Debt of The Operating Partnership | Debt of the Operating Partnership A summary of outstanding indebtedness of the Operating Partnership as of September 30, 2017 and December 31, 2016 is as follows (in thousands): Indebtedness Interest Rate at September 30, 2017 Maturity Date Principal Outstanding September 30, 2017 Principal Outstanding December 31, 2016 Global revolving credit facility Various (1) Jan 15, 2020 $ 146,536 (2) $ 210,077 (2) Deferred financing costs, net (8,059 ) (10,868 ) Global revolving credit facility, net 138,477 199,209 Unsecured Term Loans Unsecured term loan — 5-year Various (3)(4) Jan 15, 2021 1,137,793 (5) 1,188,498 (5) Unsecured term loan — 7-year Various (3)(4) Jan 15, 2023 300,000 (5) 300,000 (5) Deferred financing costs, net (5,134 ) (6,137 ) Unsecured term loan, net 1,432,659 1,482,361 Unsecured senior notes: Prudential Shelf Facility: Series E 5.730% Jan 20, 2017 — (6) 50,000 Total Prudential Shelf Facility — 50,000 Senior Notes: Floating rate notes due 2019 EURIBOR + 0.500% May 22, 2019 147,675 (7) — 5.875% notes due 2020 5.875% Feb 1, 2020 500,000 500,000 3.400% notes due 2020 3.400% Oct 1, 2020 500,000 500,000 5.250% notes due 2021 5.250% Mar 15, 2021 400,000 400,000 3.950% notes due 2022 3.950% Jul 1, 2022 500,000 500,000 3.625% notes due 2022 3.625% Oct 1, 2022 300,000 300,000 2.750% notes due 2023 2.750% Feb 1, 2023 350,000 — 5.625% notes due 2023 5.625% Jun 15, 2023 265,733 (9) — 4.750% notes due 2023 4.750% Oct 13, 2023 401,940 (8) 370,200 (8) 2.625% notes due 2024 2.625% Apr 15, 2024 708,840 (7) 631,020 (7) 2.750% notes due 2024 2.750% Jul 19, 2024 334,950 (8) — 4.250% notes due 2025 4.250% Jan 17, 2025 535,920 (8) 493,600 (8) 4.750% notes due 2025 4.750% Oct 1, 2025 450,000 450,000 3.700% notes due 2027 3.700% Aug 15, 2027 1,000,000 — 3.300% notes due 2029 3.300% May 22, 2029 468,930 (8) — Unamortized discounts (19,277 ) (15,649 ) Total senior notes, net of discount 6,844,711 4,179,171 Deferred financing costs, net (38,378 ) (25,374 ) Total unsecured senior notes, net of discount and deferred financing costs 6,806,333 4,153,797 Indebtedness Interest Rate at September 30, 2017 Maturity Date Principal Outstanding September 30, 2017 Principal Outstanding December 31, 2016 Mortgage loans: 731 East Trade Street 8.22% Jul 1, 2020 $ 2,511 $ 2,916 Secured note due 2023 LIBOR + 1.100% Mar 1, 2023 104,000 — Unamortized net premiums 264 334 Total mortgage loans, including premiums 106,775 3,250 Deferred financing costs, net — (10 ) Total mortgage loans, including premiums and net of deferred financing costs 106,775 3,240 Total indebtedness $ 8,484,244 $ 5,838,607 _________________________________ (1) The interest rate for borrowings under the global revolving credit facility equals the applicable index plus a margin of 100 basis points, which is based on the current credit ratings of our long-term debt. An annual facility fee of 20 basis points, which is based on the credit ratings of our long-term debt, is due and payable quarterly on the total commitment amount of the facility. Two six -month extensions are available, which we may exercise if certain conditions are met. (2) Balances as of September 30, 2017 and December 31, 2016 are as follows (balances, in thousands): Denomination of Draw Balance as of September 30, 2017 Weighted-average interest rate Balance as of December 31, 2016 Weighted-average interest rate Floating Rate Borrowing (a) U.S. dollar ($) $ — — % $ 105,000 1.67 % British pound sterling (£) — — % 11,106 (c) 1.25 % Euro (€) 20,675 (b) 0.61 % 15,250 (c) 0.63 % Hong Kong dollar (HKD) 3,572 (b) 1.54 % 1,728 (c) 1.66 % Japanese yen (JPY) 120,685 (b) 0.95 % 54,273 (c) 0.92 % Singapore dollar (SGD) — — % 11,186 (c) 1.52 % Canadian dollar (CAD) 1,604 (b) 2.33 % 11,534 (c) 1.92 % Total $ 146,536 0.93 % $ 210,077 1.39 % (a) The interest rates for floating rate borrowings under the global revolving credit facility equal the applicable index plus a margin of 100 basis points, which is based on the credit ratings of our long-term debt. (b) Based on exchange rates of $1.18 to €1.00, $0.13 to 1.00 HKD, $0.01 to 1.00 JPY and $0.80 to 1.00 CAD, respectively, as of September 30, 2017 . (c) Based on exchange rates of $1.23 to £1.00, $1.05 to €1.00, $0.13 to 1.00 HKD, $0.01 to 1.00 JPY, $0.69 to 1.00 SGD and $0.74 to 1.00 CAD, respectively, as of December 31, 2016 . (3) Interest rates are based on our current senior unsecured debt ratings and are 110 basis points and 155 basis