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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Equinix Inc | NASDAQ:EQIX | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
1.48 | 0.21% | 700.18 | 663.24 | 730.00 | 730.24 | 697.99 | 716.41 | 762,550 | 01:00:00 |
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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
|
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.)
|
|
Large accelerated filer
|
ý
|
Accelerated filer
|
¨
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|
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|
|
Non-accelerated filer
|
¨
|
Smaller reporting company
|
¨
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Page
No.
|
|
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||
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|
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Item 1.
|
||
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Item 2.
|
||
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Item 3.
|
||
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Item 4.
|
||
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||
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Item 1.
|
||
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|
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Item 1A.
|
||
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|
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Item 2.
|
||
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|
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Item 3.
|
||
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|
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Item 4.
|
||
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Item 5.
|
||
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Item 6.
|
||
|
|
|
|
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
|
(Unaudited)
|
||||||
Assets
|
|||||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
633,758
|
|
|
$
|
2,228,838
|
|
Short-term investments
|
12,353
|
|
|
12,875
|
|
||
Accounts receivable, net
|
326,440
|
|
|
291,964
|
|
||
Current portion of restricted cash
|
3,420
|
|
|
479,417
|
|
||
Other current assets
|
236,466
|
|
|
212,929
|
|
||
Assets held for sale
|
955,904
|
|
|
33,257
|
|
||
Total current assets
|
2,168,341
|
|
|
3,259,280
|
|
||
Long-term investments
|
3,969
|
|
|
4,584
|
|
||
Property, plant and equipment, net
|
6,888,232
|
|
|
5,606,436
|
|
||
Goodwill
|
3,336,968
|
|
|
1,063,200
|
|
||
Intangible assets, net
|
867,536
|
|
|
224,565
|
|
||
Other assets
|
230,789
|
|
|
198,630
|
|
||
Total assets
|
$
|
13,495,835
|
|
|
$
|
10,356,695
|
|
Liabilities and Stockholders’ Equity
|
|||||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
475,343
|
|
|
$
|
400,948
|
|
Accrued property, plant and equipment
|
124,684
|
|
|
103,107
|
|
||
Current portion of capital lease and other financing obligations
|
48,325
|
|
|
40,121
|
|
||
Current portion of mortgage and loans payable
|
487,065
|
|
|
770,236
|
|
||
Current portion of convertible debt
|
148,282
|
|
|
146,121
|
|
||
Other current liabilities
|
171,925
|
|
|
192,286
|
|
||
Liabilities held for sale
|
124,571
|
|
|
3,535
|
|
||
Total current liabilities
|
1,580,195
|
|
|
1,656,354
|
|
||
Capital lease and other financing obligations, less current portion
|
1,552,145
|
|
|
1,287,139
|
|
||
Mortgage and loans payable, less current portion
|
1,139,807
|
|
|
472,769
|
|
||
Senior notes
|
3,806,167
|
|
|
3,804,634
|
|
||
Other liabilities
|
598,416
|
|
|
390,413
|
|
||
Total liabilities
|
8,676,730
|
|
|
7,611,309
|
|
||
Commitments and contingencies (Note 10)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Common stock
|
69
|
|
|
62
|
|
||
Additional paid-in capital
|
6,973,460
|
|
|
4,838,444
|
|
||
Treasury stock
|
(6,635
|
)
|
|
(7,373
|
)
|
||
Accumulated dividends
|
(1,591,908
|
)
|
|
(1,468,472
|
)
|
||
Accumulated other comprehensive loss
|
(416,554
|
)
|
|
(509,059
|
)
|
||
Accumulated deficit
|
(139,327
|
)
|
|
(108,216
|
)
|
||
Total stockholders’ equity
|
4,819,105
|
|
|
2,745,386
|
|
||
Total liabilities and stockholders’ equity
|
$
|
13,495,835
|
|
|
$
|
10,356,695
|
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
|
(Unaudited)
|
||||||
Revenues
|
$
|
844,156
|
|
|
$
|
643,174
|
|
Costs and operating expenses:
|
|
|
|
||||
Cost of revenues
|
427,680
|
|
|
298,313
|
|
||
Sales and marketing
|
106,590
|
|
|
78,616
|
|
||
General and administrative
|
165,904
|
|
|
113,640
|
|
||
Acquisition costs
|
36,536
|
|
|
1,156
|
|
||
Gains on asset sales
|
(5,242
|
)
|
|
—
|
|
||
Total costs and operating expenses
|
731,468
|
|
|
491,725
|
|
||
Income from continuing operations
|
112,688
|
|
|
151,449
|
|
||
Interest income
|
925
|
|
|
520
|
|
||
Interest expense
|
(100,863
|
)
|
|
(68,791
|
)
|
||
Other expense
|
(60,710
|
)
|
|
(514
|
)
|
||
Income (loss) from continuing operations before income taxes
|
(47,960
|
)
|
|
82,664
|
|
||
Income tax benefit (expense)
|
10,633
|
|
|
(6,212
|
)
|
||
Net income (loss) from continuing operations
|
(37,327
|
)
|
|
76,452
|
|
||
Net income from discontinued operations, net of tax
|
6,216
|
|
|
—
|
|
||
Net income (loss)
|
$
|
(31,111
|
)
|
|
$
|
76,452
|
|
Earnings (loss) per share (“EPS”):
|
|
|
|
||||
Basic EPS from continuing operations
|
$
|
(0.55
|
)
|
|
$
|
1.35
|
|
Basic EPS from discontinued operations
|
0.09
|
|
|
—
|
|
||
Basic EPS
|
$
|
(0.46
|
)
|
|
$
|
1.35
|
|
Weighted-average shares
|
68,132
|
|
|
56,661
|
|
||
Diluted EPS from continuing operations
|
$
|
(0.55
|
)
|
|
$
|
1.34
|
|
Diluted EPS from discontinued operations
|
0.09
|
|
|
—
|
|
||
Diluted EPS
|
$
|
(0.46
|
)
|
|
$
|
1.34
|
|
Weighted-average shares for diluted EPS
|
68,132
|
|
|
57,227
|
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
|
(Unaudited)
|
||||||
Net income (loss)
|
$
|
(31,111
|
)
|
|
$
|
76,452
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
Foreign currency translation adjustment (“CTA”) gain (loss)
|
115,899
|
|
|
(146,311
|
)
|
||
Unrealized gain (loss) on available-for-sale securities
|
(304
|
)
|
|
103
|
|
||
Unrealized gain (loss) on cash flow hedges
|
(6,784
|
)
|
|
10,556
|
|
||
Net investment hedge CTA loss
|
(16,312
|
)
|
|
—
|
|
||
Net actuarial gain on defined benefit plans
|
6
|
|
|
59
|
|
||
Total other comprehensive income (loss), net of tax
|
92,505
|
|
|
(135,593
|
)
|
||
Comprehensive income (loss), net of tax
|
$
|
61,394
|
|
|
$
|
(59,141
|
)
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
|
(Unaudited)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income (loss)
|
$
|
(31,111
|
)
|
|
$
|
76,452
|
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
||||
Depreciation
|
172,382
|
|
|
115,341
|
|
||
Stock-based compensation
|
34,061
|
|
|
30,613
|
|
||
Amortization of intangible assets
|
28,152
|
|
|
6,295
|
|
||
Amortization of debt issuance costs and debt discounts
|
5,508
|
|
|
3,774
|
|
||
Provision for allowance for doubtful accounts
|
1,885
|
|
|
1,865
|
|
||
Gain on asset sales
|
(5,242
|
)
|
|
—
|
|
||
Other items
|
4,605
|
|
|
3,191
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(11,312
|
)
|
|
(30,791
|
)
|
||
Income taxes, net
|
(28,656
|
)
|
|
(12,555
|
)
|
||
Accounts payable and accrued expenses
|
(40,217
|
)
|
|
29,693
|
|
||
Other assets and liabilities
|
(25,785
|
)
|
|
8,933
|
|
||
Net cash provided by operating activities
|
104,270
|
|
|
232,811
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of investments
|
(10,875
|
)
|
|
(18,446
|
)
|
||
Sales of investments
|
14,294
|
|
|
6,709
|
|
||
Maturities of investments
|
—
|
|
|
7,031
|
|
||
Business acquisitions, net of cash acquired
|
(1,601,627
|
)
|
|
(10,247
|
)
|
||
Purchases of real estate
|
(16,408
|
)
|
|
(38,282
|
)
|
||
Purchases of other property, plant and equipment
|
(197,700
|
)
|
|
(150,120
|
)
|
||
Proceeds from sale of assets
|
22,825
|
|
|
—
|
|
||
Changes in restricted cash
|
466,704
|
|
|
3,521
|
|
||
Net cash used in investing activities
|
(1,322,787
|
)
|
|
(199,834
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from employee equity awards
|
16,304
|
|
|
16,384
|
|
||
Payment of dividends
|
(124,836
|
)
|
|
(96,619
|
)
|
||
Proceeds from loans payable
|
701,250
|
|
|
—
|
|
||
Repayment of capital lease and other financing obligations
|
(33,232
|
)
|
|
(5,296
|
)
|
||
Repayment of mortgage and loans payable
|
(936,353
|
)
|
|
(13,361
|
)
|
||
Other financing activities
|
499
|
|
|
98
|
|
||
Net cash used in financing activities
|
(376,368
|
)
|
|
(98,794
|
)
|
||
Effect of foreign currency exchange rates on cash and cash equivalents
|
(195
|
)
|
|
(8,391
|
)
|
||
Net decrease in cash and cash equivalents
|
(1,595,080
|
)
|
|
(74,208
|
)
|
||
Cash and cash equivalents at beginning of period
|
2,228,838
|
|
|
610,917
|
|
||
Cash and cash equivalents at end of period
|
$
|
633,758
|
|
|
$
|
536,709
|
|
1.
