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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 | |
---|---|---|---|---|---|---|---|---|---|---|
-6.74 | -0.91% | 731.61 | 730.00 | 731.59 | 743.94 | 730.47 | 735.00 | 779,484 | 23:48:12 |
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☒
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
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Delaware
|
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77-0487526
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(State of incorporation)
|
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(I.R.S. Employer Identification No.)
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Title of each class
|
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Trading symbol
|
|
Name of each exchange on which registered
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Common Stock, $0.001
|
|
EQIX
|
|
The NASDAQ Stock Market LLC
|
Large accelerated filer
|
☒
|
Accelerated filer
|
☐
|
|
|
|
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
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Emerging growth company
|
☐
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Page
No.
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Item 1.
|
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Item 2.
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Item 3.
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Item 4.
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Item 1.
|
||
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Item 1A.
|
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Item 2.
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Item 3.
|
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Item 4.
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Item 5.
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Item 6.
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March 31,
2020 |
|
December 31,
2019 |
||||
|
(Unaudited)
|
||||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,171,339
|
|
|
$
|
1,869,577
|
|
Short-term investments
|
25,833
|
|
|
10,362
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $14,793 and $13,026
|
687,153
|
|
|
689,134
|
|
||
Other current assets
|
435,784
|
|
|
303,543
|
|
||
Total current assets
|
2,320,109
|
|
|
2,872,616
|
|
||
Property, plant and equipment, net
|
12,177,044
|
|
|
12,152,597
|
|
||
Operating lease right-of-use assets
|
1,414,711
|
|
|
1,475,367
|
|
||
Goodwill
|
4,927,459
|
|
|
4,781,858
|
|
||
Intangible assets, net
|
2,108,539
|
|
|
2,102,389
|
|
||
Other assets
|
642,836
|
|
|
580,788
|
|
||
Total assets
|
$
|
23,590,698
|
|
|
$
|
23,965,615
|
|
Liabilities and Stockholders' Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
717,574
|
|
|
$
|
760,718
|
|
Accrued property, plant and equipment
|
317,144
|
|
|
301,535
|
|
||
Current portion of operating lease liabilities
|
140,596
|
|
|
145,606
|
|
||
Current portion of finance lease liabilities
|
89,262
|
|
|
75,239
|
|
||
Current portion of mortgage and loans payable
|
74,473
|
|
|
77,603
|
|
||
Current portion of senior notes
|
300,401
|
|
|
643,224
|
|
||
Other current liabilities
|
199,023
|
|
|
153,938
|
|
||
Total current liabilities
|
1,838,473
|
|
|
2,157,863
|
|
||
Operating lease liabilities, less current portion
|
1,261,964
|
|
|
1,315,656
|
|
||
Finance lease liabilities, less current portion
|
1,489,945
|
|
|
1,430,882
|
|
||
Mortgage and loans payable, less current portion
|
1,469,195
|
|
|
1,289,434
|
|
||
Senior notes, less current portion
|
8,253,745
|
|
|
8,309,673
|
|
||
Other liabilities
|
608,082
|
|
|
621,725
|
|
||
Total liabilities
|
14,921,404
|
|
|
15,125,233
|
|
||
Commitments and contingencies (Note 10)
|
|
|
|
||||
Equinix stockholders' equity
|
|
|
|
||||
Common stock, $0.001 par value per share: 300,000,000 shares authorized; 86,269,033 issued and 85,927,060 outstanding in 2020 and 85,700,953 issued and 85,308,386 outstanding in 2019
|
86
|
|
|
86
|
|
||
Additional paid-in capital
|
12,893,455
|
|
|
12,696,433
|
|
||
Treasury stock, at cost; 341,973 shares in 2020 and 392,567 shares in 2019
|
(127,298
|
)
|
|
(144,256
|
)
|
||
Accumulated dividends
|
(4,399,527
|
)
|
|
(4,168,469
|
)
|
||
Accumulated other comprehensive loss
|
(1,206,669
|
)
|
|
(934,613
|
)
|
||
Retained earnings
|
1,509,317
|
|
|
1,391,425
|
|
||
Total Equinix stockholders' equity
|
8,669,364
|
|
|
8,840,606
|
|
||
Non-controlling interests
|
(70
|
)
|
|
(224
|
)
|
||
Total stockholders' equity
|
8,669,294
|
|
|
8,840,382
|
|
||
Total liabilities and stockholders' equity
|
$
|
23,590,698
|
|
|
$
|
23,965,615
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
|
(Unaudited)
|
||||||
Revenues
|
$
|
1,444,542
|
|
|
$
|
1,363,218
|
|
Costs and operating expenses:
|
|
|
|
||||
Cost of revenues
|
736,282
|
|
|
682,030
|
|
||
Sales and marketing
|
180,450
|
|
|
169,715
|
|
||
General and administrative
|
261,597
|
|
|
215,046
|
|
||
Transaction costs
|
11,530
|
|
|
2,471
|
|
||
Impairment charges
|
—
|
|
|
14,448
|
|
||
Loss on asset sales
|
1,199
|
|
|
—
|
|
||
Total costs and operating expenses
|
1,191,058
|
|
|
1,083,710
|
|
||
Income from operations
|
253,484
|
|
|
279,508
|
|
||
Interest income
|
4,273
|
|
|
4,202
|
|
||
Interest expense
|
(107,338
|
)
|
|
(122,846
|
)
|
||
Other income (expense)
|
5,170
|
|
|
(166
|
)
|
||
Loss on debt extinguishment
|
(6,441
|
)
|
|
(382
|
)
|
||
Income before income taxes
|
149,148
|
|
|
160,316
|
|
||
Income tax expense
|
(30,191
|
)
|
|
(42,569
|
)
|
||
Net income
|
118,957
|
|
|
117,747
|
|
||
Net (income) loss attributable to non-controlling interests
|
(165
|
)
|
|
331
|
|
||
Net income attributable to Equinix
|
$
|
118,792
|
|
|
$
|
118,078
|
|
Earnings per share ("EPS") attributable to Equinix:
|
|
|
|
||||
Basic EPS
|
$
|
1.39
|
|
|
$
|
1.44
|
|
Weighted-average shares for basic EPS
|
85,551
|
|
|
81,814
|
|
||
Diluted EPS
|
$
|
1.38
|
|
|
$
|
1.44
|
|
Weighted-average shares for diluted EPS
|
86,144
|
|
|
82,090
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
|
(Unaudited)
|
||||||
Net income
|
$
|
118,957
|
|
|
$
|
117,747
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
Foreign currency translation adjustment ("CTA") loss, net of tax effects of $0 and $(10)
|
(413,792
|
)
|
|
(81,719
|
)
|
||
Net investment hedge CTA gain, net of tax effect of $0 and $10
|
144,946
|
|
|
76,850
|
|
||
Unrealized gain (loss) on cash flow hedges, net of tax effects of $(6,367) and $(2,741)
|
(3,256
|
)
|
|
8,224
|
|
