|
☒
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
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
|
Trading Symbol
|
Name of Each Exchange on Which Registered
|
Common Stock, $.01 par value
|
CONE
|
NASDAQ
|
|
Large Accelerated Filer
|
☒
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
|
|
Emerging growth company
|
☐
|
|
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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•
|
risks related to the development of our properties including, without limitation, obtaining applicable permits, power and connectivity, and our ability to successfully lease those properties;
|
•
|
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 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 Zenium acquisition and land acquisitions, are subject to special risks different from those faced by us in the United States;
|
•
|
the significant uncertainty that remains about the future relationship between the United Kingdom and the European Union as a result of 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
|
$
|
84,063
|
|
379
|
|
81
|
%
|
81
|
%
|
82
|
|
46
|
%
|
133
|
|
595
|
|
—
|
|
56
|
|
|
Northern Virginia - Sterling V
|
Northern Virginia
|
60,046
|
|
383
|
|
86
|
%
|
93
|
%
|
11
|
|
100
|
%
|
145
|
|
539
|
|
64
|
|
66
|
|
||
Northern Virginia - Sterling VI
|
Northern Virginia
|
47,424
|
|
272
|
|
88
|
%
|
91
|
%
|
35
|
|
—
|
%
|
—
|
|
307
|
|
—
|
|
57
|
|
||
Northern Virginia - Sterling II
|
Northern Virginia
|
35,498
|
|
159
|
|
100
|
%
|
100
|
%
|
9
|
|
100
|
%
|
55
|
|
223
|
|
—
|
|
30
|
|
||
San Antonio III
|
San Antonio
|
32,733
|
|
132
|
|
100
|
%
|
100
|
%
|
9
|
|
100
|
%
|
43
|
|
184
|
|
—
|
|
24
|
|
||
Somerset I
|
New York Metro
|
31,991
|
|
108
|
|
81
|
%
|
81
|
%
|
27
|
|
99
|
%
|
89
|
|
224
|
|
186
|
|
16
|
|
||
Chicago - Aurora I
|
Chicago
|
31,445
|
|
113
|
|
98
|
%
|
98
|
%
|
34
|
|
100
|
%
|
223
|
|
371
|
|
27
|
|
71
|
|
||
Cincinnati - 7th Street***
|
Cincinnati
|
31,285
|
|
197
|
|
65
|
%
|
65
|
%
|
6
|
|
61
|
%
|
175
|
|
378
|
|
46
|
|
16
|
|
||
Houston - Houston West I
|
Houston
|
28,687
|
|
112
|
|
75
|
%
|
75
|
%
|
11
|
|
100
|
%
|
37
|
|
161
|
|
3
|
|
28
|
|
||
Totowa - Madison**
|
New York Metro
|
26,656
|
|
51
|
|
87
|
%
|
87
|
%
|
22
|
|
89
|
%
|
59
|
|
133
|
|
—
|
|
6
|
|
||
Dallas - Lewisville*
|
Dallas
|
26,527
|
|
114
|
|
81
|
%
|
81
|
%
|
11
|
|
63
|
%
|
54
|
|
180
|
|
—
|
|
21
|
|
||
Cincinnati - North Cincinnati
|
Cincinnati
|
24,910
|
|
65
|
|
99
|
%
|
99
|
%
|
45
|
|
79
|
%
|
53
|
|
163
|
|
65
|
|
14
|
|
||
Phoenix - Chandler VI
|
Phoenix
|
24,778
|
|
148
|
|
100
|
%
|
100
|
%
|
6
|
|
100
|
%
|
32
|
|
187
|
|
279
|
|
24
|
|
||
Frankfurt I
|
Frankfurt
|
22,280
|
|
53
|
|
97
|
%
|
97
|
%
|
8
|
|
91
|
%
|
57
|
|
118
|
|
—
|
|
18
|
|
||
Houston - Houston West II
|
Houston
|
21,190
|
|
80
|
|
75
|
%
|
75
|
%
|
4
|
|
88
|
%
|
55
|
|
139
|
|
11
|
|
12
|
|
||
Austin III
|
Austin
|
20,811
|
|
62
|
|
69
|
%
|
69
|
%
|
15
|
|
98
|
%
|
21
|
|
98
|
|
67
|
|
9
|
|
||
San Antonio I
|
San Antonio
|
20,258
|
|
44
|
|
99
|
%
|
99
|
%
|
6
|
|
83
|
%
|
46
|
|
96
|
|
11
|
|
12
|
|
||
Phoenix - Chandler II
|
Phoenix
|
20,145
|
|
74
|
|
100
|
%
|
100
|
%
|
6
|
|
53
|
%
|
26
|
|
105
|
|
—
|
|
12
|
|
||
Wappingers Falls I**
|
New York Metro
|
19,962
|
|
37
|
|
65
|
%
|
65
|
%
|
20
|
|
87
|
%
|
15
|
|
72
|
|
—
|
|
3
|
|
||
Phoenix - Chandler I
|
Phoenix
|
19,927
|
|
74
|
|
100
|
%
|
100
|
%
|
35
|
|
12
|
%
|
39
|
|
147
|
|
31
|
|
16
|
|
||
Northern Virginia - Sterling III
|
Northern Virginia
|
19,444
|
|
79
|
|
100
|
%
|
100
|
%
|
7
|
|
100
|
%
|
34
|
|
120
|
|
—
|
|
15
|
|
||
Phoenix - Chandler III
|
Phoenix
|
19,194
|
|
68
|
|
100
|
%
|
100
|
%
|
2
|
|
—
|
%
|
30
|
|
101
|
|
—
|
|
14
|
|
||
Northern Virginia - Sterling I
|
Northern Virginia
|
17,956
|
|
78
|
|
100
|
%
|
100
|
%
|
6
|
|
69
|
%
|
49
|
|
132
|
|
—
|
|
12
|
|
||
Raleigh-Durham I
|
Raleigh-Durham
|
17,945
|
|
83
|
|
88
|
%
|
95
|
%
|
13
|
|
93
|
%
|
82
|
|
178
|
|
235
|
|
15
|
|
||
Northern Virginia - Sterling IV
|
Northern Virginia
|
15,742
|
|
81
|
|
100
|
%
|
100
|
%
|
7
|
|
100
|
%
|
34
|
|
122
|
|
—
|
|
15
|
|
||
Frankfurt II
|
Frankfurt
|
15,616
|
|
90
|
|
100
|
%
|
100
|
%
|
9
|
|
100
|
%
|
72
|
|
171
|
|
10
|
|
35
|
|
||
San Antonio II
|
San Antonio
|
14,631
|
|
64
|
|
100
|
%
|
100
|
%
|
11
|
|
100
|
%
|
41
|
|
117
|
|
—
|
|
12
|
|
||
Austin II
|
Austin
|
14,621
|
|
44
|
|
89
|
%
|
92
|
%
|
2
|
|
100
|
%
|
22
|
|
68
|
|
—
|
|
5
|
|
||
Phoenix - Chandler V
|
Phoenix
|
14,025
|
|
72
|
|
100
|
%
|
100
|
%
|
1
|
|
95
|
%
|
16
|
|
89
|
|
94
|
|
12
|
|
||
Houston - Galleria
|
Houston
|
13,994
|
|
63
|
|
48
|
%
|
48
|
%
|
23
|
|
40
|
%
|
25
|
|
112
|
|
—
|
|
14
|
|
||
Florence
|
Cincinnati
|
13,661
|
|
53
|
|
99
|
%
|
99
|
%
|
47
|
|
87
|
%
|
40
|
|
140
|
|
—
|
|
9
|
|
||
London I*
|
London
|
12,083
|
|
30
|
|
100
|
%
|
100
|
%
|
12
|
|
56
|
%
|
58
|
|
100
|
|
9
|
|
12
|
|
||
Phoenix - Chandler IV
|
Phoenix
|
11,570
|
|
73
|
|
100
|
%
|
100
|
%
|
3
|
|
100
|
%
|
27
|
|
103
|
|
—
|
|
12
|
|
||
Cincinnati - Hamilton*
|
Cincinnati
|
11,104
|
|
47
|
|
73
|
%
|
73
|
%
|
1
|
|
100
|
%
|
35
|
|
83
|
|
—
|
|
10
|
|
||
San Antonio IV
|
San Antonio
|
10,823
|
|
60
|
|
100
|
%
|
100
|
%
|
12
|
|
100
|
%
|
27
|
|
99
|
|
—
|
|
12
|
|
||
London II*
|
London
|
9,989
|
|
64
|
|
100
|
%
|
100
|
%
|
10
|
|
100
|
%
|
93
|
|
166
|
|
4
|
|
21
|
|
||
Houston - Houston West III
|
Houston
|
6,947
|
|
53
|
|
41
|
%
|
42
|
%
|
10
|
|
100
|
%
|
32
|
|
95
|
|
209
|
|
6
|
|
||
London - Great Bridgewater**
|
London
|
6,808
|
|
10
|
|
96
|
%
|
96
|
%
|
—
|
|
—
|
%
|
1
|
|
11
|
|
—
|
|
1
|
|
||
Stamford - Riverbend**
|
New York Metro
|
6,053
|
|
20
|
|
23
|
%
|
23
|
%
|
—
|
|
—
|
%
|
8
|
|
28
|
|
—
|
|
2
|
|
||
Cincinnati - Mason
|
Cincinnati
|
5,212
|
|
34
|
|
100
|
%
|
100
|
%
|
26
|
|
98
|
%
|
17
|
|
78
|
|
—
|
|
4
|
|
||
Chicago - Aurora II (DH #1)
|
Chicago
|
4,760
|
|
77
|
|
47
|
%
|
49
|
%
|
45
|
|
—
|
%
|
14
|
|
136
|
|
272
|
|
16
|
|
||
Norwalk I**
|
New York Metro
|
4,692
|
|
13
|
|
100
|
%
|
100
|
%
|
4
|
|
65
|
%
|
41
|
|
58
|
|
87
|
|
2
|
|
||
Chicago - Lombard
|
Chicago
|
2,414
|
|
14
|
|
64
|
%
|
64
|
%
|
4
|
|
45
|
%
|
12
|
|
30
|
|
29
|
|
3
|
|
||
Stamford - Omega**
|
New York Metro
|
1,234
|
|
—
|
|
—
|
%
|
—
|
%
|
19
|
|
79
|
%
|
4
|
|
22
|
|
—
|
|
—
|
|
CyrusOne Inc.
|
|||||||||||||||||||||||
Data Center Portfolio
|
|||||||||||||||||||||||
As of December 31, 2019
|
|||||||||||||||||||||||
(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)
|
||||||||||||||
Totowa - Commerce**
|
New York Metro
|
$
|
666
|
|
—
|
|
—
|
%
|
—
|
%
|
20
|
|
44
|
%
|
6
|
|
26
|
|
—
|
|
—
|
|
|
Cincinnati - Blue Ash*
|
Cincinnati
|
633
|
|
6
|
|
36
|
%
|
36
|
%
|
7
|
|
100
|
%
|
2
|
|
15
|
|
—
|
|
1
|
|
||
Singapore - Inter Business Park**
|
Singapore
|
368
|
|
3
|
|
20
|
%
|
20
|
%
|
—
|
|
—
|
%
|
—
|
|
3
|
|
—
|
|
1
|
|
||
Stabilized Properties - Total
|
|
$
|
902,801
|
|
3,937
|
|
87
|
%
|
88
|
%
|
705
|
|
66
|
%
|
$
|
2,178
|
|
6,820
|
|
1,739
|
|
767
|
|
Pre-Stabilized Properties(b)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Northern Virginia - Sterling VIII
|
Northern Virginia
|
8,805
|
|
61
|
|
37
|
%
|
37
|
%
|
4
|
|
—
|
%
|
25
|
|
90
|
|
—
|
|
6
|
|
||
Dallas - Carrollton (DH #7)
|
Dallas
|
4,100
|
|
48
|
|
38
|
%
|
57
|
%
|
—
|
|
—
|
%
|
—
|
|
48
|
|
—
|
|
6
|
|
||
Dallas - Allen (DH #1)
|
Dallas
|
1,056
|
|
79
|
|
9
|
%
|
9
|
%
|
—
|
|
—
|
%
|
58
|
|
137
|
|
204
|
|
6
|
|
||
London II* -(DH #3)
|
London
|
—
|
|
17
|
|
—
|
%
|
—
|
%
|
—
|
|
—
|
%
|
$
|
—
|
|
17
|
|
—
|
|
7
|
|
|
London I* -(DH #1)
|
London
|
—
|
|
8
|
|
—
|
%
|
—
|
%
|
—
|
|
—
|
%
|
—
|
|
8
|
|
—
|
|
3
|
|
||
Somerset I (DH #14)
|
New York Metro
|
—
|
|
16
|
|
—
|
%
|
40
|
%
|
—
|
|
—
|
%
|
—
|
|
16
|
|
—
|
|
2
|
|
||
All Properties - Total
|
|
$
|
916,763
|
|
4,165
|
|
83
|
%
|
85
|
%
|
709
|
|
66
|
%
|
2,261
|
|
7,135
|
|
1,942
|
|
797
|
|
*
|
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, 2019 multiplied by 12. For the month of December 2019, customer reimbursements were $137.6 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, 2018 through December 31, 2019, customer reimbursements under leases with separately metered power constituted between 11.6% and 19.4% of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of December 31, 2019 was $906.7 million. Our annualized effective rent was lower than our annualized rent as of December 31, 2019 because our negative straight-line and other adjustments and amortization of deferred revenue exceeded our positive straight-line adjustments due to factors such as the timing of contractual rent escalations and customer payments 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, 2019 divided by total CSF. Leases signed but that have not commenced billing as of December 31, 2019 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, 2019 divided by total Office & Other space. Leases signed but not commenced as of December 31, 2019 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
|
||||||||
Northern Virginia - Sterling IX
|
Northern Virginia
|
1Q'20
|
—
|
|
—
|
|
—
|
|
307
|
|
307
|
|
—
|
|
$
|
46
|
|
$41-50
|
$87-96
|
Amsterdam I
|
Amsterdam
|
1Q'20
|
39
|
|
28
|
|
40
|
|
194
|
|
301
|
|
4.0
|
|
56
|
|
9-20
|
65-76
|
|
Northern Virginia - Sterling VIII
|
Northern Virginia
|
2Q'20
|
61
|
|
—
|
|
—
|
|
—
|
|
61
|
|
24.0
|
|
43
|
|
65-77
|
108-120
|
|
London III
|
London
|
2Q'20
|
20
|
|
2
|
|
45
|
|
20
|
|
87
|
|
6.0
|
|
19
|
|
22-27
|
41-46
|
|
Raleigh-Durham I
|
Raleigh-Durham
|
2Q'20
|
11
|
|
3
|
|
—
|
|
—
|
|
14
|
|
2.0
|
|
1
|
|
9-11
|
10-12
|
|
Frankfurt III
|
Frankfurt
|
3Q'20
|
101
|
|
9
|
|
109
|
|
39
|
|
258
|
|
35.0
|
|
28
|
|
155-175
|
183-203
|
|
Northern Virginia - Sterling VII
|
Northern Virginia
|
3Q'20
|
—
|
|
—
|
|
—
|
|
167
|
|
167
|
|
—
|
|
27
|
|
64-73
|
91-100
|
|
San Antonio V
|
San Antonio
|
3Q'20
|
67
|
|
7
|
|
21
|
|
105
|
|
199
|
|
9.0
|
|
21
|
|
65-74
|
86-95
|
|
Council Bluffs I
|
Council Bluffs, IA
|
3Q'20
|
42
|
|
14
|
|
18
|
|
42
|
|
115
|
|
6.0
|
|
1
|
|
59-65
|
60-66
|
|
Dublin I
|
Dublin
|
4Q'20
|
39
|
|
10
|
|
33
|
|
113
|
|
195
|
|
6.0
|
|
12
|
|
55-62
|
67-74
|
|
Total
|
|
|
380
|
|
73
|
|
265
|
|
985
|
|
1,704
|
|
92.0
|
|
$
|
254
|
|
$544-634
|
$798-888
|
(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 1.32. Frankfurt and Amsterdam development costs are EUR-denominated and shown as USD-equivalent using exchange rate of 1.12 as of December 31, 2019.
|
(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, 2019. 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
|
11
|
|
$
|
188,006
|
|
20.5
|
%
|
99.6
|
|
2
|
Information Technology
|
11
|
|
58,852
|
|
6.4
|
%
|
30.9
|
|
|
3
|
Information Technology
|
5
|
|
54,674
|
|
6.0
|
%
|
55.5
|
|
|
4
|
Information Technology
|
7
|
|
35,175
|
|
3.8
|
%
|
51.4
|
|
|
5
|
Information Technology
|
7
|
|
33,659
|
|
3.7
|
%
|
41.4
|
|
|
6
|
Information Technology
|
6
|
|
20,186
|
|
2.2
|
%
|
34.2
|
|
|
7
|
Financial Services
|
1
|
|
19,486
|
|
2.1
|
%
|
135.0
|
|
|
8
|
Healthcare
|
2
|
|
15,442
|
|
1.7
|
%
|
96.0
|
|
|
9
|
Research and Consulting Services
|
3
|
|
15,435
|
|
1.7
|
%
|
24.8
|
|
|
10
|
Information Technology
|
4
|
|
14,236
|
|
1.6
|
%
|
44.6
|
|
|
11
|
Industrials
|
5
|
|
11,182
|
|
1.2
|
%
|
8.2
|
|
|
12
|
Telecommunication Services
|
2
|
|
9,966
|
|
1.1
|
%
|
21.4
|
|
|
13
|
Information Technology
|
3
|
|
9,954
|
|
1.1
|
%
|
54.9
|
|
|
14
|
Financial Services
|
2
|
|
9,795
|
|
1.1
|
%
|
47.0
|
|
|
15
|
Telecommunication Services
|
8
|
|
9,637
|
|
1.0
|
%
|
13.5
|
|
|
16
|
Consumer Staples
|
3
|
|
9,230
|
|
1.0
|
%
|
13.9
|
|
|
17
|
Information Technology
|
4
|
|
8,735
|
|
1.0
|
%
|
98.7
|
|
|
18
|
Telecommunication Services
|
1
|
|
8,131
|
|
0.9
|
%
|
94.3
|
|
|
19
|
Information Technology
|
1
|
|
7,726
|
|
0.8
|
%
|
12.0
|
|
|
20
|
Financial Services
|
1
|
|
6,600
|
|
0.7
|
%
|
5.0
|
|
|
|
|
|
$
|
546,108
|
|
59.5
|
%
|
65.8
|
|
(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, 2019, multiplied by 12. For the month of December 2019, customer reimbursements were $137.6 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, 2018 through December 31, 2019, customer reimbursements under leases with separately metered power constituted between 11.6% and 19.4% of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of December 31, 2019 was $906.7 million. Our annualized effective rent was greater than our annualized rent as of December 31, 2019 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, 2019, which was approximately $916.8 million.
