange rates between our foreign currencies and the U.S.
For the year ended December 31, 2025, approximately 27.4% of our total site leasing revenue was generated by our international operations, of which 21.9% was generated in non-U.S. dollar currencies, including 13.6% which was denominated in Brazilian Reais. The exchange rates between our foreign currencies and the U.S.
We will continue to vigorously contest the adjustments and expect to exhaust all administrative and judicial remedies necessary to resolve the matters, which could be a lengthy process.
We disagree with these assessments and are appealing with the higher appellate taxing authorities. We will continue to vigorously contest the adjustments and expect to exhaust all administrative and judicial remedies necessary to resolve the matters, which could be a lengthy process.
Any of these taxes would decrease our earnings and our available cash . 20 Table of Contents Risks Related to Ownership of our Class A Common Stock The REIT-related ownership and transfer restrictions may restrict or prevent our shareholders from engaging in certain transfers of our common stock.
Risks Related to Ownership of our Class A Common Stock The REIT-related ownership and transfer restrictions may restrict or prevent our shareholders from engaging in certain transfers of our common stock.
We currently expect that this churn will represent an aggregate of between $115.0 million and $125.0 million of cash site leasing revenue from 2025 through 2028. We do not expect the annual churn to be uniform over this period as the timing of the churn will depend on termination rights as well as the needs of the carrier.
We currently expect that this churn will represent approximately $75.0 million of cash site leasing revenue over the next several years. We do not expect the annual churn to be uniform over this period as the timing of the churn will depend on termination rights as well as the needs of the carrier.
The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets that meet our return criteria, and then stock repurchases, when we believe our stock price is below its intrinsic value.
The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets through acquisitions to the extent there are opportunities that meet our return criteria and through the construction of new towers, then stock repurchases, and then cash dividend growth over time.
Our current business operations in developing markets, and our expansion into any other international markets in the future, could result in adverse financial consequences and operational problems not typically experienced in the United States.
Our international operations are subject to economic, political, and other risks that could materially and adversely affect our revenues or financial position. Our current business operations in developing markets, and our expansion into any other international markets in the future, could result in adverse financial consequences and operational problems not typically experienced in the United States.
As of December 31, 2024, we had an interest rate swap agreement on a portion of our 2024 Term Loan (as amended on October 2, 2024) which swaps $1.95 billion of notional value accruing interest at one month Term SOFR plus 175 basis points for an all-in fixed rate of 1.800% per annum through March 31, 2025.
As of December 31, 2025, we had interest rate swap agreements on our 2024 Term Loan which swap $2.0 billion of notional value accruing interest at one month Term SOFR plus 175 basis points for a blended all-in fixed rate of 5.165% per annum through April 11, 2028.
Our real property interests relating to the land under our tower structures consist primarily of leasehold and sub-leasehold interests, fee interests, easements, licenses, rights-of-way, and other similar interests.
If we are unable to protect our rights to the land under our towers, it could adversely affect our business and operating results. Our real property interests relating to the land under our tower structures consist primarily of leasehold and sub-leasehold interests, fee interests, easements, licenses, rights-of-way, and other similar interests.
Information technology disruptions, including as a result of cybersecurity breaches, could compromise our information, which would cause our business and reputation to suffer. As part of our day-to-day operations, we rely on information technology and other computer resources and infrastructure to carry out important business activities and to maintain our business records.
As part of our day-to-day operations, we rely on information technology and other computer resources and infrastructure to carry out important business activities and to maintain our business records.
For example, our wireless service provider customers have engaged in increased use of network sharing, roaming, or resale arrangements, resulting in reduced capital spending or a decision to sell or not renew their spectrum licenses or concessions.
Increased use of network sharing, roaming, or resale arrangements, resulting in reduced capital spending or a decision to sell or not renew their spectrum licenses or concessions, or network consolidation between operators could also result in reduction in demand for our wireless infrastructure.
As a result, tower construction in some of our international markets may be delayed or halted or our acquired towers may not perform as anticipated. These factors could have a material adverse effect on our future growth and operations.
As a result, tower construction in some of our international markets may be delayed or halted or our acquired towers may not perform as anticipated.
In addition, increasing interest rates may result in higher interest expense on our current fixed rate indebtedness upon a refinancing. 9 Table of Contents Although we have used interest rate swaps to mitigate our interest rate risk from time to time, we may not maintain interest rate swaps with respect to all of our variable rate indebtedness, and any swaps we enter into may not fully mitigate our interest rate risk.
Although we have used interest rate swaps to mitigate our interest rate risk from time to time, we may not maintain interest rate swaps with respect to all of our variable rate indebtedness, and any swaps we enter into may not fully mitigate our interest rate risk.
NOLs generated starting in the 2018 tax year can be carried forward indefinitely but are subject to the 80% utilization limitation. We expect that we will continue to be subject to tax examinations in the future.
NOLs generated starting in the 2018 tax year can be carried forward indefinitely but are subject to the 80% utilization limitation. We expect that we will continue to be subject to tax examinations in the future. In addition, U.S. federal, state, and local, as well as international, tax laws and regulations are extremely complex and subject to varying interpretations.
If the land owner was unable or unwilling to renew the ground lease with the tower owner, we could lose our ability to use the tower irrespective of our right of use agreement. During the year ended December 31, 2024, we generated $120.0 million of site leasing revenue from right of use towers.
If the land owner was unable or unwilling to renew the ground lease with the tower owner, we could lose our ability to use the tower irrespective of our right of use agreement.
Our ability to build new towers is dependent upon our wireless customers’ needs and the availability of sufficient capital to fund construction, our ability to locate, and acquire at commercially reasonable prices, attractive locations for such towers and our ability to obtain the necessary zoning and permits.
If we are not able to successfully address these challenges, we may not be able to materially increase our tower portfolio in the long-term through acquisitions. 11 Table of Contents Our ability to build new towers is dependent upon our wireless customers’ needs and the availability of sufficient capital to fund construction, our ability to locate, and acquire at commercially reasonable prices, attractive locations for such towers and our ability to obtain the necessary zoning and permits.
However, our environmental due diligence may not uncover all natural disaster-related risks to tower assets that we acquire, and our mitigation measures may not be successful, which could require us to incur significant expenditures and may have an adverse effect on our operations or financial condition. 14 Table of Contents The process of integrating any acquired towers into our operations is also subject to a number of risks and financial impacts, including unforeseen operating difficulties, large expenditures, diversion of management attention, the loss of key customers and/or personnel, our inability to retain or timely find suitable replacements for key employees and management needed to operate the acquired business, and exposure to unanticipated liabilities.
The process of integrating any acquired towers into our operations is also subject to a number of risks and financial impacts, including unforeseen operating difficulties, large expenditures, diversion of management attention, the loss of key customers and/or personnel, our inability to retain or timely find suitable replacements for key employees and management needed to operate the acquired business, and exposure to unanticipated liabilities.
The majority of our tower portfolio comprises traditional macro sites and therefore is not as diversified into non-macro sites and other technologies and architectures as some of our competitors. In addition, new technologies that enhance the range, efficiency, and capacity of wireless equipment could reduce demand for our wireless infrastructure.
The majority of our tower portfolio comprises traditional macro sites and therefore is not as diversified into non-macro sites and other technologies and 13 Table of Contents architectures as some of our competitors.
Improvements or changes in the efficiency, architecture, and design of wireless networks or changes in a wireless service provider customer's business model may reduce the demand for our wireless infrastructure. Also, as customers deploy increased capital to develop and implement new technologies, they may allocate less of their budgets to lease space on our towers.
Improvements or changes in the efficiency, capacity and range with new technologies, architecture, and design of wireless networks or changes in a wireless service provider customer's business model may reduce the demand for our wireless infrastructure.
Wireless capital expenditures may also be adversely impacted by service provider decisions on debt levels, dividends, free cash flow goals, and a variety of other factors. Our variable rate indebtedness and refinancing obligations subject us to interest rate risk, which could cause our debt service obligations to increase significantly.
Wireless capital expenditures may also be adversely impacted by service provider decisions on debt levels, dividends, free cash flow goals, and a variety of other factors. If our wireless service provider customers combine their operations to a significant degree, our future operating results could be adversely affected.
In addition, while we are exploring and investing in ancillary services and emerging technologies, including our mobile edge computing initiative and private networks, those investments may not prove to be profitable . 13 Table of Contents These factors could also have a material adverse effect on our growth rate since growth opportunities and demand for our tower space as a result of new technologies may not be realized at the times or to the extent anticipated.
These factors could also have a material adverse effect on our growth rate since growth opportunities and demand for our tower space as a result of new technologies may not be realized at the times or to the extent anticipated. Any of these factors could have a material adverse effect on our business, results of operations, and financial condition.
In connection with a current assessment in Brazil, the taxing authorities have issued income tax deficiencies related to purchase accounting adjustments for tax years 2017 through 2019. We disagree with the assessment and have filed an appeal with the higher appellate taxing authorities.
In connection with a current assessment in Brazil, the taxing authorities have issued income tax deficiencies related to purchase accounting adjustments for tax years 2017 through 2020. In addition, the taxing authorities have issued income tax deficiencies related to the deductibility of foreign exchange losses on our intercompany loan for the 2020 tax year.
Higher interest rates increase the economic cost of available capital and may make it less favorable for wireless service providers to obtain capital for investment.
For example, certain providers have been, and may in the future be, financially constrained and as a result, may not currently invest in their wireless networks or deploy new spectrum. Higher interest rates increase the economic cost of available capital and may make it less favorable for wireless service providers to obtain capital for investment.
With respect to our domestic new builds, attractive locations may be scarce due to the density within a geographic market.
With respect to our domestic new builds, attractive locations may be scarce due to the density within a geographic market. If we are not able to increase our new build tower portfolio as anticipated, it could negatively impact our ability to achieve our financial goals.
While the U.S. wireless service provider market has recently reduced to three nationwide wireless service providers, AT&T Wireless, T-Mobile, and Verizon Wireless, we and most of the industry anticipate that the number of nationwide wireless service providers will increase to four again if Echostar successfully builds out its nationwide network.
Recently, the U.S. wireless service provider market has reduced to three nationwide wireless service providers, AT&T Wireless, T-Mobile, and Verizon Wireless, and our dependence on these three wireless service providers for our financial and operational growth has been exacerbated.
Any of these factors could have a material adverse effect on our business, results of operations, and financial condition. If we are unable to protect our rights to the land under our towers, it could adversely affect our business and operating results.
While EchoStar’s default, has not had, and is not expected to have, a material adverse effect, any failure of other customers to perform under their contractual and financial obligations to us could, individually or in the aggregate, have a material adverse effect on our business, results of operations and financial condition.
Removed
ITEM 1A. RISK FACTORS Risks Related to Our Business If our wireless service provider customers combine their operations to a significant degree, our future operating results could be adversely affected.
Added
If our wireless service provider customers are unable to access sufficient capital, or unwilling based on the economic cost of such capital or other reasons, to invest in their infrastructure or spectrum, it could reduce our ability to meet our growth expectations.
Removed
The wireless industry in our international markets has come under competition in recent years which has, and may continue to, adversely affect our international site leasing activities in the near term.
Added
Our variable rate indebtedness and refinancing obligations subject us to interest rate risk, which could cause our debt service obligations to increase significantly.
Removed
Additionally, we have two $1.0 billion forward-starting swaps with an effective start date of March 31, 2025 (coinciding with the expiration date of the current 0.050%, $1.95 billion notional value swap) and a maturity date of April 11, 2028.
Added
In addition, increasing interest rates may result in higher interest expense on our current fixed rate indebtedness upon a refinancing.
Removed
The combined notional value of both forward-starting swaps of $2.0 billion will effectively fix one month term SOFR for a blended all-in fixed rate of 5.165% per annum through April 11, 2028.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeOur leadership team participates in advanced, targeted cybersecurity training and exercises to ensure additional security. Our leadership team also participates in table-top exercises and trainings tailored to specific business units. For example, most recently our internal audit and finance teams participated in a successful table-top exercise which simulated cyber-attacks on our payroll and financial systems.
