(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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(Address of principal executive offices) |
(Zip Code) |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered | ||
Digital Realty Trust, Inc.: |
Emerging growth company |
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Digital Realty Trust, L.P.: |
Emerging growth company |
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• | a default for 30 days in payment of any installment of interest under the Swiss Franc Notes; |
• | a default in the payment of the principal amount or redemption price due with respect to the Swiss Franc Notes, when the same becomes due and payable; |
• | Digital Intrepid Holding B.V.’s, Digital Realty Trust, Inc.’s, or the operating partnership’s failure to comply with any of their respective other agreements in the Swiss Franc Notes or the Conditions upon receipt by Digital Intrepid Holding B.V., Digital Realty Trust, Inc., or the operating partnership of notice of such default from the noteholders’ representative or from holders of not less than 25% in aggregate principal amount of the Swiss Franc Notes then outstanding and Digital Intrepid Holding B.V.’s, Digital Realty Trust, Inc.’s, or the operating partnership’s failure to cure (or obtain a waiver of) such default within 90 days after receipt of such notice; |
• | failure to pay any indebtedness (other than non-recourse indebtedness) that is (a) of Digital Intrepid Holding B.V., Digital Realty Trust, Inc., the operating partnership, any subsidiary in which the operating partnership has invested at least $125,000,000 in capital, which we refer to as a Significant Subsidiary, or any entity in which the operating partnership is the general partner, and (b) in an outstanding principal amount in excess of $125,000,000 at final maturity or upon acceleration after the expiration of any applicable grace period, which indebtedness (other than non-recourse indebtedness) is not discharged, or such default in payment or acceleration is not cured or rescinded, within 60 days after written notice to Digital Intrepid Holding B.V. from the noteholders’ representative (or to Digital Intrepid Holding B.V. and the noteholders’ representative from holders of at least 25% in principal amount of the outstanding Swiss Franc Notes); or |
• | certain events of bankruptcy, insolvency or reorganization, or court appointment of a receiver, liquidator or trustee of Digital Intrepid Holding B.V., Digital Realty Trust, Inc., the operating partnership or any Significant Subsidiary or any substantial part of their respective property. |
Exhibit No. | Description | |
4.1 | Terms and Conditions dated as of July 13, 2021. | |
4.2 | Form of the 2026 Notes. | |
4.3 | Form of the 2029 Notes. | |
99.1 | Press Release of Digital Realty dated July 15, 2021. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
Digital Realty Trust, Inc. | ||
By: | /s/ JOSHUA A. MILLS | |
Joshua A. Mills | ||
Executive Vice President, General Counsel and Secretary | ||
Digital Realty Trust, L.P. | ||
By: | Digital Realty Trust, Inc. | |
Its general partner | ||
By: | /s/ JOSHUA A. MILLS | |
Joshua A. Mills | ||
Executive Vice President, General Counsel and Secretary |