SBACSBA Communications

Fair Value Measurements Items Measured at Fair Value on a Nonrecurring Basis, page F-17 1. We note your long-lived and intangible assets are measured at fair value on a nonrecurring basis using Level 3 inputs under a discounted cash flow model.

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In future periodic filings, please provide quantitative information about the significant unobservable inputs used in the fair value measurement of these assets or tell us why such disclosure is not required. Refer to ASC 820-10-50-2(bbb). Exhibit 99.1 Funds from Operations ("FFO"), Adjusted Funds from Operations ("AFFO"), and AFFO per share, page 15 2. We note your presentation of AFFO per share and the related forecasted guidance. In future earnings releases, please reconcile these non-GAAP financial measures from the the most directly comparable measure calculated in accordance with GAAP. Refer to Item 10(e)(1)(i)(B) of Regulation S-K and Question 102.10(a) of the Division's Non- GAAP Financial Measures Compliance and Disclosure Interpretations. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Greenberg Traurig, P.A. | Attorneys at Law

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Charlotte. Chicago. Dallas. Delaware. Denver. Fort Lauderdale. Houston. Las Vegas. London*. Long Island. Los Angeles. Mexico City+. Miami.

Milan». Minneapolis. New Jersey. New York. Northern Virginia. Orange County. Orlando. Philadelphia. Phoenix. Portland. Sacramento. Salt Lake City. San Diego. San Francisco. Seoul∞. Shanghai. Silicon Valley. Singapore=. Tallahassee. Tampa.

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Tel Aviv^.

Tokyo¤. Warsaw~. Washington, D.C. West Palm Beach. Westchester County.

Operates as:

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The Company respectfully acknowledges the Staff’s comment. We advise the Staff that the

Company has limited the disclosures set forth under ASC 820-10-50-2(bbb) related to significant unobservable inputs used in connection with long-lived and intangible assets measured at fair value on a nonrecurring basis using Level 3 inputs under a discounted cash flow model. The Company disclosed qualitative information for long-lived and intangible assets about the significant unobservable inputs underlying the level 3 fair value measurements on page F-11 in Note 2 to the Consolidated Financial Statements of its 2022 Form 10-K.

As discussed, the Company evaluates its tower assets and Current contract intangibles at the tower level, which is the lowest level for which identifiable cash flows exists. Each tower asset is unique with varying inputs. Each of the over 30,000 individual tower assets that the Company owns are individually immaterial and the Company does not apply any material input on the aggregate basis to the tower portfolio. For these reasons, the Company determined the disclosures under ASC 820-10-50-2bbb were immaterial and could be confusing without any material benefit to the users of the financial statements. However, in acknowledgement of the Staff’s comments the Company intends to include the following revised disclosure to provide further clarity to the users of the financial statements in future filings:

AS REVISED

Items Measured at Fair Value on a

Nonrecurring Basis – The Company estimates the fair value of assets subject to impairment using a discounted cash flow (“DCF”) (Level 3 input) analysis. Determining fair value requires the exercise of significant judgments, including the amount and timing of expected future cash flows, long-term growth rates, discount rates and relevant comparable earnings and trading multiples. The cash flows employed in the DCF analysis are based on estimates of future revenues, earnings and cash flows after considering factors such as tower location demographics, timing of additions of new tenants, lease rates, rate and term of renewal, attrition, ongoing cash requirements, and market multiples. Each of the assumptions are applied based on the specific facts and circumstances of the identified asset at the lowest level of identifiable cash flows. The DCF analysis used an average discount rate ranging from 7.2%- 8.7 %.

Exhibit 99.1

Funds from Operations (“FFO”),

Adjusted Funds from Operations (“AFFO”), and AFFO per share, page 15

2. We note your presentation of AFFO per share and the related forecasted guidance. In future earnings releases, please reconcile these non-GAAP financial measures from the most directly comparable measure calculated in accordance with GAAP. Refer to Item 10(e)(1)(i)(B) of Regulation S-K and Question 102.10(a) of the Division’s Non- GAAP Financial Measures Compliance and Disclosure Interpretations.

The Company respectfully acknowledges the Staff’s comment and confirms that in future earnings releases it will include a reconciliation of AFFO per share, historical and in related forecasted guidance, to Earnings Per Share (EPS) its most directly comparable measure.

In responding to your comments, the Company acknowledges that (i) the Company is responsible for the adequacy and accuracy of the disclosure in the filing; (ii) Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and (iii) the Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the

United States.

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We note that the intercompany loan between Brazil Shareholder I, LLC and SBA Torres Brasil, Limitada is anticipated or planned to be settled in the foreseeable future. Please clarify the terms of the loan to support your assertion, given that the loan has been outstanding since 2014.

We note that the intercompany loan between Brazil Shareholder I, LLC and SBA

Torres Brasil, Limitada is anticipated or planned to be settled in the foreseeable future. Please clarify the terms of the loan to support your assertion, given that the loan has been outstanding since 2014.

