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Switch to be Taken Private by DigitalBridge Investment Management and IFM in $11 Billion Transaction

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Switch to be Taken Private by DigitalBridge Investment Management and IFM in  Billion Transaction

Switch Common Stockholders to Receive $34.25 Per Share in Cash

Transaction Partners Switch with Preeminent Infrastructure Investment Consortium to Accelerate Company’s Long-Term Vision for Growth

Switch’s 100% Renewably Powered Platform Aligns with Vision to Build a Sustainable Future for Digital Infrastructure

LAS VEGAS, May 11, 2022 — Switch, Inc. (NYSE: SWCH) (“Switch”) today announced it has entered into a definitive agreement with DigitalBridge Group, Inc. (NYSE: DBRG) (“DigitalBridge”), under which DigitalBridge Partners II, the value-added digital infrastructure equity strategy of the investment management platform of DigitalBridge, and an affiliate of global infrastructure investor IFM Investors (“IFM”) will acquire all outstanding common shares of Switch for $34.25 per share in an all-cash transaction valued at approximately $11 billion, including the assumption of debt.

“Today’s announcement is an important step towards our long-term vision for the growth and evolution of our company. Through this partnership we will be ideally positioned to continue to meet strong customer demand for Switch’s environmentally sustainable Tier 5 data center infrastructure,” said Switch Founder and CEO, Rob Roy. “Following our expansion into a Fifth Prime campus last year, and with our plan to construct more than 11 million additional square feet of capacity through 2030, Switch’s strategic position has never been stronger. The combination of our advanced data center infrastructure, significant expansion capacity in our land bank, and a new partnership with experienced digital infrastructure investors lays a strong foundation for Switch’s continued industry leading growth.”

“This transaction provides significant and immediate value to our stockholders, and is a reflection of Switch’s industry leading performance and differentiated technology,” said Thomas Morton, President of Switch. “Through this transaction, we will remain at the forefront of growth and innovation within the data center industry. Following a robust evaluation of market dynamics and strategic review process by the company and its Board of Directors, we strongly believe that this is the optimal path forward for Switch and our shareholders.”

Marc Ganzi, Chief Executive Officer of DigitalBridge, said, “At DigitalBridge, we are building the world’s leading global digital infrastructure investment platform, and this transaction allows us to partner with one of the industry’s fastest growing and highest quality data center portfolios. Rob and his team share our vision for the future of communications infrastructure, making us the ideal partner to scale their business both domestically and internationally to meet the exponentially rising demand from large enterprise customers looking for mission critical digital infrastructure. We are also pleased to partner with IFM Investors, one of the world’s leading institutional infrastructure investors, to execute this compelling transaction.”

“We have a proven track record of accelerating companies’ time-to-scale by leveraging our deep domain expertise and access to capital,” said Jon Mauck, Senior Managing Director of DigitalBridge Investment Management. “We look forward to supporting Switch’s continued growth with the creative solutions and operational expertise necessary to scale these leading assets going forward. This fast-growing and renewables-powered business is a highly complementary fit within our expanding IM business and broader strategic priorities.”

Kyle Mangini, Global Head of Infrastructure at IFM, said, “IFM is excited to partner with DigitalBridge and Switch on this transaction. We consider Switch to be an excellent digital infrastructure business with strong potential. The company is a recognized industry leader with an impressive approach to ESG. Today’s announcement reflects IFM’s strategy of investing in high quality infrastructure to protect and grow the long-term retirement savings of working people.”

Transaction Approvals and Timing

The transaction, which was unanimously approved by a special committee of the Switch Board of Directors, is expected to close in the second half of 2022. The transaction is subject to approval by Switch stockholders and the satisfaction of other customary closing conditions. Upon completion of the transaction, Switch will no longer be traded or listed on any public securities exchange.

Advisors

Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC acted as financial advisors to the Special Committee of the Board of Directors of Switch, and Latham & Watkins LLP acted as its legal counsel. RBC Capital Markets, LLC served as lead financial advisor and TD Securities served as co-advisor to DigitalBridge and IFM, and Simpson Thacher & Bartlett LLP acted as their legal counsel. Debt financing for the transaction was led by TD Securities along with Joint Lead Arrangers and Joint Lead Bookrunners Societe Generale, RBC Capital Markets, and Citizens Bank, N.A.

First Quarter 2022 Earnings Call

As a result of this transaction announcement, Switch has cancelled its first quarter 2022 earnings call, previously scheduled for Wednesday, May 11th at 8:30 am Eastern Time. Switch’s first quarter 2022 earnings press release and investor presentation are available on its investor relations website at investors.switch.com.

About Switch

Switch, Inc. (NYSE: SWCH), is the independent leader in exascale data center ecosystems, edge data center designs, industry-leading telecommunications solutions and next-generation technology innovation. Switch Founder and CEO Rob Roy has developed more than 700 issued and pending patent claims covering data center designs that have manifested into the company’s world-renowned data centers and technology solutions.

