EXPLANATORY NOTE
This report combines the quarterly reports on Form 10-Q for
the quarter ended March 31, 2022 of Digital Realty
Trust, Inc., a Maryland corporation, and Digital Realty
Trust, L.P., a Maryland limited partnership, of which Digital
Realty Trust, Inc. is the sole general partner. Unless
otherwise indicated or unless the context requires otherwise, all
references in this report to “we,” “us,” “our,” “our Company”, or
“the Company” refer to Digital Realty Trust, Inc. together
with its consolidated subsidiaries, including Digital Realty
Trust, L.P. Unless otherwise, all references to the “Parent”
refer to Digital Realty Trust, Inc., and all references to “our
Operating Partnership,” “the Operating Partnership” or “the OP”
refer to Digital Realty Trust, L.P. together with its consolidated
subsidiaries.
The Parent is a real estate investment trust, or REIT, and the sole
general partner of the OP. In statements regarding qualification as
a REIT, such terms refer solely to Digital Realty Trust, Inc. As of
March 31, 2022, the Parent owned an approximate 97.8%
common general partnership interest in Digital Realty Trust, L.P.
The remaining approximate 2.2% of the common limited partnership
interests of Digital Realty Trust, L.P. are owned by non-affiliated
third parties and certain directors and officers of the Parent. As
of March 31, 2022, the Parent owned all of the
preferred limited partnership interests of Digital Realty Trust,
L.P. As the sole general partner of Digital Realty Trust, L.P., the
Parent has the full, exclusive and complete responsibility for the
OP’s day-to-day management and control.
We believe combining the quarterly reports on Form 10-Q of the
Parent and the OP into this single report results in the following
benefits:
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enhancing investors’ understanding of the Parent and the OP by
enabling investors to view the business as a whole in the same
manner as management views and operates the business; |
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eliminating duplicative disclosure and providing a more streamlined
and readable presentation since a substantial portion of the
disclosure applies to both the Parent and the OP; and |
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creating time and cost efficiencies through the preparation of one
combined report instead of two separate reports. |
It is important to understand the few differences between the
Parent and the OP in the context of how we operate the Company. The
Parent does not conduct business itself, other than acting as the
sole general partner of the OP and issuing public equity from time
to time and guaranteeing certain unsecured debt of the OP and
certain of its subsidiaries and affiliates. The OP holds
substantially all the assets of the business, directly or
indirectly. The OP conducts the operations of the business and is
structured as a partnership with no publicly traded equity. Except
for net proceeds from equity issuances by the Parent, which are
generally contributed to the OP in exchange for partnership units,
the OP generates capital required by the business through the OP’s
operations, incurrence of indebtedness and issuance of partnership
units to third parties.
The presentation of noncontrolling interests, stockholders’ equity
and partners’ capital are the main areas of difference between the
consolidated financial statements of the Parent and those of the
OP. The differences in the presentations between stockholders’
equity and partners’ capital result from the differences in the
equity and capital issuances in the Parent and in the OP.
To highlight the differences between the Parent and the OP,
separate sections in this report, as applicable, individually
discuss the Parent and the OP, including separate financial
statements and separate Exhibit 31 and 32 certifications. In the
sections that combine disclosure of the Parent and the OP, this
report refers to actions or holdings as being actions or holdings
of the Company.
As general partner with control of the OP, the Parent consolidates
the OP for financial reporting purposes, and it does not have
significant assets other than its investment in the OP. Therefore,
the assets and liabilities of the Parent and the OP are the same on
their respective condensed consolidated financial statements. The
separate discussions of the Parent and the OP in this report should
be read in conjunction with each other to understand the results of
the Company on a consolidated basis and how management operates the
Company.