The Company entered into a loan agreement on November 25, 2014 to provide funding to its Brazilian subsidiary in contemplation of the subsidiary’s December 1, 2014 acquisition of assets from Oi, S.A. Pursuant to the loan agreement, the Company lent its Brazilian subsidiary US$455 million.

Rest of the answer

The original loan agreement had a maturity date of the earlier of (1) thirty days after demand from the Company or (2) December 1, 2016. During July 2016, the Brazilian subsidiary repaid an aggregate of US$22.5 million of the principal amount of the loan. As amended on November 14, 2016, the maturity date of the loan was modified to (1) thirty days after demand from the Company or (2) December 1, 2021. While the Brazilian subsidiary is currently generating sufficient cash flow to repay the loan in the foreseeable future, the Company agreed to extend the repayment of this loan to allow for incremental investment in Brazil, in the form of additional tower acquisitions and new tower construction (which are funded from cash on hand). The

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ORANGE COUNTY

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PHOENIX

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TOKYO¤

WARSAW~

WASHINGTON, D.C.

WESTCHESTER COUNTY

WEST PALM BEACH

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GERMANY, LLP

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** STRATEGIC ALLIANCE

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OFFICE

^ A BRANCH OF GREENBERG TRAURIG, P.A., FLORIDA, USA

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GREENBERG TRAURIG, P.A. ◾

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401 East Las Olas Boulevard, Fort Lauderdale, Florida 33301 ◾ Tel: 954.765.0500 ◾ Fax 954.765.1477

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Company believes that this incremental investment in revenue producing assets will enhance the future cash flow and financial performance of the Brazilian subsidiary and its ability to repay in the foreseeable future. The Company has not in the past forgiven any intercompany loan arrangement and it does not intend to do so with respect to this loan arrangement. Under ASC Topic

830-20-35, intercompany loan arrangements “for which settlement is not planned or anticipated in the foreseeable future” are considered of a long-term investment nature. Based on the cash flow of the Brazilian subsidiary, the Company has from the initiation of the loan and today continues to, plan and anticipate that the loan will be repaid in the foreseeable future.

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Please include Schedule III – Real Estate and Accumulated Depreciation in future filings, or tell us why you believe its inclusion is not required. Refer to Rule 5-04 of Regulation S-X.

Please include Schedule III – Real Estate and Accumulated Depreciation in future filings, or tell us why you believe its inclusion is not required. Refer to Rule 5-04 of

Regulation S-X.

We note that Rule 5-04 of Regulation S-X requires the filing of Schedule III “for real estate held by persons a substantial portion of whose business is that of acquiring and holding for investment real estate or interest in real estate.” Additionally, we note Rule 5-04 provides that “real estate used in the business shall be excluded from the schedule.” Our primary focus is the leasing of antenna space on

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our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, Canada, Central America, and South America. Accordingly, we do not consider our tower sites (i.e. our real estate assets) to be held for investment. Rather, we consider the use of these assets to be an integral part of our business and critical to satisfying our tenants’ needs.

However, based on the comment from the Staff, the Company will include Schedule III – Real Estate and Accumulated Depreciation in future filings. We respectfully advise the Staff that as a result of the large volume of wireless infrastructure owned by the Company, including approximately 15,947 tower sites in the United States and its territories and approximately 10,615 tower sites in the Company’s international markets as of June 30, 2017, the Company believes that it would be impracticable to provide the information on Schedule III on a property-by-property basis. Furthermore, the gross amount at which the properties are carried is evenly dispersed over the 26,562 tower site properties the Company owned as of June 30, 2017, with no single property accounting for more than 1% of the total gross assets. Accordingly, we respectfully submit that the Company will file a Schedule III with its Form 10-K for the year ending December 31, 2017 and in subsequent future filings in a format substantially similar to that set forth below.

SBA COMMUNICATIONS CORPORATION

SCHEDULE III—SCHEDULE OF REAL ESTATE AND ACCUMULATED DEPRECIATION

Description

Encumbrances

Initial cost to company

Cost capitalized subsequent to acquisition

Gross amount carried at close of current period

Accumulated depreciation at close of current

Date of construction

Date acquired

Life on which depreciation in latest income statement is computed

XX,XXX towers (1)

$

XXX,XXX

(2)

(3)

(4)

(XXX,XXX

)

Various

Up to 20 years

(1)

No single site exceeds 1% of the aggregate gross amounts at which the assets were carried at the close of the period set forth in the table above.

As of December 31, 20XX, certain assets secure debt of $X billion.

The Company has omitted this information, as it would be impracticable to compile such information on a site-by-site basis.

Does not include those sites under construction.

