February 2020 Digital Infrastructure Industry Primer TABLE OF CONTENTS # Section 1 Digital Colony Overview 2 Tower Primer 3 Fiber and Small Cells Primer 4 Data Center Primer 5 Outdoor Digital Infrastructure Primer 6 Key Investment Risks Q1 2020 Strictly Private and Confidential 2 OUR LEADING GLOBAL MARKET POSITION FIBER ASSETS TOWER ASSETS > 135,000 Route Miles1,2 ~350,000 Sites Provide critical network coverage and capacity Managing and / or operating across all components of the digital ecosystem drives significant synergies Fueling global innovation. Providing mission-critical connectivity 1 SMALL CELL ASSETS >35,000 Nodes ENTERPRISE AND HYPERSCALE DATA CENTER ASSETS Enable additional network densification in high demand areas 95 Data Centers 1, 3 Data centers will continue to play a vital role in the ingestion, computation, storage, and management of information4 OUTDOOR DIGITAL ASSETS Outdoor digital billboards EUROPE PROJECT 1 Cyclone _____________ Notes: All figures as of Q1 2020 except otherwise noted. With respect to ExteNet, MTP, Vertical Bridge and Vantage, Digital Colony provides investment advisory services to investment vehicles that have invested in mobile and internet infrastructure business and provides certain business services to such businesses. In addition, certain employees of Digital Colony serve on the boards of directors (or similar governing bodies) of such companies or holding companies thereof. (1) Pro forma for the pending Zayo transaction, which remains subject to customary closing conditions and there is no guarantee this transaction will be consummated. (2) Current route mile count of fiber is over 13,000 and 135,000 pro forma for the pending Zayo transaction; (3) Current data center count is of 38 and 95 pro forma for the pending Zayo transaction. (4) CB Insights, The Future of Data Centers. Q1 2020 Strictly Private and Confidential 3 OUR DIVERSE GROUP OF COMPANIES Our Group operates and manages ~350,000 sites, 135,000+ route miles of dense metro fiber, 35,000+ nodes and 95 data centers globally 1,2,3 Small Cell, Fiber Assets and Outdoor Digital Infrastructure Tower Assets Data Center / Fiber and Hosting / Data Centers Fiber PROJECT ~2,400 active sites ~5,000 total sites4 2014 ~5,000 active sites ~267,000 total sites4 2016 ~2,800 active sites ~39,000 total sites4 2018 770 tower sites 750+ total sites4 2019 500+ total sites4,5 2020 1,980 total sites Enterprise Data Centers Hyperscale Data Centers 1 Cyclone 2013 Enterprise Fiber EUROPE 2015 2018 2019 2020 2019 2016 2017 2020 ~30,000 nodes6 ~420 networks6 4,000+ route miles fiber6 ~5,000 nodes and active sites6 ~150 networks6 14 data centers ~2,100 route miles 130,000+ route miles , ~35,000 onnet buildings and ~50 data centers >740 on-net locations ~300 route miles 19 data centers7 9 data centers 5 hyper scale campuses Leading digital infrastructure investment management firm __________ Notes: All figures as of Q1 2020 except otherwise noted. With regard to ExteNet, MTP, Vertical Bridge and Vantage, Digital Colony provides investment advisory services to investment vehicles that have invested in such business and provides certain business services to such businesses. In addition, certain employees of Digital Colony serve on the boards of directors (or similar governing bodies) of such companies or holding companies thereof. (1) Pro-forma for the pending Zayo transaction, which remains subject to customary closing conditions and there is no guarantee this transaction will be consummated. (2) Current route mile count of fiber is over 13,000 and 135,000 proforma for the pending Zayo transaction; (3) Current data center count is of 38 and 95 proforma for the pending Zayo transaction. (4) “Active sites” represents owned and other revenue generating sites, while “total sites” includes other sites on which the company has marketing/management rights; for Digita, “total sites” includes certain micro data centers and IoT sites; (5) Includes BBNB (contracted) sites and other active near-term pipeline opportunities; (6) Includes contracted and in construction (“CIC”) networks; (7) Includes under construction sites and signed but not closed transactions. Q1 2020 Strictly Private and Confidential 4 DIGITAL INFRASTRUCTURE BY SUB-SECTOR Digital Colony balances risk factors and investment returns across digital infrastructure sub-sectors Wireless Towers Hyperscale Data Centers Small Cell Networks Wholesale / Dark Fiber Digital Billboards LOW TEENS ORGREATER TARGETED IRRS Enterprise Fiber Enterprise Data Centers HIGH TEENS / LOW 20S OR GREATER TARGETED IRRS Long duration leases (8-20 years) Higher operational complexity Typically investment grade tenants Service component to revenue Low or negative market correlation Higher market correlation Price escalators Shorter lease duration (2-7 years) Low maintenance capex Mixed tenant credits Typically leasing of space and power Can sometimes include leasing of active infrastructure Q1 2020 Strictly Private and Confidential 5 DIGITAL INFRASTRUCTURE BY GEOGRAPHY Digital Colony has a global presence and balances investment returns with local risk factors Most towers in Canada and Europe are still held by carriers Significant BTS and development opportunities Data Center and fiber markets in Canada and Europe are very immature Long runway of growth across all segments Forex, political and economic risks are easier to forecast than in LatAm Forex, political and economic risks vary by country Lease durations tend to be longer Lease durations tend to be shorter LOW TEENS ORGREATER TARGETED IRRS HIGH TEENS / LOW 20S OR GREATER TARGETED IRRS Developed Asia & Australasia Europe Q1 2020 Canada Emerging Asia Latin America US Strictly Private and Confidential 6 Enabling Mobile & Internet Connectivity TOWER PRIMER Q1 2020 2 WIRELESS TOWER OVERVIEW WHAT IS A TOWER? KEY COMPONENTS OF A TOWER A vertical structure built on a section of land designed to accommodate multiple tenants Might involve a variety of different technologies including telephony, mobile data, broadcast television, machine to machine and radio Wireless tower operators typically own the steel tower structure and either own the ground space or rent it under a long-term lease Customers/tenants typically own their own equipment, which they place on a tower site 1. Antenna Array Tenants deploy antennas that transmit the signal between the tower and the mobile device Platform is typically three-sided with equipment to provide signal transmission and reception to a specific area The number of antennas depend upon: The number of active subscribers The volume and type of network usage by subscribers (e.g., average minutes of use, voice versus data) The technology being used (e.g.: CDMA, GSM, LTE) The type of spectrum currently utilized by the tenant 2. Microwave Antenna “Dish” A specific type of antenna used for point-to-point communications, including wireless backhaul Tenant Asset: Tower Operator Asset: TOWER STRUCTURE (capacity for 4-5 tenants) 3. Coaxial Cabling Transmission lines that transport the signal between the antennas and the base station 4. Shelter Tenant Asset: Structures at the base of the tower used by tenants to house their wireless communications equipment 5. Ground Space Tenant Asset A secure area around the base of the tower where tenants deploy their shelters and backup