10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 FORM 10-K/A

Amendment No. 1

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period  ___________ to ____________          

Commission File Number: 001-35789

CyrusOne Inc.

(Exact name of registrant as specified in its charter)

Maryland	46-0691837
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

2850 N. Harwood Street, Suite 2200, Dallas, TX 75201

(Address of Principal Executive Offices) (Zip Code)

(972) 350-0060

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, $.01 par value	CONE	The NASDAQ Global Select Market
1.450% Senior Notes due 2027	CONE27	The Nasdaq Stock Market LLC

Securities registered pursuant to Section 12 (g) of the Act: None.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  

Yes ý   No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. 

Yes ¨   No ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    

Yes ý   No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    

Yes ý   No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes ☐   No ý

The aggregate market value of the Common Stock owned by non-affiliates on June 30, 2020, was $8.5 billion, computed by reference to the closing sale price of the Common Stock on the NASDAQ Global Select Market on such date.

There were 120,460,690 shares of Common Stock outstanding as of February 12, 2021.

Portions of the definitive proxy statement relating to the Company’s 2021 Annual Meeting of Shareholders are incorporated by reference into Part III of this report to the extent described herein.

EXPLANATORY NOTE

This Amendment No. 1 on Form 10-K/A (“Amendment No. 1”) is being filed for the sole purpose of including the conformed signature of our Independent Registered Public Accounting Firm on Exhibit 23.1 (Consent of Independent Registered Public Accounting Firm), which was inadvertently omitted from Exhibit 23.1 in the original filing of the Form 10-K.

Except as expressly noted above, this Amendment No. 1 does not modify or update in any way disclosures made in the original filing.

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EXHIBIT INDEX

Exhibit #	Exhibit Description
23.1+	Consent of Deloitte & Touche LLP

4

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized, on the 19th day of February, 2021.

CyrusOne Inc.
By:	/s/ Mark E. Skomal
	Mark E. Skomal
	Senior Vice President and Chief Accounting Officer
	(Principal Accounting Officer)

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EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement No. 333-231203 on Form S-3ASR and Registration Statement Nos. 333-212375 and 333-196432 on Form S-8 of our reports dated February 19, 2021, relating to the financial statements of CyrusOne Inc. and the effectiveness of CyrusOne Inc.’s internal control over financial reporting appearing in this Annual Report on Form 10-K of CyrusOne Inc. for the year ended December 31, 2020.

/s/ Deloitte & Touche LLP

Dallas, Texas

February 19, 2021

XML

Cover Page - USD ($) $ in Billions	12 Months Ended
	Dec. 31, 2020	Feb. 12, 2021	Jun. 30, 2020
Document Information [Line Items]
Document Type	10-K/A
Document Annual Report	true
Document Period End Date	Dec. 31, 2020
Document Transition Report	false
Entity File Number	001-35789
Entity Registrant Name	CyrusOne Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	46-0691837
Entity Address, Address Line One	2850 N. Harwood Street
Entity Address, Address Line Two	Suite 2200
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75201
City Area Code	972
Local Phone Number	350-0060
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 8.5
Entity Common Stock, Shares Outstanding		120,460,690
Entity Central Index Key	0001553023
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Amendment Flag	true
Amendment Description	This Amendment No. 1 on Form 10-K/A (“Amendment No. 1”) is being filed for the sole purpose of including the conformed signature of our Independent Registered Public Accounting Firm on Exhibit 23.1 (Consent of Independent Registered Public Accounting Firm), which was inadvertently omitted from Exhibit 23.1 in the original filing of the Form 10-K.Except as expressly noted above, this Amendment No. 1 does not modify or update in any way disclosures made in the original filing.
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Common Stock, $.01 par value
Trading Symbol	CONE
Security Exchange Name	NASDAQ
1.450% Senior Notes due 2027
Document Information [Line Items]
Title of 12(b) Security	1.450% Senior Notes due 2027
Trading Symbol	CONE27
Security Exchange Name	NASDAQ