|
Basis of Presentation and Significant Accounting Policies
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Net income (loss):
|
|
|
|
||||
Net income (loss) from continuing operations
|
$
|
(37,327
|
)
|
|
$
|
76,452
|
|
Net income from discontinued operations
|
6,216
|
|
|
—
|
|
||
Net income (loss)
|
$
|
(31,111
|
)
|
|
$
|
76,452
|
|
Weighted-average shares used to calculate basic EPS
|
68,132
|
|
|
56,661
|
|
||
Effect of dilutive securities:
|
|
|
|
||||
Employee equity awards
|
—
|
|
|
566
|
|
||
Weighted-average shares used to calculate diluted EPS
|
68,132
|
|
|
57,227
|
|
||
Basic EPS:
|
|
|
|
||||
Continuing operations
|
$
|
(0.55
|
)
|
|
$
|
1.35
|
|
Discontinued operations
|
0.09
|
|
|
—
|
|
||
Basic EPS
|
$
|
(0.46
|
)
|
|
$
|
1.35
|
|
Diluted EPS:
|
|
|
|
||||
Continuing operations
|
$
|
(0.55
|
)
|
|
$
|
1.34
|
|
Discontinued operations
|
0.09
|
|
|
—
|
|
||
Diluted EPS
|
$
|
(0.46
|
)
|
|
$
|
1.34
|
|
|
Three months ended
March 31, |
||||
|
2016
|
|
2015
|
||
Shares reserved for conversion of 4.75% convertible subordinated notes
|
1,969
|
|
|
1,942
|
|
Common stock related to employee equity awards
|
1,583
|
|
|
211
|
|
|
3,552
|
|
|
2,153
|
|
3.
|
Acquisitions
|
Cash and cash equivalents
|
$
|
73,368
|
|
Accounts receivable
|
20,022
|
|
|
Other current assets
|
39,929
|
|
|
Property, plant and equipment
|
1,249,374
|
|
|
Goodwill
|
2,745,913
|
|
|
Intangible assets
|
861,817
|
|
|
Deferred tax assets
|
568
|
|
|
Other assets
|
4,123
|
|
|
Total assets acquired
|
4,995,114
|
|
|
Accounts payable and accrued expenses
|
(163,490
|
)
|
|
Accrued property, plant and equipment
|
(3,634
|
)
|
|
Capital lease and other financing obligations
|
(263,894
|
)
|
|
Mortgage and loans payable
|
(592,304
|
)
|
|
Other current liabilities
|
(33,730
|
)
|
|
Deferred tax liabilities
|
(156,667
|
)
|
|
Other liabilities
|
(36,509
|
)
|
|
Net assets acquired
|
$
|
3,744,886
|
|
Intangible assets
|
Fair value
|
|
Estimated useful lives (years)
|
|
Weighted-average estimated useful lives (years)
|
||
Customer relationships
|
$
|
764,550
|
|
|
13.5
|
|
13.5
|
Trade names
|
72,033
|
|
|
1.5
|
|
1.5
|
|
Favorable leases
|
25,234
|
|
|
2.4 - 33.0
|
|
13.6
|
Cash and cash equivalent
|
$
|
33,198
|
|
Accounts receivable
|
7,359
|
|
|
Other current assets
|
51,038
|
|
|
Long-term investments
|
3,806
|
|
|
Property, plant and equipment
|
308,985
|
|
|
Goodwill
|
95,444
|
|
|
Intangible assets
|
111,374
|
|
|
Other assets
|
22,981
|
|
|
Total assets acquired
|
634,185
|
|
|
Accounts payable and accrued expenses
|
(15,028
|
)
|
|
Accrued property, plant and equipment
|
(465
|
)
|
|
Capital lease and other financing obligations
|
(108,833
|
)
|
|
Mortgage and loans payable
|
(190,227
|
)
|
|
Other current liabilities
|
(8,689
|
)
|
|
Deferred tax liabilities
|
(32,192
|
)
|
|
Other liabilities
|
(3,384
|
)
|
|
Net assets acquired
|
$
|
275,367
|
|
Intangible assets
|
Fair value
|
|
Estimated useful lives (years)
|
|
Weighted-average estimated useful lives (years)
|
||
Customer relationships
|
$
|
105,434
|
|
|
13
|
|
13
|
Trade name
|
3,455
|
|
|
2
|
|
2
|
|
Favorable solar contracts
|
2,410
|
|
|
18
|
|
18
|
|
Other intangible assets
|
75
|
|
|
0.25
|
|
0.25
|
|
Three months ended March 31,
|
||
|
2015
|
||
Revenues
|
$
|
778,536
|
|
Net income from continuing operations
|
50,960
|
|
|
Basic EPS
|
0.80
|
|
|
Diluted EPS
|
0.80
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
Accounts receivable
|
$
|
9,011
|
|
|
$
|
2,222
|
|
Other current assets
|
3,178
|
|
|
408
|
|
||
Property, plant and equipment
|
216,364
|
|
|
23,533
|
|
||
Goodwill
|
518,766
|
|
|
5,000
|
|
||
Intangible assets
|
206,644
|
|
|
784
|
|
||
Other assets
|
1,941
|
|
|
1,310
|
|
||
Total assets held for sale
|
955,904
|
|
|
$
|
33,257
|
|
|
|
|
|
|
||||
Accounts payable, accrued expenses and estimated costs to sell
|
$
|
(56,367
|
)
|
|
$
|
(654
|
)
|
Accrued property, plant and equipment
|
—
|
|
|
(816
|
)
|
||
Current portion of capital lease and other financing obligation
|
(93
|
)
|
|
—
|
|
||
Other current liabilities
|
(4,048
|
)
|
|
(435
|
)
|
||
Capital lease and other financing obligations, less current portion
|
(56,896
|
)
|
|
—
|
|
||
Other liabilities
|
(7,167
|
)
|
|
(1,630
|
)
|
||
Total liabilities held for sale
|
$
|
(124,571
|
)
|
|
$
|
(3,535
|
)
|
5.
|
Discontinued Operations
|
|
Three months ended
March 31, 2016 |
||
Revenues
|
$
|
20,581
|
|
Costs and operating expenses:
|
|
||
Cost of revenues
|
11,610
|
|
|
Sales and marketing
|
217
|
|
|
General and administrative
|
383
|
|
|
Total costs and operating expenses
|
12,210
|
|
|
Income from operations of discontinued operations
|
8,371
|
|
|
Interest and other, net
|
(469
|
)
|
|
Income from discontinued operations before income taxes
|
7,902
|
|
|
Income tax expense
|
(1,686
|
)
|
|
Income from discontinued operations, net of income taxes
|
$
|
6,216
|
|
6.
|
Derivatives and Hedging Activities
|
|
Notional
Amount
|
|
Fair Value
(1)
|
|
Accumulated other
comprehensive
income (loss)
(2) (3)
|
||||||
Derivative assets
|
$
|
282,657
|
|
|
$
|
11,965
|
|
|
$
|
27,270
|
|
Derivative liabilities
|
236,860
|
|
|
(6,762
|
)
|
|
(21,445
|
)
|
|||
|
$
|
519,517
|
|
|
$
|
5,203
|
|
|
$
|
5,825
|
|
|
(1)
|
All derivative assets related to cash flow hedges are included in the condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
Included in the condensed consolidated balance sheets within accumulated other comprehensive income (loss).
|
(3)
|
The Company recorded a net gain of $
5,951
within accumulated other comprehensive income (loss) relating to cash flow hedges that will be reclassified to revenue and expenses as they mature in the next
12 months
.
|
|
Notional
Amount
|
|
Fair Value
(1)
|
|
Accumulated other
comprehensive
income (loss)
(2)(3)
|
||||||
Derivative assets
|
$
|
367,330
|
|
|
$
|
16,027
|
|
|
$
|
34,578
|
|
Derivative liabilities
|
47,447
|
|
|
(813
|
)
|
|
(19,709
|
)
|
|||
|
$
|
414,777
|
|
|
$
|
15,214
|
|
|
$
|
14,869
|
|
|
(1)
|
All derivative assets related to cash flow hedges are included in the condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
Included in the condensed consolidated balance sheets within accumulated other comprehensive income (loss).
|
(3)
|
The Company recorded a net gain of
$12,940
within accumulated other comprehensive income (loss) relating to cash flow hedges that will be reclassified to revenue and expense as they mature over the next 12 months.
