Zayo Group Holdings, Inc. agreed to acquire Fiber Solutions Business from Crown Castle Inc. (NYSE:CCI) in a transaction valued at $4.3 billion on March 13, 2025. Subject to adjustment information of consideration in cash, an aggregate amount equal to (i) $4,250,000,000 plus (ii) the Fiber Closing Working Capital Adjustment Amount, minus (iii) the Fiber Net Indebtedness, minus (iv) the Fiber Business Transaction Expenses, plus (v) the Fiber Business Separation Expenses, minus (vi) the amount, if any, by which the Planned Fiber CapEx Amount is greater than the Fiber CapEx Amount, plus (vii) the amount, if any, by which the Small Cell CapEx Amount is greater than the Planned Small Cell CapExCrown. In a related transaction EQT Active Core Infrastructure and EQT AB (publ) (OM:EQT) entered into a definitive agreement to acquire Small Cells Solutions Business from Crown Castle Inc in a the transaction valued at approximately $4.3 billion on March 13, 2025.

Castle currently expects to use the cash proceeds from the Transaction to repay existing indebtedness and fund anticipated share repurchases, positioning the Company to maintain an investment grade credit rating while instituting a share repurchase program of approximately $3.0 billion in conjunction with the closing of the Transaction. The transaction is subject to approval by regulatory board / committee. The transaction was approved by Crown Castle's board. The transaction is expected to complete in first half of 2026.

PJT Partners Inc. acted as financial advisor for Zayo Group Holdings, Inc. JPMorgan Chase & Co. acted as financial advisor for Zayo Group Holdings, Inc. UBS Investment Bank acted as financial advisor for Zayo Group Holdings, Inc. Brian Chisling, Gabriel Silva, Brian Steinhardt, Jennifer Albrecht, Catherine Burns, Hui Lin, John Schueller, Katherine Draper, Andrew Purcell, Jonathan Goldstein, William Smolinski, David Rubinsky, Linda Barrett, Peter Guryan, Richard Jamgochian, Ron Ben-Yehuda, Krista McManus, Malcolm Tuesley, Mark Skerry, Ryan Stalnaker, Toby Chun, Manideepa (Deepa) Sarkar and Steven DeLott of Simpson Thacher & Bartlett LLP acted as legal advisor for Zayo Group Holdings, Inc. Morgan Stanley & Co. LLC acted as financial advisor for Crown Castle Inc. Sean Ewen and Andrew Marmer of Willkie Farr & Gallagher LLP represented Bank of America Corporation in its role as financial advisor for Crown Castle Inc. Andrew Krause, Nickolas Bogdanovich, Scott Barshay, Danielle Penhall, Mark Wlazlo, Robert Zochowski, Mikhel Schecter, Timothy Cruickshank, John Kennedy, Christodoulos Kaoutzanis, Frances Mi, Patricia Vaz de Almeida, Anya Richter Hodes, Nathan Mitchell, Brian Krause, Jeffrey Samuels, Christopher Gonnella, Jean McLoughlin, Claudine Meredith-Goujon, Brianna van Kan, Salvatore Gogliormella, Scott Sher, Geoffrey Chepiga, Andre Bouchard, Andrew Gordon, Audrey Paquet, Benjamin Klein David Cole, and William O?Brien of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor for Crown Castle Inc. Equiniti Trust Company, LLC acted as transfer agent to DigitalBridge. Scott Greenberg, Jason Zachary Goldstein, Steven Domanowski, Christopher Dickson, Caith Kushner, Madalyn Miller, Toren Murphy, Robert Little, Cynthia Mabry, dward Wei and Atma Kabad of Gibson Dunn advised an ad hoc group of lenders and noteholders to Zayo.

Zayo Group Holdings, Inc. completed the acquisition of Fiber Solutions Business from Crown Castle Inc. (NYSE:CCI) on May 1, 2026. As part of the transaction, Zayo has completed the acquisition of Crown Castle?s Fiber Solutions business, while the EQT Active Core Infrastructure fund has independently completed the acquisition of Crown Castle?s Small Cells business (?Arium Networks?). The total combined value of the Fiber Solutions and Small Cells transactions is $8.5 billion.