|
(d)
|
Weighted average based on customer’s percentage of total annualized rent expiring and is as of December 31, 2019, 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.
|
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
|
639
|
|
67
|
%
|
136
|
|
3
|
%
|
$
|
82,219
|
|
9
|
%
|
1,000-2,499
|
120
|
|
13
|
%
|
185
|
|
3
|
%
|
45,014
|
|
5
|
%
|
|
2,500-4,999
|
72
|
|
7
|
%
|
253
|
|
5
|
%
|
47,890
|
|
5
|
%
|
|
5,000-9,999
|
48
|
|
5
|
%
|
342
|
|
6
|
%
|
55,093
|
|
6
|
%
|
|
10,000+
|
78
|
|
8
|
%
|
4,563
|
|
83
|
%
|
686,547
|
|
75
|
%
|
|
Total
|
957
|
|
100
|
%
|
5,480
|
|
100
|
%
|
$
|
916,763
|
|
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, 2019. 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, 2019, multiplied by 12. For the month of December 2019, customer reimbursements were $137.6 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, 2018 through December 31, 2019, customer reimbursements under leases with separately metered power constituted between 11.6% and 19.4% of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of December 31, 2019 was $906.7 million. Our annualized effective rent was greater than our annualized rent as of December 31, 2019 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
|
|
1,655
|
|
23
|
%
|
|
|
|
|
|||||||
Month-to-Month
|
894
|
|
63
|
|
1
|
%
|
$
|
24,380
|
|
3
|
%
|
$
|
24,455
|
|
2
|
%
|
2020
|
2,831
|
|
763
|
|
11
|
%
|
136,872
|
|
15
|
%
|
137,902
|
|
14
|
%
|
||
2021
|
2,219
|
|
679
|
|
9
|
%
|
142,498
|
|
16
|
%
|
146,488
|
|
15
|
%
|
||
2022
|
1,529
|
|
603
|
|
8
|
%
|
105,752
|
|
11
|
%
|
111,609
|
|
11
|
%
|
||
2023
|
387
|
|
732
|
|
10
|
%
|
113,445
|
|
12
|
%
|
135,415
|
|
14
|
%
|
||
2024
|
227
|
|
488
|
|
7
|
%
|
89,120
|
|
10
|
%
|
101,475
|
|
10
|
%
|
||
2025
|
62
|
|
201
|
|
3
|
%
|
30,374
|
|
3
|
%
|
34,261
|
|
3
|
%
|
||
2026
|
46
|
|
623
|
|
9
|
%
|
94,092
|
|
10
|
%
|
101,536
|
|
10
|
%
|
||
2027
|
25
|
|
480
|
|
7
|
%
|
81,591
|
|
9
|
%
|
90,469
|
|
9
|
%
|
||
2028
|
17
|
|
277
|
|
4
|
%
|
31,446
|
|
3
|
%
|
36,783
|
|
4
|
%
|
||
2029
|
7
|
|
83
|
|
1
|
%
|
6,154
|
|
1
|
%
|
8,771
|
|
1
|
%
|
||
2030 - Thereafter
|
18
|
|
487
|
|
7
|
%
|
61,039
|
|
7
|
%
|
70,840
|
|
7
|
%
|
||
Total
|
8,262
|
|
7,135
|
|
100
|
%
|
$
|
916,763
|
|
100
|
%
|
$
|
1,000,004
|
|
100
|
%
|
(a)
|
Leases that were auto-renewed prior to December 31, 2019 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, 2019, multiplied by 12. For the month of December 2019, customer reimbursements were $137.6 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, 2018 through December 31, 2019, customer reimbursements under leases with separately metered power constituted between 11.6% and 19.4% of annualized rent. After giving effect to abatements, free rent and other straight-line adjustments, our annualized effective rent as of December 31, 2019 was $906.7 million. Our annualized effective rent was greater than our annualized rent as of December 31, 2019 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, 2019, 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, policies, 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 significant uncertainty that remains about the future relationship between the United Kingdom and the European Union as a result of the United Kingdom's withdrawal from the European Union (commonly known as "Brexit") as discussed in “The continuing uncertainty surrounding 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;
|
•
|
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 additional funds to pay such indebtedness at or before 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 certain 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 common stock or the number of shares of stock of any class or series that we have authority to issue and
|
•
|
“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, 2019 - February 28, 2019
|
164,748
|
|
$
|
52.90
|
|
N/A
|
N/A
|
April 1, 2019 - April 30, 2019
|
1,236
|
|
55.83
|
|
N/A
|
N/A
|
|
May 1, 2019 - May 31, 2019
|
1,917
|
|
58.74
|
|
N/A
|
N/A
|
|
July 1, 2019 - July 31, 2019
|
1,088
|
|
56.31
|
|
N/A
|
N/A
|
|
September 1, 2019 - September 30, 2019
|
786
|
|
73.65
|
|
N/A
|
N/A
|
|
November 1, 2019 - November 30, 2019
|
6,147
|
|
65.40
|
|
N/A
|
N/A
|
|
|
175,922
|
|
$
|
53.53
|
|
N/A
|
N/A
|
Pricing Date
|
CONE
|
S&P 500
|
MSCI US REIT
|
|||
December 31, 2014
|
100.00
|
|
100.00
|
|
100.00
|
|
December 31, 2015
|
141.24
|
|
101.38
|
|
102.52
|
|
December 31, 2016
|
174.29
|
|
113.51
|
|
111.34
|
|
December 31, 2017
|
239.00
|
|
138.29
|
|
116.98
|
|
December 31, 2018
|
219.41
|
|
132.23
|
|
111.64
|
|
December 31, 2019
|
279.99
|
|
173.86
|
|
140.48
|
|
IN MILLIONS, except per share data
|
|
|
|
|
|
||||||||||
|
2019
|
2018
|
2017
|
2016
|
2015
|
||||||||||
Statement of Operations Data:
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
981.3
|
|
$
|
821.4
|
|
$
|
672.0
|
|
$
|
529.1
|
|
$
|
399.3
|
|
Operating expenses:
|
|
|
|
|
|
||||||||||
Property operating expenses
|
383.4
|
|
292.4
|
|
235.1
|
|
187.5
|
|
148.7
|
|
|||||
Sales and marketing
|
20.2
|
|
19.6
|
|
17.0
|
|
16.9
|
|
12.1
|
|
|||||
General and administrative
|
83.5
|
|
80.6
|
|
67.0
|
|
60.7
|
|
46.6
|
|
|||||
Depreciation and amortization
|
417.7
|
|
334.1
|
|
258.9
|
|
183.9
|
|
141.5
|
|
|||||
Transaction, acquisition, integration and other related expenses(a)
|
8.8
|
|
5.0
|
|
11.9
|
|
4.6
|
|
18.4
|
|
|||||
Impairment losses(b)
|
0.7
|
|
—
|
|
58.0
|
|
5.0
|
|
9.2
|
|
|||||
Operating income
|
67.0
|
|
89.7
|
|
24.1
|
|
70.5
|
|
22.8
|
|
|||||
Interest expense, net
|
(82.0
|
)
|
(94.7
|
)
|
(68.1
|
)
|
(48.8
|
)
|
(41.2
|
)
|
|||||
Gain on marketable equity investment
|
132.3
|
|
9.9
|
|
—
|
|
—
|
|
—
|
|
|||||
Loss on early extinguishment of debt(c)
|
(71.8
|
)
|
(3.1
|
)
|
(36.5
|
)
|
—
|
|
—
|
|
|||||
Foreign currency and derivative losses, net
|
(7.5
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Other expense
|
(0.3
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Income tax benefit (expense)
|
3.7
|
|
(0.6
|
)
|
(3.0
|
)
|
(1.8
|
)
|
(1.8
|
)
|
|||||
Income (loss) from continuing operations
|
41.4
|
|
1.2
|
|
(83.5
|
)
|
19.9
|
|
(20.2
|
)
|
|||||
Noncontrolling interest in net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(4.8
|
)
|
|||||
Net income (loss) attributed to common shareholders
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
19.9
|
|
$
|
(15.4
|
)
|
Per share data:
|
|
|
|
|
|
||||||||||
Basic weighted average common shares outstanding
|
112.1
|
|
99.8
|
|
88.9
|
|
78.3
|
|
54.3
|
|
|||||
Diluted weighted average common shares outstanding
|
112.5
|
|
100.4
|
|
88.9
|
|
79.0
|
|
54.3
|
|
|||||
Basic income (loss) per common share
|
$
|
0.36
|
|
$
|
—
|
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
$
|
(0.30
|
)
|
Diluted income (loss) per common share
|
$
|
0.36
|
|
$
|
—
|
|
$
|
(0.95
|
)
|
$
|
0.24
|
|
$
|
(0.30
|
)
|
Dividends declared per share
|
$
|
1.92
|
|
$
|
1.84
|
|
$
|
1.68
|
|
$
|
1.52
|
|
$
|
1.26
|
|
Balance Sheet Data (at year end):
|
|
|
|
|
|
||||||||||
Investment in real estate, net
|
$
|
4,710.3
|
|
$
|
4,293.0
|
|
$
|
3,058.4
|
|
$
|
2,023.1
|
|
$
|
1,392.0
|
|
Operating lease right-of-use assets, net(d)
|
161.9
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Total assets
|
6,142.0
|
|
5,592.5
|
|
4,312.1
|
|
2,852.4
|
|
2,195.6
|
|
|||||
Debt(e)
|
2,886.6
|
|
2,624.7
|
|
2,089.4
|
|
1,240.1
|
|
996.5
|
|
|||||
Finance lease liabilities and operating lease liabilities(d)
|
227.6
|
|
156.7
|
|
142.0
|
|
146.5
|
|
162.2
|
|
|||||
Other Financial Data:
|
|
|
|
|
|
||||||||||
Capital expenditures
|
$
|
876.4
|
|
$
|
1,328.5
|
|
$
|
1,406.8
|
|
$
|
731.1
|
|
$
|
234.5
|
|
(a)
|
Represents legal, accounting and consulting fees and directly related general and administration costs incurred in connection with completed and potential business combinations, integration of acquisitions and failed transactions.
|
(b)
|
See Item 7 for discussion of costs incurred in 2019 and 2017. The 2016 amount is primarily related to two properties, South Bend-Crescent, a leased facility, and Cincinnati-Goldcoast, an owned facility. The 2015 amount represents the exit of Austin 1, a leased facility.
|
(c)
|
See Item 7 for discussion of costs incurred in 2019, 2018 and 2017.
|
(d)
|
See Note 6, Leases - As a Lessee, to our audited consolidated financial statements.
|
(e)
|
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, 2019 and 2018. As of December 31, 2017, debt consisted of our $700.0 million 5.000% senior notes due 2024, $500.0 million 5.375% senior notes due 2027 and term loan facility. As of December 31, 2016 and 2015, debt consisted of our $525.0 million 6.375% senior notes due 2022, revolving credit facility and term loan facility.
|
IN MILLIONS, except per share data
|
|
|
|
||||||||
For the Year Ended December 31,
|
2019
|
2018
|
$ Change
2019 vs. 2018 |
% Change
2019 vs. 2018 |
|||||||
Revenue:
|
|
|
|
|
|||||||
Colocation rent
|
$
|
793.5
|
|
$
|
684.7
|
|
$
|
108.8
|
|
15.9
|
%
|
Metered power reimbursements
|
138.8
|
|
104.0
|
|
34.8
|
|
33.5
|
%
|
|||
Equipment sales
|
29.7
|
|
15.3
|
|
14.4
|
|
94.1
|
%
|
|||
Other revenue
|
19.3
|
|
17.4
|
|
1.9
|
|
10.9
|
%
|
|||
Total revenue
|
981.3
|
|
821.4
|
|
159.9
|
|
19.5
|
%
|
|||
Operating expenses:
|
|
|
|
|
|||||||
Property operating expenses
|
383.4
|
|
292.4
|
|
91.0
|
|
31.1
|
%
|
|||
Sales and marketing
|
20.2
|
|
19.6
|
|
0.6
|
|
3.1
|
%
|
|||
General and administrative
|
83.5
|
|
80.6
|
|
2.9
|
|
3.6
|
%
|
|||
Depreciation and amortization
|
417.7
|
|
334.1
|
|
83.6
|
|
25.0
|
%
|
|||
Transaction, acquisition, integration and other related expenses
|
8.8
|
|
5.0
|
|
3.8
|
|
76.0
|
%
|
|||
Impairment losses
|
0.7
|
|
—
|
|
0.7
|
|
n/m
|
|
|||
Total operating expenses
|
914.3
|
|
731.7
|
|
182.6
|
|
25.0
|
%
|
|||
Operating income
|
67.0
|
|
89.7
|
|
(22.7
|
)
|
(25.3
|
)%
|
|||
Interest expense, net
|
(82.0
|
)
|
(94.7
|
)
|
12.7
|
|
(13.4
|
)%
|
|||
Gain on marketable equity investment
|
132.3
|
|
9.9
|
|
122.4
|
|
n/m
|
|
|||
Loss on early extinguishment of debt
|
(71.8
|
)
|
(3.1
|
)
|
(68.7
|
)
|
n/m
|
|
|||
Foreign currency and derivative losses, net
|
(7.5
|
)
|
—
|
|
(7.5
|
)
|
n/m
|
|
|||
Other expense
|
(0.3
|
)
|
—
|
|
(0.3
|
)
|
n/m
|
|
|||
Net income before income taxes
|
37.7
|
|
1.8
|
|
35.9
|
|
n/m
|
|
|||
Income tax benefit (expense)
|
3.7
|
|
(0.6
|
)
|
4.3
|
|
n/m
|
|
|||
Net income
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
40.2
|
|
n/m
|
|
Operating gross margin
|
6.8
|
%
|
10.9
|
%
|
|
|
|||||
Capital expenditures *:
|
|
|
|
|
|||||||
Asset acquisitions, primarily real estate, net of cash acquired
|
$
|
—
|
|
$
|
462.8
|
|
$
|
(462.8
|
)
|
n/m
|
|
Investment in real estate
|
866.5
|
|
855.2
|
|
11.3
|
|
1.3
|
%
|
|||
Recurring maintenance capital
|
9.9
|
|
10.5
|
|
(0.6
|
)
|
(5.7
|
)%
|
|||
Total
|
$
|
876.4
|
|
$
|
1,328.5
|
|
$
|
(452.1
|
)
|
(34.0
|
)%
|
Metrics information:
|
|
|
|
|
|||||||
CSF*
|
4,165,000
|
|
3,819,000
|
|
346,000
|
|
9.1
|
%
|
|||
Leased rate*
|
85
|
%
|
88
|
%
|
|
|
|||||
Income per share - basic and diluted
|
$
|
0.36
|
|
$
|
—
|
|
|
|
|||
Dividends declared per share
|
$
|
1.92
|
|
$
|
1.84
|
|
|
|
*
|
See “Key Operating Metrics” above for a definition of capital expenditures, CSF and leased rate.
|
•
|
$125.4 million increase in colocation rent primarily due to increases from existing and new customers, including a $36.1 million increase due to the acquisition of Zenium in August 2018;
|
•
|
$29.9 million decrease in colocation rent primarily due to rent churn in Houston, Dallas, Cincinnati and New York;
|
•
|
$34.8 million increase in metered power reimbursements primarily due to a $37.9 million increase from existing and new customers, including a $14.2 million increase due to the acquisition of Zenium in August 2018, offset in part by $3.1 million of rent churn;
|
•
|
$14.4 million increase in equipment sales and installation services primarily due to one significant customer;
|
•
|
$7.1 million increase in termination fees;
|
•
|
$6.3 million increase in interconnection revenue; and
|
•
|
$1.8 million increase in other revenue from managed services.
|
•
|
$44.1 million increase in property operating expenses primarily due to additional assets placed into service from development activities:
|
◦
|
$23.7 million increase in electricity primarily due to increases in usage and rates
|
◦
|
$11.2 million increase in repairs and maintenance
|
◦
|
$9.2 million increase in contract and security services
|
•
|
$23.9 million increase in property operating expenses as a result of the acquisition of Zenium in August 2018;
|
•
|
$11.9 million increase in rent expense for leased property and equipment primarily due to a $15.9 million increase from the implementation of the new accounting standard for leases offset in part by a $4.0 million decrease from lease expirations in 2018;
|
•
|
$11.4 million increase in equipment cost of sales;
|
•
|
$0.8 million increase in property taxes and other operating expense; offset in part by
|
•
|
$1.1 million decrease in other property operating expenses.