|
|
Gross
Amounts
|
|
Gross
amounts
offset in the
balance
sheet
|
|
Net amounts
(1)
|
|
Gross
amounts not
offset in the
balance
sheet
(2)
|
|
Net
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
$
|
11,965
|
|
|
$
|
—
|
|
|
$
|
11,965
|
|
|
$
|
(4,984
|
)
|
|
$
|
6,981
|
|
Net Investment Hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
11,965
|
|
|
—
|
|
|
11,965
|
|
|
(4,984
|
)
|
|
6,981
|
|
|||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
5,871
|
|
|
—
|
|
|
5,871
|
|
|
—
|
|
|
5,871
|
|
|||||
Economic hedges of embedded derivatives
|
2,035
|
|
|
—
|
|
|
2,035
|
|
|
(4
|
)
|
|
2,031
|
|
|||||
Foreign currency forward and option contracts
|
3,139
|
|
|
—
|
|
|
3,139
|
|
|
(50
|
)
|
|
3,089
|
|
|||||
|
11,045
|
|
|
—
|
|
|
11,045
|
|
|
(54
|
)
|
|
10,991
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,850
|
)
|
|
(4,850
|
)
|
|||||
|
$
|
23,010
|
|
|
$
|
—
|
|
|
$
|
23,010
|
|
|
$
|
(9,888
|
)
|
|
$
|
13,122
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
$
|
6,762
|
|
|
$
|
—
|
|
|
$
|
6,762
|
|
|
$
|
(4,984
|
)
|
|
$
|
1,778
|
|
Net Investment Hedges
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
3,563
|
|
|
—
|
|
|
3,563
|
|
|
—
|
|
|
3,563
|
|
|||||
|
10,325
|
|
|
—
|
|
|
10,325
|
|
|
(4,984
|
)
|
|
5,341
|
|
|||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
4,978
|
|
|
—
|
|
|
4,978
|
|
|
—
|
|
|
4,978
|
|
|||||
Economic hedges of embedded derivatives
|
32
|
|
|
—
|
|
|
32
|
|
|
(4
|
)
|
|
28
|
|
|||||
Foreign currency forward and option contracts
|
4,107
|
|
|
—
|
|
|
4,107
|
|
|
(50
|
)
|
|
4,057
|
|
|||||
|
9,117
|
|
|
—
|
|
|
9,117
|
|
|
(54
|
)
|
|
9,063
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,850
|
)
|
|
(4,850
|
)
|
|||||
|
$
|
19,442
|
|
|
$
|
—
|
|
|
$
|
19,442
|
|
|
$
|
(9,888
|
)
|
|
$
|
9,554
|
|
|
(1)
|
As presented in the Company’s condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
The Company enters into master netting agreements with its counterparties for transactions other than embedded derivatives to mitigate credit risk exposure to any single counterparty. Master netting agreements allow for individual derivative contracts with a single counterparty to offset in the event of default.
|
|
Gross
Amounts
|
|
Gross
amounts
offset in the
balance
sheet
|
|
Net balance
sheet
amounts
(1)
|
|
Gross
amounts not
offset in the
balance
sheet
(2)
|
|
Net
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward and option contracts
|
$
|
16,027
|
|
|
$
|
—
|
|
|
$
|
16,027
|
|
|
$
|
(813
|
)
|
|
$
|
15,214
|
|
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
8,926
|
|
|
—
|
|
|
8,926
|
|
|
—
|
|
|
8,926
|
|
|||||
Economic hedges of embedded derivatives
|
744
|
|
|
—
|
|
|
744
|
|
|
—
|
|
|
744
|
|
|||||
Foreign currency forward contracts
|
43,203
|
|
|
—
|
|
|
43,203
|
|
|
(34,577
|
)
|
|
8,626
|
|
|||||
|
52,873
|
|
|
—
|
|
|
52,873
|
|
|
(34,577
|
)
|
|
18,296
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,512
|
)
|
|
(9,512
|
)
|
|||||
|
$
|
68,900
|
|
|
$
|
—
|
|
|
$
|
68,900
|
|
|
$
|
(44,902
|
)
|
|
$
|
23,998
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency forward contracts
|
$
|
813
|
|
|
$
|
—
|
|
|
$
|
813
|
|
|
$
|
(813
|
)
|
|
$
|
—
|
|
|
813
|
|
|
—
|
|
|
813
|
|
|
(813
|
)
|
|
—
|
|
|||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Embedded derivatives
|
1,772
|
|
|
—
|
|
|
1,772
|
|
|
—
|
|
|
1,772
|
|
|||||
Economic hedges of embedded derivatives
|
417
|
|
|
—
|
|
|
417
|
|
|
—
|
|
|
417
|
|
|||||
Foreign currency forward and option contracts
|
76,923
|
|
|
—
|
|
|
76,923
|
|
|
(34,577
|
)
|
|
42,346
|
|
|||||
|
79,112
|
|
|
—
|
|
|
79,112
|
|
|
(34,577
|
)
|
|
44,535
|
|
|||||
Additional netting benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,512
|
)
|
|
(9,512
|
)
|
|||||
|
$
|
79,925
|
|
|
$
|
—
|
|
|
$
|
79,925
|
|
|
$
|
(44,902
|
)
|
|
$
|
35,023
|
|
|
(1)
|
As presented in the Company’s condensed consolidated balance sheets within other current assets, other assets, other current liabilities and other liabilities.
|
(2)
|
The Company enters into master netting agreements with its counterparties for transactions other than embedded derivatives to mitigate credit risk exposure to any single counterparty. Master netting agreements allow for individual derivative contracts with a single counterparty to offset in the event of default.
|
7.
|
Fair Value Measurements
|
|
Fair value at
March 31, 2016 |
|
Fair value
measurement using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Cash
|
$
|
396,449
|
|
|
$
|
396,449
|
|
|
$
|
—
|
|
Money market and deposit accounts
|
234,119
|
|
|
234,119
|
|
|
—
|
|
|||
Publicly traded equity securities
|
3,766
|
|
|
3,766
|
|
|
—
|
|
|||
Certificates of deposit
|
15,747
|
|
|
—
|
|
|
15,747
|
|
|||
Derivative instruments
(1)
|
23,010
|
|
|
—
|
|
|
23,010
|
|
|||
|
$
|
673,091
|
|
|
$
|
634,334
|
|
|
$
|
38,757
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments
(1)
|
$
|
19,442
|
|
|
$
|
—
|
|
|
$
|
19,442
|
|
|
$
|
19,442
|
|
|
$
|
—
|
|
|
$
|
19,442
|
|
(1)
|
Includes both foreign currency embedded derivatives and foreign currency forward and option contracts. Amounts are included within other current assets, other assets, others current liabilities and other liabilities in the Company’s accompanying condensed consolidated balance sheet.
|
|
Fair value at
December 31, 2015 |
|
Fair value
measurement using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Cash
|
$
|
1,139,554
|
|
|
$
|
1,139,554
|
|
|
$
|
—
|
|
Money market and deposit accounts
|
1,089,284
|
|
|
1,089,284
|
|
|
—
|
|
|||
Publicly traded equity securities
|
3,353
|
|
|
3,353
|
|
|
—
|
|
|||
Certificates of deposit
|
14,106
|
|
|
—
|
|
|
14,106
|
|
|||
Derivative instruments
(1)
|
68,900
|
|
|
—
|
|
|
68,900
|
|
|||
|
$
|
2,315,197
|
|
|
$
|
2,232,191
|
|
|
$
|
83,006
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments
(1)
|
$
|
79,925
|
|
|
$
|
—
|
|
|
$
|
79,925
|
|
|
$
|
79,925
|
|
|
$
|
—
|
|
|
$
|
79,925
|
|
|
(1)
|
Includes both foreign currency embedded derivatives and foreign currency forward and option contracts. Amounts are included within other current assets, other assets, other current liabilities and other liabilities in the Company’s accompanying condensed consolidated balance sheet.
|
8.
|
Leases
|
|
Capital lease
obligations
|
|
Other
financing
obligations
(1)
|
|
Total
|
||||||
2016 (9 months remaining)
|
$
|
58,850
|
|
|
$
|
64,147
|
|
|
$
|
122,997
|
|
2017
|
79,509
|
|
|
86,216
|
|
|
165,725
|
|
|||
2018
|
80,032
|
|
|
82,472
|
|
|
162,504
|
|
|||
2019
|
80,857
|
|
|
77,091
|
|
|
157,948
|
|
|||
2020
|
80,878
|
|
|
74,617
|
|
|
155,495
|
|
|||
Thereafter
|
961,236
|
|
|
794,225
|
|
|
1,755,461
|
|
|||
Total minimum lease payments
|
1,341,362
|
|
|
1,178,768
|
|
|
2,520,130
|
|
|||
Plus amount representing residual property value
|
368
|
|
|
539,509
|
|
|
539,877
|
|
|||
Less amount representing interest
|
(629,395
|
)
|
|
(830,142
|
)
|
|
(1,459,537
|
)
|
|||
Present value of net minimum lease payments
|
712,335
|
|
|
888,135
|
|
|
1,600,470
|
|
|||
Less current portion
|
(23,269
|
)
|
|
(25,056
|
)
|
|
(48,325
|
)
|
|||
|
$
|
689,066
|
|
|
$
|
863,079
|
|
|
$
|
1,552,145
|
|
|
9.
