Obligation Equinor 3.2% ( US29444UBE55 ) en USD

Equinor

89.33 % ▼

Etats-unis

US29444UBE55 ( en USD )

3.2% par an ( paiement semestriel )

17/11/2029

Prospectus brochure de l'obligation Equinor US29444UBE55 en USD 3.2%, échéance 17/11/2029

2 000 USD

1 200 000 000 USD

29444UBE5

BBB- ( Qualité moyenne inférieure )

Baa3 ( Qualité moyenne inférieure )

18/05/2024 ( Dans 22 jours )

L'Obligation émise par Equinor ( Etats-unis ) , en USD, avec le code ISIN US29444UBE55, paye un coupon de 3.2% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 17/11/2029

L'Obligation émise par Equinor ( Etats-unis ) , en USD, avec le code ISIN US29444UBE55, a été notée Baa3 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Equinor ( Etats-unis ) , en USD, avec le code ISIN US29444UBE55, a été notée BBB- ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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TABLE OF CONTENTS
TABLE OF CONTENTS
Table of Contents
CALCULATION OF REGISTRATION FEE

Maximum
Maximum
Title of Each Class of Securities
Amount to be
Offering Price Per
Aggregate Offering
Amount of
to be Registered

Registered

Note

Price
Registration Fee(1)

2.625% Senior Notes due 2024
$1,000,000,000
100.000%
$1,000,000,000
$129,800.00

2.900% Senior Notes due 2026

$600,000,000
99.855%

$599,130,000
$77,767.07

3.200% Senior Notes due 2029
$1,200,000,000
99.898%
$1,198,776,000
$155,601.12

Total

--

--

--

$363,168.19

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended. This "Calculation of Registration Fee" table shall be
deemed to update the "Calculation of Registration Fee" table in the Registration Statement No. 333-221380.
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-221380
Prospectus Supplement
(To Prospectus Dated November 7, 2017)
$1,000,000,000 2.625% Senior Notes due 2024
$600,000,000 2.900% Senior Notes due 2026
$1,200,000,000 3.200% Senior Notes due 2029
We are offering $1,000,000,000 aggregate principal amount of 2.625% Senior Notes due 2024 (the "2024 notes"), $600,000,000 aggregate principal amount of 2.900% Senior Notes due
2026 (the "2026 notes"), and $1,200,000,000 aggregate principal amount of 3.200% Senior Notes due 2029 (the "2029 notes" and, together with the 2024 notes and the 2026 notes, the
"notes"). Interest will accrue on each series of notes from November 18, 2019 and will be payable semi-annually on May 18 and November 18 of each year, commencing May 18, 2020. We
may redeem any series of notes in whole or in part at any time or from time to time at the redemption prices described under "Description of Notes--Optional Redemption," which includes
accrued and unpaid interest thereon, if any, to, but not including, the applicable redemption date. Depending on when such notes are redeemed, a make-whole premium may or may not be
payable in respect of any such redemptions.
The notes will be our general senior obligations and will rank equal in right of payment to all of our existing and future senior indebtedness. Upon a change of control triggering event,
we will be required to make an offer to purchase each holder's notes at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest to the date of purchase.
The notes will not be guaranteed by any of our subsidiaries. The obligations to make payments of principal and interest on the notes are solely our obligations. Therefore, the notes will
be structurally subordinated to any obligations of our subsidiaries.
The notes will not be listed on any securities exchange or automated dealer quotation system. Currently there is no public market for the notes.
We expect to receive net proceeds from this offering of approximately $2.8 billion after deducting the underwriting discounts and estimated expenses payable by us. We expect to use a
portion of the net proceeds from the sale of the notes offered by this prospectus supplement to fund the purchase of all of our outstanding 5.375% Senior Notes due 2022 (the "2022 Notes"),
5.375% Senior Notes due 2023 (the "2023 Notes") and 5.750% Senior Notes due 2025 (the "2025 Notes") accepted for purchase in the Tender Offer (as defined herein), including the payment
of premiums, accrued interest and costs and expenses in connection with the Tender Offer. To the extent any of the outstanding 2022 Notes, 2023 Notes and/or 2025 Notes are not tendered
and accepted in the Tender Offer, we may choose to redeem or repurchase any or all 2022 Notes, 2023 Notes and/or 2025 Notes remaining outstanding after the Tender Offer. We may use a
portion of the net proceeds from the sale of the notes offered by this prospectus supplement to fund any such redemptions and/or repurchases of the 2022 Notes, 2023 Notes and/or 2025 Notes,
including the payment of premiums, accrued interest and costs and expenses in connection with any such redemptions or repurchases to the extent we choose to make them. Notwithstanding
the foregoing, we do not expect to redeem the 2022 Notes pursuant to the terms of the indenture in respect of such notes prior to January 1, 2020 in any event. We intend to use any remaining
net proceeds from the sale of the notes for general corporate purposes. The closing of the Tender Offer is contingent upon the closing of this offering, but the closing of this offering is not
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conditioned upon consummation of the Tender Offer. See "Use of Proceeds."
Investing in the notes involves risks. See "Risk Factors" beginning on page S-12 of this prospectus supplement, as well as the risks
described in "Risk Factors" in our most recent Quarterly Report on Form 10-Q, which is incorporated by reference into this prospectus
supplement and the accompanying prospectus.

