InterXion Holding N.V. (NYSE: INXN), a leading European provider
of carrier and cloud-neutral colocation data centre services, today
announced that it has filed a Solicitation/Recommendation Statement
on Schedule 14D-9 with the U.S. Securities and Exchange Commission
in connection with the Company’s pending strategic stock-for-stock
combination with Digital Realty Trust, Inc. (NYSE: DLR).
The Schedule 14D-9 contains the InterXion Board’s recommendation
that shareholders tender into Digital Realty’s exchange offer,
pursuant to which InterXion shareholders will receive a fixed
exchange ratio of 0.7067 Digital Realty shares per InterXion share.
It also contains important background information regarding the
transaction, as well as the financial fairness opinions received by
InterXion from each of Guggenheim Securities and Moelis &
Company. InterXion also plans to file a proxy statement for its
Extraordinary General Meeting to consider proposals in connection
with the transaction. The Schedule 14D-9, proxy statement and other
filings related to the transaction will be made available on the
Investor Relations section of InterXion’s website, as well as
www.sec.gov.
The Extraordinary General Meeting of InterXion is scheduled to
take place on 27 February 2020, beginning at 10:00 a.m. Central
European Time. The meeting will be held at the Novotel Hotel,
Taurusavenue 12, 2132 LS Hoofddorp, The Netherlands. InterXion
shareholders will consider proposals related to the post-offer
reorganization of the Company following completion of the exchange
offer. The proposals to be voted on at the Extraordinary General
Meeting are in respect of customary Dutch transaction formalities
to be taken following the completion of the exchange offer, which
would result in Digital Realty becoming the sole owner of all or
substantially all of InterXion’s business operations. The proxy
statement will contain the InterXion Board’s recommendation that
shareholders vote in favor of the proposals to be considered at the
Extraordinary General Meeting. All shareholders of record of
InterXion ordinary shares as of the close of business on 30 January
2020 will be entitled to vote their shares either in person or by
proxy at the Extraordinary General Meeting.
“InterXion’s combination with Digital Realty brings together two
highly complementary businesses, allowing each to continue building
on its existing business while enabling the combined company to
better serve its global customer base,” said David Ruberg,
InterXion’s Chief Executive Officer. “We operate in a dynamic
industry, in which greater scale, global reach and stronger balance
sheets will enhance our ability to meet the evolving requirements
of our customers and create a significant opportunity to generate
long term value for all of our stakeholders.”
Mr. Ruberg continued, “As outlined in our filing made yesterday,
over the past five years, the InterXion Board and management team
assessed a wide range of strategic options to drive long-term value
creation. The Company and its advisors held substantive discussions
with eight other parties in addition to Digital Realty, resulting
in six of the other parties meeting with InterXion’s senior
management, three submitting written proposals, and two making oral
proposals. As a result of this comprehensive review, and as
compared to the long-term potential of our standalone plan, the
Board concluded that the proposed combination with Digital Realty
represents the most compelling opportunity to maximize value for
all InterXion stakeholders.”
As previously announced on 29 October 2019, the combination of
InterXion and Digital Realty will create a global provider of data
center, colocation and interconnection solutions with enhanced
scale, capabilities and leadership in high-growth markets. The
benefits of the combination of InterXion and Digital Realty
include:
- Expanding Communities of Interest Across a Broader Global
Platform: The opportunities for InterXion to instill and
implement its proven expertise in generating valuable communities
of interest in highly connected data centers across Digital
Realty’s international footprint are substantial.
- Complementary European Footprint and Product Offering:
InterXion’s European business is highly complementary to Digital
Realty’s European footprint, and together, the companies will
create a leading pan-European data center presence, offering
consistent, high-quality services with low-latency access to
approximately 75% of the GDP in Europe.
- Enhances Ability to Serve Customers Across Market
Segments: The combined organization will be able to meet the
growing global demand from cloud and content platforms, IT service
providers and enterprises seeking colocation, hybrid cloud and
hyperscale data center solutions.
- Creates Substantial Anticipated Cost Efficiencies and
Financial Benefits: The size and scale of the combined company
is expected to produce an enhanced and efficient cost structure,
reflecting a combination of cost synergies and reduced cost of
capital.
