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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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77-0487526
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(State of incorporation)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Page
No.
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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June 30,
2017 |
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December 31,
2016 |
||||
|
(Unaudited)
|
||||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,063,777
|
|
|
$
|
748,476
|
|
Short-term investments
|
4,242
|
|
|
3,409
|
|
||
Accounts receivable, net
|
545,734
|
|
|
396,245
|
|
||
Other current assets
|
235,871
|
|
|
319,396
|
|
||
Total current assets
|
1,849,624
|
|
|
1,467,526
|
|
||
Long-term investments
|
6,389
|
|
|
10,042
|
|
||
Property, plant and equipment, net
|
8,746,595
|
|
|
7,199,210
|
|
||
Goodwill
|
4,225,553
|
|
|
2,986,064
|
|
||
Intangible assets, net
|
2,382,230
|
|
|
719,231
|
|
||
Other assets
|
263,546
|
|
|
226,298
|
|
||
Total assets
|
$
|
17,473,937
|
|
|
$
|
12,608,371
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
612,593
|
|
|
$
|
581,739
|
|
Accrued property, plant and equipment
|
192,381
|
|
|
144,842
|
|
||
Current portion of capital lease and other financing obligations
|
62,937
|
|
|
101,046
|
|
||
Current portion of mortgage and loans payable
|
83,022
|
|
|
67,928
|
|
||
Other current liabilities
|
140,502
|
|
|
133,140
|
|
||
Total current liabilities
|
1,091,435
|
|
|
1,028,695
|
|
||
Capital lease and other financing obligations, less current portion
|
1,584,287
|
|
|
1,410,742
|
|
||
Mortgage and loans payable, less current portion
|
2,511,447
|
|
|
1,369,087
|
|
||
Senior notes
|
5,047,426
|
|
|
3,810,770
|
|
||
Other liabilities
|
715,679
|
|
|
623,248
|
|
||
Total liabilities
|
10,950,274
|
|
|
8,242,542
|
|
||
Commitments and contingencies (Note 10)
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
Common stock, $0.001 par value per share: 300,000,000 shares authorized; 77,944,939 and 71,409,015 shares outstanding
|
78
|
|
|
72
|
|
||
Additional paid-in capital
|
9,648,817
|
|
|
7,413,519
|
|
||
Treasury stock, at cost; 405,472 and 408,415 shares
|
(146,982
|
)
|
|
(147,559
|
)
|
||
Accumulated dividends
|
(2,274,503
|
)
|
|
(1,969,645
|
)
|
||
Accumulated other comprehensive loss
|
(811,321
|
)
|
|
(949,142
|
)
|
||
Retained earnings
|
107,574
|
|
|
18,584
|
|
||
Total stockholders' equity
|
6,523,663
|
|
|
4,365,829
|
|
||
Total liabilities and stockholders' equity
|
$
|
17,473,937
|
|
|
$
|
12,608,371
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Unaudited)
|
||||||||||||||
Revenues
|
$
|
1,066,421
|
|
|
$
|
900,510
|
|
|
$
|
2,015,946
|
|
|
$
|
1,744,666
|
|
Costs and operating expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of revenues
|
522,203
|
|
|
456,967
|
|
|
991,164
|
|
|
884,647
|
|
||||
Sales and marketing
|
141,566
|
|
|
107,832
|
|
|
270,493
|
|
|
214,422
|
|
||||
General and administrative
|
191,355
|
|
|
168,462
|
|
|
372,754
|
|
|
334,366
|
|
||||
Acquisition costs
|
26,402
|
|
|
15,594
|
|
|
29,427
|
|
|
52,130
|
|
||||
Gains on asset sales
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,242
|
)
|
||||
Total costs and operating expenses
|
881,526
|
|
|
748,855
|
|
|
1,663,838
|
|
|
1,480,323
|
|
||||
Income from continuing operations
|
184,895
|
|
|
151,655
|
|
|
352,108
|
|
|
264,343
|
|
||||
Interest income
|
4,437
|
|
|
841
|
|
|
7,529
|
|
|
1,766
|
|
||||
Interest expense
|
(119,042
|
)
|
|
(100,332
|
)
|
|
(230,726
|
)
|
|
(201,195
|
)
|
||||
Other income (expense)
|
1,284
|
|
|
1,555
|
|
|
1,621
|
|
|
(59,155
|
)
|
||||
Loss on debt extinguishment
|
(16,444
|
)
|
|
(605
|
)
|
|
(19,947
|
)
|
|
(605
|
)
|
||||
Income from continuing operations before income taxes
|
55,130
|
|
|
53,114
|
|
|
110,585
|
|
|
5,154
|
|
||||
Income tax expense
|
(9,325
|
)
|
|
(13,812
|
)
|
|
(22,718
|
)
|
|
(3,179
|
)
|
||||
Net income from continuing operations
|
45,805
|
|
|
39,302
|
|
|
87,867
|
|
|
1,975
|
|
||||
Net income from discontinued operations, net of tax
|
—
|
|
|
5,409
|
|
|
—
|
|
|
11,625
|
|
||||
Net income
|
$
|
45,805
|
|
|
$
|
44,711
|
|
|
$
|
87,867
|
|
|
$
|
13,600
|
|
Earnings per share ("EPS"):
|
|
|
|
|
|
|
|
||||||||
Basic EPS from continuing operations
|
$
|
0.59
|
|
|
$
|
0.56
|
|
|
$
|
1.17
|
|
|
$
|
0.03
|
|
Basic EPS from discontinued operations
|
—
|
|
|
0.08
|
|
|
—
|
|
|
0.17
|
|
||||
Basic EPS
|
$
|
0.59
|
|
|
$
|
0.64
|
|
|
$
|
1.17
|
|
|
$
|
0.20
|
|
Weighted-average shares
|
77,923
|
|
|
69,729
|
|
|
75,383
|
|
|
68,931
|
|
||||
Diluted EPS from continuing operations
|
$
|
0.58
|
|
|
$
|
0.56
|
|
|
$
|
1.16
|
|
|
$
|
0.03
|
|
Diluted EPS from discontinued operations
|
—
|
|
|
0.08
|
|
|
—
|
|
|
0.17
|
|
||||
Diluted EPS
|
$
|
0.58
|
|
|
$
|
0.64
|
|
|
$
|
1.16
|
|
|
$
|
0.20
|
|
Weighted-average shares for diluted EPS
|
78,508
|
|
|
70,364
|
|
|
76,008
|
|
|
69,575
|
|
||||
Cash dividends declared per common share
|
$
|
2.00
|
|
|
$
|
1.75
|
|
|
$
|
4.00
|
|
|
$
|
3.50
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Unaudited)
|
||||||||||||||
Net income
|
$
|
45,805
|
|
|
$
|
44,711
|
|
|
$
|
87,867
|
|
|
$
|
13,600
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment ("CTA") gain (loss)
|
200,983
|
|
|
(298,361
|
)
|
|
307,921
|
|
|
(182,462
|
)
|
||||
Unrealized gain (loss) on available-for-sale securities, net of tax effects of $29, $(558), $(70) and $(420)
|
(65
|
)
|
|
1,199
|
|
|
(330
|
)
|
|
895
|
|
||||
Unrealized gain (loss) on cash flow hedges, net of tax effects of $9,240, $(4,908), $13,291 and $(2,647)
|
(27,671
|
)
|
|
14,726
|
|
|
(39,398
|
)
|
|
7,942
|
|
||||
Net investment hedge CTA gain (loss)
|
(101,847
|
)
|
|
55,196
|
|
|
(130,398
|
)
|
|
38,884
|
|
||||
Net actuarial gain on defined benefit plans, net of tax effects of $(4), $(2), $(10) and $(6)
|
15
|
|
|
8
|
|
|
26
|
|
|
14
|
|
||||
Total other comprehensive income (loss), net of tax
|
71,415
|
|
|
(227,232
|
)
|
|
137,821
|
|
|
(134,727
|
)
|
||||
Comprehensive income (loss), net of tax
|
$
|
117,220
|
|
|
$
|
(182,521
|
)
|
|
$
|
225,688
|
|
|
$
|
(121,127
|
)
|
|
Six Months Ended
June 30, |
||||||
|
2017
|
|
2016
|
||||
|
(Unaudited)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
87,867
|
|
|
$
|
13,600
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation
|
392,617
|
|
|
352,130
|
|
||
Stock-based compensation
|
83,948
|
|
|
73,384
|
|
||
Amortization of intangible assets
|
79,175
|
|
|
60,455
|
|
||
Amortization of debt issuance costs and debt discounts
|
15,710
|
|
|
11,025
|
|
||
Provision for allowance for doubtful accounts
|
7,989
|
|
|
3,648
|
|
||
Gain on asset sales
|
—
|
|
|
(5,242
|
)
|
||
Loss on debt extinguishment
|
19,947
|
|
|
318
|
|
||
Other items
|
3,773
|
|
|
11,821
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(151,900
|
)
|
|
(42,367
|
)
|
||
Income taxes, net
|
(33,927
|
)
|
|
(23,755
|
)
|
||
Accounts payable and accrued expenses
|
16,171
|
|
|
(10,625
|
)
|
||
Other assets and liabilities
|
32,474
|
|
|
(61,294
|
)
|
||
Net cash provided by operating activities
|
553,844
|
|
|
383,098
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of investments
|
(26,257
|
)
|
|
(16,482
|
)
|
||
Sales and maturities of investments
|
29,456
|
|
|
28,665
|
|
||
Business acquisitions, net of cash and restricted cash acquired
|
(3,629,654
|
)
|
|
(1,601,326
|
)
|
||
Purchases of real estate
|
(48,580
|
)
|
|
(28,118
|
)
|
||
Purchases of other property, plant and equipment
|
(625,814
|
)
|
|
(447,567
|
)
|
||
Proceeds from sale of assets
|
47,767
|
|
|
22,825
|
|
||
Net cash used in investing activities
|
(4,253,082
|
)
|
|
(2,042,003
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from employee equity awards
|
20,119
|
|
|
17,639
|
|
||
Payment of dividends
|
(304,373
|
)
|
|
(246,694
|
)
|
||
Proceeds from public offering of common stock, net of offering costs
|
2,126,341
|
|
|
—
|
|
||
Proceeds from senior notes
|
1,250,000
|
|
|
—
|
|
||
Proceeds from loans payable
|
1,059,800
|
|
|
701,250
|
|
||
Repayment of capital lease and other financing obligations
|
(44,460
|
)
|
|
(45,335
|
)
|
||
Repayment of convertible debt, mortgage, and loans payable
|
(42,305
|
)
|
|
(973,111
|
)
|
||
Debt extinguishment costs
|
(11,254
|
)
|
|
—
|
|
||
Debt issuance costs
|
(40,619
|
)
|
|
(42
|
)
|
||
Other financing activities
|
(900
|
)
|
|
—
|
|
||
Net cash provided by (used) in financing activities
|
4,012,349
|
|
|
(546,293
|
)
|
||
Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash
|
16,868
|
|
|
8,639
|
|
||
Change in cash balances included in assets held for sale
|
—
|
|
|
(25,111
|
)
|
||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
329,979
|
|
|
(2,221,670
|
)
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
773,247
|
|
|
2,718,427
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
1,103,226
|
|
|
$
|
496,757
|
|
|
|
|
|
||||
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,063,777
|
|
|
$
|
483,160
|
|
Current portion of restricted cash included in other current assets
|
28,965
|
|
|
3,411
|
|
||
Non-current portion of restricted cash included in other assets
|
10,484
|
|
|
10,186
|
|
||
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows
|
$
|
1,103,226
|
|
|
$
|
496,757
|
|
|
|
|
|
1.
