On July 20, 2024, we entered into an agreement to acquire three data centers in the Philippines from Total Information Management (“TIM”), a leading technology solutions provider in the market, for a stated purchase price of $180 million subject to certain adjustments. The acquisition is expected to close in the first half of 2025, subject to customary closing conditions. Upon the close of the acquisition, the operating results of the acquired business will be reported in the Asia-Pacific region. The TIM Acquisition supports our ongoing expansion to meet customer demand in the overall Asia market.

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 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 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.

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 million. The MainOne Acquisition supports our ongoing expansion to meet customer demand in the West African market.

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.


	Entel Chile		Entel Peru		MainOne
Cash and cash equivalents	$	—	$	—	$	33
Accounts receivable	—		—		9
Other current assets	12		—		22
Property, plant and equipment	81		13		239
Intangible assets	153		10		55
Goodwill	381		46		111
Deferred tax and other assets	12		11		6
Total assets acquired	639		80		475
Accounts payable and accrued liabilities	—		—		(19)
Other current liabilities (1)	—		—		(13)
Mortgage and loans payable	—		—		(26)
Deferred tax and other liabilities (1)	(1)		—		(139)
Net assets acquired	$	638	$	80	$	278

(1)For the MainOne Acquisition, other current liabilities includes $10 million of deferred revenue, current and deferred tax and other liabilities includes $95 million of deferred revenue, non-current.

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	Fair Value		Estimated Useful Lives (Years)	Weighted-average Estimated Useful Lives (Years)	Discount Rate
Entel Chile:
Customer relationships (1)	$	153	12.0 - 15.0	14.0	8.5% - 9.5%
Entel Peru:
Customer relationships (1)	10		15.0	15.0	7.0	%
MainOne:
Customer relationships (1)	52		10.0 - 15.0	14.0	11.5	%
Trade names (2)	3		5.0	5.0	11.5	%

(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 represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and liabilities assumed. Goodwill is primarily 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.

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 $90 million of revenues and $8 million of income from operations.

During the year of acquisition, the transaction costs for the Entel Chile and Entel Peru acquisitions were $7 million and the transaction costs for the MainOne acquisition were not significant.