SoftBank Closes $4.7B DigitalBridge Buyout After Shareholder Vote

SoftBank Group Corp. officially closed its $4.7 billion acquisition of DigitalBridge Group Inc. on Wednesday after shareholders overwhelmingly approved the deal at a special meeting. The transaction values the Boca Raton-based digital infrastructure investor at $16 per share in cash—a 28% premium to its undisturbed trading price before acquisition talks leaked in January.

The deal hands Masayoshi Son control of a $78 billion alternative asset management platform focused exclusively on digital infrastructure: data centers, cell towers, fiber networks, and edge computing facilities. It's SoftBank's largest infrastructure acquisition since its disastrous 2013 Sprint purchase, but this time the thesis revolves around AI's insatiable appetite for compute capacity rather than consumer telecom.

For DigitalBridge, the sale caps a seven-year transformation from a struggling real estate investment trust into one of the largest digital infrastructure specialists in the world. Founder Marc Ganzi orchestrated that pivot starting in 2017, shedding legacy property holdings and building a portfolio of stakes in data center operators, tower companies, and subsea cable providers across four continents.

But the company struggled to close the valuation gap between its stock price and the underlying value of those assets. Shareholders were essentially getting a perpetual discount—until SoftBank came calling with an offer that DigitalBridge's board described as "compelling and in the best interests of all stockholders."

At Wednesday's special meeting, more than 97% of votes cast approved the merger agreement. That overwhelming margin reflects how far DigitalBridge's stock had drifted from management's own estimates of net asset value—which the company pegged at roughly $19 per share before the deal was announced.

The $16-per-share offer split the difference. High enough to deliver a near-term premium. Low enough that some analysts argued SoftBank was getting a bargain on assets that could be worth significantly more in three years if AI workload growth continues at its current pace.

"This isn't a distressed sale," one institutional investor told the Wall Street Journal in March. "But it's definitely a frustrated seller meeting an opportunistic buyer."

DigitalBridge's share price had traded below $14 for most of the past 18 months despite steady performance across its portfolio companies. The disconnect stemmed partly from the company's complex structure—it earns management fees and carried interest from funds it manages, rather than owning infrastructure assets directly—which made it harder for public market investors to value compared to pure-play REITs like Digital Realty or Equinix.

For SoftBank, the acquisition marks a decisive return to large-scale infrastructure investing—a strategy Masayoshi Son largely abandoned after Sprint's prolonged struggles and the eventual merger with T-Mobile in 2020. Since then, SoftBank's dealmaking has focused on venture-stage technology companies through its Vision Fund vehicles and a handful of listed equity positions.

But digital infrastructure sits at the intersection of two trends Son has bet heavily on: AI's exponential compute requirements and the global build-out of 5G and edge networks. DigitalBridge gives SoftBank immediate exposure to both through a portfolio that includes stakes in Vantage Data Centers, Vertical Bridge (one of the largest private tower operators in the U.S.), and Zayo Group's fiber assets.

Son telegraphed this shift during SoftBank's Q3 earnings call in February, when he described digital infrastructure as "the railroads and highways of the AI era." The comment drew comparisons to his 2006 acquisition of Vodafone Japan, which became one of SoftBank's most profitable long-term holdings.

Whether DigitalBridge delivers similar returns depends largely on how AI workload economics evolve. Hyperscalers like Amazon Web Services, Microsoft Azure, and Google Cloud are currently driving unprecedented demand for wholesale data center capacity—but they're also pressuring landlords on pricing and lease terms. If that dynamic persists, the margin profile of DigitalBridge's underlying assets could compress even as utilization rates climb.

DigitalBridge operates as an alternative asset manager, not a direct owner of infrastructure. Its $78 billion in assets under management represents capital raised from institutional investors—pension funds, sovereign wealth funds, insurance companies—deployed across a collection of private equity funds focused on digital infrastructure.

The company earns revenue from two sources: management fees (typically 1-1.5% of committed capital annually) and carried interest (usually 20% of profits above a hurdle rate). That fee model makes DigitalBridge's economics more stable than direct ownership, but also limits its participation in the upside if an asset doubles in value.

Here's what SoftBank is actually acquiring when the deal closes:

The data center portfolio is the crown jewel. Vantage alone operates more than 40 campuses across North America and Europe, with a customer roster that includes Microsoft, Meta, and Oracle. That positioning gives SoftBank indirect leverage on cloud infrastructure capex—which is projected to grow 20-25% annually through 2028 according to Synergy Research Group.

DigitalBridge currently has contractual obligations to its limited partners—the institutional investors in its funds—that restrict what it can do with their capital. Those agreements typically include provisions limiting changes of control and requiring consent for major strategic shifts.