Per 2024
Per 2026
Per 2029

Note

Total

Note

Total

Note

Total

Public offering price(1)

100.000%

$1,000,000,000

99.855%

$599,130,000

99.898%

$1,198,776,000

Underwriting discounts

0.600%

$6,000,000

0.625%

$3,750,000

0.650%

$7,800,000

Proceeds, before expenses, to Equinix, Inc.(1)
99.400%

$994,000,000

99.230%

$595,380,000

99.248%

$1,190,976,000

(1)
Plus accrued and unpaid interest, if any, from November 18, 2019
Neither the U.S. Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of these securities or determined if this
prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
We expect to deliver the notes in book-entry form through the facilities of The Depository Trust Company against payment in New York, New York on or about November 18, 2019,
which is the seventh business day following the date of this prospectus supplement. Purchasers of the notes should note that trading of the notes may be affected by this settlement date.
Joint Book-Running Managers
Goldman Sachs & Co. LLC

BofA

Citigroup

J.P. Morgan
Securities
Bookrunners
Barclays

Morgan Stanley

MUFG

RBC Capital
Markets

SMBC Nikko

TD Securities

Deutsche Bank

ING
Securities
Co-Managers
BNP PARIBAS

HSBC

Mizuho Securities

Wells Fargo Securities

PNC Capital Markets LLC

Scotiabank

US Bancorp

The date of this prospectus supplement is November 6, 2019.
Table of Contents
TABLE OF CONTENTS

Page
Prospectus Supplement

About This Prospectus Supplement

S-1
Summary

S-3
Risk Factors
S-12
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Use of Proceeds
S-17
Capitalization
S-18
Description of Notes
S-20
Material U.S. Federal Income Tax Considerations
S-47
Underwriting
S-51
Legal Matters
S-57
Experts
S-57
Forward-Looking Statements
S-57
Where You Can Find More Information
S-57

Page
Prospectus

Equinix, Inc.

