Cincinnati Bell 2013 Annual Report Download - page 259

Form 10-K/A Part IV Cincinnati Bell Inc.
CyrusOne Inc. and CyrusOne LP
NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS—(continued)
Contingencies
CyrusOne is involved in legal, tax and regulatory proceedings arising from the conduct of its business
activities. Liabilities are established for loss contingencies when losses associated with such claims are deemed
to be probable, and the loss can be reasonably estimated. Based on information currently available and
consultation with legal counsel, we believe that the outcome of all claims will not, individually or in the
aggregate, have a material effect on our financial statements.
Affiliate Guarantees of Lease Obligations
CBI has previously guaranteed our performance under certain leases. CBI had also issued a letter of credit to
provide assurance that we will meet our lease commitments. This letter of credit expired in December 2012. Fees
for maintaining this letter of credit were paid by CBI and allocated to us through management fees. These fees
were $0.1 million in 2012 and $0.4 million in 2011.
21. Guarantors
CyrusOne Inc.
CyrusOne LP and CyrusOne Finance Corp., as “LP Co-issuer” and “Finance Co-issuer,” respectively
(together, the “Issuers”), had $525 million aggregate principal amount of Senior Notes outstanding at
December 31, 2013, and 2012. The Senior Notes are fully and unconditionally and jointly and severally
guaranteed on a senior basis by CyrusOne Inc. (“Parent Guarantor”), CyrusOne GP (“General Partner”), and
CyrusOne LP’s 100% owned subsidiaries, CyrusOne LLC, CyrusOne TRS Inc. and CyrusOne Foreign Holdings
LLC (such subsidiaries, together the “Guarantors”). None of the subsidiaries organized outside of the United
States (collectively, the “Non-Guarantors”) guarantee the Senior Notes. Subject to the provisions of the indenture
governing the Senior Notes, in certain circumstances, a Guarantor may be released from its guarantee obligation,
including:
•upon the sale or other disposition (including by way of consolidation or merger) of such Guarantor or of
all of the capital stock of such Guarantor such that such Guarantor is no longer a restricted subsidiary
under the indenture,
•upon the sale or disposition of all or substantially all of the assets of the Guarantor,
•upon the LP Co-issuer designating such Guarantor as an unrestricted subsidiary under the terms of the
indenture,
•if such Guarantor is no longer a guarantor or other obligor of any other indebtedness of the LP Co-issuer
or the Parent Guarantor, and
•upon the defeasance or discharge of the Senior Notes in accordance with the terms of the indenture.
The following provides information regarding the entity structure of each guarantor of the Senior Notes:
CyrusOne Inc. — CyrusOne Inc. was formed on July 31, 2012. As of January 23, 2013, CyrusOne Inc. was
a wholly-owned subsidiary of CBI. Effective January 24, 2013, CyrusOne Inc. completed its IPO of common
stock for net proceeds of $337.1 million, and together with the General Partner, purchased a 33.9% ownership
interest in CyrusOne LP. CyrusOne Inc. also represents a guarantor or Parent Guarantor and became a separate
registrant with the SEC upon completion of its IPO.
CyrusOne GP — CyrusOne GP was formed on July 31, 2012, and was a 100% owned subsidiary of
CyrusOne Inc. as of January 23, 2013. Effective upon completion of CyrusOne Inc.’s IPO, this entity became the
general partner and 1% owner of CyrusOne LP and has no other assets or operations. Prior to the IPO, this entity
did not incur any obligations or record any transactions.
41
Form 10-K/A