Item 1. Condensed Consolidated Financial Statements

159K characters. Original on sec.gov · Markdown

Item 1. Condensed Consolidated Financial Statements

EQUINIX, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)


	September 30, 2022		December 31, 2021
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	2,500,816	$	1,536,358

Accounts receivable, net of allowance of $12,725 and $11,635	778,858		681,809
Other current assets	656,865		462,739
Assets held for sale	80,516		276,195
Total current assets	4,017,055		2,957,101

Property, plant and equipment, net	15,140,597		15,445,775
Operating lease right-of-use assets	1,377,195		1,282,418
Goodwill	5,393,708		5,372,071
Intangible assets, net	1,892,781		1,935,267
Other assets	1,504,530		926,066
Total assets	$	29,325,866	$	27,918,698
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable and accrued expenses	$	922,545	$	879,144
Accrued property, plant and equipment	275,348		187,334
Current portion of operating lease liabilities	136,848		144,029
Current portion of finance lease liabilities	140,010		147,841
Current portion of mortgage and loans payable	9,810		33,087

Other current liabilities	211,428		214,519

Total current liabilities	1,695,989		1,605,954
Operating lease liabilities, less current portion	1,227,543		1,107,180
Finance lease liabilities, less current portion	1,902,060		1,989,668
Mortgage and loans payable, less current portion	599,132		586,577
Senior notes, less current portion	12,008,125		10,984,144
Other liabilities	738,924		763,411
Total liabilities	18,171,773		17,036,934
Commitments and contingencies (Note 11)
Equinix stockholders' equity
Common stock, $0.001 par value per share: 300,000,000 shares authorized; 92,786,363 issued and 92,536,979 outstanding in 2022 and 90,872,826 issued and 90,571,406 outstanding in 2021	93		91
Additional paid-in capital	17,193,805		15,984,597
Treasury stock, at cost; 249,384 shares in 2022 and 301,420 shares in 2021	(92,845)		(112,208)
Accumulated dividends	(7,026,832)		(6,165,140)
Accumulated other comprehensive loss	(1,755,917)		(1,085,751)
Retained earnings	2,836,075		2,260,493
Total Equinix stockholders' equity	11,154,379		10,882,082
Non-controlling interests	(286)		(318)
Total stockholders' equity	11,154,093		10,881,764
Total liabilities and stockholders' equity	$	29,325,866	$	27,918,698

See accompanying notes to condensed consolidated financial statements.

Table of Contents

EQUINIX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
	(Unaudited)
Revenues	$	1,840,659	$	1,675,176	$	5,392,260	$	4,929,159
Costs and operating expenses:
Cost of revenues	934,669		885,650		2,780,801		2,561,987
Sales and marketing	193,089		182,997		579,327		551,434
General and administrative	375,483		334,625		1,098,518		958,086
Transaction costs	2,007		5,197		11,310		13,364

(Gain) loss on asset sales	2,252		(15,414)		3,976		(14,149)
Total costs and operating expenses	1,507,500		1,393,055		4,473,932		4,070,722
Income from operations	333,159		282,121		918,328		858,437
Interest income	11,192		411		17,806		1,514
Interest expense	(91,346)		(78,943)		(262,137)		(255,855)
Other income (expense)	(6,735)		1,482		(22,522)		(44,845)
Gain (loss) on debt extinguishment	75		179		184		(115,339)
Income before income taxes	246,345		205,250		651,659		443,912
Income tax expense	(34,606)		(53,224)		(75,985)		(67,325)
Net income	211,739		152,026		575,674		376,587
Net (income) loss attributable to non-controlling interests	68		190		(92)		330
Net income attributable to Equinix	$	211,807	$	152,216	$	575,582	$	376,917
Earnings per share ("EPS") attributable to Equinix:
Basic EPS	$	2.30	$	1.69	$	6.31	$	4.21
Weighted-average shares for basic EPS	91,896		89,858		91,234		89,614
Diluted EPS	$	2.30	$	1.68	$	6.29	$	4.18
Weighted-average shares for diluted EPS	92,135		90,467		91,519		90,202

See accompanying notes to condensed consolidated financial statements.

