DIGITAL REALTY TRUST, INC.

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DIGITAL REALTY TRUST, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

05/06/2022 | 04:59pm EDT
The following discussion should be read in conjunction with the condensed
consolidated financial statements and notes thereto appearing elsewhere in this
report and our Annual Report on Form 10-K for the year ended December 31, 2021,
as filed with the United States ("U.S.") Securities and Exchange Commission
("SEC"). This report contains forward-looking statements within the meaning of
the federal securities laws. In particular, statements pertaining to our capital
resources, expected use of borrowings under our credit facilities, expected use
of proceeds from our ATM equity program, expected settlement and use of proceeds
from our forward sale agreements, litigation matters, portfolio performance,
leverage policy, acquisition and capital expenditure plans, capital recycling
program, returns on invested capital, supply and demand for data center space,
capitalization rates, rents to be received in future periods and expected rental
rates on new or renewed data center space, as well as our discussion of "Factors
Which May Influence Future Results of Operations," contain forward-looking
statements. Likewise, all of our statements regarding anticipated market
conditions, demographics and results of operations are forward-looking
statements. You can identify forward-looking statements by the use of
forward-looking terminology such as "believes," "expects," "may," "will,"
"should," "seeks," "approximately," "intends," "plans," "pro forma," "estimates"
or "anticipates" or the negative of these words and phrases or similar words or
phrases which are predictions of or indicate future events or trends and
discussions which do not relate solely to historical matters. You can also
identify forward-looking statements by discussions of strategy, plans or
intentions. Forward-looking statements involve numerous risks and uncertainties
and you should not rely on them as predictions of future events. Forward-looking
statements depend on assumptions, data or methods that may be incorrect or
imprecise and that we may not be able to realize. We do not guarantee that the
transactions and events described will happen as described or that they will
happen at all. The following factors, among others, could cause actual results
and future events to differ materially from those set forth or contemplated in
the forward-looking statements: reduced demand for data centers or decreases in
information technology spending; increased competition or available supply of
data center space; decreased rental rates, increased operating costs or
increased vacancy rates; the impact on our, our customers' and our suppliers'
operations during a pandemic, such as COVID-19; changes in political conditions,
geopolitical turmoil, political instability, civil disturbances, restrictive
governmental actions or nationalization in the countries in which we operate;
the suitability of our data centers and data center infrastructure, delays or
disruptions in connectivity or availability of power, or failures or breaches of
our physical and information security infrastructure or services; our dependence
upon significant customers, bankruptcy or insolvency of a major customer or a
significant number of smaller customers, or defaults on or non-renewal of leases
by customers; breaches of our obligations or restrictions under our contracts
with our customers; our inability to successfully develop and lease new
properties and development space, and delays or unexpected costs in development
of properties; the impact of current global and local economic, credit and
market conditions; global supply chain or procurement disruptions, or increased
supply chain costs; our inability to retain data center space that we lease or
sublease from third parties; information security and data privacy breaches;
difficulties managing an international business and acquiring or operating
properties in foreign jurisdictions and unfamiliar metropolitan areas; our
failure to realize the intended benefits from, or disruptions to our plans and
operations or unknown or contingent liabilities related to, our recent and
future acquisitions; our inability to achieve expected revenue synergies or cost
savings as a result of our combination with Interxion; our failure to
successfully integrate and operate acquired or developed properties or
businesses; difficulties in identifying properties to acquire and completing
acquisitions; risks related to joint venture investments, including as a result
of our lack of control of such investments; risks associated with using debt to
fund our business activities, including re-financing and interest rate risks,
our failure to repay debt when due, adverse changes in our credit ratings or our
breach of covenants or other terms contained in our loan facilities and
agreements; our failure to obtain necessary debt and equity financing, and our
dependence on external sources of capital; financial market fluctuations and
changes in foreign currency exchange rates; adverse economic or real estate
developments in our industry or the industry sectors that we sell to, including
risks relating to decreasing real estate valuations and impairment charges and
goodwill and other intangible asset impairment charges; our inability to manage
our growth effectively; losses in excess of our insurance coverage; our
inability to attract and retain talent; environmental liabilities, risks related
to natural disasters and our inability to achieve our sustainability goals; our
inability to comply with rules and regulations applicable to our Company;
Digital Realty Trust, Inc.'s failure to maintain its status as a REIT for
federal income tax purposes; Digital Realty Trust, L.P.'s failure to qualify as
a partnership for federal income tax purposes; restrictions on our ability
to
engage in certain business

                                       34

activities; and changes in local, state, federal and international laws and regulations, including related to taxation, real estate and zoning laws, and increases in real property tax rates.


While forward-looking statements reflect our good faith beliefs, they are not
guarantees of future performance. We disclaim any obligation to publicly update
or revise any forward-looking statement to reflect changes in underlying
assumptions or factors, new information, data or methods, future events or other
changes.

The risks included here are not exhaustive, and additional factors could
adversely affect our business and financial performance, including factors and
risks included in our annual report on Form 10-K for the year ended December 31,
2021. Moreover, we operate in a very competitive and rapidly changing
environment. New risk factors emerge from time to time and it is not possible
for management to identify all such risk factors, nor can we assess the impact
of all such risk factors on the business or the extent to which any factor, or
combination of factors, may cause actual results to differ materially from those
contained in any forward-looking statements. Given these risks and
uncertainties, you should not place undue reliance on forward-looking statements
as a prediction of actual results.

Occupancy percentages included in the following discussion, for some of our properties, are calculated based on factors in addition to contractually leased square feet, including available power, required support space and common area.

As used in this report: "Ascenty entity" refers to the entity, which owns and operates Ascenty, formed with Brookfield Infrastructure.

Business Overview and Strategy


Digital Realty Trust, Inc., through its controlling interest in Digital Realty
Trust, L.P. and its subsidiaries, delivers comprehensive space, power, and
interconnection solutions that enable its customers and partners to connect with
each other and service their own customers on a global technology and real
estate platform. We are a leading global provider of data center, colocation and
interconnection solutions for customers across a variety of industry verticals.
Digital Realty Trust, Inc. operates as a REIT for federal income tax purposes,
and our Operating Partnership is the entity through which we conduct our
business and own our assets.