|
•
|
$4.4 million increase primarily due to the acquisition of Zenium in August 2018;
|
•
|
$1.7 million increase in legal and professional expenses due to expanding our business activities and lower capitalization under the new leasing standard;
|
•
|
$1.6 million increase in IT license support and maintenance; partially offset by
|
•
|
$2.2 million decrease due to a reduction in professional fees associated with implementing new accounting standards;
|
•
|
$2.0 million decrease for employee-related costs including stock compensation and severance related costs; and
|
•
|
$0.6 million decrease in other general and administrative expenses.
|
•
|
$16.1 million increase due to increases in debt balances as compared to the prior year period, offset in part by following;
|
•
|
$12.6 million decrease related to the cross-currency and interest rate swaps;
|
•
|
$8.5 million decrease due to higher capitalized interest resulting from increased development activity;
|
•
|
$7.3 million decrease due to finance leases that were derecognized under the new accounting standard for leases. See Note 4, Recently Issued Accounting Standards; and
|
•
|
$0.4 million decrease related to higher interest income.
|
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
|
$
|
684.7
|
|
$
|
573.8
|
|
$
|
110.9
|
|
19.3
|
%
|
Metered power reimbursements
|
104.0
|
|
70.3
|
|
33.7
|
|
47.9
|
%
|
|||
Equipment sales
|
15.3
|
|
12.4
|
|
2.9
|
|
23.4
|
%
|
|||
Other revenue
|
17.4
|
|
15.5
|
|
1.9
|
|
12.3
|
%
|
|||
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 on marketable equity investment
|
9.9
|
|
—
|
|
9.9
|
|
n/m
|
|
|||
Loss on early extinguishment of debt
|
(3.1
|
)
|
(36.5
|
)
|
33.4
|
|
(91.5
|
)%
|
|||
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 of the 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 acquisition of two data centers completed in February 2017 and the acquisition of Zenium which closed in August 2018 (see Note 7, Acquisitions and Purchases 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 the 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.
|
|
December 31, 2019
|
December 31, 2018
|
Difference
|
||||||
Total investment in real estate, net
|
$
|
4,710.3
|
|
$
|
4,293.0
|
|
$
|
417.3
|
|
Equity investments
|
135.1
|
|
198.1
|
|
(63.0
|
)
|
|||
Operating lease right-of-use ("ROU") assets, net
|
161.9
|
|
—
|
|
161.9
|
|
|||
$1.7 Billion Revolving Credit Facility
|
615.0
|
|
143.0
|
|
472.0
|
|
|||
Term Loans
|
1,100.0
|
|
1,300.0
|
|
(200.0
|
)
|
|||
Finance lease liabilities
|
31.8
|
|
156.7
|
|
(124.9
|
)
|
|||
Operating lease liabilities
|
195.8
|
|
—
|
|
195.8
|
|
|||
Deferred tax liability
|
60.5
|
|
68.9
|
|
(8.4
|
)
|
|||
Additional paid in capital
|
3,202.0
|
|
2,837.4
|
|
364.6
|
|
|
Year Ended
|
||||||||
|
December 31,
|
||||||||
2019
|
2018
|
2017
|
|||||||
Net income (loss)
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
Real estate depreciation and amortization(1)
|
408.5
|
|
325.5
|
|
250.6
|
|
|||
Impairment losses and loss on disposal of assets(1)
|
1.1
|
|
—
|
|
58.0
|
|
|||
Funds from Operations ("FFO") - NAREIT defined
|
$
|
451.0
|
|
$
|
326.7
|
|
$
|
225.1
|
|
Loss on early extinguishment of debt
|
71.8
|
|
3.1
|
|
36.5
|
|
|||
Gain on marketable equity investment
|
(132.3
|
)
|
(9.9
|
)
|
—
|
|
|||
Foreign currency and derivative losses, net
|
7.5
|
|
—
|
|
—
|
|
|||
New accounting standards and regulatory compliance and the related system implementation costs
|
0.8
|
|
3.0
|
|
2.4
|
|
|||
Amortization of tradenames(1)
|
1.3
|
|
1.7
|
|
1.4
|
|
|||
Transaction, acquisition, integration and other related expenses(1)
|
8.4
|
|
4.8
|
|
11.9
|
|
|||
Severance and management transition costs
|
(0.6
|
)
|
2.3
|
|
0.5
|
|
|||
Legal claim costs
|
1.1
|
|
0.6
|
|
1.1
|
|
|||
Normalized Funds from Operations ("Normalized FFO")
|
$
|
409.0
|
|
$
|
332.3
|
|
$
|
278.9
|
|
|
Year Ended
|
||||||||
|
December 31,
|
||||||||
2019
|
2018
|
2017
|
|||||||
Net Income (Loss)
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
Sales and marketing expenses
|
20.2
|
|
19.6
|
|
17.0
|
|
|||
General and administrative expenses
|
83.5
|
|
80.6
|
|
67.0
|
|
|||
Depreciation and amortization expenses
|
417.7
|
|
334.1
|
|
258.9
|
|
|||
Transaction, acquisition, integration and other related expenses
|
8.8
|
|
5.0
|
|
11.9
|
|
|||
Interest expense, net
|
82.0
|
|
94.7
|
|
68.1
|
|
|||
Gain on marketable equity investment
|
(132.3
|
)
|
(9.9
|
)
|
—
|
|
|||
Loss on early extinguishment of debt
|
71.8
|
|
3.1
|
|
36.5
|
|
|||
Impairment losses
|
0.7
|
|
—
|
|
58.0
|
|
|||
Foreign currency and derivative losses, net
|
7.5
|
|
—
|
|
—
|
|
|||
Other expense
|
0.3
|
|
—
|
|
—
|
|
|||
Income tax (benefit) expense
|
(3.7
|
)
|
0.6
|
|
3.0
|
|
|||
Net Operating Income
|
$
|
597.9
|
|
$
|
529.0
|
|
$
|
436.9
|
|
IN MILLIONS
|
|
|
|
||||||
For the year ended December 31,
|
2019
|
2018
|
2017
|
||||||
Cash provided by operations
|
$
|
365.7
|
|
$
|
309.3
|
|
$
|
289.5
|
|
Cash used in investing activities
|
(679.9
|
)
|
(1,341.1
|
)
|
(1,506.8
|
)
|
|||
Cash provided by financing activities
|
324.8
|
|
944.7
|
|
1,354.6
|
|
•
|
Increases in net cash provided by operating activities of $98.5 million primarily due to the following:
|
◦
|
$68.9 million increase due to a $159.9 million increase in revenue offset in part by a $91.0 million increase in property operating expenses;
|
◦
|
$10.7 million decrease in prepaid expenses;
|
◦
|
$3.1 million decrease in deposits;
|
◦
|
$2.9 million increase in other liabilities; and
|
◦
|
$12.9 million decrease in all other payments over the corresponding prior year period, partially offset by,
|
•
|
Decreases in net cash provided by operating activities of $42.1 million primarily due to the following:
|
◦
|
$18.9 million decrease in deferred revenue and prepaid rents;
|
◦
|
$7.6 million of increased interest payments;
|
◦
|
$6.0 million increase in rent and other receivables;
|
◦
|
$5.7 million increased property tax payments;
|
◦
|
$3.8 million decrease in accounts payable and accrued expenses; and
|
◦
|
$0.1 million increase in bonus payments.
|
•
|
$1,300.0 million decrease in proceeds from the unsecured term loan. In 2018, $1,300.0 million was borrowed from the new $3.0 billion credit facility to fully retire the previous credit facility. There were no term loan proceeds during 2019;
|
•
|
$1,200.0 repayment of the Old 2024 Notes and Old 2027 Notes in December 2019;
|
•
|
$342.4 million decrease in proceeds from the issuance of common stock primarily due to the New 2018 ATM Stock Offering Program. The Company issued 6.5 million shares in 2019 and 12.2 million shares in 2018 under its at-the-market stock offering programs;
|
•
|
$72.0 million increase in the payment of debt extinguishment costs for the 2024 Notes and 2027 Notes;
|
•
|
$31.6 million decrease in proceeds from the revolving credit facility;
|
•
|
$29.3 million increase in dividend payments due to the increase in the number of common shares outstanding and dividend rate;
|
•
|
$9.4 million increase in the payment of deferred financing costs related to the 2024 Notes and 2029 Notes, and
|
•
|
$4.1 million increase in tax payments on the exercise of equity awards, partially offset by,
|
•
|
$1,197.4 million increase in net proceeds from the issuance of the 2024 Notes and 2029 Notes;
|
•
|
$700.0 million decrease in payments of unsecured term loan. In 2019, $200.0 million in proceeds from the sale of our equity investment in GDS were used to pay off a portion of the 2023 Term Loan. In 2018, the $900.0 million balance of the previous credit facility was fully retired with proceeds from the new $3.0 Billion Credit Facility;
|
•
|
$464.9 million decrease in the payments on the revolving credit facility; and
|
•
|
$6.6 million decrease in payments on finance lease obligations.
|
IN MILLIONS
|
Total
|
< 1 Year
|
1-3 Years
|
3-5 years
|
Thereafter
|
||||||||||
2024 Notes(1)
|
$
|
600.0
|
|
$
|
—
|
|
$
|
—
|
|
$
|
600.0
|
|
$
|
—
|
|
2029 Notes(1)
|
600.0
|
|
—
|
|
—
|
|
—
|
|
600.0
|
|
|||||
Revolving credit facility
|
615.0
|
|
—
|
|
615.0
|
|
—
|
|
—
|
|
|||||
Term loans(1)
|
1,100.0
|
|
—
|
|
—
|
|
800.0
|
|
300.0
|
|
|||||
Finance lease liabilities
|
31.8
|
|
3.4
|
|
4.7
|
|
1.5
|
|
22.2
|
|
|||||
Interest payments on senior notes, credit agreement, finance lease liabilities and operating lease liabilities(2)
|
573.6
|
|
104.0
|
|
202.5
|
|
117.7
|
|
149.4
|
|
|||||
Construction commitments and purchase obligations(3)
|
307.3
|
|
304.1
|
|
3.2
|
|
—
|
|
—
|
|
|||||
Operating lease liabilities and other liabilities(4)
|
196.0
|
|
15.3
|
|
30.6
|
|
21.7
|
|
128.4
|
|
|||||
Total(5)
|
$
|
4,023.7
|
|
$
|
426.8
|
|
$
|
856.0
|
|
$
|
1,540.9
|
|
$
|
1,200.0
|
|
(1)
|
Represents the principal portion of the 2024 Notes, 2029 Notes and Term Loans.
|
(2)
|
Includes contractual interest payments on the 2024 Notes, 2029 Notes, $3.0 Billion Credit Facility, finance lease liabilities and operating lease liabilities assuming no early payment of debt in future periods and the exercise of the one-year extension option on the $1.7 Billion 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 operating lease liabilities of $195.8 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%
|
||||||||
As of December 31, 2019
|
$
|
(34.3
|
)
|
|
$
|
(25.7
|
)
|
|
$
|
(17.2
|
)
|
|
$
|
(8.6
|
)
|
As of December 31, 2018
|
$
|
(28.9
|
)
|
|
$
|
(21.6
|
)
|
|
$
|
(14.4
|
)
|
|
$
|
(7.2
|
)
|
IN MILLIONS
|
2020
|
2021
|
2022
|
2023
|
2024
|
Thereafter
|
Total Carrying
Value |
Total Fair
Value |
|||||||||||||
Fixed-rate debt (2024 Notes)
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
599.2
|
|
—
|
|
$
|
599.2
|
|
$
|
602.1
|
|
||
Average interest rate on fixed-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
2.900
|
%
|
—
|
|
|
|
|||||||
Fixed-rate debt (2029 Notes)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
598.2
|
|
$
|
598.2
|
|
$
|
603.1
|
|
||
Average interest rate on fixed-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
3.450
|
%
|
|
|
|||||||
Variable-rate debt (2023 Term Loan)
|
—
|
|
—
|
|
—
|
|
$
|
800.0
|
|
—
|
|
—
|
|
$
|
800.0
|
|
$
|
800.0
|
|
||
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
3.150
|
%
|
—
|
|
—
|
|
|
|
|||||||
Variable-rate debt (2025 Term Loan)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
300.0
|
|
$
|
300.0
|
|
$
|
300.0
|
|
||
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
3.450
|
%
|
|
|
|||||||
USD loan (2023 Revolving Credit Facility)
|
—
|
|
—
|
|
—
|
|
$
|
555.0
|
|
—
|
|
—
|
|
$
|
555.0
|
|
$
|
555.0
|
|
||
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
2.970
|
%
|
—
|
|
—
|
|
|
|
|||||||
Euro loan (2023 Revolving Credit Facility)
|
—
|
|
—
|
|
—
|
|
$
|
33.6
|
|
—
|
|
—
|
|
$
|
33.6
|
|
$
|
33.6
|
|
||
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
1.200
|
%
|
—
|
|
—
|
|
|
|
|||||||
GBP loan (2023 Revolving Credit Facility)
|
—
|
|
—
|
|
—
|
|
$
|
26.4
|
|
—
|
|
—
|
|
$
|
26.4
|
|
$
|
26.4
|
|
||
Average interest rate on variable-rate debt
|
—
|
|
—
|
|
—
|
|
1.910
|
%
|
—
|
|
—
|
|
|
|
•
|
EUR/USD contracts to sell $446.8 million and purchase €401.1 million maturing in January 2020 representing a fair value liability of $3.7 million.
|
•
|
EUR/USD contracts to sell $500.0 million and purchase €450.7 million maturing in March 2023 representing a fair value liability of $7.7 million.
|
INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS
|
Page No.
|
Consolidated Financial Statements of CyrusOne Inc.
|
|
•
|
We tested the effectiveness of controls related to the identification of impairment indicators for Investments in Real Estate.
|
•
|
We evaluated management’s assumptions regarding the identification of events or circumstances indicating the carrying amount of a real estate investment may not be recoverable and compared the assumptions to Company documentation and external sources.
|
•
|
We performed site visits at select properties during which we inquired with the property manager of the site regarding the occurrence of any event that may have significantly affected the property's value and observed the overall condition of the premises based on the physical inspection for any signs of deterioration or other indicators of impairment.