|
Basis of Presentation and Significant Accounting Policies
|
2.
|
Earnings Per Share
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income:
|
|
|
|
|
|
|
|
||||||||
Net income from continuing operations
|
$
|
45,805
|
|
|
$
|
39,302
|
|
|
$
|
87,867
|
|
|
$
|
1,975
|
|
Net income from discontinued operations
|
—
|
|
|
5,409
|
|
|
—
|
|
|
11,625
|
|
||||
Net income
|
$
|
45,805
|
|
|
$
|
44,711
|
|
|
$
|
87,867
|
|
|
$
|
13,600
|
|
Weighted-average shares used to calculate basic EPS
|
77,923
|
|
|
69,729
|
|
|
75,383
|
|
|
68,931
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Employee equity awards
|
585
|
|
|
635
|
|
|
625
|
|
|
644
|
|
||||
Weighted-average shares used to calculate diluted EPS
|
78,508
|
|
|
70,364
|
|
|
76,008
|
|
|
69,575
|
|
||||
Basic EPS:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.59
|
|
|
$
|
0.56
|
|
|
$
|
1.17
|
|
|
$
|
0.03
|
|
Discontinued operations
|
—
|
|
|
0.08
|
|
|
—
|
|
|
0.17
|
|
||||
Basic EPS
|
$
|
0.59
|
|
|
$
|
0.64
|
|
|
$
|
1.17
|
|
|
$
|
0.20
|
|
Diluted EPS:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.58
|
|
|
$
|
0.56
|
|
|
$
|
1.16
|
|
|
$
|
0.03
|
|
Discontinued operations
|
—
|
|
|
0.08
|
|
|
—
|
|
|
0.17
|
|
||||
Diluted EPS
|
$
|
0.58
|
|
|
$
|
0.64
|
|
|
$
|
1.16
|
|
|
$
|
0.20
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Shares reserved for conversion of 4.75% convertible subordinated notes
|
—
|
|
|
1,627
|
|
|
—
|
|
|
1,795
|
|
Common stock related to employee equity awards
|
4
|
|
|
7
|
|
|
52
|
|
|
3
|
|
Total
|
4
|
|
|
1,634
|
|
|
52
|
|
|
1,798
|
|
3.
|
Acquisitions
|
Cash and cash equivalents
|
$
|
1,073
|
|
Accounts receivable
|
319
|
|
|
Other current assets
|
7,319
|
|
|
Property, plant, and equipment
|
837,559
|
|
|
Intangible assets
|
1,702,900
|
|
|
Goodwill
|
1,087,571
|
|
|
Total assets acquired
|
3,636,741
|
|
|
Accounts payable and accrued liabilities
|
(1,725
|
)
|
|
Other current liabilities
|
(320
|
)
|
|
Capital lease and other financing obligations
|
(17,025
|
)
|
|
Deferred tax liabilities
|
(16,878
|
)
|
|
Other liabilities
|
(6,107
|
)
|
|
Net assets acquired
|
$
|
3,594,686
|
|
Intangible Assets
|
|
Fair Value
|
|
Weighted-average Estimated Useful Lives (Years)
|
||
Customer relationships
(1)
|
|
$
|
1,702,900
|
|
|
14.3
|
(1)
|
Included in this amount is a customer relationship intangible asset for Verizon totaling
$374.8 million
. Pursuant to the acquisition agreement, the Company formalized agreements to provide pre-existing space and services to Verizon at the acquired data centers.
|
Cash and cash equivalents
|
$
|
4,073
|
|
Accounts receivable
|
1,507
|
|
|
Other current assets
|
794
|
|
|
Property, plant and equipment
|
143,972
|
|
|
Intangible assets
|
11,758
|
|
|
Goodwill
|
48,835
|
|
|
Other assets
|
81
|
|
|
Total assets acquired
|
211,020
|
|
|
Accounts payable and accrued liabilities
|
(2,044
|
)
|
|
Other current liabilities
|
(2,798
|
)
|
|
Deferred tax liabilities
|
(42,395
|
)
|
|
Other liabilities
|
(755
|
)
|
|
Net assets acquired
|
$
|
163,028
|
|
Cash and cash equivalents
|
$
|
73,368
|
|
Accounts receivable
|
24,042
|
|
|
Other current assets
|
41,079
|
|
|
Assets held for sale
|
877,650
|
|
|
Property, plant and equipment
|
1,058,583
|
|
|
Goodwill
|
2,215,567
|
|
|
Intangible assets
|
694,243
|
|
|
Deferred tax assets
|
994
|
|
|
Other assets
|
4,102
|
|
|
Total assets acquired
|
4,989,628
|
|
|
Accounts payable and accrued expenses
|
(84,367
|
)
|
|
Accrued property, plant and equipment
|
(3,634
|
)
|
|
Other current liabilities
|
(27,233
|
)
|
|
Liabilities held for sale
|
(155,650
|
)
|
|
Capital lease and other financing obligations
|
(165,365
|
)
|
|
Mortgage and loans payable
|
(592,304
|
)
|
|
Deferred tax liabilities
|
(176,168
|
)
|
|
Other liabilities
|
(40,021
|
)
|
|
Net assets acquired
|
$
|
3,744,886
|
|
Intangible Assets
|
|
Fair Value
|
|
Estimated Useful Lives (Years)
|
|
Weighted-average Estimated Useful Lives (Years)
|
||
Customer relationships
|
|
$
|
591,956
|
|
|
13.5
|
|
13.5
|
Trade names
|
|
72,033
|
|
|
1.5
|
|
1.5
|
|
Favorable leases
|
|
30,254
|
|
|
2.0 - 25.4
|
|
19.7
|
|
Three months ended
June 30,
|
|
Six months ended
June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenues
|
$
|
1,101,848
|
|
|
$
|
1,010,833
|
|
|
$
|
2,157,653
|
|
|
$
|
1,965,312
|
|
Net income (loss) from continuing operations
|
74,831
|
|
|
30,673
|
|
|
124,160
|
|
|
(58,993
|
)
|
||||
Basic EPS
|
0.96
|
|
|
0.40
|
|
|
1.60
|
|
|
(0.79
|
)
|
||||
Diluted EPS
|
0.95
|
|
|
0.40
|
|
|
1.58
|
|
|
(0.79
|
)
|
4.
|
Assets Held for Sale
|
5.
|
Discontinued Operations
|
|
Three Months Ended
June 30, 2016 |
|
Six Months Ended
June 30, 2016 |
||||
Revenues
|
$
|
30,401
|
|
|
$
|
50,982
|
|
Costs and operating expenses:
|
|
|
|
||||
Cost of revenues
|
13,490
|
|
|
25,100
|
|
||
Sales and marketing
|
979
|
|
|
1,196
|
|
||
General and administrative
|
6,920
|
|
|
7,303
|
|
||
Total costs and operating expenses
|
21,389
|
|
|
33,599
|
|
||
Income from discontinued operations
|
9,012
|
|
|
17,383
|
|
||
Interest and other, net
|
(708
|
)
|
|
(1,177
|
)
|
||
Income from discontinued operations before income taxes
|
8,304
|
|
|
16,206
|
|
||
Income tax expense
|
(2,895
|
)
|
|
(4,581
|
)
|
||
Net income from discontinued operations, net of tax
|
$
|
5,409
|
|
|
$
|
11,625
|
|
6.
|
Derivatives and Hedging Activities
|
|
Notional
Amount
|
|
Fair Value
(1)
|
|
Accumulated Other
Comprehensive
Income (Loss)
(2) (3)
|
||||||
Derivative assets
|
$
|
177,873
|
|
|
$
|
10,284
|
|
|
$
|
9,375
|
|
Derivative liabilities
|
449,147
|
|
|
(18,049
|
)
|
|
(20,884
|
)
|
|||
Total
|
$
|
627,020
|
|
|
$
|
(7,765
|
)
|
|
$
|
(11,509
|
)
|
|
(1)
|
All derivatives related to cash flow hedges are included in the condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
Included in the condensed consolidated balance sheets within accumulated other comprehensive income (loss).
|
(3)
|
The Company recorded a net loss of
$3.0 million
within accumulated other comprehensive income (loss) relating to cash flow hedges that will be reclassified to revenues and expenses as they mature in the next
12 months
.
|
|
Notional
Amount
|
|
Fair Value
(1)
|
|
Accumulated Other
Comprehensive
Income (Loss)
(2) (3)
|
||||||
Derivative assets
|
$
|
545,638
|
|
|
$
|
44,570
|
|
|
$
|
42,634
|
|
Derivative liabilities
|
42,207
|
|
|
(1,815
|
)
|
|
(1,453
|
)
|
|||
Total
|
$
|
587,845
|
|
|
$
|
42,755
|
|
|
$
|
41,181
|
|
|
(1)
|
All derivatives related to cash flow hedges are included in the condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
Included in the condensed consolidated balance sheets within accumulated other comprehensive income (loss).
|
(3)
|
The Company recorded a net gain of
$31.9 million
within accumulated other comprehensive income (loss) relating to cash flow hedges that will be reclassified to revenues and expenses as they mature over the next 12 months.