Our primary business objectives are to maximize:

(i) sustainable long-term growth in earnings and funds from operations per share

and unit;

(ii) cash flow and returns to our stockholders and Digital Realty Trust, L.P.'s

unitholders through the payment of distributions; and

(iii) return on invested capital.

We expect to accomplish our objectives by achieving superior risk-adjusted returns, prudently allocating capital, diversifying our product offerings, accelerating our global reach and scale, and driving revenue growth and operating efficiencies. A significant component of our current and future internal growth is anticipated through the development of our existing space held for development, acquisition of land for future development, and acquisition of new properties.


We target high-quality, strategically located properties containing the physical
and connectivity infrastructure that supports the applications and operations of
data center and technology industry customers and properties that may be
developed for such use. Most of our data center properties contain fully
redundant electrical supply systems, multiple power feeds, above-standard
cooling systems, raised floor areas, extensive in-building communications
cabling and high-level security systems. Fundamentally, we bring together
foundational real estate and innovative technology expertise around the world to
deliver a comprehensive, dedicated product suite to meet customers' data and
connectivity needs. We represent an important part of the digital economy that
we believe will benefit from powerful, long-term growth drivers.

We have developed detailed, standardized procedures for evaluating new real estate investments to ensure that they meet our financial, technical and other criteria. We expect to continue to acquire additional assets as part of our growth


                                       35

strategy. We intend to aggressively manage and lease our assets to increase their cash flow. We may continue to build out our development portfolio when justified by anticipated demand and returns.

We may acquire properties subject to existing mortgage financing and other
indebtedness or we may incur new indebtedness in connection with acquiring or
refinancing these properties. Debt service on such indebtedness will have a
priority over any cash dividends with respect to Digital Realty Trust, Inc.'s
common stock and preferred stock. We are committed to maintaining a conservative
capital structure. We target a debt-to-Adjusted EBITDA ratio at or less than
5.5x, fixed charge coverage of greater than three times, and floating rate debt
at less than 20% of total outstanding debt. In addition, we strive to maintain a
well-laddered debt maturity schedule, and we seek to maximize the menu of our
available sources of capital, while minimizing the cost.

Summary of 2022 Significant Activities

We completed the following significant activities during the first quarter of 2022 as described in the Notes to the Condensed Consolidated Financial Statements:

In January, we issued and sold €750.0 million aggregate principal amount of

1.375% Guaranteed Notes due 2032 (the "2032 Notes"). The 2032 Notes are senior

unsecured obligations of Digital Intrepid Holding B.V. and are fully and

? unconditionally guaranteed by Digital Realty Trust, Inc. and Digital Realty

Trust, L.P. Net proceeds from the offering were approximately €737.5 million

(approximately $835.3 million based on the exchange rate on January 18, 2022)

after deducting managers' discounts and estimated offering expenses.

? In February, we redeemed $450.0 million of 4.750% Notes due 2025. As part of

this redemption, we recorded a $51.1 million loss on extinguishment of debt.

In March, we issued and sold CHF 100 million aggregate principal amount of

0.600% Guaranteed Notes due 2023 (the "2023 Notes") and CHF 150 million

aggregate principal amount of 1.700% Guaranteed Notes due 2027 (the "2027

Notes" and, together with the 2023 Notes, the "Swiss Franc Notes"). The Swiss

? Franc Notes are senior unsecured obligations of Digital Intrepid Holding B.V.

and are fully and unconditionally guaranteed by Digital Realty Trust, Inc. and

Digital Realty Trust, L.P. Net proceeds from the offering of the Swiss Franc

Notes were approximately CHF 248.6 million (approximately $269.2 million based

on the exchange rate on March 30, 2022) after deducting the managers'

commissions and certain offering expenses.

Revenue Base

Most of our revenue consists of rental income generated by the data centers in
our portfolio. Our ability to generate and grow revenue depends on several
factors, including our ability to maintain or improve occupancy rates. A summary
of our data center portfolio and related square feet occupied (excluding space
under development or held for development) is shown below. Unconsolidated
portfolios shown below consist of assets owned by unconsolidated entities in
which we have invested. We often provide management services for these entities
under management agreements and receive management fees. These are shown as
Managed Unconsolidated Portfolio. Entities for which we do not provide such
services are shown as Non-Managed Unconsolidated Portfolio.

                                    As of March 31, 2022                                     As of December 31, 2021
                               Net     Space Under Space Held                             Net     Space Under Space Held
                    Data     Rentable    Active        for                     Data     Rentable    Active        for
                   Center     Square   Development Development                Center     Square   Development Development
    Region        Buildings  Feet (1)      (2)         (3)     Occupancy   
 Buildings  Feet (1)      (2)         (3)     Occupancy
North America           116 21,734,839   3,129,414     886,212      84.5 %         114 21,751,638   2,327,121     900,357      85.4 %
Europe                  109  7,595,479   3,271,839     190,284      76.0 %         107  7,549,209   3,125,451     191,094      74.6 %
Asia Pacific             12  1,355,243     806,252           -      81.9 %          12  1,355,243     806,252           -      76.2 %
Africa                    4     25,834      53,690           -      59.0 %           4     25,825      40,965           -      58.5 %
Consolidated
Portfolio               241 30,711,395   7,261,196   1,076,496      82.3 %         237 30,681,914   6,299,789   1,091,451      82.5 %
Managed
Unconsolidated
Portfolio                16  2,383,729           -           -      95.2 %          16  2,383,729           -           -      95.2 %
Non-Managed
Unconsolidated
Portfolio                34  2,691,849     825,370   1,569,641      84.4 %          34  2,565,185     930,670   1,591,004      86.0 %
Total Portfolio         291 35,786,973   8,086,565   2,646,137      83.3 %         287 35,630,828   7,230,460   2,682,456      83.6 %


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Net rentable square feet represents the current square feet under lease as

specified in the applicable lease agreement plus management's estimate of (1) space available for lease based on engineering drawings. The amount includes

customers' proportional share of common areas but excludes space held for the

intent of or under active development.

Space under active development includes current base building and data center

projects in progress, and excludes space held for development. For additional (2) information on the current and future investment for space under active

    development, see "-Liquidity and Capital Resources of the Operating
    Partnership-Construction".

Space held for development includes space held for future data center (3) development and excludes space under active development. For additional

information on the current investment for space held for development, see

"-Liquidity and Capital Resources of the Operating Partnership-Construction".