|
IN MILLIONS, except share and per share amounts
|
|
|
||||
As of December 31,
|
2019
|
2018
|
||||
Assets
|
|
|
||||
Investment in real estate:
|
|
|
||||
Land
|
$
|
147.6
|
|
$
|
118.5
|
|
Buildings and improvements
|
1,761.4
|
|
1,677.5
|
|
||
Equipment
|
3,028.2
|
|
2,630.2
|
|
||
Gross operating real estate
|
4,937.2
|
|
4,426.2
|
|
||
Less accumulated depreciation
|
(1,379.2
|
)
|
(1,054.5
|
)
|
||
Net operating real estate
|
3,558.0
|
|
3,371.7
|
|
||
Construction in progress, including land under development
|
946.3
|
|
744.9
|
|
||
Land held for future development
|
206.0
|
|
176.4
|
|
||
Total investment in real estate, net
|
4,710.3
|
|
4,293.0
|
|
||
Cash and cash equivalents
|
76.4
|
|
64.4
|
|
||
Rent and other receivables (net of allowance for doubtful accounts of $1.8 and $1.7 as of December 31, 2019 and December 31, 2018, respectively)
|
291.9
|
|
234.9
|
|
||
Restricted cash
|
1.3
|
|
—
|
|
||
Operating lease right-of-use assets, net
|
161.9
|
|
—
|
|
||
Equity investments
|
135.1
|
|
198.1
|
|
||
Goodwill
|
455.1
|
|
455.1
|
|
||
Intangible assets (net of accumulated amortization of $207.5 and $166.9 as of December 31, 2019 and December 31, 2018, respectively)
|
196.1
|
|
235.7
|
|
||
Other assets
|
113.9
|
|
111.3
|
|
||
Total assets
|
$
|
6,142.0
|
|
$
|
5,592.5
|
|
Liabilities and equity
|
|
|
||||
Debt
|
$
|
2,886.6
|
|
$
|
2,624.7
|
|
Finance lease liabilities
|
31.8
|
|
156.7
|
|
||
Operating lease liabilities
|
195.8
|
|
—
|
|
||
Construction costs payable
|
176.3
|
|
195.3
|
|
||
Accounts payable and accrued expenses
|
122.7
|
|
121.3
|
|
||
Dividends payable
|
58.6
|
|
51.0
|
|
||
Deferred revenue and prepaid rents
|
163.7
|
|
148.6
|
|
||
Deferred tax liability
|
60.5
|
|
68.9
|
|
||
Other liabilities
|
11.4
|
|
—
|
|
||
Total liabilities
|
3,707.4
|
|
3,366.5
|
|
||
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 114,808,898 and 108,329,314 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively
|
1.1
|
|
1.1
|
|
||
Additional paid in capital
|
3,202.0
|
|
2,837.4
|
|
||
Accumulated deficit
|
(767.3
|
)
|
(600.2
|
)
|
||
Accumulated other comprehensive loss
|
(1.2
|
)
|
(12.3
|
)
|
||
Total stockholders’ equity
|
2,434.6
|
|
2,226.0
|
|
||
Total liabilities and equity
|
$
|
6,142.0
|
|
$
|
5,592.5
|
|
IN MILLIONS, except per share data
|
|
|
|
||||||
For the Year Ended December 31,
|
2019
|
2018
|
2017
|
||||||
Revenue
|
$
|
981.3
|
|
$
|
821.4
|
|
$
|
672.0
|
|
Operating expenses:
|
|
|
|
||||||
Property operating expenses
|
383.4
|
|
292.4
|
|
235.1
|
|
|||
Sales and marketing
|
20.2
|
|
19.6
|
|
17.0
|
|
|||
General and administrative
|
83.5
|
|
80.6
|
|
67.0
|
|
|||
Depreciation and amortization
|
417.7
|
|
334.1
|
|
258.9
|
|
|||
Transaction, acquisition, integration and other related expenses
|
8.8
|
|
5.0
|
|
11.9
|
|
|||
Impairment losses
|
0.7
|
|
—
|
|
58.0
|
|
|||
Total operating expenses
|
914.3
|
|
731.7
|
|
647.9
|
|
|||
Operating income
|
67.0
|
|
89.7
|
|
24.1
|
|
|||
Interest expense, net
|
(82.0
|
)
|
(94.7
|
)
|
(68.1
|
)
|
|||
Gain on marketable equity investment
|
132.3
|
|
9.9
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
(71.8
|
)
|
(3.1
|
)
|
(36.5
|
)
|
|||
Foreign currency and derivative losses, net
|
(7.5
|
)
|
—
|
|
—
|
|
|||
Other expense
|
(0.3
|
)
|
—
|
|
—
|
|
|||
Net income (loss) before income taxes
|
37.7
|
|
1.8
|
|
(80.5
|
)
|
|||
Income tax benefit (expense)
|
3.7
|
|
(0.6
|
)
|
(3.0
|
)
|
|||
Net income (loss)
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
Weighted average number of common shares outstanding - basic
|
112.1
|
|
99.8
|
|
88.9
|
|
|||
Weighted average number of common shares outstanding - diluted
|
112.5
|
|
100.4
|
|
88.9
|
|
|||
Income (loss) per share - basic
|
$
|
0.36
|
|
$
|
—
|
|
$
|
(0.95
|
)
|
Income (loss) per share - diluted
|
$
|
0.36
|
|
$
|
—
|
|
$
|
(0.95
|
)
|
IN MILLIONS
|
|
|
|
||||||
For the Year Ended December 31,
|
2019
|
2018
|
2017
|
||||||
Net income (loss)
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
Other comprehensive income (loss):
|
|
|
|
||||||
Foreign currency translation adjustment
|
11.8
|
|
(10.9
|
)
|
(0.1
|
)
|
|||
Net loss on cash flow hedging instruments
|
(0.7
|
)
|
—
|
|
—
|
|
|||
Unrealized gain on equity investment
|
—
|
|
—
|
|
75.6
|
|
|||
Comprehensive income (loss)
|
$
|
52.5
|
|
$
|
(9.7
|
)
|
$
|
(8.0
|
)
|
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, 2017
|
83.5
|
|
$
|
0.8
|
|
$
|
1,412.3
|
|
$
|
(249.8
|
)
|
$
|
(1.3
|
)
|
$
|
1,162.0
|
|
Net loss
|
—
|
|
—
|
|
—
|
|
(83.5
|
)
|
—
|
|
(83.5
|
)
|
|||||
Issuance of common stock, net
|
12.8
|
|
0.2
|
|
705.5
|
|
—
|
|
—
|
|
705.7
|
|
|||||
Stock-based compensation expense
|
(0.1
|
)
|
—
|
|
14.7
|
|
—
|
|
—
|
|
14.7
|
|
|||||
Tax payment upon exercise of equity awards
|
(0.1
|
)
|
—
|
|
(6.9
|
)
|
—
|
|
—
|
|
(6.9
|
)
|
|||||
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
|
)
|
—
|
|
|||||
Net income
|
—
|
|
—
|
|
—
|
|
1.2
|
|
—
|
|
1.2
|
|
|||||
Issuance of common stock, net
|
12.3
|
|
0.1
|
|
699.5
|
|
—
|
|
—
|
|
699.6
|
|
|||||
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 as of December 31, 2018
|
108.3
|
|
$
|
1.1
|
|
$
|
2,837.4
|
|
$
|
(600.2
|
)
|
$
|
(12.3
|
)
|
$
|
2,226.0
|
|
Adoption of accounting standards:
|
|
|
|
|
|
|
|||||||||||
Impact of adoption of ASU 2016-02 related to leases (See Note 4)
|
—
|
|
—
|
|
—
|
|
9.5
|
|
—
|
|
9.5
|
|
|||||
Net income
|
—
|
|
—
|
|
—
|
|
41.4
|
|
—
|
|
41.4
|
|
|||||
Issuance of common stock, net
|
6.5
|
|
—
|
|
357.2
|
|
—
|
|
—
|
|
357.2
|
|
|||||
Stock-based compensation expense
|
—
|
|
—
|
|
16.7
|
|
—
|
|
—
|
|
16.7
|
|
|||||
Tax payment upon exercise of equity awards
|
—
|
|
—
|
|
(9.3
|
)
|
—
|
|
—
|
|
(9.3
|
)
|
|||||
Foreign currency translation adjustment
|
—
|
|
—
|
|
—
|
|
—
|
|
11.8
|
|
11.8
|
|
|||||
Net loss on cash flow hedging instruments
|
—
|
|
—
|
|
—
|
|
—
|
|
(0.7
|
)
|
(0.7
|
)
|
|||||
Dividends declared, $1.92 per share
|
—
|
|
—
|
|
—
|
|
(218.0
|
)
|
—
|
|
(218.0
|
)
|
|||||
Balance at December 31, 2019
|
114.8
|
|
$
|
1.1
|
|
$
|
3,202.0
|
|
$
|
(767.3
|
)
|
$
|
(1.2
|
)
|
$
|
2,434.6
|
|
IN MILLIONS
|
|
||||||||
For the Year Ended December 31,
|
2019
|
2018
|
2017
|
||||||
Cash flows from operating activities:
|
|
|
|
||||||
Net income (loss)
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
||||||
Depreciation and amortization
|
417.7
|
|
334.1
|
|
258.9
|
|
|||
Provision for bad debt expense
|
1.7
|
|
2.6
|
|
0.2
|
|
|||
Unrealized gain on marketable equity investment
|
(65.6
|
)
|
(9.9
|
)
|
—
|
|
|||
Realized gain on marketable equity investment
|
(66.7
|
)
|
—
|
|
—
|
|
|||
Foreign currency and derivative losses, net
|
7.5
|
|
—
|
|
—
|
|
|||
Proceeds from swap terminations
|
3.6
|
|
|
|
|
|
|||
Loss on asset disposals
|
0.4
|
|
—
|
|
—
|
|
|||
Impairment loss on real estate
|
0.7
|
|
—
|
|
58.0
|
|
|||
Loss on early extinguishment of debt
|
71.8
|
|
3.1
|
|
36.5
|
|
|||
Interest expense amortization, net
|
5.0
|
|
4.0
|
|
4.2
|
|
|||
Stock-based compensation expense
|
16.7
|
|
17.5
|
|
14.7
|
|
|||
Deferred income tax benefit
|
(7.5
|
)
|
—
|
|
—
|
|
|||
Operating lease cost
|
20.3
|
|
—
|
|
—
|
|
|||
Other
|
0.2
|
|
(0.6
|
)
|
1.5
|
|
|||
Change in operating assets and liabilities:
|
|
|
|
||||||
Rent and other receivables, net and other assets
|
(74.2
|
)
|
(80.2
|
)
|
(64.3
|
)
|
|||
Accounts payable and accrued expenses
|
(0.8
|
)
|
3.0
|
|
29.3
|
|
|||
Deferred revenue and prepaid rents
|
15.6
|
|
34.5
|
|
34.0
|
|
|||
Operating lease liabilities
|
(22.1
|
)
|
—
|
|
—
|
|
|||
Net cash provided by operating activities
|
365.7
|
|
309.3
|
|
289.5
|
|
|||
Cash flows from investing activities:
|
|
|
|
||||||
Investment in real estate
|
(876.4
|
)
|
(865.7
|
)
|
(914.5
|
)
|
|||
Asset acquisitions, primarily real estate, net of cash acquired
|
—
|
|
(462.8
|
)
|
(492.3
|
)
|
|||
Proceeds from sale of equity investments
|
199.0
|
|
—
|
|
—
|
|
|||
Equity investments
|
(3.8
|
)
|
(12.6
|
)
|
(100.0
|
)
|
|||
Proceeds from the sale of real estate assets
|
1.3
|
|
—
|
|
—
|
|
|||
Net cash used in investing activities
|
(679.9
|
)
|
(1,341.1
|
)
|
(1,506.8
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
||||||
Issuance of common stock, net
|
357.2
|
|
699.6
|
|
705.7
|
|
|||
Dividends paid
|
(210.4
|
)
|
(181.1
|
)
|
(145.7
|
)
|
|||
Proceeds from revolving credit facility
|
656.7
|
|
688.3
|
|
1,037.3
|
|
|||
Repayments of revolving credit facility
|
(182.5
|
)
|
(647.4
|
)
|
(1,275.0
|
)
|
|||
Proceeds from unsecured term loan
|
—
|
|
1,300.0
|
|
350.0
|
|
|||
Repayments of unsecured term loan
|
(200.0
|
)
|
(900.0
|
)
|
—
|
|
|||
Proceeds from senior notes
|
1,197.4
|
|
—
|
|
1,217.8
|
|
|||
Repayments of senior notes
|
(1,200.0
|
)
|
—
|
|
(474.8
|
)
|
|||
Payment of debt extinguishment costs
|
(72.0
|
)
|
—
|
|
(30.0
|
)
|
|||
Payment of deferred financing costs
|
(9.4
|
)
|
—
|
|
(16.7
|
)
|
|||
Payments on finance lease liabilities
|
(2.9
|
)
|
(9.5
|
)
|
(9.8
|
)
|
|||
Interest paid by lenders on issuance of the senior notes
|
—
|
|
—
|
|
2.7
|
|
|||
Tax payment upon exercise of equity awards
|
(9.3
|
)
|
(5.2
|
)
|
(6.9
|
)
|
|||
Net cash provided by financing activities
|
324.8
|
|
944.7
|
|
1,354.6
|
|
|||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
2.7
|
|
(0.4
|
)
|
—
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
13.3
|
|
(87.5
|
)
|
137.3
|
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
64.4
|
|
151.9
|
|
14.6
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
$
|
77.7
|
|
$
|
64.4
|
|
$
|
151.9
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
||||||
Cash paid for interest, including amounts capitalized of $32.9 million, $24.4 million and $17.0 million in 2019, 2018 and 2017, respectively
|
$
|
123.0
|
|
$
|
115.4
|
|
$
|
68.8
|
|
Cash paid for income taxes
|
3.5
|
|
3.4
|
|
2.2
|
|
|||
Non-cash investing and financing activities:
|
|
|
|
||||||
Construction costs payable
|
176.3
|
|
195.3
|
|
115.5
|
|
|||
Dividends payable
|
58.6
|
|
51.0
|
|
41.8
|
|
•
|
Straight-line rent receivable, net, ($128.7 million) is classified within rent and other receivables, net. This item was previously included in other assets.
|
•
|
Proceeds from revolving credit facility and proceeds from unsecured term loan are separate line items in the current presentation. These items were previously combined in proceeds from debt, net ($1,988.3 million) in the comparable prior year period. Repayments of revolving credit facility and repayments of unsecured term loan are separate line items in the current presentation. These items were previously combined in payments on debt ($1,547.4 million) in the comparable prior year period.
|
•
|
Proceeds from revolving credit facility, proceeds from unsecured term loan, proceeds from senior notes, payment of debt extinguishment costs and payment of deferred financing costs are separate line items in the current presentation. These items were previously combined in proceeds from debt, net ($2,558.4 million) in the comparable prior year period. Repayments of revolving credit facility and repayments of senior notes are separate line items in the current presentation. These items were previously combined in payments on debt ($1,749.8 million) in the comparable prior year period.
|
Impact to the Consolidated Balance Sheets:
|
As of December 31, 2019
|
As of December 31, 2018
|
||||
Buildings and improvements, net of accumulated depreciation
|
$
|
—
|
|
$
|
77.4
|
|
Operating lease right-of-use assets, net of amortization
|
44.9
|
|
—
|
|
||
Finance lease liabilities
|
—
|
|
123.3
|
|
||
Operating lease liabilities, net of accretion
|
77.9
|
|
—
|
|
IN MILLIONS
|
|
||
2020
|
$
|
736.2
|
|
2021
|
620.2
|
|
|
2022
|
528.2
|
|
|
2023
|
426.5
|
|
|
2024
|
328.7
|
|
|
Thereafter
|
973.9
|
|
|
Total
|
$
|
3,613.7
|
|
IN MILLIONS
|
|
||
2019
|
$
|
647.6
|
|
2020
|
553.7
|
|
|
2021
|
453.0
|
|
|
2022
|
365.5
|
|
|
2023
|
284.4
|
|
|
Thereafter
|
835.9
|
|
|
Total
|
$
|
3,140.1
|
|
Lease revenue
|
Year Ended December 31, 2019
|
||
Colocation (Minimum lease payments)
|
$
|
793.5
|
|
Metered power reimbursements (Variable lease payments)
|
138.8
|
|
|
Total lease revenue
|
$
|
932.3
|
|
Revenue from contracts with customers
|
Year Ended December 31, 2019
|
Year Ended December 31, 2018
|
||||
Equipment sales and services
|
$
|
29.7
|
|
$
|
15.3
|
|
Other revenue
|
19.3
|
|
17.4
|
|
||
Total revenue from contracts with customers
|
$
|
49.0
|
|
$
|
32.7
|
|
|
Year Ended December 31, 2019
|
||
Operating lease cost
|
$
|
20.3
|
|
Finance lease cost:
|
|
||
Amortization of assets
|
2.3
|
|
|
Interest on lease liabilities
|
1.7
|
|
|
Total net lease cost
|
$
|
24.3
|
|
|
December 31, 2019
|
||
Operating leases:
|
|
||
Operating lease right-of-use assets
|
$
|
161.9
|
|
Operating lease liabilities
|
$
|
195.8
|
|
