|
|
|
☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
Delaware
|
|
77-0487526
|
(State of incorporation)
|
|
(I.R.S. Employer Identification No.)
|
|
Title of each class
|
|
Trading symbol
|
|
Name of each exchange on which registered
|
Common Stock, $0.001
|
|
EQIX
|
|
The NASDAQ Stock Market LLC
|
Large accelerated filer
|
☒
|
Accelerated filer
|
☐
|
|
|
|
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
|
|
|
|
|
|
Emerging growth company
|
☐
|
|
|
Page
No.
|
|
|
||
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|
|
Item 1.
|
||
|
|
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||
|
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||
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Item 2.
|
||
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Item 3.
|
||
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Item 4.
|
||
|
|
|
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||
|
|
|
Item 1.
|
||
|
|
|
Item 1A.
|
||
|
|
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Item 2.
|
||
|
|
|
Item 3.
|
||
|
|
|
Item 4.
|
||
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Item 5.
|
||
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Item 6.
|
||
|
|
|
|
|
|
|
September 30,
2019 |
|
December 31,
2018 |
||||
|
(Unaudited)
|
||||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,402,400
|
|
|
$
|
606,166
|
|
Short-term investments
|
19,567
|
|
|
4,540
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $15,300 and $15,950
|
746,571
|
|
|
630,119
|
|
||
Other current assets
|
305,246
|
|
|
274,857
|
|
||
Assets held for sale
|
379,473
|
|
|
—
|
|
||
Total current assets
|
2,853,257
|
|
|
1,515,682
|
|
||
Property, plant and equipment, net
|
11,229,197
|
|
|
11,026,020
|
|
||
Operating lease right-of-use assets
|
1,483,491
|
|
|
—
|
|
||
Goodwill
|
4,648,913
|
|
|
4,836,388
|
|
||
Intangible assets, net
|
2,127,843
|
|
|
2,333,296
|
|
||
Other assets
|
499,632
|
|
|
533,252
|
|
||
Total assets
|
$
|
22,842,333
|
|
|
$
|
20,244,638
|
|
Liabilities and Stockholders' Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
755,150
|
|
|
$
|
756,692
|
|
Accrued property, plant and equipment
|
335,490
|
|
|
179,412
|
|
||
Current portion of operating lease liabilities
|
137,002
|
|
|
—
|
|
||
Current portion of finance lease liabilities
|
65,518
|
|
|
77,844
|
|
||
Current portion of mortgage and loans payable
|
70,789
|
|
|
73,129
|
|
||
Current portion of senior notes
|
300,466
|
|
|
300,999
|
|
||
Other current liabilities
|
119,976
|
|
|
126,995
|
|
||
Liabilities held for sale
|
52,092
|
|
|
—
|
|
||
Total current liabilities
|
1,836,483
|
|
|
1,515,071
|
|
||
Operating lease liabilities, less current portion
|
1,333,901
|
|
|
—
|
|
||
Finance lease liabilities, less current portion
|
1,301,482
|
|
|
1,441,077
|
|
||
Mortgage and loans payable, less current portion
|
1,215,207
|
|
|
1,310,663
|
|
||
Senior notes, less current portion
|
7,835,317
|
|
|
8,128,785
|
|
||
Other liabilities
|
558,912
|
|
|
629,763
|
|
||
Total liabilities
|
14,081,302
|
|
|
13,025,359
|
|
||
Commitments and contingencies (Note 10)
|
|
|
|
||||
Equinix stockholders' equity
|
|
|
|
||||
Common stock, $0.001 par value per share: 300,000,000 shares authorized; 85,671,643 issued and 85,278,859 outstanding in 2019 and 81,119,117 issued and 80,722,258 outstanding in 2018
|
86
|
|
|
81
|
|
||
Additional paid-in capital
|
12,635,450
|
|
|
10,751,313
|
|
||
Treasury stock, at cost; 392,784 shares in 2019 and 396,859 shares in 2018
|
(144,301
|
)
|
|
(145,161
|
)
|
||
Accumulated dividends
|
(3,956,318
|
)
|
|
(3,331,200
|
)
|
||
Accumulated other comprehensive loss
|
(1,040,236
|
)
|
|
(945,702
|
)
|
||
Retained earnings
|
1,266,430
|
|
|
889,948
|
|
||
Total Equinix stockholders' equity
|
8,761,111
|
|
|
7,219,279
|
|
||
Non-controlling interests
|
(80
|
)
|
|
—
|
|
||
Total stockholders' equity
|
8,761,031
|
|
|
7,219,279
|
|
||
Total liabilities and stockholders' equity
|
$
|
22,842,333
|
|
|
$
|
20,244,638
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
(Unaudited)
|
||||||||||||||
Revenues
|
$
|
1,396,810
|
|
|
$
|
1,283,751
|
|
|
$
|
4,145,005
|
|
|
$
|
3,761,571
|
|
Costs and operating expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of revenues
|
704,339
|
|
|
660,309
|
|
|
2,084,548
|
|
|
1,934,540
|
|
||||
Sales and marketing
|
161,574
|
|
|
157,920
|
|
|
490,490
|
|
|
471,898
|
|
||||
General and administrative
|
241,812
|
|
|
206,902
|
|
|
689,514
|
|
|
620,548
|
|
||||
Transaction costs
|
2,991
|
|
|
(1,120
|
)
|
|
8,236
|
|
|
33,932
|
|
||||
Impairment charges
|
1,189
|
|
|
—
|
|
|
16,023
|
|
|
—
|
|
||||
Gain on asset sales
|
(463
|
)
|
|
(6,013
|
)
|
|
(463
|
)
|
|
(6,013
|
)
|
||||
Total costs and operating expenses
|
1,111,442
|
|
|
1,017,998
|
|
|
3,288,348
|
|
|
3,054,905
|
|
||||
Income from operations
|
285,368
|
|
|
265,753
|
|
|
856,657
|
|
|
706,666
|
|
||||
Interest income
|
8,201
|
|
|
2,912
|
|
|
20,165
|
|
|
11,480
|
|
||||
Interest expense
|
(118,674
|
)
|
|
(130,566
|
)
|
|
(362,067
|
)
|
|
(391,516
|
)
|
||||
Other income
|
3,428
|
|
|
3,744
|
|
|
15,442
|
|
|
9,546
|
|
||||
Gain (loss) on debt extinguishment
|
315
|
|
|
1,492
|
|
|
(67
|
)
|
|
(39,214
|
)
|
||||
Income before income taxes
|
178,638
|
|
|
143,335
|
|
|
530,130
|
|
|
296,962
|
|
||||
Income tax expense
|
(57,827
|
)
|
|
(18,510
|
)
|
|
(147,720
|
)
|
|
(41,625
|
)
|
||||
Net income
|
120,811
|
|
|
124,825
|
|
|
382,410
|
|
|
255,337
|
|
||||
Net loss attributable to non-controlling interests
|
39
|
|
|
—
|
|
|
45
|
|
|
—
|
|
||||
Net income attributable to Equinix
|
$
|
120,850
|
|
|
$
|
124,825
|
|
|
$
|
382,455
|
|
|
$
|
255,337
|
|
Earnings per share ("EPS") attributable to Equinix:
|
|
|
|
|
|
|
|
||||||||
Basic EPS
|
$
|
1.42
|
|
|
$
|
1.56
|
|
|
$
|
4.57
|
|
|
$
|
3.21
|
|
Weighted-average shares for basic EPS
|
85,012
|
|
|
79,872
|
|
|
83,753
|
|
|
79,533
|
|
||||
Diluted EPS
|
$
|
1.41
|
|
|
$
|
1.55
|
|
|
$
|
4.54
|
|
|
$
|
3.19
|
|
Weighted-average shares for diluted EPS
|
85,571
|
|
|
80,283
|
|
|
84,223
|
|
|
79,956
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
(Unaudited)
|
||||||||||||||
Net income
|
$
|
120,811
|
|
|
$
|
124,825
|
|
|
$
|
382,410
|
|
|
$
|
255,337
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment ("CTA") loss, net of tax effects of $0, $(942), $(595) and $5,043
|
(284,927
|
)
|
|
(77,566
|
)
|
|
(341,519
|
)
|
|
(352,948
|
)
|
||||
Net investment hedge CTA gain, net of tax effect of $0, $0, $10 and $1,637
|
188,897
|
|
|
27,214
|
|
|
227,890
|
|
|
180,694
|
|
||||
Unrealized gain on cash flow hedges, net of tax effects of $(5,245), $(2,061), $(7,336) and $(12,459)
|
14,217
|
|
|
6,184
|
|
|
19,086
|
|
|
37,384
|
|
||||
Net actuarial gain (loss) on defined benefit plans, net of tax effects of $2, $(4), $3 and $(14)
|
(8
|
)
|
|
14
|
|
|
(26
|
)
|
|
35
|
|
||||
Total other comprehensive loss, net of tax
|
(81,821
|
)
|
|
(44,154
|
)
|
|
(94,569
|
)
|
|
(134,835
|
)
|
||||
Comprehensive income, net of tax
|
38,990
|
|
|
80,671
|
|
|
287,841
|
|
|
120,502
|
|
||||
Net loss attributable to non-controlling interests
|
39
|
|
|
—
|
|
|
45
|
|
|
—
|
|
||||
Other comprehensive loss attributable to non-controlling interests
|
28
|
|
|
—
|
|
|
35
|
|
|
—
|
|
||||
Comprehensive income attributable to Equinix
|
$
|
39,057
|
|
|
$
|
80,671
|
|
|
$
|
287,921
|
|
|
$
|
120,502
|
|
|
Nine Months Ended
September 30, |
||||||
|
2019
|
|
2018
|
||||
|
(Unaudited)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
382,410
|
|
|
$
|
255,337
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation
|
806,704
|
|
|
767,182
|
|
||
Stock-based compensation
|
174,413
|
|
|
139,849
|
|
||
Amortization of intangible assets
|
147,589
|
|
|
153,443
|
|
||
Amortization of debt issuance costs and debt discounts and premiums
|
9,429
|
|
|
10,609
|
|
||
Provision for allowance for doubtful accounts
|
8,588
|
|
|
4,886
|
|
||
Impairment charges
|
16,023
|
|
|
—
|
|
||
Gain on asset sales
|
(463
|
)
|
|
(6,013
|
)
|
||
Loss on debt extinguishment
|
67
|
|
|
39,214
|
|
||
Other items
|
9,909
|
|
|
13,040
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(123,389
|
)
|
|
(85,126
|
)
|
||
Income taxes, net
|
73,144
|
|
|
(32,876
|
)
|
||
Other assets
|
(62,036
|
)
|
|
(22,409
|
)
|
||
Operating lease right-of-use assets
|
108,226
|
|
|
—
|
|
||
Operating lease liabilities
|
(112,059
|
)
|
|
—
|
|
||
Accounts payable and accrued expenses
|
6,660
|
|
|
4,782
|
|
||
Other liabilities
|
17,843
|
|
|
14,879
|
|
||
Net cash provided by operating activities
|
1,463,058
|
|
|
1,256,797
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of investments
|
(23,692
|
)
|
|
(55,181
|
)
|
||
Sales of investments
|
8,945
|
|
|
74,376
|
|
||
Business acquisitions, net of cash and restricted cash acquired
|
(34,143
|
)
|
|
(829,185
|
)
|
||
Purchases of real estate
|
(64,288
|
)
|
|
(136,612
|
)
|
||
Purchases of other property, plant and equipment
|
(1,364,960
|
)
|
|
(1,415,509
|
)
|
||
Proceeds from sale of assets, net of cash transferred
|
117
|
|
|
12,154
|
|
||
Net cash used in investing activities
|
(1,478,021
|
)
|
|
(2,349,957
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from employee equity awards
|
52,018
|
|
|
50,103
|
|
||
Payment of dividends and special distribution
|
(625,804
|
)
|
|
(554,742
|
)
|
||
Proceeds from public offering of common stock, net of issuance costs
|
1,660,976
|
|
|
273,873
|
|
||
Proceeds from senior notes
|
—
|
|
|
929,850
|
|
||
Proceeds from loans payable
|
—
|
|
|
424,650
|
|
||
Repayments of finance lease liabilities
|
(62,785
|
)
|
|
(89,655
|
)
|
||
Repayments of mortgage and loans payable
|
(53,796
|
)
|
|
(429,498
|
)
|
||
Repayment of senior notes
|
(150,000
|
)
|
|
—
|
|
||
Debt extinguishment costs
|
—
|
|
|
(20,556
|
)
|
||
Debt issuance costs
|
—
|
|
|
(12,218
|
)
|
||
Net cash provided by financing activities
|
820,609
|
|
|
571,807
|
|
||
Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash
|
(13,117
|
)
|
|
(30,944
|
)
|
||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
792,529
|
|
|
(552,297
|
)
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
627,604
|
|
|
1,450,701
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
1,420,133
|
|
|
$
|
898,404
|
|
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,402,400
|
|
|
$
|
870,486
|
|
Current portion of restricted cash included in other current assets
|
7,988
|
|
|
17,287
|
|
||
Non-current portion of restricted cash included in other assets
|
9,745
|
|
|
10,631
|
|
||
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows
|
$
|
1,420,133
|
|
|
$
|
898,404
|
|
1.