points over the applicable index for floating rate advances for the 5 -Year Term Loan and the 7 -Year Term Loan, respectively. (4) We have entered into interest rate swap agreements as a cash flow hedge for interest generated by the U.S. dollar, Singapore dollar, British pound sterling and Canadian dollar tranches of the unsecured term loans. See Note 15 "Derivative Instruments" for further information. (5) Balances as of September 30, 2017 and December 31, 2016 are as follows (balances, in thousands): Denomination of Draw Balance as of September 30, 2017 Weighted-average interest rate Balance as of December 31, 2016 Weighted-average interest rate U.S. dollar ($) $ 606,911 2.56 % (b) $ 710,911 1.99 % (d) British pound sterling (£) 227,063 (a) 1.35 % (b) 209,132 (c) 1.36 % (d) Singapore dollar (SGD) 237,668 (a) 1.91 % 222,824 (c) 1.76 % (d) Australian dollar (AUD) 185,117 (a) 2.70 % 170,325 (c) 2.72 % Hong Kong dollar (HKD) 85,428 (a) 1.52 % 86,029 (c) 1.77 % Canadian dollar (CAD) 78,987 (a) 2.45 % (b) 73,294 (c) 2.00 % (d) Japanese yen (JPY) 16,619 (a) 1.06 % 15,983 (c) 0.98 % Total $ 1,437,793 2.19 % (b) $ 1,488,498 1.93 % (d) (a) Based on exchange rates of $1.34 to £1.00, $0.74 to 1.00 SGD, $0.78 to 1.00 AUD, $0.13 to 1.00 HKD, $0.80 to 1.00 CAD and $0.01 to 1.00 JPY, respectively, as of September 30, 2017 . (b) As of September 30, 2017 , the weighted-average interest rate reflecting interest rate swaps was 2.70% (U.S. dollar), 1.89% (British pound sterling), 1.88% (Canadian dollar) and 2.31% (Total). See Note 15 "Derivative Instruments" for further discussion on interest rate swaps. (c) Based on exchange rates of $1.23 to £1.00, $0.69 to 1.00 SGD, $0.72 to 1.00 AUD, $0.13 to 1.00 HKD, $0.74 to 1.00 CAD and $0.01 to 1.00 JPY, respectively, as of December 31, 2016 . (d) As of December 31, 2016 , the weighted-average interest rate reflecting interest rate swaps was 2.45% (U.S. dollar), 1.89% (British pound sterling), 1.90% (Singapore dollar), 1.88% (Canadian dollar) and 2.23% (Total). (6) Unsecured note paid in full at maturity. (7) Based on exchange rates of $1.18 to €1.00 as of September 30, 2017 and $1.05 to €1.00 as of December 31, 2016 . (8) Based on exchange rates of $1.34 to £1.00 as of September 30, 2017 and $1.23 to £1.00 as of December 31, 2016 . (9) In connection with the DFT merger, Digital Realty Trust, Inc. was added as a guarantor of the DFT Operating Partnership's 5.625% 2023 Notes. On September 14, 2017, the DFT Operating Partnership issued a notice of redemption for 35% of the outstanding principal amount of the 5.625% 2023 Notes at a redemption price equal to 105.625% of the aggregate principal amount of the notes to be redeemed (the “Equity Claw Redemption”), plus accrued and unpaid interest on the notes to be redeemed to, but excluding, October 16, 2017. The DFT Operating Partnership also issued a notice of redemption for all outstanding 5.625% 2023 Notes following completion of the Equity Claw Redemption at a redemption price equal to 100% of the aggregate principal amount of the notes to be redeemed, plus an applicable premium, as defined in the indenture governing the 5.625% 2023 Notes, and accrued and unpaid interest on the notes to be redeemed to, but excluding, October 17, 2017. The redemptions were made pursuant to the DFT Operating Partnership's optional redemption rights under the indenture governing the 5.625% 2023 Notes. The redemptions were completed on October 16, 2017 and October 17, 2017, and resulted in a gain on early extinguishment of debt of approximately $2.0 million . Global Revolving Credit Facility On January 15, 2016, we refinanced our global revolving credit facility and entered into a global senior credit agreement for a $2.0 billion senior unsecured revolving credit facility, which we refer to as the global revolving credit facility, that replaced the $2.0 billion revolving credit facility executed on August 15, 2013, as amended. The global revolving credit facility has an accordion feature that would enable us to increase the borrowing capacity of the credit facility to up to $2.5 billion , subject to the receipt of lender commitments and other conditions precedent. The refinanced facility matures on January 15, 2020 , with two six -month extension options available. The interest rate for borrowings under the global revolving credit facility equals the applicable index plus a margin which is based on the credit ratings of our long-term debt and is currently 