|
Debt Facilities
|
|
March 31,
2016 |
|
December 31, 2015
|
||||
Term loans
|
$
|
1,139,986
|
|
|
$
|
456,740
|
|
Bridge term loan
|
422,275
|
|
|
386,547
|
|
||
Revolving credit facility borrowings
|
—
|
|
|
325,622
|
|
||
Brazil financings
|
28,873
|
|
|
27,113
|
|
||
Mortgage payable and other loans payable
|
49,568
|
|
|
47,677
|
|
||
|
1,640,702
|
|
|
1,243,699
|
|
||
Less amount representing debt discount and debt issuance cost
|
(15,895
|
)
|
|
(2,681
|
)
|
||
Plus amount representing mortgage premium
|
2,065
|
|
|
1,987
|
|
||
|
1,626,872
|
|
|
1,243,005
|
|
||
Less current portion
|
(487,065
|
)
|
|
(770,236
|
)
|
||
|
$
|
1,139,807
|
|
|
$
|
472,769
|
|
|
March 31,
2016 |
|
December 31, 2015
|
||||
4.75% convertible subordinated notes
|
$
|
150,082
|
|
|
$
|
150,082
|
|
Less amount representing debt discount and debt issuance cost
|
(1,800
|
)
|
|
(3,961
|
)
|
||
|
$
|
148,282
|
|
|
$
|
146,121
|
|
|
March 31,
2016 |
|
December 31, 2015
|
||||
5.375% Senior Notes due 2023
|
$
|
1,000,000
|
|
|
$
|
1,000,000
|
|
5.375% Senior Notes due 2022
|
750,000
|
|
|
750,000
|
|
||
4.875% Senior Notes due 2020
|
500,000
|
|
|
500,000
|
|
||
5.75% Senior Notes due 2025
|
500,000
|
|
|
500,000
|
|
||
5.875% Senior Notes due 2026
|
1,100,000
|
|
|
1,100,000
|
|
||
|
3,850,000
|
|
|
3,850,000
|
|
||
Less amount representing debt issuance cost
|
(43,833
|
)
|
|
(45,366
|
)
|
||
|
$
|
3,806,167
|
|
|
$
|
3,804,634
|
|
Year ending:
|
|
||
2016 (9 months remaining)
|
$
|
624,264
|
|
2017
|
60,136
|
|
|
2018
|
56,255
|
|
|
2019
|
356,803
|
|
|
2020
|
510,232
|
|
|
Thereafter
|
4,035,159
|
|
|
|
$
|
5,642,849
|
|
|
March 31,
2016 |
|
December 31, 2015
|
||||
Mortgage and loans payable
|
$
|
1,624,926
|
|
|
$
|
916,602
|
|
Convertible debt
|
152,896
|
|
|
151,997
|
|
||
Senior notes
|
4,024,875
|
|
|
3,954,000
|
|
||
Revolving credit line
|
—
|
|
|
325,617
|
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Interest expense
|
$
|
100,863
|
|
|
$
|
68,791
|
|
Interest capitalized
|
2,286
|
|
|
3,203
|
|
||
Interest charges incurred
|
$
|
103,149
|
|
|
$
|
71,994
|
|
10.
|
Commitments and Contingencies
|
11.
|
Stockholders' Equity
|
|
Balance as of
December 31, 2015 |
|
Net
Change
|
|
Balance as of
March 31, 2016 |
||||||
Foreign currency translation adjustment (“CTA”) gain (loss)
|
$
|
(523,709
|
)
|
|
$
|
115,899
|
|
|
$
|
(407,810
|
)
|
Unrealized gain (loss) on cash flow hedges
|
11,153
|
|
|
(6,784
|
)
|
|
4,369
|
|
|||
Unrealized loss on available-for-sale securities
|
(139
|
)
|
|
(304
|
)
|
|
(443
|
)
|
|||
Net investment hedge CTA gain (loss)
|
4,484
|
|
|
(16,312
|
)
|
|
(11,828
|
)
|
|||
Net actuarial gain (loss) on defined benefit plans
|
(848
|
)
|
|
6
|
|
|
(842
|
)
|
|||
|
$
|
(509,059
|
)
|
|
$
|
92,505
|
|
|
$
|
(416,554
|
)
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Cost of revenues
|
$
|
2,997
|
|
|
$
|
2,306
|
|
Sales and marketing
|
9,771
|
|
|
8,711
|
|
||
General and administrative
|
21,747
|
|
|
19,596
|
|
||
|
$
|
34,515
|
|
|
$
|
30,613
|
|
12.
|
Segment Information
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Adjusted EBITDA:
|
|
|
|
||||
Americas
|
$
|
184,460
|
|
|
$
|
172,734
|
|
EMEA
|
111,489
|
|
|
76,031
|
|
||
Asia-Pacific
|
84,701
|
|
|
56,983
|
|
||
Total adjusted EBITDA
|
380,650
|
|
|
305,748
|
|
||
Depreciation, amortization and accretion expense
|
(202,153
|
)
|
|
(122,530
|
)
|
||
Stock-based compensation expense
|
(34,515
|
)
|
|
(30,613
|
)
|
||
Acquisition costs
|
(36,536
|
)
|
|
(1,156
|
)
|
||
Gains on asset sales
|
5,242
|
|
|
—
|
|
||
Income from operations
|
$
|
112,688
|
|
|
$
|
151,449
|
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Total revenues:
|
|
|
|
||||
Americas
|
$
|
404,394
|
|
|
$
|
363,969
|
|
EMEA
|
267,856
|
|
|
164,623
|
|
||
Asia-Pacific
|
171,906
|
|
|
114,582
|
|
||
|
$
|
844,156
|
|
|
$
|
643,174
|
|
Total depreciation and amortization:
|
|
|
|
||||
Americas
|
$
|
76,259
|
|
|
$
|
66,727
|
|
EMEA
|
76,050
|
|
|
26,507
|
|
||
Asia-Pacific
|
48,225
|
|
|
28,402
|
|
||
|
$
|
200,534
|
|
|
$
|
121,636
|
|
Capital expenditures:
|
|
|
|
||||
Americas
|
$
|
83,499
|
|
|
$
|
82,726
|
|
EMEA
|
57,273
|
|
|
27,556
|
|
||
Asia-Pacific
|
56,928
|
|
|
39,838
|
|
||
|
$
|
197,700
|
|
|
$
|
150,120
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
Americas
|
$
|
3,074,737
|
|
|
$
|
3,025,450
|
|
EMEA
|
2,287,091
|
|
|
1,157,304
|
|
||
Asia-Pacific
|
1,526,404
|
|
|
1,423,682
|
|
||
|
$
|
6,888,232
|
|
|
$
|
5,606,436
|
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Colocation
|
$
|
619,893
|
|
|
$
|
481,545
|
|
Interconnection
|
127,205
|
|
|
101,658
|
|
||
Managed infrastructure
|
44,736
|
|
|
23,855
|
|
||
Other
|
5,260
|
|
|
2,599
|
|
||
Recurring revenues
|
797,094
|
|
|
609,657
|
|
||
Non-recurring revenues
|
47,062
|
|
|
33,517
|
|
||
|
$
|
844,156
|
|
|
$
|
643,174
|
|
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 March 31,
|
|
% change
|
||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
$
|
380,156
|
|
|
45
|
%
|
|
$
|
347,054
|
|
|
54
|
%
|
|
10
|
%
|
|
12
|
%
|
Non-recurring revenues
|
24,238
|
|
|
3
|
%
|
|
16,915
|
|
|
3
|
%
|
|
43
|
%
|
|
44
|
%
|
||
|
404,394
|
|
|
48
|
%
|
|
363,969
|
|
|
57
|
%
|
|
11
|
%
|
|
13
|
%
|
||
EMEA:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
253,381
|
|
|
30
|
%
|
|
153,424
|
|
|
24
|
%
|
|
65
|
%
|
|
69
|
%
|
||
Non-recurring revenues
|
14,475
|
|
|
2
|
%
|
|
11,199
|
|
|
2
|
%
|
|
29
|
%
|
|
33
|
%
|
||
|
267,856
|
|
|
32
|
%
|
|
164,623
|
|
|
26
|
%
|
|
63
|
%
|
|
67
|
%
|
||
Asia-Pacific:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
163,557
|
|
|
19
|
%
|
|
109,179
|
|
|
17
|
%
|
|
50
|
%
|
|
53
|
%
|
||
Non-recurring revenues
|
8,349
|
|
|
1
|
%
|
|
5,403
|
|
|
0
|
%
|
|
55
|
%
|
|
59
|
%
|
||
|
171,906
|
|
|
20
|
%
|
|
114,582
|
|
|
17
|
%
|
|
50
|
%
|
|
54
|
%
|
||
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
797,094
|
|
|
94
|
%
|
|
609,657
|
|
|
95
|
%
|
|
31
|
%
|
|
34
|
%
|
||
Non-recurring revenues
|
47,062
|
|
|
6
|
%
|
|
33,517
|
|
|
5
|
%
|
|
40
|
%
|
|
43
|
%
|
||
|
$
|
844,156
|
|
|
100
|
%
|
|
$
|
643,174
|
|
|
100
|
%
|
|
31
|
%
|
|
34
|
%
|
|
Three months ended March 31,
|
|
% change
|
||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
170,126
|
|
|
40
|
%
|
|
$
|
150,369
|
|
|
50
|
%
|
|
13
|
%
|
|
17
|
%
|
EMEA
|
151,762
|
|
|
35
|
%
|
|
81,216
|
|
|
28
|
%
|
|
87
|
%
|
|
91
|
%
|
||
Asia-Pacific
|
105,792
|
|
|
25
|
%
|
|
66,728
|
|
|
22
|
%
|
|
59
|
%
|
|
61
|
%
|
||
Total
|
$
|
427,680
|
|
|
100
|
%
|
|
$
|
298,313
|
|
|
100
|
%
|
|
43
|
%
|
|
47
|
%
|
|
Three months ended
March 31, |
||||
|
2016
|
|
2015
|
||
Cost of revenues as a percentage of revenues:
|
|
|
|
||
Americas
|
42
|
%
|
|
41
|
%
|
EMEA
|
57
|
%
|
|
49
|
%
|
Asia-Pacific
|
62
|
%
|
|
58
|
%
|
Total
|
51
|
%
|
|
46
|
%
|
|
Three months ended March 31,
|
|
% change
|
||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
57,753
|
|