2017

Gross amount at beginning

Additions during period:

Acquisitions(1)

Construction and related costs on new tower builds

Augmentation and tower upgrades

Land buyouts and other assets

Tower Maintenance

Other

Total additions

Deductions during period:

Cost of real estate sold or disposed

Total deductions:

Balance at end

Inclusive of changes between the final purchase price allocation and the preliminary purchase price allocations.

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We refer to your discussion and presentation of “segment operating profit” throughout your MD&A. In this regard, please revise your disclosure to provide a reconciliation of this measure to the most directly comparable GAAP financial measure of operating performance. Refer to Item 10(e)(1)(i) of Regulation S-K.

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In addition, since this measure is not the measure of profit disclosed in Note 20 - Segment Data, it does not appear appropriate to label this measure as "segment operating profit." 16. Stock-Based Compensation, page F-34

The Company acknowledges the Staff’s comment. The Company respectively advises the Staff that “segment operating profit” as presented in the MD&A is a calculation based on two line items taken directly from the Company’s financial statements, specifically “Revenues” for the relevant segment minus “Cost of revenues (exclusive of depreciation, accretion, and amortization shown below)” for the relevant segment and both of which are included in the segment note to the Company’s financial statements (Note 20 to the Financial Statements for the year ended

December 31, 2013).

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In light of the Staff’s comments and based on discussions held with the staff telephonically, the Company has decided to enhance its disclosures in its “Segment Data” footnote to the financial statements to include this subtotal within its presentation of segment operating profit. The presentation will provide readers of the financial statements with all the operating metrics which are used by the Company’s chief operating decision maker

(“CODM”) in assessing performance and allocating resources at the reportable segment level. Therefore, in accordance with ASC 280-10-50-22, in future filings, the Company will disclose in its “Segment Data” note to the

Company’s financial statements that segment operating profit is a measure of segment profit that the Company’s CODM utilizes in assessing performance and allocating resources at the reportable segment level and will reconcile this measure to Net Loss from Continuing Operations as set forth below.

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Domestic Site

Leasing

Int’l Site

Site

Development

Not

Identified by

Segment

Total

(in thousands)

For the year ended December 31, 2013

Revenues

$

1,048,756

84,257

171,853

—

1,304,866

Cost of revenues less depreciation, amortization and accretion

242,839

27,933

137,481

408,253

Segment operating profit

805,917

56,324

34,372

896,613

Selling, general, and administrative

59,320

10,065

7,760

8,331

85,476

Asset impairment and decommission costs

26,478

2,482

28,960

Acquisition related expenses

6,525

12,673

19,198

Depreciation, amortization and accretion

484,053

44,973

2,280

2,028

533,334

Operating income (loss)

229,541

(13,869

)

24,332

(10,359

229,645

Other expense (principally interest expense and other expense)

(285,554

Income (loss) from continuing operations

(55,909

16. Stock-Based Compensation, page F-34

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We note that expected volatility was 25.0-29.0% in 2013, and 53% and 53.9% in 2012 and 2011, respectively. Please tell us why expected volatility decreased significantly in 2013.

The Company acknowledges the Staff’s comment. The Company respectfully advises the Staff that the expected volatility decreased from

53.9% and 53% in 2011 and 2012, respectively, to a range of 25% to 29% in 2013 because of the significant difference in historical volatility of the Company’s stock in the 2008-2009 period as compared to the 2010-2013 period and the

Company’s decision to place less weight on the 2008 period in its estimates once it was determined that that level of volatility was unlikely to be repeated.

In accordance with ASC 718, the Company calculates its estimate of

Rest of the answer

expected volatility by considering historical volatility. According to ASC

718, historical realized volatility is measured over a period corresponding to the weighted average expected life of the option, which in the case of the Company was 3.9 to 4.8 years. During 2008, the Company’s common stock experienced a significant increase in its volatility increasing to 91.5% for the 2008 calendar year. The elevated volatility in 2008 was included in the look-back period utilized in calculating the 2011 and 2012 estimated volatility resulting in the higher historical volatility percentages. However, only a portion of 2008 was included in the 2013 calculations, resulting in a reduction in the calculated volatility.

In addition, in connection with its calculation of estimated volatility in 2013, the Company took into consideration ASC 718-10-55-37(a) which states that “if an entity’s share

GREENBERG TRAURIG,

P.A. ¡ ATTORNEYS AT LAW ¡ WWW.GTLAW.COM price was extremely volatile for an identifiable period of time, due to general market declines, that entity might place less weight on its volatility during that period of time.” Based on the relative stability of its volatility in the period from 2010 to early 2013 (23%), in calculating its 2013 estimated volatility, the Company, in accordance with ASC 718-10-55-37(a), weighted the 2008-2009 period lower than the 2010-2013 period, resulting in an estimated volatility of approximately 25%.

* *

*

In responding to your comments, the Company acknowledges that (i) the Company is responsible for the adequacy and accuracy of the disclosure in the filing; (ii) Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and

(iii) the Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

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