1
About This Prospectus

1
Forward-Looking Statements

1
Where You Can Find More Information

2
Incorporation by Reference

2
Risk Factors

3
Use of Proceeds

3
Ratio of Earnings to Fixed Charges

3
Description of Capital Stock

3
Description of Debt Securities

9
Description of Warrants

10
Description of Purchase Contracts

10
Description of Units

10
Forms of Securities

11
Plan of Distribution

12
Legal Matters

14
Experts

14
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document consists of two parts. The first part is this prospectus supplement, which describes the specific terms of this offering and the notes
offered hereby, and also adds to and updates the information contained or incorporated by reference in the accompanying prospectus. The second part is
the prospectus, which describes more general information regarding our securities, some of which does not apply to this offering. You should read both
this prospectus supplement and the accompanying prospectus, together with additional information described under the heading "Where You Can Find
More Information" in this prospectus supplement and the accompanying prospectus. If the information set forth in this prospectus supplement differs in
any way from the information set forth in the accompanying prospectus, the information contained in this prospectus supplement shall control.
In this prospectus supplement, as permitted by law, we "incorporate by reference" information from other documents that we file with the
Securities and Exchange Commission, or the SEC. This means that we can disclose important information to you by referring you to those documents.
The information incorporated by reference is considered to be a part of this prospectus supplement and should be read with the same care. When we
update the information contained in documents that have been incorporated by reference by making future filings with the SEC, the information
incorporated by reference in this prospectus supplement is considered to be automatically updated and superseded. In other words, in case of a conflict
or inconsistency between information contained in this prospectus supplement and information incorporated by reference into this prospectus
supplement, you should rely on the information contained in the document that was filed with the SEC later.
We and the underwriters have not authorized anyone to provide any information other than that contained or incorporated by reference into this
prospectus supplement or the accompanying prospectus or any relevant free writing prospectus prepared by or on behalf of us or to which we have
referred you. We and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others
may give you. You should assume that the information contained in or incorporated by reference into this prospectus supplement and the accompanying
prospectus is accurate only as of the date appearing on the front cover of this prospectus supplement or the date of the accompanying prospectus or the
applicable incorporated document, regardless of the time of delivery of such document. Our business, financial condition, results of operations and
prospects may have changed since that date. It is important that you read and consider all of the information contained in or incorporated by reference
into this prospectus supplement and the information contained in or incorporated by reference into the accompanying prospectus in making your
investment decision.
We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. Neither
this prospectus supplement nor the accompanying prospectus constitute, and may not be used in connection with, an offer to sell, or a solicitation of an
offer to buy, any securities offered by this prospectus supplement by any person in any jurisdiction in which it is unlawful for such person to make such
an offer or solicitation. You must comply with all applicable laws and regulations in force in any applicable jurisdiction and you must obtain any
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consent, approval or permission required by you for the purchase, offer or sale of the notes under the laws and regulations in force in the jurisdiction to
which you are subject or in which you make your purchase, offer or sale, and neither we nor the underwriters will have any responsibility therefor. See
"Underwriting."
We reserve the right to withdraw this offering at any time. We and the underwriters also reserve the right to reject any offer to purchase, in whole
or in part, for any reason, or to sell less than the amount of notes offered hereby.
Certain persons participating in this offering may engage in transactions that stabilize, maintain or otherwise affect the price of the notes. Such
transactions may include stabilization and the purchase of
S-1
Table of Contents
notes to cover short positions. For a description of these activities, see "Underwriting" in this prospectus supplement.
Unless otherwise indicated or if the context requires, references to "Equinix," the "Company," "we," "our" and "us" and similar terms mean
Equinix, Inc., a Delaware corporation, and its consolidated subsidiaries.
S-2
Table of Contents
SUMMARY
This summary highlights information contained in or incorporated by reference into this prospectus supplement and the accompanying prospectus.
