A Dark Vector Cognition product

Item 15. Exhibits, Financial Statement Schedules

52K characters. Original on sec.gov ยท Markdown

Item 15. Exhibits, Financial Statement Schedules

(a)(1) Financial Statements:

Report of Independent Registered Public Accounting Firm (PCAOB ID 238)F-1
Consolidated Balance Sheets as of December 31, 2022 and 2021F-4
Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020F-5
Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2022, 2021 and 2020F-6
Consolidated Statements of Stockholders' Equity and Other Comprehensive Income (Loss) for the years ended December 31, 2022, 2021 and 2020F-7
Consolidated Statements of Cash Flows for the years ended December 31, 2022, 2021 and 2020F-9
Notes to Consolidated Financial StatementsF-10

(a)(2) Financial statements and schedule:

Schedule III- Schedule of Real Estate and Accumulated Depreciation as of December 31, 2022 with reconciliations for the years ended December 31, 2022, 2021 and 2020F-62

(a)(3) Exhibits:

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
2.1Rule 2.7 Announcement, dated as May 29, 2015. Recommended Cash and Share Offer for Telecity Group plc by Equinix, Inc.8-K5/29/20152.1
2.2Cooperation Agreement, dated as of May 29, 2015, by and between Equinix, Inc. and Telecity Group plc.8-K5/29/20152.2
2.3Amendment to Cooperation Agreement, dated as of November 24, 2015, by and between Equinix, Inc. and Telecity Group plc.10-K12/31/20152.3
2.4Transaction Agreement, dated as of December 6, 2016, by and between Verizon Communications Inc. and Equinix, Inc.8-K12/6/20162.1
2.5Amendment No. 1 to the Transaction Agreement, dated February 23, 2017, by and between Verizon Communications Inc. and Equinix, Inc.10-K12/31/20162.5
2.6Amendment No.2 to the Transaction Agreement, dated April 30, 2017, by and between Verizon Communications Inc. and Equinix, Inc.8-K5/1/20172.1
2.7Amendment No.3 to the Transaction Agreement, dated June 29, 2018, by and between Verizon Communications Inc. and Equinix, Inc.10-Q8/8/20182.7
3.1Amended and Restated Certificate of Incorporation of the Registrant, as amended to date.10-K/A12/31/20023.1
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
3.2Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant.8-K6/14/20113.1
3.3Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant.8-K6/11/20133.1
3.4Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant.10-Q6/30/20143.4
3.5Certificate of Designation of Series A and Series A-1 Convertible Preferred Stock.10-K/A12/31/20023.3
3.6Amended and Restated Bylaws of the Registrant.8-K4/13/20223.1
4.1Reference is made to Exhibits 3.1, 3.2, 3.3, 3.4, 3.5 and 3.6.
4.2Indenture, dated as of December 12, 2017, between Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K12/5/20174.1
4.3Fourth Supplemental Indenture, dated as of November 18, 2019, among Equinix, Inc and U.S. Bank National Association, as Trustee.8-K11/18/20194.2
4.4Form of 2.625% Senior Notes due 2024 (See Exhibit 4.3).
4.5Fifth Supplemental Indenture, dated as of November 18, 2019, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K11/18/20194.4
4.6Form of 2.900% Senior Notes due 2026 (See Exhibit 4.5).
4.7Sixth Supplemental Indenture, dated as of November 18, 2019, among Equinix, Inc. and U.S. Bank National Association, as trustee.8-K11/18/20194.6
4.8Form of 3.200% Senior Notes due 2029 (See Exhibit 4.7)8-K6/22/2020
4.9Seventh Supplemental Indenture, dated as of June 22, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K6/22/20204.2
4.10Form of 1.250% Senior Note due 2025 (See Exhibit 4.9)
4.11Eighth Supplemental Indenture, dated as of June 22, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K6/22/20204.4
4.12Form of 1.800% Senior Note due 2027 (See Exhibit 4.11)
4.13Ninth Supplemental Indenture, dated as of June 22, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K6/22/20204.6
4.14Form of 2.150% Senior Note due 2030 (see Exhibit 4.13)
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
4.15Tenth Supplemental Indenture, dated as of June 22, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K6/22/20204.8