Finance leases:
|
|
||
Property and equipment, at cost
|
$
|
34.9
|
|
Accumulated amortization
|
(5.0
|
)
|
|
Property and equipment, net
|
$
|
29.9
|
|
Finance lease liabilities
|
$
|
31.8
|
|
|
|
||
Weighted average remaining lease term (in years):
|
|
||
Operating leases
|
15.8
|
|
|
Finance leases(a)
|
18.1
|
|
|
|
|
||
Weighted average discount rate:
|
|
||
Operating leases
|
3.9
|
%
|
|
Finance leases(a)
|
4.9
|
%
|
|
Year Ended December 31, 2019
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
22.1
|
|
Operating cash flows from finance leases
|
1.7
|
|
|
Financing cash flows from finance leases
|
2.9
|
|
|
|
|
||
Non-cash right-of-use assets obtained in exchange for lease liabilities:
|
|
||
Operating leases
|
$
|
175.1
|
|
Finance leases
|
0.8
|
|
|
As of December 31, 2019
|
||||||
|
Operating Leases
|
|
Finance Leases
|
||||
2020
|
$
|
22.4
|
|
|
$
|
5.0
|
|
2021
|
21.0
|
|
|
4.1
|
|
||
2022
|
22.4
|
|
|
2.9
|
|
||
2023
|
18.5
|
|
|
1.9
|
|
||
2024
|
13.9
|
|
|
1.4
|
|
||
Thereafter
|
165.4
|
|
|
31.1
|
|
||
Total lease payments
|
$
|
263.6
|
|
|
$
|
46.4
|
|
Less: Imputed interest
|
(67.8
|
)
|
|
(14.6
|
)
|
||
Total lease obligations
|
$
|
195.8
|
|
|
$
|
31.8
|
|
|
Operating Leases
|
|
Capital Leases
|
|
Lease Financing Arrangements
|
||||||
2019
|
$
|
5.0
|
|
|
$
|
2.7
|
|
|
$
|
15.0
|
|
2020
|
4.9
|
|
|
2.8
|
|
|
27.6
|
|
|||
2021
|
3.7
|
|
|
2.9
|
|
|
11.4
|
|
|||
2022
|
3.7
|
|
|
2.0
|
|
|
11.6
|
|
|||
2023
|
3.5
|
|
|
1.0
|
|
|
10.0
|
|
|||
Thereafter
|
43.4
|
|
|
22.0
|
|
|
89.1
|
|
|||
Total lease payments
|
$
|
64.2
|
|
|
$
|
33.4
|
|
|
$
|
164.7
|
|
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
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||||||||||
|
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
|
$
|
1,761.4
|
|
$
|
3,028.2
|
|
$
|
247.1
|
|
$
|
137.1
|
|
$
|
19.4
|
|
|
$
|
1,677.5
|
|
$
|
2,630.2
|
|
$
|
247.1
|
|
$
|
136.0
|
|
$
|
19.5
|
|
Less: accumulated depreciation and amortization
|
(545.1
|
)
|
(834.1
|
)
|
(151.1
|
)
|
(46.7
|
)
|
(9.7
|
)
|
|
(481.8
|
)
|
(572.7
|
)
|
(137.9
|
)
|
(21.1
|
)
|
(7.9
|
)
|
||||||||||
Net
|
$
|
1,216.3
|
|
$
|
2,194.1
|
|
$
|
96.0
|
|
$
|
90.4
|
|
$
|
9.7
|
|
|
$
|
1,195.7
|
|
$
|
2,057.5
|
|
$
|
109.2
|
|
$
|
114.9
|
|
$
|
11.6
|
|
IN MILLIONS
|
|
|
|
|
|
|
|
||||||||||||
As of December 31,
|
|
2019
|
2018
|
||||||||||||||||
|
Acquisition Date
|
Land
|
Building and
Improvements |
Equipment
|
Land
|
Building and
Improvements |
Equipment
|
||||||||||||
Austin II
|
2011
|
$
|
2.0
|
|
$
|
23.5
|
|
$
|
13.3
|
|
$
|
2.0
|
|
$
|
23.4
|
|
$
|
8.7
|
|
Austin III
|
2015
|
3.3
|
|
12.6
|
|
64.0
|
|
3.3
|
|
11.7
|
|
47.0
|
|
||||||
Chicago - Aurora I
|
2016
|
2.4
|
|
32.4
|
|
136.3
|
|
2.4
|
|
32.4
|
|
132.9
|
|
||||||
Chicago - Aurora II
|
2016
|
2.6
|
|
22.9
|
|
70.3
|
|
2.6
|
|
22.6
|
|
68.6
|
|
||||||
Chicago - Aurora Tower
|
2018
|
—
|
|
6.4
|
|
0.9
|
|
—
|
|
4.9
|
|
0.4
|
|
||||||
Chicago - Lombard
|
2008
|
0.7
|
|
4.7
|
|
8.1
|
|
0.7
|
|
4.7
|
|
8.1
|
|
||||||
Cincinnati - 7th Street(1)
|
1999
|
0.9
|
|
114.1
|
|
37.2
|
|
0.9
|
|
114.1
|
|
37.4
|
|
||||||
Cincinnati - Blue Ash(2)
|
2009
|
—
|
|
0.7
|
|
0.2
|
|
—
|
|
0.7
|
|
0.2
|
|
||||||
Cincinnati - Goldcoast
|
2007
|
—
|
|
—
|
|
—
|
|
0.2
|
|
4.0
|
|
0.1
|
|
||||||
Cincinnati - Hamilton(2)
|
2007
|
—
|
|
43.7
|
|
7.8
|
|
—
|
|
43.7
|
|
7.9
|
|
||||||
Cincinnati - Mason
|
2004
|
—
|
|
20.3
|
|
1.7
|
|
—
|
|
20.3
|
|
1.7
|
|
||||||
Cincinnati - North Cincinnati
|
2008
|
0.9
|
|
77.8
|
|
16.0
|
|
0.9
|
|
77.9
|
|
12.4
|
|
||||||
Dallas - Allen
|
2017
|
6.5
|
|
15.0
|
|
39.5
|
|
—
|
|
—
|
|
—
|
|
||||||
Dallas - Carrollton
|
2012
|
16.1
|
|
63.8
|
|
323.3
|
|
16.1
|
|
62.2
|
|
272.5
|
|
||||||
Dallas - Lewisville(2)
|
2010
|
—
|
|
58.1
|
|
41.1
|
|
—
|
|
76.8
|
|
39.6
|
|
||||||
Florence
|
2005
|
2.2
|
|
42.0
|
|
8.7
|
|
2.2
|
|
42.0
|
|
8.4
|
|
||||||
Frankfurt I
|
2018
|
4.0
|
|
36.0
|
|
123.7
|
|
4.1
|
|
35.7
|
|
124.9
|
|
||||||
Frankfurt II
|
2018
|
7.0
|
|
135.1
|
|
93.6
|
|
7.1
|
|
89.8
|
|
53.9
|
|
||||||
Houston - Galleria(3)
|
2010
|
—
|
|
71.0
|
|
24.4
|
|
—
|
|
71.0
|
|
20.2
|
|
||||||
Houston - Houston West I
|
2010
|
1.4
|
|
85.2
|
|
51.6
|
|
1.4
|
|
85.2
|
|
51.1
|
|
||||||
Houston - Houston West II
|
2013
|
2.7
|
|
22.8
|
|
52.0
|
|
2.7
|
|
22.9
|
|
50.9
|
|
||||||
Houston - Houston West III
|
2013
|
7.2
|
|
18.1
|
|
32.3
|
|
7.2
|
|
18.0
|
|
31.4
|
|
||||||
London - Great Bridgewater(4)
|
2011
|
—
|
|
—
|
|
1.3
|
|
—
|
|
26.8
|
|
1.2
|
|
||||||
London I(2)
|
2018
|
—
|
|
44.3
|
|
46.4
|
|
—
|
|
34.1
|
|
26.3
|
|
||||||
London II(2)
|
2018
|
—
|
|
42.8
|
|
93.3
|
|
—
|
|
25.2
|
|
74.8
|
|
||||||
Northern Virginia - Sterling I
|
2013
|
6.9
|
|
20.2
|
|
62.2
|
|
6.9
|
|
20.2
|
|
60.4
|
|
||||||
Northern Virginia - Sterling II
|
2013
|
—
|
|
28.8
|
|
112.4
|
|
—
|
|
28.8
|
|
112.4
|
|
||||||
Northern Virginia - Sterling III
|
2017
|
—
|
|
22.3
|
|
61.8
|
|
—
|
|
22.2
|
|
61.3
|
|
||||||
Northern Virginia - Sterling IV
|
2016
|
4.6
|
|
20.1
|
|
78.1
|
|
4.6
|
|
20.0
|
|
76.0
|
|
||||||
Northern Virginia - Sterling V
|
2016
|
14.5
|
|
81.7
|
|
303.7
|
|
14.5
|
|
80.8
|
|
295.8
|
|
||||||
Northern Virginia - Sterling VI
|
2018
|
9.7
|
|
60.2
|
|
196.9
|
|
—
|
|
—
|
|
77.5
|
|
||||||
Northern Virginia - Sterling VIII
|
2018
|
9.1
|
|
7.0
|
|
28.0
|
|
—
|
|
—
|
|
—
|
|
||||||
Norwalk I(4)
|
2015
|
—
|
|
1.7
|
|
10.6
|
|
—
|
|
13.6
|
|
10.1
|
|
||||||
Phoenix - Chandler I
|
2011
|
10.5
|
|
58.3
|
|
71.5
|
|
10.5
|
|
58.3
|
|
68.7
|
|
||||||
Phoenix - Chandler II
|
2014
|
—
|
|
16.2
|
|
39.8
|
|
—
|
|
16.2
|
|
39.4
|
|
||||||
Phoenix - Chandler III
|
2016
|
—
|
|
11.4
|
|
51.3
|
|
—
|
|
11.4
|
|
50.8
|
|
||||||
Phoenix - Chandler IV
|
2017
|
—
|
|
18.4
|
|
44.3
|
|
—
|
|
18.4
|
|
43.3
|
|
||||||
Phoenix - Chandler V
|
2017
|
—
|
|
12.1
|
|
54.6
|
|
—
|
|
10.7
|
|
53.4
|
|
||||||
Phoenix - Chandler VI
|
2016
|
2.4
|
|
23.3
|
|
101.7
|
|
2.4
|
|
23.3
|
|
100.3
|
|
||||||
Phoenix - Chandler VII
|
2016
|
4.2
|
|
0.8
|
|
0.4
|
|
—
|
|
—
|
|
—
|
|
||||||
Raleigh-Durham I
|
2017
|
2.1
|
|
79.8
|
|
80.0
|
|
2.1
|
|
79.8
|
|
75.4
|
|
||||||
San Antonio I
|
2011
|
4.6
|
|
31.7
|
|
36.3
|
|
4.6
|
|
31.7
|
|
35.3
|
|
||||||
San Antonio II
|
2013
|
7.0
|
|
30.3
|
|
61.0
|
|
7.0
|
|
30.3
|
|
60.8
|
|
||||||
San Antonio III
|
2017
|
—
|
|
40.2
|
|
99.5
|
|
—
|
|
40.2
|
|
99.0
|
|
IN MILLIONS
|
|
|
|
|
|
|
|
||||||||||||
As of December 31,
|
|
2019
|
2018
|
||||||||||||||||
|
|
Land
|
Building and
Improvements |
Equipment
|
Land
|
Building and
Improvements |
Equipment
|
||||||||||||
San Antonio IV
|
2017
|
$
|
—
|
|
$
|
56.3
|
|
$
|
50.6
|
|
$
|
—
|
|
$
|
42.1
|
|
$
|
48.2
|
|
Santa Clara II
|
2019
|
—
|
|
2.7
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Singapore - Inter Business Park(4)
|
2011
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Somerset I
|
2017
|
12.1
|
|
132.1
|
|
101.8
|
|
12.1
|
|
125.8
|
|
91.0
|
|
||||||
South Bend - Crescent(2)
|
2008
|
—
|
|
—
|
|
—
|
|
—
|
|
1.7
|
|
0.2
|
|
||||||
South Bend - Monroe
|
2007
|
—
|
|
1.9
|
|
0.3
|
|
—
|
|
2.5
|
|
0.4
|
|
||||||
Stamford - Omega(4)
|
2015
|
—
|
|
0.1
|
|
0.8
|
|
—
|
|
2.6
|
|
0.7
|
|
||||||
Stamford - Riverbend(4)
|
2015
|
—
|
|
0.9
|
|
8.6
|
|
—
|
|
2.9
|
|
7.8
|
|
||||||
Totowa - Commerce(4)
|
2015
|
—
|
|
0.4
|
|
1.7
|
|
—
|
|
4.1
|
|
1.7
|
|
||||||
Totowa - Madison(4)
|
2015
|
—
|
|
6.1
|
|
60.1
|
|
—
|
|
28.5
|
|
57.7
|
|
||||||
Wappingers Falls I(4)
|
2015
|
—
|
|
3.1
|
|
23.2
|
|
—
|
|
11.3
|
|
22.0
|
|
||||||
Total
|
|
$
|
147.6
|
|
$
|
1,761.4
|
|
$
|
3,028.2
|
|
$
|
118.5
|
|
$
|
1,677.5
|
|
$
|
2,630.2
|
|
|
|
|
|
|
|
|
|
||||||||||||
Land held for future development
|
|
$
|
206.0
|
|
$
|
—
|
|
$
|
—
|
|
$
|
176.4
|
|
$
|
—
|
|
$
|
—
|
|
IN MILLIONS
|
Year Ended December 31, 2019
|
Year Ended December 31, 2018
|
||||
Net gain on marketable equity investment
|
$
|
132.3
|
|
$
|
9.9
|
|
Less: Net gain recognized on marketable equity investment sold
|
66.7
|
|
—
|
|
||
Unrealized gain on marketable equity investment
|
$
|
65.6
|
|
$
|
9.9
|
|
IN MILLIONS
|
|
|
|
|
|
|
|
||||||||||||
For the year ended December 31,
|
|
2019
|
2018
|
||||||||||||||||
|
Weighted-
Average Remaining Life (in years) |
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Total
|
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Total
|
||||||||||||
Customer relationships
|
10
|
$
|
247.1
|
|
$
|
(151.1
|
)
|
$
|
96.0
|
|
$
|
247.1
|
|
$
|
(137.9
|
)
|
$
|
109.2
|
|
Trademark/tradename
|
4
|
11.5
|
|
(7.8
|
)
|
3.7
|
|
11.5
|
|
(6.7
|
)
|
4.8
|
|
||||||
Favorable leasehold interest
|
35
|
5.6
|
|
(1.2
|
)
|
4.4
|
|
5.7
|
|
(0.7
|
)
|
5.0
|
|
||||||
In-place customer leases
|
5
|
137.1
|
|
(46.7
|
)
|
90.4
|
|
136.0
|
|
(21.1
|
)
|
114.9
|
|
||||||
Above and below market leases
|
6
|
2.3
|
|
(0.7
|
)
|
1.6
|
|
2.3
|
|
(0.5
|
)
|
1.8
|
|
||||||
Total
|
|
$
|
403.6
|
|
$
|
(207.5
|
)
|
$
|
196.1
|
|
$
|
402.6
|
|
$
|
(166.9
|
)
|
$
|
235.7
|
|
IN MILLIONS
|
Total
|
||
2020
|
$
|
39.3
|
|
2021
|
32.0
|
|
|
2022
|
28.6
|
|
|
2023
|
20.7
|
|
|
2024
|
18.6
|
|
|
Thereafter
|
56.9
|
|
|
Total
|
$
|
196.1
|
|
|
12/31/2019
|
12/31/2018
|
||||
Deferred leasing and other contract costs
|
$
|
53.2
|
|
$
|
43.6
|
|
Prepaid expenses
|
22.1
|
|
26.4
|
|
||
Non-real estate assets, net
|
16.3
|
|
18.4
|
|
||
Derivative assets
|
3.5
|
|
—
|
|
||
Other assets
|
18.8
|
|
22.9
|
|
||
Total
|
$
|
113.9
|
|
$
|
111.3
|
|
|
December 31, 2019
|
December 31, 2018
|
Interest Rate(a)
|
Maturity Date
|
||||||
$3.0 Billion Credit Facility:
|
|
|
|
|
||||||
$1.7 Billion Revolving Credit Facility:
|
|
|
|
March 2022(b)
|
||||||
US Revolver(a)
|
$
|
555.0
|
|
$
|
—
|
|
Monthly LIBOR + 1.20%
|
|
||
EUR Revolver
|
33.6
|
|
143.0
|
|
Monthly EURIBOR + 1.20%
|
|
||||
GBP Revolver(a)
|
26.4
|
|
—
|
|
Monthly LIBOR + 1.20%
|
|
||||
2023 Term Loan
|
800.0
|
|
1,000.0
|
|
Monthly LIBOR + 1.35%
|
March 2023
|
||||
2025 Term Loan
|
300.0
|
|
300.0
|
|
Monthly LIBOR + 1.65%
|
March 2025
|
||||
Old 2024 Notes, including bond premium of $5.5 million
|
—
|
|
705.5
|
|
5.000
|
%
|
March 2024
|
|||
Old 2027 Notes, including bond premium of $9.1 million
|
—
|
|
509.1
|
|
5.375
|
%
|
March 2027
|
|||
2024 Notes, including bond discount of $0.8 million
|
599.2
|
|
—
|
|
2.900
|
%
|
November 2024
|
|
||
2029 Notes, including bond discount of $1.8 million
|
598.2
|
|
—
|
|
3.450
|
%
|
November 2029
|
|
||
Deferred financing costs
|
(25.8
|
)
|
(32.9
|
)
|
—
|
|
—
|
|
||
Total
|
$
|
2,886.6
|
|
$
|
2,624.7
|
|
|
|
IN MILLIONS
|
$3.0 Billion Credit Facility(a)
|
2024 Notes and 2029 Notes
|
Total
|
||||||
2020
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
2021
|
—
|
|
—
|
|
—
|
|
|||
2022
|
615.0
|
|
—
|
|
615.0
|
|
|||
2023
|
800.0
|
|
—
|
|
800.0
|
|
|||
2024
|
—
|
|
600.0
|
|
600.0
|
|
|||
Thereafter
|
300.0
|
|
600.0
|
|
900.0
|
|
|||
Total debt
|
$
|
1,715.0
|
|
$
|
1,200.0
|
|
$
|
2,915.0
|
|
IN MILLIONS
|
|
|
|
|
||||||||
For the year ended December 31,
|
2019
|
2018
|
||||||||||
|
Carrying Value
|
Fair Value
|
Carrying Value
|
Fair Value
|
||||||||
Old 2024 Notes - 5.000%
|
$
|
—
|
|
$
|
—
|
|
$
|
705.5
|
|
$
|
684.1
|
|
Old 2027 Notes - 5.375%
|
—
|
|
—
|
|
509.1
|
|
488.0
|
|
||||
2024 Notes - 2.900%
|
599.2
|
|
602.1
|
|
—
|
|
—
|
|
||||
2029 Notes - 3.450%
|
598.2
|
|
603.1
|
|
—
|
|
—
|
|
||||
GDS Equity investment
|
118.7
|
|
118.7
|
|
185.5
|
|
185.5
|
|
|
|
|
|
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
|
Maturity Date
|
Notional Amount
|
|
Hedged Risk
|
|
Asset
|
Liability
|
|
Asset
|
Liability
|
||||||||||
Undesignated derivatives
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cross Currency Swaps
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
EUR - USD
|
01/15/2020
|
$
|
265.3
|
|
|
Foreign currency exchange
|
|
$
|
—
|
|
$
|
2.1
|
|
|
$
|
—
|
|
$
|
—
|
|
|
EUR - USD
|
01/15/2020
|
25.6
|
|
|
Foreign currency exchange
|
|
—
|
|
0.2
|
|
|
—
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated derivatives
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cross Currency Swaps
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
EUR - USD
|
3/29/2023
|
250.0
|
|
|
Net investment hedge
|
|
—
|
|
3.8
|
|
|
—
|
|
—
|
|
|||||
|
EUR - USD
|
3/29/2023
|
250.0
|
|
|
Net investment hedge
|
|
—
|
|
3.9
|
|
|
—
|
|
—
|
|
|||||
|
EUR - USD
|
1/15/2020
|
155.9
|
|
|
Net investment hedge
|
|
—
|
|
1.4
|
|
|
—
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest Rate Swaps
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
USD Libor
|
3/29/2023
|
300.0
|
|
|
Interest rate hedge - Float to fixed
|
|
3.5
|
|
—
|
|
|
—
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total
|
|
$
|
1,246.8
|
|
|
|
|
$
|
3.5
|
|
$
|
11.4
|
|
|
$
|
—
|
|
$
|
—
|
|
•
|
EUR/USD contracts to sell $446.8 million and purchase €401.1 million maturing in January 2020 representing a fair value liability of $3.7 million.
