eqix-20210630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 000-31293

EQUINIX, INC.

(Exact name of registrant as specified in its charter)


Delaware						77-0487526
(State of incorporation)						(I.R.S. Employer Identification No.)

One Lagoon Drive, Redwood City, California 94065

(Address of principal executive offices, including ZIP code)

(650) 598-6000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common Stock, $0.001

EQIX

The Nasdaq Stock Market LLC

0.250% Senior Notes due 2027

The Nasdaq Stock Market LLC

1.000% Senior Notes due 2033

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares outstanding of the registrant's Common Stock as of July 29, 2021 was 89,750,207.

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EQUINIX, INC.

INDEX


		Page No.

	Summary of Risk Factors	4

Part I - Financial Information

Item 1.	Condensed Consolidated Financial Statements (unaudited):	6

	Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020	6

	Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2021 and 2020	7

	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2021 and 2020	8

	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2021 and 2020	9

	Notes to Condensed Consolidated Financial Statements	10

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	38

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	65

Item 4.	Controls and Procedures	67

Part II - Other Information

Item 1.	Legal Proceedings	68

Item 1A.	Risk Factors	68

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	94

Item 3.	Defaults Upon Senior Securities	94

Item 4.	Mine Safety Disclosure	94

Item 5.	Other Information	94

Item 6.	Exhibits	95

Signatures		102

Index to Exhibits		103

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Summary of Risk Factors

Our business is subject to numerous risks and uncertainties that make an investment in our securities speculative or risky, any one of which could materially adversely affect our results of operations, financial condition or business. These risks include, but are not limited to, those listed below. This list is not complete, and should be read together with the section titled “Risk Factors” in this Quarterly Report on Form 10-Q, as well as the other information in this Quarterly Report on Form 10-Q and the other filings that we make with the U.S. Securities and Exchange Commission (the “SEC”).

Risks Related to Our Business and Our Operations

•The ongoing COVID-19 pandemic could have a negative effect on our business, results of operations and financial condition.

•We experienced an information technology security breach in the past and may be vulnerable to future security breaches, which could disrupt our operations and have a material adverse effect on our business, results of operation and financial condition.

•Terrorist activity, or other acts of violence, including violence stemming from the current climate of political and economic uncertainty, could adversely impact our business.

•Our offerings have a long sales cycle that may harm our revenue and results of operations.

•Any failure of our physical infrastructure or negative impact on our ability to meet our obligations to our customers or damage to customer infrastructure within our IBX data centers, could lead to significant costs and disruptions that could reduce our revenue and harm our business reputation and financial condition.

•We are currently making significant investments in our back-office information technology systems and processes. Difficulties from or disruptions to these efforts may interrupt our normal operations and adversely affect our business and results of operations.

•The level of insurance coverage that we purchase may prove to be inadequate.

•The use of high power density equipment may limit our ability to fully utilize our older IBX data centers.

•If we are unable to implement our evolving organizational structure or if we are unable to recruit or retain key executives and qualified personnel, our business could be harmed.

•We may not be able to compete successfully against current and future competitors.

•If we cannot continue to develop, acquire, market and provide new offerings or enhancements to existing offerings that meet customer requirements and differentiate us from our competitors, our results of operations could suffer.

•Our results of operations may fluctuate.

•Our days sales outstanding ("DSO") may be negatively impacted by process and system upgrades and acquisitions.

•We may incur goodwill and other intangible asset impairment charges, or impairment charges to our property, plant and equipment, which could result in a significant reduction to our earnings.

•We have incurred substantial losses in the past and may incur additional losses in the future.

•The failure to obtain favorable terms when we renew our IBX data center leases, or the failure to renew such leases, could harm our business and results of operations.

•We depend on a number of third parties to provide internet connectivity to our IBX data centers; if connectivity is interrupted or terminated, our results of operations and cash flow could be materially and adversely affected.

•We have government customers, which subjects us to risks including early termination, audits, investigations, sanctions and penalties.

•Because we depend on the development and growth of a balanced customer base, including key magnet customers, failure to attract, grow and retain this base of customers could harm our business and results of operations.

•Industry consolidation may have a negative impact on our business model.

•Our business could be harmed by prolonged power outages, shortages or capacity constraints.

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Risks Related to Our Expansion Plans

•Our construction of new IBX data centers or IBX data center expansions could involve significant risks to our business.

•Acquisitions present many risks, and we may not realize the financial or strategic goals that were contemplated at the time of any transaction.

•The anticipated benefits of our joint ventures with GIC Private Limited, Singapore’s sovereign wealth fund (“GIC”), may not be fully realized or take longer to realize than expected.

•Joint venture investments, such as our joint ventures with GIC, could expose us to risks and liabilities in connection with the formation of the new joint ventures, the operation of such joint ventures without sole decision-making authority, and our reliance on joint venture partners who may have economic and business interests that are inconsistent with our business interests.

•If we cannot effectively manage our international operations, and successfully implement our international expansion plans, or comply with evolving laws and regulations, our revenues may not increase, and our business and results of operations would be harmed.