Biggest changeOur leadership team also participates in table-top exercises and trainings tailored to specific business units. For example, most recently each of our accounting, mergers and acquisitions, and human resources teams participated in successful table-top exercises which simulated cyber-attacks on our systems. All of our table-top exercises are facilitated by a third-party.
Our internal information security team works collaboratively with our external industry consultants to identify threats utilizing analytics and metrics, which are aligned with the MITRE ATT&CK (Adversarial Tactics, Techniques, and Common Knowledge) Framework, and mitigate attacks across various layers of our enterprise systems.
Our internal information security team works collaboratively with our external industry consultants to identify threats utilizing analytics and metrics, which are aligned with the MITRE ATT&CK (Adversarial Tactics, Techniques, and Common Knowledge) Framework and aligned to mitigate attacks across various layers of our enterprise systems.
For more information regarding cybersecurity-related risks that could materially affect our business strategies, results of operations, or financial condition, please see Item 1A in this Form 10-K under the headings “ Information technology disruptions, including as a result of cybersecurity breaches, could compromise our information, which would cause our business and reputation to suffer .” Governance & Personnel Our Board believes a robust cybersecurity strategy is vital to protect our business, customers, and assets.
For more information regarding cybersecurity-related risks 22 Table of Contents that could materially affect our business strategies, results of operations, or financial condition, please see Item 1A in this Form 10-K under the headings “ Information technology disruptions, including as a result of cybersecurity breaches, could compromise our information, which would cause our business and reputation to suffer .” Governance & Personnel Our Board believes a robust cybersecurity strategy is vital to protect our business, customers, and assets.
Our information security team also works with our Executive Vice President, Chief Administrative Officer and General Counsel on our data privacy program, including with respect to the preservation and protection of the integrity and confidentiality of our data and systems.
Our information security team also works with our Executive Vice President, Chief Administrative Officer and General Counsel on our data privacy program, including with respect to the preservation and protection of the integrity and confidentiality of our data and systems as needed.
We have a comprehensive, cross-functional approach to cybersecurity risk management, driven by our information security management systems and propelled by industry-leading expertise from both our internal information technology security team and top-tier third-party consultants and firms that we engage. Our cyber risk management process is supported by both management and our Board of Directors.
We have a comprehensive, cross-functional approach to cybersecurity risk management, driven by our information security management systems and propelled by industry-leading expertise from both our internal information technology security team and 21 Table of Contents top-tier third-party consultants and firms that we engage. Our cyber risk management process is supported by both management and our Board of Directors.
Our CIO reports to the Audit Committee at every regularly scheduled meeting (or more frequently, as needed) to discuss cybersecurity risk exposure and risk management strategy. Our CIO has over 25 years of experience in the information technology and 22 Table of Contents security industry with global organizations .
Our CIO reports to the Audit Committee at every regularly scheduled meeting (or more frequently, as needed) to discuss cybersecurity risk exposure and risk management strategy. Our CIO has over 25 years of experience in the information technology and security industry with global organizations .
We 21 Table of Contents leverage the core functions of the NIST Cybersecurity Framework (Identify, Protect, Detect, Respond, and Recover) to constantly work toward identifying opportunities for further improvement and development of our risk mitigation strategies. We also build upon the principles of the ISO 27001 standard and have achieved ISO 27001:2013 certification for one of our data centers.
We leverage the core functions of the NIST Cybersecurity Framework (Identify, Protect, Detect, Respond, and Recover) to constantly work toward identifying opportunities for further improvement and development of our risk mitigation strategies. We also build upon the principles of the ISO 27001 standard and have achieved ISO 27001:2022 certification for one of our data centers.
As part of our response preparedness, our executive management team participates in comprehensive tabletop exercises annually simulating cybersecurity breaches or other incidents which simulate identifying, responding and reporting of such an incident in accordance with our risk management programs. (3) Defense Procedures & Preparedness .
As part of our response preparedness, our executive management team participates in comprehensive cyber incident response tabletop exercises annually simulating cybersecurity attack scenarios which simulate identifying, responding, recovering, and reporting of such an incident in accordance with our risk management programs. (3) Defense Procedures & Preparedness .
All of our table-top exercises are facilitated by a third-party. As part of our cybersecurity risk management strategy, each cyber threat is evaluated for materiality and escalated based upon evaluation of the potential severity and risk impact on our operations. We have not experienced a material cybersecurity breach in the past three years .
As part of our cybersecurity risk management strategy, each cyber threat is evaluated for materiality and escalated based upon evaluation of the potential severity and risk impact on our operations. We have not experienced a material cybersecurity breach in the past three years .
We have established and maintain a data incident response and a business continuity management plan to timely, consistently, and appropriately address cyber threats that may occur despite our safeguards.
We have established and maintain a cyber incident response and a business continuity management plan to timely, consistently, and appropriately advise on our cyber threat response and recovery strategy that may occur despite our safeguards.
We conduct initial and regular cybersecurity assessments of third-party vendors that we engage with in our operations and their information security policies and systems in order to identify, evaluate, and address potential vulnerabilities . (6) Team Member Education & Awareness .
We conduct initial and regular cybersecurity assessments of third-party vendors that we engage with in our operations and their information security policies and systems in order to identify, evaluate, and address potential vulnerabilities and we have developed a response plan for managing, and determining the magnitude of, any such third-party vulnerabilities . (6) Team Member Education & Awareness .
In addition, we conduct quarterly phishing campaign simulations which include notification of the respective Executive Vice President in the event of a failure by an employee in their department. (2) Threat Identification & Response .
In addition, we conduct quarterly phishing campaign simulations which includes remediation training assignment for phish failures and notification to the respective Executive Vice President in the event of a failure by an employee in their department. (2) Threat Identification & Response .
We remain dedicated to fostering an internal culture of cybersecurity, where all of our team members are trained to identify, respond, and report potential cybersecurity threats that may arise. New hires are required to participate in cybersecurity onboarding training, and current employees are responsible for completing mandatory cybersecurity training annually and phishing awareness training quarterly.
We remain dedicated to fostering an internal culture of cybersecurity, where all of our team members are trained to identify, respond, and report potential cybersecurity threats that may arise.
Added
New hires are required to participate in cybersecurity onboarding training, and current employees are responsible for completing mandatory cybersecurity training annually and phishing awareness training quarterly in the event of phish failures. Our leadership team participates in advanced, targeted cybersecurity training and exercises to ensure additional security.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeAs of December 31, 2024, we had an average of 1.9 tenants per site.
Biggest changeAs of December 31, 2025, we had an average of 1.8 tenants per site. 23 Table of Contents
As of December 31, 2024, approximately 72% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land that have an interest that extends beyond 20 years. The average remaining life under our ground leases and other property interests, including renewal options under our control, is 36 years.
As of December 31, 2025, approximately 71% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land that have an interest that extends beyond 20 years. The average remaining life under our ground leases and other property interests, including renewal options under our control, is 35 years.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS We are involved in various legal proceedings relating to claims arising in the ordinary course of business. We do not believe that the ultimate resolution of these matters will have a material adverse effect on our business, financial condition, results of operations, or liquidity. ITEM 4.
Biggest changeITEM 3. LEGAL PROCEEDINGS We are involved in various legal proceedings relating to claims arising in the ordinary course of business. We do not believe that the ultimate resolution of these matters will have a material adverse effect on our business, financial condition, results of operations, or liquidity. ITEM 4. MINE SAFETY DISCLOSURE Not Applicable. PART II
Removed
MINE SAFETY DISCLOSURE Not Applicable. 23 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

4 edited+4 added−0 removed1 unchanged
Biggest changeThe amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets that meet our return criteria, and then stock repurchases when we believe our stock price is below its intrinsic value.
Biggest changeThe amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets through acquisitions to the extent there are opportunities that meet our return criteria and through the construction of new towers, then stock repurchases, and then cash dividend growth over time.
As of February 14, 2025, there were 270 record holders of our Class A common stock. Dividends As a REIT, we are required to distribute annually at least 90% of our REIT taxable income after the utilization of any available NOLs (determined before the deduction for dividends paid and excluding any net capital gain).
As of February 17, 2026, there were 273 record holders of our Class A common stock. Dividends As a REIT, we are required to distribute annually at least 90% of our REIT taxable income after the utilization of any available NOLs (determined before the deduction for dividends paid and excluding any net capital gain).
The actual amount, timing, and frequency of future dividends, will be at the sole discretion of our Board of Directors and will be declared based upon various factors, many of which are beyond our control. ITEM 6. RES ERVED
The actual amount, timing, and frequency of future dividends, will be at the sole discretion of our Board of Directors and will be declared based upon various factors, many of which are beyond our control.
As of December 31, 2024, $337.7 million of the federal NOLs are attributes of the REIT. We may use these NOLs to offset our REIT taxable income, and thus any required distributions to shareholders may be reduced or eliminated until such time as our NOLs have been fully utilized or expired.
As of December 31, 2025, $343.8 million of the federal NOLs are attributes of the REIT. We may use these NOLs to offset our REIT taxable income, and thus any required distributions to shareholders may be reduced or eliminated until such time as our NOLs have been fully utilized or expired.
Added
In addition, in a high interest rate environment and when we believe interest rates may stay higher for longer, we believe that debt repayments, especially of our variable rate debt, may be an accretive use of our excess capital.
Added
Issuer Purchases of Equity Securities The following table presents information related to our repurchases of Class A common stock during the fourth quarter of 2025: Total Total Number of Shares Approximate Dollar Value Number Average Purchased as Part of of Shares that May Yet Be of Shares Price Paid Publicly Announced Purchased Under the Period Purchased Per Share Plans or Programs (1) Plans or Programs 10/1/2025 - 10/31/2025 210,239 $ 191.21 210,239 $ 1,297,883,361 11/1/2025 - 11/30/2025 187,258 $ 196.58 187,258 $ 1,261,071,713 12/1/2025 - 12/31/2025 717,064 $ 189.58 717,064 $ 1,125,128,362 Total 1,114,561 $ 191.07 1,114,561 $ 1,125,128,362 On April 27, 2025, our Board of Directors authorized a stock repurchase plan authorizing us to repurchase, from time to time, up to $1.5 billion of our outstanding Class A common stock (the “Repurchase Plan”).
Added
The Repurchase Plan has no expiration and will continue until otherwise modified or terminated by our Board of Directors at any time in its sole discretion. Subsequent to December 31, 2025, we repurchased 12 thousand shares of our Class A common stock for $2.2 million, at an average price per share of $188.66. Shares repurchased were retired.
Added
As of the date of this filing, we had $1.1 billion remaining under the current authorized share repurchase plan. 24 Table of Contents ITEM 6. RES ERVED

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

108 edited+27 added−39 removed63 unchanged
Biggest changeThese changes were primarily due to the change in estimated useful lives of our towers and certain related intangible assets from our historical estimate of 15 years to a revised estimate of 30 years (effective January 1, 2024) and the impact of assets that became fully depreciated since the prior year period, partially offset by an increase in the number of towers we acquired and built since January 1, 2023. ‎ 30 Table of Contents Operating Income (Expense): For the year ended Constant December 31, Foreign Constant Currency 2024 2023 Currency Impact Currency Change % Change (in thousands) Domestic site leasing $ 1,249,857 $ 849,607 $ — $ 400,250 47.1% International site leasing 225,358 111,854 (13,441) 126,945 113.5% Total site leasing $ 1,475,215 $ 961,461 $ (13,441) $ 527,195 54.8% Site development 16,596 29,322 — (12,726) (43.4%) Other (56,048) (67,124) — 11,076 (16.5%) Total $ 1,435,763 $ 923,659 $ (13,441) $ 525,545 56.9% Domestic site leasing operating income increased $400.3 million for the year ended December 31, 2024, as compared to the prior year, primarily due to decreases in depreciation, accretion, and amortization expense and asset impairment and decommission costs and higher segment operating profit, partially offset by increases in selling, general, and administrative expenses and acquisition and new business initiatives related adjustments and expenses.
