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EX-99.1 - EX-99.1 - ZAYO GROUP LLCzayo-ex991_201501136.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): January 13, 2015

 

Zayo Group Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-36690

 

26-1398293

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

1805 29th Street, Suite 2050, Boulder, CO 80301

(Address of Principal Executive Offices)

(303) 381-4683

(Registrant’s Telephone Number, Including Area Code)

 

Zayo Group, LLC

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

333-169979

 

26-2012549

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

1805 29th Street, Suite 2050, Boulder, CO 80301

(Address of Principal Executive Offices)

(303) 381-4683

(Registrant’s Telephone Number, Including Area Code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 

 


 

Section 1 – Registrant’s Business and Operations

 

Item 1.01.

Entry into a Material Definitive Agreement

On January 13, 2015, Zayo Group, LLC ("Zayo"), the primary operating subsidiary of Zayo Group Holdings, Inc. (“the Company”), entered into an agreement (the “Agreement”) to acquire the operating units of Latisys Holdings, LLC (“Latisys”), a colocation and infrastructure as a service (“Iaas”) provider for a price of $675 million (the “Acquisition”). The Acquisition will expand Zayo’s datacenter portfolio to 45 facilities within the US, France and the United Kingdom.  The transaction is expected to be funded with senior unsecured indebtedness as permitted by existing debt covenants, subject to market conditions, and is expected to close within the quarter ended March 31, 2015, subject to customary approvals.

The Acquisition will add colocation and IaaS services through eight datacenters across five markets – Northern Virginia, Chicago, Denver, Orange County and London. The acquired datacenters currently total over 185,000 square feet of billable space and 33 megawatts of critical power.

Item 7.01 Regulation FD Disclosure

On January 14, 2015, Zayo issued a press release announcing the Agreement.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in this Item 7.01.

Item 9.01.

Financial Statements and Exhibits

(d)

Exhibits.  The following exhibit is furnished with this Form 8-K:

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated January 14, 2015

The information contained under Item 7.01 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed incorporated by reference in any filing with the SEC under the Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

Portions of this report may constitute “forward-looking statements” as defined by federal law. Although the registrants believe any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Additional information about issues that could lead to material changes in the Company's and Zayo’s performance is contained in their respective filings with the Securities and Exchange Commission. The registrants undertake no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances after the date hereof.

Investors should take into consideration, with respect to the Company and Zayo, those risks and uncertainties discussed in the Company's final prospectus filed with the SEC on October 17, 2014, Zayo’s Annual Report on Form 10-K for the year ended June 30, 2014, and each registrants’ Quarterly Report on Form 10-Q for the quarter ended September 30, 2014, including but not limited to those under the heading "Risk Factors" to the extent each heading is included therein.

 

 

 

 


 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Zayo Group Holdings, Inc.

 

 

 

By:

 

/s/ Ken desGarennes

Name:

 

Ken desGarennes

Title:

 

Chief Financial Officer

DATED: January 14, 2015

 

Zayo Group, LLC

 

 

 

By:

 

/s/ Ken desGarennes

Name:

 

Ken desGarennes

Title:

 

Chief Financial Officer

DATED: January 14, 2015

 

 

 

 


 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated January 14, 2015