•We are continuing to invest in our expansion efforts but may not have sufficient customer demand in the future to realize expected returns on these investments.

Risks Related to Our Capital Needs and Capital Strategy

•Our substantial debt could adversely affect our cash flows and limit our flexibility to raise additional capital.

•The phase-out of the London Interbank Offered Rate (“LIBOR”), and uncertainty as to its replacement, may adversely affect our business.

•Sales or issuances of shares of our common stock may adversely affect the market price of our common stock.

•If we are not able to generate sufficient operating cash flows or obtain external financing, our ability to fund incremental expansion plans may be limited.

•Fluctuations in foreign currency exchange rates in the markets in which we operate internationally could harm our results of operations.

•Our derivative transactions expose us to counterparty credit risk.

Risks Related to Environmental Laws and Climate Change Impacts

•Environmental regulations may impose upon us new or unexpected costs.

•Our business may be adversely affected by climate change and responses to it.

Risks Related to Certain Regulations and Laws, Including Tax Laws

•Changes in U.S. or foreign tax laws, regulations, or interpretations thereof, including changes to tax rates, may adversely affect our financial statements and cash taxes.

•Government regulation or failure to comply with laws and regulations may adversely affect our business.

Risks Related to Our Taxation as a REIT

•We have a number of risks related to our taxation as a REIT, including the risk that we may not be able to maintain our qualification as a REIT which could expose us to substantial corporate income tax and have a materially adverse effect on our business, financial condition, and results of operations.

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PART I - FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

EQUINIX, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)


	June 30, 2021		December 31, 2020
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	1,799,727	$	1,604,869
Short-term investments	—		4,532
Accounts receivable, net of allowance of $10,779 and $10,677	726,382		676,738
Other current assets	394,880		323,016
Assets held for sale	227,073		—
Total current assets	3,148,062		2,609,155

Property, plant and equipment, net	15,143,898		14,503,084
Operating lease right-of-use assets	1,371,794		1,475,057
Goodwill	5,411,123		5,472,553
Intangible assets, net	2,047,515		2,170,945
Other assets	807,970		776,047
Total assets	$	27,930,362	$	27,006,841
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable and accrued expenses	$	767,963	$	844,862
Accrued property, plant and equipment	304,333		301,155
Current portion of operating lease liabilities	149,103		154,207
Current portion of finance lease liabilities	148,320		137,683
Current portion of mortgage and loans payable	42,580		82,289
Current portion of senior notes	—		150,186
Other current liabilities	271,072		354,368

Total current liabilities	1,683,371		2,024,750
Operating lease liabilities, less current portion	1,191,676		1,308,627
Finance lease liabilities, less current portion	2,000,006		1,784,816
Mortgage and loans payable, less current portion	611,441		1,287,254
Senior notes, less current portion	11,027,243		9,018,277
Other liabilities	770,153		948,999
Total liabilities	17,283,890		16,372,723
Commitments and contingencies (Note 11)
Equinix stockholders' equity
Common stock, $0.001 par value per share: 300,000,000 shares authorized; 90,065,200 issued and 89,750,177 outstanding in 2021 and 89,462,304 issued and 89,134,252 outstanding in 2020	90		89
Additional paid-in capital	15,360,726		15,028,357
Treasury stock, at cost; 315,023 shares in 2021 and 328,052 shares in 2020	(117,270)		(122,118)
Accumulated dividends	(5,640,963)		(5,119,274)
Accumulated other comprehensive loss	(941,114)		(913,368)
Retained earnings	1,985,003		1,760,302
Total Equinix stockholders' equity	10,646,472		10,633,988
Non-controlling interests	—		130
Total stockholders' equity	10,646,472		10,634,118
Total liabilities and stockholders' equity	$	27,930,362	$	27,006,841

See accompanying notes to condensed consolidated financial statements.

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EQUINIX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
	(Unaudited)
Revenues	$	1,657,919	$	1,470,121	$	3,253,983	$	2,914,663
Costs and operating expenses:
Cost of revenues	865,120		739,344		1,676,337		1,475,626
Sales and marketing	185,610		178,124		368,437		358,574
General and administrative	322,005		256,890		623,461		518,487
Transaction costs	6,985		13,617		8,167		25,147

(Gain) loss on asset sales	(455)		(342)		1,265		857
Total costs and operating expenses	1,379,265		1,187,633		2,677,667		2,378,691
Income from operations	278,654		282,488		576,316		535,972
Interest income	374		1,685		1,103		5,958
Interest expense	(87,231)		(108,480)		(176,912)		(215,818)
Other income (expense)	(39,377)		4,278		(46,327)		9,448
Loss on debt extinguishment	(102,460)		(1,868)		(115,518)		(8,309)
Income before income taxes	49,960		178,103		238,662		327,251
Income tax (expense) benefit	18,527		(44,753)		(14,101)		(74,944)
Net income	68,487		133,350		224,561		252,307
Net (income) loss attributable to non-controlling interests	(148)		(46)		140		(211)
Net income attributable to Equinix	$	68,339	$	133,304	$	224,701	$	252,096
Earnings per share ("EPS") attributable to Equinix:
Basic EPS	$	0.76	$	1.53	$	2.51	$	2.92
Weighted-average shares for basic EPS	89,648		87,303		89,490		86,427
Diluted EPS	$	0.76	$	1.52	$	2.50	$	2.90
Weighted-average shares for diluted EPS	90,104		87,901		90,024		87,065

See accompanying notes to condensed consolidated financial statements.

