Business Context and Reporting Period
Company: Digital Realty Trust, Inc. and Digital Realty Trust, L.P.
Filing Type: Form 8-K (Current Report)
Date of Report: June 10, 2019
Principal Executive Offices: San Francisco, California
This filing announces a corporate action regarding the company's debt structure rather than reporting periodic financial results.
Key Financial Metrics
This Form 8-K does not contain revenue, profit, cash flow, margin, or liquidity metrics. The filing focuses exclusively on a debt tender offer.
| Debt Instrument | Interest Rate | Maturity | Offer Status |
|---|---|---|---|
| 2020 Notes | 3.400% | 2020 | Subject to Cash Tender Offer |
| 2021 Notes | 5.250% | 2021 | Subject to Cash Tender Offer |
Material Changes and Transaction Details
On June 10, 2019, the operating partnership commenced a cash tender offer for any and all of its 3.400% Notes due 2020 and 5.250% Notes due 2021.
- Expiration Time: 5:00 p.m., New York City time, on June 14, 2019 (unless extended or terminated).
- Consideration: Determined by a fixed spread plus the yield based on the bid-side price of the applicable U.S. Treasury Reference Security at 2:00 p.m. on June 14, 2019.
- Accrued Interest: Holders will receive accrued and unpaid interest up to, but not including, the Settlement Date.
- Settlement Date: Anticipated to be June 17, 2019.
Guidance, Outlook, and Risks
The filing contains forward-looking statements regarding the timing and consummation of the purchase of Notes. Management explicitly states there can be no assurance that the proposed transactions will be consummated on the terms described or at all.
Key Risks Identified:
- Market conditions and satisfaction of customary closing conditions.
- Legislative, regulatory, and competitive changes.
- General risks detailed in the company's Annual Report on Form 10-K for the year ended December 31, 2018.
The filing disclaims any responsibility to update forward-looking statements based on new information or future events.
Investor Verification Checklist
- Verify the final purchase price per $1,000 principal amount once the U.S. Treasury Reference Security yield is calculated on June 14, 2019.
- Confirm whether the Tender Offer expires on June 14, 2019, or if it is extended or terminated early.
- Review the full "Offer to Purchase and Notice of Guaranteed Delivery" available at www.gbsc-usa.com/DigitalRealty for specific terms and conditions.
- Check subsequent filings to confirm the total principal amount of Notes accepted for purchase and the actual settlement date.