M&A - CROWN CASTLE INC.

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Form Type: 8-K

Filing Date: 2025-03-17

Corporate Action: Acquisition

Type: New

Accession Number: 000095014225000762

Filing Summary: On March 13, 2025, Crown Castle Inc. entered into a Stock Purchase Agreement to sell its fiber solutions and small cells businesses. The agreement involves the sale to Fiber Finco, LLC (Zayo Purchaser) for $4.25 billion and Small Cells Holdco Inc. (EQT Purchaser) for $4.25 billion, totaling an enterprise value of $8.5 billion. The transaction is subject to various closing conditions, including regulatory approvals and could be completed in the first half of 2026. The agreement also includes termination rights and indemnification provisions between the parties involved. Crown Castle Inc. must operate the businesses in the ordinary course until closing, and there are covenants preventing competition for two and a half years after the sale.

Additional details:

Stock Purchase Agreement Date: 2025-03-13


Fiber Solutions Business Value: 4.25 billion


Small Cells Business Value: 4.25 billion


Total Enterprise Value: 8.5 billion


Anticipated Closing Date: first half of 2026


Termination Fee Due To Breach: 386.25 million


Termination Fee Due To HSR Failure: 150 million


Termination Fee Due To Extended Date: 200 million


Competition Covenant Duration: two years and six months


Form Type: 8-K

Filing Date: 2025-03-13

Corporate Action: Acquisition

Type: New

Accession Number: 000105147025000085

Filing Summary: On March 13, 2025, Crown Castle Inc. reported its financial results for the fourth quarter and full year ended December 31, 2024. The company announced it has entered into a definitive agreement to sell its small cells and fiber solutions businesses to affiliates of EQT Active Core Infrastructure fund and Zayo Group Holdings Inc., respectively. This move signifies a strategic acquisition by these companies in the telecommunications sector. Additionally, a press release on the same date disclosed future plans for a reduction in their annualized dividend and the anticipated implementation of a share repurchase program. The document also includes forward-looking statements regarding the expected impacts of these business dispositions, alongside relevant risk factors.

Additional details:

Title: press_release_date

Value: 2025-03-13


Title: financial_results_period_end

Value: 2024-12-31


Title: business_acquisition_details

Value: Sale of small cells and fiber solutions businesses to affiliates of EQT Active Core Infrastructure fund and Zayo Group Holdings Inc.


Title: dividend_reduction_announcement

Value: Expected reduction to the annualized dividend


Title: share_repurchase_program

Value: Expected implementation of a share repurchase program


Title: supplemental_information_package_date

Value: 2025-03-13


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