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EQUINIX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
	(Unaudited)
Net income	$	68,487	$	133,350	$	224,561	$	252,307
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment ("CTA") gain (loss), net of tax effects of $0, $0, $0 and $0	110,466		181,286		(184,680)		(232,506)
Net investment hedge CTA gain (loss), net of tax effect of $0, $0, $0 and $0	(37,036)		(97,058)		133,139		47,888

Unrealized gain (loss) on cash flow hedges, net of tax effects of $(447), $4,772, $(8,339) and $(1,595)	(5,700)		(17,868)		23,778		(21,124)
Net actuarial gain on defined benefit plans, net of tax effects of $(3), $(6), $(8) and $3	15		20		27		55
Total other comprehensive income (loss), net of tax	67,745		66,380		(27,736)		(205,687)
Comprehensive income, net of tax	136,232		199,730		196,825		46,620
Net (income) loss attributable to non-controlling interests	(148)		(46)		140		(211)
Other comprehensive (income) loss attributable to non-controlling interests	(11)		(2)		(10)		9
Comprehensive income attributable to Equinix	$	136,073	$	199,682	$	196,955	$	46,418

See accompanying notes to condensed consolidated financial statements.

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EQUINIX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Six Months Ended June 30,
	2021		2020
	(Unaudited)
Cash flows from operating activities:
Net income	$	224,561	$	252,307
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	706,184		586,609
Stock-based compensation	172,685		140,343
Amortization of intangible assets	105,074		97,853
Amortization of debt issuance costs and debt discounts and premiums	8,370		7,904
Provision for credit loss allowance	5,751		11,496

Loss on asset sales	1,265		857

Loss on debt extinguishment	115,518		8,309
Other items	17,545		10,654
Changes in operating assets and liabilities:
Accounts receivable	(57,329)		(14,233)
Income taxes, net	(65,935)		11,861
Other assets	(57,280)		(60,019)
Operating lease right-of-use assets	61,775		76,292
Operating lease liabilities	(100,328)		(72,091)
Accounts payable and accrued expenses	(57,201)		(25,564)
Other liabilities	(90,300)		58,938
Net cash provided by operating activities	990,355		1,091,516
Cash flows from investing activities:
Purchases of investments	(25,001)		(52,415)
Sales of investments	4,057		12,134
Business acquisitions, net of cash and restricted cash acquired	—		(478,248)
Purchases of real estate	(87,637)		(82,567)
Purchases of other property, plant and equipment	(1,255,830)		(882,889)

Net cash used in investing activities	(1,364,411)		(1,483,985)
Cash flows from financing activities:
Proceeds from employee equity awards	40,034		30,391
Payment of dividends	(521,092)		(469,487)
Proceeds from public offering of common stock, net of issuance costs	99,599		1,784,898
Proceeds from senior notes, net of debt discounts	3,878,662		2,585,736
Proceeds from mortgage and loans payable	—		750,790
Repayments of finance lease liabilities	(98,877)		(42,681)
Repayments of mortgage and loans payable	(696,059)		(789,178)
Repayment of senior notes	(1,990,650)		(493,711)
Debt extinguishment costs	(99,185)		(4,619)
Debt issuance costs	(25,102)		(26,266)

Net cash provided by financing activities	587,330		3,325,873
Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash	(17,054)		(12,876)

Net increase in cash, cash equivalents and restricted cash	196,220		2,920,528
Cash, cash equivalents and restricted cash at beginning of period	1,625,695		1,886,613
Cash, cash equivalents and restricted cash at end of period	$	1,821,915	$	4,807,141

Cash and cash equivalents	$	1,799,727	$	4,785,050
Current portion of restricted cash included in other current assets	12,994		13,293
Non-current portion of restricted cash included in other assets	9,194		8,798
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows	$	1,821,915	$	4,807,141

See accompanying notes to condensed consolidated financial statements.

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EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared by Equinix, Inc. (collectively with its consolidated subsidiaries referred to as "Equinix," the "Company," "we," "our," or "us") and reflect all adjustments, consisting only of normal recurring adjustments, which in the opinion of management are necessary to fairly state the financial position and the results of operations for the interim periods presented. In the preparation of our condensed consolidated financial statements, we have considered potential impacts of the COVID-19 pandemic on our critical and significant accounting estimates. There was no significant impact to our condensed consolidated financial statements. We will continue to evaluate the nature and extent of the potential impacts to our business and our condensed consolidated financial statements.