|
54
|
%
|
|
$
|
49,045
|
|
|
62
|
%
|
|
18
|
%
|
|
20
|
%
|
EMEA
|
31,851
|
|
|
30
|
%
|
|
17,245
|
|
|
22
|
%
|
|
85
|
%
|
|
88
|
%
|
||
Asia-Pacific
|
16,986
|
|
|
16
|
%
|
|
12,326
|
|
|
16
|
%
|
|
38
|
%
|
|
40
|
%
|
||
Total
|
$
|
106,590
|
|
|
100
|
%
|
|
$
|
78,616
|
|
|
100
|
%
|
|
36
|
%
|
|
38
|
%
|
|
Three months ended
March 31, |
||||
|
2016
|
|
2015
|
||
Sales and marketing expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
14
|
%
|
|
13
|
%
|
EMEA
|
12
|
%
|
|
10
|
%
|
Asia-Pacific
|
10
|
%
|
|
11
|
%
|
Total
|
13
|
%
|
|
12
|
%
|
|
Three months ended March 31,
|
|
% change
|
||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
93,104
|
|
|
56
|
%
|
|
$
|
82,123
|
|
|
72
|
%
|
|
13
|
%
|
|
14
|
%
|
EMEA
|
55,477
|
|
|
33
|
%
|
|
20,431
|
|
|
18
|
%
|
|
172
|
%
|
|
176
|
%
|
||
Asia-Pacific
|
17,323
|
|
|
11
|
%
|
|
11,086
|
|
|
10
|
%
|
|
56
|
%
|
|
60
|
%
|
||
Total
|
$
|
165,904
|
|
|
100
|
%
|
|
$
|
113,640
|
|
|
100
|
%
|
|
46
|
%
|
|
48
|
%
|
|
Three months ended
March 31, |
||||
|
2016
|
|
2015
|
||
General and administrative expenses as a percentage of revenues:
|
|
|
|
||
Americas
|
23
|
%
|
|
23
|
%
|
EMEA
|
21
|
%
|
|
12
|
%
|
Asia-Pacific
|
10
|
%
|
|
10
|
%
|
Total
|
20
|
%
|
|
18
|
%
|
|
Three months ended March 31,
|
|
% change
|
||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
88,539
|
|
|
79
|
%
|
|
$
|
81,466
|
|
|
54
|
%
|
|
9
|
%
|
|
9
|
%
|
EMEA
|
(7,419
|
)
|
|
(7
|
)%
|
|
45,541
|
|
|
30
|
%
|
|
(116
|
)%
|
|
(112
|
)%
|
||
Asia-Pacific
|
31,568
|
|
|
28
|
%
|
|
24,442
|
|
|
16
|
%
|
|
29
|
%
|
|
37
|
%
|
||
Total
|
$
|
112,688
|
|
|
100
|
%
|
|
$
|
151,449
|
|
|
100
|
%
|
|
(26
|
)%
|
|
(23
|
)%
|
|
Three months ended March 31,
|
|
% change
|
||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
Actual
|
|
Constant
currency
|
||||||||
Americas
|
$
|
184,460
|
|
|
49
|
%
|
|
$
|
172,734
|
|
|
56
|
%
|
|
7
|
%
|
|
8
|
%
|
EMEA
|
111,489
|
|
|
29
|
%
|
|
76,031
|
|
|
25
|
%
|
|
47
|
%
|
|
51
|
%
|
||
Asia-Pacific
|
84,701
|
|
|
22
|
%
|
|
56,983
|
|
|
19
|
%
|
|
49
|
%
|
|
53
|
%
|
||
Total
|
$
|
380,650
|
|
|
100
|
%
|
|
$
|
305,748
|
|
|
100
|
%
|
|
24
|
%
|
|
27
|
%
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Income from continuing operations
|
$
|
112,688
|
|
|
$
|
151,449
|
|
Depreciation, amortization, and accretion expense
|
202,153
|
|
|
122,530
|
|
||
Stock-based compensation expense
|
34,515
|
|
|
30,613
|
|
||
Acquisition costs
|
36,536
|
|
|
1,156
|
|
||
Gains on asset sales
|
(5,242
|
)
|
|
—
|
|
||
Adjusted EBITDA
|
$
|
380,650
|
|
|
$
|
305,748
|
|
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Net income
|
$
|
(31,111
|
)
|
|
$
|
76,452
|
|
Adjustments:
|
|
|
|
||||
Real estate depreciation and amortization
|
150,995
|
|
|
102,648
|
|
||
(Gain) loss on disposition of real estate property
|
(4,037
|
)
|
|
62
|
|
||
Adjustments for FFO from unconsolidated joint ventures
|
28
|
|
|
28
|
|
||
NAREIT FFO attributable to common shareholders
|
$
|
115,875
|
|
|
$
|
179,190
|
|
|
|
||||||
|
Three months ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
NAREIT FFO attributable to common shareholders
|
$
|
115,875
|
|
|
$
|
179,190
|
|
Adjustments:
|
|
|
|
||||
Installation revenue adjustment
|
3,354
|
|
|
8,654
|
|
||
Straight-line rent expense adjustment
|
1,133
|
|
|
3,201
|
|
||
Amortization of deferred financing costs
|
5,508
|
|
|
3,858
|
|
||
Stock-based compensation expense
|
34,515
|
|
|
30,613
|
|
||
Non-real estate depreciation expense
|
21,387
|
|
|
12,693
|
|
||
Amortization expense
|
28,152
|
|
|
6,295
|
|
||
Accretion expense
|
1,619
|
|
|
894
|
|
||
Recurring capital expenditures
|
(31,815
|
)
|
|
(22,373
|
)
|
||
Acquisition costs
|
36,536
|
|
|
1,156
|
|
||
Income tax expense adjustment
(1)
|
(190
|
)
|
|
(2,408
|
)
|
||
Adjustments for AFFO from unconsolidated joint ventures
|
(12
|
)
|
|
(17
|
)
|
||
Net income from discontinued operations, net of tax
|
(6,216
|
)
|
|
—
|
|
||
Adjusted Funds from Operations (AFFO)
|
$
|
209,846
|
|
|
$
|
221,756
|
|
|
(1)
|
Represents changes in our income tax reserves and valuation allowances that may not recur or may not relate to the current year’s operations.
|
|
Three Months Ended March 31,
|
||||||
|
2016
|
|
2015
|
||||
|
(dollars in thousands)
|
||||||
Net cash provided by operating activities
|
$
|
104,270
|
|
|
$
|
232,811
|
|
Net cash used in investing activities
|
(1,322,787
|
)
|
|
(199,834
|
)
|
||
Net cash used in financing activities
|
(376,368
|
)
|
|
(98,794
|
)
|
|
2016
(9 months)
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
Thereafter
|
|
Total
|
||||||||||||||
Term loans (1)
|
$
|
35,688
|
|
|
$
|
47,584
|
|
|
$
|
47,584
|
|
|
$
|
353,368
|
|
|
$
|
6,813
|
|
|
$
|
648,949
|
|
|
$
|
1,139,986
|
|
Interest (2)
|
187,403
|
|
|
248,652
|
|
|
246,858
|
|
|
245,502
|
|
|
228,324
|
|
|
736,317
|
|
|
1,893,056
|
|
|||||||
Capital lease and other financing obligations (3)
|
$
|
152,330
|
|
|
$
|
167,107
|
|
|
$
|
163,834
|
|
|
$
|
159,278
|
|
|
$
|
156,825
|
|
|
$
|
1,762,869
|
|
|
$
|
2,562,243
|
|
Operating leases (4)
|
122,662
|
|
|
146,855
|
|
|
138,997
|
|
|
129,311
|
|
|
116,777
|
|
|
1,003,874
|
|
|
1,658,476
|
|
|||||||
Other contractual commitments (5)
|
701,000
|
|
|
95,051
|
|
|
24,607
|
|
|
3,171
|
|
|
2,870
|
|
|
26,331
|
|
|
853,030
|
|
|||||||
Asset retirement obligations (6)
|
1,908
|
|
|
11,937
|
|
|
7,152
|
|
|
12,553
|
|
|
6,113
|
|
|
66,542
|
|
|
106,205
|
|
|||||||
|
$
|
1,200,991
|
|
|
$
|
717,186
|
|
|
$
|
629,032
|
|
|
$
|
903,183
|
|
|
$
|
517,722
|
|
|
$
|
4,244,882
|
|
|
$
|
8,212,996
|
|
|
(1)
|
Represents principal only
|
(2)
|
Represents interest on Brazil financings, convertible debt, mortgage payable, senior notes and term loans based on their approximate interest rates as of March 31, 2016.
|
(3)
|
Represents principal and interest.
|
(4)
|
Represents minimum operating lease payments, excluding potential lease renewals.
|
(5)
|
Represents off-balance sheet arrangements. Other contractual commitments are described below.
|
(6)
|
Represents liability, net of future accretion expense.
|
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
•
|
the diversion of management’s attention from ongoing business concerns and performance shortfalls at one or both of the companies as a result of the devotion of management’s attention to the TelecityGroup integration;
|
•
|
managing a larger combined company;
|
•
|
integrating two unique corporate cultures, which may prove to be challenging;
|
•
|
retaining key employees, customers and suppliers, each of whom may experience uncertainty associated with the TelecityGroup acquisition or who may attempt to negotiate changes in their current or future business relationships with us;
|
•
|
consolidating corporate and administrative infrastructures and eliminating duplicative operations; and
|
•
|
unforeseen expenses or delays associated with the TelecityGroup acquisition.