Leasing Activities

Due to the capital-intensive and long-term nature of the operations we support,
our lease terms with customers are generally longer than standard commercial
leases. As of March 31, 2022, our average remaining lease term was approximately
five years.

Our ability to re-lease expiring space at rental rates equal to or in excess of
current rental rates will impact our results of operations. The subsequent table
summarizes our leasing activity in the three months ended March 31, 2022:

                                                                                                  TI's/Lease         Weighted
                                                                                                 Commissions      Average Lease
                                   Rentable         Expiring          New         Rental Rate     Per Square          Terms
                                Square Feet (1)     Rates (2)      Rates (2)        Changes          Foot            (years)
Leasing Activity (3)(4)
Renewals Signed
0 - 1 MW                                485,182     $   241.65     $   249.30         3.2 %        $      0.00               1.5
> 1 MW                                  156,222     $   193.21     $   210.92         9.2 %        $     95.86               3.2
Other (6)                               545,476     $    35.83     $    42.55        18.8 %        $     19.87              12.9
New Leases Signed (5)
0 - 1 MW                                180,380              -     $   214.76           -          $      9.29               3.9
> 1 MW                                  818,358              -     $   143.06           -          $      4.25               8.0
Other (6)                                 4,817              -     $    27.14           -          $      0.95               3.8
Leasing Activity Summary
0 - 1 MW                                665,562                    $   239.94
> 1 MW                                  974,580                    $   153.94
Other (6)                               550,293                    $    42.42

For some of our properties, we calculate square footage based on factors in (1) addition to contractually leased square feet, including power, required

support space and common area.

Rental rates represent average annual estimated base cash rent per rentable

square foot - calculated for each contract based on total cash base rent (2) divided by the total number of years in the contract (including any tenant

concessions). All rates were calculated in the local currency of each

contract and then converted to USD based on average exchange rates for the

period presented.

(3) Excludes short-term leases.

(4) Commencement dates for the leases signed range from 2022 to 2023.

(5) Includes leases signed for new and re-leased space.

(6) Other includes Powered Base Building shell capacity as well as storage and

office space within fully improved data center facilities.

We continue to see strong demand in most of our key metropolitan areas for data
center space and, subject to the supply of available data center space in these
metropolitan areas, we expect average aggregate rental rates on renewed data
center leases for 2022 expirations to be slightly positive as compared with the
rates currently being paid for the same space on a GAAP basis and on a cash
basis. Our past performance may not be indicative of future results, and we
cannot

                                       37

assure you that leases will be renewed or that our data centers will be
re-leased at all or at rental rates equal to or above the current average rental
rates. Further, re-leased/renewed rental rates in a particular metropolitan area
may not be consistent with rental rates across our portfolio as a whole and may
fluctuate from one period to another due to a number of factors, including local
economic conditions, local supply and demand for data center space, competition
from other data center developers or operators, the condition of the property
and whether the property, or space within the property, has been developed.

Geographic concentration

We depend on the market for data centers in specific geographic regions and significant changes in these regional or metropolitan areas can impact our future results. The following table shows the geographic concentration of annualized rent from our portfolio, including data centers held as investments in unconsolidated entities.

                            Percentage of
                           March 31, 2022
Metropolitan Area     total annualized rent (1)
Northern Virginia                    19.2 %
Chicago                               8.9 %
London                                6.2 %
Silicon Valley                        5.9 %
New York                              5.9 %
Frankfurt                             5.8 %
Dallas                                5.5 %
Singapore                             4.8 %
Sao Paulo                             4.3 %
Amsterdam                             4.1 %
Paris                                 2.2 %
San Francisco                         1.9 %
Phoenix                               1.9 %
Atlanta                               1.5 %
Tokyo                                 1.5 %
Other                                20.4 %
Total                               100.0 %

Annualized rent is monthly contractual rent (defined as cash base rent before

abatements) under existing leases as of the end of the period presented, (1) multiplied by 12. Includes consolidated portfolio and unconsolidated entities

at the entities' 100% ownership level. The aggregate amount of abatements for

the three months ended March 31, 2022 was approximately $30.0 million.

Operating Expenses

Operating expenses primarily consist of utilities, property and ad valorem taxes, property management fees, insurance and site maintenance costs, and rental expenses on our ground and building leases. Our buildings require significant power to support data center operations and the cost of electric power and other utilities is a significant component of operating expenses.

Many of our leases contain provisions under which tenants reimburse us for all
or a portion of property operating expenses and real estate taxes incurred by
us. However, in some cases we are not entitled to reimbursement of property
operating expenses, other than utility expense, and real estate taxes under our
leases for Turn-Key Flex® facilities. We expect to incur additional operating
expenses as we continue to expand.

Costs pertaining to our asset management function, legal, accounting, corporate governance, reporting and compliance are categorized as general and administrative costs within operating expenses.


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Other key components of operating expenses include: depreciation of our fixed assets, amortization of intangible assets, and transaction and integration costs.

Other Income / (Expenses)

Equity in earnings of unconsolidated entities, interest expense, and income tax
expense make up the majority of other income/(expense). Equity in earnings of
unconsolidated entities represents our share of the income/(loss) of entities in
which we invest, but do not consolidate under U.S. GAAP. The largest of these
investments is currently our investment in Ascenty, which is located primarily
in Brazil. Our second-largest equity-method investment is Digital Core REIT,
which is publicly traded on the Singapore Exchange ("SGX") and which owns a
portfolio of 10 properties operating in the United States and Canada. Refer to
additional discussion of Digital Core REIT and Ascenty in the Notes to the
Condensed Consolidated Financial Statements.

Results of Operations

As a result of the consistent and significant growth in our business since the
first property acquisition in 2002, we evaluate period-to-period results for
revenue and property level operating expenses on a stabilized vs. non-stabilized
portfolio basis.

Stabilized: The stabilized portfolio includes properties owned as of the beginning of all periods presented with less than 5% of total rentable square feet under development.

Non-stabilized: The non-stabilized portfolio includes: (1) properties that were
undergoing, or were expected to undergo, development activities during any of
the periods presented; (2) any properties contributed to joint ventures, sold,
or held for sale during the periods presented; and (3) any properties that were
acquired or delivered at any point during the periods presented.