Our condensed consolidated balance sheet data as of December 31, 2020 has been derived from audited consolidated financial statements as of that date. Our condensed consolidated financial statements have been prepared in accordance with the regulations of the Securities and Exchange Commission ("SEC"), but omit certain information and footnote disclosure necessary to present the statements in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). For further information, refer to the Consolidated Financial Statements and Notes thereto included in our Form 10-K as filed with the SEC on February 19, 2021. Results for the interim periods are not necessarily indicative of results for the entire fiscal year.

Consolidation

The accompanying unaudited condensed consolidated financial statements include our acquisitions of 12 data center sites across Canada from BCE Inc. ("Bell") from October 1, 2020 and one additional data center site from November 2, 2020, Packet Host, Inc. (“Packet”) from March 2, 2020, and three data centers in Mexico acquired from Axtel S.A.B. de C.V ("Axtel") from January 8, 2020. All intercompany accounts and transactions have been eliminated in consolidation.

Income Taxes

We elected to be taxed as a real estate investment trust for U.S. federal income tax purposes ("REIT") beginning with our 2015 taxable year. As a result, we may deduct the distributions made to our stockholders from taxable income generated by our REIT and qualified REIT subsidiaries ("QRSs"). Our dividends paid deduction generally eliminates the U.S. federal taxable income of our REIT and QRSs, resulting in no U.S. federal income tax due. However, our domestic taxable REIT subsidiaries ("TRSs") are subject to U.S. corporate income taxes on any taxable income generated by them. In addition, our foreign operations are subject to local income taxes regardless of whether the foreign operations are operated as QRSs or TRSs.

We provide for income taxes during interim periods based on the estimated effective tax rate for the year. The effective tax rate is subject to change in the future due to various factors such as our operating performance, tax law changes and future business acquisitions.

Our effective tax rates were 5.9% and 22.9% for the six months ended June 30, 2021 and 2020, respectively. The decrease in the effective tax rate for the six months ended June 30, 2021 as compared to the same period in 2020 is primarily due to the favorable resolution of uncertain tax positions of approximately $72.0 million resulting from the settlement of various tax audits in the United Kingdom ("UK"), Germany, and Australia, partially offset by $11.0 million resulting from the revaluation of our deferred tax liabilities due to the UK corporate tax rate increase from 19% to 25% enacted in the current period.

Of the unrecognized tax benefits being realized in the current period, $33.6 million is related to the uncertain tax position inherited from the Metronode Acquisition. The uncertain tax position was covered by an indemnification agreement with the Seller. The realization of the unrecognized tax benefits resulted in an impairment of the indemnification asset for the same amount, which has been included in Other Income (Expense) on the Condensed Consolidated Statements of Operations.

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EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Recent Accounting Pronouncements

Accounting Standards Not Yet Adopted

In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-06: Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). The ASU simplifies the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock and modifies the disclosure requirement for the convertible instruments. Additionally, this ASU improves the consistency of EPS calculations by eliminating the use of the treasury stock method to calculate diluted EPS for convertible instruments and clarifies certain areas under the current EPS guidance. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2021, with early adoption permitted at the beginning of the fiscal year after December 15, 2020. We are currently evaluating the extent of the impact of this ASU, but do not expect the adoption of this standard to have a significant impact on our condensed consolidated financial statements.

Accounting Standards Adopted

In December 2019, FASB issued ASU 2019-12, Income Taxes ("Topic 740"): Simplifying the Accounting for Income Taxes. The ASU simplifies accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The ASU also improves consistent application of and simplifies generally accepted accounting principles ("GAAP") for other areas of Topic 740 by clarifying and amending existing guidance. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted including adoption in any interim period for periods for which financial statements have not yet been issued. On January 1, 2021, we adopted this ASU on a prospective basis and the adoption of this standard did not have an impact on our condensed consolidated financial statements.

In March 2020, FASB issued ASU 2020-04, Reference Rate Reform ("Topic 848"): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. In addition, FASB issued ASU 2021-01, Reference Rate Reform ("Topic 848"), which clarifies the scope of Topic 848. Collectively, the guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 was effective for all entities as of March 12, 2020 through December 31, 2022 and ASU 2021-01 is effective upon issuance. We adopted these ASUs upon their respective issuances and there was no impact on our condensed consolidated financial statements as a result of adopting the guidance. We will evaluate our debt, derivative and lease contracts that may become eligible for modification relief and may apply the elections prospectively as needed.

2. Revenue

Contract Balances

The following table summarizes the opening and closing balances of our accounts receivable, net; contract assets, current; contract assets, non-current; deferred revenue, current; and deferred revenue, non-current (in thousands):


	Accounts receivable, net (1)		Contract assets, current		Contract assets, non-current		Deferred revenue, current		Deferred revenue, non-current
Beginning balances as of January 1, 2021	$	676,738	$	13,534	$	54,050	$	101,258	$	71,242
Closing balances as of June 30, 2021	726,382		33,614		53,137		104,568		68,992
Increase (Decrease)	$	49,644	$	20,080	$	(913)	$	3,310	$	(2,250)

(1) The net change in our allowance for credit losses was insignificant during the six months ended June 30, 2021.