|
•
|
we will not be allowed a deduction for distributions to stockholders in computing our taxable income;
|
•
|
we will be subject to federal and state income tax, including any applicable alternative minimum tax, on our taxable income at regular corporate rates; and
|
•
|
we would not be eligible to elect REIT status again until the fifth taxable year that begins after the first year for which we failed to qualify as a REIT.
|
•
|
the possible disruption of our ongoing business and diversion of management’s attention by acquisition, transition and integration activities, particularly when multiple acquisitions and integrations are occurring at the same time;
|
•
|
our potential inability to successfully pursue or realize some or all of the anticipated revenue opportunities associated with an acquisition or investment;
|
•
|
the possibility that we may not be able to successfully integrate acquired businesses, or businesses in which we invest, or achieve anticipated operating efficiencies or cost savings;
|
•
|
the possibility that announced acquisitions may not be completed, due to failure to satisfy the conditions to closing or for other reasons;
|
•
|
the dilution of our existing stockholders as a result of our issuing stock in transactions, such as in connection with our acquisitions of Switch & Data Facilities Company, Inc. in 2010 ("Switch and Data") and TelecityGroup;
|
•
|
the possibility of customer dissatisfaction if we are unable to achieve levels of quality and stability on par with past practices;
|
•
|
the potential deterioration to our ability to access credit markets due to increased leverage;
|
•
|
the possibility that our customers may not accept either the existing equipment infrastructure or the “look-and-feel” of a new or different IBX data center;
|
•
|
the possibility that additional capital expenditures may be required or that transaction expenses associated with acquisitions may be higher than anticipated;
|
•
|
the possibility that required financing to fund an acquisition may not be available on acceptable terms or at all;
|
•
|
the possibility that we may be unable to obtain required approvals from governmental authorities under antitrust and competition laws on a timely basis or at all, which could, among other things, delay or prevent us from completing an acquisition, limit our ability to realize the expected financial or strategic benefits of an acquisition or have other adverse effects on our current business and operations;
|
•
|
the possible loss or reduction in value of acquired businesses;
|
•
|
the possibility that future acquisitions may present new complexities in deal structure, related complex accounting and coordination with new partners, particularly in light of our desire to maintain our taxation as a REIT;
|
•
|
the possibility that future acquisitions may be in geographies and regulatory environments to which we are unaccustomed;
|
•
|
the possibility that carriers may find it cost-prohibitive or impractical to bring fiber and networks into a new IBX data center;
|
•
|
the possibility of litigation or other claims in connection with, or as a result of, an acquisition, including claims from terminated employees, customers, former stockholders or other third parties;
|
•
|
the possibility that asset divestments may be required in order to obtain regulatory clearance for a transaction; and
|
•
|
the possibility of pre-existing undisclosed liabilities, including, but not limited to, lease or landlord related liability, environmental liability or asbestos liability, for which insurance coverage may be insufficient or unavailable, or other issues not discovered in the diligence process.
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to make interest and principal payments on our debt and in respect of other off-balance sheet arrangements, reducing the availability of our cash flow to fund future capital expenditures, working capital, execution of our expansion strategy and other general corporate requirements;
|
•
|
increase the likelihood of negative outlook from our rating agencies;
|
•
|
make it more difficult for us to satisfy our obligations under our various debt instruments;
|
•
|
increase our cost of borrowing and even limit our ability to access additional debt to fund future growth;
|
•
|
increase our vulnerability to general adverse economic and industry conditions and adverse changes in governmental regulations;
|
•
|
limit our flexibility in planning for, or reacting to, changes in our business and industry, which may place us at a competitive disadvantage compared with our competitors;
|
•
|
limit our operating flexibility through covenants with which we must comply, such as limiting our ability to repurchase shares of our common stock;
|
•
|
limit our ability to borrow additional funds, even when necessary to maintain adequate liquidity, which would also limit our ability to further expand our business; and
|
•
|
make us more vulnerable to increases in interest rates because of the variable interest rates on some of our borrowings to the extent we have not entirely hedged such variable rate debt.
|
•
|
our operating results or forecasts;
|
•
|
new issuances of equity, debt or convertible debt by us;
|
•
|
changes to our capital allocation, tax planning or business strategy;
|
•
|
our qualification for taxation as a REIT and our declaration of distributions to our stockholders;
|
•
|
a stock repurchase program;
|
•
|
developments in our relationships with corporate customers;
|
•
|
announcements by our customers or competitors;
|
•
|
changes in regulatory policy or interpretation;
|
•
|
governmental investigations;
|
•
|
changes in the ratings of our debt or stock by rating agencies or securities analysts;
|
•
|
our purchase or development of real estate and/or additional IBX data centers;
|
•
|
our acquisitions of complementary businesses; or
|
•
|
the operational performance of our IBX data centers.
|
•
|
human error;
|
•
|
equipment failure;
|
•
|
physical, electronic and cybersecurity 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.
|
•
|
the costs of customizing IBX data centers for foreign countries;
|
•
|
protectionist laws and business practices favoring local competition;
|
•
|
greater difficulty or delay in accounts receivable collection;
|
•
|
difficulties in staffing and managing foreign operations, including negotiating with foreign labor unions or workers’ councils;
|
•
|
difficulties in managing across cultures and in foreign languages;
|
•
|
political and economic instability;
|
•
|
fluctuations in currency exchange rates;
|
•
|
difficulties in repatriating funds from certain countries;
|
•
|
our ability to obtain, transfer, or maintain licenses required by governmental entities with respect to our business;
|
•
|
unexpected changes in regulatory, tax and political environments;
|
•
|
our ability to secure and maintain the necessary physical and telecommunications infrastructure;
|
•
|
compliance with anti-bribery and corruption laws;
|
•
|
compliance with economic and trade sanctions enforced by the Office of Foreign Assets Control of the U.S. Department of Treasury; and
|
•
|
compliance with evolving governmental regulation with which we have little experience.
|
•
|
fluctuations of foreign currencies in the markets in which we operate;
|
•
|
the timing and magnitude of depreciation and interest expense or other expenses related to the acquisition, purchase or construction of additional IBX data centers or the upgrade of existing IBX data centers;
|
•
|
demand for space, power and services at our IBX data centers;
|
•
|
changes in general economic conditions, such as an economic downturn, or specific market conditions in the telecommunications and Internet industries, both of which may have an impact on our customer base;
|
•
|
charges to earnings resulting from past acquisitions due to, among other things, impairment of goodwill or intangible assets, reduction in the useful lives of intangible assets acquired, identification of additional assumed contingent liabilities or revised estimates to restructure an acquired company’s operations;
|
•
|
the duration of the sales cycle for our offerings and our ability to ramp our newly-hired sales persons to full productivity within the time period we have forecasted;
|
•
|
restructuring charges or reversals of restructuring charges, which may be necessary due to revised sublease assumptions, changes in strategy or otherwise;
|
•
|
acquisitions or dispositions we may make;
|
•
|
the financial condition and credit risk of our customers;
|
•
|
the provision of customer discounts and credits;
|
•
|
the mix of current and proposed products and offerings and the gross margins associated with our products and offerings;
|
•
|
the timing required for new and future IBX data centers to open or become fully utilized;
|
•
|
competition in the markets in which we operate;
|
•
|
conditions related to international operations;
|
•
|
increasing repair and maintenance expenses in connection with aging IBX data centers;
|
•
|
lack of available capacity in our existing IBX data centers to generate new revenue or delays in opening new or acquired IBX data centers that delay our ability to generate new revenue in markets which have otherwise reached capacity;
|
•
|
changes in rent expense as we amend our IBX data center leases in connection with extending their lease terms when their initial lease term expiration dates approach or changes in shared operating costs in connection with our leases, which are commonly referred to as common area maintenance expenses;
|
•
|
the timing and magnitude of other operating expenses, including taxes, expenses related to the expansion of sales, marketing, operations and acquisitions, if any, of complementary businesses and assets;
|
•
|
the cost and availability of adequate public utilities, including power;
|
•
|
changes in employee stock-based compensation;
|
•
|
overall inflation;
|
•
|
increasing interest expense due to any increases in interest rates and/or potential additional debt financings;
|
•
|
changes in our tax planning strategies or failure to realize anticipated benefits from such strategies;
|
•
|
changes in income tax benefit or expense; and
|
•
|
changes in or new generally accepted accounting principles (“GAAP”) in the U.S. as periodically released by the Financial Accounting Standards Board (“FASB”).
|
•
|
ownership limitations and transfer restrictions relating to our stock that are intended to facilitate our compliance with certain REIT rules relating to share ownership;
|
•
|
authorization for the issuance of “blank check” preferred stock;
|
•
|
the prohibition of cumulative voting in the election of directors;
|
•
|
limits on the persons who may call special meetings of stockholders;
|
•
|
limits on stockholder action by written consent; and
|
•
|
advance notice requirements for nominations to the Board of Directors or for proposing matters that can be acted on by stockholders at stockholder meetings.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosure
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
|
|
|
|
|
|
|
|
|
2.1
|
Rule 2.7 Announcement, dated as of May 29, 2015. Recommended Cash and Share Offer for Telecity Group plc by Equinix, Inc.
