Scott Bergs- CEO

March, 2023


Andy Lane @ CFS Partners

M   +1.414.807.4085

E   andy@criticalfacility.com


Originated in 2017, Dark Fiber and Infrastructure, LLC (DF&I) is a private builder, owner, operator of secure dark fiber and conduit infrastructure in MD and Northern, VA. DF&I is a pure-play dark fiber and conduit provider with infrastructure built to accommodate the next generation of network design with a high-capacity, scalable connectivity solutions to lay the foundation for growing organizations. The DF&I Team has built every piece of infrastructure in the network from scratch to provide the unique solutions that no other provider in the market can offer.

Yesterday’s networks were not built to accommodate today’s fiber demand and cannot support the latency requirements modern network customer’s demand. DF&I’s decades of experience serving enterprise, carrier and hyperscale organizations allow an ability to customize solutions to best meet critical infrastructure needs, now and into the future.

DF&I is a Certified Public Utility authorized to build and own assets in Public Rights of Way. This enables the ability to offer a myriad of contracting options to clients, including long-term leases, IRUs, and bills of sale on turnkey network developments while staying involved in the long-term maintenance and future restoration requirements of the assets.

The DF&I name says it all, reinforcing the experience, stability, and understanding required to be a highly differentiated provider and business partner.


Dark Fiber

DF&I can provide the underlying dark fiber infrastructure to support rapidly scaling organizations. DFI’s solutions are-

-Flexible – Whether you need a connection for a single week or twenty years, DF&I understands that each application and network utilization cycle is different. You need a vendor whose creativity does not stop at the solution design phase. DF&I knows this and is here to help if you need a single pair of fibers or 432 pairs. Contract it your way.

-Scalable – Yesterday’s networks were not constructed to support today’s capacity demands. DF&I’s high-capacity, purpose-built network provides your company with runway to grow and the peace of mind that your business can effectively scale with demand.

-Efficient – DF&I’s dark fiber offerings will allow you to future-proof your network with a cost- effective solution. Take advantage of shared network costs with a within a multi-user system or operate a dedicated network. DF&I’s strategic network location will allow you to connect your business to where it needs to be without the undue expenses of contracting with other providers and lit transport.

Private Conduit

When fiber alone is simply not enough, our networks enable us to sell and lease dedicated conduits. DF&I provides customers with-

-Scale – Business cases are rapidly evolving. Customer’s network needs may require an owned or leased conduit system. There is no better way to future-proof a network than through dedicated conduit which allows growth beyond today’s expectations.

-Security – DF&I provides private conduit to customers who require “non-shared” networks with separate manholes, hand holes and access points when physically possible.

-Private conduit provides customers increased control over their network. Customers have access to manholes and hand holes, as well as the option to control splicing, record keeping and cable management. DF&I will monitor the system and maintain the conduit, but customers have complete control of their individual cable.

Turnkey Networks

If a single source for infrastructure needs is important, DF&I can design, build, and maintain their customer’s network –

-Custom Built Networks- Yesterday’s networks were not built with the Hyperscale user in mind. Data center to data center applications drive tomorrow’s technologies and require ultra high-count fiber capacities – without a single wasted route mile.

-Solving for Customer’s Specific Demands- DF&I’s turnkey customers know what they want and require a personalized solution – not one that fits the needs of their network service provider. DF&I deliver the precise configuration customers require and solve infrastructure connectivity need.


In 2020, DF&I received a majority investment from IPI Partners (“IPI”) and officially became an IPI Partners portfolio company. IPI Partners, an investment fund focused on the growth of digital infrastructure, holds one of the world’s largest private data center portfolios focused on the hyper-scale and enterprise markets. This partnership marries teams that are dedicated to building the essential infrastructure of the data economy.

DF&I Announces Strategic Growth Investment in Response to Growing Demand for High- Capacity Connectivity Solutions

“IPIs investment will be used to accelerate the growth of DF&Is footprint and operations, including developing high-capacity dark fiber and conduit networks in Northern Virginia and extending customer access to DF&Is unique Potomac River Crossing. Extending this reach provides customers with a diverse, all underground, lowest-latency option to connect Northern Virginias “Data Center Alley” to a major Northeast U.S. telecom corridor. Future funding will also be used to provide the Company with capital to execute potential expansions to new U.S. markets.”


Exclusive Focus on Core Infrastructure:

-Conduit, dark fiber, & development Services – regional designs with customer specifications in mind but not requiring an anchor or exclusivity.

-Fractional dark fiber – passive wave, spectrum.

-Colocation/Regeneration, required for some DF applications, with remote interconnection which promotes demand for core transport facilities.

