8-K/AExhibits & Filings

DIGITAL REALTY TRUST, INC. 8-K/A Report, Exhibit Filing (Mar 24, 2010)

Filed March 24, 2010For Securities:DLRDLR-PJDLR-PKDLR-PL

Summary

This filing is an amendment to a prior 8-K report by DIGITAL REALTY TRUST, INC. (DLR), filed on March 23, 2010, to provide the necessary financial statements and pro forma information related to the acquisition of the New England Portfolio. The acquisition, which closed on January 21, 2010, involved a three-property data center portfolio for a purchase price of approximately $375.0 million. The filing includes the combined statements of revenue and certain expenses for the New England Portfolio for the years ended December 31, 2009 (unaudited) and 2008. It also presents unaudited pro forma condensed consolidated financial statements that reflect the impact of the portfolio acquisition and a related financing transaction on DLR's financial position and results of operations as if these events had occurred on December 31, 2009, and January 1, 2009, respectively.

Key Highlights

  • 1Digital Realty Trust, Inc. (DLR) acquired the New England Portfolio, a three-property data center portfolio, for approximately $375.0 million.
  • 2The acquisition closed on January 21, 2010.
  • 3The filing provides audited financial statements (revenue and certain expenses) for the New England Portfolio for the year ended December 31, 2008, and unaudited statements for the year ended December 31, 2009.
  • 4The New England Portfolio generated $63.3 million in revenue and $39.5 million in revenue in excess of certain expenses for the year ended December 31, 2009.
  • 5The filing includes unaudited pro forma condensed consolidated financial statements reflecting the acquisition and a concurrent financing (5.875% unsecured senior notes due 2020).
  • 6Pro forma balance sheet as of December 31, 2009, shows total assets of $4,200,782,000 and total liabilities of $2,565,981,000.
  • 7Pro forma statement of operations for the year ended December 31, 2009, shows total operating revenues of $708,374,000 and net income available to common stockholders of $48,649,000.

Frequently Asked Questions

This filing amends a previous 8-K to provide the required financial statements and pro forma information related to Digital Realty Trust, Inc.'s acquisition of the New England Portfolio.

The purchase price for the New England Portfolio was approximately $375.0 million.

The filing includes combined statements of revenue and certain expenses for the years ended December 31, 2008, and December 31, 2009 (unaudited). It's important to note that these statements exclude expenses like depreciation, interest, and income taxes, as they are prepared in accordance with SEC Rule 3-14 for property acquisitions.

The pro forma statements reflect the impact of acquiring the New England Portfolio and issuing $500 million in 5.875% unsecured senior notes due 2020. These adjustments are presented as if the transactions occurred at the beginning of the reporting periods (December 31, 2009, for the balance sheet and January 1, 2009, for the statement of operations).

Yes, Pfizer and RBS Greenwich were significant tenants. For the year ended December 31, 2009, they accounted for 19.0% and 19.4% of the portfolio's combined revenues, respectively. For the year ended December 31, 2008, they accounted for 11.4% and 11.0%, respectively. No other tenant represented more than 10% of revenue in either period.