Statement of Changes in Beneficial Ownership (4)
May 11 2020 - 7:16PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Carlyle Group Management L.L.C. |
2. Issuer Name and Ticker or Trading Symbol
CoreSite Realty Corp
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COR
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O THE CARLYLE GROUP, 1001, PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/7/2020 |
(Street)
WASHINGTON, DC 20004-2505
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/7/2020 | | M | | 2620000 | A | (1) | 2620000 | I | See footnotes (2)(3)(4)(5) |
Common Stock | 5/7/2020 | | S | | 2620000 | D | $118.4607 | 0 | I | See footnotes (2)(3)(4)(5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Operating Partnership Units | (1) | 5/7/2020 | | M | | | 2620000 | (1) | (1) | Common Stock | 2620000 | (1) | 8105390 | I | See footnotes (2)(3)(4)(5) |
Explanation of Responses: |
(1) | The operating partnership units are redeemable at any time for cash or, at the election of the Issuer, exchangeable for shares of common stock on a one-for-one basis, and have no expiration date. |
(2) | Following the transactions reported herein, consists of (i) 957,374 common units held by CoreSite CRP III Holdings, LLC; (ii) 193,940 common units held by CoreSite CRP III Holdings (VCOC), LLC; (iii) 670,930 common units held by CoreSite CRP IV Holdings, LLC; (iv) 114,259 common units held by CoreSite CRP IV Holdings (VCOC I), LLC; (v) 293,669 common units held by CoreSite CRP IV Holdings (VCOC II), LLC; and (vi) 5,875,218 common units held by CoreSite CRP V Holdings, LLC. |
(3) | Following an internal reorganization and by reason of the relationships described below, the reporting person may be deemed to share beneficial ownership of the securities reported herein. The reporting person disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein. |
(4) | Carlyle Group Management L.L.C. holds an irrevocable proxy to vote a majority of the shares of The Carlyle Group Inc., which is a publicly traded entity listed on NASDAQ. The Carlyle Group Inc. is the sole shareholder of Carlyle Holdings I GP Inc., which is the managing member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities reported herein, is the managing member of CG Subsidiary Holdings L.L.C., which is the sole member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the sole member of each of Carlyle Realty III GP, L.L.C., CRP III AIV GP, L.L.C., Carlyle Realty IV GP, L.L.C., CRP IV AIV GP, L.L.C. and Carlyle Realty V GP, L.L.C. |
(5) | Carlyle Realty III GP, L.L.C. is the general partner of Carlyle Realty III, L.P. which is the manager of CoreSite CRP III Holdings, LLC. CRP III AIV GP, L.L.C. is the general partner of CRP III AIV GP, L.P., which is the general partner of CRQP III AIV, L.P., which is the sole member of CoreSite CRP III Holdings (VCOC), LLC. Carlyle Realty IV GP, L.L.C. is the general partner of Carlyle Realty IV, L.P., which is the manager of CoreSite CRP IV Holdings, LLC. CRP IV AIV GP, L.L.C. is the general partner of CRP IV AIV GP, L.P., which is the general partner of each of CRP IV-A AIV, L.P. and CRQP IV AIV, L.P., which are the managing members of CoreSite CRP IV Holdings (VCOC I), LLC and CoreSite CRP IV Holdings (VCOC II), LLC, respectively. Carlyle Realty V GP, L.L.C. is the general partner of Carlyle Realty V, L.P., which is the manager of CoreSite CRP V Holdings, LLC. |
Remarks: Due to the limitations of the electronic filing system Carlyle Realty III GP, L.L.C., Carlyle Realty III, L.P., CoreSite CRP III Holdings, LLC, CRP III AIV GP, L.L.C., CRP III AIV GP, L.P., CRQP III AIV, L.P., CoreSite CRP III Holdings (VCOC), LLC, Carlyle Realty IV GP, L.L.C., Carlyle Realty IV, L.P., CoreSite CRP IV Holdings, LLC, CRP IV AIV GP, L.L.C., CRP IV AIV GP, L.P., CRP IV-A AIV, L.P., CRQP IV AIV, L.P., CoreSite CRP IV Holdings (VCOC I), LLC, CoreSite CRP IV Holdings (VCOC II), LLC, Carlyle Realty V GP, L.L.C., Carlyle Realty V, L.P. and CoreSite CRP V Holdings, LLC are filing a separate Form 4. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Carlyle Group Management L.L.C. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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Carlyle Group Inc. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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Carlyle Holdings I GP Inc. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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Carlyle Holdings I GP Sub L.L.C. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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Carlyle Holdings I L.P. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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CG Subsidiary Holdings L.L.C. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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TC Group, LLC C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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TC Group Sub L.P. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
| X |
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Signatures
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Carlyle Group Management L.L.C., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
The Carlyle Group Inc., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
Carlyle Holdings I GP Inc., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
Carlyle Holdings I GP Sub L.L.C., By: Carlyle Holdings I GP Inc., its managing member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
Carlyle Holdings I L.P., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
CG Subsidiary Holdings L.L.C., By: Carlyle Holdings I L.P., its managing member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
TC Group, L.L.C., By: CG Subsidiary Holdings L.L.C., its managing member, By: Carlyle Holdings I L.P., its managing member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
TC Group Sub L.P., By: TC Group, L.L.C., its general partner, By: CG Subsidiary Holdings L.L.C., its managing member, By: Carlyle Holdings I L.P., its managing member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer | | 5/11/2020 |
**Signature of Reporting Person | Date |
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