Biggest changeOperating Income (Expense): For the year ended Constant December 31, Foreign Constant Currency 2025 2024 Currency Impact Currency Change % Change (in thousands) Domestic site leasing $ 1,166,017 $ 1,249,857 $ — $ (83,840) (6.7%) International site leasing 219,441 225,358 18,844 (24,761) (11.0%) Total site leasing $ 1,385,458 $ 1,475,215 $ 18,844 $ (108,601) (7.4%) Site development 28,681 16,596 — 12,085 72.8% Other (71,353) (56,048) — (15,305) 27.3% Total $ 1,342,786 $ 1,435,763 $ 18,844 $ (111,821) (7.8%) Domestic site leasing operating income decreased $83.8 million for the year ended December 31, 2025, as compared to the prior year, primarily due to increases in asset impairment and decommission costs, acquisition and new business initiatives related adjustments and expenses, and depreciation, accretion, and amortization expense and lower segment operating profit, partially offset by a decrease in selling, general, and administrative expenses.
Cost of site leasing revenue primarily consists of: • Cash and non-cash rental expense on ground leases, right-of-use, and other underlying property interests; • Property taxes; • Site maintenance and monitoring costs (exclusive of employee related costs); • Utilities; • Property insurance; • Fuel (in those international markets that do not have an available electric grid at our tower sites); and • Lease initial direct cost amortization.
Cost of site leasing revenue primarily consists of: • Cash and non-cash rental expense on ground leases, right-of-use, and other underlying property interests; • Property taxes; • Site maintenance and monitoring costs (exclusive of employee related costs); • Utilities; • Property insurance; • Fuel (primarily in those international markets that do not have an available electric grid at our tower sites); and • Lease initial direct cost amortization.
We believe that providing these financial results and metrics on a constant currency basis, which are non-GAAP measures, gives management and investors the ability to evaluate the performance of our business without the impact of foreign currency exchange rate fluctuations.
We believe that providing these financial results and metrics on a constant currency basis, which are non-GAAP measures, gives management and investors the ability to evaluate the performance of our business without the impact of foreign currency exchange rate fluctuations.
Indentures Governing Senior Notes The Indentures governing the Senior Notes contain customary covenants, subject to a number of exceptions and qualifications, including restrictions on the ability of SBAC and Telecommunications to (1) incur additional indebtedness unless the Consolidated Indebtedness to Annualized Consolidated Adjusted EBITDA Ratio (as defined in the Indenture), pro forma for the additional indebtedness does not exceed, with respect to any fiscal quarter, 9.5x for SBAC, (2) merge, consolidate, or sell assets, (3) make restricted payments, including dividends or other distributions, (4) enter into transactions with affiliates, and (5) enter into sale and leaseback transactions and restrictions on the ability of the Restricted Subsidiaries of SBAC (as defined in the Indentures) to incur liens securing indebtedness.
Senior Notes Indentures Governing Senior Notes The Indentures governing the Senior Notes contain customary covenants, subject to a number of exceptions and qualifications, including restrictions on the ability of SBAC and Telecommunications to (1) incur additional indebtedness unless the Consolidated Indebtedness to Annualized Consolidated Adjusted EBITDA Ratio (as defined in the Indenture), pro forma for the additional indebtedness does not exceed, with respect to any fiscal quarter, 9.5x for SBAC, (2) merge, consolidate, or sell assets, (3) make restricted payments, including dividends or other distributions, (4) enter into transactions with affiliates, and (5) enter into sale and leaseback transactions and restrictions on the ability of the Restricted Subsidiaries of SBAC (as defined in the Indentures) to incur liens securing indebtedness.
The Borrowers may prepay any of the mortgage loan components, in whole or in part, with no prepayment consideration, (1) within six months (in the case of the component corresponding to the 2024-2C Tower Securities), twelve months (in the case of the component corresponding to the 2019-1C Tower Securities, 2020-1C Tower Securities, 2021-1C Tower Securities, 2021-2C Tower Securities, and 2022-1C Tower Securities ), eighteen months (in the case of the components corresponding to the 2020-2C Tower Securities and 2021-3C Tower Securities), or twenty-four months (in the case of the component corresponding to the 2024-1C Tower Securities) of the anticipated repayment date of such mortgage loan component, (2) with proceeds received as a result of any condemnation or casualty of any tower owned by the Borrowers or (3) during an amortization period.
The Borrowers may prepay any of the mortgage loan components, in whole or in part, with no prepayment consideration, (1) within six months (in the case of the component corresponding to the 2024-2C Tower Securities), twelve months (in the case of the component corresponding to the 2020-1C Tower Securities, 2021-1C Tower Securities, 2021-2C Tower Securities, and 2022-1C Tower Securities ), eighteen months (in the case of the components corresponding to the 2020-2C Tower Securities and 2021-3C Tower Securities), or twenty-four months (in the case of the component corresponding to the 2024-1C Tower Securities) of the anticipated repayment date of such mortgage loan component, (2) with proceeds received as a result of any condemnation or casualty of any tower owned by the Borrowers or (3) during an amortization period.
In Colombia, Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars. As indicated in the table below, our site leasing business generates substantially all of our total segment operating profit.
In Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars. As indicated in the table below, our site leasing business generates substantially all of our total segment operating profit.
Ground leases and other property interests are generally for an initial term of five years or more with multiple renewal periods, which are at our option. Our ground leases either (1) contain specific annual rent escalators, or (2) escalate annually in accordance with an inflationary index.
Ground leases and other property interests are generally for an initial term of five years or more with multiple renewal periods, which are at our option. Our ground leases typically either (1) contain specific annual rent escalators or (2) escalate annually in accordance with an inflationary index.
We believe our site leasing business is characterized by stable and long-term recurring revenues, predictable operating costs, and minimal non-discretionary capital expenditures. Due to the nature and mix of our tower portfolio, we expect future expenditures required to maintain these towers to be minimal.
Generally, we believe our site leasing business is characterized by stable and long-term recurring revenues, predictable operating costs, and minimal non-discretionary capital expenditures. Due to the nature and mix of our tower portfolio, we expect future expenditures required to maintain these towers to be minimal.
Site Leasing Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, Canada, and Africa.
Site Leasing Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, and Africa.
Pursuant to the Second Amended and Restated Guarantee and Collateral Agreement, amounts borrowed under the Revolving Credit Facility, the Term Loans and certain hedging transactions that may be entered into by SBA Senior Finance II or the Subsidiary Guarantors (as defined in the Senior Credit Agreement) with lenders or their affiliates are secured by a first lien on the 36 Table of Contents membership interests of SBA Telecommunications, LLC, SBA Senior Finance, LLC and SBA Senior Finance II and on substantially all of the assets (other than leasehold, easement and fee interests in real property) of SBA Senior Finance II and the Subsidiary Guarantors.
Pursuant to the Second Amended and Restated Guarantee and Collateral Agreement, amounts borrowed under the Revolving Credit Facility, the Term Loans and certain hedging transactions that may be entered into by SBA Senior Finance II or the Subsidiary Guarantors (as defined in the Senior Credit Agreement) with lenders or their affiliates are secured by a first lien on the membership interests of SBA Telecommunications, LLC, SBA Senior Finance, LLC and SBA Senior Finance II and on substantially all of the assets (other than leasehold, easement and fee interests in real property) of SBA Senior Finance II and the Subsidiary Guarantors.
Among other things, the Borrowers are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets. ‎ 39 Table of Contents The table below sets forth the material terms of our outstanding Tower Securities as of December 31, 2024: Security Issue Date Amount Outstanding ‎ (in millions) Interest ‎ Rate (1) Anticipated Repayment Date Final Maturity Date 2019-1C Tower Securities (2) Sep. 13, 2019 $1,165.0 2.836% Jan. 12, 2025 Jan. 12, 2050 2020-1C Tower Securities Jul. 14, 2020 $750.0 1.884% Jan. 9, 2026 Jul. 11, 2050 2020-2C Tower Securities Jul. 14, 2020 $600.0 2.328% Jan. 11, 2028 Jul. 9, 2052 2021-1C Tower Securities May 14, 2021 $1,165.0 1.631% Nov. 9, 2026 May 9, 2051 2021-2C Tower Securities Oct. 27, 2021 $895.0 1.840% Apr. 9, 2027 Oct. 10, 2051 2021-3C Tower Securities Oct. 27, 2021 $895.0 2.593% Oct. 9, 2031 Oct. 10, 2056 2022-1C Tower Securities Nov. 23, 2022 $850.0 6.599% Jan. 11, 2028 Nov. 9, 2052 2024-1C Tower Securities Oct. 11, 2024 $1,450.0 4.831% Oct. 9, 2029 Oct. 8, 2054 2024-2C Tower Securities (3) Oct. 11, 2024 $620.0 4.654% Oct. 8, 2027 Oct. 8, 2054 (1) Interest paid monthly.
Among other things, the Borrowers are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets. ‎ 39 Table of Contents The table below sets forth the material terms of our outstanding Tower Securities as of December 31, 2025: Security Issue Date Amount Outstanding ‎ (in millions) Interest ‎ Rate (1) Anticipated Repayment Date Final Maturity Date 2020-1C Tower Securities (2) Jul. 14, 2020 $750.0 1.884% Jan. 9, 2026 Jul. 11, 2050 2020-2C Tower Securities Jul. 14, 2020 $600.0 2.328% Jan. 11, 2028 Jul. 9, 2052 2021-1C Tower Securities May 14, 2021 $1,165.0 1.631% Nov. 9, 2026 May 9, 2051 2021-2C Tower Securities Oct. 27, 2021 $895.0 1.840% Apr. 9, 2027 Oct. 10, 2051 2021-3C Tower Securities Oct. 27, 2021 $895.0 2.593% Oct. 9, 2031 Oct. 10, 2056 2022-1C Tower Securities Nov. 23, 2022 $850.0 6.599% Jan. 11, 2028 Nov. 9, 2052 2024-1C Tower Securities Oct. 11, 2024 $1,450.0 4.831% Oct. 9, 2029 Oct. 8, 2054 2024-2C Tower Securities (3) Oct. 11, 2024 $620.0 4.654% Oct. 8, 2027 Oct. 8, 2054 (1) Interest paid monthly.
In addition, persistent high rates of inflation could adversely affect our future operating results particularly in light of the fact that our site leasing revenues are governed by long-term contracts with pre- 41 Table of Contents determined pricing that we will not be able to increase in response to increases in inflation other than our contracts in South America and Africa which have inflationary index-based rent escalators.
In addition, persistent high rates of inflation could adversely affect our future operating results particularly in light of the fact that our site leasing revenues are governed by long-term contracts with pre-determined pricing that we will not be able to increase in response to increases in inflation other than our contracts in South America and Africa which have inflationary index-based rent escalators.
Terms of the Senior Credit Agreement The Senior Credit Agreement requires SBA Senior Finance II to maintain specific financial ratios, including (1) a ratio of Consolidated Net Debt to Annualized Borrower EBITDA not to exceed 6.5 times for any fiscal quarter, (2) a ratio of Consolidated Net Debt (calculated in accordance with the Senior Credit Agreement) to Annualized Borrower EBITDA for the most recently ended fiscal quarter not to exceed 6.5 times for 30 consecutive days, and (3) a ratio of Annualized Borrower EBITDA to Annualized Cash Interest Expense (calculated in accordance with the Senior Credit Agreement) of not less than 2.0 times for any fiscal quarter.
