|
ý
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
Maryland
|
|
46-0691837
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
Title of Each Class
|
|
Name of Each Exchange on Which Registered
|
Common Stock, $.01 par value
|
|
NASDAQ
|
|
Large accelerated filer
|
ý
|
Accelerated filer
|
¨
|
Non-accelerated filer
|
¨
|
Smaller reporting company
|
¨
|
|
|
Emerging growth company
|
¨
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|
PART I
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ITEM 1.
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ITEM 1A.
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ITEM 1B.
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ITEM 2.
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ITEM 3.
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ITEM 4.
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PART II
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ITEM 5.
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ITEM 6.
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ITEM 7.
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ITEM 7A.
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ITEM 8.
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ITEM 9.
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ITEM 9A.
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ITEM 9B.
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PART III
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ITEM 10.
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ITEM 11.
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ITEM 12.
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ITEM 13.
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ITEM 14.
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PART IV
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ITEM 15.
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||
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ITEM 16.
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||
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•
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weakening in the fundamentals for data center real estate, including but not limited to, decreases in or slowed growth of global data, e-commerce and demand for outsourcing of data storage and cloud-based applications;
|
•
|
inability to identify and complete acquisitions and operate acquired properties, including those acquired in the recently completed acquisition of Zenium Topco Ltd. and certain other affiliated entities ("Zenium");
|
•
|
failure to maintain our status as a REIT or to comply with the highly technical and complex REIT provisions of the Internal Revenue Code of 1986, as amended (the "Code");
|
•
|
increases in market interest rates will increase our borrowing costs and may drive potential investors to seek higher dividend yields and reduce demand for our common stock;
|
•
|
international activities, including those now conducted as a result of the recently completed Zenium acquisition and land acquisitions, are subject to special risks different from those faced by us in the United States;
|
•
|
the uncertainty surrounding the United Kingdom’s decision to withdraw from the European Union and around the British Parliament’s approval of the agreement with the European Union regarding the United Kingdom’s withdrawal from the European Union;
|
•
|
expanded and widened price increases in certain selective materials for data center development capital expenditures due to international trade negotiations;
|
|
|
|
Operating Net Rentable Square Feet (NRSF)
(a)
|
Powered
Shell Available for Future Development (NRSF) (k) (000) |
Available Critical Load Capacity
(MW) (l) |
|||||||||||||||||
Stabilized Properties
(b)
|
Metro
Area |
Annualized Rent
(c)
($000)
|
Colocation Space (CSF)
(d)
(000)
|
CSF Occupied
(e)
|
CSF
Leased (f) |
Office & Other
(g)
(000)
|
Office & Other Occupied
(h)
|
Supporting
Infrastructure (i) (000) |
Total
(j)
(000)
|
|||||||||||||
Dallas - Carrollton
|
Dallas
|
$
|
75,701
|
|
305
|
|
88
|
%
|
89
|
%
|
82
|
|
44
|
%
|
111
|
|
498
|
|
—
|
|
44
|
|
Northern Virginia - Sterling V
|
Northern Virginia
|
42,039
|
|
383
|
|
83
|
%
|
92
|
%
|
11
|
|
100
|
%
|
138
|
|
532
|
|
64
|
|
57
|
|
|
Houston - Houston West I
|
Houston
|
41,911
|
|
112
|
|
97
|
%
|
97
|
%
|
11
|
|
100
|
%
|
37
|
|
161
|
|
3
|
|
28
|
|
|
Northern Virginia - Sterling II
|
Northern Virginia
|
35,853
|
|
159
|
|
100
|
%
|
100
|
%
|
9
|
|
100
|
%
|
55
|
|
223
|
|
—
|
|
30
|
|
|
Cincinnati - 7th Street***
|
Cincinnati
|
33,493
|
|
197
|
|
91
|
%
|
92
|
%
|
6
|
|
61
|
%
|
175
|
|
378
|
|
46
|
|
16
|
|
|
San Antonio III
|
San Antonio
|
30,781
|
|
132
|
|
100
|
%
|
100
|
%
|
9
|
|
100
|
%
|
43
|
|
184
|
|
—
|
|
24
|
|
|
Somerset I
|
New York Metro
|
29,786
|
|
97
|
|
85
|
%
|
92
|
%
|
27
|
|
89
|
%
|
89
|
|
213
|
|
203
|
|
13
|
|
|
Chicago - Aurora I
|
Chicago
|
27,797
|
|
113
|
|
98
|
%
|
98
|
%
|
34
|
|
100
|
%
|
223
|
|
371
|
|
27
|
|
71
|
|
|
Dallas - Lewisville*
|
Dallas
|
27,050
|
|
114
|
|
76
|
%
|
83
|
%
|
11
|
|
84
|
%
|
54
|
|
180
|
|
—
|
|
21
|
|
|
Totowa - Madison**
|
New York Metro
|
26,469
|
|
51
|
|
89
|
%
|
92
|
%
|
22
|
|
100
|
%
|
59
|
|
133
|
|
—
|
|
6
|
|
|
Cincinnati - North Cincinnati
|
Cincinnati
|
24,322
|
|
65
|
|
99
|
%
|
100
|
%
|
45
|
|
79
|
%
|
53
|
|
163
|
|
65
|
|
14
|
|
|
Wappingers Falls I**
|
New York Metro
|
23,705
|
|
37
|
|
92
|
%
|
92
|
%
|
20
|
|
99
|
%
|
15
|
|
72
|
|
—
|
|
3
|
|
|
Frankfurt I
|
Frankfurt
|
21,973
|
|
53
|
|
97
|
%
|
97
|
%
|
8
|
|
91
|
%
|
57
|
|
118
|
|
—
|
|
18
|
|
|
San Antonio I
|
San Antonio
|
21,586
|
|
44
|
|
100
|
%
|
100
|
%
|
6
|
|
83
|
%
|
46
|
|
96
|
|
11
|
|
12
|
|
|
Phoenix - Chandler VI
|
Phoenix
|
21,190
|
|
148
|
|
99
|
%
|
99
|
%
|
6
|
|
100
|
%
|
32
|
|
186
|
|
10
|
|
24
|
|
|
Houston - Houston West II
|
Houston
|
20,822
|
|
80
|
|
77
|
%
|
77
|
%
|
4
|
|
79
|
%
|
55
|
|
139
|
|
11
|
|
12
|
|
|
Phoenix - Chandler II
|
Phoenix
|
20,501
|
|
74
|
|
100
|
%
|
100
|
%
|
6
|
|
38
|
%
|
26
|
|
105
|
|
—
|
|
12
|
|
|
Northern Virginia - Sterling I
|
Northern Virginia
|
19,878
|
|
78
|
|
100
|
%
|
100
|
%
|
6
|
|
81
|
%
|
49
|
|
132
|
|
—
|
|
12
|
|
|
Phoenix - Chandler I
|
Phoenix
|
19,456
|
|
74
|
|
100
|
%
|
100
|
%
|
35
|
|
12
|
%
|
39
|
|
147
|
|
31
|
|
16
|
|
|
Phoenix - Chandler III
|
Phoenix
|
18,548
|
|
68
|
|
100
|
%
|
100
|
%
|
2
|
|
—
|
%
|
30
|
|
101
|
|
—
|
|
14
|
|
|
Raleigh-Durham I
|
Raleigh-Durham
|
18,522
|
|
76
|
|
92
|
%
|
97
|
%
|
13
|
|
100
|
%
|
82
|
|
171
|
|
246
|
|
12
|
|
|
Northern Virginia - Sterling III
|
Northern Virginia
|
18,172
|
|
79
|
|
100
|
%
|
100
|
%
|
7
|
|
100
|
%
|
34
|
|
120
|
|
—
|
|
15
|
|
|
Austin III
|
Austin
|
16,427
|
|
62
|
|
67
|
%
|
69
|
%
|
15
|
|
98
|
%
|
21
|
|
98
|
|
67
|
|
6
|
|
|
Houston - Galleria
|
Houston
|
16,021
|
|
63
|
|
59
|
%
|
59
|
%
|
23
|
|
49
|
%
|
25
|
|
112
|
|
—
|
|
14
|
|
|
Austin II
|
Austin
|
14,860
|
|
44
|
|
95
|
%
|
95
|
%
|
2
|
|
100
|
%
|
22
|
|
68
|
|
—
|
|
5
|
|
|
San Antonio II
|
San Antonio
|
14,106
|
|
64
|
|
100
|
%
|
100
|
%
|
11
|
|
100
|
%
|
41
|
|
117
|
|
—
|
|
12
|
|
|
Florence
|
Cincinnati
|
13,518
|
|
53
|
|
99
|
%
|
99
|
%
|
47
|
|
87
|
%
|
40
|
|
140
|
|
—
|
|
9
|
|
|
Northern Virginia - Sterling VI
|
Northern Virginia
|
12,384
|
|
101
|
|
68
|
%
|
100
|
%
|
—
|
|
—
|
%
|
—
|
|
101
|
|
—
|
|
21
|
|
|
Phoenix - Chandler IV
|
Phoenix
|
11,285
|
|
73
|
|
100
|
%
|
100
|
%
|
3
|
|
100
|
%
|
27
|
|
103
|
|
—
|
|
12
|
|
|
Phoenix - Chandler V
|
Phoenix
|
11,162
|
|
72
|
|
100
|
%
|
100
|
%
|
1
|
|
95
|
%
|
16
|
|
89
|
|
94
|
|
12
|
|
|
Cincinnati - Hamilton*
|
Cincinnati
|
10,803
|
|
47
|
|
74
|
%
|
74
|
%
|
1
|
|
100
|
%
|
35
|
|
83
|
|
—
|
|
10
|
|
|
Northern Virginia - Sterling IV
|
Northern Virginia
|
10,349
|
|
81
|
|
100
|
%
|
100
|
%
|
7
|
|
100
|
%
|
34
|
|
122
|
|
—
|
|
15
|
|
|
San Antonio IV
|
San Antonio
|
10,271
|
|
60
|
|
100
|
%
|
100
|
%
|
12
|
|
100
|
%
|
27
|
|
99
|
|
—
|
|
12
|
|
|
London I**
|
London
|
8,527
|
|
25
|
|
100
|
%
|
100
|
%
|
12
|
|
56
|
%
|
58
|
|
95
|
|
9
|
|
10
|
|
|
London II**
|
London
|
8,304
|
|
49
|
|
100
|
%
|
100
|
%
|
10
|
|
100
|
%
|
93
|
|
151
|
|
4
|
|
15
|
|
|
London - Great Bridgewater**
|
London
|
6,274
|
|
10
|
|
94
|
%
|
94
|
%
|
—
|
|
—
|
%
|
1
|
|
11
|
|
—
|
|
1
|
|
|
Houston - Houston West III
|
Houston
|
5,569
|
|
53
|
|
34
|
%
|
34
|
%
|
10
|
|
100
|
%
|
32
|
|
95
|
|
209
|
|
6
|
|
|
Cincinnati - Mason
|
Cincinnati
|
5,374
|
|
34
|
|
100
|
%
|
100
|
%
|
26
|
|
98
|
%
|
17
|
|
78
|
|
—
|
|
4
|
|
|
Stamford - Riverbend**
|
New York Metro
|
5,340
|
|
20
|
|
23
|
%
|
23
|
%
|
—
|
|
—
|
%
|
8
|
|
28
|
|
—
|
|
2
|
|
|
Norwalk I**
|
New York Metro
|
4,378
|
|
13
|
|
99
|
%
|
99
|
%
|
4
|
|
61
|
%
|
41
|
|
58
|
|
87
|
|
2
|
|
|
Chicago - Lombard
|
Chicago
|
2,427
|
|
14
|
|
62
|
%
|
62
|
%
|
4
|
|
100
|
%
|
12
|
|
30
|
|
29
|
|
3
|
|
|
Stamford - Omega**
|
New York Metro
|
1,242
|
|
—
|
|
—
|
%
|
—
|
%
|
19
|
|
84
|
%
|
4
|
|
22
|
|
—
|
|
—
|
|
|
Frankfurt II
|
Frankfurt
|
1,185
|
|
45
|
|
100
|
%
|
100
|
%
|
7
|
|
100
|
%
|
72
|
|
123
|
|
10
|
|
25
|
|
|
Cincinnati - Blue Ash*
|
Cincinnati
|
657
|
|
6
|
|
36
|
%
|
36
|
%
|
7
|
|
100
|
%
|
2
|
|
15
|
|
—
|
|
1
|
|
|
South Bend - Crescent*
|
Chicago
|
567
|
|
3
|
|
41
|
%
|
41
|
%
|
—
|
|
—
|
%
|
5
|
|
9
|
|
11
|
|
1
|
|
|
Totowa - Commerce**
|
New York Metro
|
567
|
|
—
|
|
—
|
%
|
—
|
%
|
20
|
|
38
|
%
|
6
|
|
26
|
|
—
|
|
—
|
|
|
Singapore - Inter Business Park**
|
Singapore
|
379
|
|
3
|
|
22
|
%
|
22
|
%
|
—
|
|
—
|
%
|
—
|
|
3
|
|
—
|
|
1
|
|
|
South Bend - Monroe
|
Chicago
|
123
|
|
6
|
|
23
|
%
|
23
|
%
|
—
|
|
—
|
%
|
6
|
|
13
|
|
4
|
|
1
|
|
|
Stabilized Properties - Total
|
|
$
|
811,653
|
|
3,540
|
|
90
|
%
|
92
|
%
|
621
|
|
77
|
%
|
2,148
|
|
6,309
|
|
1,241
|
|
669
|
|
CyrusOne Inc.
|
||||||||||||||||||||||
Data Center Portfolio
|
||||||||||||||||||||||
As of December 31, 2018
|
||||||||||||||||||||||
(Unaudited)
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
Operating Net Rentable Square Feet (NRSF)
(a)
|
Powered
Shell Available for Future Development (NRSF) (k) (000) |
Available Critical Load Capacity
(MW) (l) |
|||||||||||||||||
|
Metro
Area |
Annualized Rent
(c)
($000)
|
Colocation Space (CSF)
(d)
(000)
|
CSF Occupied
(e)
|
CSF
Leased (f) |
Office & Other
(g)
(000)
|
Office & Other Occupied
(h)
|
Supporting
Infrastructure (i) (000) |
Total
(j)
(000)
|
|||||||||||||
Stabilized Properties - Total
|
|
$
|
811,653
|
|
3,540
|
|
90
|
%
|
92
|
%
|
621
|
|
77
|
%
|
2,148
|
|
6,309
|
|
1,241
|
|
669
|
|
Pre-Stabilized Properties
(b)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Dallas - Carrollton (DH #6)
|
Dallas
|
7,346
|
|
75
|
|
76
|
%
|
76
|
%
|
—
|
|
—
|
%
|
21
|
|
96
|
|
—
|
|
6
|
|
|
Chicago - Aurora II (DH #1)
|
Chicago
|
2,107
|
|
77
|
|
29
|
%
|
34
|
%
|
45
|
|
—
|
%
|
14
|
|
136
|
|
272
|
|
16
|
|
|
Dallas - Carrollton (DH #7)
|
Dallas
|
868
|
|
48
|
|
21
|
%
|
21
|
%
|
—
|
|
—
|
%
|
—
|
|
48
|
|
—
|
|
6
|
|
|
Dallas - Allen (DH #1)
|
Dallas
|
—
|
|
79
|
|
—
|
%
|
—
|
%
|
—
|
|
—
|
%
|
58
|
|
137
|
|
158
|
|
6
|
|
|
All Properties - Total
|
|
$
|
821,975
|
|
3,819
|
|
85
|
%
|
88
|
%
|
666
|
|
72
|
%
|
2,241
|
|
6,726
|
|
1,670
|
|
703
|
|
*
|
Indicates properties in which we hold a leasehold interest in the building shell and land. All data center infrastructure has been constructed by us and is owned by us.
|
**
|
Indicates properties in which we hold a leasehold interest in the building shell, land, and all data center infrastructure.
|
(a)
|
Represents the total square feet of a building under lease or available for lease based on engineers' drawings and estimates but does not include space held for development or space used by CyrusOne.
|
(b)
|
Stabilized properties include data halls that have been in service for at least 24 months or are at least 85% leased. Pre-stabilized properties include data halls that have been in service for less than 24 months and are less than 85% leased.
|
(c)
|
Represents monthly contractual rent (defined as cash rent including customer reimbursements for metered power) under existing customer leases as of
December 31, 2018
, multiplied by 12. For the month of
December 2018
, customer reimbursements were
$112.0 million
annualized and consisted of reimbursements by customers across all facilities with separately metered power. Customer reimbursements under leases with separately metered power vary from month-to-month based on factors such as our customers' utilization of power and the suppliers' pricing of power. From
January 1, 2017
through
December 31, 2018
, customer reimbursements under leases with separately metered power constituted between
10.2%
and
15.1%
of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of
December 31, 2018
was
$829.6 million
. Our annualized effective rent was greater than our annualized rent as of
December 31, 2018
because our positive straight-line and other adjustments and amortization of deferred revenue exceeded our negative straight-line adjustments due to factors such as the timing of contractual rent escalations and customer prepayments for services.
|
(d)
|
CSF represents the NRSF at an operating facility that is currently leased or readily available for lease as colocation space, where customers locate their servers and other IT equipment.
|
(e)
|
Percent occupied is determined based on CSF billed to customers under signed leases as of
December 31, 2018
divided by total CSF. Leases signed but that have not commenced billing as of
December 31, 2018
are not included.
|
(f)
|
Percent leased is calculated by dividing CSF under signed leases for colocation space (whether or not the lease has commenced billing) by total CSF.
|
(g)
|
Represents the NRSF at an operating facility that is currently leased or readily available for lease as space other than CSF, which is typically office and other space.
|
(h)
|
Percent occupied is determined based on Office & Other space being billed to customers under signed leases as of
December 31, 2018
divided by total Office & Other space. Leases signed but not commenced as of
December 31, 2018
are not included.
|
(i)
|
Represents infrastructure support space, including mechanical, telecommunications and utility rooms, as well as building common areas.
|
(j)
|
Represents the NRSF at an operating facility that is currently leased or readily available for lease. This excludes existing vacant space held for development.
|
(k)
|
Represents space that is under roof that could be developed in the future for operating NRSF, rounded to the nearest 1,000.
|
(l)
|
Critical load capacity represents the aggregate power available for lease and exclusive use by customers expressed in terms of megawatts. The capacity reported is for non-redundant megawatts, as we can develop flexible solutions to our customers at multiple resiliency levels. Does not sum to total due to rounding.
|
|
|
|
NRSF Under Development
(a)
|
|
Under Development Costs
(b)
|
||||||||||||||
Facilities
|
Metropolitan
Area
|
Estimated Completion Date
|
Colocation Space
(CSF) (000)
|
Office & Other (000)
|
Supporting
Infrastructure (000)
|
Powered Shell
(c)
(000)
|
Total (000)
|
Critical Load MW Capacity
(d)
|
Actual to
Date
(e)
|
Estimated
Costs to
Completion
(f)
|
Total
|
||||||||
Dallas - Allen
|
Dallas
|
1Q'19
|
—
|
|
25
|
|
21
|
|
—
|
|
46
|
|
—
|
|
$
|
—
|
|
$ 7-9
|
$ 7-9
|
Northern Virginia - Sterling V
|
Northern Virginia
|
1Q'19
|
—
|
|
—
|
|
7
|
|
—
|
|
7
|
|
6.0
|
|
—
|
|
25-28
|
25-28
|
|
Phoenix - Chandler VII
|
Phoenix
|
1Q'19
|
—
|
|
—
|
|
—
|
|
269
|
|
269
|
|
—
|
|
15
|
|
44-50
|
59-65
|
|
Raleigh-Durham I
|
Raleigh-Durham
|
1Q'19
|
7
|
|
—
|
|
—
|
|
—
|
|
7
|
|
3.0
|
|
1
|
|
6-8
|
7-9
|
|
Dallas - Carrollton
|
Dallas
|
2Q'19
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
6.0
|
|
2
|
|
17-18
|
19-20
|
|
Northern Virginia - Sterling VI
|
Northern Virginia
|
2Q'19
|
171
|
|
35
|
|
52
|
|
—
|
|
258
|
|
36.0
|
|
43
|
|
95-119
|
138-162
|
|
Somerset II
|
New York Metro
|
2Q'19
|
9
|
|
—
|
|
—
|
|
—
|
|
9
|
|
—
|
|
—
|
|
4-6
|
4-6
|
|
London I
|
London
|
2Q'19
|
13
|
|
—
|
|
—
|
|
—
|
|
13
|
|
5.0
|
|
—
|
|
12-14
|
12-14
|
|
Northern Virginia - Sterling VII
|
Northern Virginia
|
3Q'19
|
—
|
|
—
|
|
—
|
|
93
|
|
93
|
|
—
|
|
—
|
|
33-37
|
33-37
|
|
Northern Virginia - Sterling VIII
|
Northern Virginia
|
3Q'19
|
122
|
|
4
|
|
25
|
|
—
|
|
151
|
|
30.0
|
|
24
|
|
142-159
|
166-183
|
|
Austin III
|
Austin
|
3Q'19
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
3.0
|
|
—
|
|
17-19
|
17-19
|
|
London II
|
London
|
3Q'19
|
32
|
|
—
|
|
—
|
|
—
|
|
32
|
|
13.0
|
|
—
|
|
30-34
|
30-34
|
|
Frankfurt II
|
Frankfurt
|
3Q'19
|
45
|
|
3
|
|
—
|
|
—
|
|
48
|
|
18.0
|
|
—
|
|
50-60
|
50-60
|
|
Amsterdam I
|
Amsterdam
|
4Q'19
|
39
|
|
28
|
|
40
|
|
194
|
|
301
|
|
6.0
|
|
1
|
|
65-76
|
66-77
|
|
Frankfurt III
|
Frankfurt
|
2Q'20
|
—
|
|
—
|
|
—
|
|
258
|
|
258
|
|
—
|
|
—
|
|
66-77
|
66-77
|
|
Total
|
|
|
439
|
|
96
|
|
144
|
|
814
|
|
1,492
|
|
126.0
|
|
$
|
86
|
|
$ 613-714
|
$699-800
|
(a)
|
Represents NRSF at a facility for which activities have commenced or are expected to commence in the next 2 quarters to prepare the space for its intended use. Estimates and timing are subject to change. May not sum to total due to rounding.