|
Basis of Presentation and Significant Accounting Policies
|
Balance Sheet
|
|
Balances at December 31, 2018
|
|
Adjustments due to adoption of Topic 842
|
|
Balances at January 1, 2019
|
||||||
Assets
|
|
|
|
|
|
|
||||||
Other current assets
|
|
$
|
274,857
|
|
|
$
|
(15,949
|
)
|
|
$
|
258,908
|
|
Property, plant and equipment, net
|
|
11,026,020
|
|
|
(293,111
|
)
|
|
10,732,909
|
|
|||
Operating lease right-of-use assets
|
|
—
|
|
|
1,468,762
|
|
|
1,468,762
|
|
|||
Intangible assets, net
|
|
2,333,296
|
|
|
(23,205
|
)
|
|
2,310,091
|
|
|||
Other assets
|
|
533,252
|
|
|
(63,468
|
)
|
|
469,784
|
|
|||
Liabilities
|
|
|
|
|
|
|
||||||
Current portion of operating lease liabilities
|
|
—
|
|
|
144,405
|
|
|
144,405
|
|
|||
Current portion of finance lease liabilities
|
|
—
|
|
|
70,795
|
|
|
70,795
|
|
|||
Current portion of capital lease and other financing obligations
|
|
77,844
|
|
|
(77,844
|
)
|
|
—
|
|
|||
Other current liabilities
|
|
126,995
|
|
|
(6,455
|
)
|
|
120,540
|
|
|||
Operating lease liabilities, less current portion
|
|
—
|
|
|
1,312,262
|
|
|
1,312,262
|
|
|||
Finance lease liabilities, less current portion
|
|
—
|
|
|
1,165,188
|
|
|
1,165,188
|
|
|||
Capital lease and other financing obligations, less current portion
|
|
1,441,077
|
|
|
(1,441,077
|
)
|
|
—
|
|
|||
Other liabilities
|
|
629,763
|
|
|
(88,272
|
)
|
|
541,491
|
|
|||
Equity
|
|
|
|
|
|
|
||||||
Retained Earnings
|
|
889,948
|
|
|
(5,973
|
)
|
|
883,975
|
|
2.
|
Revenue
|
|
Accounts receivable, net
|
|
Contract asset, current
|
|
Contract asset, non-current
|
|
Deferred revenue, current
|
|
Deferred revenue, non-current
|
||||||||||
Beginning balances as of January 1, 2019
|
$
|
630,119
|
|
|
$
|
9,778
|
|
|
$
|
16,396
|
|
|
$
|
73,142
|
|
|
$
|
46,641
|
|
Closing balances as of September 30, 2019
|
746,571
|
|
|
9,491
|
|
|
25,685
|
|
|
76,892
|
|
|
46,798
|
|
|||||
Increase/(decrease)
|
$
|
116,452
|
|
|
$
|
(287
|
)
|
|
$
|
9,289
|
|
|
$
|
3,750
|
|
|
$
|
157
|
|
3.
|
Earnings Per Share
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net income
|
$
|
120,811
|
|
|
$
|
124,825
|
|
|
$
|
382,410
|
|
|
$
|
255,337
|
|
Net loss attributable to non-controlling interests
|
39
|
|
|
—
|
|
|
45
|
|
|
—
|
|
||||
Net income attributable to Equinix
|
$
|
120,850
|
|
|
$
|
124,825
|
|
|
$
|
382,455
|
|
|
$
|
255,337
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares used to calculate basic EPS
|
85,012
|
|
|
79,872
|
|
|
83,753
|
|
|
79,533
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Employee equity awards
|
559
|
|
|
411
|
|
|
470
|
|
|
423
|
|
||||
Weighted-average shares used to calculate diluted EPS
|
85,571
|
|
|
80,283
|
|
|
84,223
|
|
|
79,956
|
|
||||
|
|
|
|
|
|
|
|
||||||||
EPS attributable to Equinix:
|
|
|
|
|
|
|
|
||||||||
Basic EPS
|
$
|
1.42
|
|
|
$
|
1.56
|
|
|
$
|
4.57
|
|
|
$
|
3.21
|
|
Diluted EPS
|
$
|
1.41
|
|
|
$
|
1.55
|
|
|
$
|
4.54
|
|
|
$
|
3.19
|
|
4.
|
Acquisitions
|
|
Metronode
|
|
Infomart Dallas
|
||||
Cash and cash equivalents
|
$
|
3,206
|
|
|
$
|
17,432
|
|
Accounts receivable
|
8,318
|
|
|
637
|
|
||
Other current assets
|
9,421
|
|
|
395
|
|
||
Property, plant, and equipment
|
297,092
|
|
|
362,023
|
|
||
Intangible assets
|
128,229
|
|
|
65,847
|
|
||
Goodwill
|
410,188
|
|
|
197,378
|
|
||
Other assets (1)
|
44,373
|
|
|
—
|
|
||
Total assets acquired
|
900,827
|
|
|
643,712
|
|
||
Accounts payable and accrued liabilities
|
(17,104
|
)
|
|
(5,056
|
)
|
||
Other current liabilities
|
(2,038
|
)
|
|
(2,141
|
)
|
||
Deferred tax liabilities
|
(31,281
|
)
|
|
—
|
|
||
Other liabilities (1)
|
(45,851
|
)
|
|
(4,723
|
)
|
||
Net assets acquired
|
$
|
804,553
|
|
|
$
|
631,792
|
|
|
(1)
|
In connection with the Metronode Acquisition, the Company recorded indemnification assets of $44.4 million, which represented the seller's obligation under the purchase agreement to reimburse pre-acquisition tax liabilities settled after the acquisition.
|
Intangible Assets
|
|
Fair Value
|
|
Estimated Useful Lives (Years)
|
|
Weighted-average Estimated Useful Lives (Years)
|
||
Customer relationships (Metronode)
|
|
$
|
128,229
|
|
|
20.0
|
|
20.0
|
Customer relationships (Infomart Dallas)
|
|
35,860
|
|
|
20.0
|
|
20.0
|
|
In-place leases (Infomart Dallas)
|
|
19,960
|
|
|
3.6 - 7.5
|
|
6.8
|
|
Trade names (Infomart Dallas)
|
|
9,552
|
|
|
20.0
|
|
20.0
|
|
Favorable leases (Infomart Dallas)
|
|
475
|
|
|
3.6 - 7.5
|
|
7.0
|
5.
|
Assets Held for Sale
|
Other current assets
|
$
|
575
|
|
Property, plant and equipment
|
297,780
|
|
|
Operating lease right-of-use assets
|
9,187
|
|
|
Goodwill
|
67,950
|
|
|
Intangible assets
|
2,286
|
|
|
Deferred tax assets
|
1,571
|
|
|
Other assets
|
124
|
|
|
Total assets held for sale
|
$
|
379,473
|
|
|
|
||
Current portion of operating lease liabilities
|
$
|
754
|
|
Current portion of finance lease liabilities
|
167
|
|
|
Operating lease liabilities, less current portion
|
8,718
|
|
|
Finance lease liabilities, less current portion
|
41,099
|
|
|
Deferred tax liabilities
|
386
|
|
|
Other liabilities
|
968
|
|
|
Total liabilities held for sale
|
$
|
52,092
|
|
6.
|
Derivatives and Hedging Activities
|
Amount of gain or (loss) recognized in accumulated other comprehensive income:
|
|
|
|
|
|||||||||||||
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Foreign currency debt
|
|
$
|
151,825
|
|
|
$
|
27,213
|
|
|
$
|
181,431
|
|
|
$
|
179,056
|
|
|
Cross-currency interest rate swaps (included component) (1)
|
|
30,505
|
|
|
—
|
|
|
36,331
|
|
|
—
|
|
|||||
Cross-currency interest rate swaps (excluded component) (2)
|
|
6,566
|
|
|
—
|
|
|
10,117
|
|
|
—
|
|
|||||
Total
|
|
$
|
188,896
|
|
|
$
|
27,213
|
|
|
$
|
227,879
|
|
|
$
|
179,056
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Amount of gain or (loss) recognized in earnings:
|
|
|
|
|
|||||||||||||
|
Location of gain or (loss)
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|||||||||
Cross-currency interest rate swaps (excluded component) (2)
|
Interest expense
|
|
$
|
5,072
|
|
|
$
|
—
|
|
|
$
|
14,163
|
|
|
$
|
—
|
|
Total
|
|
|
$
|
5,072
|
|
|
$
|
—
|
|
|
$
|
14,163
|
|
|
$
|
—
|
|
|
(1)
|
Included component represents foreign exchange spot rates.
|
(2)
|
Excluded component represents cross-currency basis spread and interest rates.
|
|
(1)
|
Included component represents foreign exchange spot rates.
|
(2)
|
Excluded component represents option's time value.
