American Tower Corporation Reports Third Quarter 2009 Financial Results

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THIRD QUARTER 2009 HIGHLIGHTS

* Rental and management segment revenue increased to $430.5 million
* Cash provided by operating activities was $240.1 million
* Added over 570 new communications sites to our portfolio

BOSTON--(Business Wire)--
American Tower Corporation (NYSE: AMT)today reported financial results for the
third quarter ended September 30, 2009.

Jim Taiclet, American Tower`s Chief Executive Officer stated, "2009 has been a
very successful year thus far for American Tower, both operationally and
financially. Our achievements to date include the integration of over 2,650 new
communications sites into our portfolio, while maintaining our industry leading
Adjusted EBITDA Margin. In addition, the recent upgrades of our credit rating to
investment grade enabled us to issue 4.625% senior unsecured notes, by far the
lowest cost unsecured notes we have achieved to date. These trends highlight our
disciplined capital allocation process and strong balance sheet which we believe
will continue to provide a foundation for strong Core Growth beyond 2009."

Operating Highlights

American Tower generated the following operating results for the quarter ended
September 30, 2009 (unless otherwise indicated, all comparative information is
presented against the quarter ended September 30, 2008):

Total revenues increased 8.5% to $444.1 million, and rental and management
segment revenues increased 9.2% to $430.5 million. Rental and management segment
revenue for the quarter ended September 30, 2009 includes $6.7 million of
one-time revenue related to a termination agreement with one of the Company`s
broadcast customers. In addition, rental and management segment revenue growth
was negatively impacted by approximately 2.1% due to foreign currency exchange
rate fluctuations and 0.9% due to straight-line revenue recognition. Excluding
the impact of foreign currency exchange rate fluctuations, straight-line revenue
recognition and the one-time revenue item described above, our Core Growth in
rental and management segment revenue was 10.3%. Rental and management segment
Gross Margin increased 9.4% to $333.0 million. Network development services
revenue and Gross Margin were $13.6 million and $6.1 million, respectively.

Total selling, general, administrative and development expense was $47.9
million. The Company`s selling, general, administrative and development expense
for the quarter included $13.0 million of stock-based compensation expense.

Adjusted EBITDA increased 9.6% to $304.2 million, and Adjusted EBITDA Margin was
68%. Adjusted EBITDA growth was negatively impacted by approximately 1.4% due to
foreign currency exchange rate fluctuations and 0.8% due to straight-line
revenue and expense recognition. Excluding the impact of foreign currency
exchange rate fluctuations, straight-line revenue recognition and the one-time
revenue item described above, our Core Growth in Adjusted EBITDA was 9.2%.

Operating income was $179.1 million and net income was $67.4 million. Net income
per basic and diluted common share was $0.17.

The Company is introducing a new performance metric, Recurring Free Cash Flow,
which it believes better measures the performance of its underlying assets and
reflects the amount that may be available for the Company to reinvest into the
business through discretionary capital expenditures and acquisitions or return
to shareholders. During the quarter ended September 30, 2009, Recurring Free
Cash Flow increased 16.3% to $206.0 million and Recurring Free Cash Flow per
Share increased 18.6% to $0.51.

Investing Highlights

During the quarter ended September 30, 2009, cash provided by operating
activities of $240.1 million, less $68.6 million in capital expenditures,
resulted in Free Cash Flow of $171.5 million. Discretionary capital expenditures
of $50.5 million included $32.9 million for the construction of new
communications sites and the installation of shared back-up power generators and
$17.6 million for the purchase of land under our towers. Additionally, the
Company spent $12.0 million for capital improvements and corporate capital
expenditures and $6.0 million for the augmentation of existing sites to
accommodate new equipment. Separately, the Company spent $67.9 million on
acquisitions.

During the quarter ended September 30, 2009, the Company completed the
construction of 267 communications sites and purchased 304 communications sites,
including our previously announced acquisition of 230 communications sites in
Brazil. Subsequent to the end of the quarter, the Company acquired an additional
326 communications sites in India.