Comparison of the Three Months Ended March 31, 2022 to the Three Months Ended March 31, 2021


Revenues

Total operating revenues as shown on our condensed consolidated income statements was as follows (in thousands):

                                        Three Months Ended March 31,
                                2022           2021         $ Change   % Change
Stabilized                   $   871,884    $   895,151    $ (23,267)    (2.6) %
Non-Stabilized                   249,666        192,755        56,911     29.5 %
Rental and other services      1,121,550      1,087,906        33,644      3.1 %
Fee income and other               5,772          2,485         3,287    132.3 %
Total operating revenues     $ 1,127,322    $ 1,090,391    $   36,931      3.4 %

Total operating revenues increased by approximately $36.9 million in the three months ended March 31, 2022, compared to the same period in 2021, driven primarily by growth in non-stabilized rental and other services revenue.

Stabilized rental and other services revenue decreased $23.3 million in the
three months ended March 31, 2022, compared to the same period in 2021,
primarily due to (i) $14.8 million increase in bad debt and straight-line rent
reserves, and (ii) lower occupancy, all of which was partially offset by (iii) a
net increase in tenant reimbursements related to higher utility consumption for
the three months ended March 31, 2022.

Non-stabilized rental and other services revenue increased $56.9 million in the
three months ended March 31, 2022, compared to the same period in 2021, driven
primarily by the completion of our global development pipeline and related lease
up operating activities and expansion into new markets in EMEA offset by the
impact of properties sold in 2021. An increase of $32.3 million in revenue was
generated from an APAC property, which was not operational for the three months
ended March 31, 2021.

                                       39

Operating Expenses - Property Level

Property level operating expenses as shown in our condensed consolidated income statements were as follows (in thousands):

                                                     Three Months Ended March 31,
                                               2022         2021       $ Change   % Change
Stabilized                                   $ 326,358    $ 321,601    $   4,757      1.5 %
Non-Stabilized                                 109,235       40,178       69,057    171.9 %
Rental property operating and maintenance      435,593      361,779       73,814     20.4 %

Stabilized                                      40,471       40,630        (159)    (0.4) %
Non-Stabilized                                   9,753       11,873      (2,120)   (17.9) %
Property taxes and insurance                    50,224       52,503      

(2,279) (4.3) %


Total Property Level Expenses                $ 485,817    $ 414,282    $  

71,535 17.3 %

Property level operating expenses include costs to operate and maintain the properties in our portfolio as well as taxes and insurance.


Stabilized property operating and maintenance expenses increased by
approximately $4.8 million in the three months ended March 31, 2022, compared to
the same period in 2021, primarily due to higher utility consumption at certain
properties in the stabilized portfolio.

Non-stabilized property operating and maintenance expenses increased $69.1 million in the three months ended March 31, 2022, compared to the same period in 2021, primarily due to higher utility consumption.


The cost of electric power comprises a significant component of our operating
expenses. Any additional taxation or regulation of energy use, including as a
result of (i) new legislation that the U.S. Congress may pass, (ii) the
regulations that the U.S. EPA has proposed or finalized, (iii) regulations under
legislation that states have passed or may pass, or (iv) any further legislation
or regulations in the EU, APAC or other regions where we operate could
significantly increase our costs, and we may not be able to effectively pass all
of these costs on to our customers. These matters could adversely impact our
business, results of operations, or financial condition.

Other Operating Expenses

Other operating expenses include costs which are either non-cash in nature (such
as depreciation and amortization), or which do not directly pertain to operation
of data center properties. A comparison of other operating expenses for the
three months ended March 31, 2022 and 2021 is shown below.

                                                     Three Months Ended March 31,
                                                2022         2021     $ Change   % Change
Depreciation and amortization                 $ 382,132    $ 369,733  $  12,399      3.4 %
General and administrative                       98,513       99,994    (1,481)    (1.5) %
Transaction, integration and other expense       11,968       14,120    (2,152)   (15.2) %
Other                                             7,657        (257)      7,914    3,079 %
Total Other Operating Expenses                  500,270      483,590     16,680      3.4 %
Property level operating expenses               485,817      414,282     71,535     17.3 %
Total Operating Expenses                      $ 986,087    $ 897,872     88,215      9.8 %


                                       40

Equity in earnings (loss) of unconsolidated entities


Equity in earnings (loss) of unconsolidated entities increased approximately
$84.0 million in the three months ended March 31, 2022, compared to the same
period in 2021, primarily due to foreign exchange remeasurement of debt
associated with our Ascenty unconsolidated entity.

Gain on Disposition of Properties, Net


Gain on disposition of properties, net decreased approximately $331.2 million in
the three months ended March 31, 2022, compared to the same period in 2021. In
March 2021, we sold a portfolio of 11 data centers in Europe (four in the United
Kingdom, three in the Netherlands, three in France and one in Switzerland) to
Ascendas Reit, a CapitaLand sponsored REIT, for total purchase consideration of
approximately $680.0 million resulting in a gain of approximately $333.3
million. We did not dispose of any properties in the three months ended March
31, 2022.

Loss from Early Extinguishment of Debt


Loss from early extinguishment of debt increased approximately $32.8 million in
the three months ended March 31, 2022, compared to the same period in 2021. The
increase is primarily due to the redemption of the 4.750% Notes due 2025 in
February 2022, which resulted in a $51.1 million loss, offset by the redemption
2.750% Notes due 2023 in February 2021, which resulted in a $18.3 million loss.

Income Tax Expense

Income tax expense increased by $5.7 million during the three months ended March
31, 2022, compared to the same period in 2021. The increase was driven primarily
by an increase of $2.9 million in deferred taxes and a $2.8 million increase in
current taxes.

Liquidity and Capital Resources


The sections "Analysis of Liquidity and Capital Resources - Parent" and
"Analysis of Liquidity and Capital Resources - Operating Partnership" should be
read in conjunction with one another to understand our liquidity and capital
resources on a consolidated basis. The term "Parent" refers to Digital Realty
Trust, Inc. on an unconsolidated basis, excluding our Operating Partnership. The
term "Operating Partnership" or "OP" refers to Digital Realty Trust, L.P. on a
consolidated basis.