Because this is only a summary, it does not contain all of the information that may be important to you. For a more complete understanding of our
business and financial affairs, we encourage you to read this entire prospectus supplement, the accompanying prospectus, any related free writing
prospectuses, and the sections titled "Risk Factors," and "Management's Discussion and Analysis of Financial Condition and Results of Operations"
together with our consolidated financial statements and the related notes thereto in our most recent Annual Report on Form 10-K and our subsequent
Quarterly Reports on Form 10-Q, which are incorporated by reference in this prospectus supplement and the accompanying prospectus, and the other
documents incorporated by reference in this prospectus supplement and the accompanying prospectus, before making a decision whether to invest in
our notes.
Overview
We connect more than 9,800 companies directly to their customers and partners inside the world's most interconnected data centers. Today,
businesses leverage the Equinix interconnection platform in 53 strategic markets across the Americas, Asia-Pacific, and Europe, the Middle East and
Africa ("EMEA").
Platform EquinixTM combines a global footprint of state-of-the-art International Business ExchangeTM ("IBX®") data centers, a variety of
interconnection solutions, unique ecosystems and expert support. Together these components accelerate business growth and opportunity for our
customers by securing their infrastructure and applications closer to their people, clouds, locations and data. This enables customers to improve
performance with cost-effective and scalable interconnections, work with vendors to deploy new technologies such as cloud computing, and collaborate
with the widest variety of partners and customers to achieve their ambitions.
We operate as a real estate investment trust for federal income tax purposes ("REIT").
Recent Developments
Quarterly Dividend
On October 30, 2019, we declared a quarterly cash dividend of $2.46 per share, which is payable on December 11, 2019 to our common
stockholders of record as of the close of business on November 20, 2019.
Concurrent Cash Tender Offer
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On November 6, 2019, we announced a cash tender offer (the "Tender Offer") to purchase any and all of our outstanding 2022 Notes, 2023 Notes
and 2025 Notes. We expect to use a portion of the net proceeds of the notes offered hereby to purchase the 2022 Notes, 2023 Notes and 2025 Notes that
are tendered by holders and accepted by us in the Tender Offer, including the payment of premiums, accrued interest and costs and expenses in
connection with the Tender Offer. We are permitted, among other things, to amend, extend, terminate or withdraw the Tender Offer, and there can be
no assurance that we will consummate the Tender Offer. There can be no assurance as to the principal amount of 2022 Notes, 2023 Notes or 2025 Notes
that will be tendered or accepted for purchase pursuant to the Tender Offer. The Tender Offer is subject to certain conditions, including the
consummation of this offering. The closing of the Tender Offer is contingent upon the closing of this offering, but the closing of this offering is not
contingent upon consummation of the Tender Offer.
To the extent any of the outstanding 2022 Notes, 2023 Notes or 2025 Notes are not tendered and accepted in the Tender Offer, we may choose to
redeem or repurchase any or all 2022 Notes, 2023
S-3
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Notes and/or 2025 Notes remaining outstanding after the Tender Offer. We may use a portion of the net proceeds from the sale of the notes offered by
this prospectus supplement to fund any such redemptions and/or repurchases of the 2022 Notes, 2023 Notes and/or 2025 Notes, including the payment
of premiums, accrued interest and costs and expenses in connection with any such redemptions or repurchases to the extent we choose to make them.
See "Use of Proceeds" in this prospectus supplement.
This prospectus supplement is not an offer to purchase or a solicitation of an offer to sell the 2022 Notes, 2023 Notes or 2025 Notes and does not
constitute a redemption notice for any such notes. The Tender Offer is not being made pursuant to this prospectus supplement and is being made only by
and pursuant to the terms of a separate offer to purchase.
Company Information
Our principal executive offices are located at One Lagoon Drive, Redwood City, CA 94065 and our telephone number is (650) 598-6000. Our
website is located at www.equinix.com. Information contained on or accessible through our website is not part of this prospectus supplement or the
accompanying prospectus.
S-4
Table of Contents
The Offering
The following is a brief summary of certain terms of this offering. For a more complete description of the terms of the notes offered hereby, see
"Description of Notes" in this prospectus supplement and the section titled "Description of Debt Securities" in the accompanying prospectus.
Issuer
Equinix, Inc., a Delaware corporation.
Notes Offered
$1,000,000,000 aggregate principal amount of 2024 notes;