100 basis points. An annual facility fee on the total commitment amount of the facility, based on the credit ratings of our long-term debt, currently 20 basis points, is payable quarterly. Funds may be drawn in U.S., Canadian, Singapore, Australian and Hong Kong dollars, as well as Euro, British pound sterling and Japanese yen. As of September 30, 2017 , interest rates are based on 1-month EURIBOR, 1-month HIBOR, 1-month JPY LIBOR and 1-month CDOR, plus a margin of 1.00% . We have used and intend to use available borrowings under the global revolving credit facility to acquire additional properties, fund development opportunities and for general working capital and other corporate purposes, including potentially for the repurchase, redemption or retirement of outstanding debt or equity securities. As of September 30, 2017 , approximately $20.5 million of letters of credit were issued. The global revolving credit facility contains various restrictive covenants, including limitations on our ability to incur additional indebtedness, make certain investments or merge with another company, and requirements to maintain financial coverage ratios, including with respect to unencumbered assets. In addition, the global revolving credit facility restricts Digital Realty Trust, Inc. from making distributions to its stockholders, or redeeming or otherwise repurchasing shares of its capital stock, after the occurrence and during the continuance of an event of default, except in limited circumstances including as necessary to enable Digital Realty Trust, Inc. to maintain its qualification as a REIT and to minimize the payment of income or excise tax. As of September 30, 2017 , we were in compliance with all of such covenants. Unsecured Term Loans On January 15, 2016, we refinanced our senior unsecured multi-currency term loan facility and entered into a term loan agreement, which governs (i) a $1.25 billion 5 -year senior unsecured term loan, which we refer to as the 5 -Year Term Loan, and (ii) a $300 million 7 -year senior unsecured term loan, which we refer to as the 7 -Year Term Loan. The 2016 term loan agreement replaced the $1.0 billion term loan agreement executed on April 16, 2012, as amended. The 5 -Year Term Loan matures on January 15, 2021 and the 7 -Year Term Loan matures on January 15, 2023 . In addition, we have the ability from time to time to increase the aggregate size of lending under the 2016 term loan agreement from $1.55 billion to up to $1.8 billion , subject to receipt of lender commitments and other conditions precedent. Interest rates are based on our senior unsecured debt ratings and are currently 110 basis points and 155 basis points over the applicable index for floating rate advances for the 5 -Year Term Loan and the 7 -Year Term Loan, respectively. Funds may be drawn in U.S., Canadian, Singapore, Australian and Hong Kong dollars, as well as Euro, British pound sterling and Japanese yen. In August 2017, we prepaid $104.0 million on the U.S. dollar tranche. Based on exchange rates in effect at September 30, 2017 , the balance outstanding is approximately $1.4 billion , excluding deferred financing costs. We have used borrowings under the term loan for acquisitions, repayment of indebtedness, development, working capital and general corporate purposes. The covenants under the term loans are consistent with our global revolving credit facility and, as of September 30, 2017 , we were in compliance with all of such covenants. Floating Rate Guaranteed Notes due 2019 On May 22, 2017, Digital Euro Finco, LLC, a wholly owned indirect finance subsidiary of Digital Realty Trust, L.P., issued and sold €125.0 million aggregate principal amount of its Floating Rate Guaranteed Notes due 2019, which we refer to as the 2019 Notes, to an institutional investor in a private placement. The 2019 Notes will bear interest at a rate per annum, reset quarterly, equal to three-month EURIBOR plus 0.50% , and the interest rate for the initial interest period was 0.169% . Interest on the notes is payable quarterly in arrears, beginning on August 22, 2017. The 2019 Notes are senior unsecured obligations of Digital Euro Finco, LLC and are fully and unconditionally guaranteed by Digital Realty Trust, Inc. and Digital Realty Trust, L.P. Net proceeds from the offering were approximately €124.6 million (or approximately $140.1 million based on the exchange rate as of May 22, 2017) after deducting estimated offering expenses. We