generators Tenant Asset: Tower Operator Asset: Q1 2020 Strictly Private and Confidential 8 GLOBAL MARKET GROWTH AND OPPORTUNITIES Initial 5G adoption expected to drive a significant portion of growth in more mature markets like the U.S. while smartphone data usage projected to increase exponentially on a global basis Example Smartphone Growth Germany France ’16A-’24E CAGR: 28% ’16A-’24E CAGR: 36% United States ’16A-’24E CAGR: 33% Average Monthly Smartphone Data Usage (GB) 40.3 India ’16A-’24E CAGR: 11% ’16A-’24E CAGR: 32% Mexico ’16A-’24E CAGR: 35% 18.0 44.7 15.5 Brazil South Africa ’16A-’24E CAGR: 27% 17.6 14.1 6.1 9.8 3.5 7.3 2018 2024 2018 7.1 2024 2018 2.9 2.6 2024 2018 2024 2018 2024 2018 1.4 2024 2018 2024 __________ Source: Ericsson Mobility Report June 2019, Cisco VNI February 2019 Q1 2020 Strictly Private and Confidential 9 LONG TERM GROWTH AND STABILITY IN THE U.S. TOWER MARKET LARGE AND GROWING MARKET HIGH BARRIERS TO ENTRY COMPELLING UNIT ECONOMICS US Tower Locations (1) (000s) 226 207 170 Illustrative US Tower Economics (2) 1.77% 5 Yr CAGR 2.02% 5 Yr CAGR More TowerCo Friendly than international markets The US has no RAN sharing, no unlimited bucket loading, no RF limitations Complicated Permitting Processes Regulations can make new tower builds challenging insulating incumbents from new entrants 2018 2023 2028 Long-Term Growth and Stability in US Towers The US market provides significant economic and timeto-market incentives for carriers to chose colocation over building their own site Higher frequency millimeter wave spectrum as well as 2.5 GHz, C-Band, and CBRS spectrum will require further lease-up on existing towers Low Customer Churn Long term contracts + difficulty and cost for carriers to relocate equipment = 1% to 2% annual churn Predictable Cash Flows 5 to 10-year length of contracts and multiple built-in renewals and escalators ($ in 000s) 1 Tenant 2 Tenants 3 Tenants Construction Cost $275,000 - - Total Revenue $20,000 $50,000 $80,000 Operating Expenses $12,000 $13,000 $14,000 Tower Cash Flow (TCF) $8,000 $37,000 $66,000 TCF Margin 40% 74% 83% Levered Cash Yield (4) 3% 13% 24% Majority of tower operating costs are fixed incremental customers can generate as much as 100% gross margin __________ 1) SNL Kagan, June 2018. 2) Internal average estimates, includes cost of ground lease buyout and assumes 60% leverage at 4% interest rate. Q1 2020 Strictly Private and Confidential 10 5G DEPLOYMENT WILL IMPACT GLOBAL TOWER MARKET AVERAGE ROUND TRIP LATENCY AVERAGE DOWNLOAD SPEED ~50x increase 500 100 ~5x decrease 20 10 4G 5G 4G Canada U.K. Italy France China Key Requirements 4G 5G HD Video Streaming Download: 5 Mbps √ √ 4K Video Streaming Download: 20 Mbps × √ Online Console Gaming Latency: < 50 ms Reliability: > 99.9% × √ Connected Vehicles Download: 20 Mbps × √ Cloud Gaming Latency: < 50 ms × √ Remote Surgery Latency: < 50 ms Reliability: > 99.999% × √ Self Driving Cars Latency: < 50 ms × √ Virtual or Augmented Reality Latency: < 10 ms × √ Industry Control/ Automation Latency: < 1 ms × √ 5G GLOBAL 5G READINESS U.S. Today’s Applications (Milliseconds) South Korea Japan Future Applications (Mbps) Applications Assessment of industry commitment and progress towards 5G launch representing significant opportunity for Tower Cos The U.S. and South Korea have already launched (limited) commercial 5G services in certain locations Each self-driving car on the road is expected to generate about as much data as 3,000 people… …one million self-driving cars could generate 3 billion people’s worth of data __________ 1) Analysys Mason April 2019 2) CTIA September 2019 Q1 2020 Strictly Private and Confidential 11 TOWERS KEY INVESTMENT CRITERIA WHAT WE’RE LOOKING FOR... 1 3 Sufficient scale to establish dialogue with carriers Track record of growth and execution 2 4 …HOW DIGITAL COLONY CAN ADD VALUE Located with dense population with growing data traffic demand Best-in-class and irreplaceable assets with strong structural capacity 6 7 Competitive wireless carriers with strong investment grades 8 Good relationships with major wireless carriers 9 Strong, experienced management team 10 Clear opportunity for our team to add value 5 Q1 2020 Accelerate Core Market Growth Ability to roll-up and transition to 4G/ 5G networks Customer Solution Focused Strategy Potential for colocation and amendment revenue streams New Market Expansion Expand into underserved markets and growing markets 5G Strategy Invest in global 5G expansion Leverage our global relationships & experience Balance Sheet Optimization Leverage Our Best in Class Expertise & Practices Strictly Private and Confidential Take a long-term perspective on investment, capitalizing on 5G/ CBRS demand Cost Savings M&A Apply expertise to accommodate meaningful leverage at low cost of capital Leverage fixed cost of operations and scalability of overhead Execute proprietary M&A pipeline 12 SELECTED TOWER PRECEDENT TRANSACTIONS U.S. TRANSACTIONS Carrier Transactions Median: 22.5x EV/ RR TCF 40.0x 28.6x (1) 24.5x 21.8x Non-Carrier Transactions Median: 22.3x 17.5x (1) 20.0x 30.0x 22.5x (2) (3) 30.5x 25.4x 18.2x (4) 18.1x (5) 19.2x (6) $3,195 $4,800 $1,450 $1,093 19-Apr Sep-13 Jun-12 Feb-12 0.0x Foreign Investment Fund Acquirer (Minority Stake) Target EV ($mm) $5,053 / $5,576(1) $4,850 / $5,268(1) $2,486 / $2,769(1) Date Ann. Feb-15 Oct-13 Sept-12 $196 $3,300 Nov-09 Jul-08 $1,000 $1,000 19-Aug 19-May EUROPE TRANSACTIONS EV/LTM EBITDA 40.0x Median: 14.7x 21.7x 20.0x 18.5x 10.9x 13.4x 13.0x 11.4x 15.0x 19.1x 16.4x 13.8x 13.6x 16.3x 17.4x 15.0x 14.3x 9.5x 0.0x Acquirer Infrastructure Partners And Consortium (11) (11) Target (Germany) (Netherlands) (Spain) EV (€mm) €3,792(7) €760(8) €3,700 €430 €3,678(10) €854 €795 €67 €393 €80 €109 €369 €587 €1,180 €770 €3,550 Date Ann. Jul18 Jun-18 Jun-18 May-17 Feb-17 Feb-17 Dec-16 Dec-16 Sep-16 Jul-16 May-16 Apr-16 Apr-16 Apr-16 Feb-15 Nov-14 Note: Selected transactions included are based on major transactions that have been publicly disclosed by U.S. and European tower companies Source: Company press releases, equity research, SEC filings (1) Includes NPV of purchase option assuming 8.5% discount rate (2) 17-18x TCF multiple based on analyst research Q1 2020 (3) (4) (5) (6) (7) Industry research estimate Multiple per transaction documentation Pro forma for iDEN churn of $14mm Assumed TCF decrease of 20% due to iDEN churn Acquisition of 9.99% stake Strictly Private and Confidential (8) (9) (10) (11) €660mm upfront purchase price + €100mm earn out Based on NTM EBITDA Acquisition of 40% equity stake Inter-company transfer of towers 13 SUMMARY OF TOWER BUSINESS MODEL Towers have very stable business models that generate steady free cash flows and are poised for longterm growth BUSINESS PROFILE DESCRIPTION Revenue Model Monthly Recurring Length of Contract 10 -15 years + Renewals Direct Expenses Mostly Fixed Probability of Renewal Very High Price Escalators 2-3% CapEx Profile Very Low (maintenance CapEx is success based) Anchor Tenant Yields(1) on Capital Deployed 4-5% Barriers to Entry High (Local Zoning + Permitting, Ground Lease) Lease-Up Potential Limited to 4 wireless tenants per tower Long Term Revenue Growth Outlook Mid-Single Digits __________ Source: (1) Internal analysis Q1 2020 Strictly Private and Confidential 14 TOWER TERMINOLOGY KEY TERMS 4G 4G (also known