Debt Instruments and Debt Service Requirements Terms of the Senior Credit Agreement The Senior Credit Agreement requires SBA Senior Finance II to maintain specific financial ratios, including (1) a ratio of Consolidated Net Debt to Annualized Borrower EBITDA not to exceed 6.5 times for any fiscal quarter, (2) a ratio of Consolidated Net Debt (calculated in accordance with the Senior Credit Agreement) to Annualized Borrower EBITDA for the most recently ended fiscal quarter not to exceed 6.5 times for 30 consecutive days, and (3) a ratio of Annualized Borrower EBITDA to Annualized Cash Interest Expense (calculated in accordance with the Senior Credit Agreement) of not less than 2.0 times for any fiscal quarter.
We will file a prospectus supplement containing the amount and type of securities each time we issue securities under our automatic shelf registration statement on Form S-3ASR. During the year ended December 31, 2024, we did not issue any securities under our automatic shelf registration statement.
We will file a prospectus supplement containing the amount and type of securities each time we issue securities under our automatic shelf registration statement on Form S-3ASR. During the year ended December 31, 2025, we did not issue any securities under our automatic shelf registration statement.
During the year ended December 31, 2024, we did not issue any shares of Class A common stock under this registration statement. As of December 31, 2024, we had approximately 1.2 million shares of Class A common stock remaining under this registration statement.
During the year ended December 31, 2025, we did not issue any shares of Class A common stock under this registration statement. As of December 31, 2025, we had approximately 1.2 million shares of Class A common stock remaining under this registration statement.
These changes were primarily due to an increase in site leasing segment operating profit, partially offset by a decrease in site development segment operating profit and an increase in cash selling, general, and administrative expenses. LIQUIDITY AND CAPITAL RESOURCES SBAC is a holding company with no business operations of its own.
These changes were primarily due to increases in international site leasing segment operating profit and site development segment operating profit, partially offset by an increase in cash selling, general, and administrative expenses and a decrease in domestic site leasing segment operating profit. LIQUIDITY AND CAPITAL RESOURCES SBAC is a holding company with no business operations of its own.
As of December 31, 2024, no U.S. state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S. state or territory accounted for more than 10% of our total revenues for the year ended December 31, 2024.
As of December 31, 2025, no U.S. state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S. state or territory accounted for more than 10% of our total revenues for the year ended December 31, 2025.
To determine the lease term, we consider all renewal periods that are reasonably certain to be exercised, taking into consideration all economic factors, including the communications site’s estimated economic life and the respective lease terms of our tenants under 27 Table of Contents the existing lease arrangements on such site.
To determine the lease term, we consider all renewal periods that are reasonably certain to be exercised, taking into consideration all economic factors, including the communications site’s estimated economic life and the respective lease terms of our tenants under the existing lease arrangements on such site.
Risk Retention Tower Securities The table below sets forth the material terms of our outstanding Risk Retention Tower Securities as of December 31, 2024: Security Issue Date Amount Outstanding ‎ (in millions) Interest ‎ Rate (1) Anticipated Repayment Date Final Maturity Date 2019-1R Tower Securities (2) Sep. 13, 2019 $61.4 4.213% Jan. 12, 2025 Jan. 12, 2050 2020-2R Tower Securities Jul. 14, 2020 $71.1 4.336% Jan. 11, 2028 Jul. 9, 2052 2021-1R Tower Securities May 14, 2021 $61.4 3.598% Nov. 9, 2026 May 9, 2051 2021-3R Tower Securities Oct. 27, 2021 $94.3 4.090% Oct. 9, 2031 Oct. 10, 2056 2022-1R Tower Securities Nov. 23, 2022 $44.8 7.870% Jan. 11, 2028 Nov. 9, 2052 2024-1R Tower Securities Oct. 11, 2024 $108.7 6.252% Oct. 9, 2029 Oct. 8, 2054 (1) Interest paid monthly.
The table below sets forth the material terms of our outstanding Risk Retention Tower Securities as of December 31, 2025: Security Issue Date Amount Outstanding ‎ (in millions) Interest ‎ Rate (1) Anticipated Repayment Date Final Maturity Date 2020-2R Tower Securities (2) Jul. 14, 2020 $71.1 4.336% Jan. 11, 2028 Jul. 9, 2052 2021-1R Tower Securities May 14, 2021 $61.4 3.598% Nov. 9, 2026 May 9, 2051 2021-3R Tower Securities Oct. 27, 2021 $94.3 4.090% Oct. 9, 2031 Oct. 10, 2056 2022-1R Tower Securities Nov. 23, 2022 $44.8 7.870% Jan. 11, 2028 Nov. 9, 2052 2024-1R Tower Securities Oct. 11, 2024 $108.7 6.252% Oct. 9, 2029 Oct. 8, 2054 (1) Interest paid monthly.
For a detailed discussion on the application of these and other accounting policies, see Note 2 of our Consolidated Financial Statements for the year ended December 31, 2024.
For a detailed discussion on the application of these and other accounting policies, see Note 2 of our Consolidated Financial Statements for the year ended December 31, 2025.
(2) The rate reflected includes a 0.010% reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2023.
(2) The rate reflected includes a 0.010% reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2024.
As of December 31, 2024, approximately 72% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land in which we have a leasehold interest that extends beyond 20 years. For any given tower, costs are relatively fixed over a monthly or an annual time period.
As of December 31, 2025, approximately 71% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land in which we have a leasehold interest that extends beyond 20 years. For any given tower, costs are relatively fixed over a monthly or an annual time period.
As of December 31, 2024, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.
As of December 31, 2025, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.
In Brazil, Canada, Chile, and South Africa, significantly all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency.
In Brazil, Chile, and South Africa, substantially all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency.
Year Ended 2023 Compared to Year Ended 2022 For a discussion of our 2023 Results of Operations, including a discussion of our financial results for the fiscal year ended December 31, 2023 compared to the fiscal year ended December 31, 2022, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 28, 2024.
Year Ended 2024 Compared to Year Ended 2023 For a discussion of our 2024 Results of Operations, including a discussion of our financial results for the fiscal year ended December 31, 2024 compared to the fiscal year ended December 31, 2023, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 26, 2025.
For a discussion of our Liquidity and Capital Resources for the fiscal year ended December 31, 2023 compared to the fiscal year ended December 31, 2022, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 28, 2024.
For a discussion of our Liquidity and Capital Resources for the fiscal year ended December 31, 2024 compared to the fiscal year ended December 31, 2023, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 26, 2025.
In addition, as of December 31, 2024, approximately 30% of our total towers are located in Brazil and no other international market (each country is considered a market) represented more than 5% of our total towers. We derive site leasing revenues primarily from wireless service provider tenants.
In addition, as of December 31, 2025, approximately 30% and 10% of our total towers are located in Brazil and Guatemala, respectively, and no other international market (each country is considered a market) represented more than 5% of our total towers. We derive site leasing revenues primarily from wireless service provider tenants.
For the year ended Segment operating profit as a percentage of December 31, total operating profit 2024 2023 2022 Domestic site leasing 75.9% 75.2% 77.0% International site leasing 22.5% 22.2% 19.2% Total site leasing 98.4% 97.4% 96.2% We believe that the site leasing business continues to be attractive due to its long-term contracts, built-in rent escalators, high operating margins, and low customer churn (which refers to a lease that is non-renewed, cancelled, or discounted prior to the end of its term) other than in connection with customer consolidation or cessations of specific technology.
For the year ended Segment operating profit as a percentage of December 31, total operating profit 2025 2024 2023 Domestic site leasing 74.7% 75.9% 75.2% International site leasing 23.2% 22.5% 22.2% Total site leasing 97.9% 98.4% 97.4% We believe that the site leasing business continues to be attractive due to its long-term contracts, built-in rent escalators, high operating margins, and low customer churn (which refers to a lease that is non-renewed, cancelled, or discounted prior to the end of its term) other than in connection with customer consolidation or cessations of specific technology.
The ongoing maintenance requirements are typically minimal and include replacing lighting systems, painting a tower, or upgrading or repairing an access road or fencing. In Ecuador, El Salvador, Guatemala, Nicaragua, and Panama, significantly all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars.
The ongoing maintenance requirements are typically minimal and include replacing lighting systems, painting a tower, or upgrading or repairing an access road or fencing. 25 Table of Contents In Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, and Panama, substantially all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars.
On February 29, 2024, we filed with the Commission an automatic shelf registration statement for well-known seasoned issuers on Form S-3ASR which enables us to issue shares of our Class A common stock, preferred stock, debt securities, warrants, or depositary shares as well as units that include any of these securities.
We have on file with the Commission an automatic shelf registration statement for well-known seasoned issuers on Form S-3ASR, which enables us to issue shares of our Class A common stock, preferred stock, debt securities, warrants, or depositary shares as well as units that include any of these securities.
Wireless service providers enter into either (1) standalone individual tenant site leases with us, each of which relates to the lease or use of space at an individual site, or (2) master 24 Table of Contents lease agreements (“MLA”) with us, which provide for the material terms and conditions that will apply to multiple sites; although, in most cases, each individual site under a MLA is also governed by its own site leasing agreement which sets forth pricing and other site specific terms.
Wireless service providers enter into (1) individual tenant site leases with us, each of which relates to the lease or use of space at an individual site or (2) MLAs with us, which provide for the material terms and conditions that will apply to multiple sites; although, in most cases, each individual site under a MLA is also governed by its own site leasing agreement which sets forth pricing and other site specific terms.
The key terms of the Revolving Credit Facility are as follows: Unused Interest Rate Commitment as of Fee as of December 31, 2024 (1) December 31, 2024 (2) Revolving Credit Facility 5.407% 0.140% (1) The rate reflected includes a 0.050% reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2023.
The key terms of the Revolving Credit Facility are as follows: Unused Interest Rate Commitment as of Fee as of December 31, 2025 (1) December 31, 2025 (2) Revolving Credit Facility 4.815% 0.140% (1) The rate reflected includes a 0.050% reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2024.
Accounts receivable The accounts receivable balance for the years ended December 31, 2024 and 2023 was $145.7 million and $182.7 million, respectively, of which $26.4 million and $32.3 million related to the site development segment, respectively. We perform periodic credit evaluations of our customers.
Accounts receivable The accounts receivable balance for the years ended December 31, 2025 and 2024 was $171.3 million and $145.7 million, respectively, of which $48.3 million and $26.4 million related to the site development segment, respectively. We perform periodic credit evaluations of our customers.
The mortgage loan will be paid from the operating cash flows from the aggregate 9,516 tower sites owned by the Borrowers as of December 31, 2024.
The mortgage loan will be paid from the operating cash flows from the aggregate 9,498 tower sites owned by the Borrowers as of December 31, 2025.
As of December 31, 2024, we owned 39,749 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers.
As of December 31, 2025, we owned 46,328 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers.
We are a leading independent owner and operator of wireless communications infrastructure, including tower structures, rooftops, and other structures that support antennas used for wireless communications, which we collectively refer to as “towers” or “sites.” Our principal operations are in the United States and its territories.
We are a leading independent owner and operator of wireless communications infrastructure, including tower structures, rooftops, and other structures that support antennas used for wireless communications, which we collectively refer to as “towers” or “sites.” Our principal operations are in the United States and its territories. In addition, we own and operate towers in South America, Central America, and Africa.
These changes were primarily as a result of an increase in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers and an increase in tower decommission costs.
These changes were primarily as a result of an increase in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers (primarily related to EchoStar and Oi), partially offset by a decrease in tower and equipment related decommission costs.
We intend to continue to grow our asset portfolio, domestically and internationally, primarily through tower acquisitions and the construction of new towers that meet our internal return on invested capital criteria. Stock Repurchase Program. We currently utilize stock repurchases as part of our capital allocation policy when we believe our share price is below its intrinsic value.
We intend to continue to grow our asset portfolio, domestically and internationally, primarily through tower acquisitions to the extent that opportunities meet our internal return on invested capital criteria and through the construction of new towers. Stock Repurchase Program. We currently utilize stock repurchases as part of our capital allocation policy.
Other (expense) income, net includes a $236.5 million loss on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries for the year ended December 31, 2024, while the prior year period included an $81.2 million gain on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries and a $7.6 million loss on the sale of tower assets.