|
8-K
|
|
5/29/2015
|
|
2.1
|
|
|
|
|
|
|
|
|
|
|
|
2.2
|
Cooperation Agreement, dated as of May 29, 2015, by and between Equinix, Inc. and Telecity Group plc.
|
8-K
|
|
5/29/2015
|
|
2.2
|
|
|
|
|
|
|
|
|
|
|
|
2.3
|
Amendment to Cooperation Agreement, dated as of November 24, 2015, by and between Equinix, Inc. and Telecity Group plc.
|
10-K
|
|
12/31/2015
|
|
2.3
|
|
|
|
|
|
|
|
|
|
|
|
3.1
|
Amended and Restated Certificate of Incorporation of the Registrant, as amended to date.
|
10-K/A
|
|
12/31/2002
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
3.2
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant
|
8-K
|
|
6/14/2011
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
3.3
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant
|
8-K
|
|
6/11/2013
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
3.4
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant
|
10-Q
|
|
6/30/2014
|
|
3.4
|
|
|
|
|
|
|
|
|
|
|
|
3.5
|
Certificate of Designation of Series A and Series A-1 Convertible Preferred Stock.
|
10-K/A
|
|
12/31/2002
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
3.6
|
Amended and Restated Bylaws of the Registrant.
|
8-K
|
|
3/29/2016
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
4.1
|
Reference is made to Exhibits 3.1, 3.2, 3.3, 3.4, 3.5 and 3.6.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.2
|
Indenture dated June 12, 2009 by and between Equinix, Inc. and U.S. Bank National Association, as trustee.
|
8-K
|
|
6/12/2009
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
4.3
|
Form of 4.75% Convertible Subordinated Note Due 2016 (see Exhibit 4.2).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.4
|
Indenture for the 2020 Notes dated March 5, 2013 by and between Equinix, Inc. and U.S. Bank National Association as trustee
|
8-K
|
|
3/5/2013
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
4.5
|
Form of 4.875% Senior Note due 2020 (see Exhibit 4.4)
|
8-K
|
|
3/5/2013
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.6
|
Indenture for the 2023 Notes dated March 5, 2013 by and between Equinix, Inc. and U.S. Bank National Association as trustee
|
8-K
|
|
3/5/2013
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
|
4.7
|
Form of 5.375% Senior Note due 2023 (see Exhibit 4.6)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.8
|
Indenture, dated as of November 20, 2014, between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
11/20/2014
|
|
4.1
|
|
|
|
|
|
|
|
|
|
|
|
4.9
|
First Supplemental Indenture, dated as of November 20, 2014, between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
11/20/2014
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.10
|
Form of 5.375% Senior Note due 2022 (see Exhibit 4.9)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.11
|
Second Supplemental Indenture, dated as of November 20, 2014, between Equinix, Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
11/20/2014
|
|
4.4
|
|
|
|
|
|
|
|
|
|
|
|
4.12
|
Form of 5.750% Senior Note due 2025 (see Exhibit 4.11)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
4.13
|
Third Supplemental Indenture, dated as of December 4, 2015, between Equinix Inc. and U.S. Bank National Association, as trustee
|
8-K
|
|
12/4/2015
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
|
4.14
|
Form of 5.875% Senior Note due 2026 (See Exhibit 4.13)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.15
|
Form of Registrant's Common Stock Certificate
|
10-K
|
|
12/31/2014
|
|
4.13
|
|
|
|
|
|
|
|
|
|
|
|
10.1**
|
Form of Indemnification Agreement between the Registrant and each of its officers and directors.
|
S-4 (File No. 333-93749)
|
|
12/29/1999
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
10.2**
|
2000 Equity Incentive Plan, as amended.
|
10-Q
|
|
3/31/2012
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
10.3**
|
2000 Director Option Plan, as amended.
|
10-K
|
|
12/31/2007
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
10.4**
|
2001 Supplemental Stock Plan, as amended.
|
10-K
|
|
12/31/2007
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
10.5**
|
Equinix, Inc. 2004 Employee Stock Purchase Plan, as amended.
|
10-Q
|
|
6/30/2014
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
10.6**
|
Severance Agreement by and between Stephen Smith and Equinix, Inc. dated December 18, 2008.
|
10-K
|
|
12/31/2008
|
|
10.31
|
|
|
|
|
|
|
|
|
|
|
|
10.7**
|
Severance Agreement by and between Peter Van Camp and Equinix, Inc. dated December 10, 2008.
|
10-K
|
|
12/31/2008
|
|
10.32
|
|
|
|
|
|
|
|
|
|
|
|
10.8**
|
Severance Agreement by and between Keith Taylor and Equinix, Inc. dated December 19, 2008.
|
10-K
|
|
12/31/2008
|
|
10.33
|
|
|
|
|
|
|
|
|
|
|
|
10.9**
|
Change in Control Severance Agreement by and between Eric Schwartz and Equinix, Inc. dated December 19, 2008.
|
10-K
|
|
12/31/2008
|
|
10.35
|
|
|
|
|
|
|
|
|
|
|
|
10.10
|
Confirmation for Base Capped Call Transaction dated as of June 9, 2009 between Equinix, Inc. and Deutsche Bank AG, London Branch.
|
8-K
|
|
6/12/2009
|
|
10.1
|
|
|
|
|
|
|
|
|
|
|
|
10.11
|
Confirmation for Additional Capped Call Transaction dated as of June 9, 2009 between Equinix, Inc. and Deutsche Bank AG, London Branch.
|
8-K
|
|
6/12/2009
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
10.12
|
Confirmation for Base Capped Call Transaction dated as of June 9, 2009 between Equinix, Inc. and JPMorgan Chase Bank, National Association, London Branch.
|
8-K
|
|
6/12/2009
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
10.13
|
Confirmation for Additional Capped Call Transaction dated as of June 9, 2009 between Equinix, Inc. and JPMorgan Chase Bank, National Association, London Branch.
|
8-K
|
|
6/12/2009
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
10.14
|
Confirmation for Base Capped Call Transaction dated as of June 9, 2009 between Equinix, Inc. and Goldman, Sachs & Co.
|
8-K
|
|
6/12/2009
|
|
10.7
|
|
|
|
|
|
|
|
|
|
|
|
10.15
|
Confirmation for Additional Capped Call Transaction dated as of June 9, 2009 between Equinix, Inc. and Goldman, Sachs & Co.
|
8-K
|
|
6/12/2009
|
|
10.8
|
|
|
|
|
|
|
|
|
|
|
|
10.16**
|
Switch & Data 2007 Stock Incentive Plan.
|
S-1/A (File No. 333-137607) filed by Switch & Data Facilities Company, Inc.
|
|
2/5/2007
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
10.17**
|
Change in Control Severance Agreement by and between Charles Meyers and Equinix, Inc. dated September 30, 2010.
|
10-Q
|
|
9/30/2010
|
|
10.42
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
10.18**
|
Form of amendment to existing severance agreement between the Registrant and each of Messrs. Meyers, Smith, Taylor and Van Camp.
|
10-K
|
|
12/31/2010
|
|
10.33
|
|
|
|
|
|
|
|
|
|
|
|
10.19**
|
Letter amendment, dated December 14, 2010, to Change in Control Severance Agreement, dated December 18, 2008, and letter agreement relating to expatriate benefits, dated April 22, 2008, as amended, by and between the Registrant and Eric Schwartz.
|
10-K
|
|
12/31/2010
|
|
10.34
|
|
|
|
|
|
|
|
|
|
|
|
10.20**
|
Offer Letter from Equinix, Inc. to Sara Baack dated July 31, 2012.
|
10-Q
|
|
3/31/2013
|
|
10.42
|
|
|
|
|
|
|
|
|
|
|
|
10.21**
|
Change in Control Severance Agreement by and between Sara Baack and Equinix, Inc. dated July 31, 2012.
|
10-Q
|
|
3/31/2013
|
|
10.44
|
|
|
|
|
|
|
|
|
|
|
|
10.22**
|
Form of Revenue/Adjusted EBITDA Restricted Stock Unit Agreement for CEO and CFO.
|
10-Q
|
|
3/31/2013
|
|
10.46
|
|
|
|
|
|
|
|
|
|
|
|
10.23**
|
Form of Revenue/Adjusted EBITDA Restricted Stock Unit Agreement for all other Section 16 officers.
|
10-Q
|
|
3/31/2013
|
|
10.47
|
|
|
|
|
|
|
|
|
|
|
|
10.24**
|
International Long-Term Assignment Letter by and between Equinix, Inc. and Eric Schwartz, dated May 21, 2013.
|
10-Q
|
|
6/30/2013
|
|
10.51
|
|
|
|
|
|
|
|
|
|
|
|
10.25**
|
Employment Agreement by and between Equinix (EMEA) B.V. and Eric Schwartz, dated as of August 7, 2013.
|
10-Q
|
|
9/30/2013
|
|
10.54
|
|
|
|
|
|
|
|
|
|
|
|
10.26**
|
Restricted Stock Unit Agreement dated August 14, 2013 for Charles Meyers under the Equinix, Inc. 2000 Equity Incentive Plan.
|
10-Q
|
|
9/30/2013
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.27**
|
Offer Letter from Equinix, Inc. to Karl Strohmeyer dated October 28, 2013.
|
10-Q
|
|
3/31/2014
|
|
10.49
|
|
|
|
|
|
|
|
|
|
|
|
10.28**
|
Restricted Stock Unit Agreement for Karl Strohmeyer under the Equinix, Inc. 2000 Equity Incentive Plan.