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||||
|
Assets (1)
|
|
Liabilities (2)
|
|
Assets (1)
|
|
Liabilities (2)
|
||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
||||||||
Foreign currency forward and option contracts
|
$
|
59,401
|
|
|
$
|
—
|
|
|
$
|
38,606
|
|
|
$
|
865
|
|
Net investment hedges
|
|
|
|
|
|
|
|
||||||||
Cross-currency interest rate swaps
|
46,449
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total designated as hedging
|
105,850
|
|
|
—
|
|
|
38,606
|
|
|
865
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Embedded derivatives
|
7,131
|
|
|
1,336
|
|
|
4,656
|
|
|
2,426
|
|
||||
Economic hedges of embedded derivatives
|
492
|
|
|
697
|
|
|
525
|
|
|
180
|
|
||||
Foreign currency forward contracts
|
28,778
|
|
|
3
|
|
|
29,287
|
|
|
6,269
|
|
||||
Total not designated as hedging
|
36,401
|
|
|
2,036
|
|
|
34,468
|
|
|
8,875
|
|
||||
Total Derivatives
|
$
|
142,251
|
|
|
$
|
2,036
|
|
|
$
|
73,074
|
|
|
$
|
9,740
|
|
|
(1)
|
As presented in the Company's condensed consolidated balance sheets within other current assets and other assets.
|
(2)
|
As presented in the Company's condensed consolidated balance sheets within other current liabilities and other liabilities.
|
|
Gross Amounts Offset in
Consolidated Balance Sheet
|
|
|
|
|
||||||||||||||
|
Gross Amounts
|
|
Gross Amounts Offset in the Balance Sheet
|
|
Net Amounts
|
|
Gross Amounts not Offset in the Balance Sheet
|
|
Net
|
||||||||||
September 30, 2019
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative assets
|
$
|
154,394
|
|
|
$
|
—
|
|
|
$
|
154,394
|
|
|
$
|
(6,307
|
)
|
|
$
|
148,087
|
|
Derivative liabilities
|
8,203
|
|
|
—
|
|
|
8,203
|
|
|
(6,307
|
)
|
|
1,896
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative assets
|
$
|
73,074
|
|
|
$
|
—
|
|
|
$
|
73,074
|
|
|
$
|
(6,517
|
)
|
|
$
|
66,557
|
|
Derivative liabilities
|
9,740
|
|
|
—
|
|
|
9,740
|
|
|
(6,517
|
)
|
|
3,223
|
|
7.
|
Fair Value Measurements
|
|
Fair Value at
September 30, 2019 |
|
Fair Value
Measurement Using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Cash
|
$
|
832,235
|
|
|
$
|
832,235
|
|
|
$
|
—
|
|
Money market and deposit accounts
|
570,165
|
|
|
570,165
|
|
|
—
|
|
|||
Publicly traded equity securities
|
2,647
|
|
|
2,647
|
|
|
—
|
|
|||
Certificates of deposit
|
16,920
|
|
|
—
|
|
|
16,920
|
|
|||
Derivative instruments (1)
|
142,251
|
|
|
—
|
|
|
142,251
|
|
|||
Total
|
$
|
1,564,218
|
|
|
$
|
1,405,047
|
|
|
$
|
159,171
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments (1)
|
$
|
2,036
|
|
|
$
|
—
|
|
|
$
|
2,036
|
|
|
(1)
|
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, 2018 |
|
Fair Value
Measurement Using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Cash
|
$
|
486,648
|
|
|
$
|
486,648
|
|
|
$
|
—
|
|
Money market and deposit accounts
|
119,518
|
|
|
119,518
|
|
|
—
|
|
|||
Publicly traded equity securities
|
1,717
|
|
|
1,717
|
|
|
—
|
|
|||
Certificates of deposit
|
2,823
|
|
|
—
|
|
|
2,823
|
|
|||
Derivative instruments (1)
|
73,074
|
|
|
—
|
|
|
73,074
|
|
|||
Total
|
$
|
683,780
|
|
|
$
|
607,883
|
|
|
$
|
75,897
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments (1)
|
$
|
9,740
|
|
|
$
|
—
|
|
|
$
|
9,740
|
|
|
(1)
|
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
|
|
Three Months Ended September 30, 2019
|
|
Nine Months Ended
September 30, 2019 |
||||
Finance lease cost
|
|
|
|
||||
Amortization of right-of-use assets (1)
|
$
|
21,313
|
|
|
$
|
61,210
|
|
Interest on lease liabilities
|
28,039
|
|
|
82,673
|
|
||
Total finance lease cost
|
49,352
|
|
|
143,883
|
|
||
|
|
|
|
||||
Operating lease cost
|
57,946
|
|
|
164,505
|
|
||
Total lease cost
|
$
|
107,298
|
|
|
$
|
308,388
|
|
|
|
|
Operating Leases
|
|
Finance Leases
|
|
Total
|
||||||
2019 (3 months remaining)
|
$
|
39,216
|
|
|
$
|
39,309
|
|
|
$
|
78,525
|
|
2020
|
200,432
|
|
|
168,410
|
|
|
368,842
|
|
|||
2021
|
188,811
|
|
|
168,192
|
|
|
357,003
|
|
|||
2022
|
181,250
|
|
|
168,745
|
|
|
349,995
|
|
|||
2023
|
167,098
|
|
|
169,689
|
|
|
336,787
|
|
|||
Thereafter
|
1,233,604
|
|
|
1,752,663
|
|
|
2,986,267
|
|
|||
Total lease payments
|
2,010,411
|
|
|
2,467,008
|
|
|
4,477,419
|
|
|||
Plus amount representing residual property value
|
—
|
|
|
18,436
|
|
|
18,436
|
|
|||
Less imputed interest
|
(539,508
|
)
|
|
(1,118,444
|
)
|
|
(1,657,952
|
)
|
|||
Total
|
$
|
1,470,903
|
|
|
$
|
1,367,000
|
|
|
$
|
2,837,903
|
|
|
Capital Lease
Obligations
|
|
Other
Financing
Obligations (1)
|
|
Total Capital Lease and Other Financing Obligations
|
|
Operating Leases
|
||||||||
2019
|
$
|
103,859
|
|
|
$
|
80,292
|
|
|
$
|
184,151
|
|
|
$
|
187,280
|
|
2020
|
97,326
|
|
|
73,266
|
|
|
170,592
|
|
|
179,515
|
|
||||
2021
|
95,414
|
|
|
73,672
|
|
|
169,086
|
|
|
166,159
|
|
||||
2022
|
94,954
|
|
|
73,856
|
|
|
168,810
|
|
|
158,115
|
|
||||
2023
|
95,463
|
|
|
69,423
|
|
|
164,886
|
|
|
147,677
|
|
||||
Thereafter
|
878,755
|
|
|
722,496
|
|
|
1,601,251
|
|
|
1,130,494
|
|
||||
Total minimum lease payments
|
1,365,771
|
|
|
1,093,005
|
|
|
2,458,776
|
|
|
1,969,240
|
|
||||
Plus amount representing residual property value
|
—
|
|
|
389,643
|
|
|
389,643
|
|
|
—
|
|
||||
Less amount representing interest
|
(602,026
|
)
|
|
(727,472
|
)
|
|
(1,329,498
|
)
|
|
—
|
|
||||
Present value of net minimum lease payments
|
763,745
|
|
|
755,176
|
|
|
1,518,921
|
|
|
1,969,240
|
|
||||
Less current portion
|
(43,498
|
)
|
|
(34,346
|
)
|
|
(77,844
|
)
|
|
—
|
|
||||
Total
|
$
|
720,247
|
|
|
$
|
720,830
|
|
|
$
|
1,441,077
|
|
|
$
|
1,969,240
|
|
|
9.
|
Debt Facilities
|
|
September 30,
2019 |
|
December 31, 2018
|
||||
Term loans
|
$
|
1,249,194
|
|
|
$
|
1,344,482
|
|
Mortgage payable and loans payable
|
40,261
|
|
|
44,042
|
|
||
|
1,289,455
|
|
|
1,388,524
|
|
||
Less amount representing unamortized debt discount and debt issuance cost
|
(5,195
|
)
|
|
(6,614
|
)
|
||
Add amount representing unamortized mortgage premium
|
1,736
|
|
|
1,882
|
|
||
|
1,285,996
|
|
|
1,383,792
|
|
||
Less current portion
|
(70,789
|
)
|
|
(73,129
|
)
|
||
Total
|
$
|
1,215,207
|
|
|
$
|
1,310,663
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||
|
Amount
|
|
Effective Rate
|
|
Amount
|
|
Effective Rate
|
||||||
5.000% Infomart Senior Notes (1)
|
$
|
600,000
|
|
|
4.43
|
%
|
|
$
|
750,000
|
|
|
4.40
|
%
|
5.375% Senior Notes due 2022
|
750,000
|
|
|
5.56
|
%
|
|
750,000
|
|
|
5.56
|
%
|
||
5.375% Senior Notes due 2023
|
1,000,000
|
|
|
5.51
|
%
|
|
1,000,000
|
|
|
5.51
|
%
|
||
2.875% Euro Senior Notes due 2024
|
817,650
|
|
|
3.08
|
%
|
|
859,125
|
|
|
3.08
|
%
|
||
5.750% Senior Notes due 2025
|
500,000
|
|
|
5.88
|
%
|
|
500,000
|
|
|
5.88
|
%
|
||
2.875% Euro Senior Notes due 2025
|
1,090,200
|
|
|
3.04
|
%
|
|
1,145,500
|
|
|
3.04
|
%
|
||
5.875% Senior Notes due 2026
|
1,100,000
|
|
|
6.03
|
%
|
|
1,100,000
|
|
|
6.03
|
%
|
||
2.875% Euro Senior Notes due 2026
|
1,090,200
|
|
|
3.04
|
%
|
|
1,145,500
|
|
|
3.04
|
%
|
||
5.375% Senior Notes due 2027
|
1,250,000
|
|
|
5.51
|
%
|
|
1,250,000
|
|
|
5.51
|
%
|
||
|
8,198,050
|
|
|
|
|
8,500,125
|
|
|
|
||||
Less amount representing unamortized debt issuance cost
|
(64,577
|
)
|
|
|
|
(75,372
|
)
|
|
|
||||
Add amount representing unamortized debt premium
|
2,310
|
|
|
|
|
5,031
|
|
|
|
||||
|
8,135,783
|
|
|
|
|
8,429,784
|
|
|
|
||||
Less current portion
|
(300,466
|
)
|
|
|
|
(300,999
|
)
|
|
|
||||
Total
|
$
|
7,835,317
|
|
|
|
|
$
|
8,128,785
|
|
|
|
|
Years ending:
|
|
||
2019 (3 months remaining)
|
$
|
167,978
|
|
2020
|
370,980
|
|
|
2021
|
220,736
|
|
|
2022
|
1,876,563
|
|
|
2023
|
1,002,515
|
|
|
Thereafter
|
5,850,469
|
|
|
Total
|
$
|
9,489,241
|
|
|
September 30,
2019 |
|
December 31,
2018 |
||||
Mortgage and loans payable
|
$
|
1,296,497
|
|
|
$
|
1,389,632
|
|
Senior notes
|
8,561,823
|
|
|
8,422,211
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Interest expense
|
$
|
118,674
|
|
|
$
|
130,566
|
|
|
$
|
362,067
|
|
|
$
|
391,516
|
|
Interest capitalized
|
8,424
|
|
|
6,206
|
|
|
24,188
|
|
|
13,004
|
|
||||
Interest charges incurred
|
$
|
127,098
|
|
|
$
|
136,772
|
|
|
$
|
386,255
|
|
|
$
|
404,520
|
|
10.
