0001104659-21-111683.txt : 20210831 0001104659-21-111683.hdr.sgml : 20210831 20210831172722 ACCESSION NUMBER: 0001104659-21-111683 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210831 DATE AS OF CHANGE: 20210831 EFFECTIVENESS DATE: 20210831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QTS Realty Trust, Inc. CENTRAL INDEX KEY: 0001577368 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 462809094 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-191674 FILM NUMBER: 211227862 BUSINESS ADDRESS: STREET 1: 12851 FOSTER STREET, SUITE 205 CITY: OVERLAND PARK STATE: KS ZIP: 66213 BUSINESS PHONE: 913-814-9988 MAIL ADDRESS: STREET 1: 12851 FOSTER STREET, SUITE 205 CITY: OVERLAND PARK STATE: KS ZIP: 66213 S-8 POS 1 tm2126608d8_s8pos.htm S-8 POS

As filed with the Securities and Exchange Commission on August 31, 2021

Registration No. 333-191674

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1 TO

FORM S-8

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

QTS Realty Trust, Inc.

(QTS Realty Trust, LLC as successor by merger to QTS Realty Trust, Inc.)

(Exact Name of Registrant as Specified in Its Charter)

Maryland

(State of Other Jurisdiction of Incorporation
or Organization)

46-2809094

(I.R.S. Employer Identification No.)

12851 Foster Street, Overland Park, KS 66213

(913) 814-9988

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

QTS Realty Trust, Inc. 2013 Equity Incentive Plan

(Full Title of Plan)

Matt Thomson

General Counsel

QTS Realty Trust, LLC

12851 Foster Street, Overland Park, KS 66213

(913) 312-5503

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copy to:

Brian M. Stadler

Anthony F. Vernace

Simpson Thacher & Bartlett LLP

425 Lexington Avenue

New York, New York 10017

(212) 455-2000

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x

Accelerated filer ¨

Non-accelerated filer ¨

Smaller reporting company ¨

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ¨

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (File No. 333-191674) (the “Registration Statement”) of QTS Realty Trust, Inc., a Maryland corporation (the “Company”), which was filed with the Securities and Exchange Commission on October 10, 2013.

On August 31, 2021, pursuant to the terms of the Agreement and Plan of Merger, dated as of June 7, 2021, among the Company, Volt Upper Holdings LLC, a Delaware limited liability company, Volt Lower Holdings LLC, a Delaware limited liability company (“Merger Sub I”), Volt Acquisition LP, a Delaware limited partnership, and QualityTech, LP, a Delaware limited partnership, the Company merged with and into Merger Sub I, with Merger Sub I continuing as the surviving company in the merger (the “Merger”), under the name “QTS Realty Trust, LLC”.

As a result of the Merger, any and all offerings of securities registered pursuant to the Registration Statement have been terminated. In accordance with undertakings made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered under the Registration Statement that remain unsold at the termination of the offering, Merger Sub I, as successor to the Company, hereby removes from registration all securities registered under the Registration Statement but unsold as of the date hereof.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and Rule 478 thereunder, the Registrant has duly caused this Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on August 31, 2021.

	QTS Realty Trust, LLC
	(as successor by merger to QTS Realty Trust, Inc.)

	By:	/s/ Matt N. Thomson
		Matt N. Thomson
		General Counsel, Vice President and Secretary