Table of Contents

EQUINIX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
	(Unaudited)
Net income	$	211,739	$	152,026	$	575,674	$	376,587
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment ("CTA") loss, net of tax effects of $0, $0, $0 and $0	(703,640)		(260,011)		(1,566,602)		(444,691)
Net investment hedge CTA gain, net of tax effect of $0, $0, $0 and $0	360,350		131,080		805,661		264,219

Unrealized gain on cash flow hedges, net of tax effects of $(2,250), $(6,965), $(14,268) and $(15,304)	6,120		28,270		90,774		52,048
Net actuarial gain (loss) on defined benefit plans, net of tax effects of $5, $(4), $14 and $(12)	(19)		14		(59)		41
Total other comprehensive loss, net of tax	(337,189)		(100,647)		(670,226)		(128,383)
Comprehensive income (loss), net of tax	(125,450)		51,379		(94,552)		248,204
Net (income) loss attributable to non-controlling interests	68		190		(92)		330
Other comprehensive (income) loss attributable to non-controlling interests	28		—		60		(10)
Comprehensive income (loss) attributable to Equinix	$	(125,354)	$	51,569	$	(94,584)	$	248,524

See accompanying notes to condensed consolidated financial statements.

Table of Contents

EQUINIX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Nine Months Ended September 30,
	2022		2021
	(Unaudited)
Cash flows from operating activities:
Net income	$	575,674	$	376,587
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	1,145,485		1,074,761
Stock-based compensation	296,464		267,395
Amortization of intangible assets	153,317		155,428
Amortization of debt issuance costs and debt discounts and premiums	13,273		12,760
Provision for credit loss allowance	5,534		7,604

Loss on asset sales	3,976		(14,149)

(Gain) loss on debt extinguishment	(184)		115,339
Other items	18,964		22,377
Changes in operating assets and liabilities:
Accounts receivable	(97,206)		(111,313)
Income taxes, net	9,874		(44,200)
Other assets	(145,376)		(124,573)
Operating lease right-of-use assets	112,923		102,728
Operating lease liabilities	(98,245)		(137,751)
Accounts payable and accrued expenses	83,089		9,968
Other liabilities	125,431		(57,860)
Net cash provided by operating activities	2,202,993		1,655,101
Cash flows from investing activities:
Purchases of investments	(109,420)		(77,139)
Sales of investments	22,073		4,057
Business acquisitions, net of cash and restricted cash acquired	(964,010)		(158,498)
Real estate acquisitions	(39,899)		(194,849)
Purchases of other property, plant and equipment	(1,450,077)		(1,934,107)
Proceeds from sale of assets, net of cash transferred	249,906		174,494
Net cash used in investing activities	(2,291,427)		(2,186,042)
Cash flows from financing activities:
Proceeds from employee equity awards	81,543		77,628
Payment of dividends	(863,886)		(783,454)
Proceeds from public offering of common stock, net of issuance costs	796,018		99,599
Proceeds from senior notes, net of debt discounts	1,193,688		3,878,662
Proceeds from mortgage and loans payable	676,850		—
Repayments of finance lease liabilities	(97,808)		(130,129)
Repayments of mortgage and loans payable	(586,227)		(706,426)
Repayment of senior notes	—		(1,990,650)
Debt extinguishment costs	—		(99,185)
Debt issuance costs	(17,731)		(25,102)

Net cash provided by financing activities	1,182,447		320,943
Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash	(135,599)		(24,139)

Net increase in cash, cash equivalents and restricted cash	958,414		(234,137)
Cash, cash equivalents and restricted cash at beginning of period	1,549,454		1,625,695
Cash, cash equivalents and restricted cash at end of period	$	2,507,868	$	1,391,558

Cash and cash equivalents	$	2,500,816	$	1,379,100
Current portion of restricted cash included in other current assets	2,529		11,567
Non-current portion of restricted cash included in other assets	4,523		891
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows	$	2,507,868	$	1,391,558

See accompanying notes to condensed consolidated financial statements.

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, 2021 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" or "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 18, 2022. 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 the acquisitions of:

Two data centers in Mumbai, India from the India operations of GPX Global Systems, Inc. ("GPX India") from September 1, 2021;
Four data centers as well as a subsea cable and terrestrial fiber network in West Africa acquired from MainOne Cable Company ("MainOne") from April 1, 2022; and
Four data centers in Chile and a data center in Peru acquired from Empresa Nacional De Telecomunicaciones S.A. ("Entel") from May 2, 2022 and August 1, 2022, respectively.

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 dividends paid 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 accrue 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 11.7% and 15.2% for the nine months ended September 30, 2022 and 2021, respectively. The decrease in the effective tax rate for the nine months ended September 30, 2022 as compared to the same period in 2021 was mainly driven by higher U.S. QRS income that is not subject to U.S. corporate income taxes.