During the quarter ended September 30, 2009, the Company repurchased a total of
3.6 million shares of its Class A common stock for approximately $117.6 million
pursuant to its stock repurchase program. As of October 23, 2009, the Company
had repurchased approximately 19.9 million shares of its Class A common stock
for approximately $721.3 million under its $1.5 billion stock repurchase program
announced in March 2008, which includes approximately 20,800 shares of Class A
common stock repurchased for approximately $0.8 million subsequent to September
30, 2009. The Company will continue to manage the pacing of the program in the
future in response to general market conditions and other relevant factors.

Please refer to Non-GAAP and Defined Financial Measures on pages 3 and 4 for
definitions of Rental and Management Segment Gross Margin, Network Development
Services Segment Gross Margin, Adjusted EBITDA, Adjusted EBITDA Margin,
Recurring Free Cash Flow, Recurring Free Cash Flow per Share, Core Growth and
Free Cash Flow. For additional financial information, including reconciliations
to GAAP measures, please refer to the supplemental schedules of selected
financial information on pages 8 through 12.

Reaffirming Full Year 2009 Outlook

Based on its continued strong operating performance, the Company is reaffirming
its Full Year 2009 Outlook that was provided on July 29, 2009.

These estimates are based on a number of assumptions that management believes to
be reasonable, and reflect the Company`s expectations as of November 3, 2009.
Actual results may differ materially from these estimates as a result of various
factors, and we refer you to the cautionary language regarding "forward-looking"
statements included in this press release when considering this information.

Conference Call Information

American Tower will host a conference call today at 8:30 a.m. ET to discuss its
third quarter 2009 financial results. Supplemental materials for the call will
be available on the Company`s website www.americantower.com. The conference call
dial-in numbers are as follows:

US/Canada dial-in: (877) 235-9047
International dial-in: (706) 645-9644
Passcode: 36210079

A replay of the call will be available from 10:30 a.m. ET November 3, 2009 until
11:59 p.m. ET November 17, 2009. The replay dial-in numbers are as follows:

US/Canada dial-in: (800) 642-1687
International dial-in: (706) 645-9291
Passcode: 36210079

American Tower will also sponsor a live simulcast of the call on its website,
www.americantower.com. When available, a replay of the call will be available on
the Company`s website.

About American Tower

American Tower is a leading independent owner, operator and developer of
broadcast and wireless communications sites. American Tower currently owns and
operates approximately 26,700 communications sites in the United States, Mexico,
Brazil and India. For more information about American Tower, please visit
www.americantower.com.

Non-GAAP and Defined Financial Measures

In addition to the results prepared in accordance with generally accepted
accounting principles (GAAP) provided throughout this press release, the Company
has presented the following non-GAAP and defined financial measures: Rental and
Management Segment Gross Margin, Network Development Services Segment Gross
Margin, Adjusted EBITDA, Adjusted EBITDA Margin, Recurring Free Cash Flow,
Recurring Free Cash Flow per Share, Core Growth and Free Cash Flow. The Company
defines Rental and Management Segment Gross Margin as operating income before
depreciation, amortization and accretion, other operating expenses, stock-based
compensation expense, corporate expenses, international business development
expenses, rental and management segment overhead, network development services
segment overhead, network development services segment operating expenses,
network development services segment revenue, plus interest income, TV Azteca,
net. The Company defines Network Development Services Segment Gross Margin as
operating income before depreciation, amortization and accretion, other
operating expenses, stock-based compensation expense, corporate expenses,
international business development expenses, network development services
segment overhead, rental and management segment overhead, rental and management
segment operating expenses, and rental and management segment revenue. The
Company defines Adjusted EBITDA as operating income before depreciation,
amortization and accretion, other operating expenses, and stock-based
compensation expense, plus interest income, TV Azteca, net. The Company defines
Adjusted EBITDA Margin as the percentage that results from dividing Adjusted
EBITDA by total revenue. The Company defines Recurring Free Cash Flow as
Adjusted EBITDA before straight-line revenue and expense, plus interest income,
less interest expense, cash paid for income taxes and cash payments related to
redevelopment, capital improvement and corporate capital expenditures. The
Company defines Recurring Free Cash Flow per Share as Recurring Free Cash Flow
divided by the diluted weighted average common shares outstanding. The Company
defines Core Growth in rental and management segment revenue and Adjusted EBITDA
as the increase or decrease, expressed as a percentage, resulting from a
comparison of financial results for a current period with corresponding
financial results for the corresponding period in a prior year, in each case,
excluding the impact of straight-line revenue and expense recognition, foreign
currency fluctuations, and material one-time items. The Company defines Free
Cash Flow as cash provided by operating activities less payments for purchase of
property and equipment and construction activities. These measures are not
intended to replace financial performance measures determined in accordance with
GAAP. Rather, they are presented as additional information because management
believes they are useful indicators of the current financial performance of the
Company`s core businesses. The Company believes that these measures can assist
in comparing company performances on a consistent basis irrespective of
depreciation and amortization or capital structure. Depreciation and
amortization can vary significantly among companies depending on accounting
methods, particularly where acquisitions or non-operating factors, including
historical cost bases, are involved. Notwithstanding the foregoing, the
Company`s measures of Rental and Management Segment Gross Margin, Network
Development Services Segment Gross Margin, Adjusted EBITDA, Adjusted EBITDA
Margin, Recurring Free Cash Flow, Recurring Free Cash Flow per Share, Core
Growth and Free Cash Flow may not be comparable to similarly titled measures
used by other companies.

