0001123292-13-001447.txt : 20131008 0001123292-13-001447.hdr.sgml : 20131008 20131008215621 ACCESSION NUMBER: 0001123292-13-001447 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131008 FILED AS OF DATE: 20131008 DATE AS OF CHANGE: 20131008 ISSUER: 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 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TRAHANAS PHILIP P CENTRAL INDEX KEY: 0001324266 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36109 FILM NUMBER: 131142384 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE COMPANY LLC STREET 2: 3 PICKWICK PLAZA CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: Trahanas Philip Peter DATE OF NAME CHANGE: 20050419 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2013-10-08 0 0001577368 QTS Realty Trust, Inc. QTS 0001324266 TRAHANAS PHILIP P C/O QTS REALTY TRUST, INC. 12851 FOSTER STREET, SUITE 205 OVERLAND PARK KS 66213 1 0 0 0 Class O LTIP units of Operating Partnership Class A units of Operating Partnership 35000 D Class C units of Operating Partnership Class A Common Stock 11043645 I See Footnote Class D units of Operating Partnership Class A Common Stock 3600000 I See Footnote Each Class O LTIP unit is convertible by QTS Realty Trust, Inc.'s operating partnership or by the holder into Class A units at any time, and upon such equalization of the capital account of a Class O LTIP unit (and full vesting of the Class O LTIP unit, if such unit is subject to vesting and being converted by the holder), the Class O LTIP unit will be convertible into a number of Class A units equal to (i) the Class O LTIP unit's capital account divided by (ii) the capital account balance of a Class A unit (i.e., in a manner similar to a typical stock appreciation right), subject to certain exceptions and adjustments. Upon completion of the initial public offering of QTS Realty Trust, Inc. (the "Company"), Class A units are redeemable for cash or, at the operating partnership's election, shares of the Company's Class A common stock on a one-for-one basis, beginning one year following the beginning of the first full calendar month following the closing of the initial public offering. Securities held by GA QTS Interholdco, LLC ("GA QTS Interholdco"), a Delaware limited liability company. GA QTS Interholdco is the indirect beneficial holder, through General Atlantic REIT, Inc., a Maryland corporation ("GA REIT"), of 11,043,645 Class C units of limited partnership interest in QualityTech, L.P. (the "Class C Units") and 3,600,000 Class D units of limited partnership interest in QualityTech, L.P (the "Class D Units"). Upon completion of the initial public offering of the Company, (i) such Class C Units and Class D Units will convert into an equal number of Class A Units of QualityTech, L.P. (or 14,643,645 Class A Units) and (ii) GA REIT will merge with and into the Company (with the Company surviving such merger) and such Class A Units will be automatically converted into shares of the Company's Class A common stock, par value $0.01 per share (the "Class A Common Stock"), [footnote cont'd] [footnote cont'd] on a one-for-one basis, or 14,643,645 shares of Class A Common Stock in the aggregate, which will be directly held by GA QTS Interholdco. Mr. Trahanas is a Managing Director of General Atlantic LLC ("GA LLC"). GA LLC is the general partner of General Atlantic GenPar, L.P., a Delaware limited partnership, which is the general partner of General Atlantic Partners 85, L.P., a Delaware limited partnership ("GAP 85"). GA LLC is also the managing member of GAP Coinvestments III, LLC, a Delaware limited liability company ("GAPCO III"), and GAP Coinvestments IV, LLC, a Delaware limited liability company ("GAPCO IV"), and the general partner of GAP Coinvestments CDA, L.P., a Delaware limited partnership ("GAPCO CDA"). [footnote cont'd] [footnote cont'd] In addition, certain managing directors of GA LLC make investment decisions for GAPCO Management GmbH, a German corporation, which is the general partner of GAPCO GmbH & Co., KG, a German limited partnership ("KG"). Each of GAP 85, GAPCO III, GAPCO IV, GAPCO CDA and KG are members of GA QTS Interholdco, LLC. Mr. Trahanas disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purposes. Exhibit 24: Power of Attorney /s/ Timothy J. Kuester, attorney-in-fact 2013-10-08 EX-24 2 trahanaspoa.htm Unassociated Document

POWER OF ATTORNEY
 
Know all by these presents, that the undersigned hereby constitutes and appoints each of Shirley E. Goza and Timothy J. Kuester, the undersigned’s true and lawful attorney-in-fact to:

(1)              execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of QTS Realty Trust, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned’s ownership, acquisition, or disposition of securities of the Company;

(2)              do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)              take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, and in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

   IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 8th day of October, 2013.


 
     /s/ Philip P. Trahanas  
     Name:  Philip P. Trahanas