$600,000,000 aggregate principal amount of 2026 notes; and

$1,200,000,000 aggregate principal amount of 2029 notes.
Maturity Dates
November 18, 2024 for the 2024 notes, November 18, 2026 for the 2026 notes, and November 18, 2029 for
the 2029 notes.
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Interest
The 2024 notes will bear interest from November 18, 2019 at the rate of 2.625% per annum, the 2026 notes
will bear interest from November 18, 2019 at the rate of 2.900% per annum, and the 2029 notes will bear
interest from November 18, 2019 at the rate of 3.200% per annum.
Interest Payment Dates
May 18 and November 18 of each year, beginning on May 18, 2020.
Ranking
The notes will be our general senior obligations. Your right to payment under these notes will be:

· effectively subordinated to all of our existing and future secured indebtedness, including our debt
outstanding under any secured credit facility or secured by any mortgage, to the extent of the assets
securing such debt;

· structurally subordinated to any existing and future indebtedness and other liabilities (including trade
payables) of any of our subsidiaries;

· equal in right of payment to all of our existing and future senior indebtedness; and

· senior in right of payment to any of our existing and future subordinated indebtedness.

At September 30, 2019, after giving effect to this offering, but without giving effect to the Tender Offer:

· we would have had total consolidated indebtedness of approximately $13.7 billion, approximately
$28.3 million of which would have represented secured indebtedness, which excludes approximately
$1.4 billion of finance lease liabilities;

· if we borrowed all of the approximately $1.9 billion available under our revolving credit facility,
$1.9 billion of such borrowings would have been unsecured indebtedness; and
S-5
Table of Contents
· our subsidiaries would have had approximately $1.3 billion of indebtedness (excluding trade payables and
intercompany items and liabilities of a type not required to be reflected on the balance sheet of our
subsidiaries in accordance with GAAP), which includes $1.2 billion of finance lease liabilities, all of
which would have been structurally senior to the notes.

