Connect with us

News

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

Published

on

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

News

Venture Capital Fund Manager Token Bay Capital Granted In-Principle Approval To Invest In Tokens With First of Its Kind License in Abu Dhabi Global Market (ADGM)

Published

on

  • License will permit investment in both the equity and tokens of crypto start-ups
  • Opening of Token Bay’s new offices in ADGM aligns with planned second fund

Token Bay Capital Limited (“Token Bay”) is expanding its venture capital footprint in the capital of the UAE and has been granted an in-principle approval (IPA) from the Financial Services Regulatory Authority (FSRA) to carry out regulated activities in the ADGM. Subject to final regulatory approval for the grant of the Financial Services Permission (FSP), Token Bay brings niche capabilities to manage both token and equity investments in early-stage crypto start-ups under the FSRA’s Venture Capital Fund Manager (VCFM) framework.

Founded in 2021, Token Bay is a leading Crypto Venture Capital Fund that has adopted a regulatory-first approach from day one. Token Bay invests in start-ups building next-generation blockchain infrastructure and decentralized applications for Web3. Building on the success of its first fund, Token Bay is now launching its second fund and will continue to back outstanding entrepreneurs building infrastructure solutions for the new token economy. In addition to Abu Dhabi, Token Bay also has offices in Hong Kong, and is strategically positioned across digital assets hubs in both the Middle East and Asia.

Founder and Managing Partner of Token Bay, Lucy Gazmararian: “This marks the first phase of global expansion for Token Bay, and we’re excited to have been granted the IPA in ADGM for venture capital investment in tokens as well as in equity. Blockchain technology has the potential to drive innovation through tokenization, and as blockchain networks continue to evolve, it is important that as venture capitalists we are fully equipped to support talented founders building in Web3 by directly participating in these networks and taking an ownership stake through tokens. We extend our sincerest thanks to the regulator for their forward-thinking approach and open dialogue so that we were able to reach this important milestone and establish Token Bay in one of the world’s leading international financial centres and digital assets hub.”

ADGM’s progressive regulatory framework, English common law legal framework, status as a leading centre for financial innovation and vibrant blockchain and digital assets ecosystem have attracted Token Bay to set up offices in the capital of the UAE.

Arvind Ramamurthy, Chief of Market Development at ADGM said, “We extend a warm welcome to Token Bay Capital as they join ADGM’s international financial centre and commence their establishment in Abu Dhabi, marking the beginning of their global expansion journey. ADGM is dedicated to cultivating innovation and excellence in the financial sector, particularly within the virtual asset space. With progressive regulatory frameworks that facilitate companies like Token Bay Capital, ADGM’s vibrant ecosystem stands as the optimal platform for initiating their global growth trajectory.”

Token Bay’s Venture Funds offer institutions, multi-national companies, private banks, family offices and high-net-worth individuals the opportunity to invest in an emerging asset class right at the start of a multi-decade cycle.

Continue Reading

News

Walmart chooses Swisslog ASRS powered by SynQ software to enhance transparency and delivery of quality products in third milk processing facility

Published

on

swisslog

Swisslog, a leading provider of best-in-class intralogistics warehouse automation and software, has announced that Walmart will install a Swisslog automation solution within its Robinson, TX, facility to enable seamless material flow and increase uptime. Walmart is planning to break ground on the milk processing facility later this year with the facility scheduled to open in 2026.

This is the third Walmart milk processing facility to deploy Swisslog’s automated storage and retrieval solution (ASRS) featuring SynQ software and Vectura cranes. The company worked with Swisslog to open its first milk processing facility in Fort Wayne, IN, in 2018. This facility served as a blueprint for its second facility in Valdosta, GA expected to open in 2025, as well as for the just announced Texas facility.

According to Walmart, the ASRS continues the company’s commitment to building a more resilient and transparent supply chain to deliver high-quality products. It also will bolster the company’s capacity to meet consumer demand for milk. The products from the facility will serve more than 750 Walmart stores and Sam’s Clubs throughout the South including Texas, Oklahoma, Louisiana and parts of Arkansas and Mississippi.