||
Net actuarial gain (loss) on defined benefit plans, net of tax effects of $9 and $(1)
|
35
|
|
|
(11
|
)
|
||
Total other comprehensive income (loss), net of tax
|
(272,067
|
)
|
|
3,344
|
|
||
Comprehensive income (loss), net of tax
|
(153,110
|
)
|
|
121,091
|
|
||
Net (income) loss attributable to non-controlling interests
|
(165
|
)
|
|
331
|
|
||
Other comprehensive (income) loss attributable to non-controlling interests
|
11
|
|
|
(7
|
)
|
||
Comprehensive income (loss) attributable to Equinix
|
$
|
(153,264
|
)
|
|
$
|
121,415
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
|
(Unaudited)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
118,957
|
|
|
$
|
117,747
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation
|
287,378
|
|
|
263,643
|
|
||
Stock-based compensation
|
64,499
|
|
|
49,023
|
|
||
Amortization of intangible assets
|
48,491
|
|
|
49,535
|
|
||
Amortization of debt issuance costs and debt discounts and premiums
|
3,460
|
|
|
2,995
|
|
||
Provision for allowance for doubtful accounts
|
3,934
|
|
|
4,594
|
|
||
Impairment charges
|
—
|
|
|
14,448
|
|
||
Loss on asset sales
|
1,199
|
|
|
—
|
|
||
Loss on debt extinguishment
|
6,441
|
|
|
382
|
|
||
Other items
|
4,484
|
|
|
5,157
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
15,306
|
|
|
(84,350
|
)
|
||
Income taxes, net
|
3,697
|
|
|
15,825
|
|
||
Other assets
|
(101,882
|
)
|
|
(7,833
|
)
|
||
Operating lease right-of-use assets
|
38,797
|
|
|
41,264
|
|
||
Operating lease liabilities
|
(35,193
|
)
|
|
(38,886
|
)
|
||
Accounts payable and accrued expenses
|
(25,681
|
)
|
|
(11,463
|
)
|
||
Other liabilities
|
82,943
|
|
|
(940
|
)
|
||
Net cash provided by operating activities
|
516,830
|
|
|
421,141
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of investments
|
(44,813
|
)
|
|
(9,297
|
)
|
||
Sales of investments
|
5,873
|
|
|
518
|
|
||
Business acquisitions, net of cash and restricted cash acquired
|
(478,287
|
)
|
|
—
|
|
||
Purchases of real estate
|
(36,373
|
)
|
|
(5,721
|
)
|
||
Purchases of other property, plant and equipment
|
(400,941
|
)
|
|
(363,967
|
)
|
||
Net cash used in investing activities
|
(954,541
|
)
|
|
(378,467
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from employee equity awards
|
30,391
|
|
|
27,593
|
|
||
Payment of dividends and special distribution
|
(233,479
|
)
|
|
(204,603
|
)
|
||
Proceeds from public offering of common stock, net of issuance costs
|
101,792
|
|
|
1,213,434
|
|
||
Proceeds from revolving credit facility
|
250,000
|
|
|
—
|
|
||
Repayments of finance lease liabilities
|
(18,977
|
)
|
|
(31,158
|
)
|
||
Repayments of mortgage and loans payable
|
(18,501
|
)
|
|
(18,334
|
)
|
||
Repayment of senior notes
|
(343,711
|
)
|
|
—
|
|
||
Debt extinguishment costs
|
(4,619
|
)
|
|
—
|
|
||
Net cash provided by (used in) financing activities
|
(237,104
|
)
|
|
986,932
|
|
||
Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash
|
(25,287
|
)
|
|
(1,695
|
)
|
||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
(700,102
|
)
|
|
1,027,911
|
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
1,886,613
|
|
|
627,604
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
1,186,511
|
|
|
$
|
1,655,515
|
|
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,171,339
|
|
|
$
|
1,633,844
|
|
Current portion of restricted cash included in other current assets
|
6,483
|
|
|
11,305
|
|
||
Non-current portion of restricted cash included in other assets
|
8,689
|
|
|
10,366
|
|
||
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows
|
$
|
1,186,511
|
|
|
$
|
1,655,515
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Accounts receivable
|
$
|
701,946
|
|
|
$
|
702,160
|
|
Allowance for doubtful accounts
|
(14,793
|
)
|
|
(13,026
|
)
|
||
Accounts receivable, net
|
$
|
687,153
|
|
|
$
|
689,134
|
|
Balance at December 31, 2019
|
$
|
13,026
|
|
Adjustments due to adoption of ASU 2016-13
|
900
|
|
|
Provision for allowance for doubtful accounts
|
3,934
|
|
|
Net write-offs and recoveries
|
(2,688
|
)
|
|
Impact of foreign currency exchange and others
|
(379
|
)
|
|
Balance at March 31, 2020
|
$
|
14,793
|
|
|
Accounts receivable, net
|
|
Contract asset, current
|
|
Contract asset, non-current
|
|
Deferred revenue, current
|
|
Deferred revenue, non-current
|
||||||||||
Beginning balances as of January 1, 2020
|
$
|
689,134
|
|
|
$
|
10,033
|
|
|
$
|
31,521
|
|
|
$
|
76,193
|
|
|
$
|
46,555
|
|
Closing balances as of March 31, 2020
|
687,153
|
|
|
10,457
|
|
|
33,619
|
|
|
79,575
|
|
|
48,107
|
|
|||||
Increase/(decrease)
|
$
|
(1,981
|
)
|
|
$
|
424
|
|
|
$
|
2,098
|
|
|
$
|
3,382
|
|
|
$
|
1,552
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Net income
|
$
|
118,957
|
|
|
$
|
117,747
|
|
Net (income) loss attributable to non-controlling interests
|
(165
|
)
|
|
331
|
|
||
Net income attributable to Equinix
|
$
|
118,792
|
|
|
$
|
118,078
|
|
|
|
|
|
||||
Weighted-average shares used to calculate basic EPS
|
85,551
|
|
|
81,814
|
|
||
Effect of dilutive securities:
|
|
|
|
||||
Employee equity awards
|
593
|
|
|
276
|
|
||
Weighted-average shares used to calculate diluted EPS
|
86,144
|
|
|
82,090
|
|
||
|
|
|
|
||||
EPS attributable to Equinix:
|
|
|
|
||||
Basic EPS
|
$
|
1.39
|
|
|
$
|
1.44
|
|
Diluted EPS
|
$
|
1.38
|
|
|
$
|
1.44
|
|
|
Packet
|
|
Axtel
|
||||
Cash and cash equivalents
|
$
|
1,029
|
|
|
$
|
—
|
|
Accounts receivable
|
5,148
|
|
|
—
|
|
||
Other current assets
|
108
|
|
|
14,048
|
|
||
Property, plant and equipment
|
28,980
|
|
|
76,407
|
|
||
Operating lease right-of-use assets
|
1,445
|
|
|
1,646
|
|
||
Intangible assets
|
68,600
|
|
|
22,750
|
|
||
Goodwill
|
223,117
|
|
|
78,902
|
|
||
Other assets
|
138
|
|
|
—
|
|
||
Total assets acquired
|
328,565
|
|
|
193,753
|
|
||
Accounts payable and accrued liabilities
|
(987
|
)
|
|
(238
|
)
|
||
Other current liabilities
|
(826
|
)
|
|
—
|
|
||
Operating lease liabilities
|
(1,445
|
)
|
|
(1,586
|
)
|
||
Finance lease liabilities
|
(28,980
|
)
|
|
—
|
|
||
Other liabilities
|
—
|
|
|
(162
|
)
|
||
Deferred tax liabilities
|
(6,029
|
)
|
|
(2,749
|
)
|
||
Net assets acquired
|
$
|
290,298
|
|
|
$
|
189,018
|
|
Intangible Assets
|
|
Fair Value
|
|
Estimated Useful Lives (Years)
|
|
Weighted-average Estimated Useful Lives (Years)
|
||
Packet:
|
|
|
|
|
|
|
||
Trade names
|
|
$
|
1,600
|
|
|
3.0
|
|
3.0
|
Existing technology
|
|
5,100
|
|
|
3.0
|
|
3.0
|
|
Customer relationships
|
|
61,900
|
|
|
10.0
|
|
10.0
|
|
Axtel:
|
|
|
|
|
|
|
||
Customer relationships
|
|
22,750
|
|
|
15.0
|
|
15.0
|
5.