The acquisition's timing reflects a convergence of pressures and opportunities on both sides of the table. For DigitalBridge, the persistent valuation discount was becoming untenable. The company's market capitalization hovered around $3 billion even as its fee-earning assets under management approached $80 billion—a ratio that suggested public investors either didn't believe the earnings power was real or didn't trust management to extract it efficiently.

Marc Ganzi and his team spent the better part of 2025 trying to close that gap through investor education, portfolio company exits that crystallized gains, and dividend increases. None of it worked. The stock barely budged.

SoftBank's interest emerged in late 2025, according to people familiar with the matter, after Son tasked his investment team with identifying infrastructure platforms that could be acquired outright rather than invested in piecemeal. DigitalBridge checked multiple boxes: institutional-quality assets, experienced management team, and a stock price that implied a meaningful discount to replacement cost.

The negotiation moved quickly once it became clear SoftBank was willing to pay a premium to undisturbed trading levels. By early February, the companies had reached agreement on $16 per share—a figure that represented a 28% premium to DigitalBridge's 30-day volume-weighted average price before news of the talks leaked.

One wrinkle: DigitalBridge had also fielded interest from private equity firms including Blackstone and Brookfield, according to Bloomberg reporting in March. But those conversations never advanced to formal bids, in part because any buyout would have required navigating the complex governance structures embedded in DigitalBridge's fund agreements. SoftBank's willingness to acquire the management company without immediately overhauling those arrangements made it the cleaner transaction.

Despite SoftBank's Japanese domicile and DigitalBridge's ownership of U.S. critical infrastructure assets, the deal sailed through regulatory review with minimal friction. The Committee on Foreign Investment in the United States (CFIUS) cleared the transaction in late March after SoftBank agreed to maintain existing cybersecurity protocols and data residency commitments at DigitalBridge's U.S. data center properties.

That outcome likely reflects SoftBank's long track record of U.S. infrastructure ownership—including its current stakes in T-Mobile and Arm Holdings—and the fact that DigitalBridge's assets are primarily wholesale colocation facilities rather than government-facing networks. Had the portfolio included defense-related data centers or intelligence community cloud infrastructure, the CFIUS review would almost certainly have been more protracted.

Marc Ganzi will remain CEO of the combined entity, reporting to SoftBank's investment committee. That continuity was a key condition of the deal—SoftBank wanted to acquire not just the portfolio but the institutional relationships and origination capabilities that Ganzi's team built over the past seven years.

The broader management team is expected to stay largely intact, at least through the end of DigitalBridge's current fundraising cycle. The firm is in the market raising its fifth flagship digital infrastructure fund, targeting $6-8 billion in commitments from institutional LPs. That fundraise will continue under SoftBank ownership, with the capital earmarked for new acquisitions in data centers, fiber networks, and next-generation edge computing facilities.

But questions remain about how SoftBank's ownership changes the fund's positioning with limited partners. Some institutional investors prefer to back independent managers rather than captive platforms owned by strategic buyers, particularly when the parent company might compete for the same assets. DigitalBridge and SoftBank are currently in active dialogue with existing LPs to address those concerns—offering increased transparency on deal allocation and governance rights.

If those conversations go poorly, it could complicate the fundraise and potentially trigger key person provisions in older fund agreements. That's a tail risk SoftBank is monitoring closely, but not one that appears to have influenced the decision to move forward with the acquisition.

SoftBank structured the deal to ensure DigitalBridge's senior leadership stays through at least 2028. Ganzi and his executive team received retention bonuses tied to performance milestones, including fund deployment targets and realized returns on existing portfolio companies. Those bonuses vest over three years, with accelerated vesting if SoftBank attempts to replace leadership or significantly alter the investment strategy.

The arrangement mirrors structures used in other asset manager acquisitions—Blackstone's purchase of Harvest Fund Advisors in 2022 included similar retention mechanisms—and reflects the reality that DigitalBridge's value sits largely in the people and relationships, not just the management contracts.

Strip away the corporate strategy language and the deal comes down to a single bet: that AI workloads will require so much new data center capacity over the next five years that anything resembling quality infrastructure will double or triple in value.

That thesis isn't unique to SoftBank. Private equity firms, infrastructure funds, and sovereign wealth vehicles have poured more than $60 billion into data center acquisitions since the start of 2024, according to data compiled by CBRE. Valuations for stabilized, hyperscaler-leased facilities have climbed from 15-18x EBITDA in 2022 to 22-25x today.