|
(b)
|
London development costs are GBP-denominated and shown as USD-equivalent using exchange rate of 1.27. Frankfurt and Amsterdam development costs are EUR-denominated and shown as USD-equivalent using exchange rate of 1.14.
|
(c)
|
Represents NRSF under construction that, upon completion, will be powered shell available for future development into operating NRSF.
|
(d)
|
Critical load capacity represents the aggregate power available for lease and exclusive use by customers expressed in terms of megawatts. The capacity reported is for non-redundant megawatts, as we can develop flexible solutions to our customers at multiple resiliency levels.
|
(e)
|
Actual to date is the cash investment as of
December 31, 2018
. There may be accruals above this amount for work completed, for which cash has not yet been paid.
|
(f)
|
Represents management’s estimate of the total costs required to complete the current NRSF under development. There may be an increase in costs if customers require greater power density.
|
|
Principal Customer Industry
|
Number of
Locations |
Annualized
Rent (b) (000) |
Percentage of
Portfolio Annualized Rent (c) |
Weighted
Average Remaining Lease Term in Months (d) |
|||||
1
|
Information Technology
(e)
|
11
|
|
$
|
156,064
|
|
19.0
|
%
|
95.8
|
|
2
|
Information Technology
|
5
|
|
52,716
|
|
6.4
|
%
|
67.6
|
|
|
3
|
Information Technology
|
10
|
|
44,325
|
|
5.4
|
%
|
39.4
|
|
|
4
|
Information Technology
|
7
|
|
29,937
|
|
3.6
|
%
|
32.8
|
|
|
5
|
Financial Services
|
1
|
|
19,097
|
|
2.3
|
%
|
147.0
|
|
|
6
|
Research and Consulting Services
|
3
|
|
15,791
|
|
1.9
|
%
|
25.1
|
|
|
7
|
Information Technology
|
4
|
|
15,585
|
|
1.9
|
%
|
44.0
|
|
|
8
|
Healthcare
|
2
|
|
15,099
|
|
1.8
|
%
|
108.0
|
|
|
9
|
Telecommunication Services
|
2
|
|
13,513
|
|
1.6
|
%
|
31.0
|
|
|
10
|
Energy
|
1
|
|
12,610
|
|
1.5
|
%
|
19.7
|
|
|
11
|
Information Technology
|
6
|
|
12,004
|
|
1.5
|
%
|
23.0
|
|
|
12
|
Industrials
|
5
|
|
11,400
|
|
1.4
|
%
|
9.5
|
|
|
13
|
Telecommunication Services
|
7
|
|
9,950
|
|
1.2
|
%
|
22.1
|
|
|
14
|
Financial Services
|
2
|
|
9,506
|
|
1.2
|
%
|
56.6
|
|
|
15
|
Consumer Staples
|
3
|
|
9,162
|
|
1.1
|
%
|
25.7
|
|
|
16
|
Information Technology
|
2
|
|
7,994
|
|
1.0
|
%
|
66.2
|
|
|
17
|
Telecommunication Services
|
1
|
|
7,823
|
|
1.0
|
%
|
106.6
|
|
|
18
|
Information Technology
|
3
|
|
7,819
|
|
1.0
|
%
|
109.8
|
|
|
19
|
Information Technology
|
2
|
|
7,187
|
|
0.9
|
%
|
11.3
|
|
|
20
|
Financial Services
|
1
|
|
6,600
|
|
0.8
|
%
|
17.0
|
|
|
|
|
|
$
|
464,182
|
|
56.5
|
%
|
67.2
|
|
(a)
|
Customers and their affiliates are consolidated.
|
(b)
|
Represents monthly contractual rent (defined as cash rent including customer reimbursements for metered power) under existing customer leases as of
December 31, 2018
, multiplied by 12. For the month of
December 2018
, customer reimbursements were
$112.0 million
annualized and consisted of reimbursements by customers across all facilities with separately metered power. Customer reimbursements under leases with separately metered power vary from month-to-month based on factors such as our customers' utilization of power and the suppliers' pricing of power. From
January 1, 2017
through
December 31, 2018
, customer reimbursements under leases with separately metered power constituted between
10.2%
and
15.1%
of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of
December 31, 2018
was
$829.6 million
. Our annualized effective rent was greater than our annualized rent as of
December 31, 2018
because our positive straight-line and other adjustments and amortization of deferred revenue exceeded our negative straight-line adjustments due to factors such as the timing of contractual rent escalations and customer prepayments for services.
|
(c)
|
Represents the customer’s total annualized rent divided by the total annualized rent in the portfolio as of
December 31, 2018
, which was approximately
$822.0 million
.
|
(d)
|
Weighted average based on customer’s percentage of total annualized rent expiring and is as of
December 31, 2018
, assuming that customers exercise no renewal options and exercise all early termination rights that require payment of less than 50% of the remaining rents. Early termination rights that require payment of 50% or more of the remaining lease payments are not assumed to be exercised because such payments approximate the profitability margin of leasing that space to the customer, such that we do not consider early termination to be economically detrimental to us.
|
(e)
|
The customer represents 19% of our annualized rent and 18% of our consolidated revenue.
|
NRSF Under Lease
(a)
|
Number of
Customers
(b)
|
Percentage of
All Customers
|
Total
Leased
NRSF
(c)
(000)
|
Percentage of
Portfolio
Leased NRSF
|
Annualized
Rent
(d)
(000)
|
Percentage of
Annualized Rent
|
|||||||
0-999
|
672
|
|
68
|
%
|
127
|
|
2
|
%
|
$
|
71,531
|
|
9
|
%
|
1,000-2,499
|
119
|
|
12
|
%
|
187
|
|
4
|
%
|
43,709
|
|
5
|
%
|
|
2,500-4,999
|
74
|
|
7
|
%
|
264
|
|
5
|
%
|
44,912
|
|
6
|
%
|
|
5,000-9,999
|
45
|
|
5
|
%
|
319
|
|
6
|
%
|
52,946
|
|
6
|
%
|
|
10,000+
|
82
|
|
8
|
%
|
4,466
|
|
83
|
%
|
608,877
|
|
74
|
%
|
|
Total
|
992
|
|
100
|
%
|
5,363
|
|
100
|
%
|
$
|
821,975
|
|
100
|
%
|
(a)
|
Represents all leases in our portfolio, including colocation, office and other leases.
|
(b)
|
Represents the number of customers occupying data center, office and other space as of
December 31, 2018
. This may vary from total customer count as some customers may be under contract, but have yet to occupy space.
|
(c)
|
Represents the total square feet at a facility under lease and that has commenced billing, excluding space held for development or space used by CyrusOne. A customer’s leased NRSF is estimated based on such customer’s direct CSF or office and light-industrial space plus management’s estimate of infrastructure support space, including mechanical, telecommunications and utility rooms, as well as building common areas.
|
(d)
|
Represents monthly contractual rent (defined as cash rent including customer reimbursements for metered power) under existing customer leases as of
December 31, 2018
, multiplied by 12. For the month of
December 2018
, customer reimbursements were
$112.0 million
annualized and consisted of reimbursements by customers across all facilities with separately metered power. Customer reimbursements under leases with separately metered power vary from month-to-month based on factors such as our customers' utilization of power and the suppliers' pricing of power. From
January 1, 2017
through
December 31, 2018
, customer reimbursements under leases with separately metered power constituted between
10.2%
and
15.1%
of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of
December 31, 2018
was
$829.6 million
. Our annualized effective rent was greater than our annualized rent as of
December 31, 2018
because our positive straight-line and other adjustments and amortization of deferred revenue exceeded our negative straight-line adjustments due to factors such as the timing of contractual rent escalations and customer prepayments for services.
|
Year
(a)
|
Number of
Leases Expiring (b) |
Total Operating
NRSF Expiring (000) |
Percentage of
Total NRSF |
Annualized
Rent (c) (000) |
Percentage of
Annualized Rent |
Annualized Rent
at Expiration (d) (000) |
Percentage of
Annualized Rent at Expiration |
|||||||||
Available
|
|
1,363
|
|
20
|
%
|
|
|
|
|
|||||||
Month-to-Month
|
759
|
|
100
|
|
1
|
%
|
$
|
32,002
|
|
4
|
%
|
$
|
34,396
|
|
4
|
%
|
2019
|
2,250
|
|
574
|
|
9
|
%
|
107,469
|
|
13
|
%
|
108,352
|
|
12
|
%
|
||
2020
|
1,686
|
|
594
|
|
9
|
%
|
104,107
|
|
13
|
%
|
106,016
|
|
11
|
%
|
||
2021
|
1,851
|
|
722
|
|
11
|
%
|
127,330
|
|
15
|
%
|
136,913
|
|
15
|
%
|
||
2022
|
337
|
|
539
|
|
8
|
%
|
77,359
|
|
9
|
%
|
83,552
|
|
9
|
%
|
||
2023
|
266
|
|
720
|
|
11
|
%
|
86,821
|
|
11
|
%
|
119,285
|
|
13
|
%
|
||
2024
|
60
|
|
266
|
|
4
|
%
|
39,767
|
|
5
|
%
|
48,527
|
|
5
|
%
|
||
2025
|
46
|
|
186
|
|
3
|
%
|
29,672
|
|
4
|
%
|
34,024
|
|
4
|
%
|
||
2026
|
31
|
|
590
|
|
9
|
%
|
86,809
|
|
10
|
%
|
92,627
|
|
10
|
%
|
||
2027
|
19
|
|
438
|
|
6
|
%
|
66,807
|
|
8
|
%
|
86,233
|
|
9
|
%
|
||
2028
|
16
|
|
265
|
|
4
|
%
|
29,576
|
|
4
|
%
|
34,941
|
|
4
|
%
|
||
2029 - Thereafter
|
13
|
|
369
|
|
5
|
%
|
34,256
|
|
4
|
%
|
41,324
|
|
4
|
%
|
||
Total
|
7,334
|
|
6,726
|
|
100
|
%
|
$
|
821,975
|
|
100
|
%
|
$
|
926,190
|
|
100
|
%
|
(a)
|
Leases that were auto-renewed prior to
December 31, 2018
are shown in the calendar year in which their current auto-renewed term expires. Unless otherwise stated in the footnotes, the information set forth in the table assumes that customers exercise no renewal options and exercise all early termination rights that require payment of less than 50% of the remaining rents. Early termination rights that require payment of 50% or more of the remaining lease payments are not assumed to be exercised.
|
(b)
|
Number of leases represents each agreement with a customer. A lease agreement could include multiple spaces and a customer could have multiple leases.
|
(c)
|
Represents monthly contractual rent (defined as cash rent including customer reimbursements for metered power) under existing customer leases as of
December 31, 2018
, multiplied by 12. For the month of
December 2018
, customer reimbursements were
$112.0 million
annualized and consisted of reimbursements by customers across all facilities with separately metered power. Customer reimbursements under leases with separately metered power vary from month-to-month based on factors such as our customers' utilization of power and the suppliers' pricing of power. From
January 1, 2017
through
December 31, 2018
, customer reimbursements under leases with separately metered power constituted between
10.2%
and
15.1%
of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of
December 31, 2018
was
$829.6 million
. Our annualized effective rent was greater than our annualized rent as of
December 31, 2018
because our positive straight-line and other adjustments and amortization of deferred revenue exceeded our negative straight-line adjustments due to factors such as the timing of contractual rent escalations and customer prepayments for services.
|
(d)
|
Represents the final monthly contractual rent under existing customer leases that had commenced as of
December 31, 2018
, multiplied by 12.
|
•
|
multiple, conflicting and changing legal, regulatory, entitlement and permitting, and tax and treaty environments with which we have limited familiarity;
|
•
|
fluctuations in foreign currency exchange rates, currency transfer restrictions and limitations on our ability to distribute cash earned in foreign jurisdictions to the United States;
|
•
|
evolving and uncertain local laws, regulations and licenses, including the implementation and enforcement thereof, particularly in the PRC;
|
•
|
difficulty in enforcing agreements in non-U.S. jurisdictions, including those entered into in connection with our acquisitions, or with our investment in and strategic partnership with GDS, or in the event of a default by one or more of our customers, suppliers or contractors;
|
•
|
the uncertain impact of the United Kingdom’s vote to leave the European Union (commonly known as "Brexit") and the uncertainty around the British Parliament's approval of the agreement with the European Union regarding its withdrawal from the European Union as discussed in “
The uncertainty surrounding the United Kingdom’s decision to withdraw from the European Union and around the British Parliament’s approval of the agreement with the European Union regarding the United Kingdom’s withdrawal from the European Union may have a negative effect on global economic conditions, financial markets and our business, which could adversely affect our results of operations
” below; and
|
•
|
we may be unable to acquire a desired property because of competition from other data center companies or real estate investors;
|
•
|
even if we are able to acquire a desired property, competition from other potential acquirers may significantly increase the purchase price of such property;
|
•
|
we may be unable to realize the intended benefits from acquisitions or achieve anticipated operating or financial results;
|
•
|
we may be unable to finance the acquisition on favorable terms or at all;
|
•
|
we may underestimate the costs to make necessary improvements to acquired properties;
|
•
|
we may be unable to quickly and efficiently integrate new acquisitions into our existing operations resulting in disruptions to our operations or the diversion of our management’s attention;
|
•
|
acquired properties may be subject to reassessment, which may result in higher than expected tax payments;
|
•
|
we may not be able to access sufficient power on favorable terms or at all;
|
•
|
market conditions may result in higher than expected vacancy rates and lower than expected rental rates;
|
•
|
we may incur impairment losses or other charges related to acquired assets or properties;
|
•
|
we may face challenges in retaining the customers of acquired properties; and
|
•
|
we may incur significant costs associated with unrealized transactions.
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to make principal and interest payments on our indebtedness, thereby reducing our cash flow available to fund working capital, capital expenditures and other general corporate purposes, including to make distributions on our common stock as currently contemplated or as necessary to maintain our qualification as a REIT;
|
•
|
require us to maintain certain debt coverage and other financial metrics at specified levels, thereby reducing our financial flexibility and, in the event of a failure to comply with such requirements, creating the risk of a material adverse effect on our ability to fulfill our obligations under our debt and on our business and prospects generally;
|
•
|
make it more difficult for us to satisfy our financial obligations, including borrowings under the $3.0 Billion Credit Facility;
|
•
|
increase our vulnerability to general adverse economic and industry conditions;
|
•
|
expose us to increases in interest rates for our variable rate debt;
|
•
|
limit our ability to borrow additional funds on favorable terms or at all to expand our business or ease liquidity constraints;
|
•
|
limit our ability to refinance all or a portion of our indebtedness on or before maturity on the same or more favorable terms or at all;
|
•
|
limit our flexibility in planning for, or reacting to, changes in our business and our industry;
|
•
|
place us at a competitive disadvantage relative to competitors that have less indebtedness;
|
•
|
increase our risk of property losses as the result of foreclosure actions initiated by lenders in the event we should incur mortgage or other secured debt obligations; and
|
•
|
require us to dispose of one or more of our properties at disadvantageous prices or raise equity that may dilute the value of our common stock in order to service our indebtedness or to raise funds to pay such indebtedness at maturity.
|
•
|
merge, consolidate or transfer all, or substantially all, of our or our subsidiaries’ assets;
|
•
|
incur or guarantee additional debt or issue preferred stock;
|
•
|
make certain investments or acquisitions;
|
•
|
create liens on our or our subsidiaries’ assets;
|
•
|
sell assets;
|
•
|
make capital expenditures;
|
•
|
incur restrictions on the payment of dividends or other distributions from our restricted subsidiaries;
|
•
|
make distributions on or repurchase our stock;
|
•
|
enter into transactions with affiliates;
|
•
|
issue or sell stock of our subsidiaries; and
|
•
|
change the nature of our business.
|
•
|
failure of business partners who provide components of the National IX Platform or third-party connectivity from the National IX Platform.
|
•
|
the relative illiquidity of real estate investments, especially the specialized real estate properties that we hold and seek to acquire and develop; and
|
•
|
adverse changes in national and local economic and market conditions;
|
•
|
changes in interest rates and in the availability, cost and terms of debt financing;
|
•
|
changes in governmental laws and regulations, fiscal policies and zoning ordinances and costs of compliance therewith;
|
•
|
the ongoing cost of capital improvements that are not passed on to our customers, particularly in older structures;
|
•
|
changes in operating expenses; and
|
•
|
civil unrest, acts of war, terrorism and natural disasters, including fires, earthquakes, tropical storms, hurricanes, and floods, which may result in uninsured and underinsured losses.
|
•
|
a final judgment based upon a finding of active and deliberate dishonesty by the director or officer that was material to the cause of action adjudicated.
|
•
|
Our Charter Contains Restrictions on the Ownership and Transfer of Our Stock
. In order for us to qualify as a REIT, no more than 50% of the value of outstanding shares of our stock may be owned, beneficially or constructively, by five or fewer individuals at any time during the last half of each taxable year other than the first year for which we elect to be taxed as a REIT. Subject to certain exceptions, our charter prohibits any stockholder from owning beneficially or constructively more than 9.8% in value or in number of shares, whichever is more restrictive, of the outstanding shares of our common stock, or 9.8% in value of the aggregate of the outstanding shares of all classes or series of our stock. We refer to these restrictions collectively as the “ownership limits.” The constructive ownership rules under the Code are complex and may cause the outstanding stock owned by a group of related individuals or entities to be deemed to be constructively owned by one individual or entity. As a result, the acquisition of less than 9.8% of our outstanding common stock or the outstanding shares of all classes or series of our stock by an individual or entity could cause that individual or entity or another individual or entity to own constructively in excess of the relevant ownership limits. Our charter also prohibits any person from owning shares of our stock that would result in our being “closely held” under Section 856(h) of the Code or otherwise cause us to fail to qualify as a REIT. Any attempt to own or transfer shares of our common stock or of any of our other capital stock in violation of these restrictions may result in the shares being automatically transferred to a charitable trust or may be void. These ownership limits may prevent a third-party from acquiring control of us if our board of directors does not grant an exemption from the ownership limits, even if our stockholders believe the change in control is in their best interests. Although it is under no continuing obligation to do so, our board of directors has granted some limited exemptions from the ownership limits applicable to other holders of our common stock, subject to certain initial and ongoing conditions designed to protect our status as a REIT, including, if deemed advisable, the receipt of an Internal Revenue Service (IRS) private letter ruling or an opinion of counsel.
|
•
|
Our Board of Directors Has the Power to Cause Us to Issue Additional Shares of Our Stock Without Stockholder Approval
. Our charter authorizes us to issue additional authorized but unissued shares of common or preferred stock. In addition, our board of directors may, without stockholder approval, amend our charter to increase the aggregate number of our shares of stock or the number of shares of stock of any class or series that we have authority to issue and classify or reclassify any unissued shares of common or preferred stock and set the preferences, rights and other terms of the classified or reclassified shares. As a result, our board of directors may establish a series of shares of common or preferred stock that could delay or prevent a transaction or a change in control that might involve a premium price for our shares of common stock or otherwise be in the best interests of our stockholders.