|
Commitments and Contingencies
|
11.
|
Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AOCI (Loss)
|
|
Retained
Earnings
|
|
Equinix
Stockholders'
Equity
|
|
Non-controlling Interests
|
|
Total Stockholders' Equity
|
||||||||||||||||||||
|
Common Stock
|
|
Treasury Stock
|
|
Additional
Paid-in Capital
|
|
Accumulated
Dividends |
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Balance as of December 31, 2018
|
81,119,117
|
|
|
$
|
81
|
|
|
(396,859
|
)
|
|
$
|
(145,161
|
)
|
|
$
|
10,751,313
|
|
|
$
|
(3,331,200
|
)
|
|
$
|
(945,702
|
)
|
|
$
|
889,948
|
|
|
$
|
7,219,279
|
|
|
$
|
—
|
|
|
$
|
7,219,279
|
|
Adjustment from adoption of new accounting standard update
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,973
|
)
|
|
(5,973
|
)
|
|
—
|
|
|
(5,973
|
)
|
|||||||||
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
118,078
|
|
|
118,078
|
|
|
(331
|
)
|
|
117,747
|
|
|||||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,337
|
|
|
—
|
|
|
3,337
|
|
|
7
|
|
|
3,344
|
|
|||||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
360,464
|
|
|
—
|
|
|
1,706
|
|
|
360
|
|
|
27,233
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,593
|
|
|
—
|
|
|
27,593
|
|
|||||||||
Issuance of common stock for equity offering
|
2,985,575
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
1,213,431
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,213,434
|
|
|
—
|
|
|
1,213,434
|
|
|||||||||
Dividend distribution on common stock, $2.46 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(198,933
|
)
|
|
—
|
|
|
—
|
|
|
(198,933
|
)
|
|
—
|
|
|
(198,933
|
)
|
|||||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
284
|
|
|
(387
|
)
|
|
—
|
|
|
—
|
|
|
(103
|
)
|
|
—
|
|
|
(103
|
)
|
|||||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,395
|
)
|
|
—
|
|
|
—
|
|
|
(2,395
|
)
|
|
—
|
|
|
(2,395
|
)
|
|||||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
50,795
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
50,795
|
|
|
—
|
|
|
50,795
|
|
|||||||||
Balance as of March 31, 2019
|
84,465,156
|
|
|
84
|
|
|
(395,153
|
)
|
|
(144,801
|
)
|
|
12,043,056
|
|
|
(3,532,915
|
)
|
|
(942,365
|
)
|
|
1,002,053
|
|
|
8,425,112
|
|
|
(324
|
)
|
|
8,424,788
|
|
|||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
143,527
|
|
|
143,527
|
|
|
325
|
|
|
143,852
|
|
|||||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,078
|
)
|
|
—
|
|
|
(16,078
|
)
|
|
(14
|
)
|
|
(16,092
|
)
|
|||||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
26,435
|
|
|
—
|
|
|
359
|
|
|
76
|
|
|
(76
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Issuance of common stock under ATM Program
|
722,361
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
348,120
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
348,121
|
|
|
—
|
|
|
348,121
|
|
|||||||||
Dividend distribution on common stock, $2.46 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(207,949
|
)
|
|
—
|
|
|
—
|
|
|
(207,949
|
)
|
|
—
|
|
|
(207,949
|
)
|
|||||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
(33
|
)
|
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
—
|
|
|
(21
|
)
|
|||||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,972
|
)
|
|
—
|
|
|
—
|
|
|
(2,972
|
)
|
|
—
|
|
|
(2,972
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AOCI (Loss)
|
|
Retained
Earnings
|
|
Equinix
Stockholders'
Equity
|
|
Non-controlling Interests
|
|
Total Stockholders' Equity
|
||||||||||||||||||||
|
Common Stock
|
|
Treasury Stock
|
|
Additional
Paid-in Capital
|
|
Accumulated
Dividends |
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
59,502
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
59,502
|
|
|
—
|
|
|
59,502
|
|
|||||||||
Balance as of June 30, 2019
|
85,213,952
|
|
|
85
|
|
|
(394,794
|
)
|
|
(144,725
|
)
|
|
12,450,614
|
|
|
(3,743,869
|
)
|
|
(958,443
|
)
|
|
1,145,580
|
|
|
8,749,242
|
|
|
(13
|
)
|
|
8,749,229
|
|
|||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
120,850
|
|
|
120,850
|
|
|
(39
|
)
|
|
120,811
|
|
|||||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(81,793
|
)
|
|
—
|
|
|
(81,793
|
)
|
|
(28
|
)
|
|
(81,821
|
)
|
|||||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
276,497
|
|
|
1
|
|
|
2,010
|
|
|
424
|
|
|
24,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,425
|
|
|
—
|
|
|
24,425
|
|
|||||||||
Issuance of common stock under ATM Program
|
181,194
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
99,421
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
99,421
|
|
|
—
|
|
|
99,421
|
|
|||||||||
Dividend distribution on common stock, $2.46 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(209,226
|
)
|
|
—
|
|
|
—
|
|
|
(209,226
|
)
|
|
—
|
|
|
(209,226
|
)
|
|||||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
(230
|
)
|
|
—
|
|
|
—
|
|
|
(218
|
)
|
|
—
|
|
|
(218
|
)
|
|||||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,993
|
)
|
|
—
|
|
|
—
|
|
|
(2,993
|
)
|
|
—
|
|
|
(2,993
|
)
|
|||||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
61,403
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
61,403
|
|
|
—
|
|
|
61,403
|
|
|||||||||
Balance as of September 30, 2019
|
85,671,643
|
|
|
$
|
86
|
|
|
(392,784
|
)
|
|
$
|
(144,301
|
)
|
|
$
|
12,635,450
|
|
|
$
|
(3,956,318
|
)
|
|
$
|
(1,040,236
|
)
|
|
$
|
1,266,430
|
|
|
$
|
8,761,111
|
|
|
$
|
(80
|
)
|
|
$
|
8,761,031
|
|
|
|
|
|
|
|
|
|
|
Additional
Paid-in Capital
|
|
Accumulated
Dividends |
|
AOCI (Loss)
|
|
Retained
Earnings |
|
Equinix
Stockholders' Equity |
||||||||||||||||
|
Common Stock
|
|
Treasury Stock
|
|
|
|
|
|
|||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|||||||||||||||||||||
Balance as of December 31, 2017
|
79,440,404
|
|
|
$
|
79
|
|
|
(402,342
|
)
|
|
$
|
(146,320
|
)
|
|
$
|
10,121,323
|
|
|
$
|
(2,592,792
|
)
|
|
$
|
(785,189
|
)
|
|
$
|
252,689
|
|
|
$
|
6,849,790
|
|
Adjustment from adoption of new accounting standard update
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,124
|
)
|
|
271,900
|
|
|
269,776
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
62,894
|
|
|
62,894
|
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
69,144
|
|
|
—
|
|
|
69,144
|
|
|||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
416,512
|
|
|
1
|
|
|
2,957
|
|
|
625
|
|
|
25,221
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,847
|
|
|||||||
Dividend distribution on common stock, $2.28 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(180,640
|
)
|
|
—
|
|
|
—
|
|
|
(180,640
|
)
|
|||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,795
|
|
|
(530
|
)
|
|
—
|
|
|
—
|
|
|
1,265
|
|
|||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,216
|
)
|
|
—
|
|
|
—
|
|
|
(2,216
|
)
|
|||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,691
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,691
|
|
|||||||
Balance as of March 31, 2018
|
79,856,916
|
|
|
80
|
|
|
(399,385
|
)
|
|
(145,695
|
)
|
|
10,193,030
|
|
|
(2,776,178
|
)
|
|
(718,169
|
)
|
|
587,483
|
|
|
7,140,551
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
67,618
|
|
|
67,618
|
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(159,825
|
)
|
|
—
|
|
|
(159,825
|
)
|
|||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
31,068
|
|
|
—
|
|
|
297
|
|
|
63
|
|
|
(50
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|||||||
Issuance of common stock under ATM Program
|
19,100
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,202
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,202
|
|
|||||||
Dividend distribution on common stock, $2.28 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(181,207
|
)
|
|
—
|
|
|
—
|
|
|
(181,207
|
)
|
|||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
103
|
|
|
(43
|
)
|
|
—
|
|
|
—
|
|
|
60
|
|
|||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,755
|
)
|
|
—
|
|
|
—
|
|
|
(2,755
|
)
|
|||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51,870
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51,870
|
|
|||||||
Balance as of June 30, 2018
|
79,907,084
|
|
|
80
|
|
|
(399,088
|
)
|
|
(145,632
|
)
|
|
10,253,155
|
|
|
(2,960,183
|
)
|
|
(877,994
|
)
|
|
655,101
|
|
|
6,924,527
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
124,825
|
|
|
124,825
|
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(44,154
|
)
|
|
—
|
|
|
(44,154
|
)
|
|||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
268,086
|
|
|
—
|
|
|
1,968
|
|
|
416
|
|
|
23,827
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,243
|
|
|||||||
Issuance of common stock under ATM Program
|
612,422
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
265,671
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
265,672
|
|
|||||||
Dividend distribution on common stock, $2.28 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(182,304
|
)
|
|
—
|
|
|
—
|
|
|
(182,304
|
)
|
|||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
367
|
|
|
(263
|
)
|
|
—
|
|
|
—
|
|
|
104
|
|
|||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,680
|
)
|
|
—
|
|
|
—
|
|
|
(2,680
|
)
|
|||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
49,940
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
49,940
|
|
|||||||
Balance as of September 30, 2018
|
80,787,592
|
|
|
$
|
81
|
|
|
(397,120
|
)
|
|
$
|
(145,216
|
)
|
|
$
|
10,592,960
|
|
|
$
|
(3,145,430
|
)
|
|
$
|
(922,148
|
)
|
|
$
|
779,926
|
|
|
$
|
7,160,173
|
|
|
Balance as of
December 31, 2018 |
|
Net
Change
|
|
Balance as of
September 30, 2019 |
||||||
Foreign currency translation adjustment ("CTA") loss
|
$
|
(998,603
|
)
|
|
$
|
(341,484
|
)
|
|
$
|
(1,340,087
|
)
|
Unrealized gain on cash flow hedges (1)
|
19,480
|
|
|
19,086
|
|
|
38,566
|
|
|||
Net investment hedge CTA gain (1)
|
34,325
|
|
|
227,890
|
|
|
262,215
|
|
|||
Net actuarial loss on defined benefit plans (2)
|
(904
|
)
|
|
(26
|
)
|
|
(930
|
)
|
|||
Accumulated other comprehensive loss attributable to Equinix
|
$
|
(945,702
|
)
|
|
$
|
(94,534
|
)
|
|
$
|
(1,040,236
|
)
|
|
(1)
|
Refer to Note 6 for a discussion of the amounts reclassified from accumulated other comprehensive loss to net income.
|
(2)
|
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
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Cost of revenues
|
$
|
7,104
|
|
|
$
|
4,600
|
|
|
$
|
18,616
|
|
|
$
|
13,106
|
|
Sales and marketing
|
15,794
|
|
|
14,166
|
|
|
44,252
|
|
|
39,980
|
|
||||
General and administrative
|
40,973
|
|
|
28,822
|
|
|
111,545
|
|
|
86,763
|
|
||||
Total
|
$
|
63,871
|
|
|
$
|
47,588
|
|
|
$
|
174,413
|
|
|
$
|
139,849
|
|
12.
