Good morning. My name is Tanisha, and I will be your conference operator today. At this time, I would like to welcome everyone to the American Tower Third Quarter 2012 Earnings Call. [Operator Instructions] After the speakers remarks, there will be a question-and-answer session. [Operator Instructions] Thank you, Ms. Leah Stearns, Vice President of Investor Relations and Capital Markets, you may begin.

Great. Thank you. Good morning, and thank you to everyone for joining American Tower's Third Quarter 2012 Earnings Conference Call. We have posted a presentation, which we will refer to throughout our prepared remarks under the Investors tab on our website, www.americantower.com. Our agenda for this morning's call will be as follows. First, I will provide a brief overview of our third quarter and year-to-date results. Then Tom Bartlett, our Executive Vice President, CFO and Treasurer, will review our financial and operational performance for the quarter, as well as updated outlook for 2012. And finally, Jim Taiclet, our Chairman, President and CEO, will provide closing remarks. After these comments, we will open up the call for your questions. Before I begin, I would like to remind you that this call will contain forward-looking statements that involve a number of risks and uncertainties. Examples of these statements include those regarding our 2012 outlook and future operating performance, including AFFO growth and dividend per share growth, our pending acquisitions, our stock repurchase program and REIT distribution and any other statements regarding matters that are not historical facts. You should be aware that certain factors may affect us in the future and could cause actual results to differ materially from those expressed in these forward-looking statements. Such factors include the risk factors set forth in this morning's press release, those set forth in our Form 10-Q for the quarter ended June 30, 2012, and in our other filings with the SEC. We urge you to consider these factors and remind you that we undertake no obligation to update the information contained in this call to reflect subsequent events or circumstances. And with that, please turn to Slide 4 of the presentation, which provides a summary of our third quarter and year-to-date 2012 results.…

Thanks, Leah, and good morning, everyone. I'm pleased to report that we had another solid quarter and are on pace to complete yet another very strong year. Our signed new business exceeded our expectations, driven by continued global leasing momentum, and revenue growth was augmented by the construction or acquisition of nearly 1,500 communication sites. In addition, we signed a new MLA with T-Mobile, which extended our average remaining lease term with that customer to 9 years and locked in a significant amount of incremental contractually guaranteed revenue, which, on a consolidated basis, now stands at nearly $19 billion. As a result of these items, we've increased our full year 2012 outlook for total rental and management revenue and adjusted EBITDA. This morning, I'll begin with more detail on our third quarter financial and operational results and conclude with a discussion of our updated expectations for the full year. If you'll please turn to Slide 5 of our presentation, you will see that for the third quarter, our total rental and management revenue increased by over 13% to $698 million. On a core basis, which we will reference through this presentation as reported results, excluding the impacts of foreign currency exchange rate fluctuations, noncash straight-line lease accounting and significant onetime items, our consolidated rental and management revenue growth was over 18%. This 18% growth includes core organic revenue growth or same-tower growth of just under 7%, which was driven by the strong new business commencement activity experienced on our existing sites. The balance attributable to growth from the addition of almost 13,000 new sites to our portfolio since the beginning of the third quarter of 2011. Our growth from new sites has primarily been generated from our investments internationally, with over 95% of our 2012 new communication sites located in…

Thanks, Tom, and good morning to everyone on the call. First, we hope that everyone joining us and their families are safe and sound in the wake of Hurricane Sandy. As of this morning's U.S. operational report at American Tower, all of our employees are safe, and none of our towers are down. The most significant effect of the storm has been loss of grid electrical power. Of the roughly 4,600 American Tower sites in the affected area, approximately only 200 have lost grid electrical power as a result of the storm. While the loss of power does not adversely affect the tower directly, except for the interruption of aviation lighting at the top of our taller structures, it does render the wireless carriers transmission equipment inoperative in cases where they have not installed backup power systems. However, in those cases where the carrier has elected to subscribe to our shared generator service, we have had 100% uptime, which is a credit to our operations teams. But in any and all of these cases, our field technicians are currently working closely with their customer counterparts to get wireless service back up and running for everyone, everywhere that power outages have been experienced. As in their response to the hurricane and now turning to the business more broadly, American Tower's talented and dedicated employees continue to demonstrate their ability to execute on the promise of the tower leasing business on a global basis. Once again, our teams from Boston to Johannesburg delivered great results in the third quarter with over 18% core growth in tower revenue, adjusted EBITDA and AFFO per share. Our strategy is straightforward, and it's working. This is to be the worldwide leader in mission-critical real estate leasing for the fast-growing mobile communications industry. Our company's foundation is…

[Operator Instructions] You have a question from the line of Ric Prentiss. Richard H. Prentiss - Raymond James & Associates, Inc., Research Division: First question for you, on Slide 11, when you talk about the adjusted EBITDA and AFFO guidance, it shows that the T-Mobile deal added $17 million in EBITDA, but you had a straight-line changes of $20 million. So I'm wondering, were there's some land lease changes also in the straight line, or can we think about what the cash benefit on an EBITDA basis was for T-Mobile in 2012?