Analysis of Liquidity and Capital Resources - Parent

Our Parent does not conduct business itself, other than acting as the sole
general partner of the Operating Partnership, issuing public equity from time to
time, incurring certain expenses in operating as a public company (which are
fully reimbursed by the Operating Partnership) and guaranteeing certain
unsecured debt of the Operating Partnership and certain of its subsidiaries and
affiliates. If our Operating Partnership or such subsidiaries fail to fulfill
their debt requirements, which trigger Parent guarantee obligations, then our
Parent will be required to fulfill its cash payment commitments under such
guarantees. Our Parent's only material asset is its investment in our Operating
Partnership.

Our Parent's principal funding requirement is the payment of dividends on its common and preferred stock. Our Parent's principal source of funding is the distributions it receives from our Operating Partnership.


As the sole general partner of our Operating Partnership, our Parent has the
full, exclusive and complete responsibility for our Operating Partnership's
day-to-day management and control. Our Parent causes our Operating Partnership
to distribute such portion of its available cash as our Parent may in its
discretion determine, in the manner provided in our Operating Partnership's
partnership agreement.

As circumstances warrant, our Parent may issue equity from time to time on an
opportunistic basis, dependent upon market conditions and available pricing. Any
proceeds from such equity issuances would generally be contributed to our

                                       41

Operating Partnership in exchange for additional equity interests in our
Operating Partnership. Our Operating Partnership may use the proceeds to acquire
additional properties, to fund development opportunities and for general working
capital purposes, including potentially for the repurchase, redemption or
retirement of outstanding debt or equity securities.

Our Parent and our Operating Partnership were parties to an at-the-market (ATM)
equity offering sales agreement dated January 4, 2019, as amended in 2020 (the
"Sales Agreement"). In accordance with the Sales Agreement, following the date
of the 2020 amendment, Digital Realty Trust, Inc. could offer and sell shares of
its common stock having an aggregate offering price of up to $1.0 billion.
Subsequent to quarter-end, Digital Realty Trust, Inc. and Digital Realty Trust,
L.P., entered into an ATM equity offering sales agreement dated April 1, 2022
(the "2022 Sales Agreement"). Upon entry into the 2022 Sales Agreement, we
terminated our prior ATM program. At the time of the termination, $577.6 million
remained unsold under the prior program. Pursuant to the 2022 Sales Agreement,
Digital Realty Trust, Inc. can issue and sell common stock having an aggregate
offering price of up to $1.5 billion through various named agents from time to
time. The sales of common stock made under the 2022 Sales Agreement will be made
in "at the market" offerings as defined in Rule 415 of the Securities Act. Our
Parent has used and intends to use the net proceeds from the program to
temporarily repay borrowings under our Operating Partnership's global revolving
credit facilities, to acquire additional properties or businesses, to fund
development opportunities and for working capital and other general corporate
purposes, including potentially for the repayment of other debt or the
repurchase, redemption or retirement of outstanding debt securities.

On September 13, 2021, Digital Realty Trust, Inc. completed an underwritten
public offering of 6,250,000 shares of its common stock, all of which were
offered in connection with forward sale agreements it entered into with certain
financial institutions acting as forward purchasers. The forward purchasers
borrowed and sold an aggregate of 6,250,000 shares of Digital Realty Trust,
Inc.'s common stock in the public offering. Digital Realty Trust, Inc. did not
receive any proceeds from the sale of our common stock by the forward purchasers
in the public offering. The Company may receive gross proceeds of approximately
$1.0 billion (based on the offering price of $155.69 per share) upon full
physical settlement of the forward sale agreements, which is to be no later than
March 13, 2023. Upon physical settlement of the forward sale agreements, the
Operating Partnership is expected to issue general partner common partnership
units to Digital Realty Trust, Inc. in exchange for contribution of the net
proceeds. The forward purchasers had also granted to the underwriters an option,
exercisable until October 13, 2021, to purchase up to 937,500 additional shares
at a price of $155.69, which represents the initial price to the public less the
underwriting discount. The underwriters opted not to exercise their option
within the specified time period.

We believe our Operating Partnership's sources of working capital, specifically
its cash flow from operations, and funds available under its global revolving
credit facility are adequate for it to make its distribution payments to our
Parent and, in turn, for our Parent to make its dividend payments to its
stockholders. However, we cannot assure you that our Operating Partnership's
sources of capital will continue to be available at all or in amounts sufficient
to meet its needs, including making distribution payments to our Parent. The
lack of availability of capital could adversely affect our Operating
Partnership's ability to pay its distributions to our Parent, which would in
turn, adversely affect our Parent's ability to pay cash dividends to its
stockholders.

Future Uses of Cash - Parent


Our Parent may from time to time seek to retire, redeem or repurchase its equity
or the debt securities of our Operating Partnership or its subsidiaries through
cash purchases and/or exchanges for equity securities in open market purchases,
privately negotiated transactions or otherwise. Such repurchases, redemptions or
exchanges, if any, will depend on prevailing market conditions, our liquidity
requirements, contractual restrictions or other factors. The amounts involved
may be material.

Dividends and Distributions - Parent


Our Parent is required to distribute 90% of its taxable income (excluding
capital gains) on an annual basis to continue to qualify as a REIT for federal
income tax purposes. Our Parent intends to make, but is not contractually bound
to make, regular quarterly distributions to its common stockholders from cash
flow from our Operating Partnership's operating

                                       42

activities. While historically our Parent has satisfied this distribution
requirement by making cash distributions to its stockholders, it may choose to
satisfy this requirement by making distributions of cash or other property. All
such distributions are at the discretion of our Parent's Board of Directors. Our
Parent considers market factors and our Operating Partnership's performance in
addition to REIT requirements in determining distribution levels. Our Parent has
distributed at least 100% of its taxable income annually since inception to
minimize corporate level federal and state income taxes. Amounts accumulated for
distribution to stockholders are invested primarily in interest-bearing accounts
and short-term interest-bearing securities, which are consistent with our
intention to maintain our Parent's status as a REIT.

As a result of this distribution requirement, our Operating Partnership cannot
rely on retained earnings to fund its ongoing operations to the same extent that
other companies whose parent companies are not REITs can. Our Parent may need to
continue to raise capital in the debt and equity markets to fund our Operating
Partnership's working capital needs, as well as potential developments at new or
existing properties, acquisitions or investments in existing or newly created
joint ventures. In addition, our Parent may be required to use borrowings under
the Operating Partnership's global revolving credit facility (which is
guaranteed by our Parent), if necessary, to meet REIT distribution requirements
and maintain our Parent's REIT status.

