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CYRUSONE INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

June 25, 2014



ITEM 1.01 - Entry into a Material Definitive Agreement.

On June 25, 2014, CyrusOne Inc., a Maryland corporation (the "Company"), completed its previously announced public offering (the "Offering") of 15,985,000 shares of its common stock, par value $0.01 per share (the "Common Stock").

In connection with the Offering, on June 19, 2014, the Company, CyrusOne GP, a Maryland statutory trust (the "General Partner") and CyrusOne LP, a Maryland limited partnership (the "Operating Partnership") entered into an underwriting agreement (the "Underwriting Agreement") with Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters specified therein (the "Underwriters"), pursuant to which the Company agreed to sell to the Underwriters 15,985,000 shares of Common Stock pursuant to the Company's Registration Statement on Form S-3 (File No. 333-194770). The above summary is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 hereto and incorporated herein by reference.

The opinion of Venable LLP, relating to the validity of the Common Stock offered and sold pursuant to the Underwriting Agreement, is filed herewith as Exhibit 5.1.

ITEM 8.01 - Other Events.



On June 25, 2014, the Company issued a press release announcing the closing of the Offering. A copy of the press release is furnished herewith as Exhibit 99.1.

ITEM 9.01 - Financial Statements and Exhibits.

(d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, dated June 19, 2014, by and among CyrusOne Inc., CyrusOne GP, CyrusOne LP and Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters specified therein. 5.1 Opinion of Venable LLP. 23.1 Consent of Venable LLP (included as part of Exhibit 5.1). 99.1 Press Release dated June 25, 2014. 2



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