as Beyond 3G), an abbreviation for Fourth-Generation Communications System, is a term used to describe the next complete evolution in wireless communications. A 4G system will be able to provide a comprehensive IP solution where voice, data and streamed multimedia can be given to users on an "Anytime, Anywhere" basis, and at higher data rates than previous generations 5G 5G is an abbreviation for Fifth-Generation Communications System. A 5G system is a platform for innovations that will both enhance today’s mobile broadband services, and expand mobile networks to support a vast diversity of devices and services, connecting new industries with improved performance, efficiency, and cost Churn Free Cash Flow: cancels or does not renew its lease or, in limited circumstances, when the lease rates on existing leases are reduced Macro cell Citizens Broadband Radio Service (CBRS) Free Cash Flow A conventional cell tower structure that supports antennas and other equipment designed by carriers to give coverage over a large area 150 MHz wide broadcast band of the 3.5 GHz band (3550 MHz to 3700 MHz) Cash provided by operating activities minus total cash capital expenditures, including payments on finance leases and perpetual land easements. For periods prior to the first quarter of 2019, total capital expenditures includes payments on capital leases of property and equipment. The Company believes that Free Cash Flow is useful to investors as the basis for comparing our performance and coverage ratios with other companies in its industry, although this measure of Free Cash Flow may not be directly comparable to similar measures used by other companies __________ Source: Internal analysis Q1 2020 Strictly Private and Confidential 15 Enabling Mobile & Internet Connectivity FIBER AND SMALL CELLS PRIMER Q1 2020 3 FIBER AND SMALL CELLS OVERVIEW WHAT IS FIBER? WHAT ARE SMALL CELLS? Overview Fiber optics transmit data, voice and images by the passage of light through thin, transparent fibers. Optical equipment is used to transform data into light that will travel along the fiber thread and be reconverted at the other end of the fiber strand. Fiber provides the core connectivity for internet traffic globally and connects cellular sites, data centers and last-mile customers into that broader global network Fiber benefits from data demand growth as further data transmissions will require additional capacity on existing fiber tracks. In addition, there are homes, government offices, schools and businesses that still rely on legacy copper to provide internet and voice services, which cannot compete from a quality of service standpoint FIBER OPTICS COAXIAL CABLES Overview Small cells are small, low-powered antennas connected to fiber strands that are typically deployed in dense configurations and closer to wireless customers Located closer to where mobile customers need to connect to the network. The small cells bring wireless signals into areas that need better coverage or more capacity The fiber laterals on which the small cells sit are connected to metro fiber networks Outdoor small cells are typically deployed on utility poles or on streetlights in dense urban areas where macro towers are insufficient to support higher levels of data traffic Indoor small cells are often built into arenas and large office towers to ease the wireless spectrum propagation issues with concrete or steel frames Fiber Greater than 1GB Bandwidth Up to 1GB Bandwidth Expensive, but not effected by radio magnetic frequency interference Inexpensive, but effected by radio magnetic frequency interference Fiber serves as the nervous system to the mobile network, connecting data to cellular antennas such as small cells or cell towers Small Cell Existing footprint is incredibly important to drive cost efficiencies and quick activations Major customers include domestic and international carriers (wireless and wireline), government entities (connectivity to municipal facilities and school systems), healthcare organizations and data center and technology firms Tower Small cells are the proven solution of choice for carriers; they offer carriers an efficient solution to multiply network capacity, and the flexibility to do so on a market by market basis __________ Source: CB Insights, January 2019, Britannica, April 2019, Internal Research Q1 2020 Strictly Private and Confidential 17 FIBER AND SMALL CELLS OVERVIEW OUTDOOR SMALL CELL NETWORKS KEY BENEFITS Outdoor small cells enable mobile connectivity and wireless service in urban, suburban and rural settings Installed anchor fiber is built for future lease-up. High fiber strand count maintains capacity for future wireless customers on existing fiber Anchor New Leases Anchor Coverage Provide coverage in areas that cannot be effectively addressed with traditional macro towers, particularly in higher growth urban and suburban markets Capacity Better management of available radio resources given the ability to closely align capacity to actual market requirements Spectrum More efficient use of available frequency spectrum by having an increased number of transmission points INDOOR SMALL CELL NETWORKS Indoor small cells enable mobile connectivity and advanced wireless service in buildings and venues across a variety of market segments because radio waves used in wireless often have difficulty penetrating buildings Mobile network operators strive to ensure quality indoor voice service and to address the demand for data services and bandwidth-intensive applications for their customers Small cells typically consist of antennas hidden in drop ceilings and other overhead infrastructure connected via fiber to a multi-carrier head end room located within or near the building Fiber Distribution Unit Building Q1 2020 Host Fiber Hub Interference Reduces interference given lower radiation centers and lower output power Backhaul Better utilization of transmission infrastructure given aggregation from a central hub location Scalability Scalable to meet future capacity needs through node densification and addition of equipment at central hub Adaptability Strictly Private and Confidential Ability to quickly respond to market dynamics and changes in technology 18 GROWTH DRIVERS FOR FIBER AND SMALL CELL INFRASTRUCTURE ATTRACTIVE GROWTH DRIVERS 5G REQUIREMENTS WILL DRIVE CELL DEMAND AND INCREASE SMALL CELL DENSITY Mobile data traffic expected to grow 34% annually from 2018 through 2024 Growth in data traffic coupled with finite spectrum requires cell splitting / densification with means that cannot be met by adding incremental macro towers Cell Site Throughput (Gbps / km2) (Number of cells needed to reach coverage) ~100x increase Higher frequency millimeter wave spectrum as well as 2.5 GHz, C-Band, and CBRS spectrum require small cells to overcome propagation limitations ~5x increase 1,000 25 5 10 Enabling the full spectrum of 5G applications require fiber and small cells to scale the network density, expected at several times current levels 4G 5G 5G requires high capacity fiber in proximity to the user to drive high download speeds and low latency 5G to drive an explosion in connected devices known as the Internet of Things (IoT) Small Cell Density 4G 5G ATTRACTIVE GROWTH DRIVERS % YoY Growth 140% 115% 49% 40% Wireless carriers and new wireless market entrants (cable