Global data center service provider CyrusOne Inc. (CONE) today filed a resale shelf registration statement (“Resale Shelf Registration”) and a universal shelf registration statement (“Universal Shelf Registration”) each on Form S-3 with the Securities Exchange Commission (“SEC”). The Resale Shelf Registration relates to the potential future resale of up to 1,890,000 shares of our common stock and the possible exchange and resale of up to 42,586,835 operating partnership units for shares of our common stock. As a result of the transactions relating to our formation in November 2012 and IPO in January 2013, subsidiaries of Cincinnati Bell Inc. (“CBI”) received an aggregate consideration of approximately $845 million, comprised of 1,890,000 shares of our common stock and 42,586,835 operating partnership units. In connection with our formation transactions, CBI received registration rights that contractually obligate us to file today’s Resale Shelf Registration. We are registering the applicable shares of our common stock to provide CBI with freely tradable securities, including in the case of an exchange. The Resale Shelf Registration also provides us the ability to generate net proceeds from primary offerings that would be used to acquire operating partnership units directly from CBI in the case of a redemption.
The Universal Shelf Registration is intended to provide flexibility to publicly offer and sell from time to time up to $600 million of debt securities, common stock, preferred stock, warrants, rights, and units or any combination of such securities. The company may periodically offer one or more of these securities in amounts, at prices and on terms announced if and when the securities are ever offered.
The registration statements relating to these securities have been filed with the SEC but have not yet become effective. These securities may not be sold, nor may offers to buy be accepted prior to the time the registration statements become effective. This announcement is neither an offer to sell nor a solicitation of an offer to buy securities.
CyrusOne (CONE) specializes in highly reliable enterprise-class, carrier-neutral data center properties. The company provides mission-critical data center facilities that protect and ensure the continued operation of IT infrastructure for more than 600 customers, including nine of the Fortune 20 and more than 125 of the Fortune 1000 companies.
CyrusOne's data center offerings provide the flexibility, reliability, and security that enterprise customers require and are delivered through a tailored, customer service-focused platform designed to foster long-term relationships. CyrusOne's National IX platform provides robust connectivity options to drive revenue, reduce expenses, and improve service quality for enterprises, content, and telecommunications companies. CyrusOne is committed to full transparency in communication, management, and service delivery throughout its 25 data centers worldwide.
This release and the documents incorporated by reference herein contain forward-looking statements regarding future events and our future results that are subject to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as "expects," "anticipates," "predicts," "projects," "intends," "plans," "believes," "seeks," "estimates," "continues," "endeavors," "strives," "may," variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned these forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially and adversely from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this release and those discussed in other documents we file with the Securities and Exchange Commission (SEC). More information on potential risks and uncertainties is available in our recent filings with the SEC, including CyrusOne's Form 10K report and Form 8-K reports. Actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason.
- Investment & Company Information
- Shelf Registration