8-KRegulation FD

DIGITAL REALTY TRUST, INC. 8-K Report, Regulation FD Disclosure (Sep 13, 2012)

Filed September 13, 2012For Securities:DLRDLR-PJDLR-PKDLR-PL

Summary

This Form 8-K filing by Digital Realty Trust, Inc. (DLR) primarily discloses an adjustment to the conversion rate of its 5.500% Series D Cumulative Convertible Preferred Stock. This adjustment, effective September 12, 2012, is a result of the company declaring and paying dividends on its common stock in excess of the "reference dividend" stipulated for the Series D Preferred Stock. This triggered a change in the conversion rate to 0.6360 shares of common stock per $25.00 liquidation preference of the Series D Preferred Stock. Investors should note that this filing does not contain new financial results or significant operational updates. Its main purpose is to inform holders of the Series D Preferred Stock and the 5.50% Exchangeable Senior Debentures due 2029 about the updated conversion and exchange rates, respectively. The filing also includes a standard cautionary statement regarding forward-looking statements and a list of associated risks and uncertainties.

Key Highlights

  • 1Adjustment to the conversion rate of the 5.500% Series D Cumulative Convertible Preferred Stock to 0.6360 shares of common stock per $25.00 liquidation preference, effective September 12, 2012.
  • 2The adjustment was triggered by dividend payments on common stock exceeding the "reference dividend" for the Series D Preferred Stock.
  • 3The conversion rate for the 5.50% Exchangeable Senior Debentures due 2029 is updated to 24.4550 shares per $1,000 principal amount.
  • 4This filing is made under Regulation FD Disclosure (Item 7.01) and is furnished, not filed, meaning it does not carry the same liability as a formal filing.
  • 5The information provided is for disclosure purposes and is not deemed incorporated by reference into other SEC filings.
  • 6The report includes a standard "Forward-Looking Statements" section detailing risks and uncertainties that could affect future results, such as economic conditions, tenant defaults, and financing risks.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose an adjustment to the conversion rate of Digital Realty Trust's Series D Cumulative Convertible Preferred Stock and the exchange rate for its Exchangeable Senior Debentures. This adjustment is a technical change triggered by recent dividend payments.

For holders of Digital Realty Trust's common stock, this adjustment does not have a direct or immediate impact. It primarily affects the terms of the convertible preferred stock and exchangeable debentures, detailing how they can be converted or exchanged into common stock.

The conversion rate for the 5.500% Series D Cumulative Convertible Preferred Stock has been adjusted to 0.6360 shares of common stock per $25.00 liquidation preference, effective September 12, 2012.

No, this filing is primarily a disclosure of technical rate adjustments related to convertible securities and does not include new financial results, operational performance data, or significant business updates.