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EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The difference between the opening and closing balances of our accounts receivable, net, contract assets and deferred revenues primarily results from revenue growth and the timing difference between the satisfaction of our performance obligation and the customer's payment. The amount of revenue recognized during the six months ended June 30, 2021 from the opening deferred revenue balance as of January 1, 2021 was $57.7 million.

Remaining performance obligations

As of June 30, 2021, approximately $8.5 billion of total revenues, including deferred installation revenues, are expected to be recognized in future periods. Most of our revenue contracts have an initial term varying from one to three years, and thereafter, automatically renew in one-year increments. Included in the remaining performance obligations are contracts that are either under the initial term or under one-year renewal periods. We expect to recognize approximately 70% of our remaining performance obligations as revenues over the next two years, with more revenues expected to be recognized in the first year due to the impact of contracts renewal. The remainder of the balance is generally expected to be recognized over the next three to five years. We estimate our remaining performance obligations at a point in time. Actual amounts and timing of revenue recognition may differ from these estimates due to changes in actual deployments dates, contract modifications, renewals and/or terminations.

The remaining performance obligations do not include variable consideration related to unsatisfied performance obligations such as the usage of metered power, service fees from xScaleTM data centers, which are calculated based on future events or actual costs incurred in the future, or any contracts that could be terminated without any significant penalties such as the majority of interconnection revenues. The remaining performance obligations above include revenues to be recognized in the future related to arrangements where we are considered the lessor.

3. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share ("EPS") for the periods presented (in thousands, except per share amounts):


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Net income	$	68,487	$	133,350	$	224,561	$	252,307
Net (income) loss attributable to non-controlling interests	(148)		(46)		140		(211)
Net income attributable to Equinix	$	68,339	$	133,304	$	224,701	$	252,096

Weighted-average shares used to calculate basic EPS	89,648		87,303		89,490		86,427
Effect of dilutive securities:
Employee equity awards	456		598		534		638
Weighted-average shares used to calculate diluted EPS	90,104		87,901		90,024		87,065

EPS attributable to Equinix:
Basic EPS	$	0.76	$	1.53	$	2.51	$	2.92
Diluted EPS	$	0.76	$	1.52	$	2.50	$	2.90

We have excluded common stock related to employee equity awards in the diluted EPS calculation above of approximately 248,000 shares and 31,000 shares for the three months ended June 30, 2021 and 2020, respectively, and approximately 199,000 and 23,000 shares for the six months ended June 30, 2021 and 2020, because their effect would be anti-dilutive.

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4. Acquisitions

2020 Acquisitions

Acquisition of Bell Data Centers (the "Bell Acquisition")

On October 1, 2020, we completed the acquisition of 12 data center sites across Canada from Bell, with one additional data center in Ottawa Canada acquired on November 2, 2020, for a total combined purchase consideration of approximately C$934.3 million, or $704.0 million at the exchange rates in effect on those dates. The acquisition supports our ongoing expansion to meet customer demand in Canada.

Acquisition of Packet (the "Packet Acquisition")

On March 2, 2020, we acquired all outstanding shares and equity awards of Packet Host, Inc. (“Packet”), a leading bare metal automation platform for a total purchase consideration of approximately $290.3 million in cash. In addition, we paid $16.1 million in cash to accelerate the vesting of unvested Packet equity awards for certain Packet employees, which was recorded as stock-based compensation expense during the three months ended March 31, 2020. In connection with the acquisition, we also issued restricted stock awards with an aggregated fair value of $30.2 million and a three-year vesting period, which will be recognized as stock-based compensation costs over the vesting period. The acquisition, combined with Equinix MetalTM, is expected to accelerate our strategy to help enterprises deploy hybrid multicloud architectures on our data center platform.

Acquisition of data centers from Axtel (the "Axtel Acquisition")

On January 8, 2020, 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, including $175.0 million in cash and $14.0 million we paid to the seller for recoverable value-added taxes ("VAT") incurred prior to the acquisition, which related to a corresponding VAT receivable acquired upon acquisition. The acquisition supports our ongoing expansion to meet customer demand in our Americas region.

Purchase price allocation

Each of these acquisitions constitute a business under the accounting standard for business combinations and, therefore, were accounted for as business combinations using the acquisition method of accounting. Under the acquisition method of accounting, the total purchase price is allocated to the assets acquired and liabilities assumed measured at fair value on the date of acquisition.

As of June 30, 2021, we had completed the detailed valuation analysis to derive the fair value of assets acquired and liabilities assumed from the Bell acquisition and finalized the allocation of purchase price.

