8-K/AExhibits & Filings

DIGITAL REALTY TRUST, INC. 8-K/A Report, Exhibit Filing (Sep 26, 2012)

Filed September 26, 2012For Securities:DLRDLR-PJDLR-PKDLR-PL

Summary

This 8-K/A filing from Digital Realty Trust, Inc. (DLR) serves as an amendment to a previously filed 8-K, primarily to furnish additional financial information related to the acquisition of the Sentrum Portfolio. The report includes the audited combined statement of revenue and certain expenses for the Sentrum Portfolio for the year ended December 31, 2011, and unaudited statements for the six months ended June 30, 2012. It also presents unaudited pro forma condensed consolidated financial statements for DLR, reflecting the impact of the Sentrum Portfolio acquisition and associated financing as if they occurred at prior periods. Key financial details provided for the Sentrum Portfolio include its revenue and specific expense categories, demonstrating its operational performance prior to the acquisition. The pro forma financials offer insights into how the combined entity would have performed had the acquisition and financing been in place earlier, allowing investors to better assess the acquisition's potential impact on DLR's financial position and results of operations. The acquisition, which closed on July 11, 2012, involved a significant purchase price of approximately £715.9 million ($1.1 billion).

Key Highlights

  • 1Amendment to a prior 8-K filing to provide supplemental financial information regarding the acquisition of the Sentrum Portfolio.
  • 2Includes audited combined statement of revenue and certain expenses for the Sentrum Portfolio for the year ended December 31, 2011, and unaudited statements for the six months ended June 30, 2012.
  • 3Presents unaudited pro forma condensed consolidated financial statements for Digital Realty Trust, Inc. and its operating partnership, reflecting the Sentrum Portfolio acquisition and related financings.
  • 4The Sentrum Portfolio consists of three data center properties in the greater London area, totaling approximately 761,000 square feet.
  • 5The acquisition of the Sentrum Portfolio closed on July 11, 2012, for a purchase price of approximately £715.9 million (equivalent to $1.1 billion at the time of acquisition).
  • 6Financing for the acquisition included a common stock offering and borrowings under DLR's global revolving credit facility.
  • 7The combined statement of revenue and certain expenses for the Sentrum Portfolio excludes items like depreciation, interest expense, and income taxes, as it's prepared for regulatory compliance purposes (Rule 3-14 of Regulation S-X) and not intended to represent full operational results.

Frequently Asked Questions

This filing is an amendment to a previous 8-K to provide additional financial statements and pro forma information related to Digital Realty Trust's acquisition of the Sentrum Portfolio. It aims to offer investors a more complete financial picture of the transaction.

The Sentrum Portfolio comprises three data center properties in the greater London area, totaling approximately 761,000 square feet. The acquisition closed on July 11, 2012, for a purchase price of approximately £715.9 million, which was equivalent to $1.1 billion based on the exchange rate at that time.

The filing includes the audited combined statement of revenue and certain expenses for the Sentrum Portfolio for the year ended December 31, 2011, and unaudited statements for the six months ended June 30, 2012. Importantly, these statements exclude certain expenses such as depreciation, interest, and income taxes, as they are prepared according to SEC Rule 3-14 for significant real estate acquisitions.

The unaudited pro forma condensed consolidated financial statements show how Digital Realty Trust's financial position and results of operations would have looked if the Sentrum Portfolio acquisition and its related financings had occurred at an earlier date (January 1, 2011, for income statements and June 30, 2012, for the balance sheet). This helps investors assess the potential impact of the acquisition on the company's overall financial performance.