|
Equity Method Investments
|
|
(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.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||
|
Assets (1)
|
|
Liabilities (2)
|
|
Assets (1)
|
|
Liabilities (2)
|
||||||||
Designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
||||||||
Foreign currency forward and option contracts
|
$
|
46,544
|
|
|
$
|
19
|
|
|
$
|
24,853
|
|
|
$
|
5,898
|
|
Interest rate locks
|
4,373
|
|
|
21,295
|
|
|
—
|
|
|
—
|
|
||||
Net investment hedges
|
|
|
|
|
|
|
|
||||||||
Cross-currency interest rate swaps
|
72,095
|
|
|
—
|
|
|
26,251
|
|
|
—
|
|
||||
Total designated as hedging
|
123,012
|
|
|
21,314
|
|
|
51,104
|
|
|
5,898
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Embedded derivatives
|
10,733
|
|
|
1,102
|
|
|
4,595
|
|
|
2,268
|
|
||||
Economic hedges of embedded derivatives
|
4,507
|
|
|
23
|
|
|
1,367
|
|
|
—
|
|
||||
Foreign currency forward contracts
|
73,939
|
|
|
59,751
|
|
|
641
|
|
|
27,446
|
|
||||
Total not designated as hedging
|
89,179
|
|
|
60,876
|
|
|
6,603
|
|
|
29,714
|
|
||||
Total Derivatives
|
$
|
212,191
|
|
|
$
|
82,190
|
|
|
$
|
57,707
|
|
|
$
|
35,612
|
|
|
(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
|
||||||||||
March 31, 2020
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative assets
|
$
|
224,453
|
|
|
$
|
—
|
|
|
$
|
224,453
|
|
|
$
|
(85,190
|
)
|
|
$
|
139,263
|
|
Derivative liabilities
|
88,477
|
|
|
—
|
|
|
88,477
|
|
|
(85,190
|
)
|
|
3,287
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
December 31, 2019
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative assets
|
$
|
76,640
|
|
|
$
|
—
|
|
|
$
|
76,640
|
|
|
$
|
(37,820
|
)
|
|
$
|
38,820
|
|
Derivative liabilities
|
45,832
|
|
|
—
|
|
|
45,832
|
|
|
(37,820
|
)
|
|
8,012
|
|
|
Fair Value at
March 31, 2020 |
|
Fair Value
Measurement Using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Money market and deposit accounts
|
$
|
453,349
|
|
|
$
|
453,349
|
|
|
$
|
—
|
|
Publicly traded equity securities
|
2,664
|
|
|
2,664
|
|
|
—
|
|
|||
Certificates of deposit
|
23,169
|
|
|
—
|
|
|
23,169
|
|
|||
Derivative instruments (1)
|
212,191
|
|
|
—
|
|
|
212,191
|
|
|||
Total
|
$
|
691,373
|
|
|
$
|
456,013
|
|
|
$
|
235,360
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments (1)
|
$
|
82,190
|
|
|
$
|
—
|
|
|
$
|
82,190
|
|
|
(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, 2019 |
|
Fair Value
Measurement Using
|
||||||||
|
Level 1
|
|
Level 2
|
||||||||
Assets:
|
|
|
|
|
|
||||||
Money market and deposit accounts
|
$
|
886,547
|
|
|
$
|
886,547
|
|
|
$
|
—
|
|
Publicly traded equity securities
|
2,779
|
|
|
2,779
|
|
|
—
|
|
|||
Certificates of deposit
|
7,583
|
|
|
—
|
|
|
7,583
|
|
|||
Derivative instruments (1)
|
57,707
|
|
|
—
|
|
|
57,707
|
|
|||
Total
|
$
|
954,616
|
|
|
$
|
889,326
|
|
|
$
|
65,290
|
|
Liabilities:
|
|
|
|
|
|
||||||
Derivative instruments (1)
|
$
|
35,612
|
|
|
$
|
—
|
|
|
$
|
35,612
|
|
|
(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.
|
|
Three Months Ended
March 31, 2020 |
|
Three Months Ended
March 31, 2019 |
||||
Finance lease cost
|
|
|
|
||||
Amortization of right-of-use assets (1)
|
$
|
25,166
|
|
|
$
|
20,086
|
|
Interest on lease liabilities
|
27,825
|
|
|
27,523
|
|
||
Total finance lease cost
|
52,991
|
|
|
47,609
|
|
||
|
|
|
|
||||
Operating lease cost
|
53,791
|
|
|
51,639
|
|
||
Total lease cost
|
$
|
106,782
|
|
|
$
|
99,248
|
|
|
|
Three Months Ended
March 31, 2020 |
|
Three Months Ended
March 31, 2019 |
||||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
|
|
|||
Operating cash flows from finance leases
|
$
|
26,967
|
|
|
$
|
26,604
|
|
Operating cash flows from operating leases
|
51,985
|
|
|
49,262
|
|
||
Financing cash flows from finance leases
|
18,977
|
|
|
31,158
|
|
||
|
|
|
|
||||
Right-of-use assets obtained in exchange for lease obligations: (1)
|
|
|
|
||||
Finance leases
|
$
|
115,274
|
|
|
$
|
16,307
|
|
Operating leases
|
6,612
|
|
|
28,987
|
|
||
|
|
|
|
||||
|
As of March 31, 2020
|
|
As of December 31, 2019
|
||||
Weighted-average remaining lease term - finance leases (2)
|
15 years
|
|
|
15 years
|
|
||
Weighted-average remaining lease term - operating leases (2)
|
13 years
|
|
|
13 years
|
|
||
Weighted-average discount rate - finance leases
|
8
|
%
|
|
9
|
%
|
||
Weighted-average discount rate - operating leases
|
4
|
%
|
|
4
|
%
|
||
Finance lease assets (3)
|
$
|
1,343,406
|
|
|
$
|
1,277,614
|
|
|
|
Operating Leases
|
|
Finance Leases
|
|
Total
|
||||||
2020 (9 months remaining)
|
$
|
137,567
|
|
|
$
|
141,162
|
|
|
$
|
278,729
|
|
2021
|
190,031
|
|
|
191,679
|
|
|
381,710
|
|
|||
2022
|
182,747
|
|
|
188,362
|
|
|
371,109
|
|
|||
2023
|
167,266
|
|
|
183,177
|
|
|
350,443
|
|
|||
2024
|
155,392
|
|
|
181,116
|
|
|
336,508
|
|
|||
Thereafter
|
1,080,313
|
|
|
1,796,773
|
|
|
2,877,086
|
|
|||
Total lease payments
|
1,913,316
|
|
|
2,682,269
|
|
|
4,595,585
|
|
|||
Plus amount representing residual property value
|
—
|
|
|
17,639
|
|
|
17,639
|
|
|||
Less imputed interest
|
(510,756
|
)
|
|
(1,120,701
|
)
|
|
(1,631,457
|
)
|
|||
Total
|
$
|
1,402,560
|
|
|
$
|
1,579,207
|
|
|
$
|
2,981,767
|
|
|
March 31,
2020 |
|
December 31, 2019
|
||||
Term loans
|
$
|
1,219,047
|
|
|
$
|
1,287,151
|
|
Revolving credit facility
|
250,000
|
|
|
—
|
|
||
Mortgage payable and loans payable
|
77,236
|
|
|
82,967
|
|
||
|
1,546,283
|
|
|
1,370,118
|
|
||
Less amount representing unamortized debt discount and debt issuance cost
|
(4,330
|
)
|
|
(4,849
|
)
|
||
Add amount representing unamortized mortgage premium
|
1,715
|
|
|
1,768
|
|
||
|
1,543,668
|
|
|
1,367,037
|
|
||
Less current portion
|
(74,473
|
)
|
|
(77,603
|
)
|
||
Total
|
$
|
1,469,195
|
|
|
$
|
1,289,434
|
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||
|
Amount
|
|
Effective Rate
|
|
Amount
|
|
Effective Rate
|
||||||
5.000% Infomart Senior Notes (1)
|
$
|
450,000
|
|
|
4.46
|
%
|
|
$
|
450,000
|
|
|
4.46
|
%
|
5.375% Senior Notes due 2022
|
—
|
|
|
—
|
%
|
|
343,711
