Sec Form 13D Filing - CINCINNATI BELL INC (CBB) filing for CyrusOne Inc. (CONE) - 2016-05-18

 

(Amendment No. 6)

CyrusOne Inc.

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(Name of Issuer)

Common Stock, par value $0.01 per share

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(Title of Class of Securities)

23283R100

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(CUSIP Number)

Copies to:

William V. Fogg, Esq.

Cravath, Swaine & Moore LLP

Worldwide Plaza

825 Eighth Avenue

New York, New York 10019

(212) 474-1000

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May 17, 2016

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(Date of Event which Requires Filing of this Statement)

 

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Explanatory Note

The purpose of this Amendment No. 6 (this “Amendment No. 6”) to the Schedule 13D filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2014 (the “Original Schedule 13D”), as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on June 25, 2014, Amendment No. 2 to the Original Schedule 13D filed with the SEC on April 9, 2015, Amendment No. 3 to the Original Schedule 13D filed with the SEC on July 2, 2015, Amendment No. 4 to the Original Schedule 13D filed with the SEC on December 14, 2015 and Amendment No. 5 to the Original Schedule 13D filed with the SEC on December 31, 2015, is to reflect a change in the percentage of common stock, par value $0.01 per share (“Common Stock”) of CyrusOne, Inc., a Maryland corporation (the “Issuer”) beneficially owned by the Reporting Persons, (i) as a result of the sale by Data Center South Holdings LLC (“DCSH”), an indirect wholly owned subsidiary of Cincinnati Bell Inc. (“CBI”), of an aggregate of 2,585,000 shares of Common Stock on May 17, 2016 (the “DCSH Sale”), (ii) as a result of the sale by Data Center Investments Holdco LLC (“DCIH”), an indirect wholly owned subsidiary of CBI, of an aggregate of 540,000 shares of Common Stock on May 17, 2016 (together with the DCSH Sale, the “Sale”) and (iii) based on 79,607,447 shares of Common Stock outstanding as of April 30, 2016.  As a result of the Sale, CBI and its various subsidiaries that are reporting persons under this Schedule 13D, including DCSH, ceased to be the beneficial owners of more than five percent of the Common Stock.  Except as set forth below, all Items of the Original Schedule 13D, as amended, remain unchanged.  Capitalized terms used in this Amendment No. 6 and not otherwise defined shall have the respective meanings assigned to such terms in the Original Schedule 13D.

(a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for CBI is incorporated herein by reference. Amounts include 3,761,835 shares of Common Stock beneficially owned by CBI.  The percentage amount set forth in Row 13 on the cover page hereto for CBI is calculated based upon 79,607,447 shares of Common Stock outstanding as of April 30, 2016.

(c)  None.

(d)  CBI, through its investment discretion and control over the shares of Common Stock owned by DCIH and DCSH, has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all such shares of Common Stock.

(e)  On May 17, 2016, CBI ceased to be the beneficial owner of more than five percent of the Common Stock.

(a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for Cincinnati Bell Technology Solutions Inc. (“CBTS”) is incorporated herein by reference. Amounts include 3,761,835 shares of Common Stock beneficially owned by CBTS.  The percentage amount set forth in Row 13 on the cover page hereto for CBTS is calculated based upon 79,607,447 shares of Common Stock outstanding as of April 30, 2016.

(c)  None.

(d)  CBI, through its investment discretion and control over the shares of Common Stock owned by DCIH and DCSH, has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all such shares of Common Stock.

(e)  On May 17, 2016, CBTS ceased to be the beneficial owner of more than five percent of the Common Stock.

(a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for Data Center Investments Inc. (“DCI”) is incorporated herein by reference. Amounts include 3,761,835 shares of Common Stock beneficially owned by DCI.  The percentage amount set forth in Row 13 on the cover page hereto for DCI is calculated based upon 79,607,447 shares of Common Stock outstanding as of April 30, 2016.

(c)  None.

(d)  CBI, through its investment discretion and control over the shares of Common Stock owned by DCIH and DCSH, has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all such shares of Common Stock.

(e)  On May 17, 2016, DCI ceased to be the beneficial owner of more than five percent of the Common Stock.

 

(a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for Data Centers South Inc. (“DCS”) is incorporated herein by reference. Amounts include 3,761,835 shares of Common Stock beneficially owned by DCS.  The percentage amount set forth in Row 13 on the cover page hereto for DCS is calculated based upon 79,607,447 shares of Common Stock outstanding as of April 30, 2016.

(c)  None.

(d)  CBI, through its investment discretion and control over the shares of Common Stock owned by DCSH, has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all such shares of Common Stock.

(e)  On May 17, 2016, DCS ceased to be the beneficial owner of more than five percent of the Common Stock.

(a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for DCSH is incorporated herein by reference. Amounts include 3,761,835 shares of Common Stock owned by DCSH.  The percentage amount set forth in Row 13 on the cover page hereto for DCSH is calculated based upon based upon 79,607,447 shares of Common Stock outstanding as of April 30, 2016.

(c)  None.

(d)  CBI, through its investment discretion and control over the shares of Common Stock owned by DCSH, has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, all such shares of Common Stock.

(e)   On May 17, 2016, DCSH ceased to be the beneficial owner of more than five percent of the Common Stock.

Certain of the directors and executive officers named in Item 2 above acquired beneficial ownership of shares of Common Stock through the Issuer’s directed share program established in connection with the IPO.  To the Reporting Persons’ knowledge, such shares represent less than 1% of the issued and outstanding shares of Common Stock in the aggregate and are not included in the percentages beneficially owned by the Reporting Persons.  To the Reporting Persons’ knowledge, the directors and executive officers named in Item 2 above have sole power to vote or to direct the vote, and to dispose or direct the disposition of, all of the shares of Common Stock that such directors and executive officers beneficially own.

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.