Designed by Swisslog’s automation experts, the ASRS brings together five Vectura pallet stacker cranes with KUKA palletizing and de-palletizing robots, a ProMove pallet conveyor system, as well as a conveyor system for small loads. The automation solution operates on synchronized intelligence from Swisslog’s SynQ software, which provides warehouse management, material flow and automation control system functionality in a single, modular platform.

“We are honored that Walmart continues to put their trust in our automation solutions and our people behind those solutions,” said Sean Wallingford, president, and CEO of Swisslog Americas. “This has been a very collaborative relationship as our two teams work together to create value for Walmart and ensure our automation solutions and software enable the company and its farmers to bring fresh, transparently sourced dairy to market.”

SynQ management software not only optimizes the flow of the equipment to increase efficiency and accuracy of the operation, it also orchestrates the operation of multiple sub-systems. It equips warehouse automation and IT systems with synchronized intelligence of people, processes and machines to boost the efficiency and productivity of warehouse processes and adapt to changing market requirements. SynQ provides sophisticated inventory management and material flow capabilities that enable real-time inventory tracking and management of items to ensure freshness, quality and transparency of the food supply chain.

This project also includes Swisslog’s IT Managed Services, which puts in place experts to proactively manage the IT systems and software required to keep the equipment running at peak performance. The higher-level 24/7 support allows Walmart to free up internal resources from routine IT system administration, while also enabling data-driven proactive maintenance that helps reduce unplanned downtime.

For more information on Swisslog automation technologies and software, visit https://www.swisslog.com

About Swisslog

We shape the future of intralogistics with robotic, data-driven and flexible automated solutions that achieve exceptional value for our customers. Swisslog helps forward-thinking companies optimize the performance of their warehouses and distribution centers with future-ready automation systems and software. Our integrated offering includes consulting, system design and implementation, and lifetime customer support in more than 50 countries.

Continue Reading

News

Rally Ventures' Justin Kaufenberg Joins PayGround Board of Directors

Published

on

SportsEngine co-founder brings payments industry experience and understanding of consumer expectations as PayGround prepares for continued growth

Justin Kaufenberg, Managing Director of Rally Ventures, has accepted an invitation to join the Board of Directors of PayGround, a healthcare fintech payments platform. Kaufenberg, who is the co-founder and former CEO of SportsEngine, brings a unique entrepreneurial perspective as well as a deep understanding of payments and banking.

Rally Ventures participated in PayGround’s Series A fundraising in 2023.

“From our very first conversation, Justin and the Rally Ventures team have been enthusiastic about joining PayGround on our mission to empower individuals and families with a healthcare digital wallet,” says PayGround CEO Drew Mercer. “We are in a season of hyper-growth and innovation at PayGround, and we are looking forward to having Justin at the table as we look for ways to provide additional banking capabilities for both healthcare providers and consumers.”

A core investment focus for Rally Ventures is products that deliver mission-critical software with embedded payments and financial services.

“Fixing the payment process within the healthcare industry has proven difficult because of all of the disparate systems involved. This is an industry in dire need of innovation, and I believe PayGround is approaching the problem in a smart and strategic way,” Kaufenberg says. “I’m looking forward to offering any guidance I can to help PayGround move the healthcare payments industry forward as they develop a strategy that looks to integrate various billing systems into their platform. It’s an exciting time to be a part of this company.”

About PayGround

PayGround is a healthcare payments platform that streamlines the payment experience for providers and patients. For patients, it’s an easy-to-use mobile app to manage, track and pay all medical bills in one secure place. For medical providers, it’s a modernized payment platform that reduces costs, simplifies processes and boosts patient and employer satisfaction. PayGround — the meeting place for healthcare payments. Learn more at payground.com.

About Rally Ventures

Rally Ventures invests exclusively in early-stage business technology companies, focusing on entrepreneurs creating major new markets or bringing transformative approaches to existing ones. Since 1997, Rally Ventures’ partners and venture capital industry veterans have invested in or run early-stage enterprise business-to-business technology companies with a proven ability to deliver superior returns regardless of the overall market environment. For more information visit rallyventures.com.

Continue Reading

Trending

Subscribe to our Free Newsletter

Get Business and Marketing Insights from Experts, only onTimes of Startups!

Your Information will never be shared with any third party