-Remote hands and feet – for customers who want scalability, security, control, etc. of core infrastructure but don’t have local presence or expertise to “operate”?

-Security – Remote monitoring and trouble ticketing with manhole detection.

-OTDR analysis and reporting as a service.

-GEOSPACIAL – Value add for those customers.

-Allows the ability to remain nimble.

Build to Scale:

-Designs meet the current needs (as differentiated from yesterday’s architectures) of customers and the anticipated needs of the entire industry in the future.

-Well capitalized to be able to translate market intelligence into good long-term investments.


-Provide infrastructure and related solutions to network operators and don’t compete with them for their retail customers.

-Network Operators includes end-users that operate their own networks (Hyper-scalers, Government, Healthcare, MSPs, Content Providers, etc.)

Flexible in Contract Terms and Structure:

-Know customer’s internal goals, KPIs and MBOs – how they want to buy and why.

-Disciplined to balance INTERNAL goals/value creation and customer goals

-Nimble and pragmatic where a creative solution meets customer and internal goals


As a pure play dark fiber infrastructure provider, DF&I owns and operates a fiber and conduit system in Ashburn, VA that connects north towards Baltimore, MD. DF&I’s initial network was completed in 2021 and includes ~70 route miles of conduit (7.2 miles in Ashburn) connecting a key data center market to the Northeast telecom corridor. DF&I targets hyperscale, carrier and enterprise customers.

Ashburn, VA- DF&I’s newly constructed network is an all-underground dark fiber and conduit system spanning from Dark Center Alley in Ashburn, Virginia into Maryland, connecting customers to a key Northeast telecom corridor through an exclusive, low-latency Potomac River Crossing.


Create, operate, and provide wholesale communication infrastructure that meets global demand, customer needs and that enable DF&I to help employees reach their financial and career goals, provide an optimal return to our investors, and support local communities. DF&I’s vision is to become the single best communication infrastructure developer for wholesale customers requiring high and growing capacity, optimizing value creation by defining and meeting customer needs as effectively and quickly as possible and better than any competitor or customers’ ability to self-perform. This requires an alignment with DF&I’s core values to include Integrity, Customer Focus, Aggressive, Better Ways Always, Employee Focused, & Humility.


Scott Bergs


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John Schmitt

Co-Founder and CRO

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Judd Carothers

Co-Founder & COO

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Chris Pancione

Co-Founder & President of Field Services

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Jeremy Latimer

Sr. Director of Business Development

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Ron Holt

VP of Network Engineering and Operations

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Kellie Massie

Finance and Accounting Lead


IPI Partners, LLC is a global investment platform focused exclusively on data centers and other technology and connectivity-related real assets, with more than $6 billion in total equity capital commitments. Since its formation in 2016, IPI has executed on its strategy of building the essential infrastructure of the data economy by acquiring, developing, leasing, and operating data centers in partnership with leading global technology companies. IPI owns one of the world’s largest private data center portfolios focused on the hyperscale and enterprise markets. The firm is co-sponsored by ICONIQ Capital, LLC and an affiliate of Iron Point Partners, LLC. IPI is headquartered in Chicago, with investment professionals located in San Francisco, Dallas, New York, Amsterdam, and Singapore.

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Matt A’Hearn

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Chris Jensen

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Jack Viellieu

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Reporting to the Chief Executive Officer (CEO), the Chief Financial Officer (CFO) will be responsible for leading the financial management of this growth-oriented organization with a diversified accountability for cost analysis/control, financial reporting, planning, analysis, forecasting, business strategy, and M&A + integration. The CFO will be a high energy, intelligent professional who thrives in an entrepreneurial, fast-paced decision making, and dynamically shifting environment. He/She is expected to work strategically with discretion, integrity, and ethics as a convicted, “hands on” decision maker with a high degree of responsiveness and detail. It is expected the CFO will have the combination of talent and drive to lead and achieve financial performance goals in close collaboration with the executive team.

The CFO proactively advocates for and protects stakeholder equity value creation through financial management, corporate development, and leadership via-

Financial Management- 

­-Provide leadership and direction to the Accounting and Finance functions, providing recommendations based on analysis and projections, cost identification and allocation, and revenue/expense analysis on a predictable monthly and quarterly basis.

­-Distill, interpret, and manage financial information to identify both positive and negative trending and provide supportive insights to the Executive Team, CEO, & Board.

-­Partner with the CEO and Executive Team to develop and implement short and long range financial objectives, plans, budget, and forecast based on succinct goals and objectives.

-Continuously appraise the organization’s financial position and offer dynamic interpretation and forward-thinking scenario analysis.

-Manage risk and ensure financial process integrity is maintained.

-Measure, analyze, and help interpret financial information and prioritize multiple weights and measures to determine and justify appropriate resource allocation.