Cautionary Language Regarding Forward-Looking Statements

This press release contains "forward-looking statements" concerning the
Company`s goals, beliefs, expectations, strategies, objectives, plans, future
operating results and underlying assumptions, and other statements that are not
necessarily based on historical facts. Examples of these statements include, but
are not limited to statements regarding our full year 2009 outlook, our stock
repurchase programs, the financial strength of certain of our customers and
foreign currency exchange rates. Actual results may differ materially from those
indicated in our forward-looking statements as a result of various important
factors, including: (1) decrease in demand for our communications sites would
materially and adversely affect our operating results and we cannot control that
demand; (2) if our wireless service provider customers consolidate or merge with
each other to a significant degree, our growth, revenue and ability to generate
positive cash flows could be adversely affected; (3) substantial leverage and
debt service obligations may adversely affect us; (4) restrictive covenants in
the loan agreement for the revolving credit facility and term loan, the
indentures governing our debt securities, and the loan agreement related to our
securitization transaction could adversely affect our business by limiting
flexibility; (5) we could suffer adverse tax and other financial consequences if
taxing authorities do not agree with our tax positions, or we are unable to
utilize our net operating losses; (6) due to the long-term expectations of
revenue from tenant leases, the tower industry is sensitive to the
creditworthiness and financial strength of its tenants; (7) our foreign
operations are subject to economic, political, and other risks that could
adversely affect our revenues or financial position, including risks associated
with foreign currency exchange rates; (8) a substantial portion of our revenue
is derived from a small number of customers; (9) we anticipate that we may need
additional financing to fund our stock repurchase programs, to refinance our
existing indebtedness and to fund future growth and expansion initiatives; (10)
new technologies could make our tower leasing business less desirable to
potential tenants and result in decreasing revenues; (11) we could have
liability under environmental laws; (12) our business is subject to government
regulations and changes in current or future laws or regulations could restrict
our ability to operate our business as we currently do; (13) increasing
competition in the tower industry may create pricing pressures that may
adversely affect us; (14) if we are unable to protect our rights to the land
under our towers, it could adversely affect our business and operating results;
(15) if we are unable or choose not to exercise our rights to purchase towers
that are subject to lease and sublease agreements at the end of the applicable
period, our cash flows derived from such towers would be eliminated; (16) our
towers may be affected by natural disasters and other unforeseen damage for
which our insurance may not provide adequate coverage; (17) our costs could
increase and our revenues could decrease due to perceived health risks from
radio emissions, especially if these perceived risks are substantiated; and (18)
our historical stock option granting practices are subject to ongoing
governmental proceedings, which could result in fines, penalties or other
liability. For other important factors that may cause actual results to differ
materially from those indicated in our forward-looking statements, we refer you
to the information contained in Item 1A of our Form 10-Q for the quarter ended
June 30, 2009 under the caption "Risk Factors." We undertake no obligation to
update the information contained in this press release to reflect subsequently
occurring events or circumstances.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

