Zayo Group Holdings, Inc. (NYSE:ZAYO) Files An 8-K Other Events

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Zayo Group Holdings, Inc. (NYSE:ZAYO) Files An 8-K Other Events

Item 8.01. Other Events.

On April 5, 2017, Zayo Group, LLC (the Company), a direct
subsidiary of Zayo Group Holdings, Inc., issued press releases
announcing the (i) commencement and (ii) pricing of a private
offering (the 144A Offering), which is exempt from registration
under the Securities Act of 1933, as amended, of $550 million in
aggregate principal amount of the Companys 5.750% Senior Notes
due 2027 through an add-on to its existing issue. The Company
upsized the offering from $500 million to $550 million aggregate
principal amount. As previously announced, the net proceeds of
the 144A Offering will be used to partially repay the Companys
outstanding $1.35billion tranche and $650 million tranche of term
loans, each maturing on January 19, 2024, on a pro rata basis.

Copies of the press releasesare furnished as Exhibits 99.1 and
99.2 to this Current Report on Form 8-K and are incorporated by
reference in this Item 8.01.

This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful.

Item9.01. Financial Statements and Exhibits.

ExhibitNo.

Description

99.1

Press Release dated April 5, 2017.

99.2

Press Release dated April 5, 2017.

Portions of this report may constitute forward-looking statements
as defined by federal law. Although the registrants believe any
such statements are based on reasonable assumptions, there is no
assurance that actual outcomes will not be materially different.
Additional information about issues that could lead to material
changes in the registrants performance is contained in their
respective filings with the Securities and Exchange Commission.
The registrants undertake no obligation to publicly update or
revise any forward-looking statements to reflect events or
circumstances after the date hereof.

Investors should take into consideration those risks and
uncertainties discussed in each registrants Annual Report on Form
10-K for the year ended June 30, 2016 and each registrants
Quarterly Reports on Form 10-Q for the quarters ended September
30, 2016and December 31, 2016, including but not limited to those
under the heading Risk Factors to the extent such heading is
included therein.

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.

Zayo Group, LLC

By: /s/ Ken desGarennes

Name:Ken desGarennes

Title:Chief Financial Officer

DATED:April5, 2017


About Zayo Group Holdings, Inc. (NYSE:ZAYO)

Zayo Group Holdings, Inc. is a provider of bandwidth infrastructure in the United States, Canada and Europe. The Company operates in five segments, including Dark Fiber Solutions, Network Connectivity, Colocation and Cloud Infrastructure, Zayo Canada and Other. Its key products include leased dark fiber, fiber to cellular towers and small cell sites, wavelength connections, Ethernet, Internet Protocol (IP) connectivity and cloud services. Its products and services enable high-bandwidth applications, such as cloud-based computing, video, mobile, social media and machine-to-machine connectivity. As of June 30, 2016 the Company owned fiber networks in 300 metro markets, including metro areas, such as New York, Chicago, San Francisco, Paris, and London, as well as smaller metro areas, such as Allentown, Pennsylvania, Fargo, North Dakota, and Spokane, Washington. The Company also provides its network-neutral colocation and interconnection services utilizing its own data centers.

Zayo Group Holdings, Inc. (NYSE:ZAYO) Recent Trading Information

Zayo Group Holdings, Inc. (NYSE:ZAYO) closed its last trading session up +0.05 at 32.54 with 4,956,614 shares trading hands.