-Identify continuous improvement opportunities to enhance financial structure and processes ensuring sound controls and decision making throughout the organization.

-Preparation and issuance of timely and accurate financial statements and related filings

-Establish and maintain strong relationships with external service providers (banks, lenders, investors, auditors, legal, etc.)

-Oversee corporate income tax planning and compliance.

Corporate Development

-Lead corporate development activities including identifying investment opportunities, driving the investment assessment and due diligence process, and structuring transactions.

-Prepare business plans for new initiatives, including industry and competitive analyses, and monitor and benchmark those launched.

-Participate and support CEO and Board in preparation and management of strategic plans.

-Develop, evaluate, and analyze the financial impact of transactions including financing strategies, acquisitions, and joint ventures.

-Oversee the building of financial models, conduct due diligence, negotiate deal terms, draft presentation, and secure financing for acquisitions.

-Coordinate internal and external resources for M&A transactions.


-The CFO will be charged with elevating the overall talent of the finance team through improved processes, finance tools, training, and overall accountability.

-A team-oriented executive with broad credibility capable of consistently motivating his/her team toward timely, actionable, purposeful tasks.

-Work with Executive Team to build collaborative and integrated performance objectives and incentivize positive behaviors to achieve goals.

-Embraces and is most effective in a dynamic, creative, entrepreneurial environment.

-Proactive self-starter with “roll up your sleeves” lead by example style with the ability to shift gears when necessary and work autonomously.

-Collaborating partner on the Executive Team, monitoring, and touching all aspects of company performance.

-Direct, candid, apolitical presentations to internal and external audiences including employees, Executive Team, Board, and other investors and stakeholders.

-Having a clear impassioned vision to bring DF&I’s core strengths and combination of assets to life, and motivating employees with clear conversations on where the company is going and why.



Event – Demonstrated value creation with a PE backed telecommunications, ideally fiber infrastructure, organization, resulting in a liquidity event (recapitalization, strategic sale, IPO).

M&A – History of mergers, acquisitions, and/or other inorganic growth strategies of which the outcome aligned with the thesis of complementary or accretive value creation.

Growth – Effective leadership, conviction, and courageous decision making at scale in high capital deployment digital infrastructure environment.

Integration – Demonstrated success and expertise leading the strategy and execution of integrating geographically dispersed people, process, products, systems, and cultures.

Strategy – Earnest, courageous, and impactful executive disposition whereby their collaboration on the business model and performance results in extraordinary corporate valuations.

Culture – A passionate servant leader and culture creator, with the gravitas necessary to facilitate alignment of a formative stage organization’s purpose and outcome orientation.

Leadership – History of inspiring high performing talent toward transformative business successes, including, at times making unpopular decisions.



Chapter – Social and economic fundamentals driving global digital infrastructure growth are unprecedented and forecast to continue unabated for an unforeseen period. DF&I’s capital plan, leadership team, and strategic plans are all in place for a seasoned CFO to help accelerate.

Impact – To the company, its customers, and across the digital infrastructure economy. The CFO will put his/her fingerprints on a transformative business, impacting every DF&I stakeholder, from investors to employees.

Leadership – DF&I’s leadership credentials represent an impressive team with precedent success achieving value creation and growth plans. The Leadership Team and Board are excited and convicted about their near term and future achievements together.

Culture – The DF&I culture is reflected by a pride of ownership, ambition, humility and focus on continuous exploration for improvement across every aspect of the business to achieve competitive advantages leading to sustained market leadership. Investment Partners – IPI’s General Partnership and Limited Partners comprise an elite group of the world’s most successful technology entrepreneurs, critical infrastructure investors, and business partners which creates an unparalleled competitive advantage.

Investment Partners – IPI’s General Partnership and Limited Partners comprise an elite group of the world’s most successful technology entrepreneurs, critical infrastructure investors, and business partners which creates an unparalleled competitive advantage.



The compensation package for the Chief Financial Officer will include a highly competitive annual earnings opportunity comprised of a base salary, annual performance incentives, benefits, and long-term incentive compensation in the form of equity. DF&I’s financial details to be shared under NDA with finalist candidate(s.)



Following a thorough exchange of information relating to company information, resume, and key qualifying criteria, CFS Partners anticipates recommending a short list of candidates to Scott Berg’s, CEO in late March, early April 2023. They will down select to a short list to be introduced to IPI Board Members of the Senior Partners and subsequently arrange finalist meetings in person with the Co-Founders. The selected finalist will be presented with a compelling offer contingent on clean reference and background checks.

For additional information or to schedule a time to connect, contact Andy Lane, Managing Partner at andy@criticalfacility.com.