Other income (expense), net includes a $208.4 million gain on sale of assets and a $121.5 million gain on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries for the year ended December 31, 2025, while the prior year period included a $236.5 million loss on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries.
For 2025, we expect to incur non-discretionary cash capital expenditures associated with tower maintenance and general corporate expenditures of $53.0 million to $63.0 million and discretionary cash capital expenditures, based on current or potential acquisition obligations, planned new tower construction, forecasted tower augmentations, and forecasted ground lease purchases, of $1,255.0 million to $1,275.0 million.
For 2026, we expect to incur non-discretionary cash capital expenditures associated with tower maintenance and general corporate expenditures of $67.0 million to $77.0 million and discretionary cash capital expenditures, based on current or potential acquisition obligations, planned new tower construction, forecasted tower augmentations, and forecasted ground lease purchases, of $430.0 million to $450.0 million.
Site development operating income decreased $12.7 million for the year ended December 31, 2024, as compared to the prior year, primarily due to lower segment operating profit driven by less carrier activity, partially offset by a decrease in selling, general, and administrative expenses.
Site development operating income increased $12.1 million for the year ended December 31, 2025, as compared to the prior year, primarily due to higher segment operating profit driven by increased carrier activity and a decrease in selling, general, and administrative expenses.
Payment terms do not result in any significant financing arrangements. Furthermore, these contracts do not typically include variable consideration; therefore, the transaction price that is recognized over time is generally the amount of the total contract.
Furthermore, these contracts do not typically include variable consideration; therefore, the transaction price that is recognized over time is generally the amount of the total contract.
International site leasing operating income increased $113.5 million for the year ended December 31, 2024, as compared to the prior year. On a constant currency basis, international site leasing operating income increased $126.9 million.
International site leasing operating income decreased $5.9 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, international site leasing operating income decreased $24.8 million.
Adjusted EBITDA We define Adjusted EBITDA as net income excluding the impact of non-cash straight-line leasing revenue, non-cash straight-line ground lease expense, non-cash compensation, net loss from extinguishment of debt, other income and expenses, acquisition and new business initiatives related adjustments and expenses, asset impairment and decommission costs, interest income, interest expenses, depreciation, accretion, and amortization, and income taxes. 32 Table of Contents We believe that Adjusted EBITDA is useful to investors or other interested parties in evaluating our financial performance.
Adjusted EBITDA We define Adjusted EBITDA as net income excluding the impact of non-cash straight-line leasing revenue, non-cash straight-line ground lease expense, non-cash compensation, net loss from extinguishment of debt, other income and expenses, acquisition and new business initiatives related adjustments and expenses, asset impairment and decommission costs, interest income, interest expenses, depreciation, accretion, and amortization, and income taxes.
RESULTS OF OPERATIONS This report presents our financial results and other financial metrics on a GAAP basis and, with respect to our international and consolidated results, after eliminating the impact of changes in foreign currency exchange rates.
We do not expect that the adoption will have a material impact on our consolidated financial statements and related disclosures. RESULTS OF OPERATIONS This report presents our financial results and other financial metrics on a GAAP basis and, with respect to our international and consolidated results, after eliminating the impact of changes in foreign currency exchange rates.
The following table illustrates our estimate of our debt service requirement over the next twelve months ended December 31, 2025 based on the amounts outstanding as of December 31, 2024 and the interest rates accruing on those amounts on such date (in thousands): Revolving Credit Facility (1) $ 2,800 2024 Term Loan (2) 127,290 2019-1C Tower Securities (3) 1,166,297 2020-1C Tower Securities 14,368 2020-2C Tower Securities 14,159 2021-1C Tower Securities 19,371 2021-2C Tower Securities 16,752 2021-3C Tower Securities 23,491 2022-1C Tower Securities 56,362 2024-1C Tower Securities 70,510 2024-2C Tower Securities 29,052 2020 Senior Notes 58,125 2021 Senior Notes 46,875 Total debt service for the next 12 months $ 1,645,452 (1) As of December 31, 2024, no amount was outstanding under the Revolving Credit Facility.
The following table illustrates our estimate of our debt service requirement over the next twelve months ended December 31, 2026 based on the amounts outstanding as of December 31, 2025 and the interest rates accruing on those amounts on such date: (in thousands) Revolving Credit Facility (1) $ 25,006 2024 Term Loan (2) 140,508 2020-1C Tower Securities (3) 750,556 2020-2C Tower Securities 14,159 2021-1C Tower Securities 1,181,842 2021-2C Tower Securities 16,752 2021-3C Tower Securities 23,491 2022-1C Tower Securities 56,362 2024-1C Tower Securities 70,510 2024-2C Tower Securities 29,052 2020 Senior Notes 58,125 2021 Senior Notes 46,875 Total debt service for the next 12 months $ 2,413,238 ‎ 41 Table of Contents (1) As of December 31, 2025, $475.0 million was outstanding under the Revolving Credit Facility.
The decrease was primarily due to an increase in cash outflows associated with working capital changes related to the timing of customer payments and increases in cash selling, general, and administrative expenses and cash asset impairment and decommission costs as well as a decrease in site development segment operating profit, partially offset by increases in site leasing segment operating profit and interest income.
The decrease was primarily due to increases in net interest expense and cash selling, general, and administrative expenses, as well as increases in cash outflows associated with working capital changes related to the timing of customer payments and a decrease in domestic site leasing segment operating profit.
Furthermore, because our towers 25 Table of Contents are strategically positioned, we have historically experienced low tenant lease terminations as a percentage of revenue other than in connection with customer consolidation or cessations of a specific technology.
Furthermore, because our towers are strategically positioned, we have historically experienced low tenant lease terminations as a percentage of revenue other than in connection with customer consolidation or cessations of a specific technology. We expect churn to be elevated through 2026 due to churn in some of our markets.
During 2025, we expect core leasing revenue in both our domestic and international segments to increase over 2024 levels, on a currency neutral basis, due in part to wireless carriers deploying unused spectrum, the full year impact of towers acquired and built during 2024, and the revenues from towers expected to be acquired and built during 2025.
During 2026, we expect core leasing revenue to increase over 2025 levels, on a currency neutral basis, due in part to wireless carriers deploying unused spectrum, the full year impact of towers acquired and built during 2025, and the revenues from towers expected to be acquired and built during 2026, partially offset by increased churn primarily driven by Sprint and EchoStar.
On a constant currency basis, net income increased $473.1 million.
On a constant currency basis, net income increased $52.2 million.
Dividends For the year ended December 31, 2024, we paid the following cash dividends: Payable to Shareholders of Record at the Close Cash Paid Aggregate Amount Date Declared of Business on Per Share Paid Date Paid February 26, 2024 March 14, 2024 $0.98 $108.1 million (1) March 28, 2024 April 29, 2024 May 23, 2024 $0.98 $105.3 million June 18, 2024 July 28, 2024 August 22, 2024 $0.98 $105.3 million September 18, 2024 October 27, 2024 November 14, 2024 $0.98 $105.4 million December 12, 2024 (1) Amount reflected includes the payment of $1.9 million in dividend equivalents.
Dividends For the year ended December 31, 2025, we paid the following cash dividends: Payable to Shareholders of Record at the Close Cash Paid Aggregate Amount Date Declared of Business on Per Share Paid Date Paid February 23, 2025 March 13, 2025 $1.11 $122.3 million (1) March 27, 2025 April 27, 2025 May 22, 2025 $1.11 $119.4 million June 17, 2025 August 3, 2025 August 21, 2025 $1.11 $119.1 million September 18, 2025 November 2, 2025 November 13, 2025 $1.11 $118.2 million December 11, 2025 (1) Amount reflected includes the payment of $2.4 million in dividend equivalents.
International site leasing revenues decreased $5.0 million for the year ended December 31, 2024, as compared to the prior year. On a constant currency basis, international site leasing revenues increased $32.5 million.
International site leasing revenues increased $39.7 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, international site leasing revenues increased $51.2 million.
These changes were primarily due to (1) lease early termination fees, (2) organic site leasing growth from new leases, amendments, and contractual escalators, and (3) revenues from 147 towers acquired and 783 towers built since January 1, 2023, partially offset by lease non-renewals and a decrease in reimbursable pass-through expenses.
These changes were primarily due to (1) revenues from 7,266 towers acquired (including 7,110 towers related to the Millicom transaction) and 904 towers built since January 1, 2024, (2) organic site leasing growth from new leases, amendments, and contractual escalators, and (3) increases in reimbursable pass-through expenses and non-cash straight line revenue, partially offset by lease non-renewals, tower divestitures and a decrease in lease early termination fees.
Management believes that Adjusted EBITDA helps investors or other interested parties to meaningfully evaluate and compare the results of our operations (1) from period to period and (2) to our competitors, by excluding the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization, and accretion) from our financial results.
Management uses Adjusted EBITDA in evaluating, and believes that it is useful to investors in evaluating, the profitability of our operations and to evaluate our performance 1) from period to period and (2) compared to our competitors, by removing the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization and accretion) from our financial results.
We provide site development services at our towers and at towers owned by others on a local basis, through regional, market, and project offices. The market offices are responsible for all site development operations. For information regarding our operating segments, see Note 15 of our Consolidated Financial Statements in this annual report.
We provide site development services at our towers and at towers owned by others on a local basis, through regional, market, and project offices. The market offices are responsible for all site development operations.
The combined notional value of both forward-starting swaps of $2.0 billion will effectively fix one month term SOFR for a blended all-in fixed rate of 5.165% per annum through April 11, 2028. 38 Table of Contents Secured Tower Revenue Securities Tower Revenue Securities Terms As of December 31, 2024, we, through a New York common law trust (the “Trust”), had issued and outstanding an aggregate of $8.4 billion of Secured Tower Revenue Securities (“Tower Securities”).
Interest Rate Swaps As of December 31, 2025, we, through our wholly owned subsidiary, SBA Senior Finance II, had interest rate swap agreements on our 2024 Term Loan which swap $2.0 billion of notional value accruing interest at one month Term SOFR plus 175 basis points for a blended all-in fixed rate of 5.165% per annum through April 11, 2028. 38 Table of Contents Secured Tower Revenue Securities Tower Revenue Securities Terms As of December 31, 2025, we, through a New York common law trust (the “Trust”), had issued and outstanding an aggregate of $7.2 billion of Secured Tower Revenue Securities (“Tower Securities”).
Financing Activities A detail of our financing activities is as follows: For the year ended December 31, 2024 2023 (in thousands) Net repayments under Revolving Credit Facility (1) $ (180,000) $ (540,000) Proceeds from issuance of Term Loans, net of fees (1) 2,280,565 — Repayment of Term Loans (1) (2,292,244) (24,000) Proceeds from issuance of Tower Securities, net of fees (1) 2,052,136 — Repayment of Tower Securities (1) (620,269) — Repurchase and retirement of common stock (2) (200,019) (100,010) Payment of dividends on common stock (424,191) (369,960) Proceeds from employee stock purchase/stock option plans, net of taxes 17,185 16,715 Other financing activities 12,579 37 Net cash provided by (used in) financing activities $ 645,742 $ (1,017,218) (1) For additional information regarding our debt instruments and financings, refer to “Debt Instruments and Debt Service Requirements” below.
The exact amount of our future cash capital expenditures will depend on a number of factors, including amounts necessary to support our tower portfolio, our new tower build and acquisition programs, and our ground lease purchase program. ‎ 35 Table of Contents Financing Activities A detail of our financing activities is as follows: For the year ended December 31, 2025 2024 (in thousands) Net repayments under Revolving Credit Facility (1) $ 475,000 $ (180,000) Proceeds from issuance of Term Loans, net of fees (1) — 2,280,565 Repayment of Term Loans (1) (23,000) (2,292,244) Proceeds from issuance of Tower Securities, net of fees (1) — 2,052,136 Repayment of Tower Securities (1) (1,165,000) (620,269) Repurchase and retirement of common stock (2) (497,805) (200,019) Payment of dividends on common stock (479,012) (424,191) Proceeds from employee stock purchase/stock option plans, net of taxes 30,047 17,185 Other financing activities (3,805) 12,579 Net cash (used in) provided by financing activities $ (1,663,575) $ 645,742 (1) For additional information regarding our debt instruments and financings, refer to “Debt Instruments and Debt Service Requirements” below.