|
|
|
5.56
|
%
|
||
2.625% Senior Notes due 2024
|
1,000,000
|
|
|
2.79
|
%
|
|
1,000,000
|
|
|
2.79
|
%
|
||
2.875% Euro Senior Notes due 2024
|
825,300
|
|
|
3.08
|
%
|
|
841,500
|
|
|
3.08
|
%
|
||
2.875% Euro Senior Notes due 2025
|
1,100,400
|
|
|
3.04
|
%
|
|
1,122,000
|
|
|
3.04
|
%
|
||
2.900% Senior Notes due 2026
|
600,000
|
|
|
3.04
|
%
|
|
600,000
|
|
|
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
|
1,100,400
|
|
|
3.04
|
%
|
|
1,122,000
|
|
|
3.04
|
%
|
||
5.375% Senior Notes due 2027
|
1,250,000
|
|
|
5.51
|
%
|
|
1,250,000
|
|
|
5.51
|
%
|
||
3.200% Senior Notes due 2029
|
1,200,000
|
|
|
3.30
|
%
|
|
1,200,000
|
|
|
3.30
|
%
|
||
|
8,626,100
|
|
|
|
|
9,029,211
|
|
|
|
||||
Less amount representing unamortized debt issuance cost
|
(73,075
|
)
|
|
|
|
(78,030
|
)
|
|
|
||||
Add amount representing unamortized debt premium
|
1,121
|
|
|
|
|
1,716
|
|
|
|
||||
|
8,554,146
|
|
|
|
|
8,952,897
|
|
|
|
||||
Less current portion
|
(300,401
|
)
|
|
|
|
(643,224
|
)
|
|
|
||||
Total
|
$
|
8,253,745
|
|
|
|
|
$
|
8,309,673
|
|
|
|
|
Years ending:
|
|
||
2020 (9 months remaining)
|
$
|
355,962
|
|
2021
|
224,507
|
|
|
2022
|
1,383,505
|
|
|
2023
|
6,357
|
|
|
2024
|
1,831,174
|
|
|
Thereafter
|
6,372,592
|
|
|
Total
|
$
|
10,174,097
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Mortgage and loans payable
|
$
|
1,557,789
|
|
|
$
|
1,378,429
|
|
Senior notes
|
8,366,223
|
|
|
9,339,497
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Interest expense
|
$
|
107,338
|
|
|
$
|
122,846
|
|
Interest capitalized
|
6,031
|
|
|
9,854
|
|
||
Interest charges incurred
|
$
|
113,369
|
|
|
$
|
132,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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, 2019
|
85,700,953
|
|
|
$
|
86
|
|
|
(392,567
|
)
|
|
$
|
(144,256
|
)
|
|
$
|
12,696,433
|
|
|
$
|
(4,168,469
|
)
|
|
$
|
(934,613
|
)
|
|
$
|
1,391,425
|
|
|
$
|
8,840,606
|
|
|
$
|
(224
|
)
|
|
$
|
8,840,382
|
|
Adjustment from adoption of new accounting standard update
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(900
|
)
|
|
(900
|
)
|
|
—
|
|
|
(900
|
)
|
|||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
118,792
|
|
|
118,792
|
|
|
165
|
|
|
118,957
|
|
|||||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(272,056
|
)
|
|
—
|
|
|
(272,056
|
)
|
|
(11
|
)
|
|
(272,067
|
)
|
|||||||||
Issuance of common stock and release of treasury stock for employee equity awards
|
405,550
|
|
|
—
|
|
|
50,594
|
|
|
16,958
|
|
|
13,432
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,390
|
|
|
—
|
|
|
30,390
|
|
|||||||||
Issuance of common stock under ATM Program
|
162,530
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
101,791
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
101,791
|
|
|
—
|
|
|
101,791
|
|
|||||||||
Dividend distribution on common stock, $2.66 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(227,387
|
)
|
|
—
|
|
|
—
|
|
|
(227,387
|
)
|
|
—
|
|
|
(227,387
|
)
|
|||||||||
Settlement of accrued dividends on vested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
109
|
|
|
(403
|
)
|
|
—
|
|
|
—
|
|
|
(294
|
)
|
|
—
|
|
|
(294
|
)
|
|||||||||
Accrued dividends on unvested equity awards
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,268
|
)
|
|
—
|
|
|
—
|
|
|
(3,268
|
)
|
|
—
|
|
|
(3,268
|
)
|
|||||||||
Stock-based compensation, net of estimated forfeitures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81,690
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81,690
|
|
|
—
|
|
|
81,690
|
|
|||||||||
Balance as of March 31, 2020
|
86,269,033
|
|
|
$
|
86
|
|
|
(341,973
|
)
|
|
$
|
(127,298
|
)
|
|
$
|
12,893,455
|
|
|
$
|
(4,399,527
|
)
|
|
$
|
(1,206,669
|
)
|
|
$
|
1,509,317
|
|
|
$
|
8,669,364
|
|
|
$
|
(70
|
)
|
|
$
|
8,669,294
|
|
|
|
|
|
|
|
|
|
|
Additional
Paid-in Capital
|
|
Accumulated
Dividends |
|
AOCI (Loss)
|
|
Retained
Earnings |
|
Equinix
Stockholders' Equity |
|
Non-controlling interests
|
|
Total Stockholders' Equity
|
||||||||||||||||||||
|
Common Stock
|
|
Treasury Stock
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||
|
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
|
|
|
Balance as of
December 31, 2019 |
|
Net
Change
|
|
Balance as of
March 31, 2020 |
||||||
Foreign currency translation adjustment ("CTA") loss
|
$
|
(1,056,918
|
)
|
|
$
|
(413,781
|
)
|
|
$
|
(1,470,699
|
)
|
Unrealized gain on cash flow hedges (1)
|
15,638
|
|
|
(3,256
|
)
|
|
12,382
|
|
|||
Net investment hedge CTA gain (1)
|
107,619
|
|
|
144,946
|
|
|
252,565
|
|
|||
Net actuarial loss on defined benefit plans (2)
|
(952
|
)
|
|
35
|
|
|
(917
|
)
|
|||
Accumulated other comprehensive loss attributable to Equinix
|
$
|
(934,613
|
)
|
|
$
|
(272,056
|
)
|
|
$
|
(1,206,669
|
)
|
|
(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
March 31, |
||||||
|
2020
|
|
2019
|
||||
Cost of revenues
|
$
|
9,343
|
|
|
$
|
5,012
|
|
Sales and marketing
|
18,545
|
|
|
13,301
|
|
||
General and administrative
|
52,678
|
|
|
30,710
|
|
||
Total
|
$
|
80,566
|
|
|
$
|
49,023
|
|
|
Three Months Ended March 31, 2020
|
||||||||||||||
|
Americas
|
|
EMEA
|
|
Asia-Pacific
|
|
Total
|
||||||||
Colocation (1)
|
$
|
450,954
|
|
|
$
|
362,330
|
|
|
$
|
221,093
|
|
|
$
|
1,034,377
|
|
Interconnection
|
150,929
|
|
|
48,541
|
|
|
42,671
|
|
|
242,141
|
|
||||
Managed infrastructure
|
25,529
|
|
|
30,137
|
|
|
21,824
|
|
|
77,490
|
|
||||
Other (1)
|
5,220
|
|
|
2,466
|
|
|
—
|
|
|
7,686
|
|
||||
Recurring revenues
|
632,632
|
|
|
443,474
|
|
|
285,588
|
|
|
1,361,694
|
|
||||
Non-recurring revenues
|
29,273
|
|
|
35,435
|
|
|
18,140
|
|
|
82,848
|
|
||||
Total
|
$
|
661,905
|
|
|
$
|
478,909
|
|
|
$
|
303,728
|
|
|
$
|
1,444,542
|
|
|
|
Three Months Ended March 31, 2019
|
||||||||||||||
|
Americas
|
|
EMEA
|
|
Asia-Pacific
|
|
Total
|
||||||||
Colocation (1)
|
$
|
439,981
|
|
|
$
|
331,125
|
|
|
$
|
209,665
|
|
|
$
|
980,771
|
|
Interconnection
|
138,563
|
|
|
37,525
|
|
|
36,696
|
|
|
212,784
|
|
||||
Managed infrastructure