|
•
|
“business combination”
provisions that, subject to limitations, prohibit certain business combinations between an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our outstanding shares of voting stock or an affiliate or associate of the corporation who, at any time within the two-year period immediately prior to the date in question, was the beneficial owner of 10% or more of the voting power of the then outstanding stock of the corporation) or an affiliate of any interested stockholder and us for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter imposes two super-majority stockholder voting requirements on these combinations; and
|
•
|
“control share”
provisions that provide that holders of “control shares” of our company (defined as voting shares of stock that, if aggregated with all other shares of stock owned or controlled by the acquirer, would entitle the acquirer to exercise one of three increasing ranges of voting power in electing directors) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of issued and outstanding “control shares”) have no voting rights except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all of the votes entitled to be cast on the matter, excluding all interested shares.
|
Period
|
(a) Total Number of Shares of Common Stock Purchased
(1)
|
(b) Average Price Paid per Common Share
|
(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
(c) Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased
|
|||
February 1, 2018 - February 28, 2018
|
86,232
|
|
$
|
51.45
|
|
N/A
|
N/A
|
March 1, 2018 - March 31, 2018
|
19
|
|
52.88
|
|
N/A
|
N/A
|
|
April 1, 2018 - April 30, 2018
|
2,266
|
|
53.02
|
|
N/A
|
N/A
|
|
May 1, 2018 - May 31, 2018
|
2,261
|
|
54.11
|
|
N/A
|
N/A
|
|
July 1, 2018 - July 31, 2018
|
6,232
|
|
61.92
|
|
N/A
|
N/A
|
|
November 1, 2018 - November 30, 2018
|
3,472
|
|
54.63
|
|
N/A
|
N/A
|
|
|
100,482
|
|
$
|
52.30
|
|
N/A
|
N/A
|
Pricing Date
|
CONE
|
S&P 500
|
MSCI US REIT
|
|||
December 31, 2013
|
100.00
|
|
100.00
|
|
100.00
|
|
December 31, 2014
|
127.70
|
|
113.69
|
|
130.38
|
|
December 31, 2015
|
180.36
|
|
115.26
|
|
133.67
|
|
December 31, 2016
|
222.56
|
|
129.05
|
|
145.16
|
|
December 31, 2017
|
305.19
|
|
157.22
|
|
152.52
|
|
December 31, 2018
|
280.18
|
|
150.33
|
|
145.55
|
|
IN MILLIONS, except per share data
|
|
|
|
|
|
||||||||||
|
2018
|
2017
|
2016
|
2015
|
2014
|
||||||||||
Statement of Operations Data:
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
821.4
|
|
$
|
672.0
|
|
$
|
529.1
|
|
$
|
399.3
|
|
$
|
330.9
|
|
Operating expenses:
|
|
|
|
|
|
||||||||||
Property operating expenses
|
292.4
|
|
235.1
|
|
187.5
|
|
148.7
|
|
124.5
|
|
|||||
Sales and marketing
|
19.6
|
|
17.0
|
|
16.9
|
|
12.1
|
|
12.8
|
|
|||||
General and administrative
|
80.6
|
|
67.0
|
|
60.7
|
|
46.6
|
|
34.6
|
|
|||||
Depreciation and amortization
|
334.1
|
|
258.9
|
|
183.9
|
|
141.5
|
|
118.0
|
|
|||||
Transaction, acquisition, integration and other related expenses
(a)
|
5.0
|
|
11.9
|
|
4.6
|
|
18.4
|
|
1.0
|
|
|||||
Impairment losses
(b)
|
—
|
|
58.0
|
|
5.0
|
|
9.2
|
|
—
|
|
|||||
Operating income
|
89.7
|
|
24.1
|
|
70.5
|
|
22.8
|
|
40.0
|
|
|||||
Interest expense
|
(94.7
|
)
|
(68.1
|
)
|
(48.8
|
)
|
(41.2
|
)
|
(39.5
|
)
|
|||||
Unrealized gain on marketable equity investment
|
9.9
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Loss on early extinguishment of debt
(c)
|
(3.1
|
)
|
(36.5
|
)
|
—
|
|
—
|
|
(13.6
|
)
|
|||||
Income tax expense
|
(0.6
|
)
|
(3.0
|
)
|
(1.8
|
)
|
(1.8
|
)
|
(1.4
|
)
|
|||||
Income (loss) from continuing operations
|
1.2
|
|
(83.5
|
)
|
19.9
|
|
(20.2
|
)
|
(14.5
|
)
|
|||||
Noncontrolling interest in net loss
|
—
|
|
—
|
|
—
|
|
(4.8
|
)
|
(6.7
|
)
|
|||||
Net income (loss) attributed to common shareholders
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
$
|
(15.4
|
)
|
$
|
(7.8
|
)
|
Per share data:
|
|
|
|
|
|
||||||||||
Basic weighted average common shares outstanding
|
99.8
|
|
88.9
|
|
78.3
|
|
54.3
|
|
29.2
|
|
|||||
Diluted weighted average common shares outstanding
|
100.4
|
|
88.9
|
|
79.0
|
|
54.3
|
|
29.2
|
|
|||||
Basic income (loss) per common share
|
$
|
—
|
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
$
|
(0.30
|
)
|
$
|
(0.30
|
)
|
Diluted income (loss) per common share
|
$
|
—
|
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
$
|
(0.30
|
)
|
$
|
(0.30
|
)
|
Dividends declared per share
|
$
|
1.84
|
|
$
|
1.68
|
|
$
|
1.52
|
|
$
|
1.26
|
|
$
|
0.84
|
|
Balance Sheet Data (at year end):
|
|
|
|
|
|
||||||||||
Investment in real estate, net
|
$
|
4,293.0
|
|
$
|
3,058.4
|
|
$
|
2,023.1
|
|
$
|
1,392.0
|
|
$
|
1,051.4
|
|
Total assets
|
5,592.5
|
|
4,312.1
|
|
2,852.4
|
|
2,195.6
|
|
1,571.0
|
|
|||||
Debt
(d)
|
2,624.7
|
|
2,089.4
|
|
1,240.1
|
|
996.5
|
|
644.3
|
|
|||||
Capital lease obligations and lease financing arrangements
(e)
|
156.7
|
|
142.0
|
|
146.5
|
|
162.2
|
|
66.8
|
|
|||||
Noncontrolling interest/Parent net investment
(f)
|
—
|
|
—
|
|
—
|
|
—
|
|
256.2
|
|
|||||
Other Financial Data:
|
|
|
|
|
|
||||||||||
Capital expenditures
|
$
|
1,328.5
|
|
$
|
1,406.8
|
|
$
|
731.1
|
|
$
|
234.5
|
|
$
|
284.2
|
|
(a)
|
Represents legal, accounting and consulting fees incurred in connection with completed and potential business combinations, integration of acquisitions, failed transactions and costs of secondary offerings.
|
(b)
|
See Item 7 for discussion of costs incurred in 2017 and 2016. The 2015 amount represents the exit of Austin 1, a leased facility.
|
(c)
|
See Item 7 for discussion of costs incurred in 2018 and 2017. The 2014 amount represents a loss of $13.6 million associated with the repurchase of 6.375% senior notes and the write-off of deferred financing costs.
|
(d)
|
See Note 12, Debt to our audited consolidated financial statements included elsewhere in this Form 10-K for details of debt as of December 31, 2018 and 2017. As of December 31, 2016, 2015 and 2014, debt consisted of our $525 million 6.375% senior notes due 2022, revolving credit facility and term loan facility.
|
(e)
|
Lease financing arrangements represent leases of real estate where we were involved in the construction of structural improvements to develop buildings into data centers. When we bear substantially all the construction period risk, such as managing or funding construction, we are deemed to be the accounting owner of the leased property. These transactions generally do not qualify for sale-leaseback accounting due to our continued involvement in these data center operations. For these transactions, at the lease inception date, we recognize the fair value of the leased building as an asset in investment in real estate and as a liability in lease financing arrangements. See Note 13, Capital Lease Obligations and Lease Financing Arrangements to our audited consolidated financial statements.
|
(f)
|
Parent's net investment represents CBI's net investment in CyrusOne Inc., CyrusOne GP, CyrusOne LP and its subsidiaries. Prior to November 20, 2012, these entities were not separate legal entities.
|
|
Year Ended December 31, 2018
|
||
Colocation rent
|
$
|
644.6
|
|
Metered power reimbursements
|
104.0
|
|
|
Interconnection revenue
|
40.0
|
|
|
Equipment sales
|
11.9
|
|
|
Other revenue
|
20.9
|
|
|
Revenue
|
$
|
821.4
|
|
IN MILLIONS, except per share data
|
|
|
|
||||||||
For the Year Ended December 31,
|
2018
|
2017
|
$ Change
2018 vs. 2017 |
% Change
2018 vs. 2017 |
|||||||
Revenue:
|
|
|
|
|
|||||||
Colocation rent
|
$
|
644.6
|
|
$
|
539.8
|
|
$
|
104.8
|
|
19.4
|
%
|
Metered power reimbursements
|
104.0
|
|
70.2
|
|
33.8
|
|
48.1
|
%
|
|||
Interconnection revenue
|
40.0
|
|
34.1
|
|
5.9
|
|
17.3
|
%
|
|||
Equipment sales
|
11.9
|
|
7.3
|
|
4.6
|
|
63.0
|
%
|
|||
Other revenue
|
20.9
|
|
20.6
|
|
0.3
|
|
1.5
|
%
|
|||
Total revenue
|
821.4
|
|
672.0
|
|
149.4
|
|
22.2
|
%
|
|||
Operating expenses:
|
|
|
|
|
|||||||
Property operating expenses
|
292.4
|
|
235.1
|
|
57.3
|
|
24.4
|
%
|
|||
Sales and marketing
|
19.6
|
|
17.0
|
|
2.6
|
|
15.3
|
%
|
|||
General and administrative
|
80.6
|
|
67.0
|
|
13.6
|
|
20.3
|
%
|
|||
Depreciation and amortization
|
334.1
|
|
258.9
|
|
75.2
|
|
29.0
|
%
|
|||
Transaction, acquisition, integration and other related expenses
|
5.0
|
|
11.9
|
|
(6.9
|
)
|
(58.0
|
)%
|
|||
Impairment losses
|
—
|
|
58.0
|
|
(58.0
|
)
|
n/m
|
|
|||
Total operating expenses
|
731.7
|
|
647.9
|
|
83.8
|
|
12.9
|
%
|
|||
Operating income
|
89.7
|
|
24.1
|
|
65.6
|
|
n/m
|
|
|||
Interest expense
|
(94.7
|
)
|
(68.1
|
)
|
(26.6
|
)
|
39.1
|
%
|
|||
Unrealized gain (loss) on marketable equity investment
|
9.9
|
|
—
|
|
9.9
|
|
n/m
|
|
|||
Loss on early extinguishment of debt
|
(3.1
|
)
|
(36.5
|
)
|
33.4
|
|
n/m
|
|
|||
Net income (loss) before income taxes
|
1.8
|
|
(80.5
|
)
|
82.3
|
|
n/m
|
|
|||
Income tax expense
|
(0.6
|
)
|
(3.0
|
)
|
2.4
|
|
(80.0
|
)%
|
|||
Net income (loss)
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
84.7
|
|
n/m
|
|
Operating gross margin
|
10.9
|
%
|
3.6
|
%
|
|
|
|||||
Capital expenditures *:
|
|
|
|
|
|||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
$
|
462.8
|
|
$
|
492.3
|
|
$
|
(29.5
|
)
|
(6.0
|
)%
|
Investment in real estate
|
855.2
|
|
910.1
|
|
(54.9
|
)
|
(6.0
|
)%
|
|||
Recurring maintenance capital
|
10.5
|
|
4.4
|
|
6.1
|
|
n/m
|
|
|||
Total
|
$
|
1,328.5
|
|
$
|
1,406.8
|
|
$
|
(78.3
|
)
|
(5.6
|
)%
|
Metrics information:
|
|
|
|
|
|||||||
CSF*
|
3,819,000
|
|
3,267,000
|
|
552,000
|
|
17
|
%
|
|||
Leased rate*
|
88
|
%
|
83
|
%
|
|
|
|||||
Income (loss) per share - basic and diluted
|
$
|
—
|
|
$
|
(0.95
|
)
|
|
|
|||
Dividends declared per share
|
$
|
1.84
|
|
$
|
1.68
|
|
|
|
*
|
See “Key Operating Metrics” above for a definition of capital expenditures, CSF and leased rate.
|
•
|
$144.2 million increase in revenue from existing and new customers including $96.9 million in colocation rent revenue, $28.3 million in metered power rent reimbursements and $6.8 million in interconnection revenue,
|
•
|
$27.7 million increase as a result timing of acquisitions for the year ended December 31, 2018, as compared to the year ended December 31, 2017, as we benefited in 2018 from a full year of revenue related to the Sentinel acquisition completed in February 2017 and the acquisition of Zenium which closed in August 2018 (see Note 6, Acquisition and Purchase of Fixed Assets for further information regarding acquisitions), and
|
•
|
offset in part by a $23.1 million decrease as a result of the increase of 1.1 percent in churn.
|
•
|
$9.9 million increase in property operating expenses as a result of the timing of acquisitions for the year ended December 31, 2018, as compared to the year ended December 31, 2017, due to the Sentinel acquisition completed in February 2017 and the acquisition of Zenium which closed in August 2018.
|
•
|
$41.8 million increase primarily due to electricity, repairs and maintenance, and security primarily due to our increased NRSF, higher utility rates, and power usage.
|
•
|
$2.6 million increase in equipment cost of sales for the year ended December 31, 2018,
|
•
|
$5.7 million increase in personnel, property taxes and other operating expenses, primarily related to personnel supporting our additional CSF deployed and
|
•
|
offset in part by a $2.7 million decrease in rental expense due to the expiration of two leased facilities in 2018.
|
•
|
$2.9 million increase in 2018 compared to 2017 as a result of acquisitions of Sentinel and Zenium discussed previously,
|
•
|
$10.7 million increase in 2018 compared to 2017 due to increases of $6.0 million in personnel expenses and $2.3 million in legal and professional fees associated with implementing new accounting standards, new European privacy regulatory compliance and related system implementation costs, IT license support and legal fees.
|
IN MILLIONS, except per share data
|
|
|
|
|
|||||||
For the Year Ended December 31,
|
2017
|
2016
|
$ Change
2017 vs. 2016 |
% Change
2017 vs. 2016 |
|||||||
Revenue:
|
|
|
|
|
|
|
|||||
Colocation rent
|
$
|
539.8
|
|
$
|
418.7
|
|
$
|
121.1
|
|
28.9
|
%
|
Metered power reimbursements
|
70.2
|
|
53.1
|
|
17.1
|
|
32.2
|
%
|
|||
Interconnection revenue
|
34.1
|
|
29.0
|
|
5.1
|
|
17.6
|
%
|
|||
Equipment sales
|
7.3
|
|
10.1
|
|
(2.8
|
)
|
(27.7
|
)%
|
|||
Other revenue
|
20.6
|
|
18.2
|
|
2.4
|
|
13.2
|
%
|
|||
Total revenue
|
672.0
|
|
529.1
|
|
142.9
|
|
27.0
|
%
|
|||
Operating expenses:
|
|
|
|
|
|||||||
Property operating expenses
|
235.1
|
|
187.5
|
|
47.6
|
|
25.4
|
%
|
|||
Sales and marketing
|
17.0
|
|
16.9
|
|
0.1
|
|
0.6
|
%
|
|||
General and administrative
|
67.0
|
|
60.7
|
|
6.3
|
|
10.4
|
%
|
|||
Depreciation and amortization
|
258.9
|
|
183.9
|
|
75.0
|
|
40.8
|
%
|
|||
Transaction, acquisition, integration and other related expenses
|
11.9
|
|
4.6
|
|
7.3
|
|
n/m
|
|
|||
Impairment losses
|
58.0
|
|
5.0
|
|
53.0
|
|
n/m
|
|
|||
Total operating expenses
|
647.9
|
|
458.6
|
|
189.3
|
|
41.3
|
%
|
|||
Operating income
|
24.1
|
|
70.5
|
|
(46.4
|
)
|
(65.8
|
)%
|
|||
Interest expense
|
(68.1
|
)
|
(48.8
|
)
|
(19.3
|
)
|
39.5
|
%
|
|||
Loss on early extinguishment of debt
|
(36.5
|
)
|
—
|
|
(36.5
|
)
|
n/m
|
|
|||
Net income (loss) before income taxes
|
(80.5
|
)
|
21.7
|
|
(102.2
|
)
|
n/m
|
|
|||
Income tax expense
|
(3.0
|
)
|
(1.8
|
)
|
(1.2
|
)
|
66.7
|
%
|
|||
Net income (loss)
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
(103.4
|
)
|
n/m
|
|
|
Operating gross margin
|
3.6
|
%
|
13.3
|
%
|
|
|
|||||
Capital expenditures *:
|
|
|
|
|
|||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
$
|
492.3
|
|
$
|
131.1
|
|
$
|
361.2
|
|
n/m
|
|
Investment in real estate
|
910.1
|
|
594.6
|
|
315.5
|
|
53.1
|
%
|
|||
Recurring maintenance capital
|
4.4
|
|
5.4
|
|
(1.0
|
)
|
(18.5
|
)%
|
|||
Total
|
$
|
1,406.8
|
|
$
|
731.1
|
|
$
|
675.7
|
|
92.4
|
%
|
Metrics information:
|
|
|
|
|
|||||||
CSF*
|
3,267,000
|
|
2,080,000
|
|
1,187,000
|
|
57
|
%
|
|||
Leased rate*
|
83
|
%
|
85
|
%
|
|
|
|||||
Income (loss) per share - basic and diluted
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
|
|
|||
Dividends declared per share
|
$
|
1.68
|
|
$
|
1.52
|
|
|
|
*
|
See “Key Operating Metrics” above for a definition of capital expenditures, CSF and leased rate.
|
•
|
$47.4 million increase in revenue due to the purchase of CME Group's Chicago-Aurora I data center (the "Aurora Properties") in Aurora, Illinois on March 31, 2016 and the acquisition of Sentinel Properties on February 28, 2017 (together, the "2016 and 2017 Acquisitions") in the year ended December 31, 2017,
|
•
|
$17.1 million increase in metered power reimbursements, which includes $4.9 million from the 2016 and 2017 Acquisitions,
|
•
|
$2.4 million decrease in equipment sales for the year ended December 31, 2017 to $12.3 million compared to $14.7 million for the corresponding period in 2016 and
|
•
|
$85.7 million increase in revenue related to new customers and growth from existing customers, net of churn and items mentioned above for the year ended December 31, 2017.