Dividends paid in 2024 and 2023 were ordinary taxable dividends. ‎ 35 Table of Contents Subsequent to December 31, 2024, we declared the following cash dividends: Payable to Shareholders Cash to of Record at the Close be Paid Date Declared of Business on Per Share Date to be Paid February 23, 2025 March 13, 2025 $1.11 March 27, 2025 The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets that meet our return criteria, and then stock repurchases when we believe our stock price is below its intrinsic value.
Subsequent to December 31, 2025, we declared the following cash dividends: Payable to Shareholders Cash to of Record at the Close be Paid Date Declared of Business on Per Share Date to be Paid February 25, 2026 March 13, 2026 $1.25 March 27, 2026 The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy.
On a constant currency basis, international site leasing asset impairment and decommission costs increased $32.7 million.
On a constant currency basis, asset impairment and decommission costs increased $100.8 million.
On a constant currency basis, interest income increased $24.2 million. These changes were primarily due to a higher amount of interest-bearing deposits held and a higher effective interest rate on those deposits as compared to the prior year, as well as interest received on a loan to an unconsolidated joint venture.
On a constant currency basis, interest income decreased $10.1 million. These changes were primarily due to a lower amount of interest-bearing deposits held as compared to the prior year and a decrease in interest received on a loan to an unconsolidated joint venture as the loan was repaid on March 21, 2025.
Principal and interest payments made on the 2019-1R Tower Securities, 2020-2R Tower Securities, 2021-1R Tower Securities, 2021-3R Tower Securities, 2022-1R Tower Securities, and 2024-1R Tower Securities eliminate in consolidation.
Principal and interest payments made on the 2019-1R Tower Securities eliminated in consolidation.
Borrowings under the Revolving Credit Facility may be used for general corporate purposes. SBA Senior Finance II may, from time to time, borrow from and repay the Revolving Credit Facility. Consequently, the amount outstanding under the Revolving Credit Facility at the end of the period may not be reflective of the total amounts outstanding during such period.
Borrowings under the Revolving Credit Facility may be used for general corporate purposes. SBA Senior Finance II 37 Table of Contents may, from time to time, borrow from and repay the Revolving Credit Facility.
(2) On January 15, 2025, we repaid the aggregate amount of the 2019-1C Tower Securities. (3) The interest rate reflected is the all-in fixed rate which includes the impact of our treasury lock agreement entered on September 11, 2024.
(2) On January 9, 2026, we, using borrowings from the Revolving Credit Facility, repaid the aggregate principal amount of the 2020-1C Tower Securities. (3) The interest rate reflected is the all-in fixed rate which includes the impact of the treasury lock agreement entered into on September 11, 2024 which settled upon issuance of the notes.
This change was primarily due to lower amortization of accumulated losses related to our interest rate swaps de-designated as cash flow hedges which reached their term end date in 2023. 31 Table of Contents Loss from extinguishment of debt, net was $5.9 million for the year ended December 31, 2024 which primarily represents the write-off of $3.3 million of unamortized financing fees and $1.2 million of the original issuance discount associated with the repayment of the 2018 Term Loan in January 2024.
Loss from extinguishment of debt, net was $5.9 million for the year ended December 31, 2024 which primarily represents the write-off of $3.3 million of unamortized financing fees and $1.2 million of the original issuance discount associated with the repayment of the 2018 Term Loan in January 2024.
These changes were primarily due to a decrease in depreciation, accretion, and amortization expense and higher segment operating profit, partially offset by an increase in asset impairment and decommission costs.
These changes were primarily due to increases in depreciation, accretion, and amortization expense, asset impairment and decommission costs, and selling, 31 Table of Contents general, and administrative expenses, partially offset by higher segment operating profit and a decrease in a cquisition and new business initiatives related adjustments and expenses.
Other operating expense decreased $11.1 million for the year ended December 31, 2024, as compared to the prior year, primarily due to decreases in selling, general, and administrative expenses and asset impairment and decommission costs.
Other operating expense increased $15.3 million for the year ended December 31, 2025, as compared to the prior year, primarily due to an increase in selling, general, and administrative expenses.
Registration Statements We have on file with the Commission a shelf registration statement on Form S-4 registering shares of Class A common stock that we may issue in connection with the acquisition of wireless communication towers or antenna sites and related assets or companies who own wireless communication towers, antenna sites, or related assets.
The actual amount, timing, and frequency of future dividends will be at the sole discretion of our Board of Directors and will be declared based upon various factors, many of which are beyond our control. 36 Table of Contents Registration Statements We have on file with the Commission a shelf registration statement on Form S-4 registering shares of Class A common stock that we may issue in connection with the acquisition of wireless communication towers or antenna sites and related assets or companies who own wireless communication towers, antenna sites, or related assets.
Acquisition and New Business Initiatives Related Adjustments and Expenses: For the year ended Constant December 31, Foreign Constant Currency 2024 2023 Currency Impact Currency Change % Change (in thousands) Domestic site leasing $ 14,954 $ 10,725 $ — $ 4,229 39.4% International site leasing 10,992 10,946 (467) 513 4.7% Total $ 25,946 $ 21,671 $ (467) $ 4,742 21.9% Acquisition and new business initiatives related adjustments and expenses increased $4.3 million for the year ended December 31, 2024, as compared to the prior year.
Acquisition and New Business Initiatives Related Adjustments and Expenses: For the year ended Constant December 31, Foreign Constant Currency 2025 2024 Currency Impact Currency Change % Change (in thousands) Domestic site leasing $ 20,371 $ 14,954 $ — $ 5,417 36.2% International site leasing 6,949 10,992 79 (4,122) (37.5%) Total $ 27,320 $ 25,946 $ 79 $ 1,295 5.0% Domestic acquisition and new business initiatives related adjustments and expenses increased $5.4 million for the year ended December 31, 2025, as compared to the prior year.
Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances.
Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will not differ from those estimates and such differences could be significant.
These changes were primarily due to increases in site leasing operating income (inclusive of a $372.5 million benefit related to our revision of the estimated useful lives of our towers and certain related intangible assets), interest income, and other (expense) income, net, and a decrease in non-cash interest expense, partially offset by increases in provision for income taxes and loss from extinguishment of debt, net and a decrease in site development operating income.
These changes were primarily due to increases in other income (expense), net and site development segment operating income and decreases in non-cash interest expense and loss from extinguishment of debt, partially offset by increases in provision for income taxes, interest expense and other operating expense and decreases in domestic segment operating income, interest income, and international segment operating income.
Capital Allocation Strategy Our capital allocation strategy is aimed at increasing shareholder value through investment in quality assets that meet our return criteria, stock repurchases when we believe our stock price is below its intrinsic value, and by returning cash generated by our operations in the form of cash dividends.
For information regarding our operating segments, see Note 15 of our Consolidated Financial Statements in this annual report. 26 Table of Contents Capital Allocation Strategy Our capital allocation strategy is aimed at increasing shareholder value through investment in quality assets that meet our return criteria, stock repurchases, and by returning cash generated by our operations in the form of cash dividends.
On a constant currency basis, acquisition and new business initiatives related adjustments and expenses increased $4.7 million for the year ended December 31, 2024.
On a constant currency basis, international acquisition and new business initiatives related adjustments and expenses decreased $4.1 million.
These changes were primarily due to higher international site leasing revenues as noted above, partially offset by the incremental costs associated with towers acquired and built since January 1, 2023. Site development segment operating profit decreased $20.6 million for the year ended December 31, 2024, as compared to the prior year, as a result of decreased carrier activity.
On a constant currency basis, international site leasing segment operating profit increased $29.4 million. These changes were primarily due to higher international site leasing revenues as noted above and the positive impact of our ground lease purchase program, partially offset by the incremental costs associated with towers acquired and built since January 1, 2024.
Selling, General, and Administrative Expenses: For the year ended Constant December 31, Foreign Constant Currency 2024 2023 Currency Impact Currency Change % Change (in thousands) Domestic site leasing $ 132,627 $ 121,782 $ — $ 10,845 8.9% International site leasing 64,583 66,619 (2,974) 938 1.4% Total site leasing $ 197,210 $ 188,401 $ (2,974) $ 11,783 6.3% Site development 13,983 21,316 — (7,333) (34.4%) Other 47,563 58,219 — (10,656) (18.3%) Total $ 258,756 $ 267,936 $ (2,974) $ (6,206) (2.3%) Selling, general, and administrative expenses decreased $9.2 million for the year ended December 31, 2024, as compared to the prior year.
Selling, General, and Administrative Expenses: For the year ended Constant December 31, Foreign Constant Currency 2025 2024 Currency Impact Currency Change % Change (in thousands) Domestic site leasing $ 129,447 $ 132,627 $ — $ (3,180) (2.4%) International site leasing 72,860 64,583 (708) 8,985 13.9% Total site leasing $ 202,307 $ 197,210 $ (708) $ 5,805 2.9% Site development 12,936 13,983 — (1,047) (7.5%) Other 62,368 47,563 — 14,805 31.1% Total $ 277,611 $ 258,756 $ (708) $ 19,563 7.6% Selling, general, and administrative expenses increased $18.9 million for the year ended December 31, 2025, as compared to the prior year.
Site development revenues Site development projects in which we perform consulting services include contracts on a fixed price basis that are billed at contractual rates. Revenue is recognized over time based on milestones achieved, which are determined based on costs incurred. Amounts billed in advance (collected or uncollected) are recorded as deferred revenue on our Consolidated Balance Sheets.
Rental amounts received in advance are recorded as deferred revenue on the Consolidated Balance Sheets. Revenue from site leasing represents 91% of our total revenue for the year ended December 31, 2025. Site development revenues Site development projects in which we perform consulting services include contracts on a fixed price basis that are billed at contractual rates.
We incurred financing fees of approximately $19.4 million in relation to this transaction, which are being amortized through the maturity date. During the year ended December 31, 2024, we repaid an aggregate of $17.3 million of principal on the 2024 Term Loan.
Principal payments on the 2024 Term Loan are made in quarterly installments o n the last day of each March, June, September, and December in an amount equal to $5.75 million. We incurred financing fees of approximately $19.4 million in relation to this transaction, which are being amortized through the maturity date.
(2) On January 15, 2025, we repaid the aggregate amount of the 2019-1R Tower Securities. To satisfy certain risk retention requirements of Regulation RR promulgated under the Exchange Act, SBA Guarantor, LLC, a wholly owned subsidiary, purchased the Risk Retention Tower Securities.
Risk Retention Tower Securities To satisfy certain risk retention requirements of Regulation RR promulgated under the Exchange Act, SBA Guarantor, LLC, a wholly owned subsidiary, purchased the Risk Retention Tower Securities. Principal and interest payments made on the 2020-2R Tower Securities, 2021-1R Tower Securities, 2021-3R Tower Securities, 2022-1R Tower Securities, and 2024-1R Tower Securities eliminate in consolidation.
These amounts are based on estimates, and the uncertainty inherent in the estimates initially is reduced as work on the contracts nears completion. Refer to Note 5 in our Consolidated Financial Statements included in this annual report for further detail of costs and estimated earnings in excess of billings on uncompleted contracts.
Refer to Note 5 in our Consolidated Financial Statements included in 27 Table of Contents this annual report for further detail of costs and estimated earnings in excess of billings on uncompleted contracts. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined to be probable.