September 30, December 31,
2009 2008
ASSETS
Current assets:
Cash and cash equivalents $ 229,674 $ 143,077
Restricted cash 50,795 51,866
Short-term investments and available-for-sale securities 3,844 2,028
Accounts receivable, net of allowances 71,271 51,313
Prepaid and other current assets 78,723 61,415
Deferred income taxes 191,623 163,981
Total current assets 625,930 473,680
Property and equipment, net 3,128,120 3,022,636
Goodwill 2,239,420 2,186,233
Other intangible assets, net 1,532,400 1,566,155
Deferred income taxes 225,728 381,428
Notes receivable and other long-term assets 643,226 581,533
Total $ 8,394,824 $ 8,211,665

LIABILITIES AND STOCKHOLDERS` EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 165,957 $ 151,985
Accrued interest 47,270 28,635
Current portion of long-term obligations 7,717 1,837
Unearned revenue 120,057 120,188
Total current liabilities 341,001 302,645
Long-term obligations 4,179,038 4,331,309
Other long-term liabilities 639,634 583,232
Total liabilities 5,159,673 5,217,186

STOCKHOLDERS` EQUITY
Class A Common Stock 4,785 4,685
Additional paid-in capital 8,352,944 8,109,224
Accumulated deficit (2,173,882 ) (2,356,127 )
Accumulated other comprehensive loss (18,420 ) (20,031 )
Treasury stock (2,933,612 ) (2,746,429 )
Total American Tower Corporation stockholders` equity 3,231,815 2,991,322
Non-controlling interest 3,336 3,157
Total stockholders` equity 3,235,151 2,994,479
Total $ 8,394,824 $ 8,211,665

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except per share data)

Three Months Ended Nine Months Ended
September 30, September 30,
2009 2008 2009 2008
REVENUES:
Rental and management $ 430,525 $ 394,396 $ 1,233,222 $ 1,152,722
Network development services 13,580 14,872 42,919 32,458
Total operating revenues 444,105 409,268 1,276,141 1,185,180
OPERATING EXPENSES:
Costs of operations (exclusive of items shown separately below)
Rental and management 101,128 93,696 283,549 272,579
Network development services 7,466 10,161 25,324 18,710
Depreciation, amortization and accretion 105,543 104,389 307,874 301,158
Selling, general, administrative and development expense (1) 47,865 44,719 155,357 135,412
Other operating expenses 3,026 1,936 8,228 3,308
Total operating expenses 265,028 254,901 780,332 731,167
OPERATING INCOME 179,077 154,367 495,809 454,013
OTHER INCOME (EXPENSE)
Interest income, TV Azteca, net 3,585 3,586 10,669 10,711
Interest income 736 1,017 1,717 2,959
Interest expense (64,122 ) (63,546 ) (188,345 ) (191,568 )
Loss on retirement of long-term obligations (391 ) (959 ) (6,385 ) (1,195 )
Other income (expense) 42 1,059 1,096 (1,045 )
Total other expense (60,150 ) (58,843 ) (181,248 ) (180,138 )
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES, MINORITY INTEREST AND INCOME ON EQUITY METHOD INVESTMENTS 118,927 95,524 314,561 273,875
Income tax provision (51,348 ) (34,918 ) (139,883 ) (120,254 )
Income on equity method investments 3 5 20 18
INCOME FROM CONTINUING OPERATIONS 67,582 60,611 174,698 153,639
(Loss) income from discontinued operations, net (4 ) (50 ) 8,127 108,034
NET INCOME 67,578 60,561 182,825 261,673
Net income attributable to non-controlling interest (223 ) (95 ) (580 ) (266 )
NET INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION (AMT) $ 67,355 $ 60,466 $ 182,245 $ 261,407