|
Segment Information
|
|
Three Months Ended September 30, 2019
|
|
Nine Months Ended September 30, 2019
|
||||||||||||||||||||||||||||
|
Americas
|
|
EMEA
|
|
Asia-Pacific
|
|
Total
|
|
Americas
|
|
EMEA
|
|
Asia-Pacific
|
|
Total
|
||||||||||||||||
Colocation (1)
|
$
|
441,596
|
|
|
$
|
357,201
|
|
|
$
|
214,304
|
|
|
$
|
1,013,101
|
|
|
$
|
1,325,663
|
|
|
$
|
1,036,121
|
|
|
$
|
637,703
|
|
|
$
|
2,999,487
|
|
Interconnection
|
146,212
|
|
|
41,063
|
|
|
39,495
|
|
|
226,770
|
|
|
427,235
|
|
|
117,202
|
|
|
114,148
|
|
|
658,585
|
|
||||||||
Managed infrastructure
|
24,082
|
|
|
27,651
|
|
|
22,553
|
|
|
74,286
|
|
|
68,777
|
|
|
85,136
|
|
|
66,940
|
|
|
220,853
|
|
||||||||
Other (1)
|
3,392
|
|
|
1,787
|
|
|
—
|
|
|
5,179
|
|
|
14,723
|
|
|
6,561
|
|
|
—
|
|
|
21,284
|
|
||||||||
Recurring revenues
|
615,282
|
|
|
427,702
|
|
|
276,352
|
|
|
1,319,336
|
|
|
1,836,398
|
|
|
1,245,020
|
|
|
818,791
|
|
|
3,900,209
|
|
||||||||
Non-recurring revenues
|
29,993
|
|
|
30,438
|
|
|
17,043
|
|
|
77,474
|
|
|
97,663
|
|
|
97,635
|
|
|
49,498
|
|
|
244,796
|
|
||||||||
Total
|
$
|
645,275
|
|
|
$
|
458,140
|
|
|
$
|
293,395
|
|
|
$
|
1,396,810
|
|
|
$
|
1,934,061
|
|
|
$
|
1,342,655
|
|
|
$
|
868,289
|
|
|
$
|
4,145,005
|
|
|
|
Three Months Ended September 30, 2018
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||||||||||||||||
|
Americas
|
|
EMEA
|
|
Asia-Pacific
|
|
Total
|
|
Americas
|
|
EMEA
|
|
Asia-Pacific
|
|
Total
|
||||||||||||||||
Colocation (1)
|
$
|
433,828
|
|
|
$
|
305,072
|
|
|
$
|
191,143
|
|
|
$
|
930,043
|
|
|
$
|
1,294,848
|
|
|
$
|
886,651
|
|
|
$
|
543,513
|
|
|
$
|
2,725,012
|
|
Interconnection
|
134,159
|
|
|
34,640
|
|
|
33,318
|
|
|
202,117
|
|
|
395,132
|
|
|
103,586
|
|
|
96,011
|
|
|
594,729
|
|
||||||||
Managed infrastructure
|
18,698
|
|
|
28,387
|
|
|
20,848
|
|
|
67,933
|
|
|
55,525
|
|
|
88,804
|
|
|
64,212
|
|
|
208,541
|
|
||||||||
Other (1)
|
5,161
|
|
|
2,552
|
|
|
—
|
|
|
7,713
|
|
|
11,220
|
|
|
6,682
|
|
|
—
|
|
|
17,902
|
|
||||||||
Recurring revenues
|
591,846
|
|
|
370,651
|
|
|
245,309
|
|
|
1,207,806
|
|
|
1,756,725
|
|
|
1,085,723
|
|
|
703,736
|
|
|
3,546,184
|
|
||||||||
Non-recurring revenues
|
33,838
|
|
|
26,104
|
|
|
16,003
|
|
|
75,945
|
|
|
89,861
|
|
|
73,830
|
|
|
51,696
|
|
|
215,387
|
|
||||||||
Total
|
$
|
625,684
|
|
|
$
|
396,755
|
|
|
$
|
261,312
|
|
|
$
|
1,283,751
|
|
|
$
|
1,846,586
|
|
|
$
|
1,159,553
|
|
|
$
|
755,432
|
|
|
$
|
3,761,571
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Adjusted EBITDA:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
306,656
|
|
|
$
|
296,003
|
|
|
$
|
923,546
|
|
|
$
|
881,507
|
|
EMEA
|
212,518
|
|
|
179,797
|
|
|
621,235
|
|
|
516,790
|
|
||||
Asia-Pacific
|
155,528
|
|
|
136,726
|
|
|
467,086
|
|
|
397,748
|
|
||||
Total adjusted EBITDA
|
674,702
|
|
|
612,526
|
|
|
2,011,867
|
|
|
1,796,045
|
|
||||
Depreciation, amortization and accretion expense
|
(321,746
|
)
|
|
(306,318
|
)
|
|
(957,001
|
)
|
|
(921,611
|
)
|
||||
Stock-based compensation expense
|
(63,871
|
)
|
|
(47,588
|
)
|
|
(174,413
|
)
|
|
(139,849
|
)
|
||||
Impairment charges
|
(1,189
|
)
|
|
—
|
|
|
(16,023
|
)
|
|
—
|
|
||||
Transaction costs
|
(2,991
|
)
|
|
1,120
|
|
|
(8,236
|
)
|
|
(33,932
|
)
|
||||
Gain on asset sale
|
463
|
|
|
6,013
|
|
|
463
|
|
|
6,013
|
|
||||
Income from operations
|
$
|
285,368
|
|
|
$
|
265,753
|
|
|
$
|
856,657
|
|
|
$
|
706,666
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Depreciation and amortization:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
168,999
|
|
|
$
|
157,458
|
|
|
$
|
503,013
|
|
|
$
|
474,958
|
|
EMEA
|
86,607
|
|
|
88,813
|
|
|
258,752
|
|
|
270,585
|
|
||||
Asia-Pacific
|
66,285
|
|
|
59,455
|
|
|
192,528
|
|
|
175,082
|
|
||||
Total
|
$
|
321,891
|
|
|
$
|
305,726
|
|
|
$
|
954,293
|
|
|
$
|
920,625
|
|
Capital expenditures:
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
203,281
|
|
|
$
|
226,127
|
|
|
$
|
521,399
|
|
|
$
|
573,733
|
|
EMEA
|
171,293
|
|
|
238,372
|
|
|
506,499
|
|
|
615,140
|
|
||||
Asia-Pacific
|
182,248
|
|
|
81,042
|
|
|
337,062
|
|
|
226,636
|
|
||||
Total
|
$
|
556,822
|
|
|
$
|
545,541
|
|
|
$
|
1,364,960
|
|
|
$
|
1,415,509
|
|
|
September 30,
2019 |
|
December 31,
2018 |
||||
Americas
|
$
|
5,146,358
|
|
|
$
|
5,010,507
|
|
EMEA
|
3,610,597
|
|
|
3,726,596
|
|
||
Asia-Pacific
|
2,472,242
|
|
|
2,288,917
|
|
||
Total long-lived assets
|
$
|
11,229,197
|
|
|
$
|
11,026,020
|
|
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 September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency (1)
|
||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
$
|
615,282
|
|
|
44
|
%
|
|
$
|
591,846
|
|
|
46
|
%
|
|
4
|
%
|
|
4
|
%
|
Non-recurring revenues
|
29,993
|
|
|
2
|
%
|
|
33,838
|
|
|
3
|
%
|
|
(11
|
)%
|
|
(11
|
)%
|
||
|
645,275
|
|
|
46
|
%
|
|
625,684
|
|
|
49
|
%
|
|
3
|
%
|
|
3
|
%
|
||
EMEA:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
427,702
|
|
|
31
|
%
|
|
370,651
|
|
|
29
|
%
|
|
15
|
%
|
|
21
|
%
|
||
Non-recurring revenues
|
30,438
|
|
|
2
|
%
|
|
26,104
|
|
|
2
|
%
|
|
17
|
%
|
|
22
|
%
|
||
|
458,140
|
|
|
33
|
%
|
|
396,755
|
|
|
31
|
%
|
|
15
|
%
|
|
21
|
%
|
||
Asia-Pacific:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
276,352
|
|
|
20
|
%
|
|
245,309
|
|
|
19
|
%
|
|
13
|
%
|
|
13
|
%
|
||
Non-recurring revenues
|
17,043
|
|
|
1
|
%
|
|
16,003
|
|
|
1
|
%
|
|
6
|
%
|
|
7
|
%
|
||
|
293,395
|
|
|
21
|
%
|
|
261,312
|
|
|
20
|
%
|
|
12
|
%
|
|
13
|
%
|
||
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
1,319,336
|
|
|
95
|
%
|
|
1,207,806
|
|
|
94
|
%
|
|
9
|
%
|
|
11
|
%
|
||
Non-recurring revenues
|
77,474
|
|
|
5
|
%
|
|
75,945
|
|
|
6
|
%
|
|
2
|
%
|
|
4
|
%
|
||
|
$
|
1,396,810
|
|
|
100
|
%
|
|
$
|
1,283,751
|
|
|
100
|
%
|
|
9
|
%
|
|
11
|
%
|
|
(1)
|
As defined in the "Non-GAAP Financial Measures" section in Item 2 of this Quarterly Report on Form 10-Q.