In the current period, we had a favorable resolution of uncertain tax positions of approximately $40.0 million resulting from the settlement of tax audits in the EMEA region. In the prior period, we had a favorable resolution of

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

uncertain tax positions of approximately $70.0 million resulting from the settlement of various tax audits in the EMEA and Asia-Pacific regions. Of the unrecognized tax benefits realized in the prior period, approximately $32.3 million was related to the uncertain tax position inherited from the Metronode Acquisition in 2018. 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 was included in Other Income (Expense) on the Condensed Consolidated Statements of Operations.

Recent Accounting Pronouncements

Accounting Standards Not Yet Adopted

In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2022-04, "Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations". This guidance requires annual and interim disclosures for entities that use supplier finance programs in connection with the purchase of goods and services. The ASU is effective for fiscal years beginning after December 15, 2022, with early adoption permitted, except for the amendment on rollforward information, which is effective for fiscal years beginning after December 15, 2023. 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

Income Taxes

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 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.

Debt with Conversion and Other Options

In August 2020, FASB issued 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. On January 1, 2022, we adopted this ASU on a prospective basis and the adoption of this standard did not have a material impact on our condensed consolidated financial statements.

Business Combinations

In October 2021, FASB issued ASU 2021-08 Business Combinations ("Topic 805"): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The ASU requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers, as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities were recognized by the acquirer at fair value on the acquisition date. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. On April 1, 2022, we early adopted this ASU and the adoption of this standard did not have a material impact on our condensed consolidated financial statements.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

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, 2022	$	681,809	$	65,392	$	55,486	$	109,736	$	87,495
Closing balances as of September 30, 2022	778,858		64,046		61,097		118,044		156,018
Increase (Decrease)	$	97,049	$	(1,346)	$	5,611	$	8,308	$	68,523

(1) The net change in our allowance for credit losses was insignificant during the nine months ended September 30, 2022.

The difference between the opening and closing balances of our accounts receivable, net, contract assets and deferred revenues primarily results from revenue growth, contract assets and liabilities acquired from the MainOne acquisition and the timing difference between the satisfaction of our performance obligation and the customer's payment. The amount of revenue recognized during the nine months ended September 30, 2022 from the opening deferred revenue balance as of January 1, 2022 was $67.3 million.

Remaining performance obligations

As of September 30, 2022, approximately $9.5 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 contract renewals. 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 deployment 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, point-in-time services, 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.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

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 September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Net income	$	211,739	$	152,026	$	575,674	$	376,587
Net (income) loss attributable to non-controlling interests	68		190		(92)		330
Net income attributable to Equinix	$	211,807	$	152,216	$	575,582	$	376,917

Weighted-average shares used to calculate basic EPS	91,896		89,858		91,234		89,614
Effect of dilutive securities:
Employee equity awards	239		609		285		588
Weighted-average shares used to calculate diluted EPS	92,135		90,467		91,519		90,202

EPS attributable to Equinix:
Basic EPS	$	2.30	$	1.69	$	6.31	$	4.21
Diluted EPS	$	2.30	$	1.68	$	6.29	$	4.18

We have excluded common stock related to employee equity awards in the diluted EPS calculation above of approximately 351,000 shares and 17,000 shares for the three months ended September 30, 2022 and 2021, respectively, and approximately 379,000 and 212,000 shares for the nine months ended September 30, 2022 and 2021, because their effect would be anti-dilutive.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

4. Acquisitions

2022 Acquisitions

Acquisition of Entel Chile Data Centers (the "Entel Chile Acquisition") and Entel Peru Data Center (the "Entel Peru Acquisition")

On May 2, 2022, we further expanded in Latin America through an acquisition of four data centers in Chile from Entel, a leading Chilean telecommunications provider, for a total purchase consideration of $638.3 million at the exchange rate in effect on that date. On August 1, 2022, we completed the acquisition of a data center in Peru from Entel for a total purchase consideration of $80.3 million at the exchange rate in effect on that date. The Entel Chile Acquisition and Entel Peru Acquisition support our ongoing expansion to meet customer demand in the Latin American market.

Acquisition of MainOne (the "MainOne Acquisition")

On April 1, 2022, we completed the acquisition of all outstanding shares of MainOne, consisting of four data centers as well as a subsea cable and terrestrial fiber network. We acquired MainOne and its assets for a total purchase consideration of $278.4 million. The MainOne Acquisition supports our desire to meet customer demand in the West African market.

2021 Acquisition

Acquisition of GPX India (the "GPX India Acquisition")

On September 1, 2021, we completed the acquisition of GPX India, representing two data centers in Mumbai, India, for a total purchase consideration of approximately INR12.5 billion, or $170.5 million at the exchange rate in effect on that date. The GPX India Acquisition supports our desire to meet customer demand in the Indian market.

