0000716133-12-000054.txt : 20120808 0000716133-12-000054.hdr.sgml : 20120808 20120808070905 ACCESSION NUMBER: 0000716133-12-000054 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120808 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120808 DATE AS OF CHANGE: 20120808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CINCINNATI BELL INC CENTRAL INDEX KEY: 0000716133 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 311056105 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08519 FILM NUMBER: 121015012 BUSINESS ADDRESS: STREET 1: 201 E FOURTH ST CITY: CINCINNATI STATE: OH ZIP: 45201 BUSINESS PHONE: 5133979900 MAIL ADDRESS: STREET 1: P O BOX 2301 CITY: CINCINNATI STATE: OH ZIP: 45201 FORMER COMPANY: FORMER CONFORMED NAME: BROADWING INC DATE OF NAME CHANGE: 20000512 FORMER COMPANY: FORMER CONFORMED NAME: CINCINNATI BELL INC /OH/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CBI INC DATE OF NAME CHANGE: 19830814 8-K 1 a8-kshellsx11.htm CURRENT REPORT 8-K Shell S-11



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: August 8, 2012
CINCINNATI BELL INC.
(Exact name of registrant as specified in its charter)



Ohio

(State or other jurisdiction
of incorporation)
1-8519
(Commission File Number)
31-1056105

(IRS Employer Identification No.)
221 East Fourth Street
Cincinnati, Ohio

(Address of principal executive offices)
 

45202

(Zip Code)

Registrant's telephone number, including area code: (513) 397-9900

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 Instruction 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 8 - Other Events

Item 8.01 Other Items     

On August 8, 2012, Cincinnati Bell Inc. issued a press release announcing that CyrusOne Inc., the wholly owned subsidiary that owns and operates Cincinnati Bell's data center business, has filed a registration statement on Form S-11 with the Securities and Exchange Commission (“SEC”) in connection with CyrusOne's proposed initial public offering of its common stock. A copy of the press release is furnished herewith as Exhibit 99.1.
 
Section 9-Financial Statements and Exhibits
 
Item 9.01-Financial Statements and Exhibits.

(d)
Exhibits
 
 
 
 
 
 
 
 
 
 
 
 
 
Exhibit 99.1
Press release dated August 8, 2012 announcing that CyrusOne Inc. has filed a registration statement on Form S-11 with the SEC.






















SIGNATURES

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


 
 
 
 
 
 
 
 
 
 
CINCINNATI BELL INC.
 
 
 
 
 
 
 
Date:
August 8, 2012
 
By:
/s/ Christopher J. Wilson
 
 
 
 
 
Christopher J. Wilson
 
 
 
 
 
Vice President, General Counsel and Secretary






Exhibit Index


Exhibit No.
Exhibit
 
 
 
 
 
 
 
 
99.1
Press Release dated August 8, 2012 announcing that CyrusOne Inc. has filed a registration statement on Form S-11 with the SEC.









 EX-99.1 2 s-11exhibit991.htm EXHIBIT 99.1 S-11 Exhibit 99.1
Exhibit 99.1
 
    Cincinnati Bell Inc.



                                             
CyrusOne Inc. Files Registration Statement for a Proposed Initial Public Offering

CINCINNATI - August 8, 2012 - Cincinnati Bell Inc. (NYSE: CBB) announced today that CyrusOne Inc., the wholly owned subsidiary that owns and operates Cincinnati Bell's data center business, has filed a registration statement on Form S-11 with the Securities and Exchange Commission (SEC) in connection with CyrusOne's proposed initial public offering of its common stock. A portion of the proceeds from the initial public offering will be used to repay outstanding indebtedness of CyrusOne owed to Cincinnati Bell.

Morgan Stanley & Co. LLC and BofA Merrill Lynch will act as joint book-running managers.

A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective.

This news release shall not constitute an offer to sell, or the solicitation of an offer to buy, these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The initial public offering will be made only by means of a prospectus. When available, a copy of the preliminary prospectus relating to the initial public offering may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, by telephone at +1 (866) 718-1649 or by email at prospectus@morganstanley.com; or from BofA Merrill Lynch, Attention: Prospectus Department, 222 Broadway, 7th Floor, New York, New York 10038 or by email at dg.prospectus_requests@baml.com.

Safe Harbor Note
This release and the documents incorporated by reference herein contain forward-looking statements regarding future events and our future results that are subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “predicts,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “may,” variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned these forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially and adversely from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this release and those discussed in other documents we file with the SEC. More information on potential risks and uncertainties is available in our recent filings with the SEC, including Cincinnati Bell's Form 10-K report, Form 10-Q reports and Form 8-K reports. Actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any
forward-looking statements for any reason.

Exhibit 99.1
 
    Cincinnati Bell Inc.



About Cincinnati Bell Inc.
With headquarters in Cincinnati, Ohio, Cincinnati Bell (NYSE: CBB) provides integrated communications solutions - including local, long distance, data, Internet, entertainment and wireless services - that keep residential and business customers in Greater Cincinnati and Dayton connected with each other and with the world. In addition, Cincinnati Bell provides best-in-class data center colocation services to its enterprise customers through its facilities with fully redundant power and cooling solutions that are currently located in the Midwest, Texas, London and Singapore. Complementing the colocation products, Cincinnati Bell also offers complex information technology solutions like managed services and technology staffing. For more information, visit www.cincinnatibell.com.


Investor / Media contact:
John Caulfield    
513-397-0487    
john.caulfield@cinbell.com