|
|
Three Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
286,274
|
|
|
41
|
%
|
|
$
|
281,582
|
|
|
43
|
%
|
|
2
|
%
|
|
2
|
%
|
EMEA
|
253,715
|
|
|
36
|
%
|
|
233,002
|
|
|
35
|
%
|
|
9
|
%
|
|
14
|
%
|
||
Asia-Pacific
|
164,350
|
|
|
23
|
%
|
|
145,725
|
|
|
22
|
%
|
|
13
|
%
|
|
13
|
%
|
||
Total
|
$
|
704,339
|
|
|
100
|
%
|
|
$
|
660,309
|
|
|
100
|
%
|
|
7
|
%
|
|
8
|
%
|
|
Three Months Ended
September 30, |
||||
|
2019
|
|
2018
|
||
Cost of revenues as a percentage of revenues:
|
|
|
|
||
Americas
|
44
|
%
|
|
45
|
%
|
EMEA
|
55
|
%
|
|
59
|
%
|
Asia-Pacific
|
56
|
%
|
|
56
|
%
|
Total
|
50
|
%
|
|
51
|
%
|
|
Three Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
99,783
|
|
|
62
|
%
|
|
$
|
96,899
|
|
|
61
|
%
|
|
3
|
%
|
|
3
|
%
|
EMEA
|
38,839
|
|
|
24
|
%
|
|
37,594
|
|
|
24
|
%
|
|
3
|
%
|
|
8
|
%
|
||
Asia-Pacific
|
22,952
|
|
|
14
|
%
|
|
23,427
|
|
|
15
|
%
|
|
(2
|
)%
|
|
(1
|
)%
|
||
Total
|
$
|
161,574
|
|
|
100
|
%
|
|
$
|
157,920
|
|
|
100
|
%
|
|
2
|
%
|
|
3
|
%
|
|
Three Months Ended
September 30, |
||||
|
2019
|
|
2018
|
||
Sales and marketing expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
15
|
%
|
|
15
|
%
|
EMEA
|
8
|
%
|
|
9
|
%
|
Asia-Pacific
|
8
|
%
|
|
9
|
%
|
Total
|
12
|
%
|
|
12
|
%
|
|
Three Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
169,336
|
|
|
70
|
%
|
|
$
|
140,938
|
|
|
68
|
%
|
|
20
|
%
|
|
20
|
%
|
EMEA
|
49,870
|
|
|
21
|
%
|
|
44,084
|
|
|
21
|
%
|
|
13
|
%
|
|
18
|
%
|
||
Asia-Pacific
|
22,606
|
|
|
9
|
%
|
|
21,880
|
|
|
11
|
%
|
|
3
|
%
|
|
2
|
%
|
||
Total
|
$
|
241,812
|
|
|
100
|
%
|
|
$
|
206,902
|
|
|
100
|
%
|
|
17
|
%
|
|
18
|
%
|
|
Three Months Ended
September 30, |
||||
|
2019
|
|
2018
|
||
General and administrative expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
26
|
%
|
|
23
|
%
|
EMEA
|
11
|
%
|
|
11
|
%
|
Asia-Pacific
|
8
|
%
|
|
8
|
%
|
Total
|
17
|
%
|
|
16
|
%
|
|
Three Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
88,494
|
|
|
31
|
%
|
|
$
|
106,536
|
|
|
40
|
%
|
|
(17
|
)%
|
|
(17
|
)%
|
EMEA
|
113,771
|
|
|
40
|
%
|
|
88,830
|
|
|
33
|
%
|
|
28
|
%
|
|
34
|
%
|
||
Asia-Pacific
|
83,103
|
|
|
29
|
%
|
|
70,387
|
|
|
27
|
%
|
|
18
|
%
|
|
19
|
%
|
||
Total
|
$
|
285,368
|
|
|
100
|
%
|
|
$
|
265,753
|
|
|
100
|
%
|
|
7
|
%
|
|
10
|
%
|
|
Three Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
306,656
|
|
|
46
|
%
|
|
$
|
296,003
|
|
|
48
|
%
|
|
4
|
%
|
|
4
|
%
|
EMEA
|
212,518
|
|
|
31
|
%
|
|
179,797
|
|
|
30
|
%
|
|
18
|
%
|
|
24
|
%
|
||
Asia-Pacific
|
155,528
|
|
|
23
|
%
|
|
136,726
|
|
|
22
|
%
|
|
14
|
%
|
|
14
|
%
|
||
Total
|
$
|
674,702
|
|
|
100
|
%
|
|
$
|
612,526
|
|
|
100
|
%
|
|
10
|
%
|
|
12
|
%
|
|
Nine Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency (1)
|
||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
$
|
1,836,398
|
|
|
44
|
%
|
|
$
|
1,756,725
|
|
|
47
|
%
|
|
5
|
%
|
|
5
|
%
|
Non-recurring revenues
|
97,663
|
|
|
3
|
%
|
|
89,861
|
|
|
2
|
%
|
|
9
|
%
|
|
9
|
%
|
||
|
1,934,061
|
|
|
47
|
%
|
|
1,846,586
|
|
|
49
|
%
|
|
5
|
%
|
|
5
|
%
|
||
EMEA:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
1,245,020
|
|
|
30
|
%
|
|
1,085,723
|
|
|
29
|
%
|
|
15
|
%
|
|
21
|
%
|
||
Non-recurring revenues
|
97,635
|
|
|
2
|
%
|
|
73,830
|
|
|
2
|
%
|
|
32
|
%
|
|
41
|
%
|
||
|
1,342,655
|
|
|
32
|
%
|
|
1,159,553
|
|
|
31
|
%
|
|
16
|
%
|
|
23
|
%
|
||
Asia-Pacific:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
818,791
|
|
|
20
|
%
|
|
703,736
|
|
|
19
|
%
|
|
16
|
%
|
|
19
|
%
|
||
Non-recurring revenues
|
49,498
|
|
|
1
|
%
|
|
51,696
|
|
|
1
|
%
|
|
(4
|
)%
|
|
(2
|
)%
|
||
|
868,289
|
|
|
21
|
%
|
|
755,432
|
|
|
20
|
%
|
|
15
|
%
|
|
17
|
%
|
||
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
3,900,209
|
|
|
94
|
%
|
|
3,546,184
|
|
|
95
|
%
|
|
10
|
%
|
|
13
|
%
|
||
Non-recurring revenues
|
244,796
|
|
|
6
|
%
|
|
215,387
|
|
|
5
|
%
|
|
14
|
%
|
|
17
|
%
|
||
|
$
|
4,145,005
|
|
|
100
|
%
|
|
$
|
3,761,571
|
|
|
100
|
%
|
|
10
|
%
|
|
13
|
%
|
|
(1)
|
As defined in the "Non-GAAP Financial Measures" section in Item 2 of this Quarterly Report on Form 10-Q.
|
|
Nine Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
858,998
|
|
|
41
|
%
|
|
$
|
829,118
|
|
|
43
|
%
|
|
4
|
%
|
|
5
|
%
|
EMEA
|
748,045
|
|
|
36
|
%
|
|
685,473
|
|
|
35
|
%
|
|
9
|
%
|
|
16
|
%
|
||
Asia-Pacific
|
477,505
|
|
|
23
|
%
|
|
419,949
|
|
|
22
|
%
|
|
14
|
%
|
|
16
|
%
|
||
Total
|
$
|
2,084,548
|
|
|
100
|
%
|
|
$
|
1,934,540
|
|
|
100
|
%
|
|
8
|
%
|
|
11
|
%
|
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
||
Cost of revenues as a percentage of revenues:
|
|
|
|
||
Americas
|
44
|
%
|
|
45
|
%
|
EMEA
|
56
|
%
|
|
59
|
%
|
Asia-Pacific
|
55
|
%
|
|
56
|
%
|
Total
|
50
|
%
|
|
51
|
%
|
|
Nine Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
302,417
|
|
|
62
|
%
|
|
$
|
291,416
|
|
|
62
|
%
|
|
4
|
%
|
|
4
|
%
|
EMEA
|
119,752
|
|
|
24
|
%
|
|
114,201
|
|
|
24
|
%
|
|
5
|
%
|
|
11
|
%
|
||
Asia-Pacific
|
68,321
|
|
|
14
|
%
|
|
66,281
|
|
|
14
|
%
|
|
3
|
%
|
|
5
|
%
|
||
Total
|
$
|
490,490
|
|
|
100
|
%
|
|
$
|
471,898
|
|
|
100
|
%
|
|
4
|
%
|
|
6
|
%
|
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
||
Sales and marketing expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
16
|
%
|
|
16
|
%
|
EMEA
|
9
|
%
|
|
10
|
%
|
Asia-Pacific
|
8
|
%
|
|
9
|
%
|
Total
|
12
|
%
|
|
13
|
%
|
|
Nine Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
477,471
|
|
|
69
|
%
|
|
$
|
417,627
|
|
|
67
|
%
|
|
14
|
%
|
|
15
|
%
|
EMEA
|
143,297
|
|
|
21
|
%
|
|
137,673
|
|
|
22
|
%
|
|
4
|
%
|
|
9
|
%
|
||
Asia-Pacific
|
68,746
|
|
|
10
|
%
|
|
65,248
|
|
|
11
|
%
|
|
5
|
%
|
|
7
|
%
|
||
Total
|
$
|
689,514
|
|
|
100
|
%
|
|
$
|
620,548
|
|
|
100
|
%
|
|
11
|
%
|
|
13
|
%
|
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
||
General and administrative expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
25
|
%
|
|
23
|
%
|
EMEA
|
11
|
%
|
|
12
|
%
|
Asia-Pacific
|
8
|
%
|
|
9
|
%
|
Total
|
17
|
%
|
|
16
|
%
|
|
Nine Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
277,700
|
|
|
32
|
%
|
|
$
|
295,983
|
|
|
42
|
%
|
|
(6
|
)%
|
|
(5
|
)%
|
EMEA
|
325,333
|
|
|
38
|
%
|
|
225,979
|
|
|
32
|
%
|
|
44
|
%
|
|
54
|
%
|
||
Asia-Pacific
|
253,624
|
|
|
30
|
%
|
|
184,704
|
|
|
26
|
%
|
|
37
|
%
|
|
41
|
%
|
||
Total
|
$
|
856,657
|
|
|
100
|
%
|
|
$
|
706,666
|
|
|
100
|
%
|
|
21
|
%
|
|
26
|
%
|
|
Nine Months Ended September 30,
|
|
% Change
|
||||||||||||||||
|
2019
|
|
%
|
|
2018
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
923,546
|
|
|
46
|
%
|
|
$
|
881,507
|
|
|
49
|
%
|
|
5
|
%
|
|
5
|
%
|
EMEA
|
621,235
|
|
|
31
|
%
|
|
516,790
|
|
|
29
|
%
|
|
20
|
%
|
|
28
|
%
|
||
Asia-Pacific
|
467,086
|
|
|
23
|
%
|
|
397,748
|
|
|
22
|
%
|
|
17
|
%
|
|
20
|
%
|
||
Total
|
$
|
2,011,867
|
|
|
100
|
%
|
|
$
|
1,796,045
|
|
|
100
|
%
|
|
12
|
%
|
|
15
|
%
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Income from operations
|
$
|
285,368
|
|
|
$
|
265,753
|
|
|
$
|
856,657
|
|
|
$
|
706,666
|
|
Depreciation, amortization, and accretion expense
|
321,746
|
|
|
306,318
|
|
|
957,001
|
|
|
921,611
|
|
||||
Stock-based compensation expense
|
63,871
|
|
|
47,588
|
|
|
174,413
|
|
|
139,849
|
|
||||
Transaction costs
|
2,991
|
|
|
(1,120
|
)
|
|
8,236
|
|
|
33,932
|
|
||||
Impairment charges
|
1,189
|
|
|
—
|
|
|
16,023
|
|
|
—
|
|
||||
Gain on asset sales
|
(463
|
)
|
|
(6,013
|
)
|
|
(463
|
)
|
|
(6,013
|
)
|
||||
Adjusted EBITDA
|
$
|
674,702
|
|
|
$
|
612,526
|
|
|
$
|
2,011,867
|
|
|
$
|
1,796,045
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net income
|
$
|
120,811
|
|
|
$
|
124,825
|
|
|
$
|
382,410
|
|
|
$
|
255,337
|
|
Net loss attributable to non-controlling interests
|
39
|
|
|
—
|
|
|
45
|
|
|
—
|
|
||||
Net income attributable to Equinix
|
120,850
|
|
|
124,825
|
|
|
382,455
|
|
|
255,337
|
|
||||
Adjustments:
|
|
|
|
|
|
|
|
||||||||
Real estate depreciation
|
209,903
|
|
|
220,017
|
|
|
624,655
|
|
|
663,901
|
|
||||
(Gain) loss on disposition of real estate property
|
732
|
|
|
(4,812
|
)
|
|
3,421
|
|
|
1,072
|
|
||||
FFO attributable to common shareholders
|
$
|
331,485
|
|
|
$
|
340,030
|
|
|
$
|
1,010,531
|
|
|
$
|
920,310
|
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
FFO attributable to common shareholders
|
$
|
331,485
|
|
|
$
|
340,030
|
|
|
$
|
1,010,531
|
|
|
$
|
920,310
|
|
Adjustments:
|
|
|
|
|
|
|
|
||||||||
Installation revenue adjustment
|
5,759
|
|
|
3,209
|
|
|
8,280
|
|
|
6,208
|
|
||||
Straight-line rent expense adjustment
|
2,716
|
|
|
1,551
|
|
|
7,394
|
|
|
5,516
|
|
||||
Contract cost adjustment
|
(10,179
|
)
|
|
(5,271
|
)
|
|
(29,305
|
)
|
|
(13,010
|
)
|
||||
Amortization of deferred financing costs and debt discounts and premiums
|
3,196
|
|
|
3,148
|
|
|
9,429
|
|
|
10,609
|
|
||||
Stock-based compensation expense
|
63,871
|
|
|
47,588
|
|
|
174,413
|
|
|
139,849
|
|
||||
Non-real estate depreciation expense
|
63,151
|
|
|
33,917
|
|
|
182,049
|
|
|
103,281
|
|
||||
Amortization expense
|
48,837
|
|
|
51,792
|
|
|
147,589
|
|
|
153,443
|
|
||||
Accretion expense (adjustment)
|
(145
|
)
|
|
592
|
|
|
2,708
|
|
|
986
|
|
||||
Recurring capital expenditures
|
(47,404
|
)
|
|
(55,382
|
)
|
|
(105,077
|
)
|
|
(132,819
|
)
|
||||
(Gain) loss on debt extinguishment
|
(315
|
)
|
|
(1,492
|
)
|
|
67
|
|
|
39,214
|
|
||||
Transaction costs
|
2,991
|
|
|
(1,120
|
)
|
|
8,236
|
|
|
33,932
|
|
||||
Impairment charges
|
1,189
|
|
|
—
|
|
|
16,023
|
|
|
—
|
|
||||
Income tax expense adjustment
|
7,592
|
|
|
(16,312
|
)
|
|
26,174
|
|
|
(22,567
|
)
|
||||
AFFO attributable to common shareholders
|
$
|
472,744
|
|
|
$
|
402,250
|
|
|
$
|
1,458,511
|
|
|
$
|
1,244,952
|
|
|
Nine Months Ended September 30,
|
||||||
|
2019
|
|
2018
|
||||
|
(dollars in thousands)
|
||||||
Net cash provided by operating activities
|
$
|
1,463,058
|
|
|
$
|
1,256,797
|
|
Net cash used in investing activities
|
(1,478,021
|
)
|
|
(2,349,957
|
)
|
||
Net cash provided by financing activities
|
820,609
|
|
|
571,807
|
|
|
2019 (3 months remaining)
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|
Total
|
||||||||||||||
Term loans and other loans payable (1)
|
$
|
17,978
|
|
|
$
|
70,980
|
|
|
$
|
70,736
|
|
|
$
|
1,126,563
|
|
|
$
|
2,515
|
|
|
$
|
2,419
|
|
|
$
|
1,291,191
|
|
Senior notes (1)
|
150,000
|
|
|
300,000
|
|
|
150,000
|
|
|
750,000
|
|
|
1,000,000
|
|
|
5,848,050
|
|
|
8,198,050
|
|
|||||||
Interest (2)
|
82,033
|
|
|
385,118
|
|
|
368,918
|
|
|
342,692
|
|
|
273,843
|
|
|
592,890
|
|
|
2,045,494
|
|
|||||||
Finance leases (3)
|
39,309
|
|
|
168,410
|
|
|
168,192
|
|
|
168,745
|
|
|
169,689
|
|
|
1,752,663
|
|
|
2,467,008
|
|
|||||||
Operating leases (3)
|
39,216
|
|
|
200,432
|
|
|
188,811
|
|
|
181,250
|
|
|
167,098
|
|
|
1,233,604
|
|
|
2,010,411
|
|
|||||||
Other contractual commitments (4)
|
832,101
|
|
|
465,954
|
|
|
81,684
|
|
|
45,115
|
|
|
37,890
|
|
|
308,805
|
|
|
1,771,549
|
|
|||||||
Asset retirement obligations (5)
|
4,134
|
|
|
2,599
|
|
|
4,078
|
|
|
11,910
|
|
|
5,679
|
|
|
73,331
|
|
|
101,731
|
|
|||||||
|
$
|
1,164,771
|
|
|
$
|
1,593,493
|
|
|
$
|
1,032,419
|
|
|
$
|
2,626,275
|
|
|
$
|
1,656,714
|
|
|
$
|
9,811,762
|
|
|
$
|
17,885,434
|
|
|
(1)
|
Represents principal and unamortized mortgage premium only.
|
(2)
|
Represents interest on mortgage payable, loans payable, senior notes and term loans based on their respective interest rates as of September 30, 2019, as well as the credit facility fee for the revolving credit facility.
|
(3)
|
Represents lease payments under finance and operating lease arrangements, including renewal options that are certain to be exercised.
|
(4)
|