Purchase Price Allocation

Each of the acquisitions noted above 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 this method, the total purchase price is allocated to the assets acquired and liabilities assumed measured at fair value on the date of acquisition, except where alternative measurement is required under GAAP.

As of September 30, 2022, we had not completed the detailed valuation analysis to derive the fair value of assets acquired and liabilities assumed from the Entel Peru Acquisition, Entel Chile Acquisition and MainOne Acquisition, including property, plant and equipment, intangible assets and the related tax impacts; therefore, the purchase price allocation is based on provisional estimates and subject to continuing management analysis.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

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


	GPX India		Entel Peru		Entel Chile		MainOne
	Final		Provisional
Cash and cash equivalents	$	9,406	$	—	$	—	$	33,026
Accounts receivable	4,399		—		—		9,431
Other current assets	8,883		—		12,424		21,988
Property, plant and equipment	88,130		13,423		81,132		239,583
Operating lease right-of-use assets	62		—		—		—
Intangible assets	15,408		10,000		153,489		54,800
Goodwill	77,145		46,118		380,867		110,648
Deferred tax and other assets	20		10,801		12,090		6,731
Total assets acquired	203,453		80,342		640,002		476,207
Accounts payable and accrued liabilities	(1,566)		—		(195)		(19,790)
Other current liabilities (1)	(478)		—		—		(13,061)
Operating lease liabilities	(62)		—		—		—
Finance lease liabilities	(20,565)		—		—		—
Mortgage and loans payable	—		—		—		(25,944)
Deferred tax and other liabilities (1)	(10,317)		—		(1,463)		(139,062)
Net assets acquired	$	170,465	$	80,342	$	638,344	$	278,350

(1)For the MainOne Acquisition, other current liabilities includes $9.9 million of deferred revenue - current and the other liabilities includes $95.4 million of deferred revenue - non-current.

Property, plant and equipment - The fair values of property, plant and equipment acquired from these four 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)	Discount Rate
GPX India:
Customer relationships (1)	$	15,408	15.0	15.0	11.0	%
Entel Peru:
Customer relationships (1)	10,000		15.0	15.0	7.0	%
Entel Chile:
Customer relationships (1)	153,489		12.0 - 15.0	14.0	8.5% - 9.5%
MainOne:
Customer relationships (1)	51,500		10.0 - 15.0	14.0	11.5	%
Trade names (2)	3,300		5.0	5.0	11.5	%

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

(1)The fair value was estimated by calculating the present value of estimated future operating cash flows generated from existing customers less costs to realize the revenue and/or by using benchmarking. The rates reflect 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.

(2)The fair value of the MainOne trade name was estimated using the relief from royalty method under the income approach. We applied a relief from royalty rate of 1.0%.

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 the acquisition. Goodwill from the GPX India Acquisition is attributable to the Asia-Pacific region and is not deductible for local tax purposes. Goodwill from the Entel Peru and Entel Chile acquisitions are attributable to the Americas region and are not expected to be amortizable for local tax purposes. Goodwill from the MainOne Acquisition is attributable to the EMEA region and is not deductible for local tax purposes except for the portion attributable to Ghana.

Revenues and net income and loss from operations

The operating results of the Entel Peru and Entel Chile acquisitions are reported in the Americas region and the operating results of the MainOne Acquisition are reported in the EMEA region following the date of acquisition. During the three and nine months ended September 30, 2022, our revenues from these acquisitions were $30.2 million and $57.2 million, respectively. During the three months ended September 30, 2022, our net income was insignificant and during the nine months ended September 30, 2022, our net income was $6.2 million from these acquisitions.

Transaction costs

During the three and nine months ended September 30, 2022, the transaction costs for the MainOne, Entel Chile and Entel Peru acquisitions were insignificant.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

5. Assets Held for Sale

In June 2021, we entered into an agreement to form another joint venture in the form of a limited liability partnership with GIC Private Limited, 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. The transaction is structured to close in phases over the course of two years, pending regulatory approval and other closing conditions. The assets and liabilities of the Warsaw 4 ("WA4") data center site, which were included within our EMEA region, were classified as held for sale as of June 30, 2021. In June 2022, we sold the WA4 data center in exchange for a total consideration of $61.5 million. During the three months ended June 30, 2022, we recognized an insignificant gain on the sale of the WA4 data center.