Yes, sure, Ric. I mean, of the $17 million, $15 million of that was straight line. So $2 million was from cash, and then there's an additional $5 million broken into 2 pieces. We had an -- some additional straight line in one of our international markets of a few, and a couple million dollar lower straight-line impact, if you will, from land in the United States. So that's how you got in the... Richard H. Prentiss - Raymond James & Associates, Inc., Research Division: And then, obviously, spending money on disaster recovery system sounds like a very good idea right now, as well as the other projects. As you think about the AFFO spending in 2013, I think you mentioned more normal levels in the international arena once the updates or upgrades are done. What should we think about as the kind of normal maintenance CapEx level in the U.S. and then internationally?

Well, as you know, I mean, our maintenance in corporate CapEx has historically been highly correlated to our tower base, which is what you would expect. And historically, it's been in that kind of $1,300 to $1,500 per tower per year. This year, the rate is just about $2,000, just under $2,000, given those onetime CapEx spends in the field and on our systems. I'd -- I would expect, Ric, that rate to approach back to those more normal levels, say, over the next 18 months or so. I mean, as I mentioned, we have some of the U.S. spend is continuing in the -- into the first half of 2013. We still have some additional spending that we're doing in -- on some of the NOCs, in particular in Colombia and down -- and over in Ghana. So I guess what I'm saying I think over this -- to the second half of next year, you'd see it start to come back to more and more normal levels as we've seen in the past. But we contemplated all the capital that we're currently spending now in all of our models, and it just happens to come through and impact AFFO. So for the year, we're still expecting reported over 13% growth, and on a core basis, over 17%. Richard H. Prentiss - Raymond James & Associates, Inc., Research Division: Right. And that $1,300 to $1,500 per tower maintenance, should we split that between U.S. and international? Because I assume international is a probably lower maintenance cost, given the heights are lower and the costs are probably lower.

Yes, and that's exactly right. I mean, in the U.S., we're $1,500 probably to $1,700, and in the international markets, in the $1,000 to $1,200 kind of range and depending upon the market. Richard H. Prentiss - Raymond James & Associates, Inc., Research Division: And then just one more quick cleanup. On the straight line for T-Mo, was T-Mo in for the full third quarter? So as we think about that annual adjustment of $17 million and $15 million for T-Mobile, how many months should we think about was equivalent to?

Yes. What we're talking about there is roughly 4 months. Richard H. Prentiss - Raymond James & Associates, Inc., Research Division: 4 months.

Your next question comes from the line of Phil Cusick of JPMorgan. Philip Cusick - JP Morgan Chase & Co, Research Division: Just, first, to quickly clarify on the extra investment in the third quarter, Ghana, Uganda, et cetera. Is that going to be repeated at all in the fourth quarter?

Well, that was -- the numbers that we've talked about there, it's roughly $25 million. That was for the whole year. So there'll be continued spending in the fourth quarter, Phil, as we continue to pass it out, and probably about $7 million of that will be spent in Q4. Philip Cusick - JP Morgan Chase & Co, Research Division: Got it.

And the balance, the other element of it, which was the up to the $13 million, a good piece of that will be spent in the fourth quarter and continue up to -- in the first half of the year. And that's why I mentioned the additional $10 million that will be spent in the U.S. on some of the network operations spending in the first half of 2013. Philip Cusick - JP Morgan Chase & Co, Research Division: Right. And then can you give us any visibility into next year? What do you see from carriers in terms of cell splitting as they come to the later parts of their amendment activity?

Phil, it's Jim. We expect for the next couple of years that, again, the majority in the U.S. of network development by the major carriers is going to be in the form of amendments, by and large. In the 3- to 5-year timeframe, it's going to move back towards more of a 50-50 split for what we see amendments versus new leases. And that will be when the co-locations really materially start to kick in. So there are obviously time differences here. Verizon's got sort of an earlier start in some markets than, say, a T-Mobile. So you'll see this migration probably begin to happen late next year into 2014. But I think it really becomes significant in 2015 and beyond.

Our next question comes from the line of Jonathan Schildkraut.