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A summary of the allocation of total purchase consideration is presented as follows (in thousands):


	Bell (1)		Packet		Axtel
	Final
Cash and cash equivalents	$	—	$	1,068	$	—
Accounts receivable	—		5,098		—
Other current assets	696		299		14,048
Property, plant and equipment	538,717		27,945		76,407
Operating lease right-of-use assets	14,359		1,519		1,646
Intangible assets	75,857		58,500		22,750
Goodwill	172,387		230,620		78,902
Deferred tax and other assets	722		138		—
Total assets acquired	802,738		325,187		193,753
Accounts payable and accrued liabilities	(895)		(1,275)		(238)
Other current liabilities	—		(860)		—
Operating lease liabilities	(13,340)		(1,519)		(1,586)
Finance lease liabilities	(80,026)		(27,945)		—
Deferred tax and other liabilities	(4,495)		(3,290)		(2,911)
Net assets acquired	$	703,982	$	290,298	$	189,018

(1)For the Bell Acquisition, the purchase price allocation adjustments since the provisional amounts reported as of December 31, 2020 were not significant. As of June 30, 2021, the purchase price allocation was final.

Property, plant and equipment - The fair values of property, plant and equipment acquired from these three acquisitions were estimated by applying the cost approach, with the exception of land, which we estimated by applying the market approach. The key assumptions of the cost approach include replacement cost new, physical deterioration, functional and economic obsolescence, economic useful life, remaining useful life, age and effective age.

Intangible assets - The following table presents certain information on the acquired intangible assets (in thousands):


Intangible Assets	Fair Value		Estimated Useful Lives (Years)	Weighted-average Estimated Useful Lives (Years)
Bell:
Customer relationships	$	75,857	15.0	15.0
Packet:
Trade names	1,300		3.0	3.0
Existing technology	5,100		3.0	3.0
Customer relationships	52,100		10.0	10.0
Axtel:
Customer relationships	22,750		15.0	15.0

The fair values of customer relationships acquired from these acquisitions were estimated from applying an income approach, by calculating the present value of estimated future operating cash flows generated from existing customers less costs to realize the revenue. We applied a discount rate of 8.0% for Bell, 8.0% for Packet and 13.3% for Axtel, which reflects the nature of the assets as they relate to the risk and uncertainty of the estimated future operating cash flows, as well as the risk of the country within which the acquired business operates.

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The fair value of the Packet trade name was estimated using the relief from royalty method under the income approach. We applied a relief from royalty rate of 1.0% and a discount rate of 8.0%. The fair value of existing technology was estimated under the cost approach by projecting the cost to recreate a new asset with an equivalent utility of the existing technology. The key assumptions of the cost approach include total cost, time to recreate and functional obsolescence.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and liabilities assumed. Goodwill is attributable to the workforce of the acquired business and the projected revenue increase expected to arise from future customers after these acquisitions. Goodwill from these acquisitions is attributable to our Americas region. Goodwill from the Bell Acquisition is expected to be deductible for local tax purposes while goodwill from the Packet and Axtel Acquisitions are not amortizable for local tax purposes.

Pending Acquisition of GPX India

On August 7, 2020, we entered into an agreement to purchase the India operations of GPX Global Systems, Inc. ("GPX India"), representing two data centers in Mumbai, India for approximately $161.0 million in an all-cash transaction (the “GPX India Acquisition”). The GPX India Acquisition is expected to close in the third quarter of 2021, subject to customary closing conditions including regulatory approval. Upon the close of the acquisition, the operating results of the acquired business will be reported in our Asia-Pacific region.

5. Assets Held for Sale

In June 2021, we entered into an agreement to form our third joint venture in the form of a limited liability partnership with GIC, Singapore's sovereign wealth fund ("GIC"), to develop and operate additional xScaleTM data centers in Europe and the Americas (the “EMEA 2 Joint Venture”). xScale data centers are engineered to meet the technical and operational requirements and price points of core hyperscale workload deployments and also offer access to our comprehensive suite of interconnection and edge services. Upon closing, GIC will contribute cash in exchange for an 80% partnership interest in the EMEA 2 Joint Venture. We agreed to sell certain data center sites and facilities located in Frankfurt, Helsinki, Madrid, Milan, Paris, Sao Paolo and Warsaw, with the intention to add additional sites post-closing, in exchange for a 20% partnership interest in the EMEA 2 Joint Venture and cash proceeds. The transaction is expected to close in phases over the course of two years, pending regulatory approval and other closing conditions. The assets and liabilities of the data center sites that are expected to be sold within a year, which are currently included within our EMEA and Americas regions, were classified as held for sale as of June 30, 2021.

In May 2021, we entered into an agreement to sell the Dublin 5 ("DB5") data center site, which is currently under construction, to the EMEA 1 Joint Venture (as defined in note 6 below). The assets and liabilities of the DB5 data center, which are currently included within our EMEA region, were classified as held for sale as of June 30, 2021. The transaction closed in July 2021 (see note 14 below).

All assets and liabilities classified as held for sale are reported at the lower of their carrying amounts or fair values less costs to sell. The following table summarizes the assets and liabilities that were classified as assets and liabilities held for sale in the condensed consolidated balance sheet as of June 30, 2021 (in thousands):

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	June 30, 2021
Other current assets	$	12,399
Operating lease right-of-use assets	19,873
Property, plant and equipment	191,230
Other assets	3,571
Total assets held for sale	$	227,073

Current portion of operating lease liabilities	$	1,142
Operating lease liabilities, less current portion	619
Accrued property, plant and equipment	31,222
Total liabilities held for sale (1)	$	32,983

(1)Liabilities held for sale were included within other current liabilities on the condensed consolidated balance sheet.