|
|
December 31, 2018
|
December 31, 2017
|
Difference
|
||||||
Total investment in real estate, net
|
$
|
4,293.0
|
|
$
|
3,058.4
|
|
$
|
1,234.6
|
|
Equity investments
|
198.1
|
|
175.6
|
|
22.5
|
|
|||
Debt, net
|
2,624.7
|
|
2,089.4
|
|
535.3
|
|
|||
Additional paid in capital
|
2,837.4
|
|
2,125.6
|
|
711.8
|
|
|
Year Ended
|
||||||||
|
December 31,
|
||||||||
2018
|
2017
|
2016
|
|||||||
Net income (loss)
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
Real estate depreciation and amortization
(1)
|
325.5
|
|
250.6
|
|
176.5
|
|
|||
Impairment losses
(1)
|
—
|
|
58.0
|
|
5.0
|
|
|||
Funds from Operations ("FFO") - NAREIT defined
|
$
|
326.7
|
|
$
|
225.1
|
|
$
|
201.4
|
|
Loss on early extinguishment of debt
|
3.1
|
|
36.5
|
|
—
|
|
|||
Unrealized (gain) loss on marketable equity investment
|
(9.9
|
)
|
—
|
|
—
|
|
|||
New accounting standards and regulatory compliance and the related system implementation costs
|
3.0
|
|
2.4
|
|
—
|
|
|||
Amortization of tradenames
(1)
|
1.7
|
|
1.4
|
|
1.3
|
|
|||
Transaction, acquisition, integration and other related expenses
(1)
|
4.8
|
|
11.9
|
|
4.6
|
|
|||
Severance and management transition costs
|
2.3
|
|
0.5
|
|
1.9
|
|
|||
Legal claim costs
|
0.6
|
|
1.1
|
|
1.0
|
|
|||
Normalized Funds from Operations ("Normalized FFO")
|
$
|
332.3
|
|
$
|
278.9
|
|
$
|
210.2
|
|
|
Year Ended
|
||||||||
|
December 31,
|
||||||||
2018
|
2017
|
2016
|
|||||||
Net Income (Loss)
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
Sales and marketing expenses
|
19.6
|
|
17.0
|
|
16.9
|
|
|||
General and administrative expenses
|
80.6
|
|
67.0
|
|
60.7
|
|
|||
Depreciation and amortization expenses
|
334.1
|
|
258.9
|
|
183.9
|
|
|||
Transaction, acquisition, integration and other related expenses
|
5.0
|
|
11.9
|
|
4.6
|
|
|||
Impairment losses
|
—
|
|
58.0
|
|
5.0
|
|
|||
Interest expense
|
94.7
|
|
68.1
|
|
48.8
|
|
|||
Unrealized (gain) loss on marketable equity investment
|
(9.9
|
)
|
—
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
3.1
|
|
36.5
|
|
—
|
|
|||
Income tax expense
|
0.6
|
|
3.0
|
|
1.8
|
|
|||
Net Operating Income
|
$
|
529.0
|
|
$
|
436.9
|
|
$
|
341.6
|
|
IN MILLIONS
|
|
|
|
||||||
For the year ended December 31,
|
2018
|
2017
|
2016
|
||||||
Cash provided by operations
|
$
|
309.3
|
|
$
|
289.5
|
|
$
|
180.6
|
|
Cash used in investing activities
|
(1,341.1
|
)
|
(1,506.8
|
)
|
(731.1
|
)
|
|||
Cash provided by financing activities
|
944.7
|
|
1,354.6
|
|
549.3
|
|
IN MILLIONS
|
Total
|
< 1 Year
|
1-3 Years
|
3-5 years
|
Thereafter
|
||||||||||
2024 Notes
(1)
|
$
|
700.0
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
700.0
|
|
2027 Notes
(1)
|
500.0
|
|
—
|
|
—
|
|
—
|
|
500.0
|
|
|||||
Term loans
(1)
|
1,443.0
|
|
—
|
|
—
|
|
1,143.0
|
|
300.0
|
|
|||||
Capital lease obligations
|
33.4
|
|
2.7
|
|
5.7
|
|
3.0
|
|
22.0
|
|
|||||
Interest payments on senior notes, credit agreement, capital leases and lease financing arrangements
(2)
|
732.3
|
|
129.1
|
|
255.3
|
|
217.1
|
|
130.8
|
|
|||||
Non-cancellable operating leases
|
64.2
|
|
5.0
|
|
8.6
|
|
7.2
|
|
43.4
|
|
|||||
Construction commitments and purchase obligations
(3)
|
327.3
|
|
322.1
|
|
5.2
|
|
—
|
|
—
|
|
|||||
Lease financing arrangements and other liabilities
(4)
|
123.5
|
|
7.9
|
|
26.7
|
|
12.1
|
|
76.8
|
|
|||||
Total
(5)
|
$
|
3,923.7
|
|
$
|
466.8
|
|
$
|
301.5
|
|
$
|
1,382.4
|
|
$
|
1,773.0
|
|
(1)
|
Represents the principal portion of the 2024 Notes, 2027 Notes and Term Loans.
|
(2)
|
Includes contractual interest payments on the 2024 Notes, 2027 Notes, $3.0 Billion Credit Facility, Term Loans, capital leases and lease financing arrangements assuming no early payment of debt in future periods and the exercise of the one-year extension option on the Revolving Credit Facility.
|
(3)
|
We have issued purchase orders for construction related activities. CyrusOne has non-cancellable purchase commitments related to certain services and contracts related to construction of data center facilities and equipment. These agreements range from
one
to
two years
and provide for payments for early termination or require minimum payments for the remaining term.
|
(4)
|
Represents lease financing arrangements of
$123.3 million
for leased data centers where we are deemed the accounting owner, and asset retirement obligations of
$0.2 million
.
|
(5)
|
Employment contracts have been excluded from this table for the Company's named executive officers as the Company's definitive proxy statement and other filings with the SEC contain more information with respect to those agreements. All other employees are subject to at-will employment.
|
|
2.0%
|
|
1.5%
|
|
1.0%
|
|
0.5%
|
||||||||
Variable rate credit facilities expense
|
$
|
(28.9
|
)
|
|
$
|
(21.6
|
)
|
|
$
|
(14.4
|
)
|
|
$
|
(7.2
|
)
|
IN MILLIONS
|
2019
|
2020
|
2021
|
2022
|
2023
|
Thereafter
|
Total Carrying
Value |
Total Fair
Value |
||||||||||||
Fixed-rate debt (2024 Notes)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
705.5
|
|
$
|
705.5
|
|
$
|
684.1
|
|
|
Average interest rate on fixed-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
5.000
|
%
|
|
|
||||||
Fixed-rate debt (2027 Notes)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
509.1
|
|
$
|
509.1
|
|
$
|
488.0
|
|
|
Average interest rate on fixed-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
5.375
|
%
|
|
|
||||||
Variable-rate debt (2023 Term Loan)
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
1,000.0
|
|
—
|
|
$
|
1,000.0
|
|
$
|
1,000.0
|
|
|
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
3.920
|
%
|
—
|
|
|
|
||||||
Variable-rate debt (2025 Term Loan)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
300.0
|
|
$
|
300.0
|
|
$
|
300.0
|
|
|
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
4.230
|
%
|
|
|
||||||
Euro loan (2023 Revolving Credit Facility)
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
143.0
|
|
$
|
—
|
|
$
|
143.0
|
|
$
|
143.0
|
|
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
1.450
|
%
|
—
|
|
|
|
INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS
|
Page No.
|
Consolidated Financial Statements of CyrusOne Inc.
|
|
IN MILLIONS, except share and per share amounts
|
|
|
||||
As of December 31,
|
2018
|
2017
|
||||
Assets
|
|
|
||||
Investment in real estate:
|
|
|
||||
Land
|
$
|
118.5
|
|
$
|
104.6
|
|
Buildings and improvements
|
1,677.5
|
|
1,371.4
|
|
||
Equipment
|
2,630.2
|
|
1,813.9
|
|
||
Gross operating real estate
|
4,426.2
|
|
3,289.9
|
|
||
Less accumulated depreciation
|
(1,054.5
|
)
|
(782.4
|
)
|
||
Net operating real estate
|
3,371.7
|
|
2,507.5
|
|
||
Construction in progress, including land under development
|
744.9
|
|
487.1
|
|
||
Land held for future development
|
176.4
|
|
63.8
|
|
||
Total investment in real estate, net
|
4,293.0
|
|
3,058.4
|
|
||
Cash and cash equivalents
|
64.4
|
|
151.9
|
|
||
Rent and other receivables
(net of allowance for doubtful accounts of $1.7 and $2.1 as of December 31, 2018 and December 31, 2017, respectively)
|
106.2
|
|
87.2
|
|
||
Equity investments
|
198.1
|
|
175.6
|
|
||
Goodwill
|
455.1
|
|
455.1
|
|
||
Intangible assets
(net of accumulated amortization of $166.9 and $136.1 as of December 31, 2018 and December 31, 2017, respectively)
|
235.7
|
|
203.0
|
|
||
Other assets
|
240.0
|
|
180.9
|
|
||
Total assets
|
$
|
5,592.5
|
|
$
|
4,312.1
|
|
Liabilities and equity
|
|
|
||||
Debt, net
|
$
|
2,624.7
|
|
$
|
2,089.4
|
|
Capital lease obligations and lease financing arrangements
|
156.7
|
|
142.0
|
|
||
Construction costs payable
|
195.3
|
|
115.5
|
|
||
Accounts payable and accrued expenses
|
121.3
|
|
97.9
|
|
||
Dividends payable
|
51.0
|
|
41.8
|
|
||
Deferred revenue and prepaid rents
|
148.6
|
|
111.6
|
|
||
Deferred tax liability
|
68.9
|
|
—
|
|
||
Total liabilities
|
3,366.5
|
|
2,598.2
|
|
||
Commitment and contingencies
|
|
|
||||
Stockholders' equity
|
|
|
||||
Preferred stock, $.01 par value, 100,000,000 authorized; no shares issued or outstanding
|
—
|
|
—
|
|
||
Common stock, $.01 par value, 500,000,000 shares authorized and 108,329,314 and 96,137,874 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively
|
1.1
|
|
1.0
|
|
||
Additional paid in capital
|
2,837.4
|
|
2,125.6
|
|
||
Accumulated deficit
|
(600.2
|
)
|
(486.9
|
)
|
||
Accumulated other comprehensive income (loss)
|
(12.3
|
)
|
74.2
|
|
||
Total stockholders’ equity
|
2,226.0
|
|
1,713.9
|
|
||
Total liabilities and equity
|
$
|
5,592.5
|
|
$
|
4,312.1
|
|
IN MILLIONS, except per share data
|
|
|
|
||||||
For the Year Ended December 31,
|
2018
|
2017
|
2016
|
||||||
Revenue
|
$
|
821.4
|
|
$
|
672.0
|
|
$
|
529.1
|
|
Operating expenses:
|
|
|
|
||||||
Property operating expenses
|
292.4
|
|
235.1
|
|
187.5
|
|
|||
Sales and marketing
|
19.6
|
|
17.0
|
|
16.9
|
|
|||
General and administrative
|
80.6
|
|
67.0
|
|
60.7
|
|
|||
Depreciation and amortization
|
334.1
|
|
258.9
|
|
183.9
|
|
|||
Transaction, acquisition, integration and other related expenses
|
5.0
|
|
11.9
|
|
4.6
|
|
|||
Impairment losses
|
—
|
|
58.0
|
|
5.0
|
|
|||
Total operating expenses
|
731.7
|
|
647.9
|
|
458.6
|
|
|||
Operating income
|
89.7
|
|
24.1
|
|
70.5
|
|
|||
Interest expense
|
(94.7
|
)
|
(68.1
|
)
|
(48.8
|
)
|
|||
Unrealized gain on marketable equity investment
|
9.9
|
|
—
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
(3.1
|
)
|
(36.5
|
)
|
—
|
|
|||
Net income (loss) before income taxes
|
1.8
|
|
(80.5
|
)
|
21.7
|
|
|||
Income tax expense
|
(0.6
|
)
|
(3.0
|
)
|
(1.8
|
)
|
|||
Net income (loss)
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
Weighted average number of common shares outstanding - basic
|
99.8
|
|
88.9
|
|
78.3
|
|
|||
Weighted average number of common shares outstanding - diluted
|
100.4
|
|
88.9
|
|
79.0
|
|
|||
Income (loss) per share - basic
|
$
|
—
|
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
Income (loss) per share - diluted
|
$
|
—
|
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
IN MILLIONS
|
|
|
|
||||||
For the Year Ended December 31,
|
2018
|
2017
|
2016
|
||||||
Net income (loss)
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
Other comprehensive income (loss):
|
|
|
|
||||||
Foreign currency translation adjustment
|
(10.9
|
)
|
(0.1
|
)
|
(0.9
|
)
|
|||
Unrealized gain on equity investment
|
—
|
|
75.6
|
|
—
|
|
|||
Comprehensive income (loss)
|
$
|
(9.7
|
)
|
$
|
(8.0
|
)
|
$
|
19.0
|
|
IN MILLIONS
|
Shares of common stock outstanding
|
Common Stock
|
Additional
Paid-In
Capital
|
Accumulated Deficit
|
Accumulated Other Comprehensive Income (Loss)
|
Total Stockholders' Equity
|
|||||||||||
Balance as of January 1, 2016
|
72.6
|
|
$
|
0.7
|
|
$
|
967.2
|
|
$
|
(145.9
|
)
|
$
|
(0.4
|
)
|
$
|
821.6
|
|
Net income
|
—
|
|
—
|
|
—
|
|
19.9
|
|
—
|
|
19.9
|
|
|||||
Stock-based compensation expense
|
0.6
|
|
—
|
|
12.3
|
|
—
|
|
—
|
|
12.3
|
|
|||||
Tax payment upon exercise of equity awards
|
(0.5
|
)
|
—
|
|
(14.2
|
)
|
—
|
|
—
|
|
(14.2
|
)
|
|||||
Issuance of common stock
|
10.8
|
|
0.1
|
|
447.0
|
|
—
|
|
—
|
|
447.1
|
|
|||||
Foreign currency translation adjustments
|
—
|
|
—
|
|
—
|
|
—
|
|
(0.9
|
)
|
(0.9
|
)
|
|||||
Dividends declared, $1.52 per share
|
—
|
|
—
|
|
—
|
|
(123.8
|
)
|
—
|
|
(123.8
|
)
|
|||||
Balance as of December 31, 2016
|
83.5
|
|
$
|
0.8
|
|
$
|
1,412.3
|
|
$
|
(249.8
|
)
|
$
|
(1.3
|
)
|
$
|
1,162.0
|
|
Net loss
|
—
|
|
—
|
|
—
|
|
(83.5
|
)
|
—
|
|
(83.5
|
)
|
|||||
Stock-based compensation expense
|
(0.1
|
)
|
—
|
|
14.7
|
|
—
|
|
—
|
|
14.7
|
|
|||||
Tax payment upon exercise of equity awards
|
(0.1
|
)
|
—
|
|
(6.9
|
)
|
—
|
|
—
|
|
(6.9
|
)
|
|||||
Issuance of common stock
|
12.8
|
|
0.2
|
|
705.5
|
|
—
|
|
—
|
|
705.7
|
|
|||||
Foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
—
|
|
(0.1
|
)
|
(0.1
|
)
|
|||||
Unrealized gain on equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
75.6
|
|
75.6
|
|
|||||
Dividends declared, $1.68 per share
|
—
|
|
—
|
|
—
|
|
(153.6
|
)
|
—
|
|
(153.6
|
)
|
|||||
Balance as of December 31, 2017
|
96.1
|
|
$
|
1.0
|
|
$
|
2,125.6
|
|
$
|
(486.9
|
)
|
$
|
74.2
|
|
$
|
1,713.9
|
|
Adoption of accounting standards:
|
|
|
|
|
|
|
|||||||||||
Revenue recognition, cumulative modified retrospective
|
—
|
|
—
|
|
—
|
|
0.3
|
|
—
|
|
0.3
|
|
|||||
Financial instruments (equity investment), cumulative adjustment
|
—
|
|
—
|
|
—
|
|
75.6
|
|
(75.6
|
)
|
—
|
|
|||||
Issuance of common stock, net
|
12.3
|
|
0.1
|
|
699.5
|
|
—
|
|
—
|
|
699.6
|
|
|||||
Net income
|
—
|
|
—
|
|
—
|
|
1.2
|
|
—
|
|
1.2
|
|
|||||
Stock-based compensation expense
|
—
|
|
—
|
|
17.5
|
|
—
|
|
—
|
|
17.5
|
|
|||||
Tax payment upon exercise of equity awards
|
(0.1
|
)
|
—
|
|
(5.2
|
)
|
—
|
|
—
|
|
(5.2
|
)
|
|||||
Foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
—
|
|
(10.9
|
)
|
(10.9
|
)
|
|||||
Dividends declared, $1.84 per share
|
—
|
|
—
|
|
—
|
|
(190.4
|
)
|
—
|
|
(190.4
|
)
|
|||||
Balance at December 31, 2018
|
108.3
|
|
$
|
1.1
|
|
$
|
2,837.4
|
|
$
|
(600.2
|
)
|
$
|
(12.3
|
)
|
$
|
2,226.0
|
|
IN MILLIONS
|
|
||||||||
For the Year Ended December 31,
|
2018
|
2017
|
2016
|
||||||
Cash flows from operating activities:
|
|
|
|
||||||
Net income (loss)
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
Adjustments to reconcile net income (loss)to net cash provided by operating activities:
|
|
|
|
||||||
Depreciation and amortization
|
334.1
|
|
258.9
|
|
183.9
|
|
|||
Provision for bad debt expense
|
2.6
|
|
0.2
|
|
1.6
|
|
|||
Impairment losses
|
—
|
|
58.0
|
|
5.0
|
|
|||
Unrealized gain on marketable equity investment
|
(9.9
|
)
|
—
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
3.1
|
|
36.5
|
|
—
|
|
|||
Interest expense amortization, net
|
4.0
|
|
4.2
|
|
4.9
|
|
|||
Stock-based compensation expense
|
17.5
|
|
14.7
|
|
12.3
|
|
|||
Other
|
(0.6
|
)
|
1.5
|
|
0.3
|
|
|||
Change in operating assets and liabilities:
|
|
|
|
||||||
Rent and other receivables, net and other assets
|
(80.2
|
)
|
(64.3
|
)
|
(51.7
|
)
|
|||
Accounts payable and accrued expenses
|
3.0
|
|
29.3
|
|
6.9
|
|
|||
Deferred revenue and prepaid rents
|
34.5
|
|
34.0
|
|
(2.5
|
)
|
|||
Net cash provided by operating activities
|
309.3
|
|
289.5
|
|
180.6
|
|
|||
Cash flows from investing activities:
|
|
|
|
||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
(462.8
|
)
|
(492.3
|
)
|
(131.1
|
)
|
|||
Investment in real estate
|
(865.7
|
)
|
(914.5
|
)
|
(600.0
|
)
|
|||
Equity investments
|
(12.6
|
)
|
(100.0
|
)
|
—
|
|
|||
Net cash used in investing activities
|
(1,341.1
|
)
|
(1,506.8
|
)
|
(731.1
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
||||||
Issuance of common stock, net
|
699.6
|
|
705.7
|
|
447.1
|
|
|||
Dividends paid
|
(181.1
|
)
|
(145.7
|
)
|
(114.3
|
)
|
|||
Proceeds from debt, net
|
1,988.3
|
|
2,558.4
|
|
701.3
|
|
|||
Payments on debt
|
(1,547.4
|
)
|
(1,749.8
|
)
|
(461.5
|
)
|
|||
Payments on capital lease obligations and lease financing arrangements
|
(9.5
|
)
|
(9.8
|
)
|
(9.1
|
)
|
|||
Interest paid by lenders on issuance of the senior notes
|
—
|
|
2.7
|
|
—
|
|
|||
Tax payment upon exercise of equity awards
|
(5.2
|
)
|
(6.9
|
)
|
(14.2
|
)
|
|||
Net cash provided by financing activities
|
944.7
|
|
1,354.6
|
|
549.3
|
|
|||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
(0.4
|
)
|
—
|
|
—
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
(87.5
|
)
|
137.3
|
|
(1.2
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
151.9
|
|
14.6
|
|
15.8
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
$
|
64.4
|
|
$
|
151.9
|
|
$
|
14.6
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
||||||
Cash paid for interest, including amounts capitalized of $24.4 million, $17.0 million and $10.6 million in 2018, 2017 and 2016, respectively
|
$
|
115.4
|
|
$
|
68.8
|
|
$
|
55.0
|
|
Cash paid for income taxes
|
3.4
|
|
2.2
|
|
1.2
|
|
|||
Non-cash investing and financing activities:
|
|
|
|
||||||
Construction costs and other payables
|
195.3
|
|
115.5
|
|
132.7
|
|
|||
Dividends payable
|
51.0
|
|
41.8
|
|
33.9
|
|
|||
Debt assumed in asset acquisition
|
86.3
|
|
—
|
|
—
|
|
|||
Capital lease obligation assumed
|
25.0
|
|
2.2
|
|
—
|
|
•
|
Land related to construction in progress (
$8.7 million
) and land held for future development (
$63.8 million
) were previously included in investment in real estate - land (
$72.5 million
).
|
•
|
Notes receivable and long-term installment contracts are classified within other assets. These items were previously included in rent and other receivables (
$3.3 million
).
|
•
|
Construction costs payable are classified in a separate liability and were previously included in accounts payable and accrued expenses (
$115.5 million
).
|
•
|
Dividends payable are classified in a separate liability and were previously included in accounts payable and accrued expenses (
$41.8 million
).
|
•
|
Lease finance arrangements are classified in capital lease obligations and lease financing arrangements. These items were previously included in a separate line for lease finance arrangements (
$131.9 million
).
|
•
|
Equity investment is classified in a separate asset account and was previously included in other assets (
$175.6 million
).
|
•
|
The cash flow effect of the change in interest accrual is classified within accounts payable and accrued expenses. These items were previously combined with non-cash interest expense, net in the comparable prior year period (
$12.3 million
).
|
•
|
Debt issuance and debt extinguishment costs are classified within proceeds from debt, net. These items were previously included in separate lines, debt issuance costs (
$19.0 million
) and payment of debt extinguishment costs (
$30.4 million
), in the comparable prior year period.
|
•
|
The cash flow effect of the change in interest accrual is classified within accounts payable and accrued expenses. These items were previously combined with non-cash interest expense, net in the comparable prior year period (
$1.3 million
).
|
•
|
Debt issuance costs are classified within proceeds from debt, net. This item was previously included in a separate line, debt issuance costs (
$8.7 million
) in the comparable prior year period.
