Summary of the Proposed Transaction
[In terms of Regulations 13(2) of the Competition Commission of India (Combination)
Regulations, 2024]
A.
Name of the parties to the combination
The names of the parties to the combination are:
a. Opal Bidco Pte. Ltd. (Opal Bidco)
b. Ruby Asia Holdings II Pte. Ltd. (Ruby)
c. Singtel Interactive Pte. Ltd. (Singtel)
d. One Hundred And Thirty First Investment Company – Sole Proprietorship
LLC (MIC Entity)
e. Sunstone Investment Pte. Ltd. (Sunstone)
f. STT GDC Pte. Ltd. (STT GDC)
Opal Bidco, Ruby, Singtel, MIC Entity, Sunstone and STT GDC are collectively
referred to as Parties.
B.
The nature and purpose of the combination
The proposed transaction involves the acquisition by Opal Bidco of 100%
shareholding in STT GDC. Ruby, Singtel, Sunstone and MIC Entity will acquire
economic interest (on a see-through basis) in STT GDC. Collectively, this is
referred to as the “Proposed Transaction”.
C.
The products, services and business(es) of the parties to the combination
Ruby
Ruby is a special purpose vehicle (SPV) indirectly wholly owned by investment
funds, vehicles and / or accounts advised and managed by various subsidiaries
of KKR & Co. Inc. (KKR).
Opal Bidco
Opal Bidco is an SPV that is indirectly wholly owned by investment funds, vehicles
and / or accounts advised and managed by KKR.
Singtel
Singtel is a wholly owned subsidiary of Singapore Telecommunications Limited.
(together with subsidiaries of Singapore Telecommunications Limited, Singtel
Group), a public listed company incorporated in Singapore. The Singtel Group is
a provider of connectivity, digital services and digital infrastructure, and has
presence in Asia, Australia and Africa.
MIC Entity
MIC Entity is an indirect wholly owned subsidiary of Mubadala Investment
Company PJSC (Mubadala).
Mubadala is a United Arab Emirates (UAE) public joint stock company wholly
owned by the Government of Abu Dhabi in the UAE.
Sunstone
Sunstone is a special purpose vehicle incorporated in Singapore for the purpose
of holding investments.
STT GDC
STT GDC is a direct subsidiary of STT Communications Ltd. and an indirect
subsidiary of Singapore Technologies Telemedia Pte. Ltd., a Singapore-
headquartered group active in communications and media, data centres and
infrastructure technologies businesses globally.
STT GDC is a data centre provider. STT GDC is present in India through its
indirect subsidiary, STT Global Data Centres India Private Limited, which is one
of many data centre players active in India.
D.
The respective markets in which the parties to the combination operate.
The Proposed Transaction will not cause any adverse effect on competition in
India. Accordingly, the exact relevant market definitions for evaluating the
Proposed Transaction may be left open.
However, for the ease of assessment of the Hon’ble Commission, the broad
relevant market which may be considered for the horizontal overlap is the market
for provision of data centre colocation services in India at a broad level, and at a
narrower level in certain overlapping metro / regions.
The Parties have also identified vertical linkages with respect to the upstream
market for data colocation services in India and downstream markets for: (i)
provision of mobile network services and solutions in India; (ii) market for
provision of retail fixed broadband internet services in India; and (iii) market for
provision of business connectivity services / B2B fixed broadband internet
services in India.