In October 2021, we entered into an agreement to form a joint venture in the form of a limited liability partnership with PGIM Real Estate ("PGIM"), to develop and operate xScale data centers in Asia-Pacific (the "Asia-Pacific 2 Joint Venture"). The assets and liabilities of the Sydney 9 ("SY9") data center site, which were included within our Asia-Pacific region, were classified as held for sale as of September 30, 2021. Upon closing the joint venture in March 2022, we sold the SY9 data center in exchange for a total consideration of $201.3 million, which is comprised of $165.6 million of net cash proceeds, a 20% partnership interest in the Asia-Pacific 2 Joint Venture with a fair value of $29.8 million, and $5.9 million of receivables. During the three months ended March 31, 2022, we recognized an insignificant loss on the sale of the SY9 data center.

In March 2022, we entered into an agreement to sell the Mexico 3 ("MX3") data center site in connection with the formation of a new joint venture with GIC (the "AMER 1 Joint Venture") to develop and operate xScale data centers in the Americas. Given that the key terms of the sale had been substantially agreed upon as of September 30, 2021, the assets and liabilities of the MX3 data center, which are currently included within our Americas region, were classified as held for sale as of September 30, 2021 and remained held for sale as of September 30, 2022.

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 September 30, 2022 (in thousands):


	September 30, 2022


Property, plant and equipment	$	77,568
Other assets	2,948
Total assets held for sale	$	80,516




Accrued property, plant and equipment	$	9,482
Total liabilities held for sale (1)	$	9,482

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

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

6. Equity Method Investments

We hold various equity method investments, primarily joint venture or partnership arrangements, in order to invest in certain entities that are in line with our business development objectives, including the development and operation of xScale data centers. Some of these xScale joint ventures are classified as Variable Interest Entities ("VIEs"), as discussed further below. The Asia-Pacific 1, Asia-Pacific 2, Asia-Pacific 3 and EMEA 2 Joint Ventures (the "VIE Joint Ventures") share a similar purpose, design and nature of assets. The following table summarizes our equity method investments (in thousands), which were included in other assets on the condensed consolidated balance sheets:


Investee	Ownership Percentage	September 30, 2022		December 31, 2021
EMEA 1 Joint Venture with GIC	20%	$	124,364	$	131,516
VIE Joint Ventures	20%	158,507		95,052
Other	Various	18,138		18,481
Total		$	301,009	$	245,049

Non - VIE Joint Venture

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 VIE given that both equity investors' interests 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. Our share of income and losses of equity method investments from this joint venture was insignificant for the three and nine months ended September 30, 2022 and 2021 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 September 30, 2022, we had future equity contribution commitments of $24.3 million.

VIE Joint Ventures

In 2020, we entered into a joint venture in the form of a limited liability partnership with GIC (the "Asia-Pacific 1 Joint Venture") to develop and operate xScale data centers in Asia-Pacific.

In 2021, we entered into the EMEA 2 Joint Venture with GIC to develop and operate additional xScale data centers in Europe and the Americas (see Note 5 above).

On March 11, 2022, we entered into the Asia-Pacific 2 Joint Venture with PGIM to develop and operate additional xScale data centers in Asia-Pacific (see Note 5 above).

On April 6, 2022, we entered into a joint venture in the form of a limited liability partnership with GIC (the "Asia-Pacific 3 Joint Venture") to develop and operate additional xScale data centers in Seoul, Korea. Upon closing, we contributed $17.0 million in exchange for a 20% partnership interest in the joint venture.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The VIE Joint Ventures are considered VIEs because they do not have sufficient funds from operations to be self-sustaining. While we provide certain management services to their operations and earn fees for the performance of such services, the power to direct the activities of these joint ventures that most significantly impact economic performance is shared equally between us and either GIC or PGIM, as applicable. 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 Equinix and either GIC or PGIM, as applicable. We concluded that neither party is deemed to have predominant control over the VIE Joint Ventures and neither party is considered to be the primary beneficiary. During the three and nine months ended September 30, 2022, our share of income and losses of equity method investments from these joint ventures was insignificant both individually and in aggregate, and was included in other income (expense) on the condensed consolidated statement of operations.

The following table summarizes our maximum exposure to loss related to the VIE Joint Ventures as of September 30, 2022 (in thousands):


	VIE Joint Ventures
Equity Investment	$	158,507
Outstanding Receivables	22,531
Future Equity Contribution Commitments (1)	65,310
Maximum Future Payments under Debt Guarantees (2)	58,333
Total	$	304,681

(1)The joint ventures' 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 their outstanding debt.

(2)In connection with our 20% equity investment in the EMEA 2 Joint Venture, we provided the lenders with our guarantees covering 20% of all payments of principal and interest due under EMEA 2 Joint Venture's credit facility agreements (see Note 11).