Distributions out of our Parent's current or accumulated earnings and profits
are generally classified as ordinary income whereas distributions in excess of
our Parent's current and accumulated earnings and profits, to the extent of a
stockholder's U.S. federal income tax basis in our Parent's stock, are generally
classified as a return of capital. Distributions in excess of a stockholder's
U.S. federal income tax basis in our Parent's stock are generally characterized
as capital gain. Cash provided by operating activities has been generally
sufficient to fund distributions on an annual basis. However, we may also need
to utilize borrowings under the global revolving credit facility to fund
distributions.

For additional information regarding dividends declared and paid by our Parent
on its common and preferred stock for the three months ended March 31, 2022, see
Note 10. "Equity and Capital" to our condensed consolidated financial statements
contained herein.

Analysis of Liquidity and Capital Resources - Operating Partnership

As of March 31, 2022, we had $158.0 million of cash and cash equivalents, excluding $10.4 million of restricted cash. Restricted cash primarily consists of contractual capital expenditures plus other deposits. Our liquidity requirements primarily consist of:

? operating expenses;

? development costs and other expenditures associated with our properties;

? distributions to our Parent to enable it to make dividend payments;



 ? distributions to unitholders of common limited partnership interests in Digital
   Realty Trust, L.P.;


 ? debt service; and


 ? potentially, acquisitions.


Future Uses of Cash
Our properties require periodic investments of capital for customer-related
capital expenditures and for general capital improvements. Depending upon
customer demand, we expect to incur significant improvement costs to build out
and develop additional capacity. At March 31, 2022, we had open commitments,
related to construction contracts of approximately $1.4 billion, including
amounts reimbursable of approximately $49.1 million.

We currently expect to incur approximately $1.9 billion to $2.1 billion of capital expenditures for our development programs during the nine months ending December 31, 2022. This amount could go up or down, potentially materially, based on numerous factors, including changes in demand, leasing results and availability of debt or equity capital.


                                       43

We are party to a definitive agreement under which we committed to acquire approximately 55% of the total equity interest in Teraco, Africa's leading carrier-neutral colocation provider. The transaction values Teraco at approximately $3.5 billion. The transaction is dependent upon customary closing conditions.


Development Projects

The costs we incur to develop our properties is a key component of our liquidity
requirements. The following table summarizes our cumulative investments in
current development projects as well as expected future investments in these
projects as of the periods presented, excluding costs incurred or to be incurred
by unconsolidated entities.

Development Lifecycle                                 As of March 31, 2022                                                     As of December 31, 2021
                              Net Rentable          Current             Future                          Net Rentable           Current             Future
(dollars in thousands)       Square Feet (1)     Investment (2)     
Investment (3)     Total Cost      Square Feet (1)     Investment (4)      Investment (3)     Total Cost
Land held for future
development (5)                          N/A    $        107,003    $              -    $   107,003                 N/A    $        133,683    $              -    $   133,683
Construction in Progress
and Space Held for
Development
Land - Current
Development (5)                          N/A    $      1,015,295    $              -    $ 1,015,295                 N/A    $        974,464    $              -    $   974,464
Space Held for
Development (6)                    1,076,496             207,055                   -        207,055           1,091,451             210,903                   -        210,903
Base Building
Construction                       3,584,251             502,988             519,723      1,022,711           3,319,999             545,529             460,595      1,006,124
Data Center Construction           3,676,944           1,735,942           2,127,126      3,863,068           2,979,791           1,409,403           1,825,369      3,234,772
Equipment Pool & Other
Inventory                                N/A              12,060                   -         12,060                 N/A               7,881                   -          7,881
Campus, Tenant
Improvements & Other                     N/A              50,144             136,011        186,155                 N/A              65,209              99,118        164,327
Total Construction in
Progress and Land Held
for Future Development             8,337,691    $      3,630,487    $      2,782,860    $ 6,413,347           7,391,241    $      3,347,072    $      2,385,082    $ 5,732,154

We estimate the total net rentable square feet available for lease based on a

number of factors in addition to contractually leased square feet, including (1) available power, required support space and common areas. Excludes square

footage of properties held in unconsolidated entities. Square footage is

based on current estimates and project plans and may change upon completion

of the project due to remeasurement.

(2) Represents balances incurred through March 31, 2022.

(3) Represents estimated cost to complete specific scope of work pursuant to

contract, budget or approved capital plan.

(4) Represents balances incurred through December 31, 2021.

(5) Represents approximately 796 acres as of March 31, 2022 and approximately 849

acres as of December 31, 2021.

(6) Excludes space held for development through unconsolidated entities.

Land inventory and space held for development reflect cumulative cost spent
pending future development. Base building construction consists of ongoing
improvements to building infrastructure in preparation for future data center
fit-out. Data center construction includes 7.3 million square feet of Turn Key
Flex® and Powered Base Building® product. We expect to deliver the space within
12 months; however, lease commencement dates may significantly impact final
delivery schedules. Equipment pool and other inventory represent the value of
long-lead equipment and materials required for timely deployment and delivery of
data center construction fit-out. Campus, tenant improvements and other costs
include the value of development work which benefits space recently converted to
our operating portfolio and is composed primarily of shared infrastructure
projects and first-generation tenant improvements.

Capital Expenditures (Cash Basis)

The table below summarizes our capital expenditure activity for the three months ended March 31, 2022 and 2021 (in thousands):

                                                   Three Months Ended March 31,
                                                     2022                  2021
Development projects                           $        430,947      $        439,793
Enhancement and improvements                              5,387            

58

Recurring capital expenditures                           46,770            

39,522

Total capital expenditures (excluding
indirect costs)                                $        483,104      $        479,373


                                       44

For the three months ended March 31, 2022, total capital expenditures increased
$3.7 million to approximately $483.1 million from $479.4 million for the same
period in 2021. Capital expenditures on our development projects plus our
enhancement and improvements projects for the three months ended March 31, 2022
were approximately $436.3 million. Our development capital expenditures are
generally funded by our available cash and equity and debt capital.

Indirect costs, including capitalized interest, capitalized in the three months
ended March 31, 2022 and 2021 were $35.6 million and $29.2 million,
respectively. Capitalized interest comprised approximately $14.8 million and
$11.4 million of the total indirect costs capitalized for the three months ended
March 31, 2022 and 2021, respectively. Capitalized interest in the three months
ended March 31, 2022 increased, compared to the same period in 2021, due to an
increase in qualifying activities.