|
•
|
The note payment is classified within payments on debt. This item was previously included in a separate line, payment of note payable (
$8.7 million
) in the comparable prior year period.
|
|
Year Ended December 31, 2018
|
Year Ended December 31, 2017
|
||||
Colocation rent
|
$
|
644.6
|
|
$
|
539.8
|
|
Metered power
|
104.0
|
|
70.2
|
|
||
Interconnection revenue
|
40.0
|
|
34.1
|
|
||
Equipment sales
|
11.9
|
|
7.3
|
|
||
Other revenue
|
20.9
|
|
20.6
|
|
||
Revenue
|
$
|
821.4
|
|
$
|
672.0
|
|
IN MILLIONS
|
|
|
||
Investment in real estate
|
|
$
|
597.3
|
|
Cash and cash equivalents
|
|
12.7
|
|
|
Rent and other receivables
|
|
9.0
|
|
|
Intangible assets:
|
|
|
||
Trade name
|
|
1.8
|
|
|
Leasehold interest
|
|
1.7
|
|
|
In-place leases
|
|
61.5
|
|
|
Other assets
|
|
1.1
|
|
|
|
|
|
||
Accounts payable
|
|
(22.3
|
)
|
|
Deferred revenue
|
|
(3.3
|
)
|
|
Capital lease obligations
|
|
(25.0
|
)
|
|
Deferred tax liability
|
|
(72.7
|
)
|
|
Debt
|
|
(86.3
|
)
|
|
Net assets acquired attributable to CyrusOne Inc.
|
|
475.5
|
|
|
Cash acquired
|
|
(12.7
|
)
|
|
Net cash paid at acquisition
|
|
$
|
462.8
|
|
IN MILLIONS
|
|
|
||
Investment in real estate
|
|
$
|
420.3
|
|
Cash and cash equivalents
|
|
3.2
|
|
|
Intangible assets:
|
|
|
||
Above/Below market leases
|
|
2.3
|
|
|
In-place leases
|
|
75.8
|
|
|
Other assets
|
|
2.4
|
|
|
|
|
|
||
Accounts payable
|
|
(5.4
|
)
|
|
Deferred revenue
|
|
(0.9
|
)
|
|
Capital lease obligation
|
|
(2.2
|
)
|
|
Net assets acquired attributable to CyrusOne Inc.
|
|
495.5
|
|
|
Cash acquired
|
|
(3.2
|
)
|
|
Net cash paid at acquisition
|
|
$
|
492.3
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||||||||||
|
Investment in Real Estate
|
Intangibles
|
|
Investment in Real Estate
|
Intangibles
|
||||||||||||||||||||||||||
|
Buildings and Improvements
|
Equipment
|
Customer Relationships
|
In Place Leases
|
Other Contractual
|
|
Buildings and Improvements
|
Equipment
|
Customer Relationships
|
In Place Leases
|
Other Contractual
|
||||||||||||||||||||
Cost
|
$
|
1,677.5
|
|
$
|
2,630.2
|
|
$
|
247.1
|
|
$
|
136.0
|
|
19.5
|
|
|
$
|
1,371.4
|
|
$
|
1,813.9
|
|
$
|
247.1
|
|
$
|
75.9
|
|
$
|
16.1
|
|
|
Less: accumulated depreciation and amortization
|
(481.8
|
)
|
(572.7
|
)
|
(137.9
|
)
|
(21.1
|
)
|
(7.9
|
)
|
|
(418.2
|
)
|
(364.2
|
)
|
(123.0
|
)
|
(7.1
|
)
|
(6.0
|
)
|
||||||||||
Net
|
$
|
1,195.7
|
|
$
|
2,057.5
|
|
$
|
109.2
|
|
$
|
114.9
|
|
$
|
11.6
|
|
|
$
|
953.2
|
|
$
|
1,449.7
|
|
$
|
124.1
|
|
$
|
68.8
|
|
$
|
10.1
|
|
IN MILLIONS
|
|
|
|
|
|
|
||||||||||||
As of December 31,
|
2018
|
2017
|
||||||||||||||||
|
Land
|
Building and
Improvements |
Equipment
|
Land
|
Building and
Improvements |
Equipment
|
||||||||||||
Dallas - Carrollton
|
$
|
16.1
|
|
$
|
62.2
|
|
$
|
272.5
|
|
$
|
16.1
|
|
$
|
61.8
|
|
$
|
210.7
|
|
Houston - Houston West I
|
1.4
|
|
85.2
|
|
51.1
|
|
1.4
|
|
85.2
|
|
49.8
|
|
||||||
Northern Virginia - Sterling II
|
—
|
|
28.8
|
|
112.4
|
|
—
|
|
28.8
|
|
112.3
|
|
||||||
San Antonio III
|
—
|
|
40.2
|
|
99.0
|
|
—
|
|
40.3
|
|
96.8
|
|
||||||
Cincinnati - 7th Street
|
0.9
|
|
114.1
|
|
37.4
|
|
0.9
|
|
110.6
|
|
33.1
|
|
||||||
Northern Virginia - Sterling V
|
14.5
|
|
80.8
|
|
295.8
|
|
14.5
|
|
35.7
|
|
108.8
|
|
||||||
Somerset I
|
12.1
|
|
125.8
|
|
91.0
|
|
9.3
|
|
124.8
|
|
83.7
|
|
||||||
Dallas - Lewisville
|
—
|
|
76.8
|
|
39.6
|
|
—
|
|
76.7
|
|
37.4
|
|
||||||
Totowa - Madison
|
—
|
|
28.5
|
|
57.7
|
|
—
|
|
28.5
|
|
55.1
|
|
||||||
Chicago - Aurora I
|
2.4
|
|
32.4
|
|
132.9
|
|
2.4
|
|
32.4
|
|
125.0
|
|
||||||
Cincinnati - North Cincinnati
|
0.9
|
|
77.9
|
|
12.4
|
|
0.9
|
|
77.4
|
|
9.9
|
|
||||||
Phoenix - Chandler II
|
—
|
|
16.2
|
|
39.4
|
|
—
|
|
16.2
|
|
38.9
|
|
||||||
Wappingers Falls I
|
—
|
|
11.3
|
|
22.0
|
|
—
|
|
11.3
|
|
18.0
|
|
||||||
San Antonio I
|
4.6
|
|
31.7
|
|
35.3
|
|
4.6
|
|
31.7
|
|
34.8
|
|
||||||
Houston - Houston West II
|
2.7
|
|
22.9
|
|
50.9
|
|
2.7
|
|
22.8
|
|
50.1
|
|
||||||
Phoenix - Chandler I
|
10.5
|
|
58.3
|
|
68.7
|
|
10.5
|
|
58.2
|
|
65.9
|
|
||||||
Phoenix - Chandler III
|
—
|
|
11.4
|
|
50.8
|
|
—
|
|
11.4
|
|
50.0
|
|
||||||
Northern Virginia - Sterling I
|
6.9
|
|
20.2
|
|
60.4
|
|
7.0
|
|
20.0
|
|
59.4
|
|
||||||
Raleigh-Durham I
|
2.1
|
|
79.8
|
|
75.4
|
|
2.1
|
|
78.0
|
|
76.0
|
|
||||||
Houston - Galleria
|
—
|
|
71.0
|
|
20.2
|
|
—
|
|
68.6
|
|
17.6
|
|
||||||
Phoenix - Chandler VI
|
2.4
|
|
23.3
|
|
100.3
|
|
2.4
|
|
15.7
|
|
49.2
|
|
||||||
Northern Virginia - Sterling III
|
—
|
|
22.2
|
|
61.3
|
|
—
|
|
22.2
|
|
61.3
|
|
||||||
Frankfurt I
|
11.2
|
|
125.5
|
|
178.8
|
|
—
|
|
—
|
|
—
|
|
||||||
Austin II
|
2.0
|
|
23.4
|
|
8.7
|
|
2.0
|
|
23.4
|
|
7.2
|
|
||||||
San Antonio II
|
7.0
|
|
30.3
|
|
60.8
|
|
7.0
|
|
29.0
|
|
60.4
|
|
||||||
Florence
|
2.2
|
|
42.0
|
|
8.4
|
|
2.2
|
|
42.0
|
|
5.3
|
|
||||||
Austin III
|
3.3
|
|
11.7
|
|
47.0
|
|
3.3
|
|
10.6
|
|
33.9
|
|
||||||
Phoenix - Chandler IV
|
—
|
|
18.4
|
|
43.3
|
|
—
|
|
18.3
|
|
40.9
|
|
||||||
San Antonio IV
|
—
|
|
42.1
|
|
48.2
|
|
—
|
|
—
|
|
17.9
|
|
||||||
Cincinnati - Hamilton
|
—
|
|
43.7
|
|
7.9
|
|
—
|
|
50.2
|
|
6.0
|
|
||||||
Northern Virginia - Sterling IV
|
4.6
|
|
20.0
|
|
76.0
|
|
4.6
|
|
20.0
|
|
73.7
|
|
||||||
Phoenix - Chandler V
|
—
|
|
10.7
|
|
53.4
|
|
—
|
|
5.9
|
|
20.5
|
|
||||||
London II
|
—
|
|
25.2
|
|
74.8
|
|
—
|
|
—
|
|
—
|
|
||||||
London I
|
—
|
|
34.1
|
|
26.3
|
|
—
|
|
—
|
|
—
|
|
||||||
London - Great Bridgewater
|
—
|
|
26.8
|
|
1.2
|
|
—
|
|
28.4
|
|
1.1
|
|
||||||
Cincinnati - Mason
|
—
|
|
20.3
|
|
1.7
|
|
—
|
|
20.3
|
|
1.6
|
|
||||||
Stamford - Riverbend
|
—
|
|
2.9
|
|
7.8
|
|
—
|
|
2.9
|
|
6.9
|
|
||||||
Houston - Houston West III
|
7.2
|
|
18.0
|
|
31.4
|
|
7.2
|
|
17.9
|
|
30.7
|
|
||||||
Norwalk I*
|
—
|
|
13.6
|
|
10.1
|
|
—
|
|
13.5
|
|
9.4
|
|
||||||
Chicago - Lombard
|
0.7
|
|
4.7
|
|
8.1
|
|
0.7
|
|
4.7
|
|
7.7
|
|
||||||
Stamford - Omega*
|
—
|
|
2.6
|
|
0.7
|
|
—
|
|
2.6
|
|
0.7
|
|
||||||
Cincinnati - Blue Ash
|
—
|
|
0.7
|
|
0.2
|
|
—
|
|
0.7
|
|
0.2
|
|
||||||
Totowa - Commerce
|
—
|
|
4.1
|
|
1.7
|
|
—
|
|
4.1
|
|
1.6
|
|
||||||
South Bend - Crescent
|
—
|
|
1.7
|
|
0.2
|
|
—
|
|
1.7
|
|
0.1
|
|
IN MILLIONS
|
|
|
|
|
|
|
||||||||||||
As of December 31,
|
2018
|
2017
|
||||||||||||||||
|
Land
|
Building and
Improvements |
Equipment
|
Land
|
Building and
Improvements |
Equipment
|
||||||||||||
South Bend - Monroe
|
—
|
|
2.5
|
|
0.4
|
|
—
|
|
2.5
|
|
0.3
|
|
||||||
Chicago - Aurora II
|
2.6
|
|
22.6
|
|
68.6
|
|
2.6
|
|
8.3
|
|
42.9
|
|
||||||
Chicago - Aurora Tower
|
—
|
|
4.9
|
|
0.4
|
|
—
|
|
—
|
|
—
|
|
||||||
Dallas - Midway
|
—
|
|
—
|
|
—
|
|
—
|
|
2.0
|
|
0.4
|
|
||||||
Dallas - Marsh
|
—
|
|
—
|
|
—
|
|
—
|
|
0.1
|
|
0.6
|
|
||||||
Cincinnati - Goldcoast
|
0.2
|
|
4.0
|
|
0.1
|
|
0.2
|
|
4.0
|
|
0.1
|
|
||||||
Northern Virginia - Sterling VI
|
—
|
|
—
|
|
77.5
|
|
—
|
|
—
|
|
—
|
|
||||||
Total
|
$
|
118.5
|
|
$
|
1,677.5
|
|
$
|
2,630.2
|
|
$
|
104.6
|
|
$
|
1,371.4
|
|
$
|
1,813.9
|
|
|
|
|
|
|
|
|
||||||||||||
Land held for future development
|
$
|
176.4
|
|
$
|
—
|
|
$
|
—
|
|
$
|
63.8
|
|
$
|
—
|
|
$
|
—
|
|
IN MILLIONS
|
|
|
||||
For the year ended December 31,
|
2018
|
2017
|
||||
Note 1
|
$
|
1.4
|
|
$
|
1.8
|
|
Note 2
|
0.3
|
|
0.6
|
|
||
Note 3
|
—
|
|
0.5
|
|
||
Note 4
|
0.3
|
|
0.4
|
|
||
Note 5
|
0.1
|
|
—
|
|
||
Total
|
$
|
2.1
|
|
$
|
3.3
|
|
IN MILLIONS
|
|
|
|
|
|
|
|
||||||||||||
For the year ended December 31,
|
|
2018
|
2017
|
||||||||||||||||
|
Weighted-
Average Remaining Life (in years) |
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Total
|
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Total
|
||||||||||||
Customer relationships
|
11
|
$
|
247.1
|
|
$
|
(137.9
|
)
|
$
|
109.2
|
|
$
|
247.1
|
|
$
|
(123.0
|
)
|
$
|
124.1
|
|
Trademark/tradename
|
6
|
11.5
|
|
(6.7
|
)
|
4.8
|
|
9.7
|
|
(5.3
|
)
|
4.4
|
|
||||||
Favorable leasehold interest
|
36
|
5.7
|
|
(0.7
|
)
|
5.0
|
|
4.1
|
|
(0.5
|
)
|
3.6
|
|
||||||
In place customer leases
|
6
|
136.0
|
|
(21.1
|
)
|
114.9
|
|
75.9
|
|
(7.1
|
)
|
68.8
|
|
||||||
Above and below market leases
|
7
|
2.3
|
|
(0.5
|
)
|
1.8
|
|
2.3
|
|
(0.2
|
)
|
2.1
|
|
||||||
Total
|
|
$
|
402.6
|
|
$
|
(166.9
|
)
|
$
|
235.7
|
|
$
|
339.1
|
|
$
|
(136.1
|
)
|
$
|
203.0
|
|
IN MILLIONS
|
Total
|
||
2019
|
$
|
40.2
|
|
2020
|
39.0
|
|
|
2021
|
31.8
|
|
|
2022
|
28.5
|
|
|
2023
|
20.7
|
|
|
Thereafter
|
75.5
|
|
|
Total
|
$
|
235.7
|
|
|
December 31, 2018
|
December 31, 2017
|
||||
Straight line receivables, net
|
$
|
128.7
|
|
$
|
100.0
|
|
Deferred leasing and other contract costs
|
43.6
|
|
33.7
|
|
||
Prepaid expenses
|
26.4
|
|
20.0
|
|
||
Non-real estate assets, net
|
18.4
|
|
16.7
|
|
||
Other
|
22.9
|
|
10.5
|
|
||
Total
|
$
|
240.0
|
|
$
|
180.9
|
|
|
December 31, 2018
|
December 31, 2017
|
Interest Rate
(a)
|
Maturity Date
|
||||||
$3.0 Billion Credit Facility:
|
|
|
|
|
||||||
$1.7 Billion Revolving Credit Facility
|
$
|
143.0
|
|
$
|
—
|
|
Monthly EURIBOR + 1.45%
|
March 2022
(b)
|
||
2023 Term Loan
|
1,000.0
|
|
—
|
|
Monthly LIBOR + 1.40%
|
March 2023
|
||||
2025 Term Loan
|
300.0
|
|
—
|
|
Monthly LIBOR + 1.70%
|
March 2025
|
||||
$2.0 Billion Credit Facility:
|
|
|
|
|
||||||
$1.1 Billion Revolving Credit Facility
|
—
|
|
—
|
|
Monthly LIBOR + 1.55%
|
N/A
|
||||
2021 Term Loan
|
—
|
|
250.0
|
|
Monthly LIBOR + 1.50%
|
N/A
|
||||
2022 Term Loan
|
—
|
|
650.0
|
|
Monthly LIBOR + 1.50%
|
N/A
|
||||
2024 Notes, including bond premium of $5.5 million
|
705.5
|
|
706.8
|
|
5.000
|
%
|
March 2024
|
|||
2027 Notes, including bond premium of $9.1 million
|
509.1
|
|
510.5
|
|
5.375
|
%
|
March 2027
|
|||
Deferred financing costs
|
(32.9
|
)
|
(27.9
|
)
|
—
|
|
—
|
|
||
Total
|
$
|
2,624.7
|
|
$
|
2,089.4
|
|
|
|
IN MILLIONS
|
$3.0 Billion Credit Facility
|
2024 Notes and 2027 Notes
|
Total
|
||||||
2019
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
2020
|
—
|
|
—
|
|
—
|
|
|||
2021
|
—
|
|
—
|
|
—
|
|
|||
2022
|
—
|
|
—
|
|
—
|
|
|||
2023
|
1,143.0
|
|
—
|
|
1,143.0
|
|
|||
Thereafter
|
300.0
|
|
1,200.0
|
|
1,500.0
|
|
|||
Total debt
|
$
|
1,443.0
|
|
$
|
1,200.0
|
|
$
|
2,643.0
|
|
|
December 31, 2018
|
December 31, 2017
|
||||
Capital lease obligations
|
$
|
33.4
|
|
$
|
10.1
|
|
Lease financing arrangements
|
123.3
|
|
131.9
|
|
||
Total
|
$
|
156.7
|
|
$
|
142.0
|
|
|
Capital Leases
|
||
2019
|
$
|
2.7
|
|
2020
|
2.8
|
|
|
2021
|
2.9
|
|
|
2022
|
2.0
|
|
|
2023
|
1.0
|
|
|
Thereafter
|
22.0
|
|
|
Total
|
$
|
33.4
|
|
IN MILLIONS
|
Future Value of Payments
|
Interest
|
Present Value of Payments
|
||||||
2019
|
$
|
15.0
|
|
$
|
7.3
|
|
$
|
7.7
|
|
2020
|
27.6
|
|
6.6
|
|
21.0
|
|
|||
2021
|
11.4
|
|
5.7
|
|
5.7
|
|
|||
2022
|
11.6
|
|
5.4
|
|
6.2
|
|
|||
2023
|
10.0
|
|
4.1
|
|
5.9
|
|
|||
Thereafter
|
89.1
|
|
12.3
|
|
76.8
|
|
|||
Total lease financing arrangements
|
$
|
164.7
|
|
$
|
41.4
|
|
$
|
123.3
|
|
IN MILLIONS
|
|
|
|
|
||||||||
For the year ended December 31,
|
2018
|
2017
|
||||||||||
|
Carrying Value
|
Fair Value
|
Carrying Value
|
Fair Value
|
||||||||
2024 Notes
|
$
|
705.5
|
|
$
|
684.1
|
|
$
|
706.8
|
|
$
|
728.0
|
|
2027 Notes
|
509.1
|
|
488.0
|
|
510.5
|
|
527.5
|
|
||||
GDS Equity investment
|
185.5
|
|
185.5
|
|
175.6
|
|
175.6
|
|
Record date
|
Payment date
|
Cash dividend per share or operating partnership unit
|
March 31, 2017
|
April 14, 2017
|
$0.42
|
June 30, 2017
|
July 14, 2017
|
$0.42
|
September 29, 2017
|
October 13, 2017
|
$0.42
|
December 29, 2017
|
January 12, 2018
|
$0.42
|
March 29, 2018
|
April 13, 2018
|
$0.46
|
June 29, 2018
|
July 13, 2018
|
$0.46
|
September 28, 2018
|
October 12, 2018
|
$0.46
|
January 2, 2019
|
January 11, 2019
|
$0.46
|
IN MILLIONS
|
|
||
2019
|
$
|
647.6
|
|
2020
|
553.7
|
|
|
2021
|
453.0
|
|
|
2022
|
365.5
|
|
|
2023
|
284.4
|
|
|
Thereafter
|
835.9
|
|
IN MILLIONS, except per share amounts
|
Year Ended
|
Year Ended
|
Year Ended
|
|||||||||||||||
For December 31,
|
2018
|
2017
|
2016
|
|||||||||||||||
|
Basic
|
Diluted
|
Basic
|
Diluted
|
Basic
|
Diluted
|
||||||||||||
Numerator:
|
|
|
|
|
|
|
||||||||||||
Net income (loss)
|
$
|
1.2
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
$
|
19.9
|
|
Less: Restricted stock dividends
|
(1.1
|
)
|
(1.1
|
)
|
(0.9
|
)
|
(0.9
|
)
|
(0.7
|
)
|
(0.7
|
)
|
||||||
Net income (loss) available to stockholders
|
$
|
0.1
|
|
$
|
0.1
|
|
$
|
(84.4
|
)
|
$
|
(84.4
|
)
|
$
|
19.2
|
|
$
|
19.2
|
|
Denominator:
|
|
|
|
|
|
|
||||||||||||
Weighted average common outstanding-basic
|
99.8
|
|
99.8
|
|
88.9
|
|
88.9
|
|
78.3
|
|
78.3
|
|
||||||
Performance-based restricted stock and units
(1)
|
|
0.6
|
|
|
—
|
|
|
0.7
|
|
|||||||||
Weighted average shares outstanding-diluted
|
|
100.4
|
|
|
88.9
|
|
|
79.0
|
|
|||||||||
EPS:
|
|
|
|
|
|
|
||||||||||||
Net income (loss) per share-basic
|
$
|
—
|
|
|
$
|
(0.95
|
)
|
|
$
|
0.24
|
|
|
||||||
Effect of dilutive shares:
|
|
|
|
|
|
|
||||||||||||
Net income (loss) per share-diluted
|
|
$
|
—
|
|
|
$
|
(0.95
|
)
|
|
$
|
0.24
|
|
For the periods ended December 31,
|
2018
|
2017
|
2016
|
||||||
Founders
|
$
|
—
|
|
$
|
—
|
|
$
|
0.3
|
|
2013 Grants
|
—
|
|
—
|
|
0.1
|
|
|||
2014 Grants
|
—
|
|
0.1
|
|
1.2
|
|
|||
2015 Grants
|
0.4
|
|
1.8
|
|
3.5
|
|
|||
2016 Grants
|
5.7
|
|
6.6
|
|
7.2
|
|
|||
2017 Grants
|
4.6
|
|
6.2
|
|
—
|
|
|||
2018 Grants
|
6.8
|
|
—
|
|
—
|
|
|||
Total
|
$
|
17.5
|
|
$
|
14.7
|
|
$
|
12.3
|
|
•
|
5,894
shares of time-based restricted stock which cliff vest in
three
years from the date of each grant.