- The Combined Business will be Well Placed to Benefit from
Global Secular Drivers: The industry backdrop is characterised
by favorable secular trends driven by immense growth in data, which
needs to be collected, processed and transmitted around the world
with minimal latency. At the same time, legacy IT architectures are
being progressively re-engineered to remain relevant as modern
business platforms gain presence.
InterXion and Digital Realty expect that the transaction will
close in the first half of 2020, subject to approval by InterXion
and Digital Realty shareholders, completion of certain regulatory
conditions, completion of the exchange offer and satisfaction of
other customary closing conditions.
Guggenheim Securities is acting as financial advisor and
rendered a fairness opinion to InterXion, and Moelis & Company
also rendered a fairness opinion to InterXion. Debevoise &
Plimpton LLP and Greenberg Traurig, LLP (Amsterdam) are acting as
legal advisors to InterXion.
InterXion shareholders who need assistance in completing the
proxy card, need additional copies of the proxy materials, or have
questions regarding the Extraordinary General Meeting of InterXion
may contact InterXion’s proxy solicitor:
Innisfree M&A Incorporated Phone: (888)
750-5834 (from the U.S. and Canada) Banks & Brokers: (212)
750-5833
About InterXion
InterXion Holding N.V. (NYSE: INXN) is a leading provider of
carrier and cloud-neutral colocation data centre services in
Europe, serving a wide range of customers through more than 50 data
centres in 11 European countries. InterXion’s uniformly designed,
energy efficient data centres offer customers extensive security
and uptime for their mission-critical applications. With over 700
connectivity providers, 21 European Internet exchanges, and most
leading cloud and digital media platforms present across its
footprint, InterXion has created connectivity, cloud, content and
finance hubs that foster growing customer communities of interest.
For more information, please visit www.interxion.com.
Additional Information and Where to Find It
This communication is for information purposes only and does not
constitute an offer to sell or the solicitation of an offer to buy
any securities or a solicitation of any proxy, vote or approval
with respect to the proposed transaction or otherwise, nor shall
there be any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction. In connection with the proposed transactions, on
December 5, 2019, Digital Realty filed a Registration Statement on
Form S-4 with the U.S. Securities and Exchange Commission (the
“SEC”), that included a proxy statement of Digital Realty, which
also constitutes a prospectus of Digital Realty. The Registration
Statement was amended on January 7, 2020 and January 24, 2020 and
was declared effective by the SEC on January 27, 2020. On January
29, 2020, Digital Realty caused its subsidiary to file a Tender
Offer Statement on Schedule TO (the “Schedule TO”) with the SEC and
soon thereafter InterXion filed a Solicitation/Recommendation
Statement on Schedule 14D-9 (the “Schedule 14D-9”) with the SEC.
Also, in connection with the exchange offer, Digital Realty intends
to mail a definitive proxy statement/prospectus to shareholders of
Digital Realty and InterXion. The solicitation and offer to
purchase shares of InterXion’s ordinary shares is only being made
pursuant to the Schedule TO and related offer to purchase. This
material is not a substitute for the proxy statement/prospectus,
the Schedule TO, the Schedule 14D-9 or the Registration Statement
or for any other document that DIGITAL REALTY or InterXion may file
with the SEC and send to Digital Realty’s or InterXion’s
shareholders in connection with the proposed transactions.
BEFORE MAKING ANY VOTING OR INVESTMENT DECISION OR DECISION WITH
RESPECT TO THE EXCHANGE OFFER, WE URGE INVESTORS OF DIGITAL REALTY
AND INTERXION TO READ THE REGISTRATION STATEMENT, PROXY
STATEMENT/PROSPECTUS, SCHEDULE TO (INCLUDING AN OFFER TO PURCHASE,
RELATED LETTER OF TRANSMITTAL AND OTHER OFFER DOCUMENTS) AND
SCHEDULE 14D-9, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO
TIME, AND OTHER RELEVANT DOCUMENTS FILED BY DIGITAL REALTY AND
INTERXION WITH THE SEC CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT DIGITAL REALTY,
INTERXION AND THE PROPOSED TRANSACTIONS.
