M&A Transactionβ€’

DigitalBridge Preferred Stock Delisting From NYSE Announced

DigitalBridge Group Inc. will delist its preferred stock from the NYSE as part of its acquisition by SoftBank Group, impacting Series H, I, and J holders.

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Alvaro de la Maza

Partner at Aninver

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Key Takeaways

  • Sector: Digital Infrastructure.
  • Geography: United States.

Analysis

In a significant move following its anticipated acquisition by an affiliate of SoftBank Group Corp., DigitalBridge Group, Inc. has signaled its intention to voluntarily delist its preferred stock from the New York Stock Exchange. This strategic decision, announced today, will see the withdrawal of the 7.125% Series H, 7.15% Series I, and 7.125% Series J Cumulative Redeemable Perpetual Preferred Stocks from public trading.

The delisting is a direct consequence of the merger agreement inked on December 29, 2025, which will see DigitalBridge become an indirect subsidiary of SoftBank Group. Management has determined that the administrative burdens and costs associated with maintaining the preferred stock's listing and associated public reporting requirements outweigh the benefits once the company transitions to private ownership under SoftBank. This aligns with a broader trend of private equity and strategic acquirers streamlining operations post-acquisition.

The transaction involves Duncan Holdco LLC, an affiliate of SoftBank Group, acquiring DigitalBridge through a series of mergers. Specifically, Duncan Sub I Inc. will merge with and into DigitalBridge, with DigitalBridge continuing as the surviving entity. This complex structure is designed to facilitate the integration of DigitalBridge into the SoftBank portfolio.

While the preferred stock will no longer be traded on the NYSE, its terms and conditions will remain intact. Holders of the Series H, I, and J preferred stock will retain their rights, including the option to convert their shares into cash. The company will provide specific notice detailing the conversion process, with a conversion date to be set between 20 and 35 days after the notice is issued, as stipulated by the terms of each preferred stock series.

DigitalBridge, a prominent global alternative asset manager focused on digital infrastructure, has been a key player in sectors like data centers, cell towers, and fiber networks. The firm manages substantial infrastructure assets for its limited partners and shareholders. This acquisition by SoftBank, a global technology investment giant, signals a potential acceleration of DigitalBridge's growth strategy, leveraging SoftBank's extensive resources and market reach.

The delisting process does not include arrangements for the preferred stock to be listed on another exchange or quoted on an alternative trading system. This suggests a definitive shift towards a private operational model for these specific securities following the completion of the acquisition. The move underscores the strategic financial engineering often employed in large-scale M&A transactions within the alternative investment management space.