Other Related Party Transactions

We have lease arrangements and provide various services to the EMEA 1 Joint Venture and the VIE Joint Ventures (the "Joint Ventures") through multiple agreements, including sales and marketing, development management, facilities management, and asset management. These transactions are generally considered to have been negotiated at arm's length. The following table presents the revenues and expenses from these arrangements with the Joint Ventures in our condensed consolidated statements of operations (in thousands):


		Three Months Ended September 30,				Nine Months Ended September 30,
Related Party	Nature of Transaction	2022		2021		2022		2021
EMEA 1 Joint Venture	Revenues	$	5,957	$	11,698	$	31,138	$	30,548
EMEA 1 Joint Venture	Expenses (1)	2,010		4,006		5,422		12,786
VIE Joint Ventures	Revenues	9,551		4,928		29,739		19,373

(1)Balances primarily consist of rent expenses for a 15 year sub-lease agreement with the EMEA 1 Joint Venture for a London data center.

The following table presents the assets and liabilities from related party transactions with the Joint Ventures in our condensed consolidated balance sheets (in thousands):

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)


Related Party		Balance Sheet Line Item		September 30, 2022			December 31, 2021
EMEA 1 Joint Venture		Receivables		$	29,808		$	32,077
	Contract Assets (1)		53,998			54,503
	Finance Lease Right of Use Assets		92,199			118,817
	Other Liabilities and Payables		1,303			2,483
	Other Liabilities and Payables - construction obligation (2)		32,929			39,382
	Deferred Revenue		14,351			16,886
	Finance Lease Right of Use Liabilities		98,565			124,918
VIE Joint Ventures		Receivables		22,531			29,077
		Contract Assets		3,227			1,492
		Payables		—			1,876

(1)A portion of the contract asset balance relates to commitments to complete a residual portion of the Paris 9 data center sold to the EMEA 1 Joint Venture, which is reimbursable in full upon completion.

(2)The balance primarily relates to the obligation to pay for future construction for certain sites sold as a part of the EMEA 1 Joint Venture transaction.

We received contingent consideration from separate 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. As of September 30, 2022 and December 31, 2021, the total fair value of the remaining contingent consideration which was included in other current assets on the condensed consolidated balance sheets was not significant. Changes in the fair value of the contingent consideration were recorded in gain (loss) on asset sales on the condensed consolidated statement of operations.

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 September 30, 2022 and December 31, 2021, the total principal amounts of foreign currency debt obligations designated as net investment hedges was $1.6 billion and $1.5 billion, respectively.

We also use cross-currency interest rate swaps, which effectively 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 our net investment in our foreign subsidiaries. As of September 30, 2022 and December 31, 2021, we had cross-currency interest rate swaps outstanding with notional amounts of $3.9 billion and $4.0 billion respectively, with maturity dates ranging through 2026.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

From time to time, we use foreign currency forward contracts to hedge against the effect of foreign exchange rate fluctuations on our net investment in our foreign subsidiaries. As of September 30, 2022 and December 31, 2021, the total notional amount of foreign currency forward contracts designated as net investment hedges were $373.4 million and $375.7 million, respectively.

Certain of our customer agreements are deemed to have foreign currency forward contracts embedded in them that are priced in currencies different from the functional or local currencies of the parties involved. These embedded derivatives are separated from their host contracts and carried on our balance sheet at their fair value. The majority of these embedded derivatives arise as a result of our foreign subsidiaries pricing their customer contracts in U.S. Dollars. We use these forward contracts embedded within our customer agreements to hedge against the effect of foreign exchange rate fluctuations on our net investment in our foreign subsidiaries.

The effect of net investment hedges on accumulated other comprehensive income and the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


Amount of gain or (loss) recognized in accumulated other comprehensive income:
			Three Months Ended September 30,						Nine Months Ended September 30,
			2022			2021			2022			2021
Foreign currency debt			$	125,840		$	36,308		$	283,431		$	81,290
Cross-currency interest rate swaps (included component) (1)			228,210			89,494			571,532			207,598
Cross-currency interest rate swaps (excluded component) (2)			(23,959)			(2,527)			(92,913)			(27,944)
Foreign currency forward contracts (included component) (1)			33,257			7,858			48,900			3,302
Foreign currency forward contracts (excluded component) (3)			(2,998)			(53)			(5,289)			(27)
Total			$	360,350		$	131,080		$	805,661		$	264,219

Amount of gain or (loss) recognized in earnings:
	Location of gain or (loss)		Three Months Ended September 30,						Nine Months Ended September 30,
		2022			2021			2022			2021
Cross-currency interest rate swaps (excluded component) (2)	Interest expense		$	12,739		$	11,863		$	37,346		$	32,478
Foreign currency forward contracts (excluded component) (3)	Interest expense		(154)			38			(317)			242
Total			$	12,585		$	11,901		$	37,029		$	32,720

(1)Included component represents foreign exchange spot rates.

