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Acquisitions
12 Months Ended
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Acquisitions Acquisitions
2022 Acquisitions
Acquisition of Entel Chile Data Centers (the "Entel Chile Acquisition") and Entel Peru Data Center (the "Entel Peru Acquisition")
On May 2, 2022, we further expanded in Latin America through an acquisition of four data centers in Chile from Entel, a leading Chilean telecommunications provider, for a total purchase consideration of $638.3 million at the exchange rate in effect on that date. On August 1, 2022, we completed the acquisition of a data center in Peru from Entel for a total purchase consideration of $80.3 million at the exchange rate in effect on that date. The Entel Chile Acquisition and Entel Peru Acquisition support our ongoing expansion to meet customer demand in the Latin American market.
Acquisition of MainOne (the "MainOne Acquisition")
On April 1, 2022, we completed the acquisition of all outstanding shares of MainOne, which consisted of four data centers as well as a subsea cable and terrestrial fiber network. We acquired MainOne and its assets for a total purchase consideration of $278.4 million. The MainOne Acquisition supports our ongoing expansion to meet customer demand in the West African market.
Purchase Price Allocation
Each of the acquisitions noted above constitute a business under the accounting standard for business combinations and, therefore, were accounted for as business combinations using the acquisition method of accounting. Under this method, the total purchase price is allocated to the assets acquired and liabilities assumed measured at fair value on the date of acquisition, except where alternative measurement is required under GAAP.
During the year ended December 31, 2023, we completed the detailed valuation analysis and the final allocation of purchase price for the Entel Chile, Entel Peru, and MainOne Acquisitions.
A summary of the final allocation of total purchase consideration is presented as follows (in thousands):
Entel ChileEntel Peru
MainOne (2)
Cash and cash equivalents$— $— $33,026 
Accounts receivable— — 9,431 
Other current assets 12,424 — 21,988 
Property, plant and equipment81,132 13,423 239,583 
Intangible assets153,489 10,000 54,800 
Goodwill380,867 46,285 110,665 
Deferred tax and other assets12,090 10,801 5,879 
Total assets acquired
640,002 80,509 475,372 
Accounts payable and accrued liabilities(195)— (18,525)
Other current liabilities (1)
— — (13,061)
Mortgage and loans payable— — (25,944)
Deferred tax and other liabilities (1)
(1,463)(167)(139,492)
Net assets acquired
$638,344 $80,342 $278,350 
(1)For the MainOne Acquisition, other current liabilities includes $9.9 million of deferred revenue - current and the other liabilities includes $95.4 million of deferred revenue - non-current.
(2)For the MainOne Acquisition, the purchase price allocation adjustments since the provisional amounts reported as of December 31, 2022 were not significant.
Property, plant and equipment
The fair values of property, plant and equipment acquired from these three acquisitions were estimated by applying the cost approach, with the exception of land, which we estimated by applying the market approach. The key assumptions of the cost approach include replacement cost new, physical deterioration, functional and economic obsolescence, economic useful life, remaining useful life, age and effective age.
Intangible assets
The following table presents certain information on the acquired intangible assets (in thousands):
Intangible AssetsFair ValueEstimated Useful Lives (Years)Weighted-average Estimated Useful Lives (Years)Discount Rate
Entel Chile:
Customer relationships (1)
$153,489 
12.0 - 15.0
14.0
8.5% - 9.5%
Entel Peru:
Customer relationships (1)
10,000 15.015.07.0 %
MainOne:
Customer relationships (1)
51,500 
10.0 - 15.0
14.011.5 %
Trade names (2)
3,300 5.05.011.5 %
(1)The fair value was estimated by calculating the present value of estimated future operating cash flows generated from existing customers less costs to realize the revenue and/or by using benchmarking. The rates reflect the nature of the assets as they relate to the risk and uncertainty of the estimated future operating cash flows, as well as the risk of the country within which the acquired business operates.
(2)The fair value of the MainOne trade name was estimated using the relief from royalty method under the income approach. We applied a relief from royalty rate of 1.0%.
Goodwill
Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and liabilities assumed. Goodwill is attributable to the workforce of the acquired business and the projected revenue increase expected to arise from future customers after the acquisition. Goodwill from the Entel Chile and Entel Peru acquisitions is attributable to the Americas region. Goodwill from the Entel Chile acquisition is amortizable for local tax purposes, while goodwill from the Entel Peru acquisition is not expected to be amortizable for local tax purposes. Goodwill from the MainOne Acquisition is attributable to the EMEA region and is generally not deductible for local tax purposes.
Revenues and net income from operations
The operating results of the Entel Peru and Entel Chile acquisitions are reported in the Americas region and the operating results of the MainOne Acquisition are reported in the EMEA region following the date of acquisition. During the year of acquisition, our results of operations from these acquisitions included $89.9 million of revenues and $8.2 million net income from operations.
Transaction costs
During the year of acquisition, the transaction costs for the Entel Chile and Entel Peru acquisitions were $7.2 million and the transaction costs for the MainOne acquisition were not significant.
2021 Acquisition
Acquisition of GPX India (the "GPX India Acquisition")
On September 1, 2021, we completed the acquisition of GPX India, representing two data centers in Mumbai, India, for a total purchase consideration of approximately INR12.5 billion, or $170.5 million at the exchange rate in effect on that date. The GPX India Acquisition supports our ongoing expansion to meet customer demand in the Indian market.
Revenues and net income from operations
The operating results of the GPX India Acquisition are reported in the Asia-Pacific region following the date of acquisition. During the year of acquisition, our results of operations from the GPX India Acquisition included $6.9 million of revenues and an insignificant amount of net income from operations.
Transaction costs
During the year of acquisition, the transaction costs for the GPX India Acquisition were insignificant.