Accordingly, our only source of cash to pay our obligations, other than financings, is distributions with respect to our ownership interest in our subsidiaries from the net earnings and cash flow generated by these subsidiaries. ‎ 33 Table of Contents A summary of our cash flows is as follows: For the year ended December 31, 2024 2023 (in thousands) Cash provided by operating activities $ 1,334,866 $ 1,544,393 Cash used in investing activities (809,310) (468,246) Cash provided by (used in) financing activities 645,742 (1,017,218) Change in cash, cash equivalents, and restricted cash 1,171,298 58,929 Effect of exchange rate changes on cash, cash equiv., and restricted cash (21,587) 2,734 Cash, cash equivalents, and restricted cash, beginning of year 250,946 189,283 Cash, cash equivalents, and restricted cash, end of year $ 1,400,657 $ 250,946 Operating Activities Cash provided by operating activities was $1.3 billion for the year ended December 31, 2024 as compared to $1.5 billion for the year ended December 31, 2023.
A summary of our cash flows is as follows: For the year ended December 31, 2025 2024 (in thousands) Cash provided by operating activities $ 1,291,328 $ 1,334,866 Cash used in investing activities (601,829) (809,310) Cash (used in) provided by financing activities (1,663,575) 645,742 Change in cash, cash equivalents, and restricted cash (974,076) 1,171,298 Effect of exchange rate changes on cash, cash equiv., and restricted cash 10,440 (21,587) Cash, cash equivalents, and restricted cash, beginning of year 1,400,657 250,946 Cash, cash equivalents, and restricted cash, end of year $ 437,021 $ 1,400,657 34 Table of Contents Operating Activities Cash provided by operating activities was $1,291.3 million for the year ended December 31, 2025 as compared to $1,334.9 million for the year ended December 31, 2024.
(2) Provision for income taxes includes a $0.7 million benefit from franchise and gross receipts taxes for the year ended December 31, 2024 and $0.8 million of franchise taxes for the year ended December 31, 2023 reflected in selling, general, and administrative expenses on the Consolidated Statement of Operations.
(2) Includes franchise and gross receipts taxes reflected in selling, general, and administrative expenses on the Consolidated Statements of Operations. Adjusted EBITDA increased $17.8 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, Adjusted EBITDA increased $25.9 million.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeSpecifically, this annual report contains forward-looking statements regarding: • our expectations on the future growth and financial health of the wireless industry and the industry participants, the drivers of such growth, the demand for our towers, the future capital investments of our customers (including with respect to the implementation of broad based 5G availability), future spectrum auctions, the trends developing in our industry, and competitive factors; • our ability to capture and capitalize on industry growth and the impact of such growth on our financial and operational results; • our expectations regarding Echostar; • our expectations regarding the consolidation of wireless service providers and the impact of such consolidation on our financial and operational results; • our intent to grow our tower portfolio domestically and internationally and expand through acquisitions, new builds and organic lease up on existing towers; • our belief that over the long-term, site leasing revenues will continue to grow as wireless service providers increase their use of our towers due to increasing minutes of network use and data transfer, network expansion and network coverage requirements; • our expectation regarding site leasing revenue growth, on an organic basis, in our domestic and international segments, and the drivers of such growth; • our focus on our site leasing business and belief that our site leasing business is characterized by stable and long-term recurring revenues, reduced exposure to changes in customer spending, predictable operating costs, and minimal non-discretionary capital expenditures; • our expectation that, due to the nature and mix of our tower portfolio, future expenditures required to maintain these towers will be minimal; • our expectation regarding the scalability of our operations and growth of our cash flows by adding tenants to our towers at minimal incremental costs and executing monetary amendments; • our expectations regarding churn rates, including with respect to legacy Sprint leases and Oi leases; • our expectations regarding the timing for closing of pending acquisitions, including the Millicom transaction; • our election to be subject to tax as a REIT and our intent to continue to operate as a REIT; • our beliefs regarding compliance with applicable laws and regulations, including environmental laws, and the impact of various legal proceedings; • our plans regarding our distribution policy, and the amount and timing of, and source of funds for, any such distributions; • our expectations regarding the use of NOLs to reduce REIT taxable income; • our expectations regarding our capital allocation strategies, including future allocation decisions among portfolio growth, stock repurchases, and dividends, the impact of our election to be taxed as a REIT on that strategy, and our goal of increasing our Adjusted Funds From Operations per share; • our expectations regarding dividends and our ability to grow our dividend in the future and the drivers of such growth; • our expectations regarding our future cash capital expenditures, both discretionary and non-discretionary, including expenditures required for new builds and to maintain, improve, and modify our towers, ground lease purchases, and general corporate expenditures, and the source of funds for these expenditures; 43 Table of Contents • our expectations regarding our business strategies, including our strategy for securing rights to the land underlying our towers, and the impact of such strategies on our financial and operational results; • our intended use of our liquidity; • our intent to maintain our target leverage levels, including in light of our dividend; • our expectations regarding our debt service in 2025 and our ability to service our outstanding debt during the next twelve months; and • our expectations and estimates regarding certain tax and accounting matters, including the impact on our financial statements.
Biggest changeSpecifically, this annual report contains forward-looking statements including our expectations and beliefs regarding: • the future growth and financial health of the wireless industry and the industry participants, the drivers of such growth, including future spectrum auctions and the roll-out of 5G and fixed wireless; • our ability to capture and capitalize on industry growth and the impact of such growth on our financial and operational results; • the consolidation of wireless service providers and the impact of such consolidation on our financial and operational results, including churn; • our intent to grow our tower portfolio domestically and internationally and expand through acquisitions, new builds, and organic lease up on existing towers; • the demand for our services and the future capital investments of our customers (including with respect to the implementation of broad based 5G availability and as a result of artificial intelligence and emerging high-performance applications); • our strategies for growing, and ability to grow, our cash flows; • core leasing revenue growth, on an organic basis, in our domestic and international segments, and the drivers of such growth; • our site leasing business being characterized by stable and long-term recurring revenues; • our future cash capital expenditures, both discretionary and non-discretionary, including expenditures required for new builds and to maintain, improve, and modify our towers, ground lease purchases, and general corporate expenditures, and the source of funds for these expenditures; • that we will be able to continue to secure rights to the land underlying our towers, and the impact of such strategy on our financial and operational results; • the timing for closing of pending acquisitions; 43 Table of Contents • our future liquidity requirements, including our debt service in 2026, and our ability to meet such requirements with cash on hand, capacity under our Revolving Credit Facility, and our cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months; • our election to be taxed as a REIT, our intent to continue to operate as a REIT and the use of NOLs to reduce REIT taxable income; • our capital allocation strategies and the impact of these strategies on our future financial and operational results including our goal of increasing our Adjusted Funds From Operations per share; • our expectations regarding dividends and our ability to grow our dividend in the future and the drivers of such growth; • our expectations regarding our future cash capital expenditures, both discretionary and non-discretionary, including expenditures required for new builds and to maintain, improve, and modify our towers, ground lease purchases, and general corporate expenditures, and the source of funds for these expenditures; • the impact of compliance with applicable laws and regulations, including environmental laws, and various legal proceedings on our financial results and future business prospects; and • the impact of certain tax and accounting matters on our financial statements.
We manage the interest rate risk on our outstanding debt through our large percentage of fixed rate debt, including interest rate swaps. While we cannot predict our ability to refinance existing debt or the impact interest rate movements will have on our existing debt, we continue to evaluate our financial position on an ongoing basis.
We manage the interest rate risk on our outstanding debt through our large percentage of fixed rate debt, including interest rate swaps. While we 42 Table of Contents cannot predict our ability to refinance existing debt or the impact interest rate movements will have on our existing debt, we continue to evaluate our financial position on an ongoing basis.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Financial statements and supplementary data are on pages F-1 through F-43. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Financial statements and supplementary data are on pages F-1 through F-42. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.
The most important factors that could prevent us from achieving our goals, and cause the assumptions underlying forward-looking statements and the actual results to differ materially from those expressed in or implied by those forward-looking statements include, but are not limited to, the following: • developments in, and macroeconomic influences on, the wireless communications industry in general, and for wireless communications infrastructure providers in particular, that may slow growth or affect our customers’ access to sufficient capital, or ability to expend capital to fund network expansion or enhancements; • the impact of churn based on prior and future consolidation among wireless service providers; • the ability of Echostar to become and compete as a nationwide carrier; • the impact of high interest rates on our results of operations and our ability to refinance our existing indebtedness at commercially reasonable rates or at all; • our ability to continue to comply with covenants and the terms of our credit instruments and our ability to obtain additional financing to fund our capital expenditures; • our ability to successfully manage the risks associated with international operations, including risks relating to competition, political or economic conditions, inflation, potential tariffs, tax laws, currency restrictions and exchange rate fluctuations, legal or judicial systems, and land ownership, including land ownership risks with respect to towers we don’t own; • our ability to successfully manage the risks associated with our acquisition initiatives, including our ability to satisfactorily complete due diligence on acquired towers, the amount and quality of due diligence that we are able to complete prior to closing of any acquisition, our ability to accurately anticipate the future performance of the acquired towers, our ability to receive required regulatory approval, the ability and willingness of each party to fulfill their respective closing conditions and their contractual obligations, and, once acquired, our ability to effectively integrate acquired towers into our business and to achieve the financial results projected in our valuation models for the acquired towers; • the health of the economies and wireless communications markets of the international jurisdictions we operate in, and the willingness of carriers to invest in their networks in such markets; • our ability to secure as many site leasing tenants as anticipated, recognize our expected economies of scale with respect to new tenants on our towers, and retain current leases on towers; • our ability to secure and deliver anticipated services business at contemplated margins; • our ability to build new towers, including our ability to identify and acquire land that would be attractive for our customers and to successfully and timely address zoning, permitting, weather, availability and cost of labor and supplies and other issues that arise in connection with the building of new towers; • competition for the acquisition of towers and other factors that may adversely affect our ability to purchase towers that meet our investment criteria and are available at prices which we believe will be accretive to our shareholders and allow us to maintain our long-term target leverage ratios while achieving our expected portfolio growth levels; • our capital allocation decisions and the impact on our ability to achieve our expected tower portfolio growth levels; • our ability to protect our rights to the land under our towers, and our ability to acquire land underneath our towers on terms that are accretive; • our ability to sufficiently increase our revenues and maintain expenses and cash capital expenditures at appropriate levels to permit us to meet our anticipated uses of liquidity for operations, debt service and estimated portfolio growth; • our ability to successfully estimate the impact of regulatory and litigation matters; • natural disasters and other unforeseen damage for which our insurance may not provide adequate coverage; • a decrease in demand for our towers; • the introduction of new technologies or changes in a tenant’s business model that may make our tower leasing business less desirable to existing or potential tenants; • our ability to qualify for treatment as a REIT for U.S. federal income tax purposes and to comply with and conduct our business in accordance with such rules; • our ability to utilize available NOLs to reduce REIT taxable income; 44 Table of Contents • our ability to successfully estimate the impact of certain accounting and tax matters, including the effect on our company of adopting certain accounting pronouncements and the availability of sufficient NOLs to offset future REIT taxable income; and • other risks, including those described in Item 1A. – Risk Factors in this annual report and those described from time to time in our other filings with the SEC.
