ITEM 1.01 - ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Credit Agreement
On March 31, 2020, CyrusOne LP, a Maryland limited partnership (the “Operating Partnership”), and subsidiary of CyrusOne Inc. (the “Company”), entered into an amendment (the “Amendment”) to its credit agreement, dated as of March 29, 2018 (as so amended, the “Amended Credit Agreement”), among the Operating Partnership, as borrower, the lenders party thereto (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders. Proceeds from the Amended Credit Agreement are being used, among other things, to refinance and replace the credit facilities under the existing credit agreement.
The Amended Credit Agreement provides for (i) a $1,400,000,000 senior unsecured multi-currency revolving credit facility (the “Revolving Credit Facility”), (ii) senior unsecured term loans due 2023 in a dollar equivalent principal amount of $400,000,000 (the “2023 Term Loan Facility”), and (iii) senior unsecured term loans due 2025 in a principal amount of $700,000,000 (the “2025 Term Loan Facility”). The Amended Credit Agreement also includes an accordion feature pursuant to which the Operating Partnership is permitted to obtain additional revolving or term loan commitments so long as the aggregate principal amount of commitments and/or term loans under the Amended Credit Agreement does not exceed $4,000,000,000. The Revolving Credit Facility provides for borrowings in U.S. Dollars, Euros, Pounds Sterling, Canadian Dollars, Australian Dollars, Japanese Yen, Hong Kong Dollars, Singapore Dollars and Swiss Francs (subject to a sublimit of $750,000,000 on borrowings in currencies other than U.S. Dollars). The Revolving Credit Facility matures on March 29, 2024 with one 12-month extension option. The 2023 Term Loan Facility matures on March 29, 2023 with two maturity extension options of 12 months each, and the 2025 Term Loan Facility matures on March 28, 2025.
The interest rates for borrowings under the Amended Credit Agreement are, at the option of the borrower, based on a floating rate or base rate, plus a margin determined by reference to a pricing grid based on the lower of (i) the rate corresponding to the then applicable credit rating for the Operating Partnership’s senior unsecured debt or (ii) the rate corresponding to the then applicable ratio of the Company’s consolidated total indebtedness to its gross asset value. The Amended Credit Agreement includes certain restricted covenants, requirements to maintain certain financial ratios, including with respect to unencumbered assets, and events of default.
In connection with the Amendment, the Company and its subsidiary, CyrusOne GP, entered into a reaffirmation agreement (the “Reaffirmation Agreement”) pursuant to which the Company and CyrusOne GP are reaffirming their guarantee of the Operating Partnership’s obligations under the Amended Credit Agreement.
The above description is only a summary of certain provisions of the Amended Credit Agreement and the Reaffirmation Agreement and is qualified in its entirety by reference to the provisions of the Amended Credit Agreement and exhibits thereto and the Reaffirmation Agreement. Copies of the Amendment and Reaffirmation Agreement are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and are incorporated herein by reference.