|
|
Gross
Amounts
|
|
Gross
Amounts
Offset in the
Balance
Sheet
|
|
Net Amounts
(1)
|
|
Gross
Amounts not
Offset in the
Balance
Sheet
(2)
|
|
Net
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts designated as cash flow hedges
|
$
|
10,284
|
|
|
$
|
—
|
|
|
$
|
10,284
|
|
|
$
|
(10,284
|
)
|
|
$
|
—
|
|
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
5,695
|
|
|
—
|
|
|
5,695
|
|
|
—
|
|
|
5,695
|
|
|||||
Economic hedges of embedded derivatives
|
618
|
|
|
—
|
|
|
618
|
|
|
—
|
|
|
618
|
|
|||||
Foreign currency forward contracts
|
335
|
|
|
—
|
|
|
335
|
|
|
(335
|
)
|
|
—
|
|
|||||
|
6,648
|
|
|
—
|
|
|
6,648
|
|
|
(335
|
)
|
|
6,313
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(618
|
)
|
|
(618
|
)
|
|||||
|
$
|
16,932
|
|
|
$
|
—
|
|
|
$
|
16,932
|
|
|
$
|
(11,237
|
)
|
|
$
|
5,695
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward and option contracts designated as cash flow hedges
|
$
|
18,049
|
|
|
$
|
—
|
|
|
$
|
18,049
|
|
|
$
|
(10,284
|
)
|
|
$
|
7,765
|
|
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
4,096
|
|
|
—
|
|
|
4,096
|
|
|
—
|
|
|
4,096
|
|
|||||
Economic hedges of embedded derivatives
|
138
|
|
|
—
|
|
|
138
|
|
|
—
|
|
|
138
|
|
|||||
Foreign currency forward contracts
|
9,797
|
|
|
—
|
|
|
9,797
|
|
|
(335
|
)
|
|
9,462
|
|
|||||
|
14,031
|
|
|
—
|
|
|
14,031
|
|
|
(335
|
)
|
|
13,696
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(618
|
)
|
|
(618
|
)
|
|||||
|
$
|
32,080
|
|
|
$
|
—
|
|
|
$
|
32,080
|
|
|
$
|
(11,237
|
)
|
|
$
|
20,843
|
|
|
(1)
|
As presented in the Company's condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
The Company enters into master netting agreements with its counterparties for transactions other than embedded derivatives to mitigate credit risk exposure to any single counterparty. Master netting agreements allow for individual derivative contracts with a single counterparty to offset in the event of default.
|
|
Gross
Amounts
|
|
Gross
Amounts
Offset in the
Balance
Sheet
|
|
Net Amounts
(1)
|
|
Gross
Amounts not
Offset in the
Balance
Sheet
(2)
|
|
Net
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward and option contracts
|
$
|
44,570
|
|
|
$
|
—
|
|
|
$
|
44,570
|
|
|
$
|
(1,815
|
)
|
|
$
|
42,755
|
|
Net investment hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
6,930
|
|
|
—
|
|
|
6,930
|
|
|
(3,310
|
)
|
|
3,620
|
|
|||||
|
51,500
|
|
|
—
|
|
|
51,500
|
|
|
(5,125
|
)
|
|
46,375
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
9,745
|
|
|
—
|
|
|
9,745
|
|
|
—
|
|
|
9,745
|
|
|||||
Foreign currency forward contracts
|
8,734
|
|
|
—
|
|
|
8,734
|
|
|
(1,873
|
)
|
|
6,861
|
|
|||||
|
18,479
|
|
|
—
|
|
|
18,479
|
|
|
(1,873
|
)
|
|
16,606
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,436
|
)
|
|
(2,436
|
)
|
|||||
|
$
|
69,979
|
|
|
$
|
—
|
|
|
$
|
69,979
|
|
|
$
|
(9,434
|
)
|
|
$
|
60,545
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward and option contracts
|
$
|
1,815
|
|
|
$
|
—
|
|
|
$
|
1,815
|
|
|
$
|
(1,815
|
)
|
|
$
|
—
|
|
Net investment hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
3,525
|
|
|
—
|
|
|
3,525
|
|
|
(3,310
|
)
|
|
215
|
|
|||||
|
5,340
|
|
|
—
|
|
|
5,340
|
|
|
(5,125
|
)
|
|
215
|
|
|||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
1,525
|
|
|
—
|
|
|
1,525
|
|
|
—
|
|
|
1,525
|
|
|||||
Economic hedges of embedded derivatives
|
866
|
|
|
—
|
|
|
866
|
|
|
—
|
|
|
866
|
|
|||||
Foreign currency forward contracts
|
3,228
|
|
|
—
|
|
|
3,228
|
|
|
(1,873
|
)
|
|
1,355
|
|
|||||
|
5,619
|
|
|
—
|
|
|
5,619
|
|
|
(1,873
|
)
|
|
3,746
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,436
|
)
|
|
(2,436
|
)
|
|||||
|
$
|
10,959
|
|
|
$
|
—
|
|
|
$
|
10,959
|
|
|
$
|
(9,434
|
)
|
|
$
|
1,525
|
|
|
(1)
|
As presented in the Company's condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
The Company enters into master netting agreements with its counterparties for transactions other than embedded derivatives to mitigate credit risk exposure to any single counterparty. Master netting agreements allow for individual derivative contracts with a single counterparty to offset in the event of default.
|
7.
|
Fair Value Measurements
|
|
Fair Value at
June 30, 2017 |
|
Fair Value
Measurement Using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Cash
|
$
|
771,675
|
|
|
$
|
771,675
|
|
|
$
|
—
|
|
Money market and deposit accounts
|
292,102
|
|
|
292,102
|
|
|
—
|
|
|||
Publicly traded equity securities
|
6,389
|
|
|
6,389
|
|
|
—
|
|
|||
Certificates of deposit
|
4,242
|
|
|
—
|
|
|
4,242
|
|
|||
Derivative instruments
(1)
|
16,932
|
|
|
—
|
|
|
16,932
|
|
|||
Total
|
$
|
1,091,340
|
|
|
$
|
1,070,166
|
|
|
$
|
21,174
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments
(1)
|
$
|
32,080
|
|
|
$
|
—
|
|
|
$
|
32,080
|
|
Total
|
$
|
32,080
|
|
|
$
|
—
|
|
|
$
|
32,080
|
|
|
(1)
|
Includes both foreign currency embedded derivatives and foreign currency forward and option contracts. Amounts are included within other current assets, other assets, others current liabilities and other liabilities in the Company’s accompanying condensed consolidated balance sheet.
|
|
Fair Value at
December 31, 2016 |
|
Fair Value
Measurement Using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Cash
|
$
|
345,119
|
|
|
$
|
345,119
|
|
|
$
|
—
|
|
Money market and deposit accounts
|
400,388
|
|
|
400,388
|
|
|
—
|
|
|||
Publicly traded equity securities
|
6,463
|
|
|
6,463
|
|
|
—
|
|
|||
Certificates of deposit
|
9,957
|
|
|
—
|
|
|
9,957
|
|
|||
Derivative instruments
(1)
|
69,979
|
|
|
—
|
|
|
69,979
|
|
|||
Total
|
$
|
831,906
|
|
|
$
|
751,970
|
|
|
$
|
79,936
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments
(1)
|
$
|
10,959
|
|
|
$
|
—
|
|
|
$
|
10,959
|
|
Total
|
$
|
10,959
|
|
|
$
|
—
|
|
|
$
|
10,959
|
|
|
(1)
|
Includes both foreign currency embedded derivatives and foreign currency forward and option contracts. Amounts are included within other current assets, other assets, other current liabilities and other liabilities in the Company's accompanying condensed consolidated balance sheet.
|
8.
|
Leases
|
|
Capital Lease
Obligations
|
|
Other
Financing
Obligations
(1)
|
|
Total
|
||||||
2017 (6 months remaining)
|
$
|
42,901
|
|
|
$
|
44,704
|
|
|
$
|
87,605
|
|
2018
|
92,764
|
|
|
99,868
|
|
|
192,632
|
|
|||
2019
|
85,790
|
|
|
87,136
|
|
|
172,926
|
|
|||
2020
|
85,879
|
|
|
86,409
|
|
|
172,288
|
|
|||
2021
|
86,089
|
|
|
86,372
|
|
|
172,461
|
|
|||
Thereafter
|
850,273
|
|
|
952,156
|
|
|
1,802,429
|
|
|||
Total minimum lease payments
|
1,243,696
|
|
|
1,356,645
|
|
|
2,600,341
|
|
|||
Plus amount representing residual property value
|
—
|
|
|
534,139
|
|
|
534,139
|
|
|||
Less amount representing interest
|
(534,399
|
)
|
|
(952,857
|
)
|
|
(1,487,256
|
)
|
|||
Present value of net minimum lease payments
|
709,297
|
|
|
937,927
|
|
|
1,647,224
|
|
|||
Less current portion
|
(29,632
|
)
|
|
(33,305
|
)
|
|
(62,937
|
)
|
|||
Total
|
$
|
679,665
|
|
|
$
|
904,622
|
|
|
$
|
1,584,287
|
|
|
9.
|
Debt Facilities
|
|
June 30,
2017 |
|
December 31, 2016
|
||||
Term loans
|
$
|
2,580,198
|
|
|
$
|
1,413,582
|
|
Mortgage payable and loans payable
|
45,879
|
|
|
44,382
|
|
||
|
2,626,077
|
|
|
1,457,964
|
|
||
Less amount representing unamortized debt discount and debt issuance cost
|
(33,593
|
)
|
|
(22,811
|
)
|
||
Add the amount representing mortgage premium
|
1,985
|
|
|
1,862
|
|
||
|
2,594,469
|
|
|
1,437,015
|
|
||
Less current portion
|
(83,022
|
)
|
|
(67,928
|
)
|
||
Total
|
$
|
2,511,447
|
|
|
$
|
1,369,087
|
|
|
June 30,
2017 |
|
December 31, 2016
|
||||
4.875% Senior Notes due 2020
|
$
|
500,000
|
|
|
$
|
500,000
|
|
5.375% Senior Notes due 2022
|
750,000
|
|
|
750,000
|
|
||
5.375% Senior Notes due 2023
|
1,000,000
|
|
|
1,000,000
|
|
||
5.750% Senior Notes due 2025
|
500,000
|
|
|
500,000
|
|
||
5.875% Senior Notes due 2026
|
1,100,000
|
|
|
1,100,000
|
|
||
5.375% Senior Notes due 2027
|
1,250,000
|
|
|
—
|
|
||
|
5,100,000
|
|
|
3,850,000
|
|
||
Less amount representing unamortized debt issuance cost
|
(52,574
|
)
|
|
(39,230
|
)
|
||
Total
|
$
|
5,047,426
|
|
|
$
|
3,810,770
|
|
•
|
incur additional debt;
|
•
|
pay dividends or make other restricted payments;
|
•
|
purchase, redeem or retire capital stock or subordinated debt;
|
•
|
make asset sales;
|
•
|
enter into transactions with affiliates;
|
•
|
incur liens;
|
•
|
enter into sale-leaseback transactions;
|
•
|
provide subsidiary guarantees;
|
•
|
make investments; and
|
•
|
merge or consolidate with any other person.