Represents off-balance sheet arrangements. Other contractual commitments are described below.
|
(5)
|
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
|
•
|
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 as a result of:
|
◦
|
an injunction, law or order that makes unlawful the consummation of the acquisition;
|
◦
|
inaccuracy or breach of the representations and warranties of, or the non-compliance with covenants by, either party;
|
◦
|
the nonreceipt of closing documents; or
|
◦
|
for other reasons;
|
•
|
the possibility that there could be a delay in the completion of an acquisition, which could, among other things, result in additional transaction costs, loss of revenue or other negative effects resulting from uncertainty about completion of the respective acquisition;
|
•
|
the dilution of our existing stockholders as a result of our issuing stock as consideration in a transaction or selling stock in order to fund the transaction;
|
•
|
the possibility of customer dissatisfaction if we are unable to achieve levels of quality and stability on par with past practices;
|
•
|
the possibility that we will be unable to retain relationships with key customers, landlords and/or suppliers of the acquired businesses, some of which may terminate their contracts with the acquired business as a result of the acquisition or which may attempt to negotiate changes in their current or future business relationships with us;
|
•
|
the possibility that we could lose key employees from the acquired businesses before integrating them;
|
•
|
the possibility that we may be unable to integrate or migrate IT systems, which could create a risk of errors or performance problems and could affect our ability to meet customer service level obligations;
|
•
|
the potential deterioration in 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 we may not be able to prepare and issue our financial statements and other public filings in a timely and accurate manner, and/or maintain an effective control environment, due to the strain on the finance organization when multiple acquisitions and integrations are occurring at the same time;
|
•
|
the possibility that future acquisitions may trigger property tax reassessments resulting in a substantial increase to our property taxes beyond that which we anticipated;
|
•
|
the possibility that future acquisitions may be in geographies and regulatory environments to which we are unaccustomed and we may become subject to complex requirements and risks with which we have limited experience;
|
•
|
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;
|
•
|
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; and
|
•
|
the possibility that we receive limited or incorrect information about the acquired business in the diligence process. For example, we sometimes do not receive all of the customer contracts associated with our acquisitions in the diligence process, which affects our visibility into customer termination rights and could expose us to additional liabilities.
|
•
|
we may not have the right to exercise sole decision-making authority regarding the properties, partnership, joint venture or other entity;
|
•
|
if our partners become bankrupt or fail to fund their share of required capital contributions, we may choose to or be required to contribute such capital;
|
•
|
our partners may have economic, tax or other business interests or goals which are inconsistent with our business interests or goals, and may be in a position to take actions contrary to our policies or objectives;
|
•
|
our joint venture partners may take actions that are not within our control, which could require us to dispose of the joint venture asset, transfer it to a TRS in order for Equinix to maintain its qualification for REIT taxation, or purchase the partner's interests or assets at an above-market price;
|
•
|
disputes between us and our partners may result in litigation or arbitration that would increase our expenses and prevent our management from focusing their time and effort on our day-to-day business; and
|
•
|
we may in certain circumstances be liable for the actions of our third-party partners or guarantee all or a portion of the joint venture's liabilities, which may require the company to pay an amount greater than its investment in the joint venture.
|
•
|
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 credit rating agencies, or of a downgrade to our current rating;
|
•
|
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;
|
•
|
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 such as the United Kingdom's pending withdrawal from the European Union ("Brexit");
|
•
|
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 issuances 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;
|
•
|
changes in U.S. or foreign tax laws;
|
•
|
changes in management or key personnel;
|
•
|
developments in our relationships with 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.
|
•
|
construction delays;
|
•
|
lack of availability and delays for data center equipment, including items such as generators and switchgear;
|
•
|
unexpected budget changes;
|
•
|
increased prices for building supplies, raw materials and data center equipment;
|
•
|
labor availability, labor disputes and work stoppages with contractors, subcontractors and other third parties;
|
•
|
unanticipated environmental issues and geological problems; and
|
•
|
delays related to permitting from public agencies and utility companies.
|
•
|
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 solutions 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 electricity;
|
•
|
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 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.
|
•
|
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 on our taxable income at regular corporate income 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 for taxation as a REIT.
|
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
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
5/29/15
|
|
2.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
5/29/15
|
|
2.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/15
|
|
2.3
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/6/16
|
|
2.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/16
|
|
2.5
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
5/1/17
|
|
2.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-Q
|
|
8/8/18
|
|
2.7
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K/A
|
|
12/31/02
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
6/14/11
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
6/11/13
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-Q
|
|
6/30/2014
|
|
3.4
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K/A
|
|
12/31/02
|
|
3.3
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
3/29/16
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.1
|
|
Reference is made to Exhibits 3.1, 3.2, 3.3, 3.4, 3.5 and 3.6.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
3/5/13
|
|
4.3
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.3
|
|
Form of 5.375% Senior Note due 2023 (see Exhibit 4.2).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/20/14
|
|
4.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
Filing Date/
Period End Date
|
|
Exhibit
|
|
Filed
Herewith
|
|
|
8-K
|
|
11/20/14
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.6
|
|
Form of 5.375% Senior Note due 2022 (see Exhibit 4.5).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/20/14
|
|
4.4
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.8
|
|
Form of 5.750% Senior Note due 2025 (see Exhibit 4.7).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/04/15
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.10
|
|
Form of 5.875% Senior Note due 2026 (see Exhibit 4.9).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
3/22/17
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.12
|
|
Form of 5.375% Senior Notes due 2027 (see Exhibit 4.11).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
9/20/17
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.14
|
|
Form of 2.875% Senior Notes due 2025 (see Exhibit 4.13).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/05/17
|
|
4.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/05/17
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.17
|
|
Form of 2.875% Senior Notes due 2026 (see Exhibit 4.16).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
03/14/18
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.19
|
|
Form of 2.875% Senior Notes due 2024 (see Exhibit 4.18).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
04/03/18
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.21
|
|
Form of 5.00% Senior Notes due April 2019 (see Exhibit 4.20).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
Filing Date/
Period End Date
|
|
Exhibit
|
|
Filed
Herewith
|
4.22
|
|
Form of 5.00% Senior Notes due October 2019 (see Exhibit 4.20).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.23
|
|
Form of 5.00% Senior Notes due April 2020 (see Exhibit 4.20).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.24
|
|
Form of 5.00% Senior Notes due October 2020 (see Exhibit 4.20).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.25
|
|
Form of 5.00% Senior Notes due April 2021 (see Exhibit 4.20).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/14
|
|
4.13
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
10.1**
|
|
|
S-4 (File No. 333-93749)
|
|
12/29/1999
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.2**
|
|
|
10-K
|
|
12/31/16
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.3**
|
|
|
10-K
|
|
12/31/16
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.4**
|
|
|
10-K
|
|
12/31/16
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.5**
|
|
|
10-Q
|
|
6/30/14
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.6**
|
|
|
S-1/A
(File No. 333-137607) filed by Switch & Data Facilities Company
|
|
2/5/07
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.7**
|
|
|
10-Q
|
|
6/30/19
|
|
10.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.8**
|
|
|
10-Q
|
|
3/31/17
|
|
10.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.9**
|
|
|
10-Q
|
|
3/31/17
|
|
10.36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.10**
|
|
|
10-Q
|
|
3/31/17
|
|
10.37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.11**
|
|
|
10-Q
|
|
3/31/18
|
|
10.31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.12**
|
|
|
10-Q
|
|
3/31/18
|
|
10.32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.13**
|
|
|
10-Q
|
|
3/31/18
|
|
10.33
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.14**
|
|
|
10-Q
|
|
3/31/19
|
|
10.28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.15**
|
|
|
10-Q
|
|
3/31/19
|
|
10.29
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.16**
|
|
|
10-Q
|
|
3/31/19
|
|
10.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.17**
|
|
|
10-Q
|
|
3/31/19
|
|
10.31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
Filing Date/
Period End Date
|
|
Exhibit
|
|
Filed
Herewith
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
X
|
||
|
|
|
|
|
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.SCH
|
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.CAL
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.DEF
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.LAB
|
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.PRE
|
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
104
|
|
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
|
|
X
|
|
EQUINIX, INC.