Yes. I'd like to ask a follow-up question on the international investments. This year, you're putting about $25 million of incremental CapEx in. As we look into next year, you've talked about some projects in the U.S. But in terms of the start-up costs on the international side, will they ramp down as we go into 2013? Or should we be thinking about some continued spend there in terms of the impact on AFFO? And then secondly, on the dividend growth. It was great to give that incremental color today, to hear about the 20% annualized growth rate. I'm wondering if you think that's going to be a fairly steady growth or, potentially, it's slower growth in the first couple of years and then accelerates as some of the D&A rolls off from the early 2000 acquisitions.

Yes. No, first, Jon, on the international side, that's exactly right. We would expect that spending to decline clearly in 2013. It was largely as we stated, the kind of onetime start-up CapEx as we brought those sites into our portfolio. And with regards to the dividend, and as we mentioned, it's obviously subject to board declaration. We would expect fairly steady growth over the 5-year period.

Your next question comes from the line of Simon Flannery of Morgan Stanley.

Tom, I just want to go to the international profitability, if I could. I think you said that the underlying EBITDA margin was about 71%, after adjusting for pass-through, versus 77% in the domestic business. How should we think about that gap over time? Is that something that we can sort of narrow over time, or is that going to be fairly stable kind of profitability? And I think you talked about a $5 million lower pass-through revenue in international. Perhaps you could just give us more color on that. And is that something that was more of a onetime, or is that something that we will see extending forward?

Okay. No, sure, Simon. On the profitability, we've talked about this a bit in the past. I would absolutely expect that gap to become smaller over time. There's no reason to expect that it wouldn't. I mean, the tenancy on international markets is about 1.5 tenants per tower versus our U.S. market, which is up in the 2.7. So as we continue to see demand in those markets and additional lease-up in those markets, we should absolutely expect to see increased profitability to getting closer to the U.S. levels. And with regards to the pass-through, as we continue to bring these towers into our portfolio in the international markets, we've estimated when we're actually going to be taking them over and being able to manage them. And so we would expect that pass-through, those towers to be coming over into our portfolio and us to manage them over the next 3 to 6 months. So that pass-through, we should absolutely see going forward.

Your next question comes from the line of James Ratcliffe.

Two, if I could. First of all, maybe housekeeping. But looking at the AFFO core growth, I think in 2Q, you cited there was about a $12 million gain in 1Q '12 that was an offset core growth, and I'm not seeing that mentioned here. I'm just trying to align the 2. And secondly, the 4x, I assume that's net leverage. And that certainly would imply if you've -- given the EBITDA growth you've talked about and either a pretty significant step-up in CapEx or acquisition or capital return. I mean, how are you seeing the acquisition environment now versus, say, 6 months ago and your ability to find attractive ways to deploy that in terms of assets versus capital return?

Sure. Jim, let me give you a couple. First of all, on the onetimer, that's exactly right. In our core growth, which we expect to -- as I said before, to be north of 17%, it's really made up of kind of 4 elements of it. First of all, there is some FX impacts in there, which is roughly about 3.5% of growth. There are -- is this spending that I've talked about, which is the onetime capital spending in those 3 markets, and that's about 2.5%. And there's the refund, which we backed out, which is what you've talked about before, and some onetime items, which we've also backed out. So we look at core AFFO the same really way that we're looking at core EBITDA or core revenue, in that we are reflecting the taking out, in essence, the impacts of FX, the additional spending, as well as those onetime items, which you talked about before. On a -- on the net leverage perspective, you're right. I mean, we do expect some activity. We did -- as I mentioned in my remarks, there's a couple of hundred million dollars that would -- that we would expect to close an additional 500, 700 sites in the fourth quarter. We did talk about the increase in our buyback program, which we would expect in the last couple of months of the year. So our pipeline remains robust around the world, in the U.S., as well as in our international markets. And what we have in the guidance right now, in terms of the remarks we had, is what we contractually have committed to be able to close by the end of the year, which will yield, as I mentioned before, well north of the kind of the 51,000 sites, which we would expect by the end of the year.

Your next question comes from the line of Steve Sakwa of ISI Group.

Well, my first question was really the one that was just asked on, I guess, how you're looking at acquisitions and sort of the pipeline. Can you just maybe elaborate a little more, Tom, as to -- as you sit here today versus, say, this time last year and you sort of look at the number of deals that were maybe bubbling up, I mean, do you sense that there's more potential activity looking forward over the next 12 months, more or less? Or -- that's kind of one. And then two, maybe, Jim, could you talk just about India? And are there any resolutions to some of those auctions? And how do you sort of think about the deployment in that market?