Excluding capitalized interest, indirect costs in the three months ended March 31, 2022 increased compared to the same period in 2021 due primarily to capitalized amounts relating to compensation expense of employees directly engaged in construction activities. See "-Future Uses of Cash" below for a discussion of the amount of capital expenditures we expect to incur during the year ending December 31, 2022.


Consistent with our growth strategy, we actively pursue potential acquisition
opportunities, with due diligence and negotiations often at different stages at
different times. The dollar value of acquisitions for the year ending December
31, 2022 will depend upon numerous factors, including customer demand, leasing
results, availability of debt or equity capital and acquisition opportunities.
Further, the growing acceptance by private institutional investors of the data
center asset class has generally pushed capitalization rates lower, as such
private investors may often have lower return expectations than us. As a result,
we anticipate near-term single asset acquisitions activity to comprise a smaller
percentage of our growth while this market dynamic persists.

We may from time to time seek to retire or repurchase our outstanding debt or
the equity of our Parent through cash purchases and/or exchanges for equity
securities of our Parent in open market purchases, privately negotiated
transactions or otherwise. Such repurchases or exchanges, if any, will depend
upon prevailing market conditions, our liquidity requirements, contractual
restrictions or other factors. The amounts involved may be material.

Sources of Cash


We expect to meet our short-term and long-term liquidity requirements, including
payment of scheduled debt maturities and funding of acquisitions and
non-recurring capital improvements, with net cash from operations, future
long-term secured and unsecured indebtedness and the issuance of equity and debt
securities and the proceeds of equity issuances by our Parent. We also may fund
future short-term and long-term liquidity requirements, including acquisitions
and non-recurring capital improvements, using our global revolving credit
facilities pending permanent financing. As of May 3, 2022, we had approximately
$2.8 billion of borrowings available under our global revolving credit
facilities.

Our global revolving credit facility provides for borrowings up to $3.75
billion. We have the ability from time to time to increase the size of the
global revolving credit facility by up to $750 million, subject to the receipt
of lender commitments and other conditions precedent. The global revolving
credit facility matures on January 24, 2026, with two six-month extension
options available. We have used and intend to use available borrowings under the
global revolving credit facility to fund our liquidity requirements from time to
time.

                                       45

Distributions
All distributions on our units are at the discretion of our Parent's Board of
Directors. For additional information regarding distributions paid on our common
and preferred units for the three months ended March 31, 2022, see Note 10.
"Equity and Capital" to our condensed consolidated financial statements
contained herein.

Outstanding Consolidated Indebtedness

The table below summarizes our outstanding debt as of March 31, 2022 (in millions):


Debt Summary:
Fixed rate                                               $ 13,199.6
Variable rate debt subject to interest rate swaps               2.3

Total fixed rate debt (including interest rate swaps) 13,201.9 Variable rate-unhedged

                                      1,307.1
Total                                                    $ 14,509.0
Percent of Total Debt:
Fixed rate (including swapped debt)                            91.0 %
Variable rate                                                   9.0 %
Total                                                         100.0 %

Effective Interest Rate as of March 31, 2022
Fixed rate (including hedged variable rate debt)               2.25 %
Variable rate                                                  0.91 %
Effective interest rate                                        2.06 %


Our ratio of debt to total enterprise value was approximately 26% (based on the
closing price of Digital Realty Trust, Inc.'s common stock on March 31, 2022 of
$141.80). For this purpose, our total enterprise value is defined as the sum of
the market value of Digital Realty Trust, Inc.'s outstanding common stock (which
may decrease, thereby increasing our debt to total enterprise value ratio), plus
the liquidation value of Digital Realty Trust, Inc.'s preferred stock, plus the
aggregate value of Digital Realty Trust, L.P.'s units not held by Digital Realty
Trust, Inc. (with the per unit value equal to the market value of one share of
Digital Realty Trust, Inc.'s common stock and excluding long-term incentive
units, Class C units and Class D units), plus the book value of our total
consolidated indebtedness.

The variable rate debt shown above bears interest based on various one-month USD
LIBOR, EURIBOR, SONIA, SORA, BBR, HIBOR, TIBOR, CDOR, and for Korean Won the
base CD rates, depending on the respective agreement governing the debt,
including our global revolving credit facilities. As of March 31, 2022, our debt
had a weighted average term to initial maturity of approximately 6.0 years (or
approximately 6.1 years assuming exercise of extension options).

As of March 31, 2022, our pro-rata share of secured debt of unconsolidated entities was approximately $813.2 million.


                                       46

Cash Flows


The following summary discussion of our cash flows is based on the condensed
consolidated statements of cash flows and is not meant to be an all-inclusive
discussion of the changes in our cash flows for the periods presented below.

Comparison of Three Months Ended March 31, 2022 to Three Months Ended March 31, 2021

The following table shows cash flows and ending cash, cash equivalents and restricted cash balances for the respective periods (in thousands).


                                                  Three Months Ended March 

31,

                                               2022           2021          

Change

Net cash provided by operating activities $ 277,685 $ 327,875 $

(50,190)

Net cash (used in) provided by investing
activities                                    (719,092)        185,458     

(904,550)

Net cash provided by (used in) financing
activities                                      478,296      (416,665)     

894,961

Net increase in cash, cash equivalents and
restricted cash                             $    36,889    $    96,668    $

(59,779)



The changes in the activities that comprise the increase in net cash used in
investing activities for the three months ended March 31, 2022 as compared to
the three months ended March 31, 2021 consisted of the following amounts (in
thousands).

                                                                   Change

Increase in cash used for improvements to investments in real estate

                                                 $            

(10,211)

Increase in cash contributed to investments in
unconsolidated entities                                                 

(190,992)

Decrease in net cash provided by proceeds from sale of real estate

(685,484)

Other changes                                                            

(17,863)

Increase in net cash used in investing activities           $           

(904,550)

The decrease in net cash used in investing activities was primarily due to (i)
sale of investments related to the sale of 11 data centers in Europe in March
2021, (ii) investments in various unconsolidated entities, and (iii) an increase
in cash used for improvements to investments in real estate.

                                       47

The changes in the activities that comprise the increase in net cash provided by
financing activities for the three months ended March 31, 2022 as compared to
the three months ended March 31, 2021 for the Company consisted of the following
amounts (in thousands).