|
21,787
|
|
|
29,088
|
|
|
21,920
|
|
|
72,795
|
|
||||
Other (1)
|
5,979
|
|
|
2,499
|
|
|
—
|
|
|
8,478
|
|
||||
Recurring revenues
|
606,310
|
|
|
400,237
|
|
|
268,281
|
|
|
1,274,828
|
|
||||
Non-recurring revenues
|
38,056
|
|
|
34,423
|
|
|
15,911
|
|
|
88,390
|
|
||||
Total
|
$
|
644,366
|
|
|
$
|
434,660
|
|
|
$
|
284,192
|
|
|
$
|
1,363,218
|
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Adjusted EBITDA:
|
|
|
|
||||
Americas
|
$
|
293,613
|
|
|
$
|
307,838
|
|
EMEA
|
230,158
|
|
|
199,072
|
|
||
Asia-Pacific
|
160,439
|
|
|
153,245
|
|
||
Total adjusted EBITDA
|
684,210
|
|
|
660,155
|
|
||
Depreciation, amortization and accretion expense
|
(337,431
|
)
|
|
(314,705
|
)
|
||
Stock-based compensation expense
|
(80,566
|
)
|
|
(49,023
|
)
|
||
Impairment charges
|
—
|
|
|
(14,448
|
)
|
||
Transaction costs
|
(11,530
|
)
|
|
(2,471
|
)
|
||
Loss on asset sales
|
(1,199
|
)
|
|
—
|
|
||
Income from operations
|
$
|
253,484
|
|
|
$
|
279,508
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Depreciation and amortization:
|
|
|
|
||||
Americas
|
$
|
171,074
|
|
|
$
|
166,770
|
|
EMEA
|
92,374
|
|
|
84,165
|
|
||
Asia-Pacific
|
72,421
|
|
|
62,243
|
|
||
Total
|
$
|
335,869
|
|
|
$
|
313,178
|
|
Capital expenditures:
|
|
|
|
||||
Americas
|
$
|
184,401
|
|
|
$
|
144,495
|
|
EMEA
|
122,128
|
|
|
164,355
|
|
||
Asia-Pacific
|
94,412
|
|
|
55,117
|
|
||
Total
|
$
|
400,941
|
|
|
$
|
363,967
|
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
Americas
|
$
|
5,542,288
|
|
|
$
|
5,400,287
|
|
EMEA
|
4,005,962
|
|
|
4,051,701
|
|
||
Asia-Pacific
|
2,628,794
|
|
|
2,700,609
|
|
||
Total Property, plant and equipment, net
|
$
|
12,177,044
|
|
|
$
|
12,152,597
|
|
|
|
|
|
||||
Americas
|
$
|
374,778
|
|
|
$
|
387,598
|
|
EMEA
|
495,554
|
|
|
521,129
|
|
||
Asia-Pacific
|
544,379
|
|
|
566,640
|
|
||
Total Operating lease right-of-use assets
|
$
|
1,414,711
|
|
|
$
|
1,475,367
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
•
|
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
|
•
|
premium data center colocation;
|
•
|
interconnection and data exchange solutions;
|
•
|
edge services for deploying networking, security and hardware; and
|
•
|
remote expert support and professional services.
|
•
|
In January, we redeemed the remaining $343.7 million principal amount of the 5.375% Senior Notes due 2022. See Note 9 within the Condensed Consolidated Financial Statements.
|
•
|
In January, we completed the acquisition of three data centers in Mexico from Axtel S.A.B. de C.V. (“Axtel”) for a total purchase consideration of approximately $189.0 million. See Note 4 within the Condensed Consolidated Financial Statements.
|
•
|
In March, we completed the acquisition of Packet Host, Inc. (“Packet”), a leading bare metal automation platform for a total cash purchase price of approximately $290.3 million. See Note 4 within the Condensed Consolidated Financial Statements.
|
•
|
In March 2020, we borrowed a total of $250.0 million under our Revolving Facility. As of March 31, 2020, we had an additional $1.7 billion available for borrowing under our Revolving Facility. In May, we repaid the $250.0 million outstanding under our Revolving Facility. As a result, the amount available to borrow under the Revolving Facility was approximately $1.9 billion after the repayment. See Note 9 and Note 13 within the Condensed Consolidated Financial Statements.
|
•
|
During the three months ended March 31, 2020, we sold 162,530 shares of common stock for approximately $101.8 million in proceeds, net of payment of commissions to the sales agents, under our ATM program. See Note 11 within the Condensed Consolidated Financial Statements.
|
•
|
In April, we entered into a credit agreement which provides for senior unsecured 364-day term loan facilities in an aggregate principal amount of $750.0 million. On April 15, 2020, we borrowed $391.0 million, as well as €100.0 million or $109.8 million at the exchange rate in effect on that date. See Note 13 within the Condensed Consolidated Financial Statements.
|
•
|
In April, we entered into an agreement to form a second joint venture in the form of a limited liability partnership with GIC to develop and operate xScale data centers in Asia-Pacific (the “Asia-Pacific Joint Venture”). See Note 13 within the Condensed Consolidated Financial Statements.
|
|
Three Months Ended March 31,
|
|
% Change
|
||||||||||||||||
|
2020
|
|
%
|
|
2019
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
$
|
632,632
|
|
|
44
|
%
|
|
$
|
606,310
|
|
|
44
|
%
|
|
4
|
%
|
|
6
|
%
|
Non-recurring revenues
|
29,273
|
|
|
2
|
%
|
|
38,056
|
|
|
3
|
%
|
|
(23
|
)%
|
|
(22
|
)%
|
||
|
661,905
|
|
|
46
|
%
|
|
644,366
|
|
|
47
|
%
|
|
3
|
%
|
|
4
|
%
|
||
EMEA:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
443,474
|
|
|
31
|
%
|
|
400,237
|
|
|
29
|
%
|
|
11
|
%
|
|
11
|
%
|
||
Non-recurring revenues
|
35,435
|
|
|
2
|
%
|
|
34,423
|
|
|
3
|
%
|
|
3
|
%
|
|
6
|
%
|
||
|
478,909
|
|
|
33
|
%
|
|
434,660
|
|
|
32
|
%
|
|
10
|
%
|
|
11
|
%
|
||
Asia-Pacific:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
285,588
|
|
|
20
|
%
|
|
268,281
|
|
|
20
|
%
|
|
6
|
%
|
|
8
|
%
|
||
Non-recurring revenues
|
18,140
|
|
|
1
|
%
|
|
15,911
|
|
|
1
|
%
|
|
14
|
%
|
|
17
|
%
|
||
|
303,728
|
|
|
21
|
%
|
|
284,192
|
|
|
21
|
%
|
|
7
|
%
|
|
9
|
%
|
||
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenues
|
1,361,694
|
|
|
95
|
%
|
|
1,274,828
|
|
|
93
|
%
|
|
7
|
%
|
|
8
|
%
|
||
Non-recurring revenues
|
82,848
|
|
|
5
|
%
|
|
88,390
|
|
|
7
|
%
|
|
(6
|
)%
|
|
(4
|
)%
|
||
|
$
|
1,444,542
|
|
|
100
|
%
|
|
$
|
1,363,218
|
|
|
100
|
%
|
|
6
|
%
|
|
7
|
%
|
•
|
approximately $8.1 million of incremental revenues from the Packet and Axtel acquisitions;
|
•
|
$7.0 million of incremental revenues generated from our recently-opened IBX data centers or IBX data center expansions; and
|
•
|
an increase in orders from both our existing customers and new customers during the period.