Investors will be able to obtain free copies of the Registration
Statement, proxy statement/prospectus, Schedule TO and Schedule
14D-9, as each may be amended from time to time, and other relevant
documents filed by Digital Realty and InterXion with the SEC (when
they become available) at http://www.sec.gov, the SEC’s website, or
free of charge from Digital Realty’s website
(http://www.digitalrealty.com) or by contacting Digital Realty’s
Investor Relations Department at (415) 848- 9311. These documents
are also available free of charge from InterXion’s website
(http://www.interxion.com) or by contacting InterXion’s Investor
Relations Department at (813) 644-9399.
Participants in the Solicitation
Digital Realty, InterXion and their respective directors and
certain of their executive officers and employees may be deemed,
under SEC rules, to be participants in the solicitation of proxies
from Digital Realty’s and InterXion’s shareholders in connection
with the proposed transactions. Information regarding the officers
and directors of Digital Realty is included in its definitive proxy
statement for its 2019 annual meeting filed with the SEC on April
1, 2019. Information regarding the officers and directors of
InterXion and their ownership of InterXion ordinary shares is set
forth in InterXion’s Annual Report on Form 20-F, which was filed
with the SEC on April 30, 2019. Additional information regarding
the persons who may be deemed participants and their interests will
be set forth in the Registration Statement and proxy
statement/prospectus and other materials when they are filed with
SEC in connection with the proposed transactions. Free copies of
these documents may be obtained as described in the paragraphs
above.
Note Regarding Forward-Looking Statements
Digital Realty and InterXion caution that statements in this
communication that are forward-looking, and provide other than
historical information, involve risks, contingencies and
uncertainties that may impact actual results of operations of
Digital Realty, InterXion and the combined company. These
forward-looking statements include, among other things, statements
about anticipated satisfaction of closing conditions and completion
of the proposed transactions contemplated by the purchase agreement
between them. Although we believe that the expectations reflected
in those forward-looking statements are reasonable, we can give no
assurance that those expectations will prove to have been correct.
Those statements are made by using various underlying assumptions
and are subject to numerous risks, contingencies and uncertainties,
including, among others: the ability of Digital Realty and
InterXion to obtain the regulatory and shareholder approvals
necessary to complete the anticipated combination, on the
anticipated timeline or at all; the risk that a condition to the
closing of the anticipated combination may not be satisfied, on the
anticipated timeline or at all or that the anticipated combination
may fail to close; the outcome of any legal proceedings, regulatory
proceedings or enforcement matters that may be instituted relating
to the anticipated combination; the costs incurred to consummate
the anticipated combination; the possibility that the expected
synergies from the anticipated combination will not be realized, or
will not be realized within the expected time period; difficulties
related to the integration of the two companies; disruption from
the anticipated combination making it more difficult to maintain
relationships with customers, employees, regulators or suppliers;
the diversion of management time and attention on the anticipated
combination; adverse changes in the markets in which Digital Realty
and InterXion operate or credit markets; and changes in the terms,
scope or timing of contracts, contract cancellations, and other
modifications and actions by customers and other business
counterparties of Digital Realty and InterXion. If one or more of
these risks materialize, or if underlying assumptions prove
incorrect, actual results may vary materially from those expected.
You should not place undue reliance on forward looking statements.
For a more complete discussion of these and other risk factors,
please see (i) Digital Realty’s filings with the U.S. Securities
and Exchange Commission (the “SEC”), including its annual report on
Form 10-K for the year ended December 31, 2018 and subsequent
quarterly reports on Form 10-Q, and (ii) InterXion’s filings with
the SEC, including its annual report on Form 20-F for the year
ended December 31, 2018 and subsequent reports on Form 6-K. This
communication reflects the views of Digital Realty’s and
InterXion’s management as of the date hereof. Except to the extent
required by applicable law, Digital Realty and InterXion undertake
no obligation to update or revise any forward-looking
statement.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200130005461/en/
Investors Jim Huseby Investor Relations (813) 644-9399
IR@interxion.com Media Matt Sherman / Mahmoud Siddig Joele Frank,
Wilkinson Brimmer Katcher (212) 355-4449
InterXion Holding NV (NYSE:INXN)
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