                                                                      Change
Increase in cash used in/provided by short-term borrowings          $  620,460
Decrease in cash provided by proceeds from secured / unsecured debt   (90,572)
Decrease in cash used for repayment on secured / unsecured debt        436,959
Increase in cash used for dividend and distribution payments          (31,164)
Other changes                                                         

(40,722)

Increase in net cash provided by financing activities               $  

894,961

The increase in net cash provided by financing activities was primarily due to
(i) an increase in cash proceeds from short-term borrowings, (ii) a decrease in
cash used for repayment of unsecured notes (in 2022, we redeemed the 4.750%
Notes due 2025 ($450 million); in 2021 we redeemed 2.750% Notes due 2023 ($300
million) and paid down the remaining balance of our unsecured term loan ($537
million)), and (iii) an increase in dividend and distribution payments due to an
increased dividend amount per share of common stock and common unit.

Noncontrolling Interests in Operating Partnership


Noncontrolling interests relate to the common units in Digital Realty Trust,
L.P. that are not owned by Digital Realty Trust, Inc., which, as of March 31,
2022, amounted to 2.2% of Digital Realty Trust, L.P. common units. Historically,
Digital Realty Trust, L.P. has issued common units to third party sellers in
connection with our acquisition of real estate interests from such third
parties.

Limited partners have the right to require Digital Realty Trust, L.P. to redeem
part or all of their common units for cash based upon the fair market value of
an equivalent number of shares of Digital Realty Trust, Inc. common stock at the
time of the redemption. Alternatively, we may elect to acquire those common
units in exchange for shares of Digital Realty Trust, Inc. common stock on a
one-for-one basis, subject to adjustment in the event of stock splits, stock
dividends, issuance of stock rights, specified extraordinary distributions and
similar events. As of March 31, 2022, approximately 0.2 million common units of
Digital Realty Trust, L.P. that were issued to certain former unitholders of
DuPont Fabros Technology, L.P. in connection with the Company's acquisition of
DuPont Fabros Technology, Inc. were outstanding, which are subject to certain
restrictions and, accordingly, are not presented as permanent capital in the
condensed consolidated balance sheet.

Inflation

Many of our leases provide for separate real estate tax and operating expense escalations. In addition, many of the leases provide for fixed base rent increases. We believe that inflationary increases may be at least partially offset by the contractual rent increases and expense escalations described above.

Funds from Operations


We calculate funds from operations, or FFO, in accordance with the standards
established by the National Association of Real Estate Investment Trusts
(Nareit) in the Nareit Funds From Operations White Paper - 2018 Restatement. FFO
represents net income (loss) (computed in accordance with GAAP), excluding gains
(or losses) from sales of property, a gain from a pre-existing relationship,
impairment charges and real estate related depreciation and amortization
(excluding amortization of deferred financing costs) and after adjustments for
unconsolidated partnerships and joint ventures. Management uses FFO as a
supplemental performance measure because, in excluding real estate related
depreciation and amortization and gains and losses from property dispositions
and after adjustments for unconsolidated partnerships and joint ventures, it
provides a performance measure that, when compared year over year, captures
trends in occupancy rates, rental rates and operating costs. We also believe
that, as a widely recognized measure of the performance of REITs, FFO will be
used by investors as a basis to compare our operating performance with that of
other REITs. However, because FFO excludes depreciation and amortization and
captures neither the changes in the value of our properties that result from use
or market conditions, nor the level of capital expenditures and capitalized
leasing

                                       48

commissions necessary to maintain the operating performance of our properties,
all of which have real economic effect and could materially impact our financial
condition and results from operations, the utility of FFO as a measure of our
performance is limited. Other REITs may not calculate FFO in accordance with the
Nareit definition and, accordingly, our FFO may not be comparable to other
REITs' FFO. FFO should be considered only as a supplement to net income computed
in accordance with GAAP as a measure of our performance.

  Reconciliation of Net Income Available to Common Stockholders to Funds From
                                Operations (FFO)

           (unaudited, in thousands, except per share and unit data)

                                                                 Three

Months Ended March 31,

                                                                  2022                  2021
Net Income Available to Common Stockholders                 $          63,100     $         372,406
Adjustments:
Non-controlling interests in operating partnership                      1,600                 9,800
Real estate related depreciation & amortization (1)                   374,162               364,697

Unconsolidated JV real estate related depreciation & amortization

                                                           29,320                19,378
Gain on real estate transactions                                      (2,770)             (333,921)

FFO available to common stockholders and unitholders (2) $ 465,412 $ 432,360 Basic FFO per share and unit

                                $            1.60     $            1.50
Diluted FFO per share and unit (2)                          $            1.60     $            1.49
Weighted average common stock and units outstanding
Basic                                                                 290,163               288,377
Diluted (2)                                                           290,662               289,199

(1) Real estate related depreciation and amortization
was
computed as follows:
Depreciation and amortization per income statement          $         382,132     $         369,733
Non-real estate depreciation                                          (7,970)               (5,036)
                                                            $         374,162     $         364,697

For all periods presented, we have excluded the effect of the series C,

series J, series K and series L preferred stock, as applicable, that may be (2) converted into common stock upon the occurrence of specified change in

control transactions as described in the articles supplementary governing the

series C, series J, series K and series L preferred stock, as applicable, as

they would be anti-dilutive.


                                                   Three Months Ended March 31,
                                                    2022                   2021
Weighted average common stock and units
outstanding                                             290,163            

288,377

Add: Effect of dilutive securities                          499            

822

Weighted average common stock and units
outstanding-diluted                                     290,662                289,199


                                       49

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Financials (USD)
Sales 2022 4 736 M - -
Net income 2022 351 M - -
Net Debt 2022 16 321 M - -
P/E ratio 2022 117x
Yield 2022 3,52%
Capitalization 39 513 M 39 513 M -
EV / Sales 2022 11,8x
EV / Sales 2023 11,0x
Nbr of Employees 3 030
Free-Float 97,2%
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Managers and Directors
Arthur William Stein Secretary, Chief Financial & Investment Officer
Andrew P. Power President & Chief Financial Officer
Laurence A. Chapman Chairman
Christopher Sharp Chief Technology Officer
Ed Diver Chief Information Officer
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