Digital Realty Trust Prices Public Offering Of 10.50 Mln Shares At $68/shr

(RTTNews) - Digital Realty Trust Inc. (DLR), a provider of data center and colocation solutions, announced today that it has priced an underwritten registered public offering of 10.50 million shares of its common stock at a price of $68.00 per share, all of which are being offered in connection with the forward sale agreements.

The offering is expected to close on July 20, 2015, subject to customary closing conditions.

BofA Merrill Lynch, Morgan Stanley, Citigroup and Credit Suisse are the joint book-running managers for the offering.

The company has entered into forward sale agreements with Bank of America, N.A., Morgan Stanley & Co. LLC and Citigroup Global Markets Inc. (which are referred to as the forward purchasers) with respect to 10.50 million shares of its common stock.

In connection with the forward sale agreements, the forward purchasers or their affiliates are expected to borrow and sell to the underwriters an aggregate of 10.50 million shares of the common stock that will be delivered in this offering.

The company intends to deliver, upon physical settlement of such forward sale agreements on one or more dates specified by the company occurring no later than March 17, 2016, an aggregate of 10.50 million shares of its common stock to the forward purchasers in exchange for cash proceeds per share equal to the applicable forward sale price, which will be the public offering price, less underwriting discounts and commissions, and will be subject to certain adjustments as provided in the forward sale agreements.

The company has also granted the underwriters a 30-day option to purchase from the company up to an additional 1.575 million shares of its common stock to cover overallotments, if any.

The company noted that ut will not initially receive any proceeds from the sale of shares of its common stock by the forward purchasers (although it will receive the proceeds from any shares purchased from it pursuant to the underwriters' over-allotment option).

The company expects to use the net proceeds, if any, it receives upon the future settlement of the forward sale agreements to fund a portion of its previously-announced pending acquisition of Telx Holdings, Inc. Selling common stock through the forward sale agreements enabled the company to set the price of such shares upon pricing the offering, while delaying the issuance of the shares and the receipt of the net proceeds by the company until the expected closing of the pending acquisition.

If the underwriters' overallotment option is exercised, the company expects to use the net proceeds it receives to repay outstanding indebtedness under its global revolving credit facility.