6. Equity Method Investments

The following table summarizes the equity method investments (in thousands):


Investee	Ownership Percentage	June 30, 2021		December 31, 2020
EMEA 1 Joint Venture with GIC	20%	$	105,081	$	101,892
Asia-Pacific Joint Venture with GIC	20%	48,992		43,432
Other	Various	20,127		17,747
Total		$	174,200	$	163,071

EMEA 1 Joint Venture

In 2019, we entered into a joint venture in the form of a limited liability partnership with GIC (the "EMEA 1 Joint Venture"), to develop and operate xScale data centers in Europe. The EMEA 1 Joint Venture is not a variable interest entity ("VIE") because its equity investors have the characteristics of a controlling financial interest and it is sufficiently capitalized to sustain its operations, requiring additional funding from its partners only when expanding operations. During the six months ended June 30, 2021, we made equity contributions of $7.1 million to the EMEA 1 Joint Venture. Our share of income and losses of equity method investments from this joint venture was insignificant for the three and six months ended June 30, 2021 and 2020 and was included in other income (expense) on the condensed consolidated statement of operations.

We committed to make future equity contributions to the EMEA 1 Joint Venture for funding its future development. As of June 30, 2021, we had future equity contribution commitments of $25.1 million.

Variable Interest Entity

Asia-Pacific Joint Venture

On December 17, 2020, we entered into a second joint venture with GIC (the "Asia-Pacific Joint Venture") to develop and operate xScale data centers in Asia-Pacific. We provide certain management services to the Asia-Pacific Joint Venture operations and earn fees for the performance of such services. The Asia-Pacific Joint Venture does not have sufficient funds from operations to be self-sustained, thus is considered a VIE. In addition, the power to direct the activities of the Asia-Pacific Joint Venture that most significantly impact economic performance is shared equally between GIC and us. These activities include data center construction and operations, sales and marketing, financing, and real estate purchases or sales. Decisions about these activities require the consent of both GIC and us. We concluded that neither party is deemed to have predominant control over the Asia-Pacific Joint Venture and neither party is its primary beneficiary. Upon closing the Asia-Pacific Joint Venture, we recorded our

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initial 20% partnership interest at fair value of $42.6 million in total at the exchange rate in effect on December 17, 2020. During the six months ended June 30, 2021, we made additional equity contributions of $11.2 million to the Asia-Pacific Joint Venture. Our share of income and losses of equity method investments from this joint venture was insignificant for the three and six months ended June 30, 2021 and was included in other income (expense) on the condensed consolidated statement of operations.

In addition to the investment in the Asia-Pacific Joint Venture, we also had $16.7 million of receivables from the Asia-Pacific Joint Venture relating to purchase price adjustments on the sale of data center assets as well as amounts due under commercial service agreements, which were presented within accounts receivable, net on the condensed consolidated balance sheet as of June 30, 2021. During the three and six months ended June 30, 2021, the total revenue recorded from these services was $12.2 million and $14.4 million, respectively.

Concurrent with the closing of the Asia-Pacific Joint Venture, the Asia-Pacific Joint Venture entered into a credit facility agreement and a bond agreement with a group of lenders for secured debt facilities of $305.2 million in total at the exchange rate in effect on December 31, 2020. The Asia-Pacific Joint Venture’s debt is secured by the net assets of the Asia-Pacific Joint Venture without recourse to its partners. Under the Asia-Pacific Joint Venture agreement and pursuant to the credit facility and bond agreements, the joint venture partners are required to make additional equity contributions proportionately upon certain occurrences, such as a shortfall in capital necessary to complete certain construction phases or make interest payments on its outstanding debt. As of June 30, 2021, we had future equity contribution commitments of $6.8 million.

Our maximum exposure to loss related to the Asia-Pacific Joint Venture is limited to our equity investments, outstanding receivables including any unpaid service and performance fees earned, and future funding commitments including those that may be required pursuant to the credit facility and bond agreements. As of June 30, 2021, our maximum exposure to loss related to the Asia-Pacific Joint Venture was $72.4 million.

Other Related Party Transactions

In connection with the sale of the PA9 data center to the EMEA 1 Joint Venture, we have a commitment to the EMEA 1 Joint Venture to complete a residual portion of the PA9 data center for an estimated cost of $22.6 million in total, which is reimbursable in full upon completion. As of June 30, 2021, we had contract assets, current of $18.5 million, in relation to the progress in completing this commitment.