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

(3)Excluded component represents foreign currency forward points.

Cash Flow Hedges. We hedge our foreign currency transaction exposure for forecasted revenues and expenses in our EMEA region between the U.S. Dollar and the British Pound, Euro, Swedish Krona and Swiss Franc. The foreign currency forward and option contracts that we use to hedge this exposure are designated as cash flow hedges. As of September 30, 2022 and December 31, 2021, the total notional amounts of these foreign exchange contracts were $437.4 million and $831.2 million, respectively.

As of September 30, 2022, our foreign currency cash flow hedge instruments had maturity dates ranging from October 2022 to December 2023 and we had a net gain of $67.9 million recorded within accumulated other comprehensive income (loss) to be reclassified to revenues and expenses relating to these cash flow hedges as they mature in the next 12 months. As of December 31, 2021, our foreign currency cash flow hedge instruments had maturity dates ranging from January 2022 to December 2023 and we had a net gain of $13.3 million recorded within accumulated other comprehensive income (loss) to be reclassified to revenues and expenses relating to these cash flow hedges as they mature in the next 12 months.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

We enter into intercompany hedging instruments ("intercompany derivatives") with our wholly-owned subsidiaries in order to hedge certain forecasted revenues and expenses denominated in currencies other than the U.S. Dollar. Simultaneously, we enter into derivative contracts with unrelated third parties to externally hedge the net exposure created by such intercompany derivatives.

We hedge the interest rate exposure created by anticipated fixed rate debt issuances through the use of treasury locks and swap locks (collectively, interest rate locks), which are designated as cash flow hedges. As of September 30, 2022, we had no interest rate locks outstanding. As of December 31, 2021, the total notional amount of interest rate locks outstanding was $800.0 million. During the nine months ended September 30, 2022, interest rate locks with a combined aggregate notional amount of $800.0 million were settled related to the issuance of senior notes during the year. When interest rate locks are settled, any gain or loss from the transactions is deferred and included as a component of other comprehensive income (loss) and is amortized to interest expense over the term of the forecasted hedged transaction which is equivalent to the term of the interest rate locks. As of September 30, 2022 and December 31, 2021, we had a net gain of $1.4 million and a net loss of $3.9 million, respectively, recorded within accumulated other comprehensive income (loss) to be reclassified to interest expense in the next 12 months for interest rate locks.

The effect of cash flow hedges on accumulated other comprehensive income and the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


Amount of gain or (loss) recognized in accumulated other comprehensive income:
		Three Months Ended September 30,				Nine Months Ended September 30,
		2022		2021		2022		2021
Foreign currency forward and option contracts (included component) (1)		$	8,720	$	27,860	$	55,300	$	61,067
Foreign currency option contracts (excluded component) (2)		—		—		—		151
Interest rate locks		(350)		7,374		49,742		6,135
Total		$	8,370	$	35,234	$	105,042	$	67,353

Amount of gain or (loss) reclassified from accumulated other comprehensive income to income:
		Three Months Ended September 30,				Nine Months Ended September 30,
	Location of gain or (loss)	2022		2021		2022		2021
Foreign currency forward contracts	Revenues	$	53,874	$	(11,863)	$	89,275	$	(41,397)
Foreign currency forward contracts	Costs and operating expenses	(25,869)		5,872		(42,974)		21,659
Interest rate locks	Interest Expense	350		(1,101)		(376)		(2,955)
Total		$	28,355	$	(7,092)	$	45,925	$	(22,693)

Amount of gain or (loss) excluded from effectiveness testing included in income:
		Three Months Ended September 30,				Nine Months Ended September 30,
	Location of gain or (loss)	2022		2021		2022		2021

Foreign currency option contracts (excluded component) (2)	Revenues	$	—	$	—	$	—	$	(244)
Total		$	—	$	—	$	—	$	(244)

(1)Included component represents foreign exchange spot rates.

(2)Excluded component represents option's time value.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Derivatives Not Designated as Hedging Instruments

Embedded Derivatives. As described above, certain of our customer agreements are deemed to have foreign currency forward contracts embedded in them that are priced in currencies different from the functional or local currencies of the parties involved.

Economic Hedges of Embedded Derivatives. We use foreign currency forward contracts to manage the foreign exchange risk associated with our customer agreements that are priced in currencies different from the functional or local currencies of the parties involved ("economic hedges of embedded derivatives"). Foreign currency forward contracts represent agreements to exchange the currency of one country for the currency of another country at an agreed-upon price on an agreed-upon settlement date.