The notes will not be guaranteed by any of our subsidiaries.
Change of Control Triggering Event
Upon the occurrence of a Change of Control Triggering Event (as defined in "Description of Notes"), unless
we have previously exercised our optional redemption right with respect to a given series of notes in whole,
we will be required to offer to repurchase the notes at a price equal to 101% of the then outstanding
principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of repurchase. See
"Description of Notes--Change of Control Triggering Event."
Optional Redemption
We may redeem any series of notes in whole or in part at any time or from time to time at the redemption
prices described under "Description of Notes--Optional Redemption" with respect to such series, which
includes accrued and unpaid interest thereon, if any, to, but not including, the applicable redemption date.
Depending on when such notes are redeemed, a make-whole premium may or may not be payable in respect
of any such redemptions.
Future Issuances
We may create and issue additional notes with the same terms (except that such additional notes will have
different issuance dates and may have different issuance prices) as one or more series of the notes so that
such additional notes shall be consolidated and form a single series with the notes of the corresponding
series; provided that if such notes are not fungible with the notes of the applicable series of the notes offered
hereby for U.S. federal income tax purposes, such additional notes shall have one or more separate CUSIP
numbers.
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S-6
Table of Contents
Use of Proceeds
We expect to receive net proceeds from this offering of approximately $2.8 billion after deducting the
underwriting discounts and estimated expenses payable by us. We expect to use a portion of the net
proceeds from the sale of the notes offered by this prospectus supplement to fund the purchase of all 2022
Notes, 2023 Notes and 2025 Notes accepted in the Tender Offer, including the payment of premiums,
accrued interest and costs and expenses in connection with the Tender Offer. To the extent any of the
outstanding 2022 Notes, 2023 Notes and/or 2025 Notes are not tendered and accepted in the Tender Offer,
we may choose to redeem or repurchase any or all 2022 Notes, 2023 Notes and/or 2025 Notes remaining
outstanding after the Tender Offer. We may use a portion of the net proceeds from the sale of the notes
offered by this prospectus supplement to fund any such redemptions and/or repurchases of the 2022 Notes,
2023 Notes and/or 2025 Notes, including the payment of premiums, accrued interest and costs and expenses
in connection with any such redemptions or repurchases to the extent we choose to make them.
Notwithstanding the foregoing, we do not expect to redeem the 2022 Notes pursuant to the terms of the
indenture in respect of such notes prior to January 1, 2020 in any event. We intend to use any remaining net
proceeds from the sale of the notes for general corporate purposes. The closing of the Tender Offer is
contingent upon the closing of this offering, but the closing of this offering is not conditioned upon
consummation of the Tender Offer. See "Use of Proceeds."
Form of Notes
We will issue the notes of each series in the form of one or more fully registered global notes registered in
the name of the nominee of The Depository Trust Company ("DTC").
Listing
The notes will not be listed on any securities exchange or automated dealer quotation system.
Governing Law
The notes and the indenture pursuant to which we will issue the notes will be governed by the laws of the
State of New York.
Trustee
U.S. Bank National Association
No Prior Market
Each series of notes will be a new issue of securities for which there is no existing market. Although the
underwriters have informed us that they currently intend to make a market in the notes, they are not
obligated to do so, and they may discontinue market-making activities at any time without notice. We
cannot assure you that an active or liquid market for the notes will develop or be maintained.
S-7
Table of Contents
Risk Factors
Investing in our notes involves risk. See "Risk Factors" in this prospectus supplement and "Risk Factors" in
our most recent Quarterly Report on Form 10-Q, and the other information included or incorporated by
reference in this prospectus supplement and the accompanying prospectus for a discussion of factors you
should carefully consider before deciding to invest in any of the notes offered hereby.
Conflicts of Interest
Certain of the underwriters or their affiliates may be holders of a portion of the 2022 Notes, 2023 Notes
and/or 2025 Notes that are the subject of the Tender Offer and will receive a portion of the net proceeds of
this offering to the extent any such notes are tendered and accepted for purchase in the Tender Offer. Such
underwriters or their affiliates may also receive a portion of the net proceeds of this offering, if any, used to
redeem or repurchase all or a portion of the 2022 Notes, 2023 Notes and/or 2025 Notes not accepted for
purchase in the Tender Offer. See "Use of Proceeds" and "Underwriting."
S-8
Table of Contents
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Summary Consolidated Financial Data
The following tables summarize our consolidated financial data for the periods presented. You should read this summary consolidated financial
data in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" and our consolidated financial
statements and the related notes thereto in our most recent Annual Report on Form 10-K and our subsequent Quarterly Reports on Form 10-Q, which
are incorporated by reference in this prospectus supplement and the accompanying prospectus. The consolidated statements of operations, consolidated
statements of cash flow, and consolidated balance sheet data as of and for the years ended December 31, 2016, 2017 and 2018 were derived from our
audited consolidated financial statements incorporated by reference in this prospectus supplement and the accompanying prospectus. The condensed
consolidated statements of operations and condensed consolidated statements of cash flow data for the nine months ended September 30, 2018 and 2019
and the condensed consolidated balance sheet data as of September 30, 2019 were derived from our unaudited interim condensed consolidated financial
statements incorporated by reference in this prospectus supplement and the accompanying prospectus. Our historical results are not necessarily
indicative of the results to be expected in the future and our interim results are not necessarily indicative of the results to be expected for the full year.
Effective January 1, 2018, we adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers, using the modified
retrospective approach. The information contained in the table below for the year ended December 31, 2018 has been presented under Topic 606, while
the comparative information has not been restated and continues to be reported under accounting standards in effect for those periods. See Note 1 to our
consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2018, which is incorporated by
reference in this prospectus supplement and the accompanying prospectus.
S-9
Table of Contents
Effective January 1, 2019, we adopted Topic 842, Leases, using the alternative transition method. The information contained in the tables below
for reporting periods beginning after January 1, 2019 are presented under Topic 842, while comparative information has not been restated and continues
to be reported under accounting standards in effect for those periods. See Note 1 to our condensed consolidated financial statements included in our
Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, which is incorporated by reference in this prospectus supplement and the
accompanying prospectus.
Nine Months Ended

Years Ended December 31,

September

2016

2017

2018

2018

2019

(In thousands)

Consolidated Statement of Operations
Data:

Revenues
$ 3,611,989 $ 4,368,428 $ 5,071,654 $ 3,761,571 $ 4,145,005
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Costs and operating expenses

Cost of revenues
1,820,870 2,193,149 2,605,475 1,934,540 2,084,548
Sales and marketing

438,742
581,724
633,702
471,898
490,490
General and administrative

694,561
745,906
826,694
620,548
689,514
Transaction costs

64,195
38,635
34,413
33,932
8,236
Impairment charges

7,698
--
--
--
16,023
Gain on asset sales

(32,816)
--
(6,013)
(6,013)
(463)
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Total costs and operating expenses
2,993,250 3,559,414 4,094,271 3,054,905 3,288,348
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Income from operations