We received contingent consideration from the sales of xScale data centers to the EMEA 1 Joint Venture, which become receivable upon completion of certain performance milestones, primarily contingent on the local regulatory approvals for certain sites. The contingent consideration are considered derivatives and are remeasured at fair value each reporting period using inputs such as probabilities of payment, discount rates, foreign currency forward rates and projected payment dates. The fair value measurements were based on significant inputs that are not observable in the market and thus represent Level 3 measurements. The contingencies were partially met during the three months ended June 30, 2021 upon achieving the performance milestone for one of the sites. As of June 30, 2021 and December 31, 2020, the total fair value of the remaining contingent consideration was $15.6 million and $44.2 million, respectively, which was included in other current assets on the condensed consolidated balance sheets. Changes in the fair value of the contingent consideration were recorded in gain (loss) on asset sales on the condensed consolidated statement of operations.

We also have a sub-lease agreement with the EMEA 1 Joint Venture to sub-lease a portion of London ("LD") 10-2 data center or former LD10 data center, for a total of 15 years. For the three and six months ended June 30, 2021, we recorded approximately $4.2 million and $8.7 million, respectively, of rent expense for the LD10-2 data center. For the three and six months ended June 30, 2020, we recorded approximately $3.5 million and $6.9 million, respectively, of rent expense for the LD10-2 data center. As of June 30, 2021 and December 31, 2020, we had finance lease right of use ("ROU") assets of $126.0 million and $127.2 million, respectively and a finance lease ROU liability of $130.9 million and $130.8 million, respectively.

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We provide various services to the EMEA 1 Joint Venture through multiple agreements, including sales and marketing, development management, facilities management, and asset management services. As of June 30, 2021 and December 31, 2020, we had $6.0 million and $6.5 million, respectively, of total receivables from the EMEA 1 Joint Venture. For the three and six months ended June 30, 2021, total revenues from these contracts were $13.2 million and $18.8 million, respectively. For the three and six months ended June 30, 2020, total revenues from these contracts were $4.0 million and $8.5 million, respectively. The transactions with the EMEA 1 Joint Venture are generally considered to have been negotiated arm's length.

Additionally, we have an agreement to lease to the EMEA 1 Joint Venture a portion of land for the Frankfurt 9 xScale data center and a new building that is under construction on the land. As of June 30, 2021, the lease has not commenced yet and we recorded approximately $16.9 million of other liabilities in connection with the construction of the Frankfurt 9 xScale data center.

As previously described above, we provide various services to the Asia-Pacific Joint Venture, including portfolio management, sales and marketing, development, and facilities management services, which give rise to receivables. The transactions with the Asia-Pacific Joint Venture are generally considered to have been negotiated arm's length.

7. Derivatives and Hedging Activities

Derivatives Designated as Hedging Instruments

Net Investment Hedges. We are exposed to the impact of foreign exchange rate fluctuations on the value of investments in our foreign subsidiaries whose functional currencies are other than the U.S. Dollar. In order to mitigate the impact of foreign currency exchange rates, we have entered into various foreign currency debt obligations, which are designated as hedges against our net investments in foreign subsidiaries. As of June 30, 2021 and December 31, 2020, the total principal amounts of foreign currency debt obligations designated as net investment hedges were $1.5 billion and $1.9 billion, respectively.

We also use cross-currency interest rate swaps, which convert a portion of our U.S. dollar-denominated fixed-rate debt to foreign currency-denominated fixed-rate debt, to hedge the currency exposure associated with a portion of our net investment in our foreign subsidiaries. As of June 30, 2021 and December 31, 2020, we had cross-currency interest rate swaps outstanding with notional amounts of $4.0 billion and $3.3 billion respectively, with maturity dates ranging through 2026.

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From time to time, we use foreign currency forward contracts to hedge against the effect of foreign exchange rate fluctuations on a portion of our net investment in our foreign subsidiaries. As of both June 30, 2021 and December 31, 2020, the total notional amount of foreign currency forward contracts designated as net investment hedges was $355.6 million.

The effect of net investment hedges on accumulated other comprehensive income and the condensed consolidated statements of operations for the three and six months ended June 30, 2021 and 2020 was as follows (in thousands):


Amount of gain or (loss) recognized in accumulated other comprehensive income:
		Three Months Ended June 30,				Six Months Ended June 30,
		2021		2020		2021		2020
Foreign currency debt		$	(23,758)	$	(85,215)	$	44,982	$	13,887
Cross-currency interest rate swaps (included component) (1)		(23,124)		(10,333)		118,104		3,807
Cross-currency interest rate swaps (excluded component) (2)		15,112		(1,510)		(25,417)		30,194
Foreign currency forward contracts (included component) (1)		(5,264)		—		(4,556)		—
Foreign currency forward contracts (excluded component) (3)		(2)		—		26		—
Total		$	(37,036)	$	(97,058)	$	133,139	$	47,888

Amount of gain or (loss) recognized in earnings:
	Location of gain or (loss)	Three Months Ended June 30,				Six Months Ended June 30,
		2021		2020		2021		2020
Cross-currency interest rate swaps (excluded component) (2)	Interest expense	$	10,566	$	5,459	$	20,615	$	10,548
Foreign currency forward contracts (excluded component) (3)	Interest expense	40		—		204		—
Total		$	10,606	$	5,459	$	20,819	$	10,548

(1)Included component represents foreign exchange spot rates.

(2)Excluded component represents cross-currency basis spread and interest rates.