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Digital Realty Acquired Ascenty for About $1.8 Billion: Deal, Timeline and Brookfield’s Role

Digital Realty announced its Ascenty acquisition in September 2018 and closed it that December. Here are the transaction terms, timeline and Brookfield’s later joint-venture investment.
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Digital Realty agreed in September 2018 to acquire Brazilian data-center operator Ascenty from Great Hill Partners for approximately $1.8 billion. The deal closed on December 20, 2018; in March 2019, Digital Realty and Brookfield formed a joint venture to own Ascenty, with Brookfield investing for an approximately 49% interest.

What was the Ascenty deal?

Digital Realty’s Brazilian subsidiary, Stellar Participações Ltda., agreed to buy Ascenty from private equity firm Great Hill Partners. Digital Realty said the acquisition was intended to establish it as a leading data-center provider in Latin America and to expand its global footprint and product mix. In announcing the deal on September 24, 2018, CEO A. William Stein said it would help “strengthen and diversify Digital Realty’s data center portfolio and expand our product mix and global footprint.” Digital Realty’s announcement

How much did Digital Realty pay?

The announcement described the transaction as valued at approximately $1.8 billion. A September 21, 2018 SEC filing estimated consideration at $1,826.8 million before purchase-price adjustments, transaction expenses, taxes, and potential currency fluctuations. That estimate comprised $1,511.1 million in cash, $290.7 million in Digital Realty Operating Partnership common units, and $25.0 million in equity interests in an indirect subsidiary. The detailed estimate is not a final all-in cost: the filing’s stated exclusions and possible adjustments matter when comparing it with the rounded headline value. Digital Realty’s 2018 SEC filing

When did the acquisition close, and what changed afterward?

  1. September 24, 2018: Digital Realty announced the agreement to acquire Ascenty.
  2. December 20, 2018: The acquisition closed.
  3. March 2019: Digital Realty and Brookfield formed a joint venture that would own Ascenty. Brookfield invested approximately $702 million for an approximately 49% interest; Digital Realty’s subsidiary retained the remaining interest. The partners shared control equally.
  4. March 29, 2019: Digital Realty reported that it deconsolidated Ascenty because it no longer controlled the joint venture. Digital Realty’s 2019 SEC Form 10-Q

Why are Brookfield’s reported investment amounts different?

At the time of the September 2018 announcement, Brookfield Infrastructure had committed to fund part of the equity investment in exchange for a 49% interest in the planned joint venture. Digital Realty then estimated Brookfield’s initial investment at approximately $613 million, excluding Brookfield’s share of transaction costs. The approximately $702 million figure was reported later, after the joint venture was formed in March 2019. These are figures from different stages of the transaction, not competing estimates of one unchanged payment. Announcement terms; later SEC reporting

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What did Ascenty bring to Digital Realty?

Digital Realty’s transaction overview described Ascenty at announcement as operating 14 data centers with 106 MW of total planned capacity. Of that planned capacity, 73 MW was reported as 90% leased or pre-leased: 39 MW was in service and 34 MW was under construction. The remaining 33 MW was available for future development. These were announcement-era figures, not a statement of current capacity or occupancy. 2018 transaction overview

The same overview cited approximately $425 million in planned capital expenditures to complete development already underway and build additional capacity for near-term demand. That was a planned investment associated with the deal, not evidence that the spending was completed or that all proposed capacity came online.

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