have used the net proceeds from the offering of the 2019 Notes to temporarily repay borrowings under our global revolving credit facility and for general corporate purposes. The indenture governing the 2019 Notes contains certain covenants, including (1) a leverage ratio not to exceed 60% , (2) a secured debt leverage ratio not to exceed 40% and (3) an interest coverage ratio of greater than 1.50 , and also requires us to maintain total unencumbered assets of not less than 150% of the aggregate principal amount of unsecured debt. At September 30, 2017 , we were in compliance with each of these financial covenants. GBP Notes On July 21, 2017, Digital Stout Holding, LLC, a wholly owned subsidiary of Digital Realty Trust, L.P., issued and sold £250.0 million aggregate principal amount of 2.750% Guaranteed Notes due 2024, or the 2024 Notes, and £350.0 million aggregate principal amount of 3.300% Guaranteed Notes due 2029, or the 2029 Notes and, together with the 2.750% 2024 Notes, the GBP Notes. The GBP Notes are senior unsecured obligations of Digital Stout Holding, LLC and are fully and unconditionally guaranteed by Digital Realty Trust, Inc. and Digital Realty Trust, L.P. Net proceeds from the offering were approximately £592.3 million after deducting managers’ discounts and estimated offering expenses. We used a portion of the net proceeds from the offering of the GBP Notes to fund a portion of the repayment, redemption and/or discharge of DFT debt and the payment of certain transaction fees and expenses incurred in connection with the DFT merger. The remaining proceeds were used to temporarily repay borrowings under our global revolving credit facility and for general corporate purposes. The indenture governing the GBP Notes contains certain covenants, including (1) a leverage ratio not to exceed 60% , (2) a secured debt leverage ratio not to exceed 40% and (3) an interest coverage ratio of greater than 1.50 , and also requires us to maintain total unencumbered assets of not less than 150% of the aggregate principal amount of unsecured debt. At September 30, 2017 , we were in compliance with each of these financial covenants. USD Notes On August 7, 2017, the Operating Partnership issued and sold $350.0 million aggregate principal amount of 2.750% Notes due 2023, or the 2.750% 2023 Notes, and $1.0 billion aggregate principal amount of 3.700% Notes due 2027, or the 2027 Notes and, together with the 2.750% 2023 Notes, the USD Notes. The USD Notes are general unsecured senior obligations of the Operating Partnership, rank equally in right of payment with all other senior unsecured indebtedness of the Operating Partnership and are fully and unconditionally guaranteed by Digital Realty Trust, Inc. Net proceeds from the offering were approximately $1.3 billion after deducting managers’ discounts and estimated offering expenses. We used the net proceeds from the offering of the USD Notes to fund a portion of the repayment, redemption and/or discharge of debt of DFT in connection with the DFT merger and the payment of certain fees and expenses incurred in connection with the DFT merger. The indenture governing the USD Notes contains certain covenants, including (1) a leverage ratio not to exceed 60% , (2) a secured debt leverage ratio not to exceed 40% and (3) an interest coverage ratio of greater than 1.50 , and also requires us to maintain total unencumbered assets of not less than 150% of the aggregate principal amount of unsecured debt. At September 30, 2017 , we were in compliance with each of these financial covenants. The table below summarizes our debt maturities and principal payments as of September 30, 2017 (in thousands): Global Revolving Credit Facility (1) Unsecured Unsecured Senior Notes Mortgage Loans Total Debt Remainder of 2017 $ — $ — $ — $ 141 $ 141 2018 — — — 593 593 2019 — — 147,675 644 148,319 2020 146,536 — 1,000,000 1,133 1,147,669 2021 — 1,137,793 400,000 — 1,537,793 Thereafter — 300,000 5,316,313 104,000 5,720,313 Subtotal $ 146,536 $ 1,437,793 $ 6,863,988 $ 106,511 $ 8,554,828 Unamortized discount — — (19,277 ) — (19,277 ) Unamortized premium — — — 264 264 Total $ 146,536 $ 1,437,793 $ 6,844,711 $ 106,775 $ 8,535,815 (1) Subject to two six -month extension options exercisable by us. The bank group is obligated to grant the extension options provided we give proper notice, we make certain representations and warranties and no default exists under the global revolving credit facility. |