Equinix Announces Pricing of Public Offerings of $1.9 Billion of Common Stock and $1.25 Billion of Senior Notes
REDWOOD CITY, Calif., March 8, 2017 /PRNewswire/ -- Equinix, Inc. (Nasdaq: EQIX), the global interconnection and data center company, today announced the pricing of concurrent public offerings of 5,277,778 shares of its common stock at a price to the public of $360.00 per share (the "Equity Offering") and $1.25 billion in aggregate principal amount of its 5.375% Senior Notes due 2027 (the "Notes Offering"). In addition, Equinix has granted the underwriters of the Equity Offering a 30-day option to purchase up to an additional 791,666 shares of its common stock. The Equity Offering and the Notes Offering are separate public offerings made by means of separate prospectus supplements under Equinix's effective shelf registration statement and are not contingent on each other or upon the completion of the Acquisition discussed below. All of the shares of the common stock and notes to be sold in the offerings are offered by Equinix. The Equity Offering is expected to close on March 14, 2017 and the Notes Offering is expected to close on March 22, 2017, subject to customary closing conditions.
The notes will be Equinix's general senior obligations and will rank equal in right of payment to all of its existing and future senior indebtedness. Interest will be payable semi-annually at a rate of 5.375% per year. The notes will mature on May 15, 2027. The notes are redeemable by Equinix prior to maturity at a premium under certain circumstances.
Equinix expects the net proceeds from the Equity Offering to be approximately $1.845 billion (or approximately $2.122 billion if the underwriters exercise their option to purchase additional shares in full) and the net proceeds from the Notes Offering to be approximately $1.236 billion, in each case, after deducting underwriting discounts and commissions and before estimated offering expenses. Equinix intends to use the net proceeds of the Equity Offering and the Notes Offering and existing term loan B borrowings of approximately $1.053 billion to finance the previously announced proposed acquisition of the colocation services business of Verizon Communications Inc. at 24 data center sites in the United States, Brazil and Colombia (the "Acquisition") and related transaction fees and expenses and for general corporate purposes. However, if for any reason the Acquisition is not completed, then Equinix intends to use all of the net proceeds from the Equity Offering for general corporate purposes. In addition, if for any reason the Acquisition is not completed on or prior to December 6, 2017, or if, prior to such date, the transaction agreement relating to the Acquisition is terminated, then in either case Equinix will be required to redeem the notes at par.
J.P. Morgan, BofA Merrill Lynch, Goldman, Sachs & Co., RBC Capital Markets, Barclays and Citigroup are acting as joint book-running managers and ING, MUFG, TD Securities, HSBC, BTIG and Evercore ISI are acting as co-managers for the Equity Offering.
J.P. Morgan, BofA Merrill Lynch, RBC Capital Markets, Barclays, Goldman, Sachs & Co., MUFG and TD Securities are acting as joint book-running managers and ING, HSBC and US Bancorp are acting as co-managers for the Notes Offering.
Equinix has filed a registration statement (including a preliminary prospectus supplement for each offering and accompanying prospectus) with the Securities and Exchange Commission (the "SEC") for the Equity Offering and the Notes Offering to which this communication relates. Each offering may be made only by means of a prospectus supplement relating to such offering and the accompanying prospectus. Before you invest, you should read the registration statement (including the preliminary prospectus supplement for each offering and accompanying prospectus) for more complete information about Equinix, the Equity Offering and the Notes Offering. You may get a preliminary prospectus supplement for either offering and accompanying prospectus for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and accompanying prospectus relating to the Equity Offering may be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention Prospectus Department, or by calling 1-866-803-9204, or BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, or e-mail firstname.lastname@example.org, or Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing email@example.com.
Copies of the preliminary prospectus supplement and accompanying prospectus relating to the Notes Offering may be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention Prospectus Department, or by calling 1-866-803-9204, or BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, or e-mail firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Equinix, Inc. (Nasdaq: EQIX) connects the world's leading businesses to their customers, employees and partners inside the most interconnected data centers. In 41 markets across five continents, Equinix is where companies come together to realize new opportunities and accelerate their business, IT and cloud strategies.
Forward Looking Statements
This press release contains forward-looking statements that are based on Equinix management's current expectations. Such statements include plans, projections and estimates regarding the Equity Offering, the Notes Offering, the Acquisition, and the receipt and use of the proceeds from the Equity Offering and the Notes Offering. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including investor demand, market conditions, customary closing conditions and other factors. In particular, there can be no assurance that Equinix will complete the Equity Offering, the Notes Offering or the Acquisition. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors that could affect Equinix and its results is included in Equinix's filings with the SEC. Equinix does not assume any obligation to update the forward-looking information contained in this press release.
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SOURCE Equinix, Inc.
Released March 8, 2017