Fair Value Measurements

12 Months Ended

Dec. 31, 2011

4.	FAIR VALUE MEASUREMENTS

Items Measured at Fair Value on a Recurring Basis – The Company's earnouts related to acquisitions are measured at fair value on a recurring basis using Level 3 inputs. The fair value of the earnouts is based on the anticipated future earnout obligations. The fair value of the earnouts is reviewed quarterly and is based on the payments the Company expects to make based on the anticipated performance of the underlying assets. The Company's estimate of the fair value of its obligation if the performance targets contained in various acquisition agreements were met was $5.5 million and $3.3 million as of December 31, 2011 and December 31, 2010, respectively, which the Company recorded in accrued expenses (see Note 12).

Items Measured at Fair Value on a Nonrecurring Basis – The Company's intangibles, certain long-lived assets, and asset retirement obligations are measured at fair value on a nonrecurring basis using Level 3 inputs. Level 3 valuations rely on unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. The Company considers many factors and makes certain assumptions when making this assessment, including but not limited to: general market and economic conditions, historical operating results, geographic location, lease-up potential and expected timing of lease-up. The fair value of the long-lived assets, intangibles and asset retirement obligations is calculated using a discounted cash flow model. The Company recorded an impairment charge of $5.5 million, $5.9 million and $3.9 million for the years ended December 31, 2011, 2010 and 2009, respectively, related to its long-lived assets resulting from the Company's analysis that the future cash flows from certain tower sites would not recover the carrying value of the investment in those tower sites (see Note 18).

Fair Value of Financial Instruments – The carrying values of cash and cash equivalents, accounts receivable, restricted cash, accounts payable, and short-term investments, which consist of $5.6 million and $4.0 million in certificate of deposits, as of December 31, 2011 and 2010, respectively, approximate their related estimated fair values due to the short maturity of those instruments. The Company's estimate of the fair value of its held-to-maturity investments in treasury and corporate bonds, including current portion, are based primarily upon reported market values. As of December 31, 2011, the carrying value and fair value of the held-to-maturity investments, including current portion, was $1.4 million and $1.6 million, respectively. As of December 31, 2010, the carrying value and fair value of the held-to-maturity investments, including current portion, was $1.5 million and $1.7 million, respectively.

The Company determines fair value of its debt instruments utilizing various sources including quoted prices and indicative quotes (that is non-binding quotes) from brokers that require judgment to interpret market information including implied credit spreads for similar borrowings on recent trades or bid/ask prices. The following table reflects fair values, principal values and carrying values of the Company's debt instruments (see Note 13).


	As of December 31, 2011						As of December 31, 2010
	Fair Value		Principal Value		Carrying Value		Fair Value		Principal Value		Carrying Value
	(in millions)
1.875% Convertible Senior Notes due 2013	$	605.2	$	535.0	$	485.0	$	617.4	$	550.0	$	464.0
4.0% Convertible Senior Notes due 2014	$	761.6	$	500.0	$	397.6	$	744.4	$	500.0	$	368.5
8.0% Senior Notes due 2016	$	405.0	$	375.0	$	373.2	$	405.9	$	375.0	$	372.9
8.25% Senior Notes due 2019	$	407.8	$	375.0	$	372.4	$	409.7	$	375.0	$	372.1
4.254% 2010-1 Tower Securities	$	699.0	$	680.0	$	680.0	$	691.9	$	680.0	$	680.0
5.101% 2010-2 Tower Securities	$	579.0	$	550.0	$	550.0	$	556.9	$	550.0	$	550.0
Revolving Credit Facility	$	—	$	—	$	—	$	20.0	$	20.0	$	20.0
Term Loan	$	494.4	$	497.5	$	496.3	$	—	$	—	$	—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

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+ Details