Zayo Merger Agreement

On May 8, 2019, Zayo Group Holdings, Inc., a U.S.-based global communications infrastructure services company, announced that it had “signed a definitive merger agreement to be acquired by subsidiaries of Digital Colony Partners (Digital Colony) and the EQT Infrastructure Fund (EQT). $14.3 billion, including the $5.9 billion acquisition of Zayo`s net debt. (Press release, Zayo Group Holdings, Inc., Form 8-K, ex-99.1, May 8, 2019, SEC filing; See also Zayo Group Holdings, Inc., Form 8-K, May 9, 2019, SEC Filing.) Obtaining CFIUS approval is a precondition for closing the transaction. (See agreement and merger plan, Section 5.1 (b) (ii), Zayo Group Holdings, Inc., Form 8-K, ex-2.1, May 9, 2019, SEC filing. “Zayo Group Holdings, Inc., . . . is a Delaware-based company based in Boulder, Colorado, which provides bandwidth infrastructure in the United States, Canada and Europe. (Zayo Group Holdings, Inc., Schedule 14A, June 26, 2019, SEC Filing.) “Among the most important products are black fibre, fibre optics for mobile phone antennas and small cell locations, dedicated wavelength connections, Ethernet, IP connectivity, data center solutions/offers, cloud offerings and other broadband offerings.” (Id.) In a quarterly report submitted by Zayo Group Holdings on February 4, 2020, the company indicated that CFIUS` approval had been received. (See zayo Group Holdings, Inc., Form 10-Q, February 4, 2020, SEC filing (“The conclusion of the agreement remains subject to customary conditions, including regulatory approvals for verification and approval by the U.S. Foreign Investment Committee (which have been obtained)”) Zayo Group Holdings, Inc.

(NYSE: ZAYO) provides the world`s most influential companies with critical bandwidth, fuelling innovations that change our company. Zayo`s 130,000-mile network in North America and Europe provides a complete metro connection to thousands of buildings and computational centers. Zayo`s communication infrastructure solutions include dark fibers, private data networks, wavelengths, Ethernet, dedicated Internet access and data center colocation services. Zayo owns and operates an animal 1 ip-backbone and 51 neutral computing centers. With its CloudLink service, Zayo offers low-latency private connectivity that links businesses to their public cloud environments. Zayo serves wireless and wireless network operators, media, technology, content, finance, healthcare and other large companies. For more information, see Under the agreement unanimously approved by Zayo`s Board of Directors, shareholders will receive $35.00 in cash per share of Zayo`s common stock in a transaction valued at $14.3 billion, including the acquisition of $5.9 billion of Zayo`s net debt.

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