|
•
|
1.0%
of the principal amount of the 2027 Senior Notes; and
|
•
|
the excess of: (a) the present value at such redemption date of (i) the redemption price of the 2027 Senior Notes at May 15, 2022 (such redemption price as shown in the table above), plus (ii) all required interest payments due on the 2027 Senior Notes through May 15, 2022 (excluding accrued but unpaid interest, if any, to, but not including, the redemption date) computed using a discount rate equal to the treasury rate as of such redemption date plus 50 basis points; over (b) the principal amount of the 2027 Senior Notes, if greater.
|
Years ending:
|
|
||
2017 (6 months remaining)
|
$
|
41,500
|
|
2018
|
83,067
|
|
|
2019
|
381,590
|
|
|
2020
|
543,467
|
|
|
2021
|
354,717
|
|
|
Thereafter
|
6,323,721
|
|
|
Total
|
$
|
7,728,062
|
|
|
June 30,
2017 |
|
December 31, 2016
|
||||
Mortgage and loans payable
|
$
|
2,638,356
|
|
|
$
|
1,461,954
|
|
Senior notes
|
5,421,585
|
|
|
4,033,985
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Interest expense
|
$
|
119,042
|
|
|
$
|
100,332
|
|
|
$
|
230,726
|
|
|
$
|
201,195
|
|
Interest capitalized
|
7,999
|
|
|
3,183
|
|
|
14,399
|
|
|
5,476
|
|
||||
Interest charges incurred
|
$
|
127,041
|
|
|
$
|
103,515
|
|
|
$
|
245,125
|
|
|
$
|
206,671
|
|
10.
|
Commitments and Contingencies
|
11.
|
Stockholders' Equity
|
|
Balance as of
December 31, 2016 |
|
Net
Change
|
|
Balance as of
June 30, 2017 |
||||||
Foreign currency translation adjustment ("CTA") gain (loss)
|
$
|
(1,031,129
|
)
|
|
$
|
307,921
|
|
|
$
|
(723,208
|
)
|
Unrealized gain (loss) on cash flow hedges
(1)
|
30,704
|
|
|
(39,398
|
)
|
|
(8,694
|
)
|
|||
Unrealized gain (loss) on available-for-sale securities
(2)
|
2,110
|
|
|
(330
|
)
|
|
1,780
|
|
|||
Net investment hedge CTA gain (loss)
|
49,989
|
|
|
(130,398
|
)
|
|
(80,409
|
)
|
|||
Net actuarial gain (loss) on defined benefit plans
(3)
|
(816
|
)
|
|
26
|
|
|
(790
|
)
|
|||
Total
|
$
|
(949,142
|
)
|
|
$
|
137,821
|
|
|
$
|
(811,321
|
)
|
|
(1)
|
Refer to Note 6 for a discussion of the amounts reclassified from accumulated other comprehensive income (loss) to net income (loss).
|
(2)
|
No realized gains and losses were reclassified from accumulated other comprehensive income (loss) to net income (loss) for the
six months ended June 30, 2017
.
|
(3)
|
The Company has a defined benefit pension plan covering all employees in one country where such plan is mandated by law. The Company does not have any defined benefit plans in any other countries. The unamortized gain (loss) on defined benefit plans includes gains or losses resulting from a change in the value of either the projected benefit obligation or the plan assets resulting from a change in an actuarial assumption, net of amortization.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Cost of revenues
|
$
|
3,178
|
|
|
$
|
3,441
|
|
|
$
|
6,089
|
|
|
$
|
6,438
|
|
Sales and marketing
|
13,426
|
|
|
10,714
|
|
|
24,398
|
|
|
20,485
|
|
||||
General and administrative
|
29,021
|
|
|
25,168
|
|
|
53,461
|
|
|
46,915
|
|
||||
Total
|
$
|
45,625
|
|
|
$
|
39,323
|
|
|
$
|
83,948
|
|
|
$
|
73,838
|
|
12.
|
Segment Information
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Adjusted EBITDA:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
258,151
|
|
|
$
|
195,028
|
|
|
$
|
456,770
|
|
|
$
|
379,488
|
|
EMEA
|
141,622
|
|
|
133,455
|
|
|
271,176
|
|
|
244,944
|
|
||||
Asia-Pacific
|
109,535
|
|
|
91,808
|
|
|
208,936
|
|
|
176,509
|
|
||||
Total adjusted EBITDA
|
509,308
|
|
|
420,291
|
|
|
936,882
|
|
|
800,941
|
|
||||
Depreciation, amortization and accretion expense
|
(252,386
|
)
|
|
(213,719
|
)
|
|
(471,399
|
)
|
|
(415,872
|
)
|
||||
Stock-based compensation expense
|
(45,625
|
)
|
|
(39,323
|
)
|
|
(83,948
|
)
|
|
(73,838
|
)
|
||||
Acquisition costs
|
(26,402
|
)
|
|
(15,594
|
)
|
|
(29,427
|
)
|
|
(52,130
|
)
|
||||
Gains on asset sales
|
—
|
|
|
—
|
|
|
—
|
|
|
5,242
|
|
||||
Income from continuing operations
|
$
|
184,895
|
|
|
$
|
151,655
|
|
|
$
|
352,108
|
|
|
$
|
264,343
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
533,608
|
|
|
$
|
413,471
|
|
|
$
|
970,055
|
|
|
$
|
817,865
|
|
EMEA
|
322,944
|
|
|
300,609
|
|
|
637,791
|
|
|
568,465
|
|
||||
Asia-Pacific
|
209,869
|
|
|
186,430
|
|
|
408,100
|
|
|
358,336
|
|
||||
Total
|
$
|
1,066,421
|
|
|
$
|
900,510
|
|
|
$
|
2,015,946
|
|
|
$
|
1,744,666
|
|
Depreciation and amortization:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
124,342
|
|
|
$
|
78,402
|
|
|
$
|
212,269
|
|
|
$
|
154,661
|
|
EMEA
|
78,962
|
|
|
82,504
|
|
|
155,130
|
|
|
158,554
|
|
||||
Asia-Pacific
|
51,482
|
|
|
51,145
|
|
|
104,393
|
|
|
99,370
|
|
||||
Total
|
$
|
254,786
|
|
|
$
|
212,051
|
|
|
$
|
471,792
|
|
|
$
|
412,585
|
|
Capital expenditures:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
160,679
|
|
|
$
|
115,989
|
|
|
$
|
314,114
|
|
|
$
|
199,489
|
|
EMEA
|
151,485
|
|
|
86,582
|
|
|
235,069
|
|
|
143,855
|
|
||||
Asia-Pacific
|
36,408
|
|
|
47,296
|
|
|
76,631
|
|
|
104,223
|
|
||||
Total
|
$
|
348,572
|
|
|
$
|
249,867
|
|
|
$
|
625,814
|
|
|
$
|
447,567
|
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
Americas
|
$
|
4,345,418
|
|
|
$
|
3,339,518
|
|
EMEA
|
2,773,988
|
|
|
2,355,943
|
|
||
Asia-Pacific
|
1,627,189
|
|
|
1,503,749
|
|
||
Total long-lived assets
|
$
|
8,746,595
|
|
|
$
|
7,199,210
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Colocation
|
$
|
782,231
|
|
|
$
|
661,228
|
|
|
$
|
1,473,753
|
|
|
$
|
1,279,623
|
|
Interconnection
|
165,684
|
|
|
134,059
|
|
|
313,744
|
|
|
259,646
|
|
||||
Managed infrastructure
|
58,193
|
|
|
50,846
|
|
|
112,802
|
|
|
101,156
|
|
||||
Other
|
3,940
|
|
|
5,173
|
|
|
8,189
|
|
|
7,501
|
|
||||
Recurring revenues
|
1,010,048
|
|
|
851,306
|
|
|
1,908,488
|
|
|
1,647,926
|
|
||||
Non-recurring revenues
|
56,373
|
|
|
49,204
|
|
|
107,458
|
|
|
96,740
|
|
||||
Total
|
$
|
1,066,421
|
|
|
$
|
900,510
|
|
|
$
|
2,015,946
|
|
|
$
|
1,744,666
|
|
13.