|
•
|
47,667
shares of time-based restricted stock which vest annually on a pro rata basis over a
three
-year period from the date of each grant.
|
For the year ended December 31,
|
2018
|
||||
|
Restricted Stock Units
|
Weighted
Average
Grant Date
Fair Value
|
|||
Non-vested at January 1
|
265,002
|
|
$
|
56.08
|
|
Granted
|
362,312
|
|
53.23
|
|
|
Vested
|
(88,425
|
)
|
44.52
|
|
|
Forfeited
|
(27,480
|
)
|
52.97
|
|
|
Non-vested at December 31
|
511,409
|
|
$
|
56.23
|
|
For the year ended December 31,
|
2018
|
||||
|
Restricted Stock
|
Weighted
Average
Grant Date
Fair Value
|
|||
Non-vested at January 1
|
715,098
|
|
$
|
32.21
|
|
Granted
|
17,052
|
|
51.31
|
|
|
Vested
|
(253,015
|
)
|
28.25
|
|
|
Forfeited
|
(59,779
|
)
|
29.69
|
|
|
Non-vested at December 31
|
419,356
|
|
$
|
35.73
|
|
For the year ended December 31,
|
2018
|
||||
|
Options
|
Weighted
Average
Exercise
Price
|
|||
Outstanding at January 1
|
415,459
|
|
$
|
31.67
|
|
Granted
|
—
|
|
—
|
|
|
Exercised
|
(14,236
|
)
|
23.58
|
|
|
Forfeited or expired
|
—
|
|
—
|
|
|
Outstanding at December 31
|
401,223
|
|
31.96
|
|
|
Exercisable at December 31
|
339,588
|
|
31.04
|
|
|
Vested and expected to vest
|
401,223
|
|
$
|
31.96
|
|
|
Options Outstanding
|
Options Exercisable
|
Assumption Range
|
|||||||
Exercise Prices
|
Number
of
Shares
|
Weighted
Average
Remaining
Contractual
Terms
(Years)
|
Number
of
Shares
|
Weighted
Average
Remaining
Contractual
Terms
(Years)
|
Risk-Free
Interest Rate
|
Expected Annual Dividend Yield
|
Expected
Terms
in Years
|
Expected
Volatility
|
||
2016
|
|
|
|
|
|
|
|
|
||
$23.58
|
67,601
|
|
6.3
|
67,601
|
6.3
|
0.92%
|
3.4%
|
6.0
|
35%
|
|
$28.42
|
143,358
|
|
8.1
|
47,786
|
8.1
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
|
$30.74
|
12,719
|
|
8.6
|
4,240
|
8.6
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
|
$36.99
|
210,590
|
|
9.1
|
18,530
|
9.1
|
1.47% - 1.64%
|
4.1%
|
5.5-6.5
|
27.5% - 35.0%
|
|
2017
|
|
|
|
|
|
|
|
|
||
$23.58
|
67,322
|
|
5.3
|
67,322
|
5.3
|
0.92%
|
3.4%
|
6.0
|
35%
|
|
$28.42
|
143,358
|
|
7.1
|
95,572
|
7.1
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
|
$30.74
|
12,719
|
|
7.6
|
8,479
|
7.6
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
|
$36.99
|
192,060
|
|
8.1
|
64,022
|
8.1
|
1.47% - 1.64%
|
4.1%
|
5.5-6.5
|
27.5% - 35.0%
|
|
2018
|
|
|
|
|
|
|
|
|
||
$23.58
|
53,086
|
|
4.3
|
53,086
|
|
4.3
|
0.92%
|
3.4%
|
6.0
|
35%
|
$28.42
|
143,358
|
|
6.1
|
143,358
|
|
6.1
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
$30.74
|
12,719
|
|
6.6
|
12,719
|
|
6.6
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
$36.99
|
192,060
|
|
6.8
|
130,425
|
|
6.7
|
1.47% - 1.64%
|
4.1%
|
5.5-6.5
|
27.5% - 35.0%
|
|
|
|
Year Ended December 31,
|
||||||||
IN MILLIONS
|
2018
|
2017
|
2016
|
||||||||
|
Current
|
|
|
|
|||||||
|
|
Federal
|
$
|
1.0
|
|
$
|
1.2
|
|
$
|
0.6
|
|
|
|
State
|
2.0
|
|
1.8
|
|
1.2
|
|
|||
|
|
Total current expense
|
3.0
|
|
3.0
|
|
1.8
|
|
|||
|
|
|
|
|
|
||||||
|
Deferred:
|
|
|
|
|||||||
|
|
Federal
|
—
|
|
—
|
|
—
|
|
|||
|
|
State
|
—
|
|
—
|
|
—
|
|
|||
|
|
Foreign
|
(2.4
|
)
|
—
|
|
—
|
|
|||
|
|
Total deferred (benefit) expense
|
(2.4
|
)
|
—
|
|
—
|
|
|||
|
Total income tax expense
|
0.6
|
|
3.0
|
|
1.8
|
|
|
|
Year Ended December 31,
|
||||||||
IN MILLIONS
|
2018
|
2017
|
2016
|
|||||||
|
|
|
|
|
||||||
|
Income tax at U.S. federal statutory income tax rate
|
$
|
0.4
|
|
$
|
(28.2
|
)
|
$
|
7.6
|
|
|
State and local taxes, net of federal income tax benefit
|
2.0
|
|
1.8
|
|
1.2
|
|
|||
|
Impact of REIT status
|
(2.1
|
)
|
28.6
|
|
(7.2
|
)
|
|||
|
Permanent differences
|
(0.1
|
)
|
—
|
|
|
||||
|
Foreign tax rate differential
|
0.2
|
|
—
|
|
|
||||
|
Other
|
0.1
|
|
—
|
|
—
|
|
|||
|
Valuation allowance
|
0.1
|
|
0.8
|
|
0.2
|
|
|||
|
Income tax (benefit) expense
|
$
|
0.6
|
|
$
|
3.0
|
|
$
|
1.8
|
|
|
|
|
|
|
Year Ended December 31,
|
|||||
IN MILLIONS
|
|
|
2018
|
2017
|
||||||
|
Deferred tax assets
|
|
|
|
|
|||||
|
|
Net operating loss carryforwards
|
|
|
$
|
15.1
|
|
$
|
7.2
|
|
|
|
Accounts receivable/payable and other
|
|
|
7.4
|
|
—
|
|
||
|
|
Capital leases
|
|
|
1.8
|
|
—
|
|
||
|
Total gross deferred tax assets
|
|
|
$
|
24.3
|
|
$
|
7.2
|
|
|
|
Valuation allowance
|
|
|
(6.9
|
)
|
(7.2
|
)
|
|||
|
Total gross deferred tax assets, net
|
|
|
$
|
17.4
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||
|
Deferred tax liabilities
|
|
|
|
|
|||||
|
|
Fixed assets
|
|
|
(73.5
|
)
|
—
|
|
||
|
|
Intangibles
|
|
|
$
|
(12.8
|
)
|
—
|
|
|
|
Total gross deferred tax liabilities
|
|
|
$
|
(86.3
|
)
|
—
|
|
||
|
Total net deferred tax assets/(liabilities)
|
|
|
$
|
(68.9
|
)
|
—
|
|
IN MILLIONS
|
Total
|
||
2019
|
$
|
5.0
|
|
2020
|
4.9
|
|
|
2021
|
3.7
|
|
|
2022
|
3.7
|
|
|
2023
|
3.5
|
|
|
Thereafter
|
43.4
|
|
|
Total
|
$
|
64.2
|
|
•
|
upon the sale or other disposition (including by way of consolidation or merger) of such Guarantor or of all of the capital stock of such Guarantor such that such Guarantor is no longer a restricted subsidiary under the indentures,
|
•
|
upon the sale or disposition of all or substantially all of the assets of the Guarantor,
|
•
|
upon the LP Co-issuer designating such Guarantor as an unrestricted subsidiary under the terms of the indentures,
|
•
|
if such Guarantor is no longer a guarantor or other obligor of any other indebtedness of the LP Co-issuer or the Parent Guarantor,
|
•
|
upon the LP Co-issuer designating such Guarantor as an excluded subsidiary under the terms of the indentures,
|
•
|
upon the defeasance or discharge of the 2024 Notes or 2027 Notes, as applicable, in accordance with the terms of the indentures, and
|
•
|
upon the 2024 Notes or 2027 Notes, as applicable, being rated investment grade by at least two rating agencies and no default or event of default shall have occurred and be continuing.
|
IN MILLIONS
|
As of December 31, 2018
|
|||||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Guarantor Subsidiaries
|
Non-
Guarantors |
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Total investment in real estate, net
|
—
|
|
—
|
|
—
|
|
—
|
|
3,611.2
|
|
644.9
|
|
36.9
|
|
4,293.0
|
|
||||||||
Cash and cash equivalents
|
—
|
|
—
|
|
—
|
|
—
|
|
27.2
|
|
37.2
|
|
—
|
|
64.4
|
|
||||||||
Investment in subsidiaries
|
2,216.9
|
|
22.2
|
|
3,122.5
|
|
—
|
|
—
|
|
—
|
|
(5,361.6
|
)
|
—
|
|
||||||||
Rent and other receivables, net
|
—
|
|
—
|
|
—
|
|
—
|
|
93.3
|
|
12.9
|
|
—
|
|
106.2
|
|
||||||||
Intercompany receivable
|
23.2
|
|
—
|
|
1,761.5
|
|
—
|
|
6.8
|
|
—
|
|
(1,791.5
|
)
|
—
|
|
||||||||
Equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
198.1
|
|
—
|
|
198.1
|
|
||||||||
Goodwill
|
—
|
|
—
|
|
—
|
|
—
|
|
455.1
|
|
—
|
|
—
|
|
455.1
|
|
||||||||
Intangible assets, net
|
—
|
|
—
|
|
—
|
|
—
|
|
178.1
|
|
57.6
|
|
—
|
|
235.7
|
|
||||||||
Other assets
|
—
|
|
—
|
|
0.5
|
|
—
|
|
219.8
|
|
19.7
|
|
—
|
|
240.0
|
|
||||||||
Total assets
|
$
|
2,240.1
|
|
$
|
22.2
|
|
$
|
4,884.5
|
|
$
|
—
|
|
$
|
4,591.5
|
|
$
|
970.4
|
|
$
|
(7,116.2
|
)
|
$
|
5,592.5
|
|
Debt, net
|
$
|
—
|
|
$
|
—
|
|
$
|
2,624.7
|
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,624.7
|
|
|
Intercompany payable
|
—
|
|
—
|
|
23.2
|
|
—
|
|
1,761.5
|
|
6.8
|
|
(1,791.5
|
)
|
—
|
|
||||||||
Capital lease obligations and lease financing arrangements
|
—
|
|
—
|
|
—
|
|
—
|
|
104.0
|
|
52.7
|
|
—
|
|
156.7
|
|
||||||||
Accounts payable and accrued expenses
|
—
|
|
—
|
|
19.7
|
|
—
|
|
95.9
|
|
5.7
|
|
—
|
|
121.3
|
|
||||||||
Construction costs payable
|
—
|
|
—
|
|
—
|
|
—
|
|
175.6
|
|
19.7
|
|
—
|
|
195.3
|
|
||||||||
Dividends payable
|
51.0
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
51.0
|
|
||||||||
Deferred revenue and prepaid rents
|
—
|
|
—
|
|
—
|
|
—
|
|
144.9
|
|
3.7
|
|
—
|
|
148.6
|
|
||||||||
Deferred tax liability
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
68.9
|
|
—
|
|
68.9
|
|
||||||||
Total liabilities
|
51.0
|
|
—
|
|
2,667.6
|
|
—
|
|
2,281.9
|
|
157.5
|
|
(1,791.5
|
)
|
3,366.5
|
|
||||||||
Total stockholders' equity
|
2,189.1
|
|
22.2
|
|
2,216.9
|
|
—
|
|
2,309.6
|
|
812.9
|
|
(5,324.7
|
)
|
2,226.0
|
|
||||||||
Total liabilities and equity
|
$
|
2,240.1
|
|
$
|
22.2
|
|
$
|
4,884.5
|
|
$
|
—
|
|
$
|
4,591.5
|
|
$
|
970.4
|
|
$
|
(7,116.2
|
)
|
$
|
5,592.5
|
|
IN MILLIONS
|
As of December 31, 2017
|
|||||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Guarantor Subsidiaries
|
Non-
Guarantors |
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Total investment in real estate, net
|
—
|
|
—
|
|
—
|
|
—
|
|
3,014.9
|
|
25.8
|
|
17.7
|
|
3,058.4
|
|
||||||||
Cash and cash equivalents
|
—
|
|
—
|
|
—
|
|
—
|
|
151.2
|
|
0.7
|
|
—
|
|
151.9
|
|
||||||||
Investment in subsidiaries
|
1,718.0
|
|
17.2
|
|
2,190.2
|
|
—
|
|
—
|
|
—
|
|
(3,925.4
|
)
|
—
|
|
||||||||
Rent and other receivables, net
|
—
|
|
—
|
|
—
|
|
—
|
|
84.6
|
|
2.6
|
|
—
|
|
87.2
|
|
||||||||
Intercompany receivable
|
20.0
|
|
—
|
|
1,656.4
|
|
—
|
|
—
|
|
—
|
|
(1,676.4
|
)
|
—
|
|
||||||||
Equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
175.6
|
|
—
|
|
175.6
|
|
||||||||
Goodwill
|
—
|
|
—
|
|
—
|
|
—
|
|
455.1
|
|
—
|
|
—
|
|
455.1
|
|
||||||||
Intangible assets, net
|
—
|
|
—
|
|
—
|
|
—
|
|
203.0
|
|
—
|
|
—
|
|
203.0
|
|
||||||||
Other assets
|
—
|
|
—
|
|
0.5
|
|
—
|
|
177.7
|
|
2.7
|
|
—
|
|
180.9
|
|
||||||||
Total assets
|
$
|
1,738.0
|
|
$
|
17.2
|
|
$
|
3,847.1
|
|
$
|
—
|
|
$
|
4,086.5
|
|
$
|
207.4
|
|
$
|
(5,584.1
|
)
|
$
|
4,312.1
|
|
Debt, net
|
$
|
—
|
|
$
|
—
|
|
$
|
2,089.4
|
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,089.4
|
|
|
Intercompany payable
|
—
|
|
—
|
|
20.0
|
|
—
|
|
1,656.4
|
|
—
|
|
(1,676.4
|
)
|
—
|
|
||||||||
Capital lease obligations and lease financing arrangements
|
—
|
|
—
|
|
—
|
|
—
|
|
110.0
|
|
32.0
|
|
—
|
|
142.0
|
|
||||||||
Accounts payable and accrued expenses
|
—
|
|
—
|
|
19.7
|
|
—
|
|
77.3
|
|
0.9
|
|
—
|
|
97.9
|
|
||||||||
Construction costs payable
|
—
|
|
—
|
|
—
|
|
—
|
|
115.5
|
|
—
|
|
—
|
|
115.5
|
|
||||||||
Dividends payable
|
41.8
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
41.8
|
|
||||||||
Deferred revenue and prepaid rents
|
—
|
|
—
|
|
—
|
|
—
|
|
110.8
|
|
0.8
|
|
—
|
|
111.6
|
|
||||||||
Total liabilities
|
41.8
|
|
—
|
|
2,129.1
|
|
—
|
|
2,070.0
|
|
33.7
|
|
(1,676.4
|
)
|
2,598.2
|
|
||||||||
Total stockholders' equity
|
1,696.2
|
|
17.2
|
|
1,718.0
|
|
—
|
|
2,016.5
|
|
173.7
|
|
(3,907.7
|
)
|
1,713.9
|
|
||||||||
Total liabilities and equity
|
$
|
1,738.0
|
|
$
|
17.2
|
|
$
|
3,847.1
|
|
$
|
—
|
|
$
|
4,086.5
|
|
$
|
207.4
|
|
$
|
(5,584.1
|
)
|
$
|
4,312.1
|
|
IN MILLIONS
|
Year Ended December 31, 2018
|
|||||||||||||||||||||||
|
Parent
Guarantor
|
General
Partner
|
LP
Co-issuer
|
Finance
Co-issuer
|
Guarantor Subsidiaries
|
Non-
Guarantors
|
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Revenue
|
—
|
|
—
|
|
—
|
|
—
|
|
799.7
|
|
21.7
|
|
—
|
|
821.4
|
|
||||||||
Total operating expenses
|
—
|
|
—
|
|
—
|
|
—
|
|
700.2
|
|
31.5
|
|
—
|
|
731.7
|
|
||||||||
Operating income
|
—
|
|
—
|
|
—
|
|
—
|
|
99.5
|
|
(9.8
|
)
|
—
|
|
89.7
|
|
||||||||
Interest expense
|
—
|
|
—
|
|
(110.6
|
)
|
—
|
|
—
|
|
(3.3
|
)
|
19.2
|
|
(94.7
|
)
|
||||||||
Unrealized gain on marketable equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
9.9
|
|
—
|
|
9.9
|
|
||||||||
Loss on early extinguishment of debt
|
—
|
|
—
|
|
(3.1
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(3.1
|
)
|
||||||||
(Loss) income before income taxes
|
—
|
|
—
|
|
(113.7
|
)
|
—
|
|
99.5
|
|
(3.2
|
)
|
19.2
|
|
1.8
|
|
||||||||
Income tax (expense) benefit
|
—
|
|
—
|
|
—
|
|
—
|
|
(3.0
|
)
|
2.4
|
|
—
|
|
(0.6
|
)
|
||||||||
Equity (loss) earnings related to investment in subsidiaries
|
(28.9
|
)
|
(0.3
|
)
|
84.8
|
|
—
|
|
—
|
|
—
|
|
(55.6
|
)
|
—
|
|
||||||||
Net (loss) income
|
(28.9
|
)
|
(0.3
|
)
|
(28.9
|
)
|
—
|
|
96.5
|
|
(0.8
|
)
|
(36.4
|
)
|
1.2
|
|
||||||||
Other comprehensive loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(10.9
|
)
|
—
|
|
(10.9
|
)
|
||||||||
Comprehensive (loss) income
|
$
|
(28.9
|
)
|
$
|
(0.3
|
)
|
$
|
(28.9
|
)
|
$
|
—
|
|
$
|
96.5
|
|
$
|
(11.7
|
)
|
$
|
(36.4
|
)
|
$
|
(9.7
|
)
|
IN MILLIONS
|
Year Ended December 31, 2018
|
|||||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Guarantor Subsidiaries
|
Non-
Guarantors |
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Net cash (used in) provided by operating activities
|
—
|
|
—
|
|
(103.6
|
)
|
—
|
|
421.6
|
|
(27.9
|
)
|
19.2
|
|
$
|
309.3
|
|
|||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(462.8
|
)
|
—
|
|
(462.8
|
)
|
||||||||
Investment in real estate
|
—
|
|
—
|
|
—
|
|
—
|
|
(814.6
|
)
|
(31.9
|
)
|
(19.2
|
)
|
(865.7
|
)
|
||||||||
Equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(12.6
|
)
|
—
|
|
(12.6
|
)
|
||||||||
Investment in subsidiaries
|
(700.0
|
)
|
(7.0
|
)
|
(829.5
|
)
|
—
|
|
—
|
|
—
|
|
1,536.5
|
|
—
|
|
||||||||
Return of investment
|
181.1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(181.1
|
)
|
—
|
|
||||||||
Intercompany borrowings
|
5.6
|
|
—
|
|
(105.1
|
)
|
—
|
|
(6.8
|
)
|
—
|
|
106.3
|
|
—
|
|
||||||||
Net cash (used in) provided by investing activities
|
(513.3
|
)
|
(7.0
|
)
|
(934.6
|
)
|
—
|
|
(821.4
|
)
|
(507.3
|
)
|
1,442.5
|
|
(1,341.1
|
)
|
||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Issuance of common stock, net
|
699.6
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
699.6
|
|
||||||||
Stock issuance costs
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Dividends paid
|
(181.1
|
)
|
—
|
|
(181.1
|
)
|
—
|
|
—
|
|
—
|
|
181.1
|
|
(181.1
|
)
|
||||||||
Intercompany borrowings
|
—
|
|
—
|
|
(5.6
|
)
|
—
|
|
105.1
|
|
6.8
|
|
(106.3
|
)
|
—
|
|
||||||||
Proceeds from debt, net
|
—
|
|
—
|
|
1,958.4
|
|
—
|
|
—
|
|
29.9
|
|
—
|
|
1,988.3
|
|
||||||||
Payments on debt
|
—
|
|
—
|
|
(1,432.7
|
)
|
—
|
|
—
|
|
(114.7
|
)
|
—
|
|
(1,547.4
|
)
|
||||||||
Payments on capital lease obligations and lease financing arrangements
|
—
|
|
—
|
|
—
|
|
—
|
|
(7.9
|
)
|
(1.6
|
)
|
—
|
|
(9.5
|
)
|
||||||||
Interest paid by lenders on issuance of the senior notes
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Tax payment upon exercise of equity awards
|
(5.2
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(5.2
|
)
|
||||||||
Contributions/distributions from parent
|
—
|
|
7.0
|
|
700.0
|
|
—
|
|
178.6
|
|
650.9
|
|
(1,536.5
|
)
|
—
|
|
||||||||
Net cash provided by (used in) financing activities
|
513.3
|
|
7.0
|
|
1,039.0
|
|
—
|
|
275.8
|
|
571.3
|
|
(1,461.7
|
)
|
944.7
|
|
||||||||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
—
|
|
—
|
|
(0.8
|
)
|
—
|
|
—
|
|
0.4
|
|
—
|
|
(0.4
|
)
|
||||||||