The most important factors that could prevent us from achieving our goals, and cause the assumptions underlying forward-looking statements and the actual results to differ materially from those expressed in or implied by those forward-looking statements include, but are not limited to, the following: • developments in, and macroeconomic influences on, the wireless communications industry in general, and for wireless communications infrastructure providers in particular, that may slow growth or affect our customers’ access to sufficient capital, or ability to expend capital to fund network expansion or enhancements; • the impact of churn based on prior and future consolidation among wireless service providers; • our ability to successfully manage the risks associated with international operations, including risks relating to competition, political or economic conditions, inflation, potential tariffs, tax laws, currency restrictions, and exchange rate fluctuations, legal or judicial systems, and land ownership, including land ownership risks with respect to towers we do not own; • our ability to successfully manage the risks associated with our acquisition initiatives, including our ability to satisfactorily complete due diligence on acquired towers, the amount and quality of due diligence that we are able to complete prior to closing of any acquisition, our ability to accurately anticipate the future performance of the acquired towers, our ability to receive required regulatory approval, the ability and willingness of each party to fulfill their respective closing conditions and their contractual obligations, and, once acquired, our ability to effectively integrate acquired towers into our business and to achieve the financial results projected in our valuation models for the acquired towers; • the health of the economies and wireless communications markets of the international jurisdictions we operate in, and the willingness of carriers to invest in their networks in such markets; • our ability to secure as many site leasing tenants as anticipated and retain current leases on towers as well as our tenants’ ability and willingness to comply with their obligations under such leases; • our ability to meet our operational and capital expenditure goals, including expected economies of scale arising from new tenants on our existing towers, • our ability to secure and deliver anticipated services business at contemplated margins; • our ability to build new towers, including our ability to identify and acquire land that would be attractive for our customers and to successfully and timely address the issues that arise in connection with the building of new towers; • our ability to compete for the acquisition of towers and other factors that may adversely affect our ability to purchase towers that meet our investment criteria and are available at prices which we believe will be accretive to our shareholders and allow us to maintain our long-term target leverage ratios while achieving our expected portfolio growth levels; • our capital allocation decisions and the impact on our ability to achieve our expected tower portfolio growth levels; • our ability to protect our rights to the land under our towers, and our ability to acquire land underneath our towers on terms that are accretive; • our ability to sufficiently increase our revenues and maintain expenses and cash capital expenditures at appropriate levels; • our ability to successfully estimate the impact of regulatory and litigation matters; • natural disasters and other unforeseen damage for which our insurance may not provide adequate coverage; • a decrease in demand for our towers; • the impact of EchoStar’s sale of its spectrum; • the ability of our customers to perform under their contractual and financial obligations ; • the introduction of new technologies or changes in a tenant’s business model that may make our tower leasing business less desirable to existing or potential tenants; • the impact of interest rates on our results of operations and our ability to refinance our existing indebtedness at commercially reasonable rates or at all; 44 Table of Contents • our ability to continue to comply with covenants and the terms of our credit instruments and our ability to obtain additional financing to fund our capital expenditures; • our ability to qualify for treatment as a REIT for U.S. federal income tax purposes and to comply with and conduct our business in accordance with such rules and to utilize available NOLs to reduce REIT taxable income; • our ability to successfully estimate the impact of certain accounting and tax matters, including the ability to successfully utilize like-kind exchanges, the effect of adopting certain accounting pronouncements and the availability of sufficient NOLs to offset future REIT taxable income; and • other risks, including those described in Item 1A. – Risk Factors in this annual report and those described from time to time in our other filings with the SEC.
(2) Represents interest payments based on the 2019-1C Tower Securities interest rate of 2.836%, the 2020-1C Tower Securities interest rate of 1.884%, the 2020-2C Tower Securities interest rate of 2.328%, the 2021-1C Tower Securities interest rate of 1.631%, the 2021-2C Tower Securities interest rate of 1.840%, the 2021-3C Tower Securities interest rate of 2.593%, the 2022-1C Tower Securities interest rate of 6.599%, the 2024-1C Tower Securities interest rate of 4.831%, the 2024-2C Tower Securities of all-in interest rate of 4.654%, the 2024 Term Loan at an average interest rate of 2.428% (which includes the impact of interest rate swaps) as of December 31, 2024, the 2020 Senior Notes interest rate of 3.875%, and the 2021 Senior Notes interest rate of 3.125%.
(2) Represents interest payments based on the 2020-1C Tower Securities interest rate of 1.884%, the 2020-2C Tower Securities interest rate of 2.328%, the 2021-1C Tower Securities interest rate of 1.631%, the 2021-2C Tower Securities interest rate of 1.840%, the 2021-3C Tower Securities interest rate of 2.593%, the 2022-1C Tower Securities interest rate of 6.599%, the 2024-1C Tower Securities interest rate of 4.831%, the 2024-2C Tower Securities of all-in interest rate of 4.654%, the 2024 Term Loan at an average interest rate of 5.200% (which includes the impact of interest rate swaps) as of December 31, 2025, the 2020 Senior Notes interest rate of 3.875%, and the 2021 Senior Notes interest rate of 3.125%.
We are exposed to market risk from changes in foreign currency exchange rates in connection with our operations in Brazil, Canada, Chile, Peru, Colombia, Costa Rica, South Africa, Tanzania, and to a lesser extent, our markets in Central America.
We are exposed to market risk from changes in foreign currency exchange rates in connection with our operations in Brazil, Chile, Peru, South Africa, Tanzania, and to a lesser extent, our markets in Central America.
We have performed a sensitivity analysis assuming a hypothetical 1% increase in our variable interest rates as of December 31, 2024. As of December 31, 2024, the analysis indicated that such an adverse movement would have caused our interest expense to increase by approximately 1.7% for the year ended December 31, 2024.
We have performed a sensitivity analysis assuming a hypothetical 1% increase in our variable interest rates as of December 31, 2025. As of December 31, 2025, the analysis indicated that such an adverse movement would have caused our interest expense to increase by approximately 0.8% for the year ended December 31, 2025.
A change of 10% in the underlying exchange rates of our unsettled intercompany debt at December 31, 2024 would have resulted in approximately $113.6 million of unrealized gains or losses that would have been included in Other (expense) income, net in our Consolidated Statements of Operations for the year ended December 31, 2024.
A change of 10% in the underlying exchange rates of our unsettled intercompany debt at December 31, 2025 would have resulted in approximately $91.8 million of unrealized gains or losses that would have been included in Other income (expense), net in our Consolidated Statements of Operations for the year ended December 31, 2025.
In each of these countries, we pay most of our selling, general, and administrative expenses and a portion of our operating expenses, such as taxes and utilities incurred in the country in local currency.
In each of these countries, we pay most of our selling, general, and administrative expenses and a portion of our operating expenses, such as taxes and utilities incurred in the country in local currency. In addition, in Brazil, Chile, and South Africa, we receive significantly all of our revenue and pay substantially all of our operating expenses in local currency.
We have performed a sensitivity analysis assuming a hypothetical 10% adverse movement in the Brazilian Real from the quoted foreign currency exchange rates at December 31, 2024. The analysis indicated that such an adverse movement would have caused our revenues and operating income to decline by approximately 1.3% and 1.0%, respectively, for the year ended December 31, 2024.
For the year ended December 31, 2025, approximately 20.0% of our revenues and approximately 26.5% of our total operating expenses were denominated in foreign currencies. We have performed a sensitivity analysis assuming a hypothetical 10% adverse movement in the Brazilian Real from the quoted foreign currency exchange rates at December 31, 2025.
All transactions denominated in currencies other than the U.S. Dollar are reported in U.S. Dollars at the applicable exchange rate. All assets and liabilities are translated into U.S. Dollars at exchange rates in effect at the end of the applicable fiscal reporting period, and all revenues and expenses are translated at average rates for the period.
In Costa Rica, Peru, and Tanzania, we receive our revenue and pay our operating expenses in a mix of local currency and U.S. dollars. All transactions denominated in currencies other than the U.S. Dollar are reported in U.S. Dollars at the applicable exchange rate. All assets and liabilities are translated into U.S.
The following table presents the future principal payment obligations, fair values, and interest payments associated with our long-term debt instruments assuming our actual level of long-term indebtedness as of December 31, 2024: 2025 2026 2027 2028 2029 Thereafter Total Fair Value (in thousands) 2024 Term Loan $ 23,000 $ 23,000 $ 23,000 $ 23,000 $ 23,000 $ 2,167,750 $ 2,282,750 $ 2,282,750 2019-1C Tower Securities (1) 1,165,000 — — — — — 1,165,000 1,128,803 2020-1C Tower Securities (1) — 750,000 — — — — 750,000 726,038 2020-2C Tower Securities (1) — — — 600,000 — — 600,000 516,342 2021-1C Tower Securities (1) — 1,165,000 — — — — 1,165,000 1,008,331 2021-2C Tower Securities (1) — — 895,000 — — — 895,000 763,757 2021-3C Tower Securities (1) — — — — — 895,000 895,000 679,144 2022-1C Tower Securities (1) — — — 850,000 — — 850,000 878,475 2024-1C Tower Securities (1) — — — — 1,450,000 — 1,450,000 1,453,292 2024-2C Tower Securities (1) — — 620,000 — — — 620,000 618,698 2020 Senior Notes — — 1,500,000 — — — 1,500,000 1,440,270 2021 Senior Notes — — — — 1,500,000 — 1,500,000 1,353,750 Total debt obligation $ 1,188,000 $ 1,938,000 $ 3,038,000 $ 1,473,000 $ 2,973,000 $ 3,062,750 $ 13,672,750 $ 12,849,650 Interest payments (2) $ 457,452 $ 469,360 $ 384,500 $ 279,785 $ 218,528 $ 345,873 $ 2,155,498 (1) For information on the anticipated repayment date and final maturity date for each tower security, refer to Debt Instruments and Debt Service Requirements above.
The following table presents the future principal payment obligations, fair values, and interest payments associated with our long-term debt instruments assuming our actual level of long-term indebtedness as of December 31, 2025: 2026 2027 2028 2029 2030 Thereafter Total Fair Value (in thousands) Revolving Credit Facility $ — $ — $ — $ 475,000 $ — $ — $ 475,000 $ 475,000 2024 Term Loan 23,000 23,000 23,000 23,000 23,000 2,144,750 2,259,750 2,271,049 2020-1C Tower Securities (1) 750,000 — — — — — 750,000 722,460 2020-2C Tower Securities (1) — — 600,000 — — — 600,000 513,798 2021-1C Tower Securities (1) 1,165,000 — — — — — 1,165,000 1,003,356 2021-2C Tower Securities (1) — 895,000 — — — — 895,000 852,022 2021-3C Tower Securities (1) — — — — — 895,000 895,000 675,797 2022-1C Tower Securities (1) — — 850,000 — — — 850,000 867,034 2024-1C Tower Securities (1) — — — 1,450,000 — — 1,450,000 1,446,129 2024-2C Tower Securities (1) — 620,000 — — — — 620,000 625,425 2020 Senior Notes — 1,500,000 — — — — 1,500,000 1,488,615 2021 Senior Notes — — — 1,500,000 — — 1,500,000 1,434,375 Total debt obligation $ 1,938,000 $ 3,038,000 $ 1,473,000 $ 3,448,000 $ 23,000 $ 3,039,750 $ 12,959,750 $ 12,375,060 Interest payments (2) $ 475,238 $ 390,339 $ 285,623 $ 201,097 $ 141,000 $ 26,369 $ 1,519,665 (1) For information on the anticipated repayment date and final maturity date for each tower security, refer to “Debt Instruments and Debt Service Requirements” above.
As of December 31, 2024, we had intercompany debt, which is denominated in a currency other than the functional currency of the subsidiary in which it is recorded.
The analysis indicated that such an adverse movement would have caused our revenues and operating income to decline by approximately 1.1% and 0.7%, respectively, for the year ended December 31, 2025. As of December 31, 2025, we had intercompany debt, which is denominated in a currency other than the functional currency of the subsidiary in which it is recorded.
The cumulative translation effect is included in equity as a 42 Table of Contents component of Accumulated other comprehensive income (loss). For the year ended December 31, 2024, approximately 21.8% of our revenues and approximately 31.1% of our total operating expenses were denominated in foreign currencies.
Dollars at exchange rates in effect at the end of the applicable fiscal reporting period, and all revenues and expenses are translated at average rates for the period. The cumulative translation effect is included in equity as a component of Accumulated other comprehensive loss.
Removed
In addition, in Brazil, Canada, Chile, and South Africa, we receive significantly all of our revenue and pay significantly all of our operating expenses in local currency. In Colombia, Costa Rica, Peru, and Tanzania, we receive our revenue and pay our operating expenses in a mix of local currency and U.S. dollars.

Other SBAC 10-K year-over-year comparisons