|
Subsequent Events
|
•
|
Overview
|
•
|
Results of Operations
|
•
|
Non-GAAP Financial Measures
|
•
|
Liquidity and Capital Resources
|
•
|
Contractual Obligations and Off-Balance-Sheet Arrangements
|
•
|
Critical Accounting Policies and Estimates
|
•
|
Recent Accounting Pronouncements
|
|
Three Months Ended June 30,
|
|
% Change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
$
|
509,920
|
|
|
48
|
%
|
|
$
|
393,479
|
|
|
44
|
%
|
|
30
|
%
|
|
29
|
%
|
Non-recurring revenues
|
23,688
|
|
|
2
|
%
|
|
19,992
|
|
|
2
|
%
|
|
18
|
%
|
|
18
|
%
|
||
|
533,608
|
|
|
50
|
%
|
|
413,471
|
|
|
46
|
%
|
|
29
|
%
|
|
28
|
%
|
||
EMEA:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
304,581
|
|
|
29
|
%
|
|
281,810
|
|
|
31
|
%
|
|
8
|
%
|
|
14
|
%
|
||
Non-recurring revenues
|
18,363
|
|
|
2
|
%
|
|
18,799
|
|
|
2
|
%
|
|
(2
|
)%
|
|
2
|
%
|
||
|
322,944
|
|
|
31
|
%
|
|
300,609
|
|
|
33
|
%
|
|
7
|
%
|
|
13
|
%
|
||
Asia-Pacific:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
195,547
|
|
|
18
|
%
|
|
176,017
|
|
|
20
|
%
|
|
11
|
%
|
|
13
|
%
|
||
Non-recurring revenues
|
14,322
|
|
|
1
|
%
|
|
10,413
|
|
|
1
|
%
|
|
38
|
%
|
|
41
|
%
|
||
|
209,869
|
|
|
19
|
%
|
|
186,430
|
|
|
21
|
%
|
|
13
|
%
|
|
15
|
%
|
||
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
1,010,048
|
|
|
95
|
%
|
|
851,306
|
|
|
95
|
%
|
|
19
|
%
|
|
21
|
%
|
||
Non-recurring revenues
|
56,373
|
|
|
5
|
%
|
|
49,204
|
|
|
5
|
%
|
|
15
|
%
|
|
17
|
%
|
||
|
$
|
1,066,421
|
|
|
100
|
%
|
|
$
|
900,510
|
|
|
100
|
%
|
|
18
|
%
|
|
21
|
%
|
|
Three Months Ended June 30,
|
|
% Change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
231,407
|
|
|
44
|
%
|
|
$
|
171,014
|
|
|
38
|
%
|
|
35
|
%
|
|
34
|
%
|
EMEA
|
175,455
|
|
|
34
|
%
|
|
169,969
|
|
|
37
|
%
|
|
3
|
%
|
|
9
|
%
|
||
Asia-Pacific
|
115,341
|
|
|
22
|
%
|
|
115,984
|
|
|
25
|
%
|
|
(1
|
)%
|
|
1
|
%
|
||
Total
|
$
|
522,203
|
|
|
100
|
%
|
|
$
|
456,967
|
|
|
100
|
%
|
|
14
|
%
|
|
17
|
%
|
|
Three Months Ended
June 30, |
||||
|
2017
|
|
2016
|
||
Cost of revenues as a percentage of revenues:
|
|
|
|
||
Americas
|
43
|
%
|
|
41
|
%
|
EMEA
|
54
|
%
|
|
57
|
%
|
Asia-Pacific
|
55
|
%
|
|
62
|
%
|
Total
|
49
|
%
|
|
51
|
%
|
|
Three Months Ended June 30,
|
|
% Change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
85,740
|
|
|
60
|
%
|
|
$
|
57,256
|
|
|
53
|
%
|
|
50
|
%
|
|
49
|
%
|
EMEA
|
36,277
|
|
|
26
|
%
|
|
34,203
|
|
|
32
|
%
|
|
6
|
%
|
|
14
|
%
|
||
Asia-Pacific
|
19,549
|
|
|
14
|
%
|
|
16,373
|
|
|
15
|
%
|
|
19
|
%
|
|
22
|
%
|
||
Total
|
$
|
141,566
|
|
|
100
|
%
|
|
$
|
107,832
|
|
|
100
|
%
|
|
31
|
%
|
|
34
|
%
|
|
Three Months Ended
June 30, |
||||
|
2017
|
|
2016
|
||
Sales and marketing expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
16
|
%
|
|
14
|
%
|
EMEA
|
11
|
%
|
|
11
|
%
|
Asia-Pacific
|
9
|
%
|
|
9
|
%
|
Total
|
13
|
%
|
|
12
|
%
|
|
Three Months Ended June 30,
|
|
% Change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
116,986
|
|
|
62
|
%
|
|
$
|
96,837
|
|
|
57
|
%
|
|
21
|
%
|
|
21
|
%
|
EMEA
|
54,319
|
|
|
28
|
%
|
|
52,971
|
|
|
31
|
%
|
|
3
|
%
|
|
11
|
%
|
||
Asia-Pacific
|
20,050
|
|
|
10
|
%
|
|
18,654
|
|
|
12
|
%
|
|
7
|
%
|
|
10
|
%
|
||
Total
|
$
|
191,355
|
|
|
100
|
%
|
|
$
|
168,462
|
|
|
100
|
%
|
|
14
|
%
|
|
16
|
%
|
|
Three Months Ended
June 30, |
||||
|
2017
|
|
2016
|
||
General and administrative expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
22
|
%
|
|
23
|
%
|
EMEA
|
17
|
%
|
|
18
|
%
|
Asia-Pacific
|
10
|
%
|
|
10
|
%
|
Total
|
18
|
%
|
|
19
|
%
|
|
Three Months Ended June 30,
|
|
% Change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
75,039
|
|
|
40
|
%
|
|
$
|
87,100
|
|
|
58
|
%
|
|
(14
|
)%
|
|
(14
|
)%
|
EMEA
|
54,927
|
|
|
30
|
%
|
|
29,096
|
|
|
19
|
%
|
|
89
|
%
|
|
92
|
%
|
||
Asia-Pacific
|
54,929
|
|
|
30
|
%
|
|
35,459
|
|
|
23
|
%
|
|
55
|
%
|
|
58
|
%
|
||
Total
|
$
|
184,895
|
|
|
100
|
%
|
|
$
|
151,655
|
|
|
100
|
%
|
|
22
|
%
|
|
23
|
%
|
|
Three Months Ended June 30,
|
|
% Change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
258,151
|
|
|
50
|
%
|
|
$
|
195,028
|
|
|
46
|
%
|
|
32
|
%
|
|
32
|
%
|
EMEA
|
141,622
|
|
|
28
|
%
|
|
133,455
|
|
|
32
|
%
|
|
6
|
%
|
|
12
|
%
|
||
Asia-Pacific
|
109,535
|
|
|
22
|
%
|
|
91,808
|
|
|
22
|
%
|
|
19
|
%
|
|
22
|
%
|
||
Total
|
$
|
509,308
|
|
|
100
|
%
|
|
$
|
420,291
|
|
|
100
|
%
|
|
21
|
%
|
|
23
|
%
|
|
Six Months Ended June 30,
|
|
% change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
$
|
926,023
|
|
|
46
|
%
|
|
$
|
773,635
|
|
|
44
|
%
|
|
20
|
%
|
|
19
|
%
|
Non-recurring revenues
|
44,032
|
|
|
2
|
%
|
|
44,230
|
|
|
3
|
%
|
|
—
|
%
|
|
(1
|
)%
|
||
|
970,055
|
|
|
48
|
%
|
|
817,865
|
|
|
47
|
%
|
|
19
|
%
|
|
18
|
%
|
||
EMEA:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
601,188
|
|
|
30
|
%
|
|
535,191
|
|
|
31
|
%
|
|
12
|
%
|
|
19
|
%
|
||
Non-recurring revenues
|
36,603
|
|
|
2
|
%
|
|
33,274
|
|
|
2
|
%
|
|
10
|
%
|
|
16
|
%
|
||
|
637,791
|
|
|
32
|
%
|
|
568,465
|
|
|
33
|
%
|
|
12
|
%
|
|
19
|
%
|
||
Asia-Pacific:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
381,277
|
|
|
19
|
%
|
|
339,100
|
|
|
19
|
%
|
|
12
|
%
|
|
13
|
%
|
||
Non-recurring revenues
|
26,823
|
|
|
1
|
%
|
|
19,236
|
|
|
1
|
%
|
|
39
|
%
|
|
40
|
%
|
||
|
408,100
|
|
|
20
|
%
|
|
358,336
|
|
|
20
|
%
|
|
14
|
%
|
|
15
|
%
|
||
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
1,908,488
|
|
|
95
|
%
|
|
1,647,926
|
|
|
94
|
%
|
|
16
|
%
|
|
18
|
%
|
||
Non-recurring revenues
|
107,458
|
|
|
5
|
%
|
|
96,740
|
|
|
6
|
%
|
|
11
|
%
|
|
13
|
%
|
||
|
$
|
2,015,946
|
|
|
100
|
%
|
|
$
|
1,744,666
|
|
|
100
|
%
|
|
16
|
%
|
|
17
|
%
|
|
Six Months Ended June 30,
|
|
% change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
410,454
|
|
|
42
|
%
|
|
$
|
341,140
|
|
|
39
|
%
|
|
20
|
%
|
|
19
|
%
|
EMEA
|
348,615
|
|
|
35
|
%
|
|
321,731
|
|
|
36
|
%
|
|
8
|
%
|
|
15
|
%
|
||
Asia-Pacific
|
232,095
|
|
|
23
|
%
|
|
221,776
|
|
|
25
|
%
|
|
5
|
%
|
|
5
|
%
|
||
Total
|
$
|
991,164
|
|
|
100
|
%
|
|
$
|
884,647
|
|
|
100
|
%
|
|
12
|
%
|
|
14
|
%
|
|
Six Months Ended June 30,
|
||||
|
2017
|
|
2016
|
||
Cost of revenues as a percentage of revenues:
|
|
|
|
||
Americas
|
42
|
%
|
|
42
|
%
|
EMEA
|
55
|
%
|
|
57
|
%
|
Asia-Pacific
|
57
|
%
|
|
62
|
%
|
Total
|
49
|
%
|
|
51
|
%
|
|
Six Months Ended June 30,
|
|
% change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
152,389
|
|
|
56
|
%
|
|
$
|
115,009
|
|
|
53
|
%
|
|
33
|
%
|
|
32
|
%
|
EMEA
|
77,948
|
|
|
29
|
%
|
|
66,054
|
|
|
31
|
%
|
|
18
|
%
|
|
28
|
%
|
||
Asia-Pacific
|
40,156
|
|
|
15
|
%
|
|
33,359
|
|
|
16
|
%
|
|
20
|
%
|
|
21
|
%
|
||
Total
|
$
|
270,493
|
|
|
100
|
%
|
|
$
|
214,422
|
|
|
100
|
%
|
|
26
|
%
|
|
29
|
%
|
|
Six Months Ended
June 30, |
||||
|
2017
|
|
2016
|
||
Sales and marketing expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
16
|
%
|
|
14
|
%
|
EMEA
|
12
|
%
|
|
12
|
%
|
Asia-Pacific
|
10
|
%
|
|
9
|
%
|
Total
|
13
|
%
|
|
12
|
%
|
|
Six Months Ended June 30,
|
|
% change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
225,320
|
|
|
60
|
%
|
|
$
|
189,941
|
|
|
57
|
%
|
|
19
|
%
|
|
18
|
%
|
EMEA
|
107,636
|
|
|
29
|
%
|
|
108,448
|
|
|
32
|
%
|
|
(1
|
)%
|
|
8
|
%
|
||
Asia-Pacific
|
39,798
|
|
|
11
|
%
|
|
35,977
|
|
|
11
|
%
|
|
11
|
%
|
|
12
|
%
|
||
Total
|
$
|
372,754
|
|
|
100
|
%
|
|
$
|
334,366
|
|
|
100
|
%
|
|
11
|
%
|
|
14
|
%
|
|
Six Months Ended
June 30, |
||||
|
2017
|
|
2016
|
||
General and administrative expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
23
|
%
|
|
23
|
%
|
EMEA
|
17
|
%
|
|
19
|
%
|
Asia-Pacific
|
10
|
%
|
|
10
|
%
|
Total
|
18
|
%
|
|
19
|
%
|
|
Six Months Ended June 30,
|
|
% change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
156,149
|
|
|
45
|
%
|
|
$
|
175,639
|
|
|
67
|
%
|
|
(11
|
)%
|
|
(12
|
)%
|
EMEA
|
99,908
|
|
|
28
|
%
|
|
21,677
|
|
|
8
|
%
|
|
361
|
%
|
|
367
|
%
|
||
Asia-Pacific
|
96,051
|
|
|
27
|
%
|
|
67,027
|
|
|
25
|
%
|
|
43
|
%
|
|
44
|
%
|
||
Total
|
$
|
352,108
|
|
|
100
|
%
|
|
$
|
264,343
|
|
|
100
|
%
|
|
33
|
%
|
|
34
|
%
|
|
Six Months Ended June 30,
|
|
% change
|
||||||||||||||||
|
2017
|
|
%
|
|
2016
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
456,770
|
|
|
49
|
%
|
|
$
|
379,488
|
|
|
47
|
%
|
|
20
|
%
|
|
19
|
%
|
EMEA
|
271,176
|
|
|
29
|
%
|
|
244,944
|
|
|
31
|
%
|
|
11
|
%
|
|
17
|
%
|
||
Asia-Pacific
|
208,936
|
|
|
22
|
%
|
|
176,509
|
|
|
22
|
%
|
|
18
|
%
|
|
19
|
%
|
||
Total
|
$
|
936,882
|
|
|
100
|
%
|
|
$
|
800,941
|
|
|
100
|
%
|
|
17
|
%
|
|
19
|
%
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Income from continuing operations
|
$
|
184,895
|
|
|
$
|
151,655
|
|
|
$
|
352,108
|
|
|
$
|
264,343
|
|
Depreciation, amortization, and accretion expense
|
252,386
|
|
|
213,719
|
|
|
471,399
|
|
|
415,872
|
|
||||
Stock-based compensation expense
|
45,625
|
|
|
39,323
|
|
|
83,948
|
|
|
73,838
|
|
||||
Acquisition costs
|
26,402
|
|
|
15,594
|
|
|
29,427
|
|
|
52,130
|
|
||||
Gains on asset sales
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,242
|
)
|
||||
Adjusted EBITDA
|
$
|
509,308
|
|
|
$
|
420,291
|
|
|
$
|
936,882
|
|
|
$
|
800,941