About DigitalBridge

Digital Bridge (NYSE: DBRG) is a leading global digital infrastructure firm. With a heritage of over 25 years investing in and operating businesses across the digital ecosystem including cell towers, data centers, fiber, small cells, and edge infrastructure, the DigitalBridge team manages a $47 billion portfolio of digital infrastructure assets on behalf of its limited partners and shareholders. Headquartered in Boca Raton, DigitalBridge has key offices in New York, Los Angeles, London, and Singapore. For more information, visit: www.digitalbridge.com.

About IFM Investors

IFM Investors is a global investment management firm and one of the largest infrastructure investors in the world. Established more than 25 years ago with the aim to protect and grow the long-term retirement savings of working people, IFM is owned by a group of Australian pension funds and manages approximately US$136 billion as of March 31st  2022. For more information, visit www.ifminvestors.com

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws. Forward-looking statements in this press release include, but are not limited to, statements regarding the consummation of the transaction described above, future development and data center campus capacity. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements, including but not limited to the ability of the parties to consummate the proposed transaction and the possibility that various closing conditions for the transaction may not be satisfied or waived, and the ability to realize the benefits expected from the transaction. The forward-looking statements in this press release are based on information available to Switch as of the date hereof, and Switch disclaims any obligation to update any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based, except as required by law. For additional information regarding forward-looking statements, please refer to discussions under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operation” and elsewhere in our most recent Annual Report on Form 10-K and in our other reports filed with the Securities and Exchange Commission (“SEC”). Switch’s SEC filings are available on the Investor Relations section of our website at investors.switch.com and on the SEC’s website at www.sec.gov.

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) the proposed merger may not be completed in a timely manner or at all, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect Switch or the expected benefits of the proposed merger or that the approval of Switch’s stockholders is not obtained; (ii) the failure to realize the anticipated benefits of the proposed merger; (iii) the ability of the buyer to obtain debt financing in connection with the proposed merger; (iv) the possibility that competing offers or acquisition proposals for Switch will be made; (v) the possibility that any or all of the various conditions to the consummation of the merger may not be satisfied or waived, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations or restrictions placed on such approvals); (vi) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger, including in circumstances which would require Switch to pay a termination fee or other expenses; and (vii) the effect of the announcement or pendency of the merger on Switch’s ability to retain and hire key personnel, its ability to maintain relationships with its customers, suppliers and others with whom it does business, or its operating results and business generally.

Additional Information

This report may be deemed solicitation material in respect of the proposed acquisition of Switch. A special shareholder meeting will be announced soon to obtain shareholder approval in connection with the proposed merger between the Company and Parent. Switch expects to file with the Securities and Exchange Commission (the “SEC”) a proxy statement and other relevant documents in connection with the proposed merger. Investors of Switch are urged to read the definitive proxy statement and other relevant materials carefully and in their entirety when they become available because they will contain important information about Switch and the proposed merger. Investors may obtain a free copy of these materials (when they are available) and other documents filed by the Company with the SEC at the SEC’s website at www.sec.gov, at the Company’s website at https://www.switch.com.

Participants in the Solicitation

Switch and its directors, executive officers and certain other members of management and employees may be deemed to be participants in soliciting proxies from its shareholders in connection with the proposed merger.  Information regarding the persons who may, under the rules of the SEC, be considered to be participants in the solicitation of Switch’s shareholders in connection with the proposed merger will be set forth in Switch’s definitive proxy statement for its special shareholder meeting. Additional information regarding these individuals and any direct or indirect interests they may have in the proposed merger will be set forth in the definitive proxy statement when and if it is filed with the SEC in connection with the proposed merger.

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NowCM opens its main developer hub in Portugal

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NowCM opens its main developer hub in Portugal

By doing so NowCM joins the vibrant Portuguese tech scene of established and new players. This further strengthens the position of NowCM as the leading European primary capital markets service provider.

“Now is the time! It was the right choice at the right time”- says CEO and Founder, Robert Koller.

As the world’s first fully compliant and cloud-native transaction management platform and regulated primary marketplace, NowCM opens its third European office in sunny Portugal.

The decision to choose Portugal as a new location was based on a list of comprehensive criteria of key cultural and growth factors, including availability of top talent, fintech ecosystem, regulation, entrepreneurial mindset, and work-life balance.

Robert adds: “We are solution-seekers and bold builders of the future of finance. Our fast-growing team consists of 40 diverse individuals amongst which are 20 in-house IT experts whose skills we are very proud of. We value our people and their time by offering them a state-of-the-art tech tooling arena and meaningful responsibility in helping to shape the global financial future rather than burning energy on daily repetitive manual tasks in a square city office space. NowCM is a catalyst in the digitisation of primary markets beyond process automation. Our concept shows the intelligence of focusing on live execution of important transactions rather than on out-dated Excel and Word processes.”

Portugal with its good weather and one of the best life quality indexes for expats (according to InterNations, Expat Insider 2022) is a perfect location for NowCM’s strategic expansion. NowCM new office is located in Lagoas Business Park, where global tech companies like Google, Samsung, Dell and Cisco among others are based.

NowCM Tron-style office design features sustainable solutions like indoor farms and game-changing futuristic experiences to create a new safe, productive and enjoyable place to work in creative and smart ways. It will serve as a hub for employees as well as a location for client training programmes.