|
•
|
$8.8 million of lower non-recurring revenues, primarily due to a decrease in equipment resale activities.
|
•
|
approximately $22.7 million of incremental revenues generated from our recently-opened IBX data centers or IBX data center expansions;
|
•
|
an increase in orders from both our existing customers and new customers during the period; and
|
•
|
a net increase of $10.8 million of realized cash flow hedge gains from foreign currency forward contracts.
|
•
|
approximately $7.9 million of incremental revenues generated from our recently-opened IBX data centers or IBX data center expansions; and
|
•
|
an increase in orders from both our existing customers and new customers during the period.
|
|
Three Months Ended March 31,
|
|
% Change
|
||||||||||||||||
|
2020
|
|
%
|
|
2019
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
295,112
|
|
|
40
|
%
|
|
$
|
285,659
|
|
|
42
|
%
|
|
3
|
%
|
|
5
|
%
|
EMEA
|
267,662
|
|
|
36
|
%
|
|
242,454
|
|
|
35
|
%
|
|
10
|
%
|
|
11
|
%
|
||
Asia-Pacific
|
173,508
|
|
|
24
|
%
|
|
153,917
|
|
|
23
|
%
|
|
13
|
%
|
|
15
|
%
|
||
Total
|
$
|
736,282
|
|
|
100
|
%
|
|
$
|
682,030
|
|
|
100
|
%
|
|
8
|
%
|
|
9
|
%
|
•
|
approximately $8.5 million of incremental cost of revenues from the Packet and Axtel acquisitions; and
|
•
|
$6.1 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth and additional bonuses paid to IBX employees for supporting our business during the COVID-19 pandemic.
|
•
|
$5.2 million of lower costs from decreased equipment resale activities, primarily in the U.S.
|
•
|
$10.8 million of higher depreciation expenses driven by IBX data center expansions in London and Frankfurt;
|
•
|
$6.6 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth and additional bonuses to IBX employees for supporting our business during the COVID-19 pandemic;
|
•
|
$6.0 million of higher utilities costs driven by increased utility usage to support IBX data center expansions and utility price increases, primarily in Germany, France and the Netherlands;
|
•
|
a net increase of $4.2 million of realized cash flow hedge losses from foreign currency forward contracts; and
|
•
|
$3.9 million of higher rent and facilities costs and repairs and maintenance expense.
|
•
|
$6.9 million of lower costs from decreased equipment resale activities, primarily in Germany and Sweden.
|
•
|
$10.5 million of higher depreciation expense, primarily from IBX data center expansions in Singapore, Japan, and Australia;
|
•
|
$3.8 million of higher utilities costs and rent and facility costs, primarily driven by expansions and higher utility usage in Hong Kong and Singapore; and
|
•
|
$3.3 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth and additional bonuses to IBX employees for supporting our business during the COVID-19 pandemic.
|
|
Three Months Ended March 31,
|
|
% Change
|
||||||||||||||||
|
2020
|
|
%
|
|
2019
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
113,282
|
|
|
63
|
%
|
|
$
|
105,038
|
|
|
62
|
%
|
|
8
|
%
|
|
9
|
%
|
EMEA
|
42,975
|
|
|
24
|
%
|
|
41,202
|
|
|
24
|
%
|
|
4
|
%
|
|
6
|
%
|
||
Asia-Pacific
|
24,193
|
|
|
13
|
%
|
|
23,475
|
|
|
14
|
%
|
|
3
|
%
|
|
5
|
%
|
||
Total
|
$
|
180,450
|
|
|
100
|
%
|
|
$
|
169,715
|
|
|
100
|
%
|
|
6
|
%
|
|
7
|
%
|
•
|
$6.7 million of higher compensation costs, including sales compensation, salaries and stock-based compensation, primarily due to additional stock-based compensation expenses incurred related to the Packet acquisition and headcount growth; and
|
•
|
$3.4 million of higher advertising and promotions expenses.
|
•
|
$1.0 million of lower travel and entertainment expenses.
|
|
Three Months Ended March 31,
|
|
% Change
|
||||||||||||||||
|
2020
|
|
%
|
|
2019
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
194,026
|
|
|
74
|
%
|
|
$
|
147,138
|
|
|
69
|
%
|
|
32
|
%
|
|
33
|
%
|
EMEA
|
41,856
|
|
|
16
|
%
|
|
45,342
|
|
|
21
|
%
|
|
(8
|
)%
|
|
(9
|
)%
|
||
Asia-Pacific
|
25,715
|
|
|
10
|
%
|
|
22,566
|
|
|
10
|
%
|
|
14
|
%
|
|
16
|
%
|
||
Total
|
$
|
261,597
|
|
|
100
|
%
|
|
$
|
215,046
|
|
|
100
|
%
|
|
22
|
%
|
|
22
|
%
|
•
|
$29.2 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to additional stock-based compensation expense incurred related to the Packet acquisition, higher payroll taxes, higher corporate bonus payment and overall headcount growth;
|
•
|
$6.1 million of higher consulting expenses in support of our business growth;
|
•
|
$4.5 million of higher office expenses due to additional software and support services; and
|
•
|
$3.6 million of higher depreciation expense associated with the implementation of certain systems to support the integration and growth of our business.
|
•
|
a net decrease of $6.4 million in other operating expenses due to the favorable determination of a legal claim.
|
•
|
$2.1 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth.
|
•
|
$2.7 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth.