MVNOs, DISH Networks, Enterprises) are driving small cell demand and are ramping up infrastructure investment in advance of 5G wave 35% 30% 18% 16% 14% 14% 14% 14% '26E-'28E CAGR: 14% '19E-'26E CAGR: 23% '16E-'19E CAGR: 97% 25 60 129 192 268 362 470 554 643 732 835 951 1,084 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 __________ Source: Ericsson Mobility Report, June 2019, SNL Kagan, July 2018. Q1 2020 Strictly Private and Confidential 19 FIBER AND SMALL CELLS KEY INVESTMENT CRITERIA WHAT WE’RE LOOKING FOR... 1 3 5 Scaled existing platform with distributed footprint Track record of growth and execution Best-in-class asset quality 7 High quality, and long-standing customer base 9 Strong, experienced management team Q1 2020 2 4 6 …HOW DIGITAL COLONY CAN ADD VALUE Accelerate Core Market Growth Potential for expansion through capacity and coverage solutions Synergistic locations to existing fiber network Customer Solution Focused Strategy Ability to capitalize off market dynamics 8 Good relationships with major wireless carriers 10 Clear opportunity for our team to add value New Market Expansion Expand into underserved markets and expand coverage 5G Strategy Invest in global 5G expansion Leverage our global relationships & experience Balance Sheet Optimization Leverage Our Best in Class Expertise & Practices Strictly Private and Confidential Take a long-term perspective on investment, capitalizing on 5G/ CBRS demand Cost Savings M&A Apply expertise to accommodate meaningful leverage at low cost of capital Leverage fixed cost of operations and scalability of overhead Execute proprietary M&A pipeline 20 DARK vs. LIT FIBER DARK FIBER Description LIT FIBER Dark fiber is fiber optic infrastructure that is sold to service carriers or providers who then light the fiber using their own optical gear It is an installation of cables currently lying dormant, but ready to be connected in the future. Dark fiber is physical infrastructure, not a service Lower margins than dark fiber Higher margins than lit fiber Profitability Smaller sales teams are required because the customers are typically a small group of carrier providers Fiber operators have EBITDA margins ranging from 60-70% depending on the maturity/scale of the business and product Customers Fiber operators have EBITDA margins ranging from 50-60% depending on the maturity/scale of the business and product Typical customers are retail such as individual businesses Dark fiber customers light up their own infrastructure Lit fiber customers require greater customer support and add-on services Smaller upfront capital expense Small incremental cost for additional bandwidth Higher incremental cost to add bandwidth Sell IRU (Irrevocable Right of Use) or lease at specific level of capacity with escalators Monthly lease charge often with annual price escalators Typically 5-7-year leases Long lease or IRU duration (typically 7+ years) Q1 2020 Lit fiber providers need larger operations teams for customer support and initial provisioning and much larger sales teams with a focus on selling to a greater number of smaller customers Typical customers are wholesale such as wireless carriers Large upfront capital expense Investment Economics to FiberCo Lit fiber is actively used fiber optic cable. It is typically sold as a service with pricing based on the capacity provided and the type of service Strictly Private and Confidential 21 FIBER AND SMALL CELL TERMINOLOGY FIBER AND SMALL CELL TERMINOLOGY 4G 4G (also known as Beyond 3G), an abbreviation for Fourth-Generation Communications System, is a term used to describe the next complete evolution in wireless communications. A 4G system will be able to provide a comprehensive IP solution where voice, data and streamed multimedia can be given to users on an "Anytime, Anywhere" basis, and at higher data rates than previous generations 5G 5G is an abbreviation for Fifth-Generation Communications System. A 5G system is a platform for innovations that will both enhance today’s mobile broadband services, and expand mobile networks to support a vast diversity of devices and services, connecting new industries with improved performance, efficiency, and cost Small Cell Low-powered radio access nodes that operate in licensed and unlicensed spectrum that have a range of ten meters to one or two kilometers Macro cell A conventional cell tower structure that supports antennas and other equipment designed by carriers to give coverage over a large area Citizens Broadband Radio Service (CBRS) Distributed Network Systems (DNS) Q1 2020 150 MHz wide broadcast band of the 3.5 GHz band (3550 MHz to 3700 MHz) Engineered systems that act as a critical component within the wireless infrastructure ecosystem to help enhance coverage and capacity for superior wireless services (in both outdoor and indoor spaces). DNS are technology agnostic networks with respect to the various frequency bands and communications technologies used by wireless carriers today. These networks consist of antennas, fiber optic cable infrastructure and various RF transmission technologies (small cells, remote radio heads, DNS nodes, WiFi, etc.) through which wireless subscribers are connected to the switched telephony network or the internet for data applications Strictly Private and Confidential 22 SELECTED FIBER PRECEDENT TRANSACTIONS Fiber sector has largely consolidated with more investors pursuing opportunities leading to a scarcity of assets. Strong industry demand for fiber connectivity further drives favorable multiples Selected Transactions Median: 12.1x 17.1x 18.0x 16.9x 16.2x EV / LQA EBITDA 16.0x 14.0x 12.0x 11.7x 12.4x 9.8x 10.0x 7.9x 8.0x 6.6x (1) 6.0x 4.0x 2.0x – Acquirer Uniti Uniti Zayo EQT Uniti Zayo 3i Segra Target PEG Bandwidth Tower Cloud Manitoba Telecom Services Lumos Southern light Spread Tampnet NorthState EV ($mm) $409 $230 $1,420 $650 $700 $127 $220 $240 Date Ann. Jan-16 Jun-16 Nov-16 Feb-17 Apr-17 Nov-17 Jul-18 Dec-19 __________ Source: Company releases, CapitalIQ, Bloomberg, RBC Capital Markets Research, Segra Press Release (1) Based off Q3 2019 Annualized EBITDA Q1 2020 Strictly Private and Confidential 23 Enabling Mobile & Internet Connectivity DATA CENTER PRIMER Q1 2020 4 WHAT DATA CENTER SEGMENTS ARE ATTRACTIVE? Data center operators are differentiated by breadth of service offerings and targeted customer segment Data Center Types Q1 2020 WHOLESALE RETAIL Provide space, power and cooling in large blocks to tenants for their own operations or to be able to re-sell space to other customers Provide space, power and cooling to customers that require a smaller scale data center footprint and/or the ability to connect their businesses with other customers ENTERPRISE FOCUS HYPERSCALE / DEDICATED FOCUS INTERCONNECTION FOCUS LOW-CONNECTIVITY Cater to larger data center tenants that lease entire suites or buildings as opposed to racks or cabinets in a multi-tenant suite Develop dedicated build-to-suit facilities for hyperscale cloud and large Internet companies (e.g. Amazon, Google, Microsoft, Alibaba, Tencent, Facebook) House many network operators within a facility that offer latency-sensitive customers direct access to major global networks and ISPs Limited number of carriers present in the data center and targeted towards price sensitive customers and workloads that are not latencysensitive