4.16Form of 3.000% Senior Note due 2050 (See Exhibit 4.15)
4.17Eleventh Supplemental Indenture, dated as of October 7, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K10/7/20204.2
4.18Form of 1.000% Senior Note due 2025 (included in Exhibit 4.17)
4.19Twelfth Supplemental Indenture, dated as of October 7, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K10/7/20204.4
4.20Form of 1.550% Senior Note due 2028 (included in Exhibit 4.19)
4.21Thirteenth Supplemental Indenture, dated as of October 7, 2020, among Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K10/7/20204.6
4.22Form of 2.950% Senior Note due 2051 (included in Exhibit 4.21)
4.23Fourteenth Supplemental Indenture, dated as of March 10, 2021, between Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K3/11/20214.2
4.24Form of 0.250% Senior Note due 2027 (included in Exhibit 4.23)
4.25Fifteenth Supplemental Indenture, dated as of March 10, 2021, between Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K3/11/20214.4
4.26Form of 1.000% Senior Note due 2033 (included in Exhibit 4.25)
4.27Sixteenth Supplemental Indenture, dated as of May 17, 2021, between Equinix, Inc. and U.S. Bank.8-K5/17/20214.2
4.28Form of 1.450% Senior Note due 2026 (included in Exhibit 4.34) Form of 1.450% Senior Note due 2026 (included in Exhibit 4.27)
4.29Seventeenth Supplemental Indenture, dated as of May 17, 2021, between Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K5/17/20214.4
4.30Form of 2.000% Senior Note due 2028 (included in Exhibit 4.29)
4.31Eighteenth Supplemental Indenture, dated May 17, 2021, between Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K5/17/20214.6
4.32Form of 2.500% Senior Note due 2031 (included in Exhibit 4.31)
4.33Nineteenth Supplemental Indenture, dated May 17, 2021, between Equinix, Inc. and U.S. Bank National Association, as Trustee.8-K5/17/20214.8
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
4.34Form of 3.400% Senior Note due 2052 (included in Exhibit 4.33)
4.35Twentieth Supplemental Indenture, dated as of April 5, 2022, between Equinix, Inc. and U.S. Bank Trust Company National Association, as Trustee.8-K4/5/20224.2
4.36Form of 3.900% Senior Notes due 2032 (included in Exhibit 4.35)
4.37Form of Registrant's Common Stock Certificate.10-K12/31/20144.13
4.38Description of SecuritiesX
10.1**Form of Indemnification Agreement between the Registrant and each of its officers and directors.S-4 (File No. 333-93749)12/29/199910.5
10.2**2000 Equity Incentive Plan, as amended.10-K12/31/202110.2
10.3**2020 Equity Incentive PlanDEF14A4/27/2020Appendix A
10.4**Equinix, Inc. 2004 Employee Stock Purchase Plan, as amended.X
10.5**2020 Form of Revenue/AFFO per Share Restricted Stock Unit Agreement for Executives.10-Q3/31/202010.19
10.6**2020 Form of TSR Restricted Stock Unit Agreement for Executives.10-Q3/31/202010.20
10.7**2020 Form of Time-Based Restricted Stock Agreement for Executives.10-Q3/31/202010.21
10.8**2021 Form of Revenue/AFFO per Share Restricted Stock Unit Agreement for Executives.10-Q3/31/202110.11
10.9**2021 Form of TSR Restricted Stock Unit Agreement for Executives.10-Q3/31/202110.12
10.10**2021 Form of Time-Based Restricted Stock Unit Agreement for Executives.10-Q3/31/202110.13
10.11**2022 Form of Revenue/AFFO per Share/Digital Services Performance Restricted Stock Unit Agreement for Executives.10-Q3/31/202210.11
10.12**2022 Form of TSR Restricted Stock Unit Agreement for Executives.10-Q3/31/202210.12
10.13**2022 Form of Time-Based Restricted Stock Unit Agreement for Executives.10-Q3/31/202210.13
10.14**2022 Equinix, Inc. Annual Incentive Plan.10-Q3/31/202210.14
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
10.15Agreement for Purchase and Sale of Shares Among RW Brasil Fundo de Investimentos em Participaรงรฃo, Antรดnio Eduardo Zago De Carvalho and Sidney Victor da Costa Breyer, as Sellers, and Equinix Brasil Participaรงรฃoes Ltda., as Purchaser, and Equinix South America Holdings LLC., as a Party for Limited Purposes and ALOG Soluรงรตes de Tecnologia em Informรกtica S.A. as Intervening Consenting Party dated July 18, 2014.10-Q9/30/201410.67