|
|
Three Months Ended March 31,
|
|
% Change
|
||||||||||||||||
|
2020
|
|
%
|
|
2019
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
47,308
|
|
|
19
|
%
|
|
$
|
90,011
|
|
|
32
|
%
|
|
(47
|
)%
|
|
(46
|
)%
|
EMEA
|
126,004
|
|
|
50
|
%
|
|
105,007
|
|
|
38
|
%
|
|
20
|
%
|
|
19
|
%
|
||
Asia-Pacific
|
80,172
|
|
|
31
|
%
|
|
84,490
|
|
|
30
|
%
|
|
(5
|
)%
|
|
(3
|
)%
|
||
Total
|
$
|
253,484
|
|
|
100
|
%
|
|
$
|
279,508
|
|
|
100
|
%
|
|
(9
|
)%
|
|
(9
|
)%
|
|
Three Months Ended March 31,
|
|
% Change
|
||||||||||||||||
|
2020
|
|
%
|
|
2019
|
|
%
|
|
Actual
|
|
Constant
Currency
|
||||||||
Americas
|
$
|
293,613
|
|
|
43
|
%
|
|
$
|
307,838
|
|
|
47
|
%
|
|
(5
|
)%
|
|
(4
|
)%
|
EMEA
|
230,158
|
|
|
34
|
%
|
|
199,072
|
|
|
30
|
%
|
|
16
|
%
|
|
16
|
%
|
||
Asia-Pacific
|
160,439
|
|
|
23
|
%
|
|
153,245
|
|
|
23
|
%
|
|
5
|
%
|
|
7
|
%
|
||
Total
|
$
|
684,210
|
|
|
100
|
%
|
|
$
|
660,155
|
|
|
100
|
%
|
|
4
|
%
|
|
5
|
%
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Income from operations
|
$
|
253,484
|
|
|
$
|
279,508
|
|
Depreciation, amortization, and accretion expense
|
337,431
|
|
|
314,705
|
|
||
Stock-based compensation expense
|
80,566
|
|
|
49,023
|
|
||
Transaction costs
|
11,530
|
|
|
2,471
|
|
||
Impairment charges
|
—
|
|
|
14,448
|
|
||
Loss on asset sales
|
1,199
|
|
|
—
|
|
||
Adjusted EBITDA
|
$
|
684,210
|
|
|
$
|
660,155
|
|
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
Net income
|
$
|
118,957
|
|
|
$
|
117,747
|
|
Net (income) loss attributable to non-controlling interests
|
(165
|
)
|
|
331
|
|
||
Net income attributable to Equinix
|
118,792
|
|
|
118,078
|
|
||
Adjustments:
|
|
|
|
||||
Real estate depreciation
|
221,787
|
|
|
205,649
|
|
||
Loss on disposition of real estate property
|
2,506
|
|
|
2,346
|
|
||
Adjustments for FFO from unconsolidated joint ventures
|
669
|
|
|
—
|
|
||
FFO attributable to common shareholders
|
$
|
343,754
|
|
|
$
|
326,073
|
|
|
|
|
|
||||
|
Three Months Ended
March 31, |
||||||
|
2020
|
|
2019
|
||||
FFO attributable to common shareholders
|
$
|
343,754
|
|
|
$
|
326,073
|
|
Adjustments:
|
|
|
|
||||
Installation revenue adjustment
|
(3,481
|
)
|
|
1,029
|
|
||
Straight-line rent expense adjustment
|
1,806
|
|
|
2,378
|
|
||
Contract cost adjustment
|
(10,434
|
)
|
|
(6,778
|
)
|
||
Amortization of deferred financing costs and debt discounts and premiums
|
3,460
|
|
|
2,995
|
|
||
Stock-based compensation expense
|
80,566
|
|
|
49,023
|
|
||
Non-real estate depreciation expense
|
65,591
|
|
|
57,994
|
|
||
Amortization expense
|
48,491
|
|
|
49,535
|
|
||
Accretion expense
|
1,562
|
|
|
1,527
|
|
||
Recurring capital expenditures
|
(17,868
|
)
|
|
(20,947
|
)
|
||
Loss on debt extinguishment
|
6,441
|
|
|
382
|
|
||
Transaction costs
|
11,530
|
|
|
2,471
|
|
||
Impairment charges
|
—
|
|
|
14,448
|
|
||
Income tax expense adjustment
|
2,833
|
|
|
7,990
|
|
||
Adjustments for AFFO from unconsolidated joint ventures
|
454
|
|
|
—
|
|
||
AFFO attributable to common shareholders
|
$
|
534,705
|
|
|
$
|
488,120
|
|
•
|
$8,626.1 million of principal from our senior notes;
|
•
|
Approximately $1,579.2 million from our finance lease liabilities; and
|
•
|
$1,548.0 million of principal from our mortgage and loans payable, including borrowings under our revolving credit facility (gross of debt issuance cost, debt discount, plus mortgage premium).
|
•
|
Issued and sold 162,530 shares of common stock under our ATM Program, for proceeds of approximately $101.8 million, net of payment of commissions and other offering expenses;
|
•
|
Borrowed $250.0 million under our revolving credit facility; and
|
•
|
Redeemed the remaining $343.7 million principal amount of our 5.375% Senior Notes due 2022.
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
|
(dollars in thousands)
|
||||||
Net cash provided by operating activities
|
$
|
516,830
|
|
|
$
|
421,141
|
|
Net cash used in investing activities
|
(954,541
|
)
|
|
(378,467
|
)
|
||
Net cash provided by (used in) financing activities
|
(237,104
|
)
|
|
986,932
|
|
•
|
borrowing under the revolving credit facility of $250.0 million;
|
•
|
the sale of 162,530 shares of common stock under the ATM Program, for net proceeds of $101.8 million; and
|
•
|
proceeds from the employee stock purchase plan of $30.4 million.
|
•
|
dividend distributions of $233.5 million;
|
•
|
the repayment of senior notes of $343.7 million;
|
•
|
repayments of finance lease liabilities of $19.0 million; and
|
•
|
repayments of mortgage and loans payable of $18.5 million.
|
•
|
the sale of 2,985,575 shares of common stock in a public equity offering for net proceeds of approximately $1,213.4 million; and
|
•
|
proceeds from employee awards of $27.6 million.
|
•
|
dividend distributions of $204.6 million;
|
•
|
repayments of finance lease liabilities of $31.2 million; and
|
•
|
repayments of mortgage and loans payable of $18.3 million.
|
|
2020 (9 months remaining)
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
||||||||||||||
Term loans and other loans payable (1)
|
$
|
55,962
|
|
|
$
|
74,507
|
|
|
$
|
1,383,505
|
|
|
$
|
6,357
|
|
|
$
|
5,874
|
|
|
$
|
21,792
|
|
|
$
|
1,547,997
|
|
Senior notes (1)
|
300,000
|
|
|
150,000
|
|
|
—
|
|
|
—
|
|
|
1,825,300
|
|
|
6,350,800
|
|
|
8,626,100
|
|
|||||||
Interest (2)
|
265,567
|
|
|
330,058
|
|
|
324,461
|
|
|
301,927
|
|
|
289,944
|
|
|
572,901
|
|
|
2,084,858
|
|
|||||||
Finance leases (3)
|
141,162
|
|
|
191,679
|
|
|
188,362
|
|
|
183,177
|
|
|
181,116
|
|
|
1,796,773
|
|
|
2,682,269
|
|
|||||||
Operating leases (3)
|
137,567
|
|
|
190,031
|
|
|
182,747
|
|
|
167,266
|
|
|
155,392
|
|
|
1,080,313
|
|
|
1,913,316
|
|
|||||||
Other contractual commitments (4)
|
1,276,909
|
|
|
272,609
|
|
|
100,964
|
|
|
51,312
|
|
|
37,795
|
|
|
282,785
|
|
|
2,022,374
|
|
|||||||
Asset retirement obligations (5)
|
2,074
|
|
|
4,026
|
|
|
12,777
|
|
|
5,449
|
|
|
7,035
|
|
|
72,117
|
|
|
103,478
|
|
|||||||
|
$
|
2,179,241
|
|
|
$
|
1,212,910
|
|
|
$
|
2,192,816
|
|
|
$
|
715,488
|
|
|
$
|
2,502,456
|
|
|
$
|
10,177,481
|
|
|
$
|
18,980,392
|
|
|
(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 March 31, 2020, 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
|
•
|
construction delays;
|
•
|
lack of availability and delays for data center equipment, including items such as generators and switchgear;
|
•
|
unexpected budget changes;
|
•
|
increased prices for and delays in obtaining building supplies, raw materials and data center equipment;
|
•
|
labor availability, labor disputes and work stoppages with contractors, subcontractors and other third parties, including interruptions in work due to the COVID-19 pandemic;
|
•
|
unanticipated environmental issues and geological problems;
|
•
|
delays related to permitting from public agencies and utility companies; and
|
•
|
delays in site readiness leading to our failure to meet commitments made to customers planning to expand into a new build.
|
•
|
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, tax 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, particularly in light of the travel bans and other restrictions imposed due to COVID-19. Additionally, 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.
