We intend to allocate an amount equal to the net proceeds from the offering of the Euro Notes to finance or refinance, in whole or in part, certain green building, energy and resource efficiency and renewable energy projects (collectively, “Eligible Green Projects”), including the development and redevelopment of such projects. Pending the allocation of an amount equal to the net proceeds of the Euro Notes to Eligible Green Projects, all or a portion of an amount equal to the net proceeds may be used for the payment of outstanding indebtedness or other capital management activities. Such indebtedness to be redeemed or repaid is expected to include the 2020 Notes pursuant to the Tender Offer (as described under Item 7.01 above), by redemption or otherwise, and may include borrowings under the operating partnership’s global credit facilities, as well as other outstanding debt securities.
Closing of Ascenty Acquisition
On December 20, 2018, our Brazilian subsidiary, Stellar Participações Ltda., completed the previously announced acquisition of Ascenty, a leading data center provider in Brazil, from private equity firm Great Hill Partners in a transaction valued at approximately $1.8 billion (before contractual purchase price adjustments, transaction expenses, taxes and potential currency fluctuations). We financed the cash portion of the consideration (including contractual purchase price adjustments, transaction expenses and taxes) for the acquisition of Ascenty with approximately $747.0 million borrowed under our operating partnership’s global revolving credit facility, a $375.0 million unsecured short-term loan made to our operating partnership that bears interest at a floating rate or base rate, at the option of our operating partnership, plus a margin, which is 100 basis points as of December 31, 2018, based on the credit rating of our long-term senior unsecured debt, and a $600.0 millionnon-recourse five-year secured term loan made to Stellar Participações Ltda. that bears interest at a floating rate plus 4.25% or base rate plus 3.25%, at the option of Stellar Participações Ltda. In addition, our operating partnership issued approximately $287.0 million of its common units of limited partnership, and a joint venture vehicle issued approximately $25.0 million of its units of membership interest. As previously disclosed, we entered into an independent bilateral equity commitment letter with Brookfield Infrastructure Group, Inc., an affiliate of Brookfield Asset Management, Inc., which we collectively refer to herein as Brookfield, pursuant to which Brookfield has committed to acquire approximately 49% of the total equity interests in one or more joint venture entities that are expected to ultimately own Ascenty. The closing of Brookfield’s investment in the joint venture is expected to occur in the first quarter of 2019.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form8-K contains certain “forward-looking” statements as that term is defined by Section 27A of the Securities Act and Section 21E of the Exchange Act. Statements that are predictive in nature, that depend on or relate to future events or conditions, or that include words such as “believes”, “anticipates”, “expects”, “may”, “will”, “would,” “should”, “estimates”, “could”, “intends”, “plans” or other similar expressions are forward-looking statements. Forward-looking statements involve significant known and unknown risks and uncertainties that may cause the company’s actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements as a result of, but not limited to, the following factors: timing and consummation of the offering of the Euro Notes and the Tender Offer; the intended use of the net proceeds from the offering of the Euro Notes; risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the offering of the Euro Notes and the Tender Offer; and the impact of legislative, regulatory and competitive changes and other risk factors relating to the industries in which we operate, as detailed from time to time in each of our reports filed with the SEC. There can be no assurance that the proposed transactions will be consummated on the terms described herein or at all.
The risks included here are not exhaustive, and additional factors could adversely affect our business and financial performance. We discussed a number of additional material risks in our annual report on Form10-K for the year ended December 31, 2017 and other filings with the Securities and Exchange Commission. Those risks continue to be relevant to our performance and financial condition. Moreover, we operate in a very competitive and rapidly changing environment. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors, nor can it assess the impact of all such risk factors on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We expressly disclaim any responsibility to update forward-looking statements, whether as a result of new information, future events or otherwise.