10.16Credit Agreement dated January 7, 2022 by and among Equinix, as borrower, a syndicate of financial institutions, as lenders, Bank of America, N.A., as administrative agent, Citibank, N.A., JPMorgan Chase Bank, N.A., MUFG Bank, Ltd., RBC Capital Markets, Goldman Sachs Bank USA and HSBC Securities (USA) Inc., as co-syndication agents, Barclays Bank PLC, BNP Paribas, Deutsche Bank AG New York Branch, ING Bank N.V., Dublin Branch, Morgan Stanley Senior Funding, Inc., Sumitomo Mitsui Banking Corporation, The Bank of Nova Scotia and TD Securities (USA) LLC, as co-documentation agents, and BofA Securities, Inc., Citibank, N.A., JPMorgan Chase Bank, N.A., MUFG Bank, Ltd., RBC Capital Markets, Goldman Sachs Bank USA and HSBC Securities (USA) Inc., as joint lead arrangers and book runners.10-K12/31/202110.22
10.17**Relocation Letter Agreement by and between Equinix, Inc. and Charles Meyers dated October 12, 2018.10-K2/22/201910.37
10.18**Change in Control Severance Agreement between Equinix, Inc and Mike Campbell dated October 3, 2019.10-Q9/30/201910.25
10.19**Change in Control Severance Agreement between Equinix, Inc and Brandi Galvin Morandi dated October 3, 2019.10-Q9/30/201910.26
10.20**Change in Control Severance Agreement between Equinix, Inc and Karl Strohmeyer dated October 3, 2019.10-Q9/30/201910.27
10.21**Change in Control Severance Agreement between Equinix, Inc and Peter Van Camp dated October 3, 2019.10-Q9/30/201910.28
10.22**Change in Control Severance Agreement between Equinix, Inc and Charles Meyers dated October 4, 2019.10-Q9/30/201910.29
10.23**Change in Control Severance Agreement between Equinix, Inc and Keith Taylor dated October 3, 2019.10-Q9/30/201910.31
10.24**Change in Control Severance Agreement between Equinix, Inc and Jon Lin dated January 2, 2022.X
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
10.25**Change in Control Severance Agreement between Equinix, Inc. and Scott Crenshaw dated August 1, 2022.X
10.26**Side Letter Agreement Regarding RSUs between Equinix, Inc. and Charles Meyers dated October 4, 2019.10-Q9/30/201910.34
10.27**Side Letter Agreement Regarding RSUs between Equinix, Inc. and Keith Taylor dated October 3, 2019.10-Q9/30/201910.36
10.28**Side Letter Agreement Regarding RSUs between Equinix, Inc. and Mike Campbell dated October 3, 2019.10-Q9/30/201910.37
10.29**Side Letter Agreement Regarding RSUs between Equinix, Inc. and Brandi Galvin Morandi dated October 3, 2019.10-Q9/30/201910.38
10.30**Side Letter Agreement Regarding RSUs between Equinix, Inc. and Karl Strohmeyer dated October 3, 2019.10-Q9/30/201910.39
10.31**Side Letter Agreement Regarding RSUs between Equinix, Inc. and Peter Van Camp dated October 3, 2019.10-Q9/30/201910.40
10.32**Amendment to Relocation Letter Agreement by and between Equinix, Inc. and Charles Meyers dated September 21, 2022.10-Q9/30/202210.39
21.1Subsidiaries of Equinix, Inc.X
23.1Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm.X
31.1Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
31.2Chief Financial Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
32.1Chief Executive Officer Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
32.2Chief Financial Officer Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.X
101.SCHInline XBRL Taxonomy Extension Schema Document.X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.X
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.X
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFiling Date/ Period End DateExhibitFiled Herewith
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.X
104Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.X

** Management contracts or compensation plans or arrangements in which directors or executive officers are eligible to participate.

(b)Exhibits.

See (a) (3) above.

(c)Financial Statement Schedule.

See (a) (2) above.

Previous: Item 14. Principal Accountant Fees and Services ยท Next: Item 16. Form 10-K Summary