|
•
|
certain financing conditions, including the fulfilment by each of Equinix and GIC of their funding obligations and obtaining certain external financing arrangements;
|
•
|
completion of pre-closing reorganization; and
|
•
|
obtaining required regulatory approvals.
|
•
|
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 taxation as a REIT, or purchase the partner's interests or assets at an above-market price;
|
•
|
our joint venture partners may take actions unrelated to our business agreement but which reflect poorly on Equinix because of our joint venture;
|
•
|
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
|
•
|
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 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;
|
•
|
compliance with evolving governmental regulation with which we have little experience; and
|
•
|
compliance with evolving and varied regulations related to the COVID-19 pandemic.
|
•
|
news or regulations regarding the COVID-19 pandemic;
|
•
|
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;
|
•
|
global pandemics such as the COVID-19 pandemic; and
|
•
|
failure of business partners who provide our resale products.
|
•
|
fluctuations of foreign currencies in the markets in which we operate;
|
•
|
the timing and magnitude of depreciation and interest expense or other expenses related to the acquisition, purchase or construction of additional IBX data centers or the upgrade of existing IBX data centers;
|
•
|
demand for space, power and solutions at our IBX data centers;
|
•
|
changes in general economic conditions, such as from the COVID-19 pandemic or other economic downturns, or specific market conditions in the telecommunications and internet industries, any of which could have a material impact on us or 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;
|
•
|
additions and changes in product offerings and our ability to ramp up and integrate new products 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 U.S. 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
|
|
5/29/2015
|
|
2.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
5/29/2015
|
|
2.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/2015
|
|
2.3
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/6/2016
|
|
2.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/2016
|
|
2.5
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
5/1/2017
|
|
2.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-Q
|
|
8/8/2018
|
|
2.7
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K/A
|
|
12/31/2002
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
6/14/2011
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
6/11/2013
|
|
3.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-Q
|
|
6/30/2014
|
|
3.4
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K/A
|
|
12/31/2002
|
|
3.3
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
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.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/20/2014
|
|
4.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/20/2014
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.4
|
|
Form of 5.375% Senior Note due 2022 (see Exhibit 4.3).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/4/2015
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.6
|
|
Form of 5.875% Senior Note due 2026 (see Exhibit 4.5).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
3/22/2017
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.8
|
|
Form of 5.375% Senior Notes due 2027 (see Exhibit 4.7).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
9/20/2017
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.10
|
|
Form of 2.875% Senior Notes due 2025 (see Exhibit 4.9).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/5/2017
|
|
4.1
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
12/5/2017
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.13
|
|
Form of 2.875% Senior Notes due 2026 (see Exhibit 4.12).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
3/14/2018
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.15
|
|
Form of 2.875% Senior Notes due 2024 (see Exhibit 4.14).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
4/3/2018
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.17
|
|
Form of 5.00% Senior Notes due April 2020 (see Exhibit 4.16).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.18
|
|
Form of 5.00% Senior Notes due October 2020 (see Exhibit 4.16).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.19
|
|
Form of 5.00% Senior Notes due April 2021 (see Exhibit 4.16).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/18/2019
|
|
4.2
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.21
|
|
Form of 2.625% Senior Notes due 2024 (See Exhibit 4.20).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/18/2019
|
|
4.4
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.23
|
|
Form of 2.900% Senior Notes due 2026 (See Exhibit 4.22).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8-K
|
|
11/18/2019
|
|
4.6
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
4.25
|
|
Form of 3.200% Senior Notes due 2029 (See Exhibit 4.24)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/2014
|
|
4.13
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
10-K
|
|
12/31/2019
|
|
4.31
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
10.1**
|
|
|
S-4 (File No. 333-93749)
|
|
12/29/1999
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.2**
|
|
|
10-K
|
|
12/31/2016
|
|
10.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.3**
|
|
|
10-K
|
|
12/31/2016
|
|
10.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.4**
|
|
|
10-K
|
|
12/31/2016
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.5**
|
|
|
10-Q
|
|
6/30/2014
|
|
10.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.6**
|
|
|
S-1/A
(File No. 333-137607) filed by Switch & Data Facilities Company
|
|
2/5/2007
|
|
10.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.7**
|
|
|
10-Q
|
|
6/30/2019
|
|
10.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.8**
|
|
|
10-Q
|
|
3/31/2017
|
|
10.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.9**
|
|
|
10-Q
|
|
3/31/2017
|
|
10.36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.10**
|
|
|
10-Q
|
|
3/31/2017
|
|
10.37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.11**
|
|
|
10-Q
|
|
3/31/2018
|
|
10.31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.12**
|
|
|
10-Q
|
|
3/31/2018
|
|
10.32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.13**
|
|
|
10-Q
|
|
3/31/2018
|
|
10.33
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.14**
|
|
|
10-Q
|
|
3/31/2019
|
|
10.28
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10.15**
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10-Q
|
|
3/31/2019
|
|
10.29
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10.16**
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10-Q
|
|
3/31/2019
|
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10.30
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10-Q
|
|
6/30/2019
|
|
10.34
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||
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10.28**
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10-K
|
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2/22/2019
|
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10.37
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10.29**
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10-Q
|
|
9/30/2019
|
|
10.25
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10.30**
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10-Q
|
|
9/30/2019
|
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10.26
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10.31**
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10-Q
|
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9/30/2019
|
|
10.27
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10.32**
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10-Q
|
|
9/30/2019
|
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10.28
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10.33**
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10-Q
|
|
9/30/2019
|
|
10.29
|
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10.34**
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|
10-Q
|
|
9/30/2019
|
|
10.30
|
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|
|
|
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10.35**
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|
|
10-Q
|
|
9/30/2019
|
|
10.31
|
|
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|
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|
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|
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|
10.36**
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|
|
10-Q
|
|
9/30/2019
|
|
10.32
|
|
|
|
|
|
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|
|
|
|
|
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|
|
10.37**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.33
|
|
|
|
|
|
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|
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|
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|
10.38**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.34
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.39**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.35
|
|
|
|
|
|
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|
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|
10.40**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.36
|
|
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|
|
|
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|
|
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|
10.41**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.37
|
|
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|
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|
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|
10.42**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.38
|
|
|
|
|
|
|
|
|
|
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|
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|
|
10.43**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.39
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
10.44**
|
|
|
10-Q
|
|
9/30/2019
|
|
10.40
|
|
|
|
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|
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|
X
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||
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|
X
|
||
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|
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|
X
|
||
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|
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|
|
|
|
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|
X
|
||
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|
|
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|
|
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|
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|
|
|
|
|
|
X
|
||
|
|
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|
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|
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|
|
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.
|
|
|
|
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|
|
|
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
|
|
|
|
|
|
|
|
|
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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.
|
|
|
|
|
|
|
|
X
|
|
EQUINIX, INC.
|
|
Date: May 7, 2020
|
|
|
|
By:
|
/s/ KEITH D. TAYLOR
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
Exhibit
Number
|
|
Description of Document
|
|
|
|
10.18**
|
|
|
|
|
|
10.19**
|
|
|
|
|
|
10.20**
|
|
|
|
|
|
10.21**
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
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.
|
|
|
|
101.SCH
|
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
|
|
101.CAL
|
|
Inline XBRL Taxonomy Extension Calculation Document.
|
|
|
|
101.DEF
|
|
Inline XBRL Taxonomy Extension Definition Document.
|
|
|
|
101.LAB
|
|
Inline XBRL Taxonomy Extension Labels Document.
|
|
|
|
101. PRE
|
|
Inline XBRL Taxonomy Extension Presentation Document.
|
|
|
|
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.
|
1 Year Equinix Chart |
1 Month Equinix Chart |
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