Digital Realty Announces Pricing of Senior Notes and Preferred Stock Offerings

2017-08-02

The company also announced today the pricing of an underwritten public offering of 8,000,000 shares of 5.25% Series J Cumulative Redeemable Preferred Stock with a liquidation preference of $25.00 per share for gross proceeds of $200 million.  The company has also granted the underwriters a 30-day option to purchase from the company up to an additional 1,200,000 shares. 

The notes and preferred stock offerings are expected to close on August 7, 2017, subject to customary closing conditions. 

The company intends to use the net proceeds from the offering of the notes and preferred stock to fund a portion of the repayment, redemption and/or discharge of debt of DuPont Fabros in connection with their previously announced merger and the payment of certain fees and expenses incurred in connection with the merger.  If the net proceeds from these offerings (and other financing sources) exceed the amount needed to fund the contemplated repayment of DuPont Fabros’ debt and the payment of merger transaction fees and expenses, the company intends to use any such excess net proceeds to repay borrowings under its global revolving credit facility, acquire additional properties or businesses, fund development opportunities and to provide for working capital and other general corporate purposes, including potentially for the repurchase, redemption or retirement of outstanding debt or equity securities. 

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, Barclays Capital Inc., Jeffries LLC, MUFG Securities Americas Inc., Mizuho Securities USA LLC, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., SunTrust Robinson Humphrey, Inc., TD Securities (USA) LLC, U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC are the joint book-running managers for the offering of the notes. 

Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC are the joint book-running managers for the preferred stock offering. 

The senior notes and preferred stock offerings were each made under an effective shelf registration statement filed with the Securities and Exchange Commission.  A copy of the prospectus supplement and the accompanying prospectus relating to the offering of the notes may be obtained, when available, by contacting: 

Citigroup Global Markets Inc.c/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY  11717(800) 831-9146[email protected]

Credit Suisse Prospectus DepartmentOne Madison AvenueNew York, NY  10010(800) 221-1037[email protected]

J.P. Morgan Securities LLCAttn:  Investment Grade Syndicate Desk383 Madison AvenueNew York, NY  10179(212) 834-4533

Merrill Lynch, Pierce, Fenner & Smith IncorporatedAttn:  Prospectus Department200 North College StreetNC1-004-03-43Charlotte, NC  28255(800) 294-1322[email protected]

Morgan Stanley & Co. LLC1585 Broadway, 29th FloorNew York, NY  10036(866) 718-1649[email protected]

A copy of the prospectus supplement and the accompanying prospectus relating to the offering of the preferred stock may be obtained, when available, by contacting: 

Citigroup Global Markets Inc.c/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY  11717(800) 831-9146[email protected]

Merrill Lynch, Pierce, Fenner & Smith IncorporatedAttn:  Prospectus Department200 North College StreetNC1-004-03-43Charlotte, NC  28255(800) 294-1322[email protected]

Wells Fargo Securities, LLCAttn:  WFS Customer Service 608 2nd Avenue SouthMinneapolis, MN 55402 (800) 645-3751 [email protected]

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes, preferred stock or any other securities, nor shall there be any offer, solicitation or sale of the notes, preferred stock or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.  

About Digital Realty

Digital Realty supports the data center, colocation and interconnection strategies of more than 2,300 firms across its secure, network-rich portfolio of data centers located throughout North America, Europe, Asia and Australia.  Digital Realty’s clients include domestic and international companies of all sizes, ranging from financial services, cloud and information technology services, to manufacturing, energy, gaming, life sciences and consumer products. 

For Additional Information:Andrew P. PowerChief Financial OfficerDigital Realty(415) 738-6500

Investor RelationsJohn J. Stewart / Maria S. LukensDigital Realty(415) 738-6500[email protected]

Safe Harbor Statement

This press release contains forward-looking statements, including statements related to the timing and consummation of the merger, the offering of the notes and preferred stock and the expected use of the net proceeds therefrom.  These risks and uncertainties include, without limitation, risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the offerings and the merger.  The company and the operating partnership can provide no assurances that it will be able to complete the offerings on the anticipated terms, or at all.  For a further list and description of such risks and uncertainties, see the reports and other filings by the company and the operating partnership with the U.S. Securities and Exchange Commission, including their Annual Report on Form 10-K for the year ended December 31, 2016, Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 and Combined Current Report on Form 8-K filed July 10, 2017.  The company and the operating partnership disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. 

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SOURCE Digital Realty

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