Shares in Australian data center operator NextDC rose 50.8% on Thursday to A$9.85 after Goodman Group and Digital Realty Trust launched an after-hours bid to buy up to 9.9% of the company at A$9.50 a share, a 45.5% premium to Wednesday's close of A$6.53.

The move puts two large data center developers on NextDC's share register just as the company is weighing the sale of development sites. For investors in the region's digital infrastructure, it is a sign that large developers see value in power-ready land and capacity after a sharp sell-off, even when the target is struggling to deliver on time.

Goodman and Digital Realty bid through a joint vehicle

The bid was made through Ackland Investments No.1, a vehicle owned in equal shares by Goodman and Digital Realty, NextDC said in a filing to the Australian Securities Exchange on Thursday. Ackland ran an aftermarket bookbuild on Wednesday, Nov. 4, open only to institutional investors.

NextDC said it did not know the outcome. According to the filing, the buyers told investors through their broker that they had no intention of making a control proposal or a takeover bid "at this time" but reserved the right to do so.

The NextDC board described the bid as "an opportunistic move by Goodman and Digital Realty." It said it held no takeover proposal and would weigh any genuine approach on its merits. It told shareholders they did not need to act. The company has hired Barrenjoey and UBS as joint lead financial advisers, Cadence Advisory as independent financial adviser and Mallesons as legal adviser.

A 9.9% holding at the offer price was worth A$715 million (about US$500 million), Mingtiandi reported, citing a Reuters account of the term sheet. The Australian Financial Review reported that JP Morgan bought 57.25 million NextDC shares for the joint vehicle, about 7.5% of the company and worth roughly A$544 million at the offer price, according to Mingtiandi. Ackland's final holding had not been confirmed by late Thursday.

The buyers would join a register that already includes several large institutions. State Street holds 10.81%, AustralianSuper 8.49%, Vanguard 6.02% and the Canada Pension Plan Investment Board 5.23%, based on the latest substantial holder notices cited by Mingtiandi.

Bid follows NextDC's Melbourne power delay

The timing drew the board's attention. The raid came two weeks after NextDC's Oct. 21 announcement of a power delay at its M3 campus in Melbourne and revised guidance for the year to June 2027, the company noted.

That warning was costly. The delay to electricity network works pushed A$140 million of contracted revenue out of NextDC's fiscal 2027 forecast, and the company cut its underlying EBITDA guidance to between A$245 million and A$265 million, from A$385 million to A$410 million, Mingtiandi reported. The shares fell about 42% in a single session.

NextDC also put new developments and land purchases on hold and began looking at selling development sites. Chief Executive Craig Scroggie gave up his bonuses for the year as the shares kept falling, according to Mingtiandi.

Even after Thursday's jump, the A$9.50 offer price was only 3.5% above the A$9.18 at which NextDC last traded before the profit warning. The stock closed 3.7% above the offer price, suggesting some traders expect more to come.

What the buyers bring

Goodman, the Sydney-based industrial property group, has shifted much of its building program toward data centers. Data centers under construction made up 79% of its A$19.7 billion development work in progress at Sept. 30, the group said in a quarterly update on Wednesday. Its global power bank rose to 6.6 gigawatts, of which 3.6 gigawatts is secured. Asia accounted for 20% of the work in progress.

In that update, Goodman said scarce sites, limited power and tougher planning rules were raising barriers to entry, and that these constraints were expected to lift rents and the value of existing assets where zoning and power are in place. NextDC's land bank and grid connections in Sydney and Melbourne fit that description.

Digital Realty, the New York-listed data center real estate investment trust, already runs facilities in Sydney and Melbourne. It reported record third-quarter bookings expected to produce US$627 million of annualized base rent at its share, of which US$283 million came from Asia-Pacific, according to Mingtiandi. Its 50:50 venture with Mitsubishi Corp. began building a 24-megawatt facility in Osaka last month.

The stake would add to a run of large data center deals across Asia this year, including Naver's US$9 billion AI data center tie-up with Brookfield. Listed owners in the region have also been funding expansion, as Keppel DC REIT has done in Tokyo.

The buyers have not said what they plan to do with the holding. NextDC shareholders will get their next chance to question the board at the company's annual meeting at 11 a.m. Sydney time on Nov. 20, which NextDC moved on Friday to the Hilton Sydney, citing the level of interest.