|
•
|
EUR/USD contracts to sell $500.0 million and purchase €450.7 million maturing in March 2023 representing a fair value liability of $7.7 million.
|
|
Balance Sheet Location
|
December 31, 2019
|
December 31, 2018
|
||||
Derivatives Designated as Hedging Instruments
|
|
|
|
||||
Assets:
|
|
|
|
||||
Interest Rate Swap
|
Other Assets
|
$
|
3.5
|
|
$
|
—
|
|
Total
|
|
$
|
3.5
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
||||
Cross-Currency Swaps
|
Other Liabilities
|
9.1
|
|
—
|
|
||
Total
|
|
$
|
9.1
|
|
$
|
—
|
|
|
December 31, 2019
|
December 31, 2018
|
||||
Derivatives in Cash Flow Hedging Relationships
|
|
|
||||
Cross-Currency Swaps:
|
|
|
||||
Amount of gain (loss) recognized in OCI for derivatives
|
$
|
(0.7
|
)
|
$
|
—
|
|
Amount of gain (loss) reclassified from accumulated OCI for derivatives
|
$
|
—
|
|
$
|
—
|
|
Amount of gain (loss) recognized in earnings
|
$
|
(7.5
|
)
|
$
|
—
|
|
IN MILLIONS, except per share amounts
|
Year Ended
|
Year Ended
|
Year Ended
|
|||||||||||||||
For December 31,
|
2019
|
2018
|
2017
|
|||||||||||||||
|
Basic
|
Diluted
|
Basic
|
Diluted
|
Basic
|
Diluted
|
||||||||||||
Numerator:
|
|
|
|
|
|
|
||||||||||||
Net income (loss)
|
$
|
41.4
|
|
$
|
41.4
|
|
$
|
1.2
|
|
$
|
1.2
|
|
$
|
(83.5
|
)
|
$
|
(83.5
|
)
|
Less: Restricted stock dividends
|
(0.7
|
)
|
(0.7
|
)
|
(1.1
|
)
|
(1.1
|
)
|
(0.9
|
)
|
(0.9
|
)
|
||||||
Net income (loss) available to stockholders
|
$
|
40.7
|
|
$
|
40.7
|
|
$
|
0.1
|
|
$
|
0.1
|
|
$
|
(84.4
|
)
|
$
|
(84.4
|
)
|
Denominator:
|
|
|
|
|
|
|
||||||||||||
Weighted average common outstanding-basic
|
112.1
|
|
112.1
|
|
99.8
|
|
99.8
|
|
88.9
|
|
88.9
|
|
||||||
Performance-based restricted stock and units(1)
|
|
0.4
|
|
|
0.6
|
|
|
—
|
|
|||||||||
Weighted average shares outstanding-diluted
|
|
112.5
|
|
|
100.4
|
|
|
88.9
|
|
|||||||||
EPS:
|
|
|
|
|
|
|
||||||||||||
Net income (loss) per share-basic
|
$
|
0.36
|
|
|
$
|
—
|
|
|
$
|
(0.95
|
)
|
|
||||||
Effect of dilutive shares:
|
|
|
|
|
|
|
||||||||||||
Net income (loss) per share-diluted
|
|
$
|
0.36
|
|
|
$
|
—
|
|
|
$
|
(0.95
|
)
|
Record date
|
Payment date
|
Cash dividend per share or operating partnership unit
|
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
|
March 29, 2019
|
April 12, 2019
|
$0.46
|
June 28, 2019
|
July 12, 2019
|
$0.46
|
September 27, 2019
|
October 11, 2019
|
$0.50
|
January 2, 2020
|
January 10, 2020
|
$0.50
|
•
|
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.
|
|
2019
|
||||
|
Restricted Stock Units
|
Weighted
Average
Grant Date
Fair Value
|
|||
Outstanding January 1,
|
511,409
|
|
$
|
56.23
|
|
Granted
|
401,270
|
|
48.90
|
|
|
Vested
|
(187,176
|
)
|
43.37
|
|
|
Forfeited
|
(78,884
|
)
|
52.99
|
|
|
Outstanding December 31,
|
646,619
|
|
$
|
55.80
|
|
|
2019
|
||||
|
Restricted Stock
|
Weighted
Average
Grant Date
Fair Value
|
|||
Outstanding January 1,
|
419,356
|
|
$
|
35.73
|
|
Granted
|
16,681
|
|
52.46
|
|
|
Vested
|
(384,753
|
)
|
35.61
|
|
|
Forfeited
|
(34,603
|
)
|
37.09
|
|
|
Outstanding December 31,
|
16,681
|
|
$
|
52.46
|
|
|
2019
|
||||
|
Options
|
Weighted
Average
Exercise
Price
|
|||
Outstanding January 1,
|
401,223
|
|
$
|
31.96
|
|
Granted
|
—
|
|
—
|
|
|
Exercised
|
(25,586
|
)
|
36.70
|
|
|
Forfeited or expired
|
(551
|
)
|
23.58
|
|
|
Outstanding December 31,
|
375,086
|
|
31.64
|
|
|
Exercisable at December 31,
|
375,086
|
|
31.64
|
|
|
Vested and expected to vest
|
375,086
|
|
$
|
31.64
|
|
|
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
|
|
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%
|
2019
|
|
|
|
|
|
|
|
|
|
$23.58
|
51,985
|
|
3.3
|
51,985
|
3.3
|
0.92%
|
3.4%
|
6.0
|
35%
|
$28.42
|
143,358
|
|
5.1
|
143,358
|
5.1
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
$30.74
|
12,719
|
|
5.6
|
12,719
|
5.6
|
1.6% - 1.75%
|
4.4%
|
5.5-6.5
|
32.5% - 37.5%
|
$36.99
|
167,024
|
|
6.1
|
167,024
|
6.1
|
1.47% - 1.64%
|
4.1%
|
5.5-6.5
|
27.5% - 35.0%
|
|
|
|
Year Ended December 31,
|
||||||||
IN MILLIONS
|
2019
|
2018
|
2017
|
||||||||
|
Current
|
|
|
|
|||||||
|
|
Federal
|
$
|
1.7
|
|
$
|
1.0
|
|
$
|
1.2
|
|
|
|
State
|
1.9
|
|
2.0
|
|
1.8
|
|
|||
|
|
Foreign
|
0.2
|
|
—
|
|
—
|
|
|||
|
|
Total current expense
|
$
|
3.8
|
|
$
|
3.0
|
|
$
|
3.0
|
|
|
|
|
|
|
|
||||||
|
Deferred:
|
|
|
|
|||||||
|
|
Federal
|
—
|
|
—
|
|
—
|
|
|||
|
|
State
|
—
|
|
—
|
|
—
|
|
|||
|
|
Foreign
|
$
|
(7.5
|
)
|
$
|
(2.4
|
)
|
$
|
—
|
|
|
|
Total deferred (benefit) expense
|
(7.5
|
)
|
(2.4
|
)
|
—
|
|
|||
|
Total income tax (benefit) expense
|
$
|
(3.7
|
)
|
$
|
0.6
|
|
$
|
3.0
|
|
|
|
Year Ended December 31,
|
||||||||
IN MILLIONS
|
2019
|
2018
|
2017
|
|||||||
|
|
|
|
|
||||||
|
Income tax at U.S. federal statutory income tax rate
|
$
|
7.9
|
|
$
|
0.4
|
|
$
|
(28.2
|
)
|
|
State and local taxes, net of federal income tax benefit
|
1.7
|
|
2.0
|
|
1.8
|
|
|||
|
Impact of REIT status
|
(13.7
|
)
|
(2.1
|
)
|
28.6
|
|
|||
|
Permanent differences
|
(0.7
|
)
|
(0.1
|
)
|
—
|
|
|||
|
Foreign tax rate and currency differences
|
(1.0
|
)
|
0.2
|
|
—
|
|
|||
|
Anti-hybrid disallowances
|
1.6
|
|
0.1
|
|
—
|
|
|||
|
Valuation allowance
|
0.5
|
|
0.1
|
|
0.8
|
|
|||
|
Income tax (benefit) expense
|
$
|
(3.7
|
)
|
$
|
0.6
|
|
$
|
3.0
|
|
|
|
|
|
|
Year Ended December 31,
|
|||||
IN MILLIONS
|
|
|
2019
|
2018
|
||||||
|
Deferred tax assets
|
|
|
|
|
|||||
|
|
Net operating loss carryforwards
|
|
|
$
|
16.3
|
|
$
|
15.1
|
|
|
|
Accounts receivable/payable and other
|
|
|
8.2
|
|
7.4
|
|
||
|
|
Finance leases
|
|
|
0.9
|
|
1.8
|
|
||
|
Total gross deferred tax assets
|
|
|
$
|
25.4
|
|
$
|
24.3
|
|
|
|
Valuation allowance
|
|
|
(7.6
|
)
|
(6.9
|
)
|
|||
|
Total gross deferred tax assets, net
|
|
|
$
|
17.8
|
|
$
|
17.4
|
|
|
|
|
|
|
|
|
|
||||
|
Deferred tax liabilities
|
|
|
|
|
|||||
|
|
Fixed assets
|
|
|
(67.4
|
)
|
(73.5
|
)
|
||
|
|
Intangibles
|
|
|
$
|
(10.9
|
)
|
$
|
(12.8
|
)
|
|
Total gross deferred tax liabilities
|
|
|
$
|
(78.3
|
)
|
$
|
(86.3
|
)
|
|
|
Total net deferred tax assets/(liabilities)
|
|
|
$
|
(60.5
|
)
|
$
|
(68.9
|
)
|
•
|
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 was 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 was 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 Old 2024 Notes or Old 2027 Notes, as applicable, in accordance with the terms of the indentures, and
|
•
|
upon the Old 2024 Notes or Old 2027 Notes, as applicable, being rated investment grade by at least two rating agencies and no default or event of default having occurred and continuing.
|
IN MILLIONS
|
As of December 31, 2019
|
||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Non-Guarantor Subsidiaries
|
Eliminations/Consolidations
|
Total
|
||||||||||||||
Total investment in real estate, net
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
4,640.4
|
|
$
|
69.9
|
|
$
|
4,710.3
|
|
Cash and cash equivalents
|
—
|
|
—
|
|
0.6
|
|
—
|
|
75.8
|
|
—
|
|
76.4
|
|
|||||||
Investment in subsidiaries
|
2,402.2
|
|
16.8
|
|
3,569.0
|
|
—
|
|
—
|
|
(5,988.0
|
)
|
—
|
|
|||||||
Rent and other receivables, net
|
—
|
|
—
|
|
—
|
|
—
|
|
291.9
|
|
—
|
|
291.9
|
|
|||||||
Restricted cash
|
—
|
|
—
|
|
—
|
|
—
|
|
1.3
|
|
—
|
|
1.3
|
|
|||||||
Operating lease right-of-use assets, net
|
—
|
|
—
|
|
—
|
|
—
|
|
161.9
|
|
—
|
|
161.9
|
|
|||||||
Intercompany receivable
|
21.1
|
|
—
|
|
1,753.3
|
|
—
|
|
38.8
|
|
(1,813.2
|
)
|
—
|
|
|||||||
Equity investments
|
—
|
|
—
|
|
—
|
|
—
|
|
135.1
|
|
—
|
|
135.1
|
|
|||||||
Goodwill
|
—
|
|
—
|
|
—
|
|
—
|
|
455.1
|
|
—
|
|
455.1
|
|
|||||||
Intangible assets, net
|
—
|
|
—
|
|
—
|
|
—
|
|
196.1
|
|
—
|
|
196.1
|
|
|||||||
Other assets
|
—
|
|
—
|
|
3.5
|
|
—
|
|
110.4
|
|
—
|
|
113.9
|
|
|||||||
Total assets
|
$
|
2,423.3
|
|
$
|
16.8
|
|
$
|
5,326.4
|
|
$
|
—
|
|
$
|
6,106.8
|
|
$
|
(7,731.3
|
)
|
$
|
6,142.0
|
|
Debt
|
$
|
—
|
|
$
|
—
|
|
$
|
2,886.6
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,886.6
|
|
Intercompany payable
|
—
|
|
—
|
|
21.1
|
|
—
|
|
1,792.1
|
|
(1,813.2
|
)
|
—
|
|
|||||||
Finance lease liabilities
|
—
|
|
—
|
|
—
|
|
—
|
|
31.8
|
|
—
|
|
31.8
|
|
|||||||
Operating lease liabilities
|
—
|
|
—
|
|
—
|
|
—
|
|
195.8
|
|
—
|
|
195.8
|
|
|||||||
Construction costs payable
|
—
|
|
—
|
|
—
|
|
—
|
|
176.3
|
|
—
|
|
176.3
|
|
|||||||
Accounts payable and accrued expenses
|
—
|
|
—
|
|
5.1
|
|
—
|
|
117.6
|
|
—
|
|
122.7
|
|
|||||||
Dividends payable
|
58.6
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
58.6
|
|
|||||||
Deferred revenue and prepaid rents
|
—
|
|
—
|
|
—
|
|
—
|
|
163.7
|
|
—
|
|
163.7
|
|
|||||||
Deferred tax liability
|
—
|
|
—
|
|
—
|
|
—
|
|
60.5
|
|
—
|
|
60.5
|
|
|||||||
Other liabilities
|
—
|
|
—
|
|
11.4
|
|
—
|
|
—
|
|
—
|
|
11.4
|
|
|||||||
Total liabilities
|
58.6
|
|
—
|
|
2,924.2
|
|
—
|
|
2,537.8
|
|
(1,813.2
|
)
|
3,707.4
|
|
|||||||
Total stockholders' equity
|
2,364.7
|
|
16.8
|
|
2,402.2
|
|
—
|
|
3,569.0
|
|
(5,918.1
|
)
|
2,434.6
|
|
|||||||
Total liabilities and equity
|
$
|
2,423.3
|
|
$
|
16.8
|
|
$
|
5,326.4
|
|
$
|
—
|
|
$
|
6,106.8
|
|
$
|
(7,731.3
|
)
|
$
|
6,142.0
|
|
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
|
—
|
|
—
|
|
—
|
|
—
|
|
218.7
|
|
16.2
|
|
—
|
|
234.9
|
|
||||||||
Intercompany receivable
|
23.2
|
|
—
|
|
1,761.5
|
|
—
|
|
6.8
|
|
—
|
|
(1,791.5
|
)
|
—
|
|
||||||||
Equity investments
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
198.1
|
|
—
|
|
198.1
|
|
||||||||
Goodwill
|
—
|
|
—
|
|
—
|
|
—
|
|
455.1
|
|
—
|
|
—
|
|
455.1
|
|
||||||||
Intangible assets, net
|
—
|
|
—
|
|
—
|
|
—
|
|
178.1
|
|
57.6
|
|
—
|
|
235.7
|
|
||||||||
Other assets
|
—
|
|
—
|
|
0.5
|
|
—
|
|
94.4
|
|
16.4
|
|
—
|
|
111.3
|
|
||||||||
Total assets
|
$
|
2,240.1
|
|
$
|
22.2
|
|
$
|
4,884.5
|
|
$
|
—
|
|
$
|
4,591.5
|
|
$
|
970.4
|
|
$
|
(7,116.2
|
)
|
$
|
5,592.5
|
|
Debt
|
$
|
—
|
|
$
|
—
|
|
$
|
2,624.7
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,624.7
|
|
Intercompany payable
|
—
|
|
—
|
|
23.2
|
|
—
|
|
1,761.5
|
|
6.8
|
|
(1,791.5
|
)
|
—
|
|
||||||||
Finance lease liabilities
|
—
|
|
—
|
|
—
|
|
—
|
|
104.0
|
|
52.7
|
|
—
|
|
156.7
|
|
||||||||
Construction costs payable
|
—
|
|
—