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income
|
$
|
45,805
|
|
|
$
|
44,711
|
|
|
$
|
87,867
|
|
|
$
|
13,600
|
|
Adjustments:
|
|
|
|
|
|
|
|
||||||||
Real estate depreciation and amortization
|
175,387
|
|
|
158,727
|
|
|
334,801
|
|
|
309,722
|
|
||||
Gain on disposition of real estate property
|
(1,460
|
)
|
|
(1,951
|
)
|
|
(2,098
|
)
|
|
(5,988
|
)
|
||||
Adjustments for FFO from unconsolidated joint ventures
|
28
|
|
|
28
|
|
|
56
|
|
|
56
|
|
||||
FFO
|
$
|
219,760
|
|
|
$
|
201,515
|
|
|
$
|
420,626
|
|
|
$
|
317,390
|
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
FFO
|
$
|
219,760
|
|
|
$
|
201,515
|
|
|
$
|
420,626
|
|
|
$
|
317,390
|
|
Adjustments:
|
|
|
|
|
|
|
|
||||||||
Installation revenue adjustment
|
6,939
|
|
|
7,407
|
|
|
11,614
|
|
|
10,761
|
|
||||
Straight-line rent expense adjustment
|
1,015
|
|
|
1,895
|
|
|
3,424
|
|
|
3,028
|
|
||||
Amortization of deferred financing costs
|
4,130
|
|
|
5,243
|
|
|
15,710
|
|
|
10,751
|
|
||||
Stock-based compensation expense
|
45,625
|
|
|
39,323
|
|
|
83,948
|
|
|
73,838
|
|
||||
Non-real estate depreciation expense
|
29,241
|
|
|
21,021
|
|
|
57,816
|
|
|
42,408
|
|
||||
Amortization expense
|
50,158
|
|
|
32,303
|
|
|
79,175
|
|
|
60,455
|
|
||||
Accretion expense (gain)
|
(2,400
|
)
|
|
1,668
|
|
|
(393
|
)
|
|
3,287
|
|
||||
Recurring capital expenditures
|
(37,869
|
)
|
|
(31,928
|
)
|
|
(60,541
|
)
|
|
(63,743
|
)
|
||||
Loss on debt extinguishment
|
16,444
|
|
|
605
|
|
|
19,947
|
|
|
605
|
|
||||
Acquisition costs
|
26,402
|
|
|
15,594
|
|
|
29,427
|
|
|
52,130
|
|
||||
Income tax expense adjustment
|
674
|
|
|
1,301
|
|
|
3,483
|
|
|
1,111
|
|
||||
Adjustments for AFFO from unconsolidated joint ventures
|
(5
|
)
|
|
(9
|
)
|
|
(12
|
)
|
|
(21
|
)
|
||||
Net income from discontinued operations, net of tax
|
—
|
|
|
(5,409
|
)
|
|
—
|
|
|
(11,625
|
)
|
||||
AFFO
|
$
|
360,114
|
|
|
$
|
290,529
|
|
|
$
|
664,224
|
|
|
$
|
500,375
|
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
|
(dollars in thousands)
|
||||||
Net cash provided by operating activities
|
$
|
553,844
|
|
|
$
|
383,098
|
|
Net cash used in investing activities
|
(4,253,082
|
)
|
|
(2,042,003
|
)
|
||
Net cash provided by (used in) financing activities
|
4,012,349
|
|
|
(546,293
|
)
|
|
2017
(6 months)
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
||||||||||||||
Term loans
(1)
|
$
|
39,918
|
|
|
$
|
79,835
|
|
|
$
|
378,264
|
|
|
$
|
40,045
|
|
|
$
|
351,195
|
|
|
$
|
1,690,942
|
|
|
$
|
2,580,199
|
|
Senior notes
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
500,000
|
|
|
—
|
|
|
4,600,000
|
|
|
5,100,000
|
|
|||||||
Interest
(2)
|
179,597
|
|
|
356,722
|
|
|
354,830
|
|
|
334,105
|
|
|
319,824
|
|
|
958,016
|
|
|
2,503,094
|
|
|||||||
Capital lease and other financing obligations
(3)
|
87,605
|
|
|
192,632
|
|
|
172,926
|
|
|
172,288
|
|
|
172,461
|
|
|
1,802,429
|
|
|
2,600,341
|
|
|||||||
Operating leases
(4)
|
78,992
|
|
|
157,993
|
|
|
151,319
|
|
|
141,224
|
|
|
132,611
|
|
|
1,150,491
|
|
|
1,812,630
|
|
|||||||
Other contractual commitments
(5)
|
683,509
|
|
|
103,670
|
|
|
51,296
|
|
|
13,737
|
|
|
10,590
|
|
|
100,670
|
|
|
963,472
|
|
|||||||
Asset retirement obligations
(6)
|
1,800
|
|
|
3,239
|
|
|
13,995
|
|
|
10,650
|
|
|
4,595
|
|
|
81,617
|
|
|
115,896
|
|
|||||||
|
$
|
1,071,421
|
|
|
$
|
894,091
|
|
|
$
|
1,122,630
|
|
|
$
|
1,212,049
|
|
|
$
|
991,276
|
|
|
$
|
10,384,165
|
|
|
$
|
15,675,632
|
|
|
(1)
|
Represents principal only.
|
(2)
|
Represents interest on mortgage payable, loans payable, senior notes and term loans based on their approximate interest rates as of
June 30, 2017
.
|
(3)
|
Represents principal and interest.
|
(4)
|
Represents minimum operating lease payments, excluding potential lease renewals.
|
(5)
|
Represents off-balance sheet arrangements. Other contractual commitments are described below.
|
(6)
|
Represents liability, net of future accretion expense.
|
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
•
|
retaining relationships with key customers, landlords and suppliers of the acquired business, some of which may terminate their contracts with the Business as a result of the Acquisition or which may attempt to negotiate changes in their current or future business relationships with us;
|
•
|
expanding our relationships with U.S. government customers, which will subject us to complex regulatory and compliance requirements and risks with which we have limited experience;
|
•
|
integrating or migrating IT systems, which may create a risk of errors or performance problems and could affect our ability to meet customer service level obligations;
|
•
|
our reliance on transition services from Verizon to operate the Business, and our need to develop sustainable alternative arrangements upon expiration or interruption of those transition services;
|
•
|
the diversion of management's attention from ongoing business concerns and performance shortfalls at Equinix as a result of the devotion of management's attention to the Acquisition;
|
•
|
managing a larger company;
|
•
|
integrating two unique corporate cultures;
|
•
|
retaining key employees, who may experience uncertainty associated with the Acquisition and who may depart after the Acquisition because of issues relating to the uncertainty and difficulty of the integration or a desire not to remain with us following the Acquisition; and
|
•
|
unforeseen expenses or delays associated with the Acquisition.
|
•
|
we will not be allowed a deduction for distributions to stockholders in computing our taxable income;
|
•
|
we will be subject to federal and state income tax, including any applicable alternative minimum tax, on our taxable income at regular corporate tax rates; and
|
•
|
we would not be eligible to elect REIT status again until the fifth taxable year that begins after the first year for which we failed to qualify as a REIT.
|
•
|
the possible disruption of our ongoing business and diversion of management's attention by acquisition, transition and integration activities, particularly when multiple acquisitions and integrations are occurring at the same time;
|
•
|
our potential inability to successfully pursue or realize some or all of the anticipated revenue opportunities associated with an acquisition or investment;
|
•
|
the possibility that we may not be able to successfully integrate acquired businesses, or businesses in which we invest, or achieve anticipated operating efficiencies or cost savings;
|
•
|
the possibility that announced acquisitions may not be completed, due to failure to satisfy the conditions to closing or for other reasons;
|
•
|
the dilution of our existing stockholders as a result of our issuing stock in transactions, such as in connection with our acquisitions of Switch & Data Facilities Company, Inc. in 2010 and TelecityGroup in 2016;
|
•
|
the possibility of customer dissatisfaction if we are unable to achieve levels of quality and stability on par with past practices;
|
•
|
the potential deterioration to our ability to access credit markets due to increased leverage;
|
•
|
the possibility that our customers may not accept either the existing equipment infrastructure or the "look-and-feel" of a new or different IBX data center;
|
•
|
the possibility that additional capital expenditures may be required or that transaction expenses associated with acquisitions may be higher than anticipated;
|
•
|
the possibility that required financing to fund an acquisition may not be available on acceptable terms or at all;
|
•
|
the possibility that we may be unable to obtain required approvals from governmental authorities under antitrust and competition laws on a timely basis or at all, which could, among other things, delay or prevent us from completing an acquisition, limit our ability to realize the expected financial or strategic benefits of an acquisition or have other adverse effects on our current business and operations;
|
•
|
the possible loss or reduction in value of acquired businesses;
|
•
|
the possibility that future acquisitions may present new complexities in deal structure, related complex accounting and coordination with new partners, particularly in light of our desire to maintain our qualification for taxation as a REIT;
|
•
|
the possibility that future acquisitions may be in geographies and regulatory environments to which we are unaccustomed;
|
•
|
the possibility that carriers may find it cost-prohibitive or impractical to bring fiber and networks into a new IBX data center;
|
•
|
the possibility of litigation or other claims in connection with, or as a result of, an acquisition, including claims from terminated employees, customers, former stockholders or other third parties;
|
•
|
the possibility that asset divestments may be required in order to obtain regulatory clearance for a transaction; and
|
•
|
the possibility of pre-existing undisclosed liabilities, including, but not limited to, lease or landlord related liability, environmental liability or asbestos liability, for which insurance coverage may be insufficient or unavailable, or other issues not discovered in the diligence process.