|
|
Date: November 1, 2019
|
|
|
|
By:
|
/s/ KEITH D. TAYLOR
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
Exhibit
Number
|
Description of Document
|
|
|
10.25**
|
|
|
|
10.26**
|
|
|
|
10.27**
|
|
|
|
10.28**
|
|
|
|
10.29**
|
|
|
|
10.30**
|
|
|
|
10.31**
|
|
|
|
10.32**
|
|
|
|
10.33**
|
|
|
|
10.34**
|
|
|
|
10.35**
|
|
|
|
10.36**
|
|
|
|
10.37**
|
|
|
|
10.38**
|
|
|
|
10.39**
|
|
|
|
10.40**
|
|
|
|
|
|
|
|
|
|
|
|
|
|
101.INS
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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101.SCH
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
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101.CAL
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
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101.DEF
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
101.LAB
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
|
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101.PRE
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
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|
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104
|
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
the date of Executive’s Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
The Executive’s voluntary resignation of his or her employment for Good Reason; or
|
(ii)
|
The Company’s termination of the Executive’s employment for any reason other than Cause;
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
the date of Executive’s Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
The Executive’s voluntary resignation of his or her employment for Good Reason; or
|
(ii)
|
The Company’s termination of the Executive’s employment for any reason other than Cause;
|
(i)
|
the date of Executive’s Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
The Executive’s voluntary resignation of his or her employment for Good Reason; or
|
(ii)
|
The Company’s termination of the Executive’s employment for any reason other than Cause;
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
the date of Executive’s Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
(i)
|
The Executive’s voluntary resignation of his or her employment for Good Reason; or
|
(ii)
|
The Company’s termination of the Executive’s employment for any reason other than Cause;
|
(i)
|
the date of Executive’s Qualifying Termination;
|
(ii)
|
the date of the Company’s receipt of the Executive’s executed General Release; and
|
(iii)
|
the expiration of any rescission period applicable to the Executive’s executed General Release.
|
(i)
|
The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if persons who were not stockholders of the Company immediately prior to such merger, consolidation or other reorganization own immediately after such merger, consolidation or other reorganization 50% or more of the voting power of the outstanding securities of each of (x) the continuing or surviving entity and (y) any direct or indirect parent corporation of such continuing or surviving entity;
|
(ii)
|
The sale, transfer or other disposition of all or substantially all of the Company’s assets;
|
(iii)
|
A change in the composition of the Board, as a result of which fewer than 50% of the incumbent directors are directors who either (x) had been directors of the Company on the date 24 months prior to the date of the event that my constitute a Change in Control (the “original directors”) or (y) were elected, or nominated for election, to the Board with the affirmative votes of at least a majority of the aggregate of the original directors who were still in office at the time of the election or nomination and the directors whose election or nomination was previously so approved; or
|
(iv)
|
Any transaction as a result of which any person is the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), director or indirectly, of securities of the Company representing at least 50% of the total voting power represented by the Company’s then outstanding voting securities. For purposes of this paragraph (iv), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (x) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of a Parent or Subsidiary and (y) a corporation owned directly or indirectly by the stockholder of the Company in substantially the same proportions as their ownership of the common stock of the Company.
|
Entity
|
Jurisdiction
|
Equinix (Australia) Enterprises Holdings Pty Limited
|
Australia
|
Equinix (Australia) Enterprises Pty Limited
|
Australia
|
Equinix Australia Pty Limited
|
Australia
|
McLaren Pty Limited
|
Australia
|
Metronode (ACT) Pty Limited
|
Australia
|
Metronode (NSW) Pty Ltd
|
Australia
|
Metronode C1 Pty Limited
|
Australia
|
Metronode Group Pty Limited
|
Australia
|
Metronode Investments Pty Limited
|
Australia
|
Metronode M2 Pty Ltd
|
Australia
|
Metronode P2 Pty Limited
|
Australia
|
MGH Pegasus Pty Ltd
|
Australia
|
Equinix Australia National Pty. Ltd.
|
Australia
|
Metronode S2 Pty Ltd
|
Australia
|
MGH Bidco Pty Limited
|
Australia
|
MGH Finco Pty Limited
|
Australia
|
MGH Holdco Pty Ltd
|
Australia
|
McLaren Unit Trust
|
Australia
|
Equinix do Brasil Soluções de Tecnologia em Informática Ltda.
|
Brazil
|
Equinix do Brasil Telecomunicações Ltda.
|
Brazil
|
Equinix Colombia, Inc.
|
British Virgin Islands
|
Equinix (Bulgaria) Data Centers EOOD
|
Bulgaria
|
Equinix (Canada) Enterprises Ltd.
|
Canada
|
Equinix Canada Ltd.
|
Canada
|
CHI 3, LLC
|
Delaware, U.S.
|
DCI Management, Inc.
|
Delaware, U.S.
|
DCI Tech Holdings Infomart, LLLP
|
Delaware, U.S.
|
EPS Enterprises, Inc.
|
Delaware, U.S.
|
Equinix (EMEA) Management, Inc.
|
Delaware, U.S.
|
Equinix (Government) LLC
|
Delaware, U.S.
|
Equinix (US) Enterprises, Inc.
|
Delaware, U.S.
|
Equinix (Velocity) Holding Company
|
Delaware, U.S.
|
Equinix Impact LLC
|
Delaware, U.S.
|
Equinix LLC
|
Delaware, U.S.
|
Equinix Pacific LLC
|
Delaware, U.S.
|
Equinix Professional Services, Inc.
|
Delaware, U.S.
|
Equinix Government Solutions LLC
|
Delaware, U.S.
|
Equinix RP II LLC
|
Delaware, U.S.
|
Equinix South America Holdings, LLC
|
Delaware, U.S.
|
Infomart Dallas GP, LLC
|
Delaware, U.S.
|
Infomart Dallas, LP
|
Delaware, U.S.
|
Entity
|
Jurisdiction
|
Equinix (Japan) Enterprises K.K.
|
Japan
|
Equinix (Japan) Technology Services K.K.
|
Japan
|
Equinix Japan K.K
|
Japan
|
Metronode New Zealand Limited
|
New Zealand
|
Equinix Muscat LLC
|
Oman
|
Equinix Middle East Services LLC
|
Oman
|
Equinix (China) Investment Holding Co., Ltd
(亿利互连 (中国) 投资有限公司) |
People’s Republic of China
|
Equinix Information Technology (Shanghai) Co., Ltd.
(亿利互连信息技术 (上海) 有限公司) |
People’s Republic of China
|
Equinix WGQ Information Technology (Shanghai) Co., Ltd.
(亿利互连 (上海) 通讯科技有限公司) |
People’s Republic of China
|
Equinix YP Information Technology (Shanghai) Co., Ltd.
(亿利互连数据系统 (上海) 有限公司) |
People’s Republic of China
|
Gaohong Equinix (Shanghai) Information Technology Co., Ltd
(高鸿亿利 (上海) 信息技术有限公司) |
People’s Republic of China
|
Equinix (Poland) Technology Services sp. z o.o.
|
Poland
|
Equinix (Poland) Enterprises sp. z o.o.
|
Poland
|
Equinix (Poland) sp. z o.o.
|
Poland
|
Equinix (Portugal) Data Centers, S.A.
|
Portugal
|
Equinix II (Portugal) Enterprises Data Centers, Unipessoal Lda
|
Portugal
|
Equinix Korea LLC
|
Republic of Korea
|
Equinix (Singapore) Enterprises Pte. Ltd.
|
Singapore
|
Equinix Asia Pacific Holdings Pte. Ltd.
|
Singapore
|
Equinix Asia Pacific Pte. Ltd.
|
Singapore
|
Equinix Singapore Holdings Pte. Ltd.
|
Singapore
|
Equinix Singapore Pte. Ltd.
|
Singapore
|
Equinix (Spain) Enterprises, S.L.U.
|
Spain
|
Equinix (Spain), S.A.U.
|
Spain
|
TelecityGroup Spain S.A.
|
Spain
|
Equinix (Sweden) AB
|
Sweden
|
Equinix (Sweden) Enterprises AB
|
Sweden
|
Equinix (Switzerland) Enterprises GmbH
|
Switzerland
|
Equinix (Switzerland) GmbH
|
Switzerland
|
EMEA Hyperscale 1 C.V.
|
The Netherlands
|
Equinix Hyperscale 1 Holdings B.V.
|
The Netherlands
|
Equinix (EMEA) Acquisition Enterprises B.V.
|
The Netherlands
|
Equinix (EMEA) B.V.
|
The Netherlands
|
Equinix (Netherlands) B.V.
|
The Netherlands
|
Equinix (Netherlands) Enterprises B.V.
|
The Netherlands
|
Equinix (Netherlands) Holdings B.V.
|
The Netherlands
|
Switch Datacenters Amsterdam B.V.
|
The Netherlands
|
Equinix (Real Estate) B.V.
|
The Netherlands
|
Virtu Secure Webservices B.V.
|
The Netherlands
|
Equinix (EMEA) Hyperscale Services B.V.
|
The Netherlands
|
Equinix Turkey Data Merkezi Üretim Insaat Sanayi ve Ticaret Anonim Sirketi
|
Turkey
|
Equinix Turkey Enterprises Data Merkezi Üretim Insaat Sanayi ve Ticaret Anonim Sirketi
|
Turkey
|