Representative Companies Representative Companies Representative Companies Representative Companies Hyperscale Hyperscale Hyperscale Hyperscale Strictly Private and Confidential 25 DATA CENTER KEY INVESTMENT CRITERIA WHAT WE’RE LOOKING FOR... 1 3 5 Scaled existing platform with distributed footprint Track record of growth and execution Best-in-class asset quality 2 4 6 …HOW DIGITAL COLONY CAN ADD VALUE Accelerate Core Market Growth Highly interconnected Opportunities to further grow existing business Customer Solution Focused Strategy New Market Expansion Expand into underserved markets, capitalizing on edge demand 5G Strategy Invest in hyperscale solutions Leverage our global relationships & experience High power efficiency Balance Sheet Optimization 7 Diversified, high quality and long-standing customer base 9 Strong, experienced management team 8 10 Take a long-term perspective on investment and accelerate core market expansion Exposure to large cloud customers Clear opportunity for our team to add value Leverage Our Best in Class Expertise & Practices Cost Savings M&A Apply expertise to accommodate meaningful leverage at low cost of debt Leverage fixed cost of operations and scalability of overhead Potentially improve tax structure Execute proprietary M&A pipeline 26 WORLDWIDE MARKET GROWTH The Data Center industry is responsible for building, managing and growing the IT compute infrastructure serving 3.5+ billion users Number of Internet Hosts Worldwide Historical Global Internet Users (in 3,578 3,385 millions) 1,200,000,000 3,150 2,880 2,631 2,424 2,184 1,991 1,729 1,547 1,367 1,147 1,024 1,000,000,000 800,000,000 600,000,000 400,000,000 200,000,000 United States ’16A-’24E CAGR: 6.2% 15,16 9 South America ’16A-’24E CAGR: 18.2% 21,86 9 1,123 408 2018 2024 2018 2024 Europe MEA ’16A-’24E CAGR: 10.8% ’16A-’24E CAGR: 12.5% 14,31 5 7,683 2018 2,113 1,044 2024 2018 2024 2017 2015 2013 2011 2009 2007 2005 2003 2001 1999 1997 Asia ’16A-’24E CAGR: 13.3% ’16A-’24E CAGR: 13.9% 782 367 2018 1995 1993 0 10,949 2018 2024 ’16A-’24E CAGR: 11.3% 14,461 2,525 7,601 1,289 4,975 2024 ’16A-’24E CAGR: 11.6% 2018 2024 2018 2024 __________ Source: Statista October 2018, Internet Systems Consortium January 2019, Internet Domain Survey January 2019 Q1 2020 Strictly Private and Confidential 27 HYPERSCALER DEMAND GROWTH OUTLOOK Hyperscale Cloud providers increasing reliance on third-party providers, rapidly driving demand growth for outsourced data center infrastructure AWS, GOOGLE, & MSFT CUMULATIVE INCREMENTAL DEMAND (MW) OUTSOURCED INFRASTRUCTURE GLOBAL FORECAST 2017-2022E CAGR ($ in Billions) Hyperscale Retail $307 Wholesale $24 $224 $20 $51 $165 $70 $92 $10 $29 $31 $12 $33 $47 2017 2018E $122 $17 $44 $14 $38 2019E 15% 2020E 49% 2021E 118 33 78 65 79 154 171 2019E 2020E AWS 11% YoY Growth in # of Data Centers 17 Germany 5% Total Global Hyperscale Data Centers ~430 Others 57% Total Global Hyperscale Data Centers Australia 5% UK 6% China 8% 234 2021E 2022E GCP 323 117 269 2023E MSFT Leaders of Cloud Demand US 40% ~390 484MWs 59 19 53 2022E 2018 Hyperscale Data Center Locations US 43% 422MWs 204 GLOBAL HYPERSCALE GROWTH BREAKDOWN 2017 Hyperscale Data Center Locations 710MWs 228MWs 131MWs $224 $153 $104 $70 20% $58 710MWs Outsourced hyperscale demand over the next 5 years Others 36% Countries that opened new Data Centers in 2018 132 Hyperscale Data Centers in Development U.S. Hyperscalers International SaaS & Cloud Chinese Platforms __________ Source: Structure Research January 2019, Synergy Research 2Q 2017 Q1 2020 Strictly Private and Confidential 28 INTERCONNECTION IS A KEY DIFFERENTIATOR Operators of high interconnected data centers benefit from a valuable competitive moat and physical network effects Interconnection helps to drive increased revenue per user, stickier customers, and improved operating leverage for the data center operator versus lower connectivity retail colocation Stickier customer base Steady “tariff like” prices and higher ARPU High margin and de minimis CapEx needs for incremental growth TRAFFIC WITHIN DCS IS RAPIDLY EXPANDING… GROWING THE IMPORTANCE OF DIRECT CROSS CONNECTS… …AND INCREASING THE VALUE OF INTERCONNECTED DCS 77% of all DC Traffic Occurs Within the Same DC Interconnected DCs offer multiple benefits to customers including: Interconnected Data Center Environment 9% Within Data Center 14% Data Center to User Data Center to Data Center 77% Traffic within DCs is expected to Grow Significantly 1 Direct Access to Customer Ecosystems 2 Reduced Latency and Operating Expenses 3 Optimized Cloud Experience 4 Removal of Business Barriers 5 Enhanced Security and Compliance 16,000 14,000 12,000 Large, Growing Client Base Increased Availability of Interconnections Difficult to Replicate Ecosystem Defensible Competitive Moat Physical Network Effects 10,000 8,000 6,000 4,000 2,000 More Valuable Ecosystem Incremental Cross-Connects 0 2016 Within Data Centre 2017E 2018E Data Centre to User 2019E 2020E Data Center to Data Centre __________ Source: Structure Research January 2019 Q1 2020 Strictly Private and Confidential 29 DATA CENTER TERMINOLOGY Data centers are highly specialized buildings that house the mission-critical IT infrastructure that powers the Internet and corporate world. From the outside, many data centers resemble a typical office / industrial building. On the inside, data centers offer access to redundant power, cooling and internet connectivity that stays on even if the electrical grid fails or the data center infrastructure fails. KEY TERMS Megawatt (MW) A spot measure of power (1 MW = 1 million watts). Data center lease structures are typically based on power rather than space (sq. ft.). Large-scale data center power needs can amount to 40MW, the equivalent of powering 40,000 homes Retail Colocation The business of catering to smaller data center tenants. Leases tend to be shorter (<5 years) and are usually for less than half a megawatt. Tenants lease individual racks or cabinets in a multi-tenant suite, rather than an entire suite, and often from wholesale providers. Wholesale The business of catering to larger data center tenants. Leases tend to be longer (5-20 years) and are usually greater than half a megawatt. Tenants lease entire suites or buildings as opposed to racks or cabinets in a multi-tenant suite. Carrier Hotels Data centers that act as key hubs for the Internet and connectivity. Network-dense data centers are rare, hard-to-replicate, and exhibit strong pricing power. These facilities have access to many fiber optic networks and carriers. Enterprise Data Center Data centers that serve the needs of corporate IT departments and large-scale Internet enterprises. These facilities are more exposed to new competition than "network-dense" data centers. Powered-Base, or PoweredShell A data center in which the tenant, rather than the landlord, is responsible for building out the data center infrastructure. From the landlord's perspective, powered-base building development costs run a few hundred dollars per sq. ft., compared to $1,000-3,000 per sq. ft. for a fully built-out data center. Powered-base space/buildings are commonly leased on a triple-net basis. Turn-Key Data center space that is highly built out and ready for use by tenants. Improvements to the building's shell, such as costly electrical and cooling