What Do Tower Buyers Want in 2023?
Over the last few years, SteelTree Partners advised on the sale of several tower portfolios ranging from individual towers to mid-sized private portfolios. Some are traditional carrier-led tower builds in highly difficult zoning areas with limited competing structures, while others can be best described as rural, unprotected by zoning, and subject to stronger-than-average competitive pressure from existing towers. While all these portfolios ended up selling, in some cases the process yielded comparatively disappointing results at lower-than-expected pricing.
Fully Loaded Monopole
Zoning Protection and No Competing Structures Are Still Essential.
The lesson we learned is that even with some scarcity of available portfolios, tower company buyers discount the value or outright pass on opportunities that they consider to be distressed due to the perceived lack of lease-up potential. While in general it is still a seller’s market, the sale of these portfolios demonstrates that buyers are not willing to pay blindly for any tower assets. However, they continue to overpay for well-located, desirable towers as evidenced by some market-setting transactions in 2022. To assist future tower developers in evaluating potential build-to-suit tower opportunities, especially those considering a build-to-relocate tenants off existing towers strategy, we felt that it would be helpful to share some observations about questions that intelligent buyers are asking in today’s “new world” environment.
- Do any local zoning regulations (or other barriers to entry) prevent new towers from being built near the subject towers?
- More than at any other time, buyers focus on whether the local zoning regulations would prohibit the placement of another tower near the subject towers.
- Do the subject towers have significant competition from other existing towers?
- Due to the increasing willingness of large wireless service providers like AT&T and Verizon to consider relocation to other existing towers, buyers like to know that there are no existing towers near the subject towers that will serve a similar purpose. Lack of competing structures combined with difficult zoning regulations improves the odds for future colocation without undue interference from relocation tower providers. One large tower company tends to avoid purchasing towers in areas without zoning that has AT&T as a tenant. Will others follow?
- Why did the developer build the individual towers or the portfolio?
- Because some developers are intentionally building towers near other existing towers, buyers try to determine why the towers were built. Were the towers built for coverage or capacity purposes (or both)?
- Is the portfolio regionalized?
- Buyers like to see purpose-built concentrations of towers due to more efficient maintenance, marketing, and operation.
- Who is the anchor tenant?
- Especially for more rural locations, buyers are looking closely at who the anchor (first) tenant is on the tower. The buyers have found that some 2nd tier wireless carriers have towers that aren’t leasing up at the same rate as those anchored by AT&T, T-Mobile, or Verizon. These 2nd tier carriers are building in rural areas without zoning and as a result, the Big Three carriers may be willing to simply build near existing towers rather than collocate on them.
- What is the ratio of broadband to narrowband tenants?
- Buyers prefer broadband equivalent tenants, i.e., cellular, government, utilities, and FM and TV broadcasters. Narrowband tenants, such as paging, mobile radio, and WISPs are not valued as highly, primarily because of lower expectations of longevity related to those leases.
- How creditworthy are the tenants on the tower?
- Buyers also assess the creditworthiness of the tenant roster to determine the longevity and churn risk.
- What is the exposure to possible terminations from Sprint?
- With the Sprint/T-Mobile merger, buyers will examine the exposure to possible terminations due to the merger. Buyers will also look closely at MetroPCS, Cricket, and Clearwire leases for possible termination.
Tower Tenant Lease Terms
- What are the rent and escalations?
- Older leases tend to have higher escalations. Presently, some developers are accepting lower-than-normal escalation rates in their leases, which can damage the value of a portfolio.
- Is there a claw back to the anchor tenant if additional tenants colocate on the tower?
- Many newer built-to-suit leases include reductions in rent to the anchor tenant when subsequent colocators come on the tower. Buyers prefer that there is no claw back clause in the tenant lease.
- Do the tenant leases allow for additional revenue when modifications by the tenant are requested?
- Buyers scrutinize the tenant agreements (especially newer leases) with the major carriers and look to avoid the nearly unlimited “buckets of equipment” some developers are conceding to these days. Tower valuations are higher for those with tenant leases which provide that a cellular tenant must pay additional rent to add or modify equipment on the tower.
- What are the general termination rights?
- Buyers like to see leases without termination rights vested in the tenant during each term. They do not like to see liberal termination rights. This is especially true if there is no zoning in the area or there are competing structures.
- Are there sublease rights or sharing rights granted to the tenant?
- If so, buyers may be concerned with the loss of future upside.
- Are any expenses passed through to the tenant?
- While it isn’t that common, buyers prefer that the tenants be held responsible for reimbursing the tower owner for some expenses, such as insurance, compound or road maintenance, and taxes.
- What is the historical lease-up?
- Towers with less lease-up over time are more likely to continue to suffer from below-average lease-up in the future. Since the purchase price is based upon current revenue and future revenue upside, buyers prefer towers with demonstrated lease-up.
Ground Lease Terms
- Who pays real property taxes on the property?
- Some leases require the landowner to pay all taxes, while others do not. Tower buyers prefer that the landowner pay all taxes.
- Is there a revenue share clause within the ground lease agreement?
- For obvious reasons, buyers prefer not to share revenue with the landowner. A revenue share provision will devalue the tower.
- Are there prohibitions/restrictions on the sale of the lease to third parties?
- This may include a right of first refusal or an outright prohibition on the sale of the lease to third parties. Buyers prefer that the lease contains right of first refusal language.
- Does the landowner need to consent to an assignment or sublease?
- Tower companies prefer not to have to go to the landowner for consent to assignment or subleases because landowners generally take time to review requests.
- How much time remains on the lease until final term expiration?
- The shorter the remaining term, the more likely the tower owner will incur an increased lease rate at expiration and resultant higher expenses for operating the tower.
- Who pays real property taxes on the property?
- Has the tower seller been successful at buying out their ground leases and converting them to long term easements or purchasing the ground entirely under the towers?
- Buyers prefer easements as opposed to leases because easements generally construe better rights to the buyer than a ground lease and the buyer doesn’t have to worry about extending the lease in the future. There is an added benefit to tower sellers in that the sale price is commensurately higher without a ground lease expense.
- Do the assets have additional structural capacity?
- If the assets do not have sufficient structural capacity for additional colocation or modifications, the buyers will reduce their offers. Buyers like to see recent structural analyses and manufacturer drawings to confirm structural capacity and determine what is needed structurally if further modification work on the tower is required.
- Have the towers been well-maintained?
- Buyers prefer to purchase tower portfolios that have a clear record of maintenance over time.
- How old are the towers?
- Buyers prefer to purchase newer towers because they tend to have lower maintenance costs and higher structural capacity than older towers, especially on guyed towers.
- How many towers have FAA required lighting?
- This isn’t a material issue for buyers, but it does result in slightly lower offers for towers due to the additional expense from monitoring and powering FAA notification lights.
- Who is the developer?
- Buyers like to work with established developers who have refined their business processes. They also like to work with developers with a known track record for developing good towers.
- How does this portfolio fit into the tower buyer’s general or specific acquisition strategy?
- Some buyers look to buy assets that mirror their existing portfolio’s location or growth profile. Others who have built several towers in the last few years may look to fill in their portfolio with mature towers so they have a more rounded portfolio.
Collectively, these factors account for most of what tower buyers are looking for in today’s market. Make no mistake, it is a seller’s market and buyers are paying high premiums for good towers. So far, increased interest rates haven’t impacted tower valuations, but that could change in 2023.
Curious How Your Tower Portfolio Is Valued In Today’s Market?
Are you curious about how your tower assets would be valued in 2023? Please reach out to us here to request a confidential analysis of the value of your tower assets.