ACQUISITIONS (Tables)

6 Months Ended

Jun. 30, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Components of Total Purchase Consideration

The following table summarizes the components of total purchase consideration:

(in thousands)	April 1, 2024
Initial cash consideration, net of cash acquired	$	92,025
Working capital adjustment	4,748
Total purchase consideration	$	96,773

The following table summarizes the components of total purchase consideration:

(in thousands)	January 12, 2024
Initial cash consideration, net of cash acquired	$	175,734
Working capital adjustments	8,081
Estimate fair value contingent earn-out and other	5,832
Total purchase consideration	$	189,647

Schedule of Preliminary Allocation of Purchase Price

The following table summarizes the preliminary allocation of the purchase price based on the estimated fair values of the assets acquired and liabilities assumed as of April 1, 2024:

(in thousands)	April 1, 2024
Assets
Other current assets	4,644
Property and equipment	78,759
Finance lease right-of-use asset	4,040
Goodwill	14,510
Total assets	$	101,953
Liabilities
Finance lease liability	5,180
Total liabilities	5,180
Total purchase consideration	$	96,773

The following table summarizes the preliminary allocation of the purchase price based on the estimated fair values of the assets acquired and liabilities assumed as of January 12, 2024:

(in thousands)	January 12, 2024
Assets
Accounts receivable	$	20,411
Other current assets	8,506
Property and equipment	132,148
Right-of-use asset	8,852
Goodwill	30,852
Customer relationships	22,000
Derivative instrument	10,989
Other non-current assets	6,250
Total assets	$	240,008
Liabilities
Accounts payable and accrued expenses	$	13,940
Lease liability	13,992
Other long-term liabilities	22,429
Total liabilities	50,361
Total purchase consideration	$	189,647

Schedule of Changes in Estimated Fair Value of the Contingent Consideration Liability

The following table presents the changes in estimated fair value of the GC Data Center Holdings, LLC contingent consideration liability:

(in thousands)
Balance at December 31, 2023	$	—
Contingent consideration liability	3,523
Change in fair value of contingent earn-out	(90)
Balance at June 30, 2024	$	3,433

Schedule of Pro Forma Results of Acquisition

The following table presents unaudited consolidated pro forma results as if the acquisitions of the acquired facilities of the Garden City Acquisition and GC Data Center Equity Holdings had occurred as of January 1, 2023 for the indicated periods:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2024		2023		2024		2023
Revenue	$	145,139	$	111,722	$	313,430	$	183,029
Income (loss) before income taxes	(233,247)		19,812		151,610		79,811
Earnings per common share:
Basic	$	(0.72)	$	0.12	$	0.54	$	0.49
Diluted	(0.72)		0.12		0.52		0.50