NET INCOME PER COMMON SHARE AMOUNTS:
BASIC:
Income from continuing operations attributable to AMT $ 0.17 $ 0.15 $ 0.44 $ 0.39
(Loss) income from discontinued operations attributable to AMT -- -- 0.02 0.27
Net income attributable to AMT $ 0.17 $ 0.15 $ 0.46 $ 0.66

DILUTED:
Income from continuing operations attributable to AMT $ 0.17 $ 0.15 $ 0.43 $ 0.36
(Loss) income from discontinued operations attributable to AMT -- -- 0.02 0.26
Net income attributable to AMT $ 0.17 $ 0.15 $ 0.45 $ 0.62

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
BASIC 397,315 393,567 397,305 396,187
DILUTED 405,728 416,541 408,303 421,703
___
(1) Selling, general, administrative and development expense includes $12,950 and $13,249 of stock-based compensation expense for the three months ended September 30, 2009 and September 30, 2008, respectively, and $50,124 and $43,111 of stock-based compensation expense for the nine months ended September 30, 2009 and September 30, 2008, respectively.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

Nine Months Ended
September 30,
2009 2008
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 182,825 $ 261,673
Stock-based compensation expense 50,124 43,111
Depreciation, amortization and accretion 307,874 301,158
Deferred income taxes related to discontinued operations (3,174 ) (104,966 )
Other non-cash items reflected in statements of operations 147,146 112,033
Increase in net deferred rent asset (8,329 ) (16,651 )
Decrease (increase) in restricted cash 4,236 (1,008 )
Increase in assets (49,297 ) (15,489 )
Increase in liabilities 17,994 6,465
Cash provided by operating activities 649,399 586,326

CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for purchase of property and equipment and construction activities (182,427 ) (165,194 )
Payments for acquisitions (161,175 ) (32,633 )
Proceeds from sale of available-for-sale securities and other long term assets 3,550 4,517
Deposits, restricted cash and investments (4,329 ) 1,843
Cash used for investing activities (344,381 ) (191,467 )

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of senior debt 300,000 --
Borrowings under credit facilities -- 525,000
Repayments of notes payable, credit facilities and capital leases (354,644 ) (326,929 )
Purchases of Class A common stock (189,670 ) (631,901 )
Proceeds from stock options, warrants and stock purchase plan 35,987 75,910
Deferred financing costs and other financing activities (10,128 ) (3,827 )
Cash used for financing activities (218,455 ) (361,747 )

Net effect of changes in foreign currency exchange rates on cash and cash equivalents 34 --

NET INCREASE IN CASH AND CASH EQUIVALENTS 86,597 33,112
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 143,077 33,123
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 229,674 $ 66,235

CASH PAID FOR INCOME TAXES $ 32,760 $ 27,442
CASH PAID FOR INTEREST $ 160,567 $ 168,815

UNAUDITED SELECTED FINANCIAL INFORMATION
(In thousands, except where noted.Totals may not add due to rounding.)

SELECTED BALANCE SHEET DETAIL:

Long-term obligations summary, including current portion: September 30, 2009 September 30, 2009

As Adjusted (1)
Commercial Mortgage Pass-Through Certificates, Series 2007-1 $ 1,750,000 $ 1,750,000
Senior Unsecured Revolving Credit Facility 625,000 550,000
Senior Unsecured Term Loan 325,000 325,000
7.125% Senior Notes due 2012 500,915 --
4.625% Senior Notes due 2015 -- 599,184
7.000% Senior Notes due 2017 500,000 500,000
7.250% Senior Notes due 2019 294,947 294,947
5.000% Convertible Notes due 2010 59,683 59,683
7.250% Senior Subordinated Notes due 2011 288 288
XCEL Telecom Credit Facility (2) 71,206 71,206
Other debt, including capital leases 59,716 59,716
Total debt $ 4,186,755 $ 4,210,024
Cash and cash equivalents 229,674
Net debt (Total debt less cash and cash equivalents) $ 3,957,081
___
(1) Gives effect to the following events subsequent to the end of the third quarter: (a) the Company`s use of cash on hand to repay $75.0 million under its Senior Unsecured Revolving Credit Facility on October 19, 2009; (b) the issuance of $600.0 million principal amount of 4.625% Senior Notes due 2015 at a price equal to 99.864% of face value on October 20, 2009; and (c) the call for redemption of all outstanding 7.125% Senior Notes due 2012, which is set for November 13, 2009.
(2) The Indian rupee-denominated debt was an outstanding obligation of XCEL at the time of the Company`s acquisition of XCEL.