|
|
—
|
|
—
|
|
175.6
|
|
19.7
|
|
—
|
|
195.3
|
|
||||||||
Accounts payable and accrued expenses
|
—
|
|
—
|
|
19.7
|
|
—
|
|
95.9
|
|
5.7
|
|
—
|
|
121.3
|
|
||||||||
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
|
Year Ended December 31, 2019
|
||||||||||||||||||||
|
Parent
Guarantor
|
General
Partner
|
LP
Co-issuer
|
Finance
Co-issuer
|
Non-Guarantor Subsidiaries
|
Eliminations/Consolidations
|
Total
|
||||||||||||||
Revenue
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
981.3
|
|
$
|
—
|
|
$
|
981.3
|
|
Total operating expenses
|
—
|
|
—
|
|
—
|
|
—
|
|
914.3
|
|
—
|
|
914.3
|
|
|||||||
Operating income
|
—
|
|
—
|
|
—
|
|
—
|
|
67.0
|
|
—
|
|
67.0
|
|
|||||||
Interest (expense) income, net
|
—
|
|
—
|
|
(114.5
|
)
|
—
|
|
(0.4
|
)
|
32.9
|
|
(82.0
|
)
|
|||||||
Gain on marketable equity investment
|
—
|
|
—
|
|
—
|
|
—
|
|
132.3
|
|
—
|
|
132.3
|
|
|||||||
Loss on early extinguishment of debt
|
—
|
|
—
|
|
(71.8
|
)
|
—
|
|
—
|
|
—
|
|
(71.8
|
)
|
|||||||
Foreign currency and derivative losses, net
|
—
|
|
—
|
|
(7.5
|
)
|
—
|
|
—
|
|
—
|
|
(7.5
|
)
|
|||||||
Other expense
|
—
|
|
—
|
|
—
|
|
—
|
|
(0.3
|
)
|
—
|
|
(0.3
|
)
|
|||||||
(Loss) income before income taxes
|
—
|
|
—
|
|
(193.8
|
)
|
—
|
|
198.6
|
|
32.9
|
|
37.7
|
|
|||||||
Income tax benefit
|
—
|
|
—
|
|
—
|
|
—
|
|
3.7
|
|
—
|
|
3.7
|
|
|||||||
Equity earnings (loss) related to investment in subsidiaries
|
19.6
|
|
0.1
|
|
214.1
|
|
—
|
|
—
|
|
(233.8
|
)
|
—
|
|
|||||||
Net income (loss)
|
19.6
|
|
0.1
|
|
20.3
|
|
—
|
|
202.3
|
|
(200.9
|
)
|
41.4
|
|
|||||||
Other comprehensive income
|
—
|
|
—
|
|
(0.7
|
)
|
—
|
|
11.8
|
|
—
|
|
11.1
|
|
|||||||
Comprehensive income (loss)
|
$
|
19.6
|
|
$
|
0.1
|
|
$
|
19.6
|
|
$
|
—
|
|
$
|
214.1
|
|
$
|
(200.9
|
)
|
$
|
52.5
|
|
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 (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
99.5
|
|
(9.8
|
)
|
—
|
|
89.7
|
|
||||||||
Interest (expense) benefit, net
|
—
|
|
—
|
|
(110.6
|
)
|
—
|
|
—
|
|
(3.3
|
)
|
19.2
|
|
(94.7
|
)
|
||||||||
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, 2017
|
|||||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Guarantor Subsidiaries
|
Non-
Guarantors |
Eliminations/Consolidations
|
Total
|
||||||||||||||||
Revenue
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
666.4
|
|
$
|
5.6
|
|
$
|
—
|
|
$
|
672.0
|
|
Total operating expenses
|
—
|
|
—
|
|
—
|
|
—
|
|
640.4
|
|
7.5
|
|
—
|
|
647.9
|
|
||||||||
Operating income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
26.0
|
|
(1.9
|
)
|
—
|
|
24.1
|
|
||||||||
Interest (expense) benefit, net
|
—
|
|
—
|
|
(76.2
|
)
|
—
|
|
—
|
|
(2.6
|
)
|
10.7
|
|
(68.1
|
)
|
||||||||
Loss on early extinguishment of debt
|
—
|
|
—
|
|
(36.5
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(36.5
|
)
|
||||||||
(Loss) income before income taxes
|
—
|
|
—
|
|
(112.7
|
)
|
—
|
|
26.0
|
|
(4.5
|
)
|
10.7
|
|
(80.5
|
)
|
||||||||
Income tax expense
|
—
|
|
—
|
|
—
|
|
—
|
|
(3.0
|
)
|
—
|
|
—
|
|
(3.0
|
)
|
||||||||
Equity (loss) earnings related to investment in subsidiaries
|
(18.7
|
)
|
(0.2
|
)
|
94.0
|
|
—
|
|
(4.6
|
)
|
—
|
|
(70.5
|
)
|
—
|
|
||||||||
Net (loss) income
|
(18.7
|
)
|
(0.2
|
)
|
(18.7
|
)
|
—
|
|
18.4
|
|
(4.5
|
)
|
(59.8
|
)
|
(83.5
|
)
|
||||||||
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
75.5
|
|
—
|
|
75.5
|
|
||||||||
Comprehensive (loss) income
|
$
|
(18.7
|
)
|
$
|
(0.2
|
)
|
$
|
(18.7
|
)
|
$
|
—
|
|
$
|
18.4
|
|
$
|
71.0
|
|
$
|
(59.8
|
)
|
$
|
(8.0
|
)
|
IN MILLIONS
|
Year Ended December 31, 2019
|
||||||||||||||||||||
|
Parent
Guarantor |
General
Partner |
LP
Co-issuer |
Finance
Co-issuer |
Non-Guarantor Subsidiaries
|
Eliminations/Consolidations
|
Total
|
||||||||||||||
Net cash (used in) provided by operating activities
|
$
|
—
|
|
$
|
—
|
|
$
|
(124.9
|
)
|
$
|
—
|
|
$
|
457.7
|
|
$
|
32.9
|
|
$
|
365.7
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
||||||||||||||
Investment in real estate
|
—
|
|
—
|
|
—
|
|
—
|
|
(843.5
|
)
|
(32.9
|
)
|
(876.4
|
)
|
|||||||
Investment in subsidiaries
|
(357.2
|
)
|
(2.5
|
)
|
(210.4
|
)
|
—
|
|
—
|
|
570.1
|
|
—
|
|
|||||||
Equity investments
|
—
|
|
—
|
|
—
|
|
—
|
|
(3.8
|
)
|
—
|
|
(3.8
|
)
|
|||||||
Proceeds from sale of equity investments
|
—
|
|
—
|
|
—
|
|
—
|
|
199.0
|
|
—
|
|
199.0
|
|
|||||||
Proceeds from the sale of real estate assets
|
—
|
|
—
|
|
—
|
|
—
|
|
1.3
|
|
—
|
|
1.3
|
|
|||||||
Return of investment
|
210.4
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(210.4
|
)
|
—
|
|
|||||||
Intercompany borrowings
|
9.3
|
|
—
|
|
8.2
|
|
—
|
|
32.0
|
|
(49.5
|
)
|
—
|
|
|||||||
Net cash (used in) provided by investing activities
|
(137.5
|
)
|
(2.5
|
)
|
(202.2
|
)
|
—
|
|
(615.0
|
)
|
277.3
|
|
(679.9
|
)
|
|||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||||||||||||
Issuance of common stock, net
|
357.2
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
357.2
|
|
|||||||
Dividends paid
|
(210.4
|
)
|
—
|
|
(210.4
|
)
|
—
|
|
—
|
|
210.4
|
|
(210.4
|
)
|
|||||||
Intercompany borrowings
|
—
|
|
—
|
|
(9.3
|
)
|
—
|
|
(40.2
|
)
|
49.5
|
|
—
|
|
|||||||
Proceeds from revolving credit facility
|
—
|
|
—
|
|
656.7
|
|
—
|
|
—
|
|
—
|
|
656.7
|
|
|||||||
Repayments of revolving credit facility
|
—
|
|
—
|
|
(182.5
|
)
|
—
|
|
—
|
|
—
|
|
(182.5
|
)
|
|||||||
Repayments of unsecured term loan
|
—
|
|
—
|
|
(200.0
|
)
|
—
|
|
—
|
|
—
|
|
(200.0
|
)
|
|||||||
Proceeds from senior notes
|
—
|
|
—
|
|
1,197.4
|
|
—
|
|
—
|
|
—
|
|
1,197.4
|
|
|||||||
Repayments of senior notes
|
—
|
|
—
|
|
(1,200.0
|
)
|
—
|
|
—
|
|
—
|
|
(1,200.0
|
)
|
|||||||
Payment of debt extinguishment costs
|
—
|
|
—
|
|
(72.0
|
)
|
—
|
|
—
|
|
—
|
|
(72.0
|
)
|
|||||||
Payment of deferred financing costs
|
—
|
|
—
|
|
(9.4
|
)
|
—
|
|
—
|
|
—
|
|
(9.4
|
)
|
|||||||
Payments on finance lease liabilities
|
—
|
|
—
|
|
—
|
|
—
|
|
(2.9
|
)
|
—
|
|
(2.9
|
)
|
|||||||
Tax payment upon exercise of equity awards
|
(9.3
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(9.3
|
)
|
|||||||
Contributions/distributions from parent
|
—
|
|
2.5
|
|
357.2
|
|
—
|
|
210.4
|
|
(570.1
|
)
|
—
|
|
|||||||
Net cash provided by (used in) financing activities
|
137.5
|
|
2.5
|
|
327.7
|
|
—
|
|
167.3
|
|
(310.2
|
)
|
324.8
|
|
|||||||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
—
|
|
—
|
|
—
|
|
—
|
|
2.7
|
|
—
|
|
2.7
|
|
|||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
—
|
|
—
|
|
0.6
|
|
—
|
|
12.7
|
|
—
|
|
13.3
|
|
|||||||
Cash, cash equivalents and restricted cash at beginning of period
|
—
|
|
—
|
|
—
|
|
—
|
|
64.4
|
|
—
|
|
64.4
|
|
|||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
—
|
|
$
|
—
|
|
$
|
0.6
|
|
$
|
—
|
|
$
|
77.1
|
|
$
|
—
|
|
$
|
77.7
|
|
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 investments
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(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
|
|
||||||||
Dividends paid
|
(181.1
|
)
|
—
|
|
(181.1
|
)
|
—
|
|
—
|
|
—
|
|
181.1
|
|
(181.1
|
)
|
||||||||
Intercompany borrowings
|
—
|
|
—
|
|
(5.6
|
)
|
—
|
|
105.1
|
|
6.8
|
|
(106.3
|
)
|
—
|
|
||||||||
Proceeds from revolving credit facility
|
—
|
|
—
|
|
658.4
|
|
—
|
|
—
|
|
29.9
|
|
—
|
|
688.3
|
|
||||||||
Repayments of revolving credit facility
|
—
|
|
—
|
|
(532.7
|
)
|
—
|
|
—
|
|
(114.7
|
)
|
—
|
|
(647.4
|
)
|
||||||||
Proceeds from unsecured term loan
|
—
|
|
—
|
|
1,300.0
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1,300.0
|
|
||||||||
Repayments of unsecured term loan
|
—
|
|
—
|
|
(900.0
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(900.0
|
)
|
||||||||
Payments on finance lease liabilities
|
—
|
|
—
|
|
—
|
|
—
|
|
(7.9
|
)
|
(1.6
|
)
|
—
|
|
(9.5
|
)
|
||||||||
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 increase (decrease) 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 investments
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(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 revolving credit facility
|
—
|
|
—
|
|
1,037.3
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1,037.3
|
|
||||||||
Repayments of revolving credit facility
|
—
|
|
—
|
|
(1,275.0
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,275.0
|
)
|
||||||||
Proceeds from unsecured term loan
|
—
|
|
—
|
|
350.0
|
|
—
|
|
—
|
|
—
|
|
—
|
|
350.0
|
|
||||||||
Proceeds from senior notes
|
—
|
|
—
|
|
1,217.8
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1,217.8
|
|
||||||||
Repayments of senior notes
|
—
|
|
—
|
|
(474.8
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(474.8
|
)
|
||||||||
Payment of debt extinguishment costs
|
—
|
|
—
|
|
(30.0
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(30.0
|
)
|
||||||||
Payment of deferred financing costs
|
—
|
|
—
|
|
(16.7
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(16.7
|
)
|
||||||||
Payments on finance lease liabilities
|
—
|
|
—
|
|
—
|
|
—
|
|
(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, except per share amounts
|
|
|
|
|
|
||||||||||
|
2019
|
||||||||||||||
|
First
Quarter
|
Second
Quarter
|
Third
Quarter
|
Fourth
Quarter |
Total
|
||||||||||
Revenue
|
$
|
225.0
|
|
$
|
251.5
|
|
$
|
250.9
|
|
$
|
253.9
|
|
$
|
981.3
|
|
Operating income
|
11.8
|
|
19.7
|
|
13.2
|
|
22.3
|
|
67.0
|
|
|||||
Net income (loss)
|
89.4
|
|
(8.5
|
)
|
12.6
|
|
(52.1
|
)
|
41.4
|
|
|||||
Basic income (loss) per share
|
0.82
|
|
(0.08
|
)
|
0.11
|
|
(0.46
|
)
|
0.36
|
|
|||||
Diluted income (loss) per share
|
0.82
|
|
(0.08
|
)
|
0.11
|
|
(0.46
|
)
|
0.36
|
|
|||||
|
|
|
|
|
|
||||||||||
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
|
|
|||||
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
|
)
|
—
|
|
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
|
|
|
|
|
||||||||
2019
|
$
|
1.7
|
|
$
|
1.7
|
|
$
|
(1.6
|
)
|
$
|
1.8
|
|
2018
|
2.1
|
|
2.3
|
|
(2.7
|
)
|
1.7
|
|
||||
2017
|
2.1
|
|
0.2
|
|
(0.2
|
)
|
2.1
|
|
||||
Deferred Tax Valuation Allowance
|
|
|
|
|
||||||||
2019
|
$
|
6.9
|
|
$
|
0.7
|
|
$
|
—
|
|
$
|
7.6
|
|
2018
|
7.2
|
|
(0.3
|
)
|
—
|
|
6.9
|
|
||||
2017
|
6.5
|
|
0.7
|
|
—
|
|
7.2
|
|
CyrusOne Inc.