The math is straightforward: training a single large language model can require compute resources equivalent to powering a small city for weeks. Inference—actually running those models at scale—demands even more sustained capacity. And unlike previous compute booms, AI workloads can't easily be virtualized or distributed across commodity hardware. They need purpose-built facilities with high-density power delivery, advanced cooling systems, and low-latency network connectivity.

DigitalBridge's portfolio companies are positioned to supply exactly that. Vantage has already delivered more than 500 megawatts of AI-optimized data center capacity since 2023 and has another 400 MW under construction. Those facilities command lease rates 30-40% higher than traditional colocation space, with initial terms of 10-15 years and annual escalators indexed to power costs.

But the durability of that premium depends on how quickly supply catches up to demand—and whether hyperscalers decide to bring more capacity in-house rather than leasing from third parties. Amazon has already announced plans to build 2 gigawatts of owned data center capacity over the next 30 months, much of it focused on AI workloads. If Microsoft and Google follow suit, the third-party wholesale market could face pricing pressure even as utilization stays high.

That's the risk SoftBank is underwriting. And at $4.7 billion for a $78 billion AUM platform, the price implies Masayoshi Son thinks the upside vastly outweighs the downside.

The SoftBank-DigitalBridge acquisition sits at the higher end of recent digital infrastructure deals by enterprise value, but it's far from the largest when measured by underlying assets. Brookfield's $15 billion take-private of Altera Infrastructure in 2024 and Stonepeak's $7 billion acquisition of Zayo Group in 2020 both involved larger single-asset portfolios.

What makes this transaction unusual is the buyer's strategic rationale. Most digital infrastructure acquisitions in the past three years have been executed by infrastructure-focused PE firms or pension funds seeking stable, long-duration cash flows. SoftBank, by contrast, is betting on appreciation driven by technological disruption—a fundamentally different risk-return profile.

The table illustrates a broader trend: digital infrastructure has shifted from a niche asset class to a mainstream institutional allocation over the past five years. Pension funds that once treated data centers as speculative real estate now view them as essential portfolio holdings—something closer to toll roads or utilities than office buildings.

That reclassification has compressed yields and driven up entry multiples, making it harder for new buyers to generate attractive returns without either operational improvements or growth in the underlying business. SoftBank is clearly betting on the latter.

Neither SoftBank nor DigitalBridge provided forward-looking financial guidance as part of the transaction announcement—a notable omission given how much of the deal's rationale hinges on growth expectations for AI-driven infrastructure demand. The press release included boilerplate quotes from Marc Ganzi and SoftBank's CFO Yoshimitsu Goto, but no specifics on deployment targets, return hurdles, or near-term capital allocation priorities.

That opacity is somewhat typical for asset manager acquisitions, where the business model depends more on fund performance and LP relationships than public financial metrics. But it also leaves analysts guessing about how aggressive SoftBank intends to be in deploying the platform.

Will the company immediately accelerate DigitalBridge's investment pace, using SoftBank's balance sheet to underwrite larger bets on early-stage infrastructure? Or will it take a more conservative approach, waiting to see how AI workload economics evolve before committing incremental capital?

The answer likely depends on how the next 12 months unfold in the hyperscaler data center market. If utilization stays tight and lease rates hold, expect SoftBank to push for faster deployment. If supply starts catching up and pricing softens, the strategy could shift toward harvesting cash flows from existing assets rather than building new capacity.

The real test of this acquisition plays out over the next 18-24 months, as SoftBank decides how much to lean into DigitalBridge's existing strategy versus overlaying its own priorities. Several variables will determine whether the deal ultimately looks smart or opportunistic.

First, watch the fundraise. If DigitalBridge successfully closes its fifth flagship fund at the target size of $6-8 billion, it signals that LPs are comfortable with SoftBank ownership. If commitments fall short or existing investors decline to re-up, it suggests the institutional market is wary of a captive platform.

Second, track portfolio company exits. DigitalBridge has historically returned capital to LPs through a combination of dividend recaps and outright sales. If SoftBank pushes to hold assets longer—prioritizing appreciation over distributions—it could create tension with fund investors expecting near-term liquidity.

Third, monitor SoftBank's own capital deployment. Does it start co-investing alongside DigitalBridge's funds at scale, effectively using the platform as deal flow for its balance sheet? Or does it maintain separation, treating DigitalBridge as a standalone fee-earning business? The former would signal conviction in the AI infrastructure thesis; the latter suggests a more cautious stance.

And finally, keep an eye on hyperscaler capex trends. If Amazon, Microsoft, and Google collectively spend $150 billion+ on infrastructure in 2027, as some analysts project, the third-party data center market will have room to grow. If that spending plateaus or shifts toward owned capacity, the economics change fast—and SoftBank's $4.7 billion bet starts looking a lot less compelling.