618,739
809,014
977,383
706,666
856,657
Interest income

3,476
13,075
14,482
11,480
20,165
Interest expense

(392,156)
(478,698)
(521,494)
(391,516)
(362,067)
Other income (expense)

(57,924)
9,213
14,044
9,546
15,442
Loss on debt extinguishment

(12,276)
(65,772)
(51,377)
(39,214)
(67)
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Income from continuing operations
before income taxes

159,859
286,832
433,038
296,962
530,130
Income tax expense

(45,451)
(53,850)
(67,679)
(41,625)
(147,720)
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Net income from continuing operations

114,408
232,982
365,359
255,337
382,410
Net income from discontinued operations,
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net of tax

12,392
--
--
--
--
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Net income

126,800
232,982
365,359
255,337
382,410
Net loss attributable to non-controlling
interests

--
--
--
--
45
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Net income attributable to Equinix
$
126,800 $
232,982 $
365,359 $
255,337 $
382,455
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
? ?
?
? ?
?
? ?
?
? ?
?
? ?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Consolidated Statement of Cash Flow
Data:

Net cash provided by operating activities
$ 1,019,353 $ 1,439,233 $ 1,815,426 $ 1,256,797 $ 1,463,058
Net cash used in investing activities
(2,045,668) (5,400,826) (3,075,528) (2,349,957) (1,478,021)
Net cash provided by (used in) financing
activities

(897,065) 4,607,860
470,912
571,807
820,609
Other Financial Data (non-GAAP)(1):

Adjusted EBITDA
$ 1,657,474 $ 2,052,041 $ 2,413,240 $ 1,796,045 $ 2,011,867
S-10
Table of Contents

September 30,

2019

(In thousands)

Condensed Consolidated Balance Sheet Data:

Cash, cash equivalents and short-term investments
$
1,421,967
Accounts receivable, net

746,571
Property, plant and equipment, net

11,229,197
Total assets

22,842,333
Current portion of operating lease liabilities

137,002
Current portion of finance lease liabilities

65,518
Current portion of mortgage and loans payable

70,789
Current portion of senior notes

300,466
Operating lease liabilities, less current portion

1,333,901
Finance lease liabilities, less current portion

1,301,482
Mortgage and loans payable, less current portion

1,215,207
Senior notes, less current portion

7,835,317
Total debt(2)

10,788,779
Total liabilities

14,081,302
Total stockholders' equity

8,761,031
(1)
Adjusted EBITDA is a non-GAAP financial measure. See "Management's Discussion and Analysis of Financial Condition and Results of
Operations" in our Annual Report on Form 10-K for the year ended December 31, 2018 and in our Quarterly Report on Form 10-Q for the
quarter ended September 30, 2019, which are incorporated by reference in this prospectus supplement.
(2)
Total debt includes debt (net of premiums, discounts, and debt issuance costs) and finance lease liabilities.
We have presented Adjusted EBITDA, which is a non-GAAP financial measure, to provide investors with an additional tool to evaluate our
operating results in a manner that focuses on what management believes to be our core, ongoing business operations. We believe that the inclusion of
Adjusted EBITDA provides consistency and comparability with past reports and provides a better understanding of the overall performance of the
business and ability to perform in subsequent periods, although it is not a substitute for our financial statements prepared in accordance with GAAP
which we urge you to consider. We also note that EBITDA is not defined consistently between companies and other companies using similarly titled
measures may define them differently than us.
We define Adjusted EBITDA as income from operations excluding depreciation, amortization, accretion, stock-based compensation expense,
restructuring charges, impairment charges, transaction costs, and gain on asset sales. The following table presents a reconciliation of income from
operations, the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted EBITDA for each of the
periods indicated:
Nine Months Ended
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Years Ended December 31,

September

(In thousands)

2016

2017

2018

2018

2019

Income from operations
$
618,739 $
809,014 $
977,383 $
706,666 $
856,657
Depreciation, amortization, and
accretion expense