|
As of December 31, 2019
|
|
|
|||||||||||||||||||||||||||||
(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
|
|
||||||||||||||||||||
Austin II
|
$
|
2.0
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
23.5
|
|
$
|
13.3
|
|
$
|
2.0
|
|
$
|
23.5
|
|
$
|
13.3
|
|
$
|
19.7
|
|
2011
|
|
Austin III
|
3.3
|
|
—
|
|
—
|
|
—
|
|
12.6
|
|
64.0
|
|
3.3
|
|
12.6
|
|
64.0
|
|
16.7
|
|
2015
|
|
||||||||||
Chicago - Aurora I
|
2.4
|
|
26.0
|
|
97.3
|
|
—
|
|
6.4
|
|
39.0
|
|
2.4
|
|
32.4
|
|
136.3
|
|
57.2
|
|
2016
|
|
||||||||||
Chicago - Aurora II
|
2.6
|
|
—
|
|
—
|
|
—
|
|
22.9
|
|
70.3
|
|
2.6
|
|
22.9
|
|
70.3
|
|
14.6
|
|
2016
|
|
||||||||||
Chicago - Aurora Tower
|
—
|
|
—
|
|
—
|
|
—
|
|
6.4
|
|
0.9
|
|
—
|
|
6.4
|
|
0.9
|
|
0.5
|
|
2018
|
|
||||||||||
Chicago - Lombard
|
0.7
|
|
3.2
|
|
—
|
|
—
|
|
1.5
|
|
8.1
|
|
0.7
|
|
4.7
|
|
8.1
|
|
8.6
|
|
2008
|
|
||||||||||
Cincinnati - 7th Street
|
0.9
|
|
42.2
|
|
—
|
|
—
|
|
71.9
|
|
37.2
|
|
0.9
|
|
114.1
|
|
37.2
|
|
99.5
|
|
1999
|
|
||||||||||
Cincinnati - Blue Ash*
|
—
|
|
2.6
|
|
—
|
|
—
|
|
(1.9
|
)
|
0.2
|
|
—
|
|
0.7
|
|
0.2
|
|
0.6
|
|
2009
|
|
||||||||||
Cincinnati - Hamilton
|
—
|
|
9.5
|
|
—
|
|
—
|
|
34.2
|
|
7.8
|
|
—
|
|
43.7
|
|
7.8
|
|
33.6
|
|
2007
|
|
||||||||||
Cincinnati - Mason
|
—
|
|
—
|
|
—
|
|
—
|
|
20.3
|
|
1.7
|
|
—
|
|
20.3
|
|
1.7
|
|
15.8
|
|
2004
|
|
||||||||||
Cincinnati - North Cincinnati
|
0.9
|
|
12.3
|
|
—
|
|
—
|
|
65.5
|
|
16.0
|
|
0.9
|
|
77.8
|
|
16.0
|
|
47.7
|
|
2008
|
|
||||||||||
Dallas - Allen
|
6.5
|
|
—
|
|
—
|
|
—
|
|
15.0
|
|
39.5
|
|
6.5
|
|
15.0
|
|
39.5
|
|
2.9
|
|
2017
|
|
||||||||||
Dallas - Carrollton
|
16.1
|
|
—
|
|
—
|
|
—
|
|
63.8
|
|
323.3
|
|
16.1
|
|
63.8
|
|
323.3
|
|
133.6
|
|
2012
|
|
||||||||||
Dallas - Lewisville
|
—
|
|
46.2
|
|
2.2
|
|
—
|
|
11.9
|
|
38.9
|
|
—
|
|
58.1
|
|
41.1
|
|
69.4
|
|
2010
|
|
||||||||||
Florence
|
2.2
|
|
7.7
|
|
—
|
|
—
|
|
34.3
|
|
8.7
|
|
2.2
|
|
42.0
|
|
8.7
|
|
36.8
|
|
2005
|
|
||||||||||
Frankfurt I
|
4.0
|
|
31.0
|
|
109.7
|
|
—
|
|
5.0
|
|
13.9
|
|
4.0
|
|
36.0
|
|
123.7
|
|
13.7
|
|
2018
|
|
||||||||||
Frankfurt II
|
7.0
|
|
—
|
|
47.7
|
|
—
|
|
135.1
|
|
45.9
|
|
7.0
|
|
135.1
|
|
93.6
|
|
12.4
|
|
2018
|
|
||||||||||
Houston - Galleria
|
—
|
|
56.0
|
|
2.0
|
|
—
|
|
15.0
|
|
22.4
|
|
—
|
|
71.0
|
|
24.4
|
|
60.1
|
|
2010
|
|
||||||||||
Houston - Houston West I
|
1.4
|
|
21.4
|
|
0.1
|
|
—
|
|
63.8
|
|
51.5
|
|
1.4
|
|
85.2
|
|
51.6
|
|
90.6
|
|
2010
|
|
||||||||||
Houston - Houston West II
|
2.0
|
|
—
|
|
—
|
|
0.7
|
|
22.8
|
|
52.0
|
|
2.7
|
|
22.8
|
|
52.0
|
|
39.1
|
|
2013
|
|
||||||||||
Houston - Houston West III
|
7.1
|
|
—
|
|
—
|
|
0.1
|
|
18.1
|
|
32.3
|
|
7.2
|
|
18.1
|
|
32.3
|
|
13.6
|
|
2013
|
|
||||||||||
London - Great Bridgewater
|
—
|
|
16.5
|
|
—
|
|
—
|
|
(16.5
|
)
|
1.3
|
|
—
|
|
—
|
|
1.3
|
|
1.0
|
|
2011
|
|
||||||||||
London I
|
—
|
|
25.3
|
|
20.5
|
|
—
|
|
19.0
|
|
25.9
|
|
—
|
|
44.3
|
|
46.4
|
|
6.5
|
|
2018
|
|
||||||||||
London II
|
—
|
|
19.9
|
|
58.7
|
|
—
|
|
22.9
|
|
34.6
|
|
—
|
|
42.8
|
|
93.3
|
|
17.4
|
|
2018
|
|
||||||||||
Northern Virginia - Sterling I
|
6.9
|
|
—
|
|
—
|
|
—
|
|
20.2
|
|
62.2
|
|
6.9
|
|
20.2
|
|
62.2
|
|
31.1
|
|
2013
|
|
||||||||||
Northern Virginia - Sterling II
|
—
|
|
—
|
|
—
|
|
—
|
|
28.8
|
|
112.4
|
|
—
|
|
28.8
|
|
112.4
|
|
36.7
|
|
2013
|
|
||||||||||
Northern Virginia - Sterling III
|
—
|
|
—
|
|
—
|
|
—
|
|
22.3
|
|
61.8
|
|
—
|
|
22.3
|
|
61.8
|
|
18.8
|
|
2017
|
|
||||||||||
Northern Virginia - Sterling IV
|
4.6
|
|
9.6
|
|
0.1
|
|
—
|
|
10.5
|
|
78.0
|
|
4.6
|
|
20.1
|
|
78.1
|
|
20.5
|
|
2016
|
|
||||||||||
Northern Virginia - Sterling V
|
14.5
|
|
—
|
|
—
|
|
—
|
|
81.7
|
|
303.7
|
|
14.5
|
|
81.7
|
|
303.7
|
|
56.6
|
|
2016
|
|
||||||||||
Northern Virginia - Sterling VI
|
9.7
|
|
—
|
|
—
|
|
—
|
|
60.2
|
|
196.9
|
|
9.7
|
|
60.2
|
|
196.9
|
|
19.5
|
|
2018
|
|
||||||||||
Northern Virginia - Sterling VIII
|
9.1
|
|
—
|
|
—
|
|
—
|
|
7.0
|
|
28.0
|
|
9.1
|
|
7.0
|
|
28.0
|
|
2.0
|
|
2018
|
|
||||||||||
Norwalk I*
|
—
|
|
18.3
|
|
25.3
|
|
—
|
|
(16.6
|
)
|
(14.7
|
)
|
—
|
|
1.7
|
|
10.6
|
|
4.5
|
|
2015
|
|
||||||||||
Phoenix - Chandler I
|
10.5
|
|
—
|
|
—
|
|
—
|
|
58.3
|
|
71.5
|
|
10.5
|
|
58.3
|
|
71.5
|
|
53.5
|
|
2011
|
|
||||||||||
Phoenix - Chandler II
|
—
|
|
—
|
|
—
|
|
—
|
|
16.2
|
|
39.8
|
|
—
|
|
16.2
|
|
39.8
|
|
24.2
|
|
2014
|
|
||||||||||
Phoenix - Chandler III
|
—
|
|
0.9
|
|
2.5
|
|
—
|
|
10.5
|
|
48.8
|
|
—
|
|
11.4
|
|
51.3
|
|
16.7
|
|
2016
|
|
||||||||||
Phoenix - Chandler IV
|
—
|
|
—
|
|
—
|
|
—
|
|
18.4
|
|
44.3
|
|
—
|
|
18.4
|
|
44.3
|
|
11.6
|
|
2017
|
|
||||||||||
Phoenix - Chandler V
|
—
|
|
—
|
|
—
|
|
—
|
|
12.1
|
|
54.6
|
|
—
|
|
12.1
|
|
54.6
|
|
9.3
|
|
2017
|
|
||||||||||
Phoenix - Chandler VI
|
2.3
|
|
—
|
|
—
|
|
0.1
|
|
23.3
|
|
101.7
|
|
2.4
|
|
23.3
|
|
101.7
|
|
20.8
|
|
2016
|
|
||||||||||
Phoenix - Chandler VII
|
4.2
|
|
—
|
|
—
|
|
—
|
|
0.8
|
|
0.4
|
|
4.2
|
|
0.8
|
|
0.4
|
|
—
|
|
2016
|
|
||||||||||
Raleigh-Durham I
|
2.1
|
|
73.5
|
|
71.3
|
|
—
|
|
6.3
|
|
8.7
|
|
2.1
|
|
79.8
|
|
80.0
|
|
34.4
|
|
2017
|
|
||||||||||
San Antonio I
|
4.6
|
|
3.0
|
|
—
|
|
—
|
|
28.7
|
|
36.3
|
|
4.6
|
|
31.7
|
|
36.3
|
|
35.5
|
|
2011
|
|
||||||||||
San Antonio II
|
6.7
|
|
—
|
|
—
|
|
0.3
|
|
30.3
|
|
61.0
|
|
7.0
|
|
30.3
|
|
61.0
|
|
24.4
|
|
2013
|
|
||||||||||
San Antonio III
|
—
|
|
—
|
|
—
|
|
—
|
|
40.2
|
|
99.5
|
|
—
|
|
40.2
|
|
99.5
|
|
29.9
|
|
2017
|
|
||||||||||
San Antonio IV
|
—
|
|
—
|
|
—
|
|
—
|
|
56.3
|
|
50.6
|
|
—
|
|
56.3
|
|
50.6
|
|
13.6
|
|
2017
|
|
||||||||||
Santa Clara II
|
—
|
|
2.7
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2.7
|
|
—
|
|
1.1
|
|
2019
|
|
||||||||||
Somerset I
|
12.1
|
|
124.6
|
|
83.3
|
|
—
|
|
7.5
|
|
18.5
|
|
12.1
|
|
132.1
|
|
101.8
|
|
43.2
|
|
2017
|
|
||||||||||
South Bend - Monroe
|
—
|
|
—
|
|
—
|
|
—
|
|
1.9
|
|
0.3
|
|
—
|
|
1.9
|
|
0.3
|
|
2.0
|
|
2007
|
|
||||||||||
Stamford - Omega*
|
—
|
|
3.2
|
|
0.6
|
|
—
|
|
(3.1
|
)
|
0.2
|
|
—
|
|
0.1
|
|
0.8
|
|
0.7
|
|
2015
|
|
||||||||||
Stamford - Riverbend*
|
—
|
|
4.3
|
|
13.2
|
|
—
|
|
(3.4
|
)
|
(4.6
|
)
|
—
|
|
0.9
|
|
8.6
|
|
6.9
|
|
2015
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
(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
|
|
||||||||||||||||||||
Totowa - Commerce
|
$
|
—
|
|
$
|
4.1
|
|
$
|
0.8
|
|
$
|
—
|
|
$
|
(3.7
|
)
|
$
|
0.9
|
|
$
|
—
|
|
$
|
0.4
|
|
$
|
1.7
|
|
$
|
0.9
|
|
2015
|
|
Totowa - Madison
|
—
|
|
28.3
|
|
45.6
|
|
—
|
|
(22.2
|
)
|
14.5
|
|
—
|
|
6.1
|
|
60.1
|
|
33.0
|
|
2015
|
|
||||||||||
Wappingers Falls I
|
—
|
|
9.9
|
|
13.3
|
|
—
|
|
(6.8
|
)
|
9.9
|
|
—
|
|
3.1
|
|
23.2
|
|
16.2
|
|
2015
|
|
||||||||||
|
$
|
146.4
|
|
$
|
602.2
|
|
$
|
594.2
|
|
$
|
1.2
|
|
$
|
1,159.2
|
|
$
|
2,433.9
|
|
$
|
147.6
|
|
$
|
1,761.4
|
|
$
|
3,028.2
|
|
$
|
1,379.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Land held for future development
|
$
|
206.0
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
206.0
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
|
|
Years Ended December 31,
|
||||||||
(amounts in millions)
|
2019
|
2018
|
2017
|
||||||
Property
|
|
|
|
||||||
Balance—beginning of period
|
$
|
5,347.5
|
|
$
|
3,840.8
|
|
$
|
2,601.6
|
|
Disposals
|
(15.8
|
)
|
(20.8
|
)
|
(3.4
|
)
|
|||
Impairments
|
(0.7
|
)
|
—
|
|
(71.8
|
)
|
|||
Impact of adoption of ASU 2016-02
|
(97.8
|
)
|
—
|
|
—
|
|
|||
Additions (acquisitions and improvements)
|
856.3
|
|
1,527.5
|
|
1,314.4
|
|
|||
Balance, end of period(1)
|
$
|
6,089.5
|
|
$
|
5,347.5
|
|
$
|
3,840.8
|
|
Accumulated Depreciation
|
|
|
|
||||||
Balance—beginning of period
|
$
|
1,054.5
|
|
$
|
782.4
|
|
$
|
578.5
|
|
Disposals
|
(14.0
|
)
|
(14.0
|
)
|
(1.9
|
)
|
|||
Impairments
|
—
|
|
—
|
|
(14.1
|
)
|
|||
Impact of adoption of ASU 2016-02
|
(19.3
|
)
|
—
|
|
—
|
|
|||
Additions (depreciation and amortization expense)
|
358.0
|
|
286.1
|
|
219.9
|
|
|||
Balance, end of period
|
$
|
1,379.2
|
|
$
|
1,054.5
|
|
$
|
782.4
|
|
|
|
Exhibit #
|
Exhibit Description
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1+
|
|
|
|
23.1+
|
|
|
|
31.1+
|
|
|
|
31.2+
|
|
|
|
32.1++
|
|
|
|
32.2++
|
|
|
|
(101.INS)*
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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.
|
|
|
(104)*
|
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101).
|
|
|
+
|
Filed herewith.
|
++
|
Furnished 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
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Diane M. Morefield
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Executive Vice President and Chief Financial Officer
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(Principal Financial Officer)
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By:
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/s/ Mark E. Skomal
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Mark E. Skomal
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Senior Vice President and Chief Accounting Officer
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(Principal Accounting Officer)
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Signature
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Title
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Date
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/s/ Gary J. Wojtaszek
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President, Chief Executive Officer
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February 20, 2020
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Gary J. Wojtaszek
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and Director
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/s/ Alex Shumate
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Chairman of the Board of Directors
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February 20, 2020
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Alex Shumate
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/s/ David H. Ferdman
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Director
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February 20, 2020
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David H. Ferdman
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/s/ John W. Gamble Jr.
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Director
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February 20, 2020
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John W. Gamble Jr.
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/s/ Michael A. Klayko
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Director
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February 20, 2020
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Michael A. Klayko
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/s/ T. Tod Nielsen
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Director
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February 20, 2020
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T. Tod Nielsen
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/s/ William E. Sullivan
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Director
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February 20, 2020
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William E. Sullivan
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/s/ Lynn Wentworth
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Director
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February 20, 2020
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Lynn Wentworth
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•
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no individual’s beneficial or constructive ownership of our stock will result in our being “closely held” under Section 856(h) of the Code (without regard to whether the ownership interest is held during the last half of a taxable year) or otherwise failing to qualify as a REIT; and
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•
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such stockholder does not and will not own, actually or constructively, an interest in a tenant of ours (or a tenant of any entity owned or controlled by us) that would cause us to own, actually or constructively, more than a 9.9% interest (as set forth in Section 856(d)(2)(B) of the Code) in such tenant (or our board of directors determines that revenue derived from such tenant will not affect our ability to qualify as a REIT).
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•
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any person from beneficially or constructively owning, applying certain attribution rules of the Code, shares of our stock that would result in our being “closely held” under Section 856(h) of the Code (without regard to whether the ownership interest is held during the last half of a taxable year) or otherwise cause us to fail to qualify as a REIT;
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•
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any person from transferring shares of our stock if the transfer would result in shares of our stock being beneficially owned by fewer than 100 persons (determined under the principles of Section 856(a)(5) of the Code); and
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•
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any person from beneficially owning shares of our stock to the extent such ownership would result in our failing to qualify as a “domestically controlled qualified investment entity” within the meaning of Section 897(h) of the Code.
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•
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one-tenth or more but less than one-third;
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•
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one-third or more but less than a majority; or
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•
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a majority or more of all voting power.
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•
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a classified board;
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•
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a two-thirds vote requirement for removing a director;
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•
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a requirement that the number of directors be fixed only by vote of the board of directors;
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•
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a requirement that a vacancy on the board be filled only by the remaining directors in office and (if the board is classified) for the remainder of the full term of the class of directors in which the vacancy occurred; and
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•
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a majority requirement for the calling of a stockholder-requested special meeting of stockholders.
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•
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the act or omission of the director or officer was material to the matter giving rise to the proceeding and (a) was committed in bad faith or (b) was the result of active and deliberate dishonesty;
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•
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the director or officer actually received an improper personal benefit in money, property or services; or
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•
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in the case of any criminal proceeding, the director or officer had reasonable cause to believe that the act or omission was unlawful.
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•
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a written affirmation by the director or officer of his or her good faith belief that he or she has met the standard of conduct necessary for indemnification by us; and
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•
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a written undertaking by or on behalf of the director or officer to repay the amount paid or reimbursed by us if it is ultimately determined that the director or officer did not meet the standard of conduct.
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•
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any present or former director or officer who is made or threatened to be made a party to, or witness in, a proceeding by reason of his or her service in that capacity; or
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•
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any individual who, while a director or officer of our company and at our request, serves or has served as a director, officer, partner, trustee, member or manager of another corporation, REIT, limited liability company, partnership, joint venture, trust, employee benefit plan or any other enterprise and who is made or threatened to be made a party to the proceeding by reason of his or her service in that capacity.
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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
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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.
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Delaware
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CyrusOne Foreign Holdings LLC
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Delaware
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CyrusOne Government Services LLC
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Delaware
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Cervalis Holdings LLC
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Delaware
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Cervalis LLC
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Delaware
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Cyrus One UK Holdco LLP
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United Kingdom
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Cyrus One UK Limited
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United Kingdom
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CyrusOne NC LLC
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Delaware
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CyrusOne NJ LLC
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Delaware
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C1-Allen LLC
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Delaware
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Cheetah Asia Holdings LLC
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Delaware
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Warhol TRS LLC
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Delaware
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Warhol Partnership LLC
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Delaware
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Warhol REIT LLC
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Delaware
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CyrusOne Dutch Holdings B.V.
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Netherlands
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C1-Santa Clara LLC
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Delaware
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C1-ATL LLC
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Delaware
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Interlude Properties LLC
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Delaware
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GK Properties IV LLC
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Delaware
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CyrusOne New Services TRS
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Delaware
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C1- Mesa LLC
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Delaware
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Zenium Management Limited
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United Kingdom
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CyrusOne Irish Datcentres Dublin II Limited
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Ireland
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CyrusOne Germany GmbH
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Germany
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CyrusOne UK3 Limited
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United Kingdom
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CyrusOne Dutch TRS B.V.
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Netherlands
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C1-Sterling VIII LLC
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Delaware
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Zenium Topco Limited
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Cayman Islands
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CyrusOne Irish Datcentres Holdings Limited
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Ireland
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CyrusOne Paris SAS
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France
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CyrusOne UK4 Limited
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United Kingdom
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C1 BTE Holdings LLC
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Delaware
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CyrusOne UK TRS Limited
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United Kingdom
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CyrusOne German TRS GmbH
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Germany
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C1-Sterling IX LLC
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Delaware
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Zenium Holdings Limited
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Ireland
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CyrusOne AMS3 B.V.
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Netherlands
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CyrusOne France SAS
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France
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C1 BTE Holdings Columbia LLC
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Delaware
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CyrusOne France SAS
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France
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CyrusOne UK5 Limited
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United Kingdom
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Zenium Technology Partners Limited
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United Kingdom
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Zenium UK Limited
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United Kingdom
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Zenium Germany GmbH
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Germany
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Echo 4 GmbH
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Germany
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C1 - Manassas LLC
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Delaware
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C1 San Antonio V
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Delaware
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CyrusOne Holding LLC
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Delaware
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C1 - Quincy LLC
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Delaware
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C1 - Council Bluffs LLC
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Delaware
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C1 BTE Holdings Chile LLC
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Delaware
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C1 BTE Holdings Mexico LLC
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Delaware
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CyrusOne Frankfurt 4 Holdings B.V.
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Netherlands
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1.
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I have reviewed this annual report on Form 10-K of CyrusOne Inc. (“registrant”);
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2.
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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;
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3.
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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;
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4.
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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:
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a.
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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;
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b.
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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;
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c.
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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
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d.
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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
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5.
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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):
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a.
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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
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b.
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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.
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February 20, 2020
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/s/ Gary J. Wojtaszek
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Gary J. Wojtaszek
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President and Chief Executive Officer
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1.
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I have reviewed this annual report on Form 10-K of CyrusOne Inc. (“registrant”);
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2.
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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;
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3.
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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;
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4.
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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:
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a.
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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;
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b.
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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;
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c.
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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
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d.
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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
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5.
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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):
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a.
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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
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b.
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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.
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February 20, 2020
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/s/ Diane M. Morefield
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Diane M. Morefield
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Chief Financial Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Gary J. Wojtaszek
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Gary J. Wojtaszek
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President and Chief Executive Officer
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February 20, 2020
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Diane M. Morefield
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Diane M. Morefield
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Chief Financial Officer
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February 20, 2020
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