Share count rollforward:(In millions of shares)
Total shares outstanding, as of June 30, 2009 395.8
Shares repurchased (3.6)
Shares issued (1) 8.9
Total shares outstanding, as of September 30, 2009 401.1
___
(1) Includes 7.9 million shares of Class A common stock issued in connection with the conversion of $162.1 million principal amount of the Company`s 3.000% Convertible Notes due 2010, prior to the redemption of the notes on August 27, 2009.

Aggregate potential dilutive shares from other securities (1): (In millions of shares)
Vested and exercisable stock options with an average exercise price of $28.62 per share (2) 7.0
Warrants - reflects shares issuable upon exercise with an effective exercise price of $4.48 per share 1.8
Potential dilution, as of September 30, 2009 8.8
___
(1) Excludes shares related to the Company`s 5.000% Convertible Notes due 2010, which are convertible at $51.50 per share.
(2) Excludes (a) 5.7 million unvested stock options and (b) 2.0 million unvested restricted stock units outstanding, as of September 30, 2009.

UNAUDITED SELECTED FINANCIAL INFORMATION
(In thousands, except where noted.Totals may not add due to rounding.)

SELECTED INCOME STATEMENT DETAIL:

The following table reflects the estimated impact of foreign currency exchange rate fluctuations,straight-line revenue and expense recognition and material one-time items on rental and management segment revenue and Adjusted EBITDA:
Three Months Ended

September 30, 2009
Rental and management segment revenue growth components:
Core rental and management segment revenue growth 10.3 %
Estimated impact of fluctuations in foreign currency exchange rates (2.1 )%
Impact of straight-line revenue recognition (0.9 )%
Impact of material one-time revenue item 1.9 %
Total rental and management segment revenue growth 9.2 %

Adjusted EBITDA growth components:
Core Adjusted EBITDA growth 9.2 %
Estimated impact of fluctuations in foreign currency exchange rates (1.4 )%
Net impact of straight-line revenue and expense recognition (0.8 )%
Impact of material one-time revenue item 2.6 %
Total Adjusted EBITDA growth 9.6 %

Rental and management segment straight-line revenue and expense:

In accordance with GAAP, the Company recognizes rental and management segment
revenue and expense related to non-cancelable customer and ground lease
agreements with fixed escalations on a straight-line basis, over the applicable
lease term. As a result, the Company`s revenue recognized may differ materially
from the amount of cash collected per customer lease, and the Company`s expense
incurred may differ materially from the amount of cash paid per ground lease.
Additional information regarding straight-line accounting can be found in the
Company`s Annual Report on Form 10-K for the year ended December 31, 2008. A
summary of rental and management segment straight-line revenue and expense,
which represents the non-cash revenue and expense recorded due to straight-line
recognition, is as follows:

Three Months Ended Nine Months Ended
September 30, September 30,
2009 2008 2009 2008
Rental and management segment straight-line revenue $ 9,827 $ 12,264 $ 28,720 $ 38,406
Rental and management segment straight-line expense 6,832 7,469 20,391 21,755

Selling, general, administrative and development expense Three Months Ended Nine Months Ended
September 30, September 30,
breakout: 2009 2008 2009 2008
Rental and management segment overhead $ 22,267 $ 17,514 $ 63,500 $ 49,991
Network development services segment overhead 1,436 869 4,383 3,060
Corporate expenses (1) 10,232 10,952 34,128 32,659
International business development expenses 980 2,135 3,222 6,591
Stock-based compensation expense (2) 12,950 13,249 50,124 43,111
Total $ 47,865 $ 44,719 $ 155,357 $ 135,412
___
(1) Includes a $3.1 million one-time reduction during the nine months ended September 30, 2008 related to payroll tax expense.
(2) Includes $6.6 million related to the modification of certain stock option awards during the nine months ended September 30, 2009.