Sure, Steve. It's Jim. I'll go and take both of them here. Year-to-year, the pipeline, I would say, is roughly the same. But we've got 3 gates that we go through, especially on international acquisitions, and a lot of things get eliminated. And sometimes, they get eliminated at the very end because we just can't get there on acquisition price or our value doesn't meet the sellers' interest or some other bidders' levels. So we've got plenty of activity, really, in every region, and so I would say that there are similar opportunity sets out there. It's a matter of which ones that we can get to the right value, and then you'll see us consummate those. And then in India, as far as the auction situation goes, there is progress. There's a January 2013 expectation of this auction being conducted. Our view is that -- and those bidders that have announced that they're going to participate are our major customers, those with the financial wherewithal to actually deploy this. And so those include Bharti, Vodafone, IDEA, Telenor, which is a Scandinavian operator that's in India a big way, as well as Tata. So all of these carriers are serious about expanding their business. They are among our biggest customers, and we're looking forward to them to get some more spectrum to keep rolling out their network.

Our next question comes from the line of Batya Levi of UBS.

Just wanted to ask about the international organic growth. I think you mentioned 8% in the quarter, and that seems to be a big drop from the double digits that you talked about in the second quarter. Is that mostly explained by the lower pass-through revenue that you talked about? And what do you think will drive it back to double digits in the next quarter?

Batya, that's exactly right. I mean, if we take a look at international, the range over last couple of years has been 200 to 300 basis points higher than the U.S. It reflects the growth in those markets and lower tenancy. In Q3, as you said, we generated an 8.4% growth rate, expect double digits for the full year. And the rate is being impacted by some of the different pass-through, if you will, on our legacy sites. So as I said, we would expect that to continue -- that growth to kind of continue into next year, particularly as we see those lower tenancy sites start to pick up additional leasing activity.

And you also mentioned the lower gross margin conversion was because of entering the new markets. When do you expect that to get to normal levels?

Well, I mean, I would expect that in 2013 to start to back -- get back up to approach the more normal levels. This particular quarter, we had the impact of -- kind of that initial impact, if you will, of bringing Uganda into the portfolio. So we should start to then see that come back up.

Your next question comes from the line of Jason Armstrong of Goldman Sachs.

Maybe first question, you've talked about, and we've heard other tower companies talk about this as well, in terms of excess on top of MLA, so I guess overage. How do we think about that? Does that show up as sort of an amendment to the MLA? Or how does that flow and how meaningful could that be? And then second question, just getting back to share repurchase activity. I think, Tom, you talked about it accelerating in the next couple of months. What sort of framework should we think about for pacing you might be willing to step up to now?

Jason, it's Jim. On the master lease agreements, you characterized it exactly right. There's an overall comprehensive payment that happens every month, every quarter, under these holistic MLAs, as we call them. And those are for certain limited rights across the portfolio and tower by tower. So any excess, whether it's the number of sites that are eligible for a certain upgrade or it's an additional equipment above and beyond the limits that were established in the MLA, there will be amendments for that particular activity that will be over and above, as we call it.

And on the buyback, Jason, we've, I think, year-to-date are in the kind of that $15 million to $20 million range. I would expect that clearly to double, if you will, before the end of the year. So we put, as you all know, 10b-5 programs in place, and it's a function of where the stock price is at a given point in time. But I think there'll be a meaningful growth in that and the balance of the year.

Your final question comes from the line of Kevin Smithen of Macquarie.

I wondered if you could discuss the terms of the T-Mo MLA in a little more detail. How does it compare the -- to the other MLAs you've signed historically in terms of structure or what Crown and SBA have announced on their -- over the last couple of quarters?

Kevin, it's Jim. We don't speak to specific parameters of our master lease agreement. But I think, in general, what we can say is that we've extended the remaining term of all the T-Mobile leases with American Tower out to approximately 9 years. Secondly, that it is a holistic-type structure that's going to help enable T-Mobile to operationally speed up its rollout. It takes out a lot of the administrative back and forth and allows them to speed up the process and the cycle time with us, which is great. Interestingly, the 4G upgrade is not for all of their sites they asked for, and it's for a portion of those. And if they extend the number of sites they need to ultimately touch, we'll be talking to them again about that. So I think it's a very good deal for both companies. We're already off and running on the introduction of that to our field teams, and we're going to help T-Mobile get the 4G up and running with it.

Okay. Well, I think that concludes our call. Again, as Jim said, we hope that all your families are well and that you've all -- are making it through the hurricane that's affected us on the east coast, and we wish you well. Thanks again for all of your interest here.

This concludes today's call. You may now disconnect.