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to make interest and principal payments on our debt and in respect of other off-balance sheet arrangements, reducing the availability of our cash flow to fund future capital expenditures, working capital, execution of our expansion strategy and other general corporate requirements;
|
•
|
increase the likelihood of negative outlook from our rating agencies;
|
•
|
make it more difficult for us to satisfy our obligations under our various debt instruments;
|
•
|
increase our cost of borrowing and even limit our ability to access additional debt to fund future growth;
|
•
|
increase our vulnerability to general adverse economic and industry conditions and adverse changes in governmental regulations;
|
•
|
limit our flexibility in planning for, or reacting to, changes in our business and industry, which may place us at a competitive disadvantage compared with our competitors;
|
•
|
limit our operating flexibility through covenants with which we must comply, such as limiting our ability to repurchase shares of our common stock;
|
•
|
limit our ability to borrow additional funds, even when necessary to maintain adequate liquidity, which would also limit our ability to further expand our business; and
|
•
|
make us more vulnerable to increases in interest rates because of the variable interest rates on some of our borrowings to the extent we have not entirely hedged such variable rate debt.
|
•
|
the costs of customizing IBX data centers for foreign countries;
|
•
|
protectionist laws and business practices favoring local competition;
|
•
|
greater difficulty or delay in accounts receivable collection;
|
•
|
difficulties in staffing and managing foreign operations, including negotiating with foreign labor unions or workers’ councils;
|
•
|
difficulties in managing across cultures and in foreign languages;
|
•
|
political and economic instability;
|
•
|
fluctuations in currency exchange rates;
|
•
|
difficulties in repatriating funds from certain countries;
|
•
|
our ability to obtain, transfer, or maintain licenses required by governmental entities with respect to our business;
|
•
|
unexpected changes in regulatory, tax and political environments;
|
•
|
our ability to secure and maintain the necessary physical and telecommunications infrastructure;
|
•
|
compliance with anti-bribery and corruption laws;
|
•
|
compliance with economic and trade sanctions enforced by the Office of Foreign Assets Control of the U.S. Department of Treasury; and
|
•
|
compliance with evolving governmental regulation with which we have little experience.
|
•
|
our operating results or forecasts;
|
•
|
new issuances of equity, debt or convertible debt by us, including through our ATM Program;
|
•
|
increases in market interest rates and changes in other general market and economic conditions, including inflationary concerns;
|
•
|
changes to our capital allocation, tax planning or business strategy;
|
•
|
our qualification for taxation as a REIT and our declaration of distributions to our stockholders;
|
•
|
a stock repurchase program;
|
•
|
developments in our relationships with corporate customers;
|
•
|
announcements by our customers or competitors;
|
•
|
changes in regulatory policy or interpretation;
|
•
|
governmental investigations;
|
•
|
changes in the ratings of our debt or stock by rating agencies or securities analysts;
|
•
|
our purchase or development of real estate and/or additional IBX data centers;
|
•
|
our acquisitions of complementary businesses; or
|
•
|
the operational performance of our IBX data centers.
|
•
|
human error;
|
•
|
equipment failure;
|
•
|
physical, electronic and cyber security breaches;
|
•
|
fire, earthquake, hurricane, flood, tornado and other natural disasters;
|
•
|
extreme temperatures;
|
•
|
water damage;
|
•
|
fiber cuts;
|
•
|
power loss;
|
•
|
terrorist acts;
|
•
|
sabotage and vandalism; and
|
•
|
failure of business partners who provide our resale products.
|
•
|
fluctuations of foreign currencies in the markets in which we operate;
|
•
|
the timing and magnitude of depreciation and interest expense or other expenses related to the acquisition, purchase or construction of additional IBX data centers or the upgrade of existing IBX data centers;
|
•
|
demand for space, power and services at our IBX data centers;
|
•
|
changes in general economic conditions, such as an economic downturn, or specific market conditions in the telecommunications and internet industries, both of which may have an impact on our customer base;
|
•
|
charges to earnings resulting from past acquisitions due to, among other things, impairment of goodwill or intangible assets, reduction in the useful lives of intangible assets acquired, identification of additional assumed contingent liabilities or revised estimates to restructure an acquired company's operations;
|
•
|
the duration of the sales cycle for our offerings and our ability to ramp our newly-hired sales persons to full productivity within the time period we have forecasted;
|
•
|
restructuring charges or reversals of restructuring charges, which may be necessary due to revised sublease assumptions, changes in strategy or otherwise;
|
•
|
acquisitions or dispositions we may make;
|
•
|
the financial condition and credit risk of our customers;
|
•
|
the provision of customer discounts and credits;
|
•
|
the mix of current and proposed products and offerings and the gross margins associated with our products and offerings;
|
•
|
the timing required for new and future IBX data centers to open or become fully utilized;
|
•
|
competition in the markets in which we operate;
|
•
|
conditions related to international operations;
|
•
|
increasing repair and maintenance expenses in connection with aging IBX data centers;
|
•
|
lack of available capacity in our existing IBX data centers to generate new revenue or delays in opening new or acquired IBX data centers that delay our ability to generate new revenue in markets which have otherwise reached capacity;
|
•
|
changes in rent expense as we amend our IBX data center leases in connection with extending their lease terms when their initial lease term expiration dates approach or changes in shared operating costs in connection with our leases, which are commonly referred to as common area maintenance expenses;
|
•
|
the timing and magnitude of other operating expenses, including taxes, expenses related to the expansion of sales, marketing, operations and acquisitions, if any, of complementary businesses and assets;
|
•
|
the cost and availability of adequate public utilities, including power;
|
•
|
changes in employee stock-based compensation;
|
•
|
overall inflation;
|
•
|
increasing interest expense due to any increases in interest rates and/or potential additional debt financings;
|
•
|
changes in our tax planning strategies or failure to realize anticipated benefits from such strategies;
|
•
|
changes in income tax benefit or expense; and
|
•
|
changes in or new U.S. GAAP as periodically released by the Financial Accounting Standards Board ("FASB").
|
•
|
ownership limitations and transfer restrictions relating to our stock that are intended to facilitate our compliance with certain REIT rules relating to share ownership;
|
•
|
authorization for the issuance of "blank check" preferred stock;
|
•
|
the prohibition of cumulative voting in the election of directors;
|
•
|
limits on the persons who may call special meetings of stockholders;
|
•
|
limits on stockholder action by written consent; and
|
•
|
advance notice requirements for nominations to the Board of Directors or for proposing matters that can be acted on by stockholders at stockholder meetings.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosure
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
|
|
|
|
|
|
|
|
|
2.1
|
Rule 2.7 Announcement, dated as of May 29, 2015. Recommended Cash and Share Offer for Telecity Group plc by Equinix, Inc.
|
8-K
|
|
5/29/2015
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
2.2
|
Cooperation Agreement, dated as of May 29, 2015, by and between Equinix, Inc. and Telecity Group plc.
|
8-K
|
|
5/29/2015
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
2.3
|
Amendment to Cooperation Agreement, dated as of November 24, 2015, by and between Equinix, Inc. and Telecity Group plc.
|
10-K
|
|
12/31/2015
|
|
2.3
|
|
|
|
|
|
|
|
|
|
|
|
2.4
|
Transaction Agreement, dated as of December 6, 2016, by and between Verizon Communications Inc. and Equinix, Inc. and Telecity Group plc.
|
8-K
|
|
12/6/2016
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
2.5
|
Amendment No.1 to the Transaction Agreement, dated February 23, 2017, by and between Verizon communications Inc. and Equinix, Inc.
|
10-K
|
|
12/31/2016
|
|
2.5
|
|
|
|
|
|
|
|
|
|
|
|
2.6
|
Amendment No.2 to the Transaction Agreement, dated April 30, 2017, by and between Verizon Communications Inc. and Equinix, Inc.
|
8-K
|
|
5/1/2017
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
3.1
|
Amended and Restated Certificate of Incorporation of the Registrant, as amended to date.
|
10-K/A
|
|
12/31/2002
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
3.2
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant
|
8-K
|
|
6/14/2011
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
3.3
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant
|
8-K
|
|
6/11/2013
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
3.4
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant
|
10-Q
|
|
6/30/2014
|
|
3.4
|
|
|
|
|
|
|
|
|
|
|
|
3.5
|
Certificate of Designation of Series A and Series A-1 Convertible Preferred Stock.
|
10-K/A
|
|
12/31/2002
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
3.6
|
Amended and Restated Bylaws of the Registrant.
|
8-K
|
|
3/29/2016
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
4.1
|
Reference is made to Exhibits 3.1, 3.2, 3.3, 3.4, 3.5 and 3.6.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.2
|
Indenture for the 2020 Notes dated March 5, 2013 by and between Equinix, Inc. and U.S. Bank National Association as trustee
|
8-K
|
|
3/5/2013
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
4.3
|
Form of 4.875% Senior Note Due 2020 (see Exhibit 4.2).
|
8-K
|
|
3/5/2013
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.4
|
Indenture for the 2023 Notes dated March 5, 2013 by and between Equinix, Inc. and U.S. Bank National Association as trustee
|
8-K
|
|
3/5/2013
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
4.5
|
Form of 5.375% Senior Note due 2023 (see Exhibit 4.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.6
|
Indenture, dated as of November 20, 2014, between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
11/20/2014
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
4.7
|
First Supplemental Indenture, dated as of November 20, 2014, between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
11/20/2014
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.8
|
Form of 5.375% Senior Note due 2022 (see Exhibit 4.7)
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
4.9
|
Second Supplemental Indenture, dated as of November 20, 2014, between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
11/20/2014
|
|
4.4
|
|
|
|
|
|
|
|
|
|
|
|
4.10
|
Form of 5.750% Senior Note due 2025 (see Exhibit 4.9)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.11
|
Third Supplemental Indenture, dated as of December 4, 2015, between Equinix Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
12/4/2015
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.12
|
Form of 5.875% Senior Note due 2026 (See Exhibit 4.11)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.13
|
Fourth Supplemental Indenture, dated as of March 22, 2017 between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
3/22/2017
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.14
|
Form of 5.375% Senior Notes due 2027
|
8-K
|
|
3/22/2017
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
|
4.15
|
Form of Registrant's Common Stock Certificate
|
10-K
|
|
12/31/2014
|
|
4.13
|
|
|
|
|
|
|
|
|
|
|
|
10.1**
|
Form of Indemnification Agreement between the Registrant and each of its officers and directors.