UNAUDITED SELECTED FINANCIAL INFORMATION
(In thousands, except where noted.Totals may not add due to rounding.)

SELECTED INCOME STATEMENT DETAIL:
497.4 $ 451.2 10.2 %
Consumer Domestic $ 1,387.9 $ 1,239.1 12.0 %
Consumer International $ 281.6 $ 325.1 (13.4 %)
Total Consumer Net Sales $ 1,669.5 $ 1,564.2 6.7 %
Specialty Products Division $ 180.7 $ 213.3 (15.3 %)
Total Net Sales $ 1,850.1 $ 1,777.5 4.1 %

The following discussion addresses the non-GAAP measures used in this press
release and reconciliations of non-GAAP measures to the most directly comparable
GAAP measures:

Adjusted Net Income per Share, Adjusted Gross Margin, Adjusted Operating Profit
Margin and Adjusted Selling, General and Administrative Expenses

The press release provides information regarding the Company`s net income per
share, gross margin and operating profit margin, as well as forecasted net
income per share and gross margin, adjusted to exclude restructuring charges
related to plant closing expenses and a favorable legal settlement of $20.0
million, net of legal fees. The press release also provides information
regarding selling, general and administrative expenses exclusive of a 2008 loss
relating to a divestiture in Spain. Management believes that the presentation of
adjusted net income per share, gross margin, operating profit margin as well as
adjusted selling, general and administrative expenses (including reconciliation
information in the press release) is useful to investors because it enables them
to assess the Company`s historical and forecasted performance exclusive of
isolated events that do not reflect the Company`s day-to-day operations.

Organic Growth

The press release provides information regarding historical and forecasted
organic growth, namely net sales adjusted to reflect the impact of acquisitions
and divestitures of businesses during the 12 month period ended September 25,
2009 and the effect of foreign exchange rate changes (organic growth is
expressed as a percentage increase over the prior comparable period). Management
believes that the presentation of organic growth is useful to investors because
it enables them to assess, on a consistent basis, sales of products that were
marketed by the Company during the entirety of relevant periods. In addition,
the exclusion of the effect of foreign exchange rate changes is useful to
investors because currency fluctuations are out of the control of, and do not
reflect the performance of management.

Church & Dwight Co., Inc
Organic Net Sales

Three Months Ended 9/25/2009
Total Consumer Consumer Specialty
Company Domestic International Products

Reported Growth 2.5 % 8.3 % (7.6 %) (17.6 %)
Add:
FX 2.1 % - 10.9 % 2.3 %
Divest. 1.1 % 0.8 % 2.7 % -

5.7 % 9.1 % 6.0 % (15.3 %)

Free Cash Flow

Free cash flow is used by the Company`s management to help assess funds
available for investing activities, such as acquisitions and financing
activities, including debt payments, dividend payments and share repurchases.
Free cash flow is cash provided by operating activities less capital
expenditures and is one of the measures used in determining management`s annual
incentive award. Free cash flow does not represent cash available only for
discretionary expenditures, since the Company has mandatory debt service
requirements and other contractual and non-discretionary expenditures. Free cash
flow excluding the capital expenditures for the new Pennsylvania facility is
used by management to assess funds available for investing activities, such as
acquisitions and financing activities, including debt payments, dividend
payments and share repurchases exclusive of an isolated event that does not
reflect the Company`s day-to-day operations. Please refer to the condensed cash
flow statement for details.

Leverage Ratio

Management believes that information relating to the leverage ratio under its
principal credit agreement is an important measure to investors because it
indicates the Company's ability to satisfy an important financial covenant under
the principal credit agreement. Adjusted EBITDA is a principal measure used to
determine the leverage ratio (total debt to adjusted EBITDA, as defined under
the credit agreement.

American Tower Corporation
Michael Powell, 617-375-7500
Vice President, Investor Relations

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