Net (decrease) increase in cash, cash equivalents and restricted cash
|
—
|
|
—
|
|
—
|
|
—
|
|
(124.0
|
)
|
36.5
|
|
—
|
|
(87.5
|
)
|
||||||||
Cash, cash equivalents and restricted cash at beginning of period
|
—
|
|
—
|
|
—
|
|
—
|
|
151.2
|
|
0.7
|
|
—
|
|
151.9
|
|
||||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
27.2
|
|
$
|
37.2
|
|
$
|
—
|
|
$
|
64.4
|
|
IN MILLIONS
|
Year Ended December 31, 2017
|
|||||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Guarantor Subsidiaries
|
Non-
Guarantors |
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Net cash (used in) provided by operating activities
|
$
|
—
|
|
$
|
—
|
|
$
|
(60.3
|
)
|
$
|
—
|
|
$
|
339.7
|
|
$
|
(0.6
|
)
|
$
|
10.7
|
|
$
|
289.5
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
—
|
|
—
|
|
—
|
|
—
|
|
(492.3
|
)
|
—
|
|
—
|
|
(492.3
|
)
|
||||||||
Investment in real estate
|
—
|
|
—
|
|
—
|
|
—
|
|
(903.8
|
)
|
—
|
|
(10.7
|
)
|
(914.5
|
)
|
||||||||
Equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(100.0
|
)
|
—
|
|
(100.0
|
)
|
||||||||
Investment in subsidiaries
|
(705.3
|
)
|
(7.1
|
)
|
(705.3
|
)
|
—
|
|
(0.7
|
)
|
—
|
|
1,418.4
|
|
—
|
|
||||||||
Return of investment
|
145.7
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(145.7
|
)
|
—
|
|
||||||||
Intercompany borrowings
|
6.5
|
|
—
|
|
(598.8
|
)
|
—
|
|
—
|
|
0.5
|
|
591.8
|
|
—
|
|
||||||||
Net cash (used in) provided by investing activities
|
(553.1
|
)
|
(7.1
|
)
|
(1,304.1
|
)
|
—
|
|
(1,396.8
|
)
|
(99.5
|
)
|
1,853.8
|
|
(1,506.8
|
)
|
||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Issuance of common stock, net
|
705.7
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
705.7
|
|
||||||||
Dividends paid
|
(145.7
|
)
|
—
|
|
(145.7
|
)
|
—
|
|
—
|
|
—
|
|
145.7
|
|
(145.7
|
)
|
||||||||
Intercompany borrowings
|
—
|
|
—
|
|
(6.5
|
)
|
—
|
|
598.2
|
|
—
|
|
(591.7
|
)
|
—
|
|
||||||||
Proceeds from debt, net
|
—
|
|
—
|
|
2,558.4
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2,558.4
|
|
||||||||
Payments on debt
|
—
|
|
—
|
|
(1,749.8
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,749.8
|
)
|
||||||||
Payments on capital lease obligations and lease financing arrangements
|
—
|
|
—
|
|
—
|
|
—
|
|
(8.6
|
)
|
(1.2
|
)
|
—
|
|
(9.8
|
)
|
||||||||
Interest paid by lenders on issuance of the senior notes
|
—
|
|
—
|
|
2.7
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2.7
|
|
||||||||
Tax payment upon exercise of equity awards
|
(6.9
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(6.9
|
)
|
||||||||
Contributions/distributions from parent
|
—
|
|
7.1
|
|
705.3
|
|
—
|
|
605.3
|
|
100.8
|
|
(1,418.5
|
)
|
—
|
|
||||||||
Net cash provided by (used in) financing activities
|
553.1
|
|
7.1
|
|
1,364.4
|
|
—
|
|
1,194.9
|
|
99.6
|
|
(1,864.5
|
)
|
1,354.6
|
|
||||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
—
|
|
—
|
|
—
|
|
—
|
|
137.8
|
|
(0.5
|
)
|
—
|
|
137.3
|
|
||||||||
Cash, cash equivalents and restricted cash at beginning of period
|
—
|
|
—
|
|
—
|
|
—
|
|
13.4
|
|
1.2
|
|
—
|
|
14.6
|
|
||||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
151.2
|
|
$
|
0.7
|
|
$
|
—
|
|
$
|
151.9
|
|
IN MILLIONS
|
Year Ended December 31, 2016
|
|||||||||||||||||||||||
|
Parent
Guarantor
|
General
Partner
|
LP
Co-issuer
|
Finance
Co-issuer
|
Guarantor Subsidiaries
|
Non-
Guarantors
|
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Net cash (used in) provided by operating activities
|
$
|
—
|
|
$
|
—
|
|
$
|
(45.4
|
)
|
$
|
—
|
|
$
|
221.8
|
|
$
|
—
|
|
$
|
4.2
|
|
$
|
180.6
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
—
|
|
—
|
|
—
|
|
—
|
|
(131.1
|
)
|
—
|
|
—
|
|
(131.1
|
)
|
||||||||
Investment in real estate
|
—
|
|
—
|
|
—
|
|
—
|
|
(598.9
|
)
|
(1.1
|
)
|
—
|
|
(600.0
|
)
|
||||||||
Investment in subsidiaries
|
(448.2
|
)
|
(4.5
|
)
|
(448.2
|
)
|
—
|
|
—
|
|
—
|
|
900.9
|
|
—
|
|
||||||||
Return of investment
|
112.3
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(112.3
|
)
|
—
|
|
||||||||
Intercompany borrowings
|
15.3
|
|
—
|
|
(66.3
|
)
|
—
|
|
—
|
|
(0.5
|
)
|
51.5
|
|
—
|
|
||||||||
Net cash (used in) provided by investing activities
|
(320.6
|
)
|
(4.5
|
)
|
(514.5
|
)
|
—
|
|
(730.0
|
)
|
(1.6
|
)
|
840.1
|
|
(731.1
|
)
|
||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Issuance of common stock, net
|
447.1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
447.1
|
|
||||||||
Dividends paid
|
(112.3
|
)
|
—
|
|
(114.3
|
)
|
—
|
|
—
|
|
—
|
|
112.3
|
|
(114.3
|
)
|
||||||||
Intercompany borrowings
|
—
|
|
—
|
|
(15.3
|
)
|
—
|
|
71.0
|
|
—
|
|
(55.7
|
)
|
—
|
|
||||||||
Proceeds from debt, net
|
—
|
|
—
|
|
701.3
|
|
—
|
|
—
|
|
—
|
|
—
|
|
701.3
|
|
||||||||
Payments on debt
|
—
|
|
—
|
|
(460.0
|
)
|
—
|
|
(1.5
|
)
|
—
|
|
—
|
|
(461.5
|
)
|
||||||||
Payments on capital lease obligations and lease financing arrangements
|
—
|
|
—
|
|
—
|
|
—
|
|
(8.0
|
)
|
(1.1
|
)
|
—
|
|
(9.1
|
)
|
||||||||
Tax payment upon exercise of equity awards
|
(14.2
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(14.2
|
)
|
||||||||
Contributions/distributions from parent
|
—
|
|
4.5
|
|
448.2
|
|
—
|
|
448.2
|
|
—
|
|
(900.9
|
)
|
—
|
|
||||||||
Net cash provided by (used in) financing activities
|
320.6
|
|
4.5
|
|
559.9
|
|
—
|
|
509.7
|
|
(1.1
|
)
|
(844.3
|
)
|
549.3
|
|
||||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
—
|
|
—
|
|
—
|
|
—
|
|
1.5
|
|
(2.7
|
)
|
—
|
|
(1.2
|
)
|
||||||||
Cash, cash equivalents and restricted cash at beginning of period
|
—
|
|
—
|
|
—
|
|
—
|
|
11.9
|
|
3.9
|
|
—
|
|
15.8
|
|
||||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
13.4
|
|
$
|
1.2
|
|
$
|
—
|
|
$
|
14.6
|
|
IN MILLIONS, except per share amounts
|
|
|
|
|
|
||||||||||
|
2018
|
||||||||||||||
|
First
Quarter
|
Second
Quarter
|
Third
Quarter
|
Fourth
Quarter |
Total
|
||||||||||
Revenue
|
$
|
196.6
|
|
$
|
196.9
|
|
$
|
206.6
|
|
$
|
221.3
|
|
$
|
821.4
|
|
Operating income
|
27.7
|
|
27.0
|
|
20.2
|
|
14.8
|
|
89.7
|
|
|||||
Net income (loss)
|
43.5
|
|
105.9
|
|
(42.4
|
)
|
(105.8
|
)
|
1.2
|
|
|||||
Net income (loss) attributed to common shareholders
|
43.5
|
|
105.9
|
|
(42.4
|
)
|
(105.8
|
)
|
1.2
|
|
|||||
Basic income (loss) per share
|
0.45
|
|
1.07
|
|
(0.43
|
)
|
$
|
(1.09
|
)
|
$
|
—
|
|
|||
Diluted income (loss) per share
|
0.45
|
|
1.06
|
|
(0.43
|
)
|
(1.08
|
)
|
—
|
|
|||||
|
|
|
|
|
|
||||||||||
IN MILLIONS, except per share amounts
|
|
|
|
|
|
||||||||||
|
2017
|
||||||||||||||
|
First
Quarter |
Second
Quarter
|
Third
Quarter
|
Fourth
Quarter
|
Total
|
||||||||||
Revenue
|
$
|
149.3
|
|
$
|
166.9
|
|
$
|
175.3
|
|
$
|
180.5
|
|
$
|
672.0
|
|
Operating income (loss)
|
19.8
|
|
16.7
|
|
(36.3
|
)
|
23.9
|
|
24.1
|
|
|||||
Net (loss) income
|
(30.4
|
)
|
(0.8
|
)
|
(55.1
|
)
|
2.8
|
|
(83.5
|
)
|
|||||
Net (loss) income attributed to common stockholders
|
(30.4
|
)
|
(0.8
|
)
|
(55.1
|
)
|
2.8
|
|
(83.5
|
)
|
|||||
Basic and diluted (loss) income per share
|
$
|
(0.36
|
)
|
$
|
(0.01
|
)
|
$
|
(0.61
|
)
|
$
|
0.03
|
|
$
|
(0.95
|
)
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
|
Beginning
|
Charge
|
(Deductions)/
|
End
|
||||||||
(dollars in millions)
|
of Period
|
to Expenses
|
Additions
|
of Period
|
||||||||
Allowance for Doubtful Accounts
|
|
|
|
|
||||||||
2018
|
$
|
2.1
|
|
$
|
2.3
|
|
$
|
(2.7
|
)
|
$
|
1.7
|
|
2017
|
2.1
|
|
0.2
|
|
(0.2
|
)
|
2.1
|
|
||||
2016
|
1.0
|
|
1.6
|
|
(0.5
|
)
|
2.1
|
|
||||
Deferred Tax Valuation Allowance
|
|
|
|
|
||||||||
2018
|
$
|
7.2
|
|
$
|
(0.3
|
)
|
$
|
—
|
|
$
|
6.9
|
|
2017
|
6.5
|
|
0.7
|
|
—
|
|
7.2
|
|
||||
2016
|
6.3
|
|
0.2
|
|
—
|
|
6.5
|
|
CyrusOne Inc.
|
As of December 31, 2018
|
|
|||||||||||||||||||||||||||||
(dollars in millions)
|
Initial Costs
|
Cost Capitalized Subsequent to
Acquisition
|
Gross Carrying Amount
|
|
|
||||||||||||||||||||||||||
Description
|
Land
|
Building and
Improvements
|
Equipment
|
Land
|
Building and
Improvements
|
Equipment
|
Land
|
Building and
Improvements
|
Equipment
|
Accumulated
Depreciation
|
Acquisition
|
||||||||||||||||||||
Dallas - Carrollton
|
$
|
16.1
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
62.2
|
|
$
|
272.5
|
|
$
|
16.1
|
|
$
|
62.2
|
|
$
|
272.5
|
|
$
|
104.0
|
|
2012
|
Houston - Houston West I
|
1.4
|
|
21.4
|
|
0.1
|
|
—
|
|
63.8
|
|
51.0
|
|
1.4
|
|
85.2
|
|
51.1
|
|
83.2
|
|
2010
|
||||||||||
Northern Virginia - Sterling II
|
—
|
|
—
|
|
—
|
|
—
|
|
28.8
|
|
112.4
|
|
—
|
|
28.8
|
|
112.4
|
|
26.8
|
|
2013
|
||||||||||
San Antonio III
|
—
|
|
—
|
|
—
|
|
—
|
|
40.2
|
|
99.0
|
|
—
|
|
40.2
|
|
99.0
|
|
19.5
|
|
2017
|
||||||||||
Cincinnati - 7th Street
|
0.9
|
|
42.2
|
|
—
|
|
—
|
|
71.9
|
|
37.4
|
|
0.9
|
|
114.1
|
|
37.4
|
|
93.3
|
|
1999
|
||||||||||
Northern Virginia - Sterling V
|
14.5
|
|
—
|
|
—
|
|
—
|
|
80.8
|
|
295.8
|
|
14.5
|
|
80.8
|
|
295.8
|
|
26.0
|
|
2016
|
||||||||||
Northern Virginia - Sterling VI
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
77.5
|
|
—
|
|
—
|
|
77.5
|
|
0.9
|
|
2018
|
||||||||||
Somerset I
|
12.1
|
|
124.6
|
|
83.3
|
|
—
|
|
1.2
|
|
7.7
|
|
12.1
|
|
125.8
|
|
91.0
|
|
27.0
|
|
2017
|
||||||||||
Dallas - Lewisville
|
—
|
|
46.2
|
|
2.2
|
|
—
|
|
30.6
|
|
37.4
|
|
—
|
|
76.8
|
|
39.6
|
|
70.7
|
|
2010
|
||||||||||
Totowa - Madison
|
—
|
|
28.3
|
|
45.6
|
|
—
|
|
0.2
|
|
12.1
|
|
—
|
|
28.5
|
|
57.7
|
|
29.4
|
|
2015
|
||||||||||
Chicago - Aurora I
|
2.4
|
|
26.0
|
|
97.3
|
|
—
|
|
6.4
|
|
35.6
|
|
2.4
|
|
32.4
|
|
132.9
|
|
40.4
|
|
2016
|
||||||||||
Cincinnati - North Cincinnati
|
0.9
|
|
12.3
|
|
—
|
|
—
|
|
65.6
|
|
12.4
|
|
0.9
|
|
77.9
|
|
12.4
|
|
42.2
|
|
2008
|
||||||||||
Phoenix - Chandler II
|
—
|
|
—
|
|
—
|
|
—
|
|
16.2
|
|
39.4
|
|
—
|
|
16.2
|
|
39.4
|
|
20.0
|
|
2014
|
||||||||||
Wappingers Falls I
|
—
|
|
9.9
|
|
13.3
|
|
—
|
|
1.4
|
|
8.7
|
|
—
|
|
11.3
|
|
22.0
|
|
13.8
|
|
2015
|
||||||||||
San Antonio I
|
4.6
|
|
3.0
|
|
—
|
|
—
|
|
28.7
|
|
35.3
|
|
4.6
|
|
31.7
|
|
35.3
|
|
30.9
|
|
2011
|
||||||||||
Houston - Houston West II
|
2.0
|
|
—
|
|
—
|
|
0.7
|
|
22.9
|
|
50.9
|
|
2.7
|
|
22.9
|
|
50.9
|
|
33.7
|
|
2013
|
||||||||||
Phoenix - Chandler I
|
10.5
|
|
—
|
|
—
|
|
—
|
|
58.3
|
|
68.7
|
|
10.5
|
|
58.3
|
|
68.7
|
|
45.1
|
|
2011
|
||||||||||
Phoenix - Chandler III
|
—
|
|
0.9
|
|
2.5
|
|
—
|
|
10.5
|
|
48.3
|
|
—
|
|
11.4
|
|
50.8
|
|
11.6
|
|
2016
|
||||||||||
Northern Virginia - Sterling I
|
6.9
|
|
—
|
|
—
|
|
—
|
|
20.2
|
|
60.4
|
|
6.9
|
|
20.2
|
|
60.4
|
|
24.6
|
|
2013
|
||||||||||
Raleigh-Durham I
|
2.1
|
|
73.5
|
|
71.3
|
|
—
|
|
6.3
|
|
4.1
|
|
2.1
|
|
79.8
|
|
75.4
|
|
21.8
|
|
2017
|
||||||||||
Houston - Galleria
|
—
|
|
56.0
|
|
2.0
|
|
—
|
|
15.0
|
|
18.2
|
|
—
|
|
71.0
|
|
20.2
|
|
56.0
|
|
2010
|
||||||||||
Phoenix - Chandler VI
|
2.3
|
|
—
|
|
—
|
|
0.1
|
|
23.3
|
|
100.3
|
|
2.4
|
|
23.3
|
|
100.3
|
|
10.4
|
|
2016
|
||||||||||
Northern Virginia - Sterling III
|
—
|
|
—
|
|
—
|
|
—
|
|
22.2
|
|
61.3
|
|
—
|
|
22.2
|
|
61.3
|
|
12.5
|
|
2017
|
||||||||||
Frankfurt I
|
11.2
|
|
31.0
|
|
106.2
|
|
—
|
|
94.5
|
|
72.6
|
|
11.2
|
|
125.5
|
|
178.8
|
|
5.3
|
|
2018
|
||||||||||
Austin II
|
2.0
|
|
—
|
|
—
|
|
—
|
|
23.4
|
|
8.7
|
|
2.0
|
|
23.4
|
|
8.7
|
|
16.9
|
|
2011
|
||||||||||
San Antonio II
|
6.7
|
|
—
|
|
—
|
|
0.3
|
|
30.3
|
|
60.8
|
|
7.0
|
|
30.3
|
|
60.8
|
|
17.5
|
|
2013
|
||||||||||
Florence
|
2.2
|
|
7.7
|
|
—
|
|
—
|
|
34.3
|
|
8.4
|
|
2.2
|
|
42.0
|
|
8.4
|
|
32.7
|
|
2005
|
||||||||||
Austin III
|
3.3
|
|
—
|
|
—
|
|
—
|
|
11.7
|
|
47.0
|
|
3.3
|
|
11.7
|
|
47.0
|
|
11.3
|
|
2015
|
||||||||||
Phoenix - Chandler IV
|
—
|
|
—
|
|
—
|
|
—
|
|
18.4
|
|
43.3
|
|
—
|
|
18.4
|
|
43.3
|
|
6.8
|
|
2017
|
||||||||||
San Antonio IV
|
—
|
|
—
|
|
—
|
|
—
|
|
42.1
|
|
48.2
|
|
—
|
|
42.1
|
|
48.2
|
|
5.4
|
|
2017
|
||||||||||
Cincinnati - Hamilton
|
—
|
|
9.5
|
|
—
|
|
—
|
|
34.2
|
|
7.9
|
|
—
|
|
43.7
|
|
7.9
|
|
29.9
|
|
2007
|
||||||||||
Northern Virginia - Sterling IV
|
4.6
|
|
9.6
|
|
0.1
|
|
—
|
|
10.4
|
|
75.9
|
|
4.6
|
|
20.0
|
|
76.0
|
|
12.9
|
|
2016
|
||||||||||
Phoenix - Chandler V
|
—
|
|
—
|
|
—
|
|
—
|
|
10.7
|
|
53.4
|
|
—
|
|
10.7
|
|
53.4
|
|
4.0
|
|
2017
|
||||||||||
London II
|
—
|
|
19.9
|
|
58.7
|
|
—
|
|
5.3
|
|
16.1
|
|
—
|
|
25.2
|
|
74.8
|
|
4.4
|
|
2018
|
||||||||||
London I
|
—
|
|
25.3
|
|
20.5
|
|
—
|
|
8.8
|
|
5.8
|
|
—
|
|
34.1
|
|
26.3
|
|
1.3
|
|
2018
|
||||||||||
Stamford - Riverbend*
|
—
|
|
4.3
|
|
13.2
|
|
—
|
|
(1.4
|
)
|
(5.4
|
)
|
—
|
|
2.9
|
|
7.8
|
|
5.0
|
|
2015
|
||||||||||
Cincinnati - Mason
|
—
|
|
—
|
|
—
|
|
—
|
|
20.3
|
|
1.7
|
|
—
|
|
20.3
|
|
1.7
|
|
14.8
|
|
2004
|
||||||||||
Cincinnati - Blue Ash*
|
—
|
|
2.6
|
|
—
|
|
—
|
|
(1.9
|
)
|
0.2
|
|
—
|
|
0.7
|
|
0.2
|
|
0.5
|
|
2009
|
||||||||||
Houston - Houston West III
|
7.1
|
|
—
|
|
—
|
|
0.1
|
|
18.0
|
|
31.4
|
|
7.2
|
|
18.0
|
|
31.4
|
|
9.7
|
|
2013
|
||||||||||
Norwalk I*
|
—
|
|
18.3
|
|
25.3
|
|
—
|
|
(4.7
|
)
|
(15.2
|
)
|
—
|
|
13.6
|
|
10.1
|
|
4.5
|
|
2015
|
||||||||||
Chicago - Lombard
|
0.7
|
|
3.2
|
|
—
|
|
—
|
|
1.5
|
|
8.1
|
|
0.7
|
|
4.7
|
|
8.1
|
|
7.7
|
|
2008
|
||||||||||
Stamford - Omega*
|
—
|
|
3.2
|
|
0.6
|
|
—
|
|
(0.6
|
)
|
0.1
|
|
—
|
|
2.6
|
|
0.7
|
|
0.7
|
|
2015
|
||||||||||
Cincinnati - Goldcoast*
|
0.6
|
|
—
|
|
—
|
|
(0.4
|
)
|
4.0
|
|
0.1
|
|
0.2
|
|
4.0
|
|
0.1
|
|
3.1
|
|
2007
|
||||||||||
Totowa - Commerce
|
—
|
|
4.1
|
|
0.8
|
|
—
|
|
—
|
|
0.9
|
|
—
|
|
4.1
|
|
1.7
|
|
1.3
|
|
2015
|
||||||||||
South Bend - Crescent
|
—
|
|
1.1
|
|
—
|
|
—
|
|
0.6
|
|
0.2
|
|
—
|
|
1.7
|
|
0.2
|
|
1.8
|
|
2008
|
||||||||||
South Bend - Monroe
|
—
|
|
—
|
|
—
|
|
—
|
|
2.5
|
|
0.4
|
|
—
|
|
2.5
|
|
0.4
|
|
1.8
|
|
2007
|
||||||||||
Singapore - Inter Business Park*
|
—
|
|
9.0
|
|
—
|
|
—
|
|
(9.0
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2011
|
||||||||||
Chicago - Aurora II
|
2.6
|
|
—
|
|
—
|
|
—
|
|
22.6
|
|
68.6
|
|
2.6
|
|
22.6
|
|
68.6
|
|
7.1
|
|
2016
|
||||||||||
Chicago - Aurora Tower
|
—
|
|
—
|
|
—
|
|
—
|
|
4.9
|
|
0.4
|
|
—
|
|
4.9
|
|
0.4
|
|
0.1
|
|
2018
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
(dollars in millions)
|
Initial Costs
|
Cost Capitalized Subsequent to
Acquisition |
Gross Carrying Amount
|
|
|
||||||||||||||||||||||||||
Description
|
Land
|
Building and
Improvements |
Equipment
|
Land
|
Building and
Improvements |
Equipment
|
Land
|
Building and
Improvements |
Equipment
|
Accumulated
Depreciation |
Acquisition
|
||||||||||||||||||||
London - Great Bridgewater
|
—
|
|
16.5
|
|
—
|
|
—
|
|
10.3
|
|
1.2
|
|
—
|
|
26.8
|
|
1.2
|
|
4.2
|
|
2011
|
||||||||||
|
$
|
117.7
|
|
$
|
609.6
|
|
$
|
543.0
|
|
$
|
0.8
|
|
$
|
1,067.9
|
|
$
|
2,087.2
|
|
$
|
118.5
|
|
$
|
1,677.5
|
|
$
|
2,630.2
|
|
$
|
1,054.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Land held for future development
|
$
|
176.4