|
S-4 (File No. 333-93749)
|
|
12/29/1999
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
10.2**
|
2000 Equity Incentive Plan, as amended.
|
10-K
|
|
12/31/2016
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
10.3**
|
2000 Director Option Plan, as amended.
|
10-K
|
|
12/31/2016
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
10.4**
|
2001 Supplemental Stock Plan, as amended.
|
10-K
|
|
12/31/2016
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
10.5**
|
Equinix, Inc. 2004 Employee Stock Purchase Plan, as amended.
|
10-Q
|
|
6/30/2014
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
10.6**
|
Severance Agreement by and between Stephen Smith and Equinix, Inc. dated December 18, 2008.
|
10-K
|
|
12/31/2008
|
|
10.31
|
|
|
|
|
|
|
|
|
|
|
|
10.7**
|
Severance Agreement by and between Peter Van Camp and Equinix, Inc. dated December 10, 2008.
|
10-K
|
|
12/31/2008
|
|
10.32
|
|
|
|
|
|
|
|
|
|
|
|
10.8**
|
Severance Agreement by and between Keith Taylor and Equinix, Inc. dated December 19, 2008.
|
10-K
|
|
12/31/2008
|
|
10.33
|
|
|
|
|
|
|
|
|
|
|
|
10.9**
|
Change in Control Severance Agreement by and between Eric Schwartz and Equinix, Inc. dated December 19, 2008.
|
10-K
|
|
12/31/2008
|
|
10.35
|
|
|
|
|
|
|
|
|
|
|
|
10.10**
|
Switch & Data 2007 Stock Incentive Plan.
|
S-1/A (File No. 333-137607) filed by Switch & Data Facilities Company, Inc.
|
|
2/5/2007
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
10.11**
|
Change in Control Severance Agreement by and between Charles Meyers and Equinix, Inc. dated September 30, 2010.
|
10-Q
|
|
9/30/2010
|
|
10.42
|
|
|
|
|
|
|
|
|
|
|
|
10.12**
|
Form of amendment to existing severance agreement between the Registrant and each of Messrs. Meyers, Smith, Taylor and Van Camp.
|
10-K
|
|
12/31/2010
|
|
10.33
|
|
|
|
|
|
|
|
|
|
|
|
10.13**
|
Letter amendment, dated December 14, 2010, to Change in Control Severance Agreement, dated December 18, 2008, and letter agreement relating to expatriate benefits, dated April 22, 2008, as amended, by and between the Registrant and Eric Schwartz.
|
10-K
|
|
12/31/2010
|
|
10.34
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
10.14**
|
International Long-Term Assignment Letter by and between Equinix, Inc. and Eric Schwartz, dated May 21, 2013.
|
10-Q
|
|
6/30/2013
|
|
10.51
|
|
|
|
|
|
|
|
|
|
|
|
10.15**
|
Employment Agreement by and between Equinix (EMEA) B.V. and Eric Schwartz, dated as of August 7, 2013.
|
10-Q
|
|
9/30/2013
|
|
10.54
|
|
|
|
|
|
|
|
|
|
|
|
10.16**
|
Restricted Stock Unit Agreement dated August 14, 2013 for Charles Meyers under the Equinix, Inc. 2000 Equity Incentive Plan.
|
10-Q
|
|
9/30/2013
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.17**
|
Offer Letter from Equinix, Inc. to Karl Strohmeyer dated October 28, 2013.
|
10-Q
|
|
3/31/2014
|
|
10.49
|
|
|
|
|
|
|
|
|
|
|
|
10.18**
|
Restricted Stock Unit Agreement for Karl Strohmeyer under the Equinix, Inc. 2000 Equity Incentive Plan.
|
10-Q
|
|
3/31/2014
|
|
10.50
|
|
|
|
|
|
|
|
|
|
|
|
10.19**
|
Change in Control Severance Agreement by and between Karl Strohmeyer and Equinix, Inc. dated December 2, 2013.
|
10-Q
|
|
3/31/2014
|
|
10.51
|
|
|
|
|
|
|
|
|
|
|
|
10.20**
|
2014 Form of Revenue/Adjusted EBITDA Restricted Stock Unit Agreement for CEO and CFO.
|
10-Q
|
|
3/31/2014
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
10.21**
|
2014 Form of Revenue/Adjusted EBITDA Restricted Stock Unit Agreement for all other Section 16 officers.
|
10-Q
|
|
3/31/2014
|
|
10.53
|
|
|
|
|
|
|
|
|
|
|
|
10.22
|
Agreement for Purchase and Sale of Shares Among RW Brasil Fundo de Investimentos em Participação, Antônio Eduardo Zago De Carvalho and Sidney Victor da Costa Breyer, as Sellers, and Equinix Brasil Participaçãoes Ltda., as Purchaser, and Equinix South America Holdings LLC., as a Party for Limited Purposes and ALOG Soluções de Tecnologia em Informática S.A. as Intervening Consenting Party dated July 18, 2014
|
10-Q
|
|
9/30/2014
|
|
10.67
|
|
|
|
|
|
|
|
|
|
|
|
10.23
|
Credit Agreement, by and among Equinix, Inc., as borrower, Equinix LLC and Switch & Data LLC as guarantors, the Lenders (defined therein), Bank of America, N.A., as administrative agent, a Lender and L/C issuer, JPMorgan Chase Bank, N.A., and TD Securities (USA) LLC, as co-syndication agents, Barclays Bank PLC, Citibank, N.A., Royal Bank of Canada and ING Bank N.V., Singapore Branch, as Co-Documentation Agents and Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, and TD Securities (USA) LLC, as joint lead arrangers and book runners, dated December 17, 2014.
|
10-K
|
|
12/31/2014
|
|
10.48
|
|
|
|
|
|
|
|
|
|
|
|
10.24**
|
2015 Form of Revenue/AFFO Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2015
|
|
10.50
|
|
|
|
|
|
|
|
|
|
|
|
10.25**
|
2015 Form of TSR Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2015
|
|
10.51
|
|
|
|
|
|
|
|
|
|
|
|
10.26**
|
2015 Form of Time-Based Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2015
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
10.27
|
First Amendment to Credit Agreement and first Amendment to Pledge and Security Agreement by and among Equinix, Inc., as borrower, the Guarantors (defined therein), the Lenders (defined therein) and Bank of America, N.A., as administrative agent, dated April 30, 2015.
|
10-Q
|
|
9/30/2015
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
10.30
|
Second Amendment to Credit Agreement by and among Equinix, Inc., as borrower, the Guarantors (defined therein), the Lenders (defined therein) and Bank of America, N.A., as administrative agent, dated December 8, 2015.
|
10-K
|
|
12/31/2015
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.31**
|
Equinix, Inc. 2016 Incentive Plan
|
10-Q
|
|
3/31/2016
|
|
10.56
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
|
|
|
|
|
|
|
|
|
10.32**
|
2016 Form of Revenue/AFFO Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2016
|
|
10.57
|
|
|
|
|
|
|
|
|
|
|
|
10.33**
|
2016 Form of TSR Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2016
|
|
10.58
|
|
|
|
|
|
|
|
|
|
|
|
10.34**
|
2016 Form of Time-Based Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2016
|
|
10.59
|
|
|
|
|
|
|
|
|
|
|
|
10.35**
|
2017 Form of Revenue/AFFO Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2017
|
|
10.35
|
|
|
|
|
|
|
|
|
|
|
|
10.36**
|
2017 Form of TSR Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2017
|
|
10.36
|
|
|
|
|
|
|
|
|
|
|
|
10.37**
|
2017 Form of Time-Based Restricted Stock Unit Agreement for Executives.
|
10-Q
|
|
3/31/2017
|
|
10.37
|
|
|
|
|
|
|
|
|
|
|
|
10.38**
|
Restricted Stock Unit Award granted to John Hughes on February 25, 2016
|
10-Q
|
|
3/31/2016
|
|
10.60
|
|
|
|
|
|
|
|
|
|
|
|
10.39**
|
Equinix, Inc. Annual Incentive Plan
|
10-Q
|
|
3/31/2017
|
|
10.39
|
|
|
|
|
|
|
|
|
|
|
|
10.40**
|
Equinix, Inc. Annual Incentive Plan 2017 Award Agreement for Executive Staff Employees
|
10-Q
|
|
3/31/2017
|
|
10.40
|
|
|
|
|
|
|
|
|
|
|
|
10.41
|
Share Purchase Agreement with Digital Realty Trust, L.P., relating to the sale and purchase of shares in TelecityGroup UK LON Limited, Telecity Netherlands AMS01 AMS04 BV, Equinix Real Estate (TCY AMS04) B.V. and TelecityGroup Germany Fra2 GmbH, dated May 14, 2016.
|
10-Q
|
|
6/30/2016
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.42**
|
Letter Agreement dated June 9, 2016, by and between Equinix, Inc. and Eric Schwartz, amending his International Long Term Assignment letter dated May 21, 2013 and Employment Agreement with Equinix (EMEA) B.V. dated August 7, 2013.
|
10-Q
|
|
9/30/2016
|
|
10.56
|
|
|
|
|
|
|
|
|
|
|
|
10.43**
|
Term Loan Agreement dated as of September 30, 2016 among Equinix Japan K.K. as Borrower, the Lenders (defined therein) and Bank of Tokyo-Mitsubishi UFJ, Ltd., as Arranger and Agent.
|
10-Q
|
|
9/30/2016
|
|
10.42
|
|
|
|
|
|
|
|
|
|
|
|
10.44
|
Third Amendment to Credit Agreement and Second Amendment to Pledge and Security Agreement by and among Equinix, Inc., as borrower, the Guarantors (defined therein), the Lenders (defined therein) and Bank of America, N.A., as administrative agent, dated December 22, 2016.
|
10-K
|
|
12/31/2016
|
|
10.39
|
|
|
|
|
|
|
|
|
|
|
|
12.1
|
Statement of Computation of Ratios
|
10-K
|
|
12/31/2016
|
|
12.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
101.INS
|
XBRL Instance Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
101.CAL
|
XBRL Taxonomy Extension Calculation Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.LAB
|
XBRL Taxonomy Extension Labels Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Document.
|
|
|
|
|
|
|
X
|
|
EQUINIX, INC.
|
|
Date: August 4, 2017
|
|
|
|
By:
|
/s/ K
EITH
D. T
AYLOR
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial and Accounting Officer)
|