SAN FRANCISCO, Dec. 13, 2010 /PRNewswire-FirstCall/ -- Digital Realty Trust, Inc. (the "Company") (NYSE: DLR) announced today that the Company, together with its operating partnership subsidiary, Digital Realty Trust, L.P. (the "Operating Partnership"), have commenced a registered exchange offer to exchange up to $375 million aggregate principal amount of the Operating Partnership's 4.50% Notes due 2015, which have been registered under the Securities Act of 1933, as amended (the "Exchange Notes"), for any and all of the Operating Partnership's outstanding 4.50% Notes due 2015, which were issued in a private placement (the "Private Notes"). The Private Notes and the Exchange Notes are the senior unsecured obligations of the Operating Partnership and are fully and unconditionally guaranteed by the Company.
The sole purpose of the exchange offer is to fulfill the obligations of the Company and the Operating Partnership with respect to the registration of the Private Notes and related guarantees. Pursuant to a registration rights agreement entered into by the Company and the Operating Partnership in connection with the sale of the Private Notes, the Company and the Operating Partnership agreed to file with the Securities and Exchange Commission a registration statement relating to the exchange offer pursuant to which the Exchange Notes, containing substantially identical terms to the Private Notes, would be offered in exchange for Private Notes that are tendered by the holders of those notes.
Any Private Notes not tendered for exchange in the exchange offer will remain outstanding and continue to accrue interest, but will not retain any rights under the registration rights agreement except in limited circumstances.
The exchange offer will expire at 5:00 p.m., New York City time, on January 12, 2011, unless extended. Private Notes tendered pursuant to the exchange offer may be withdrawn at any time prior to the expiration date by following the procedures set forth in the exchange offer prospectus dated December 13, 2010.
The terms of the exchange offer are contained in the exchange offer prospectus. Requests for assistance or for copies of the exchange offer prospectus should be directed to Deutsche Bank Trust Company Americas c/o DB Services Americas, Inc., US CTAS Operations, 5022 Gate Parkway, Suite 200, Mail Stop JCK01-0218, Jacksonville, FL 32256 USA, Facsimile: (615) 866-3889, Attention: Reorganization Unit.
This press release shall not constitute an offer to sell or exchange any securities or a solicitation of an offer to buy or exchange any securities. The exchange offer will be made only by means of the written exchange offer prospectus.
Safe Harbor Statement
This press release contains certain forward-looking statements which are based on the Company's current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially, including statements related to the exchange offer. These risks and uncertainties include, among others, the following: the impact of the recent deterioration in global economic, credit and market conditions; current local economic conditions in its geographic markets; decreases in information technology spending, including as a result of economic slowdowns or recession; adverse economic or real estate developments in its industry or the industry sectors that it sells to (including risks relating to decreasing real estate valuations and impairment charges); its dependence upon significant tenants; bankruptcy or insolvency of a major tenant or a significant number of smaller tenants; defaults on or non-renewal of leases by tenants; its failure to obtain necessary debt and equity financing; increased interest rates and operating costs; its failure to repay debt when due or its breach of covenants or other terms contained in its loan facilities and agreements; financial market fluctuations; changes in foreign currency exchange rates; its inability to manage its growth effectively; difficulty acquiring or operating properties in foreign jurisdictions; its failure to successfully operate acquired or redeveloped properties; risks related to joint venture investments, including as a result of its lack of control of such investments; delays or unexpected costs in development or redevelopment of properties; decreased rental rates or increased vacancy rates; increased competition or available supply of data center space; its inability to successfully develop and lease new properties and space held for redevelopment; difficulties in identifying properties to acquire and completing acquisitions; its inability to acquire off-market properties; its inability to comply with the rules and regulations applicable to reporting companies; its failure to maintain its status as a REIT; possible adverse changes to tax laws; restrictions on its ability to engage in certain business activities; environmental uncertainties and risks related to natural disasters; changes in foreign laws and regulations, including those related to taxation and real estate ownership and operation; and changes in real estate and zoning laws and increases in real property tax rates. For a further list and description of such risks and uncertainties, see the Company's reports and other filings with the U.S. Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended December 31, 2009 and the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2010, June 30, 2010 and September 30, 2010. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
For Additional Information:
A. William Stein
Pamela A. Matthews
Chief Financial Officer and
Chief Investment Officer
Digital Realty Trust, Inc.
Digital Realty Trust, Inc.
SOURCE Digital Realty Trust, Inc.