KKR & Co. Inc. (NYSE:KKR) and Global Infrastructure Management, LLC entered into a definitive agreement to acquire CyrusOne Inc. (NasdaqGS:CONE) for $11.8 billion on November 14, 2021. As per the terms, KKR and Global Infrastructure will pay $90.50 per share including the assumption of debt. In an event of termination, under certain circumstances, CyrusOne will receive a termination fee of $813.5 million and under certain circumstances, CyrusOne will be entitled to pay a termination fee of $319.5 million.

The transaction is subject to regulatory approvals, approval by CyrusOne stockholders, expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other customary closing conditions. The transaction was unanimously approved by the CyrusOne Board of Directors. The parties filed the clearance application on January 10, 2022, with the European Commission. EU has set February 16, 2022, as a provisional deadline for a ruling. As of February 1, 2022, 78.41% of CyrusOne stockholders approved the transaction. On February 7, 2022, the European Commission has cleared the deal. The deal is expected to close in the second quarter of 2022.

Guy Metcalfe, Calvin Lam and Jim Collins of Morgan Stanley & Co. LLC and Howard Loewenberg and Adam Lewis of DH Capital, LLC are acting as financial advisors to CyrusOne while William V. Fogg, Erik R. Tavzel, Stephen M. Kessing, Michael E. Mariani, Andrew W. Needham, Christopher K. Fargo, Matthew J. Bobby, Sarah W. Colangelo, David J. Kappos, Anthony N. Magistrale, Margaret T. Segall, Jesse M. Weiss, Matthew Morreale, Brian M. Budnick, George Smith, Molly E. Nichols, Geoffrey Xiao and Andrew C. Elken of Cravath, Swaine & Moore LLP, Michael Schiffer and Jeffrey Keehn of Venable LLP and Anthony Cross and Simon Gamlin of Eversheds Sutherland (International) LLP are acting as its legal counsel. Morgan Stanley & Co. LLC also provided opinion to the Board of CyrusOne. Goldman Sachs & Co., Barclays, Wells Fargo Securities, LLC, Citigroup and J.P. Morgan are acting as financial advisors to KKR and GIP, with KKR Capital Markets leading the structuring on the financing. Andrew T. Calder, John D. Pitts, Ben Hardison, Rami Totari, Roald Nashi, Sebastian Chan, Andrew D. Small, David A. Rosenberg, Julian J. Seiguer, Jonathan Birks, Kazik F. Michalski and Melissa D. Kalka of Kirkland & Ellis LLP; and Perry Zizzi, Bruna Gobbi, José Manuel Larrain, Bernardo Cardenas, Maxime Simonnet, Christoph Papenheim, René Dubois, Andrew Muckian, Rogelio Lopez-Velarde, Pieter van Delden, Melanie Lim and Valerie Ong, Itxaso López Diez, Bárbara Hernández-Mora, Rob Thompson, Alex Coulter and Evan Z. Lazar of Dentons (UK & Europe) are acting as legal counsel to the acquiring consortium and KKR. Matthew W. Abbott, Scott A. Barshay, David Tarr, Scott Sontag, Jarrett Hoffman, Harris Freidus, Marta Kelly, Richard Elliott and Cullen L. Sinclair of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor for Global Infrastructure and KKR.

KKR & Co. Inc. (NYSE:KKR) and Global Infrastructure Management, LLC completed the acquisition of CyrusOne Inc. (NasdaqGS:CONE) on March 25, 2022. The consideration was funded through equity contributions received and with proceeds from debt financing. Trading of CyrusOne shares of common stock has been suspended on the NASDAQ Global Select Marke and CyrusOne has requested that its common stock be delisted from Nasdaq. Upon the consummation of the transaction, each of Lynn A. Wentworth, David H. Ferdman, Alex Shumate, John W. Gamble Jr., T. Tod Nielsen, Denise Olsen and William E. Sullivan ceased to be directors of CyrusOne. Waldemar Szlezak and Will Brilliant became directors of CyrusOne.