infrastructure, can push total development costs up to $3,000 per sq. ft. Turn-key space is typically leased on a gross basis (DuPont is a notable exception), with tenants paying electricity costs. Interconnection The act of multiple tenants at network-dense data centers that serve as key Internet hubs "connecting" to exchange Internet traffic. The operator of these facilities (e.g., Equinix, Interxion, Digital Realty, CoreSite) is typically able to charge recurring interconnection fees for this activity. Cross-Connects Physical cross-connects are a means of physically patching (connecting) two customers together via a fiber-optic or copper cable at a patch panel. Virtual cross-connects are a service that allows a customer to connect to a single port to gain access to multiple other parties via a common switch. Q1 2020 Strictly Private and Confidential 30 WHOLESALE vs. RETAIL DATA CENTERS WHOLESALE Type HYPERSCALE / DEDICATED Description RETAIL ENTERPRISE Develop dedicated build-to-suit facilities for hyperscale cloud and large Internet companies (e.g. Amazon, Google, Microsoft, Alibaba, Tencent, Facebook) Hyperscale cloud providers both lease capacity from wholesale providers and develop their own facilities Cater to larger data center tenants that lease entire suites or buildings as opposed to racks or cabinets in a multi-tenant suite Customers who have large IT critical load power requirements and need to control and access their own server infrastructure typically reside in wholesale data centers INTERCONNECTION Highly strategic, differentiated interconnection services enable latencysensitive customers within the same facility to connect with themselves and with metro, regional, national and global fibre networks and ISPs LOW-CONNECTIVITY Limited number of carriers present in the data center and targeted towards price sensitive customers and workloads that are not latency-sensitive Average # Of Customers 1 1 - 10 50+ 50+ Avg. Contract Term 5 to 20 years 5 to 10 years 2 to 5 years 2 to 5 years Target Customers Hyperscale cloud providers (i.e. Microsoft, Amazon, and Google) and large Internet companies (i.e. Facebook) Large and sophisticated enterprises that prefer to manage the equipment within the data center themselves, only outsourcing management of the data center infrastructure Content and media players (OTTs) Latency sensitive workloads (e.g. SaaS) Price-sensitive enterprises Non-latency-sensitive workloads (e.g. storage) Size Of Sales Force Smallest Small Medium Medium Power Required Per Tenant 10+ MW 300kW to 5+ MW Less than 500 KW Less than 500 KW Mechanical Infrastructure Owned Turn-Key = Yes / Powered Shell = No Turn-Key = Yes / Powered Shell = No Yes Yes Rental revenue – priced on SF consumed and power provisioned to the tenant Cost savings from unused power flow directly to the data center owner’s bottom line (60-85% of total revenue) Interconnection revenue – Recurring cross-connect revenue (0-20% of total revenue) Managed Services & Other – Performing outsourced IT functions including data security and back up (2-25% of total revenue) Revenue Segments Q1 2020 Rental revenue – priced based on KW of available power per month (70-80% of total revenue) Electricity reimbursements – power is metered and is billed on a consumption basis (20-30% of total revenue) Strictly Private and Confidential 31 DATA CENTER PRECEDENT TRANSACTION MULTIPLES PRECEDENT TRANSACTIONS (EV / EBITDA) NORTH AMERICA BRAZIL EUROPE OTHER 31.7x 27.2x 22.3x 22.2x 19.2x 18.8x 18.2x 22.0x 22.5x 24.7x 22.3x 23.1x 18.8x 18.0x 16.0x 13.0x Mar-17 Jun-17 Dec-17 Feb-18 Mar-18 Jul-18 Dec-18 Dec-18 Jul-14 Sep-18 May-16 Dec-16 Dec-17 May-19 Dec-17 Jan-19 Ent. Val. $1,275 $7,594 $1,315 $800 $4851 $800 $200 $267 $479 $2,252 $874 $4,8983 $525 $6164 $792 $950 Target Vantage DuPont Fabros IO Infomart (Dallas) Infomart T5 4 Degrees Colocation COLO-D Alog Ascenty Equinix Global Switch Zenium TEF DCs Metronode Teraco EBITDA $70.2 $341.0 $70.0 $29.4 $17.2 $36.9 $10.4 $14.8 $21.8 $100 110.02 $67.2 $212.2 $22.3 $27.6 $49.4 $38.5 Geography US US US US US US Canada Canada Brazil Brazil Europe Europe, Asia-Pacific Europe Spain / LatAm Australia South Africa Acquirer Digital Bridge DLR Iron Mountain Equinix IPI Macquarie Vantage DCs Cologix Equinix DLR DLR Elegant Jubilee CyrusOne Asterion Industrial Equinix Berkshire Partners US$m __________ Source: Proprietary information, Citi, RBC. Note: Data4 / AXA is excluded as it never came to market. 1. Adjusted to exclude Ashburn cost (zero NOI); 2. EBITDA likely increased to $110m by close (initial bid based off of $100m); 3. Valuation for 100% of target; EBITDA multiple range of 20.5x – 22.5x; 4. Converted at 1.1202 EUR/USD. Q1 2020 Strictly Private and Confidential 32 Enabling Mobile & Internet Connectivity OUTDOOR DIGITAL INFRASTRUCTURE INDUSTRY OVERVIEW Q1 2020 5 OUTDOOR DIGITAL INFRASTRUCUTRE OVERVIEW In the Outdoor Digital Infrastructure industry, billboards operators typically own the billboard face and structure and either own the ground space or rent it under a long-term lease. The face is typically leased by media tenants such as JC Decaux under long-term contracts and rented to media / outdoor agencies Key Components of Digital Billboards 1 Owned by Billboard Operator; Leased by Tenant 1 Digital Face Leased by Tenant (OOA) under 15-20-year contract Tenants rent out space to Media / Outdoor Agencies Ownership of All 3 Components CRITICAL to Achieving Infrastructure Economics 2 Digital face owned by billboard owner Owned by Billboard Operator 2 Billboard Structure Billboard owner asset – may be owned by OOA 3 Connected to power and fiber 3 Land Owned by Billboard Operator OR Separate Landowner May be a distinct owner from billboard owner (e.g. Landmark Infrastructure) but leases are generally long term (~40 years) if not owned by billboard owner If land is not owned, access right limitations can inhibit access to incremental power for digitalization or fiber for additional lease-up Q1 2020 Strictly Private and Confidential 34 SIMILAR TO TOWERS As with towers, billboards are a hard asset infrastructure investment with similar qualities but have several advantages over towers, including: Hard asset, with land often owned rather than leased Upside to rental rates driven by digitalization (i.e. converting traditional “paper” billboards to digital) Potential for telecom lease-up under certain conditions – owned real estate, access to power, fiber connectivity, bandwidth demand Q1 2020 Strictly Private and Confidential 35 THIS IS INFRASTRUCTURE Out of Home / Digital Out of Home Billboards Customer Decision Factors Tenants Rental Rates Macro Cell Towers • Site location • Operator reliability • Targeted advertising capabilities • Site location / network need • Operator reliability and credibility • Large media tenants (e.g. JC Decaux) who own their own panels or rent from owners like Cyclone 1 • Major wireless carriers (e.g. AT&T) • Radio and television broadcasters • Wireless data providers • $13K - $650K / year • Ability to “lease up” on digital billboards, but traditional billboards are single-tenant • $18,000 - $120,000 / year per tenant • Typically able to “lease up” to several tenants (up to 4-5) • 15-20+ years • 10+ Years • Linked to retail price index (RPI) – averages 2-3% • Typically 3% in the US and CPI-linked in non-US markets • Range from low double-digit IRRs for third-party financed site acquisitions to 20%+ IRR for a large build-to-suit digitalization project ($91K up-front investment) • Range from low-single digit IRRs for single-tenant to mid-20s IRRs under higher tenancy (e.g. 24% in a three-tenant scenario) Lease Term Rent Escalator Unit Economics / Returns __________ Note: 1.30 Exchange Rate (£ to $) Q1 2020 Digital billboards are fiber-connected and have access to power (potential for lease-up through small cell deployments) Strictly Private and Confidential 36 Enabling Mobile & Internet Connectivity KEY INVESTMENT RISKS Q1 2020 6 WIRELESS TOWERS – KEY INVESTMENT RISKS Strong demand, limited competition, high barriers to entry, and significant operating leverage should drive compelling returns for wireless towers Key Investment Risks Wireless carrier consolidation or network sharing agreements between existing wireless carriers Disruption of 24x7 non-stop wireless tower operation Mitigants Lease contracts are generally long-term and non-cancellable Carrier capex required because of general growth in data is a huge tailwind Tenants are responsible for equipment maintenance and operations, not tower owners Technological substitutes such as small cells Small cell networks will likely augment rather than replace macro tower networks due to limited coverage effectiveness of most mid- and high-band spectrum Macroeconomic condition and financing availability Contracts are generally non-cancellable and long-term (10+ years) Only a minor portion of overall rental stream renews each year Tailwind from growth in mobile data leads to demand for tower services even in tough macroeconomic environments. As a result, financing is generally available to tower companies during financial downturns In the US, tower operating costs are largely fixed (i.e. ground rent payment). Variable costs make up only a small portion of monthly total operating expense. With annual lease escalators, margin (with no additional tenants) is relatively stable even in an inflationary environment In international markets contracts are typically CPI-linked, removing the risk of inflation Inflation Source: Digital Bridge Q1 2020 Strictly Private and Confidential 38 WIRELESS TOWERS – KEY INVESTMENT RISKS Strong demand, limited competition, high barriers to entry, and significant operating leverage should drive compelling returns for wireless towers Key Investment Risks Mitigants Threat of new entrants / competition from other towercos While this risk may appear to exist at a market / country level, it is often much more muted at an individual site level. In most jurisdictions, zoning & permitting regulation limits the number of towers within a radius of existing towers. Additionally, switching costs for a carrier to relocate cell sites are very high, making it uneconomic in almost all situations. Thus, while a portfolio might compete with other towercos for new build-to-suit opportunities or more broadly on a market basis, the existing sites are generally protected. Customer concentration risk (only 3-4 customers in most markets), which may result in limited lease-up growth in certain years Tower contracts typically have fixed or inflation-linked escalators that guarantee a certain degree of growth. Additionally, upgrade / amendment revenue (deploying new spectrum, adding MIMO, etc.) offer the same lease-up economics within the existing tenants on a tower. Near impossible (from an administrative and RF engineering standpoint) for a carrier to churn a large portion of a sale-leaseback portfolio – at most a few sites may be groomed. Additionally, even in bankruptcy scenarios, MSA/MLA’s tend to hold up as a priority given the mission critical nature of the towers to the underlying business. Recent surge of carrier sale-leaseback transactions has resulted in single counterparty credit risk and large exposure to a single MSA/MLA Q1 2020 Strictly Private and Confidential 39 FIBER– KEY INVESTMENT RISKS Fiber is the crucial link that allows data to move globally between data centers, wireless towers and end users Key Investment Risks Mitigants Price degradation on lit fiber services ($/mb decreasing) Price degradation is more than offset by data demand increases in the U.S. Most analysts estimate that data usage is growing 30-40% annually while $/mb is declining 10-20% annually; the net result is lit services revenues growing at c. 10-20% annually. Threat of regional newcomers / overbuild risk Due to exploding data demand globally, there is generally enough greenfield opportunity so it doesn’t make economic sense for a newcomer to be overbuilding existing network, except in extreme scenarios of supply-constrained markets or markets with rapid peak in demand. Additionally, conduit availability / municipal permitting provide additional barriers to entry as these result in new fiber construction to be very difficult in many markets. Infrastructure demands of these players increasing so quickly each year; must use third party providers to meet their needs. While self-perform may become more prevalent in incumbent markets / highly strategic routes, the broader opportunity remains robust to capture enough market share from these players to justify most business cases. Well designed/provisioned networks can run significant amount of lit traffic before hitting capacity constraints; will become more efficient in the future as optical technology becomes more advanced. Dark fiber sales consume strand capacity of fiber routes – however, in most circumstances, owning existing infrastructure significantly decreases incremental capex required to overpull routes i.e. add strand capacity. Customer self-perform activity, such as carriers and hyperscalers, choosing to construct, own and operate their own fiber infrastructure Aging fiber infrastructure and lower capacity network may result in significant capital expenditure in the future Q1 2020 Strictly Private and Confidential 40 SMALL CELLS– KEY INVESTMENT RISKS Small cells are a crucial growing technology that will allow for densification of wireless networks and will enable the widespread adoption of next- generation 5G wireless Key Investment Risks Mitigants Technology upgrade risk, such as upgrading from 4G to 5G antennas In most scenarios, small cell provider primarily responsible for the passive infrastructure so limited exposure to technology upgrade risk Where there are incremental capex dollars associated with accommodating carrier equipment upgrades or additional technology deployments, small cell provider will typically charge additional rent via negotiating upgrade deal on success basis New market entrants (such as regional fibercos that are moving into small cells) may erode pricing Small cell deployment requires significant expertise beyond just fiber component – RF engineering, node attachment agreements and trusted carrier relationships are critical barriers to entry that will prevent most of the new market entrants from being long term competitors in the industry These sort of competitors will have difficulty achieving scale on nationwide basis, limiting impact on broader small cell market pricing dynamics Carrier self-perform may eat into independent / neutral host market share Small cell demands of carriers growing exponentially, and while self-perform