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Item 7.01. Regulation FD Disclosure
On October 9, 2019, Equinix, Inc. ("Equinix") issued a press release that includes, among other matters, information related to the Joint Venture, as defined and described in Item 8.01 below and incorporated into this Item 7.01 by reference. A copy of the press release is furnished as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise stated in such filings.
Item 8.01 Other Events
On October 8, 2019, Equinix and GIC, Singapore’s sovereign wealth fund (“GIC”), closed their initial joint venture (the "Joint Venture"). Upon closing, the Joint Venture acquired certain data center facilities in Europe, with the opportunity to add additional facilities to the Joint Venture in the future.
Pursuant to the terms of the Joint Venture, the facilities have been acquired and are held by wholly-owned subsidiaries of EMEA Hyperscale 1 C.V., a Dutch limited partnership of which Equinix owns a 20% interest and GIC owns an 80% interest.
The initial six facilities which are intended to comprise the Joint Venture will be located in Amsterdam, Frankfurt (two sites), London (two sites) and Paris. Equinix will provide a number of services to the Joint Venture, and each of the data centers will be managed and operated by Equinix. The services will include the sales and marketing of the data centers, managing the development of the data centers (and any expansions to those data centers), facilities management of the data centers, and management and coordination of the Joint Venture.
Concurrent with the closing, the Joint Venture closed on €850 million of secured credit facilities, consisting of a €200 million secured term loan facility that was drawn at closing and used to fund a portion of the consideration paid to Equinix for the sale to the Joint Venture of the LD10- of which Equinix is leasing back a portion- and PA8 IBX data centers, a €610 million secured delayed draw term loan facility that will be used to fund a portion of the planned development and construction costs for the new xScale data centers in Amsterdam, Frankfurt and London, and a €40 million secured revolving credit facility that will be used to fund working capital needs and other general corporate purposes of the Joint Venture. Deutsche Bank and ING Bank N.V. acted as underwriters, joint-mandated lead arrangers and joint bookrunners for the facilities.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws, including statements regarding the Joint Venture and the acquisition of certain data centers. The forward-looking statements involve risks and uncertainties. Actual results may differ materially from expectations discussed in such forward-looking statements. Although Equinix believes that its forward-looking statements are based on reasonable assumptions, expected results may not be achieved, and actual results may differ materially from its expectations. Factors that might cause such a material difference include, without limitations, risks related to whether the data centers which will be contributed to the Joint Venture will be integrated successfully, and whether such integration may be more difficult, time-consuming or costly than expected; risks that the expected benefits of the Joint Venture will not occur; the challenges of operating and managing data centers and developing, deploying and delivering Equinix services; the ability to generate sufficient cash flow or otherwise obtain funds to repay new or outstanding indebtedness; any inability of the Joint Venture to obtain financing as needed; competition from existing and new competitors; the loss or decline in business from key hyperscale companies; disruption from the Joint Venture making it more difficult to conduct business as usual or maintain relationships with customers, employees or suppliers; and other risks described from time to time in Equinix’s filings with the Securities and Exchange Commission.
Equinix’s forward-looking statements should not be relied upon except as statements of Equinix’s present intentions and of Equinix’s present expectations, which may or may not occur. Cautionary statements should be read as being applicable to all forward-looking statements wherever they appear. Except as required by law, Equinix undertakes no obligation to release publicly the result of any revision to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures Equinix has made in this Current Report on Form 8-K, as well as Equinix’s other filings with the Securities and Exchange Commission. Equinix does not assume any obligation to update the forward-looking information contained in this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits
|99.1||Press release issued by Equinix on October 9, 2019|
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|DATE: October 9, 2019||EQUINIX, INC.|
|By:||/s/ Keith D. Taylor|
|Keith D. Taylor|
|Chief Financial Officer|
|99.1||Press release issued by Equinix on October 9, 2019|
Equinix and GIC Complete Formation of Greater than US$1.0 Billion European Data Center Joint Venture
REDWOOD CITY, Calif., Oct. 9, 2019 /PRNewswire/ -- Equinix, Inc. (Nasdaq: EQIX), the global interconnection and data center company, today announced the completion of the formation of the greater than US$1.0 billion joint venture in the form of a limited liability partnership with GIC, Singapore's sovereign wealth fund, to develop and operate xScale™ data centers in Europe. As announced with the signing of the agreement in July, xScale data centers will serve the unique core workload deployment needs of a targeted group of hyperscale companies, including the world's largest cloud service providers. The facilities will allow these key enablers of digital transformation to streamline their continued growth, while strengthening Equinix's leadership position in the cloud ecosystem, as enterprises increasingly embrace hybrid multicloud as the IT architecture of choice.
The initial six facilities in the joint venture will be located in the Amsterdam, London (two sites), Frankfurt (two sites) and Paris markets, on some of Equinix's existing International Business Exchange™ (IBX®) data center campuses.
Equinix, Inc. (Nasdaq: EQIX) connects the world's leading businesses to their customers, employees and partners inside the most-interconnected data centers. On this global platform for digital business, companies come together across more than 50 markets on five continents to reach everywhere, interconnect everyone and integrate everything they need to create their digital futures. www.equinix.com.
This press release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from expectations discussed in such forward-looking statements. Factors that might cause such a material difference include, without limitations, risks related to whether the data centers which will be contributed to the Joint Venture will be integrated successfully, and whether such integration may be more difficult, time-consuming or costly than expected; risks that the expected benefits of the Joint Venture will not occur; the challenges of operating and managing data centers and developing, deploying and delivering Equinix services; the ability to generate sufficient cash flow or otherwise obtain funds to repay new or outstanding indebtedness; any inability of the Joint Venture to obtain financing as needed; competition from existing and new competitors; the loss or decline in business of key hyperscale companies; disruption to the Joint Venture making it more difficult to conduct business as usual or maintain relationships with customers, employees or suppliers; and other risks described from time to time in Equinix's filings with the Securities and Exchange Commission. In particular, see recent Equinix quarterly and annual reports filed with the Securities and Exchange Commission, copies of which are available upon request from Equinix. Equinix does not assume any obligation to update the forward-looking information contained in this press release.
CONTACT: Equinix Media Contact (Global), David Fonkalsrud, +1 650-598-6240, firstname.lastname@example.org, or Investor Relations Contacts, Katrina Rymill, +1 650-598-6583, email@example.com, or Chip Newcom, +1 650-598-6262, firstname.lastname@example.org