“After COVID-19 the office experience won’t remain as it was before the pandemic. In NowCM we know that virtual collaborations are working well, however we believe there should be a new era of tech spaces to meet and ask important questions, to develop collaboration, productivity, culture, and work experiences” – says Robert.

Last week NowCM welcomed its global team in their new office in Lagoas Business Park and held an opening event for its team and family members together with business partners, clients and journalists. A big surprise during the event was a drone race (organised by NowCM partners www.dronesnco.com), where everyone could support one of the pilots and explore the NowCM office from a different angle.

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Safenetpay changes its name to Moneff

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Safenetpay changes its name to Moneff

Safenetpay announced its rebrand and name change to Moneff. The rationale behind the new name has been to more closely reflect the change in Moneff’s proposition from a pure payments company to an expanded portfolio of streamlined and efficient services to support SMEs.

SMEs and entrepreneurs need easy-to-access solutions that manage their money. Despite SMEs making up 99% of all registered businesses in the UK, high street banks and mainstream lenders continually overlook or reject entrepreneurs, and charge extortionately high rates for business accounts and cross-border transfers.

Moneff helps small businesses move their money more efficiently by providing a one-stop hub for free* multi-currency business accounts, transfers with competitive FX rates, card issuing and online payment processing services. By creating a global financial infrastructure using innovative API-led cloud technology and leveraging strategic partnerships, Moneff aims to create a fairer and more progressive financial ecosystem for the 22.6 million small and medium-sized enterprises (SMEs) across the UK and EU.

“We felt it was necessary to change the name of the company to more accurately reflect our offering of helping small businesses manage their money efficiently,” said Sanjar Mavlyanov, CEO and founder of Moneff.

“We want our customers to be focused on improving their business, rather than being distracted by dealing with multiple vendors. That’s why we are building an ecosystem of business tools that helps companies grow and save them money” added Dilshod Mikhmanov, Moneff’s Co-founder and CFO.

By providing small businesses with free*, borderless and frictionless e-money accounts, Moneff is democratising the customer experience by putting their needs first and offering a true money solutions alternative for businesses of all types. Moneff prides itself in providing high levels of customer service, and is always seeking to refine and develop our business practices to achieve best results for its clients.

* Subject to eligibility criteria.

ABOUT MONEFF

Moneff is the one-stop hub for small business owners. We enable SMEs and sole traders to move their money efficiently by offering free multi-currency business accounts (subject to eligibility), transfers with competitive FX rates, card issuing and online payment processing services.

Previously known as Safenetpay, Moneff (now a trading name of Safenetpay Services Company Ltd) was founded in 2016 and headquartered in London. Moneff is authorised as an Authorised Electronic Money Institution by the United Kingdom Financial Conduct Authority (FCA), and has been granted an EMI (Electronic Money Institution) licence by the Danish Financial Supervisory Authority.

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Singapore holds lead position in Omdia Fiber Development Index

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Singapore holds lead position in Omdia Fiber Development Index

Singapore has again emerged as leader in Omdia’s Global Fiber Development 2022 Index, with maximum scores in seven of the nine metrics. It is closely followed by South Korea, China, the UAE, Qatar, and Japan. All territories in the leading cluster benefit from strong national broadband plans with ambitious targets around ultra-high-speed services.

Historically, several otherwise highly developed broadband territories that rank lower in the fiber index tended to suffer from less clear or ambitious national plans, providing weaker incentives for operators to invest. However, due in part to the COVID-19 crisis demonstrating how important broadband networks are, governments are now strengthening their broadband targets and increasing their focus and investments in fiber-based infrastructure.

Research Director Michael Philpott said: “Fiber investment is an essential metric for government institutions and other stakeholders to track. As a broadband-access technology, optical fiber provides an optimized, highly sustainable, and future-proof quality service. This superior level of quality is essential for the development of future digital services and applications across all verticals.

“With increased efficiency stimulating greater innovation, high-speed broadband has been proven to drive not just consumer satisfaction but national economic indicators such as GDP and productivity. Only by maximizing investment in next-generation access can countries optimize their growth potential, and fiber-optic technology is key to that investment.”

Omdia’s Fiber Development Index tracks and benchmarks fiber a broad set of fiber investment metrics across 88 countries, including:

  • Fiber to the premises coverage
  • Fiber to the household penetration
  • Fiber to the business penetration
  • Mobile cell site fiber penetration
  • Advanced WDM technology investment

Based on Omdia’s analysis of Ookla Speedtest data, the Index also quantifies the overall broadband quality of experience improvements driven by that investment, namely:

  • Median download speed
  • Median upload speed
  • Median latency
  • Median jitter

Michael Philpott and a team of Omdia analysts will be presenting and debating a wide range of upcoming telecoms issues and trends at Network X between 18-20 October 2022. Register for a media pass or request a virtual briefing here.

ABOUT OMDIA

Omdia, part of Informa Tech, is a technology research and advisory group. Our deep knowledge of tech markets combined with our actionable insights empower organizations to make smart growth decisions.

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