may address their needs in certain incumbent markets, they simple do not have resource bandwidth to deploy nodes at scale to keep up with their network requirements Independent providers often provide time to market advantage (by having existing fiber and/or pole attachments) and/or economic benefit (by distributing network costs amongst several carrier customers) Significant capex required to deploy anchor networks while lease-up is not always free (capex often required to deploy fiber laterals) While unit economics of small cell lease-up may not be as attractive as towers or hyperscale datacenters, the growth opportunity remains significantly more robust representing a potential to deploy much more capital at still attractive returns. While true that small cell lease-up typically requires incremental capex to deploy a small amount of fiber, this results in a never-ending “sprawl” of the fiber backbone that opens up additional lease-up opportunities as you edge-out the network Q1 2020 Strictly Private and Confidential 41 DATA CENTERS – KEY INVESTMENT RISKS Cloud applications, growing enterprise outsourcing and the accelerating pace of data creation are creating substantial storage and computing demand that cannot be met by today’s global infrastructure Key Investment Risks Mitigants General economic conditions and the cost and availability of capital Data centers are mission critical infrastructure – even during the financial crisis, data center companies grew by double digits Disruption of 24x7 non-stop data center service can lead to a loss of revenue and customers Only existing revenue is at risk, there is no concept of liquidated damages, also most contracts require several outages before a customer can leave Business depends upon demand for technology-related real estate Fundamentally, the growth in data demand requires additional data centers Long sales cycle as leasing space in data centers involves a significant commitment of resources and due diligence on the part of customers Continue to have a strong sales force and inventory in your markets such that the sales cycle is always going Many wholesale data centers are exposed to single-tenant risk Focus on diversifying customers and do not give all of your capacity to a single tenant Tenants may choose to develop new data centers or expand their own existing data centers Data center infrastructure is not the core competency of most customers, and a specialized provider can provide it much cheaper and without failure of infrastructure Data center capacity is built out over time as tenant signs new leases. Any development delay or cost overrun may harm on time delivery Shift the risk to contractors by having significant retention and signing guarantee maximum price contracts Source: 451 Market Research, Digital Bridge Q1 2020 Strictly Private and Confidential 42 DATA CENTERS – KEY INVESTMENT RISKS Key Investment Risks Mitigants Tenant Lease / Renewal Risk: Increased rise of spec builders may lead to customer churn (price or full churn) Typically the cost of leaving a provider is prohibitively expensive that any competing operator must price potential contracts at levels that are essentially dilutive to their yield/returns Churn - Increased Customer Migration to Public Cloud: Smaller customers recognize the benefits of public cloud (lower costs) Data center providers that offer a diversified set of products and services may increase stickiness through cross connects, remote hands and other managed services Increased Competition: Potential for increased competition in markets. Attractive returns are attracting new developers and competitors. Having a world class management team with a track record in leasing as well as building will enable an operator to compete Valuation Compression: Potential that cap rates increase – given that valuations for data centers are at historic highs, they may tighten back to previous levels Entry of Core+ real estate and infrastructure investors have thereby increased demand and supporting values in the data center space. High quality assets with long-term, investment grade customer lease profiles should capture premium valuations Shrinking IT Footprints: Risk that as IT stacks get smaller, they will require less square footage in datacenters. Data centers are measured on both access to power (primary) and square footage (secondary) Power requirements have historically been inversely correlated with smaller IT footprints (i.e. small devices tend to be less power efficient and require as much or more data center power allocation). Historically, as the per-unit IT equipment footprint has gotten smaller, the overall demand for IT in aggregate has greatly exceeded any space savings Q1 2020 Strictly Private and Confidential 43 OUTDOOR DIGITAL INFRASTRUCTURE– KEY INVESTMENT RISKS Premium (digital) panels are growing in popularity and support multiple media owner tenants while commanding premium fees from advertisers Key Investment Risks Mitigant Do advertisers see OOH as a core tenet of their advertising strategy? Advertisers are bullish about out-of-home advertising in general due to its ability to reach audiences effectively The outlook for this market is positive as other advertising channels such as television and print experience major upheaval The heaviest users of OOH are large, multinational corporations including McDonald’s, Coca Cola, Tesco, Unilever, and Google, among others. These customers see OOH as a critical component of their advertising campaigns Will media tenants such as Clear Channel and JC Decaux decide to insource the function of owning and managing sites? Less than 10% of sites or property on which advertising sites are located are owned outright by media owners. Most are leased or licensed rights As the market became more competitive with new entrants in the 80s and 90s, media owners struggling for cash to develop their portfolios engaged in wholesale disposal of their freehold estate elements Is there enough opportunity for site aggregators to capitalize on the OOH market through organic site acquisitions? Aggregators find supply from a fragmented group of small landlords, providing aggregators with significant opportunity to bring together attractive individual sites into a single inventory Media owners like Clear Channel are very open to working with aggregators as they look to expand their digital footprint Do media owners really see value in converting traditional billboards to digital? Media owners are eager to bring digital billboards to market because the financial case is very strong from a revenue and cost perspective Digital billboards yield fees for media owners that are three to four times higher than those of digital billboards for a single advertisers; furthermore, media owners can host 5-6 advertisers simultaneously on a digital billboard Advertisers have accepted the premium they pay for digital and generally expect their digital spending to grow over time Are long-term (10-15+ years) contracts with media owners sustainable? Media owners typically enter into shorter-term (3-4 year) agreements with unsophisticated landlords, but have shown a willingness to sign long-term (15+ year) agreements with established aggregators who have a large base of attractive billboard inventory Q1 2020 Strictly Private and Confidential 44 45