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
176.4
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
|
Years Ended December 31,
|
||||||||
(amounts in millions)
|
2018
|
2017
|
2016
|
||||||
Property
|
|
|
|
||||||
Balance—beginning of period
|
$
|
3,840.8
|
|
$
|
2,601.6
|
|
$
|
1,827.6
|
|
Disposals
|
(20.8
|
)
|
(3.4
|
)
|
(12.0
|
)
|
|||
Impairments
|
—
|
|
(71.8
|
)
|
(4.9
|
)
|
|||
Additions (acquisitions and improvements)
|
1,527.5
|
|
1,314.4
|
|
790.9
|
|
|||
Balance, end of period
(1)
|
$
|
5,347.5
|
|
$
|
3,840.8
|
|
$
|
2,601.6
|
|
Accumulated Depreciation
|
|
|
|
||||||
Balance—beginning of period
|
$
|
782.4
|
|
$
|
578.5
|
|
$
|
435.6
|
|
Disposals
|
(14.0
|
)
|
(1.9
|
)
|
(7.9
|
)
|
|||
Impairments
|
—
|
|
(14.1
|
)
|
—
|
|
|||
Additions (depreciation and amortization expense)
|
286.1
|
|
219.9
|
|
150.8
|
|
|||
Balance, end of period
|
$
|
1,054.5
|
|
$
|
782.4
|
|
$
|
578.5
|
|
|
|
Exhibit #
|
Exhibit Description
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.2
+
|
|
|
|
32.1
+
|
|
|
|
32.2
+
|
|
|
|
(101.INS)*
|
XBRL Instance Document.
|
|
|
(101.SCH)*
|
XBRL Taxonomy Extension Schema Document.
|
|
|
(101.CAL)*
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
(101.DEF)*
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
(101.LAB)*
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
(101.PRE)*
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
+
|
Filed herewith.
|
*
|
Submitted electronically with this report.
|
†
|
This exhibit is a management contract or compensation plan or arrangement.
|
|
CyrusOne Inc.
|
||
|
|
|
|
|
By:
|
|
/s/ Gary J. Wojtaszek
|
|
|
|
Gary J. Wojtaszek
|
|
|
|
President, Chief Executive Officer, and Director
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
By:
|
|
/s/ Diane M. Morefield
|
|
|
|
Diane M. Morefield
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
By:
|
|
/s/ Mark E. Skomal
|
|
|
|
Mark E. Skomal
|
|
|
|
Senior Vice President and Chief Accounting Officer
|
|
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
||
/s/ Gary J. Wojtaszek
|
|
President, Chief Executive Officer
|
|
February 22, 2019
|
Gary J. Wojtaszek
|
|
and Director
|
|
|
|
|
|
||
/s/ Alex Shumate
|
|
Chairman of the Board of Directors
|
|
February 22, 2019
|
Alex Shumate
|
|
|
|
|
|
|
|
||
/s/ David H. Ferdman
|
|
Director
|
|
February 22, 2019
|
David H. Ferdman
|
|
|
|
|
|
|
|
|
|
/s/ John W. Gamble Jr.
|
|
Director
|
|
February 22, 2019
|
John W. Gamble Jr.
|
|
|
|
|
|
|
|
|
|
/s/ Michael A. Klayko
|
|
Director
|
|
February 22, 2019
|
Michael A. Klayko
|
|
|
|
|
|
|
|
|
|
/s/ T. Tod Nielsen
|
|
Director
|
|
February 22, 2019
|
T. Tod Nielsen
|
|
|
|
|
|
|
|
|
|
/s/ William E. Sullivan
|
|
Director
|
|
February 22, 2019
|
William E. Sullivan
|
|
|
|
|
|
|
|
||
/s/ Lynn Wentworth
|
|
Director
|
|
February 22, 2019
|
Lynn Wentworth
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Robert M. Jackson
Name: Robert M. Jackson Title: EVP, General Counsel & Secretary |
1.
|
Issuance and Designation
.
|
2.
|
Definitions
.
|
3.
|
Vesting
.
|
4.
|
Allocations
.
|
5.
|
Distributions
.
|
6.
|
Redemption
.
|
7.
|
Conversion to Partnership Common Units
.
|
8.
|
Adjustments
.
|
9.
|
Status of Reacquired Units
.
|
10.
|
General
.
|
11.
|
Voting Rights
.
|
12.
|
Restrictions on Transfer
.
|
13.
|
Section 83 Safe Harbor
.
|
To:
|
CyrusOne LP
c/o CyrusOne GP 2101 Cedar Springs Road, Suite 900 Dallas, Texas 75201 Attention: Investor Relations |
Home Location:
|
CT
|
Host Location:
|
London, UK
|
Effective Start Date:
|
December 1, 2018
|
Host Location Job Title:
|
President, Europe
|
Manager:
|
Gary Wojtaszek, President & CEO
|
Annual Base Salary:
|
$550,000
|
•
|
Bi-weekly base salary of $21,153.84 (equivalent to $550,000 annually), to be paid in accordance with current company payroll policies.
|
•
|
Eligibility under current company policy to participate in the CyrusOne Bonus Program at a target opportunity level equal to 100% of your actual base pay earnings for the year. Any bonus earned is based on a combination of business results and your own results measured against performance objectives for you/your position. Any bonus payments made to you are at the sole discretion of management and require final approval from the CyrusOne Board of Directors.
|
•
|
Equity awards are set and approved by the company’s Compensation Committee every year. Your next annual equity award will be issued in the first quarter of 2019, with target annual equity of 300% of your base salary
.
|
•
|
All other aspects of your Long Term International Assignment are detailed in the attached policy.
|
•
|
In the event of (i) a change in the CEO position at CyrusOne, (ii) a material adverse change of your duties and responsibilities, (iii) there is a Change in Control (as defined in your existing employment agreement upon your agreement, the Company will pay for your relocation back to the U.S. within 30 days of any of those events.
|
(1)
|
The maximum number of Common Shares which may be issued or paid under or with respect to all of the awards (considered in the aggregate) granted under the Plan during the Plan’s entire existence shall be equal to 8,900,000 Common Shares.
|
(2)
|
The maximum number of Common Shares which may be issued or paid under or with respect to all stock options and stock appreciation rights (considered in the aggregate but separately from all other forms of awards listed in section 5 hereof) granted under the Plan during the Plan’s entire existence shall be equal to 8,900,000 Common Shares.
|
(3)
|
The maximum number of Common Shares which may be issued or paid under or with respect to all ISOs (considered in the aggregate but separately from all other types of stock options and other forms of awards listed in section 5 hereof) granted under the Plan during the Plan’s entire existence shall be equal to 8,900,000 Common Shares.
|
(1)
|
(A) The maximum number of Common Shares on which all Share-Based Awards (considered in the aggregate) granted under the Plan to any Participant during each and any calendar year may be based, and the maximum number of
|
(2)
|
(A) The maximum number of Common Shares on which all Share-Based Awards (considered in the aggregate) granted under the Plan to any Participant who is a Director during each and any calendar year may be based, and the maximum number of Common Shares on which all Share-Based Awards of a specific form listed in section 5 hereof (considered separately from all other forms of Share-Based Awards listed in section 5 hereof) granted under the Plan to any Participant who is a Director during each and any calendar year may be based, shall be 100,000 Common Shares, provided that, notwithstanding the foregoing, any awards granted to a Director at the time of CyrusOne’s initial public offering shall not count against the limit included in this paragraph (a)(2)(A).
|
(1)
|
a gain, loss, income, or expense resulting from changes in generally accepted accounting principles that become effective during the applicable performance period or any previous period;
|
(2)
|
unusual and/or infrequently occurring items;
|
(3)
|
an impact of other specified nonrecurring events;
|
(4)
|
a gain or loss resulting from, and the direct expense incurred in connection with, the disposition of a business, in whole or in part, the sale of investments or non-core assets, or discontinued operations, categories, or segments of businesses;
|
(5)
|
a gain or loss from claims and/or litigation and insurance recoveries relating to claims or litigation;
|
(6)
|
an impact of impairment of tangible or intangible assets;
|
(7)
|
an impact of restructuring activities, including, without limitation, reductions in force;
|
(8)
|
an impact of investments or acquisitions made during the applicable performance period or any prior period;
|
(9)
|
a loss from political and legal changes that impact operations, as a consequence of war, insurrection, riot, terrorism, confiscation, expropriation, nationalization, deprivation, seizure, business interruption, or regulatory requirements;
|
(10)
|
retained and uninsured losses from natural catastrophes;
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(11)
|
currency fluctuations;
|
(12)
|
an expense relating to the issuance of stock options and/or other stock-based compensation;
|
(13)
|
an expense relating to the early retirement of debt; and/or
|
(14)
|
an impact of the conversion of convertible debt securities.
|
(1)
|
more than 60% of the total voting power (in respect of the election of directors, or similar officials in the case of an entity other than a corporation) of (i) the entity resulting from such Reorganization or the entity which has acquired all or substantially all of the assets of the Company (for purposes of this paragraph (c) and in either case, the “Surviving Entity”), or (ii) if applicable, the ultimate parent entity that directly or indirectly has beneficial ownership of more than 50% of the total voting power (in respect of the election of directors, or similar officials in the case of an entity other than a corporation) of the Surviving Entity (for purposes of this paragraph (c), the “Parent Entity”), is represented by CyrusOne Voting Securities that were outstanding immediately prior to such Reorganization or Sale (or, if applicable, is represented by shares into which such CyrusOne Voting Securities were converted pursuant to such Reorganization or Sale), and such voting power among the holders thereof is in substantially the same proportion as the voting power of such CyrusOne Voting Securities among the holders thereof immediately prior to the Reorganization or Sale;
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(2)
|
no person (other than any employee benefit plan sponsored or maintained by the Surviving Entity or the Parent Entity or the related trust of any such plan) is or becomes the beneficial owner, directly or indirectly, of 20% or more of the total voting power (in respect of the election of directors, or similar officials in the case of an entity other than a corporation) of the outstanding voting securities of the Parent Entity (or, if there is no Parent Entity, the Surviving Entity); and
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(3)
|
at least a majority of the members of the board of directors (or similar officials in the case of an entity other than a corporation) of the Parent Entity (or, if there is no Parent Entity, the Surviving Entity) following the consummation of the Reorganization or Sale were, at the time of the approval by the Board of the execution of the initial agreement providing for such Reorganization or Sale, Incumbent Directors (any Reorganization or Sale which satisfies all of the criteria specified in subparagraphs (1), (2), and (3) of this paragraph (c) being deemed to be a “Non-Qualifying Transaction” for purposes of this subsection 18.4).
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Subsidiary Name
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State or Country of Incorporation or Formation
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CyrusOne GP
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Maryland
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CyrusOne LP
|
Maryland
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CyrusOne Finance Corp.
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Maryland
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CyrusOne LLC
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Delaware
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CyrusOne TRS Inc.
|
Delaware
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CyrusOne Foreign Holdings LLC
|
Delaware
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CyrusOne Government Services LLC
|
Delaware
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Cervalis Holdings LLC
|
Delaware
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Cervalis LLC
|
Delaware
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Cyrus One UK Holdco LLP
|
United Kingdom
|
Cyrus One UK Limited
|
United Kingdom
|
CyrusOne NC LLC
|
Delaware
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CyrusOne NJ LLC
|
Delaware
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C1-Allen LLC
|
Delaware
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Cheetah Asia Holdings LLC
|
Delaware
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Warhol TRS LLC
|
Delaware
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Warhol Partnership LLC
|
Delaware
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Warhol REIT LLC
|
Delaware
|
CyrusOne Dutch Holdings B.V.
|
Netherlands
|
C1-Santa Clara LLC
|
Delaware
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C1-ATL LLC
|
Delaware
|
Interlude Properties LLC
|
Delaware
|
GK Properties IV LLC
|
Delaware
|
CyrusOne New Services TRS
|
Delaware
|
C1- Mesa LLC
|
Delaware
|
Zenium Management Limited
|
United Kingdom
|
CyrusOne Irish Datcentres Dublin II Limited
|
Ireland
|
CyrusOne Germany GmbH
|
Germany
|
CyrusOne UK3 Limited
|
United Kingdom
|
CyrusOne Dutch TRS B.V.
|
Netherlands
|
C1-Sterling VIII LLC
|
Delaware
|
Zenium Topco Limited
|
Cayman Islands
|
CyrusOne Irish Datcentres Holdings Limited
|
Ireland
|
CyrusOne Paris SAS
|
France
|
CyrusOne UK4 Limited
|
United Kingdom
|
C1 BTE Holdings LLC
|
Delaware
|
CyrusOne UK TRS Limited
|
United Kingdom
|
CyrusOne German TRS GmbH
|
Germany
|
C1-Sterling IX LLC
|
Delaware
|
Zenium Holdings Limited
|
Ireland
|
CyrusOne AM53 B.V.
|
Netherlands
|
CyrusOne France SAS
|
France
|
C1 BTE Holdings Columbia LLC
|
Delaware
|
CyrusOne France SAS
|
France
|
CyrusOne UK5 Limited
|
United Kingdom
|
Zenium Technology Partners Limited
|
United Kingdom
|
Zenium UK Limited
|
United Kingdom
|
Zenium Germany GmbH
|
Germany
|
Echo 4 GmbH
|
Germany
|
C1 - Manassas LLC
|
Delaware
|
C1 San Antonio V
|
Delaware
|
CyrusOne Holding LLC
|
Delaware
|
C1 - Quincy LLC
|
Delaware
|
1.
|
I have reviewed this annual report on Form 10-K of CyrusOne Inc. (“registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
February 22, 2019
|
|
|
|
/s/ Gary J. Wojtaszek
|
|
|
|
|
Gary J. Wojtaszek
|
|
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of CyrusOne Inc. (“registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
February 22, 2019
|
|
|
|
/s/ Diane M. Morefield
|
|
|
|
|
Diane M. Morefield
|
|
|
|
|
Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Gary J. Wojtaszek
|
Gary J. Wojtaszek
|
President and Chief Executive Officer
|
February 22, 2019
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Diane M. Morefield
|
Diane M. Morefield
|
Chief Financial Officer
|
February 22, 2019
|