843,510 1,028,892 1,226,741
921,611
957,001
Stock-based compensation
expense

156,148
175,500
180,716
139,849
174,413
Transaction costs

64,195
38,635
34,413
33,932
8,236
Impairment charges

7,698
--
--
--
16,023
Gain on asset sales

(32,816)
--
(6,013)
(6,013)
(463)
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Adjusted EBITDA
$ 1,657,474 $ 2,052,041 $ 2,413,240 $ 1,796,045 $ 2,011,867
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
? ?
?
? ?
?
? ?
?
? ?
?
? ?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
?
Investors should note that Adjusted EBITDA used by us may not be calculated in the same manner as similarly titled financial measures of other
companies. Investors should therefore exercise caution when comparing Adjusted EBITDA used by us to similarly titled financial measures of other
companies.
S-11
Table of Contents
RISK FACTORS
An investment in our notes involves certain risks. You should carefully consider the risk factors described under "Risk Factors" in our most recent
Quarterly Report on Form 10-Q, as well as the other information included or incorporated by reference in this prospectus supplement and the
accompanying prospectus, before making an investment decision. Additional risks and uncertainties not now known to us or that we now deem
immaterial may also adversely affect our business or financial performance. Our business, financial condition, results of operations or cash flows could
be materially adversely affected by any of these risks. The market or trading price of the notes could decline due to any of these risks or other factors,
and you may lose all or part of your investment.
Additional Risks Related to the Notes
Our subsidiaries will not guarantee the notes. We depend in large part on the cash flow from our subsidiaries to meet our obligations, and your
claims will be subordinated to all of the creditors of these subsidiaries.
Our subsidiaries will not guarantee the notes. Our subsidiaries are separate and distinct legal entities with no obligation to pay any amounts due
pursuant to the notes or to provide us with funds for our payment obligations. Substantially all of our operations are conducted through our subsidiaries
and we derive substantially all our revenues from our subsidiaries, and substantially all of our operating assets are owned by our subsidiaries. As a
result, our cash flow and our ability to service our indebtedness, including the notes, depends in large part on the earnings of our subsidiaries and on the
distribution of earnings, loans or other payments to us by these subsidiaries. Payments to us by our subsidiaries also will be contingent upon their
earnings and their business considerations. In addition, the ability of our subsidiaries to make any dividend, distribution, loan or other payment to us
could be subject to statutory or contractual restrictions. Because we depend in large part on the cash flow of our subsidiaries to meet our obligations,
these types of restrictions may impair our ability to make scheduled interest and principal payments on the notes. Our subsidiaries held approximately
90% of our consolidated assets as of September 30, 2019.
The notes will be unsecured and effectively subordinated to any of our existing or future secured indebtedness and structurally subordinated to all
of the liabilities of our subsidiaries.
The notes will be our general unsecured senior obligations, ranking equal in right of payment with our existing and any future unsubordinated
indebtedness. However, because they are unsecured, the notes will be effectively junior to any of our existing or future secured indebtedness to the
extent of the value of the assets securing such debt. As of September 30, 2019, we had approximately $10.9 billion of consolidated indebtedness. As of
September 30, 2019, after giving pro forma effect to the sale of the notes, but without giving effect to the Tender Offer, we would have had total
consolidated indebtedness of approximately $13.7 billion, approximately $28.3 million of which would have represented secured indebtedness, which
excludes approximately $1.4 billion of finance lease liabilities. The closing of the Tender Offer is contingent upon the closing of this offering, but the
closing of this offering is not conditioned upon consummation of the Tender Offer.
In addition, the notes will be structurally subordinated to all of the liabilities of our subsidiaries, which may include indebtedness, trade payables,
guarantees, lease obligations and letter of credit obligations. In the event of a bankruptcy, liquidation or reorganization of any of our subsidiaries,
holders of their indebtedness and their trade creditors will generally be entitled to payment of their claims from the assets of those subsidiaries before
any assets of the subsidiaries are made available for distribution to us. As of September 30, 2019, after giving pro forma effect to the sale of the notes,
but without giving effect to the Tender Offer, our subsidiaries would have had $1.3 billion of indebtedness (excluding trade payables and intercompany
items and liabilities of a type not required to be reflected
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