|
10-Q
|
|
3/31/2014
|
|
10.50
|
|
|
|
|
|
|
|
|
|
|
|
10.29**
|
Change in Control Severance Agreement by and between Karl Strohmeyer and Equinix, Inc. dated December 2, 2013.
|
10-Q
|
|
3/31/2014
|
|
10.51
|
|
|
|
|
|
|
|
|
|
|
|
10.30**
|
2014 Form of Revenue/Adjusted EBITDA Restricted Stock Unit Agreement for CEO and CFO.
|
10-Q
|
|
3/31/2014
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
10.31**
|
2014 Form of Revenue/Adjusted EBITDA Restricted Stock Unit Agreement for all other Section 16 officers.
|
10-Q
|
|
3/31/2014
|
|
10.53
|
|
|
|
|
|
|
|
|
|
|
|
10.32**
|
2014 Form of TSR Restricted Stock Unit Agreement for CEO and CFO.
|
10-Q
|
|
3/31/2014
|
|
10.54
|
|
|
|
|
|
|
|
|
|
|
|
10.33**
|
2014 Form of TSR Restricted Stock Unit Agreement for all other Section 16 officers.
|
10-Q
|
|
3/31/2014
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.34
|
Lease between Digital 1350 Duane, LLC and Equinix LLC, dated March 27, 2014.
|
10-Q
|
|
3/31/2014
|
|
10.56
|
|
|
|
|
|
|
|
|
|
|
|
10.35
|
Amendment Agreement dated as of May 2, 2014, between Equinix, Inc. and Goldman, Sachs & Co., amending and restating the Master Terms and Conditions for Capped Call Transactions between Equinix, Inc. and Goldman, Sachs & Co. and amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.54
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
10.36
|
Amendment Agreement dated as of May 2, 2014, between Equinix, Inc. and Deutsche Bank AG, London Branch, amending and restating the Master Terms and Conditions for Capped Call Transactions between Equinix, Inc. and Deutsche Bank AG, London Branch and amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.37
|
Amendment Agreement dated as of May 2, 2014, between Equinix, Inc. and JPMorgan Chase Bank, National Association, London Branch, amending and restating the Master Terms and Conditions for Capped Call Transactions between Equinix, Inc. and JPMorgan Chase Bank, National Association, London Branch and amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.56
|
|
|
|
|
|
|
|
|
|
|
|
10.38
|
Amendment Agreement, dated as of May 13, 2014, between Equinix, Inc. and Goldman, Sachs & Co., amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.57
|
|
|
|
|
|
|
|
|
|
|
|
10.39
|
Amendment Agreement dated as of May 13, 2014, between Equinix, Inc. and Deutsche Bank AG, London Branch, amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.58
|
|
|
|
|
|
|
|
|
|
|
|
10.40
|
Amendment Agreement dated as of May 13, 2014, between Equinix, Inc. and JPMorgan Chase Bank, National Association, London Branch, amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.59
|
|
|
|
|
|
|
|
|
|
|
|
10.41
|
Amendment Agreement, dated as of June 6, 2014, between Equinix, Inc. and Goldman, Sachs & Co., amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.60
|
|
|
|
|
|
|
|
|
|
|
|
10.42
|
Amendment Agreement dated as of June 6, 2014, between Equinix, Inc. and Deutsche Bank AG, London Branch, amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.61
|
|
|
|
|
|
|
|
|
|
|
|
10.43
|
Amendment Agreement dated as of June 6, 2014, between Equinix, Inc. and JPMorgan Chase Bank, National Association, London Branch, amending the Confirmation for Base Capped Call Transaction.
|
10-Q
|
|
6/30/2014
|
|
10.62
|
|
|
|
|
|
|
|
|
|
|
|
10.44
|
Agreement for Purchase and Sale of Shares Among RW Brasil Fundo de Investimentos em Participação, Antônio Eduardo Zago De Carvalho and Sidney Victor da Costa Breyer, as Sellers, and Equinix Brasil Participaçãoes Ltda., as Purchaser, and Equinix South America Holdings LLC., as a Party for Limited Purposes and ALOG Soluções de Tecnologia em Informática S.A. as Intervening Consenting Party dated July 18, 2014
|
10-Q
|
|
9/30/2014
|
|
10.67
|
|
|
|
|
|
|
|
|
|
|
|
10.45
|
Credit Agreement, by and among Equinix, Inc., as borrower, Equinix LLC and Switch & Data LLC as guarantors, the Lenders (defined therein), Bank of America, N.A., as administrative agent, a Lender and L/C issuer, JPMorgan Chase Bank, N.A., and TD Securities (USA) LLC, as co-syndication agents, Barclays Bank PLC, Citibank, N.A., Royal Bank of Canada and ING Bank N.V., Singapore Branch, as Co-Documentation Agents and Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, and TD Securities (USA) LLC, as joint lead arrangers and book runners, dated December 17, 2014.
|
10-K
|
|
12/31/2014
|
|
10.48
|
|
|
|
|
|
|
|
|
|
|
|
10.46**
|
Equinix, Inc. 2015 Incentive Plan.
|
10-Q
|
|
3/31/2015
|
|
10.49
|
|
|
|
|
|
|
|
|
|
|
|
10.47**
|
2015 Form of Revenue/AFFO Restricted Stock Unit Agreement for executives.
|
10-Q
|
|
3/31/2015
|
|
10.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
10.48**
|
2015 Form of TSR Restricted Stock Unit Agreement for executives.
|
10-Q
|
|
3/31/2015
|
|
10.51
|
|
|
|
|
|
|
|
|
|
|
|
10.49**
|
2015 Form of Time-Based Restricted Stock Unit Agreement for executives.
|
10-Q
|
|
3/31/2015
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
10.50
|
First Amendment to Credit Agreement and first Amendment to Pledge and Security Agreement by and among Equinix, Inc., as borrower, the Guarantors (defined therein), the Lenders (defined therein) and Bank of America, N.A., as administrative agent, dated April 30, 2015.
|
10-Q
|
|
9/30/2015
|
|
10.52
|
|
|
|
|
|
|
|
|
|
|
|
10.51
|
Bridge Credit Agreement dated as of May 28, 2015 among Equinix, Inc. as Borrower, Various Financial Institutions as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent. JPMorgan Securities LLC as sole Arranger and Bookrunner.
|
10-Q
|
|
6/30/2015
|
|
10.53
|
|
|
|
|
|
|
|
|
|
|
|
10.52
|
First Amendment to the Bridge Credit Agreement Dated as of May 28, 2015 as Amended on June 19, 2015 among Equinix, Inc., as Borrower, Various Financial Institutions as Lenders, and JP Morgan Chase Bank, N.A. as Administrative Agent. JPMorgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, CityGroup Global Markets Inc. and RBC Capital Markets, LLC as Lead Arrangers and Bookrunners and TD Securities (USA) LLC, ING Bank N.V., HSBC Securities (USA) Inc. and The Bank of Tokyo-Mitsubishi UFJ, LTD as Co-Managers
|
10-Q
|
|
6/30/2015
|
|
10.54
|
|
|
|
|
|
|
|
|
|
|
|
10.53
|
Term Loan Agreement dated as of September 30, 2015 among QAON G.K. and certain other direct and indirect subsidiaries of Equinix, Inc., as Borrowers, and The Bank of Tokyo-Mitsubishi UFJ, Ltd. as Arranger and Lender.
|
10-Q
|
|
9/30/2015
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.54
|
First Amendment to Term Loan Agreement dated September 30, 2015 as amended October 26, 2015 and executed by and between QAON G.K., and certain other direct and indirect subsidiaries of Equinix, Inc., as Borrowers, and The Bank of Tokyo-Mitsubishi UFJ, Ltd. As Arranger Lender.
|
10-Q
|
|
9/30/2015
|
|
10.56
|
|
|
|
|
|
|
|
|
|
|
|
10.55
|
Second Amendment to Credit Agreement by and among Equinix, Inc., as borrower, the Guarantors (defined therein), the Lenders (defined therein) and Bank of America, N.A., as administrative agent, dated December 8, 2015.
|
10-K
|
|
12/31/2015
|
|
10.55
|
|
|
|
|
|
|
|
|
|
|
|
10.56**
|
Equinix, Inc. 2016 Incentive Plan
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
10.57**
|
2016 Form of Revenue/AFFO Restricted Stock Unit Agreement for executives.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
10.58**
|
2016 Form of TSR Restricted Stock Unit Agreement for executives.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
10.59**
|
2016 Form of Time-Based Restricted Stock Unit Agreement for executives.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
10.60**
|
Restricted Stock Unit Award granted to John Hughes on February 25, 2016
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
21.1
|
Subsidiaries of Equinix, Inc.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
31.1
|
Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
31.2
|
Chief Financial Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit
Number
|
Exhibit Description
|
Form
|
|
Filing Date/
Period End
Date
|
|
Exhibit
|
|
Filed
Herewith
|
32.1
|
Chief Executive Officer Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
32.2
|
Chief Financial Officer Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.INS
|
XBRL Instance Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.LAB
|
XBRL Taxonomy Extension Labels Document.
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Document.
|
|
|
|
|
|
|
X
|
|
EQUINIX, INC.
|
|
Date: May 9, 2016
|
|
|
|
By:
|
/s/ K
EITH
D. T
AYLOR
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial and Accounting Officer)
|
1 Year Equinix Chart |
1 Month Equinix Chart |
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