Foreign Currency Forward Contracts. We also use foreign currency forward contracts to manage the foreign exchange risk associated with certain foreign currency-denominated monetary assets and liabilities. As a result of foreign currency fluctuations, the U.S. Dollar equivalent values of our foreign currency-denominated monetary assets and liabilities change. Gains and losses on these contracts are included in other income (expense), on a net basis, along with the foreign currency gains and losses of the related foreign currency-denominated monetary assets and liabilities associated with these foreign currency forward contracts. As of September 30, 2022 and December 31, 2021, the total notional amounts of these foreign currency contracts were $2.9 billion and $3.3 billion, respectively.

The following table presents the effect of derivatives not designated as hedging instruments in our condensed consolidated statements of operations (in thousands):


Amount of gain or (loss) recognized in earnings:
		Three Months Ended September 30,				Nine Months Ended September 30,
	Location of gain or (loss)	2022		2021		2022		2021
Embedded derivatives	Revenues	$	—	$	1,023	$	(568)	$	6,168
Economic hedge of embedded derivatives	Revenues	—		(1,532)		(983)		(6,024)
Foreign currency forward contracts	Other income (expense)	138,725		62,840		272,342		127,615
Total		$	138,725	$	62,331	$	270,791	$	127,759

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Fair Value of Derivative Instruments

The following table presents the fair value of derivative instruments recognized in our condensed consolidated balance sheets as of September 30, 2022 and December 31, 2021 (in thousands):


	September 30, 2022				December 31, 2021
	Assets (1)		Liabilities (2)		Assets (1)		Liabilities (2)
Designated as hedging instruments:
Cash flow hedges
Foreign currency forward and option contracts	$	70,539	$	—	$	22,866	$	7,618
Interest rate locks	—		—		8,662		—
Net investment hedges
Cross-currency interest rate swaps	512,227		—		56,921		19,441
Foreign currency forward contracts	40,522		14		156		70
Total designated as hedging	623,288		14		88,605		27,129

Not designated as hedging instruments:
Embedded derivatives	—		—		3,247		652
Economic hedges of embedded derivatives	—		—		2,232		637
Foreign currency forward contracts	169,763		2,381		83,265		5,854
Total not designated as hedging	169,763		2,381		88,744		7,143
Total Derivatives	$	793,051	$	2,395	$	177,349	$	34,272

(1)As presented in our condensed consolidated balance sheets within other current assets and other assets.

(2)As presented in our condensed consolidated balance sheets within other current liabilities and other liabilities.

Offsetting Derivative Assets and Liabilities

We enter into master netting agreements with our counterparties for transactions other than embedded derivatives to mitigate credit risk exposure to any single counterparty. Master netting agreements allow for individual derivative contracts with a single counterparty to offset in the event of default. For presentation on the condensed consolidated balance sheets, we do not offset fair value amounts recognized for derivative instruments or the accrued interest related to cross-currency interest rate swaps under master netting arrangements. The following table presents information related to these offsetting arrangements as of September 30, 2022 and December 31, 2021 (in thousands):


	Gross Amounts Offset in Consolidated Balance Sheet
	Gross Amounts		Gross Amounts Offset in the Balance Sheet		Net Amounts		Gross Amounts not Offset in the Balance Sheet		Net
September 30, 2022
Derivative assets	$	820,443	$	—	$	820,443	$	(15,582)	$	804,861
Derivative liabilities	15,596		—		15,596		(15,582)		14

December 31, 2021
Derivative assets	$	207,037	$	—	$	207,037	$	(47,538)	$	159,499
Derivative liabilities	49,326		—		49,326		(47,538)		1,788

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

8. Fair Value Measurements

We perform fair value measurements in accordance with ASC 820, Fair Value Measurement, which establishes three levels of inputs that we use to measure fair value:

Level 1: quoted prices in active markets for identical assets or liabilities.

*•*Level 2: observable inputs (e.g. spot rates and other data from the third-party pricing vendors for our derivative instruments) other than quoted market prices included within Level 1 that are observable, either directly or indirectly, for the assets or liabilities.

Level 3: unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of assets or liabilities.

Our financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2022 and December 31, 2021 were as follows (in thousands):


	As of September 30, 2022							As of December 31, 2021
	Fair Value		Fair Value Measurement Using					Fair Value			Fair Value Measurement Using
	Level 1		Level 2				Level 1			Level 2
Assets:
Money market and deposit accounts	$	1,131,360	$	1,131,360	$	—		$	585,681		$	585,681	$	—


Derivative instruments (1)	793,051		—		793,051			177,349			—		177,349
Total	$	1,924,411	$	1,131,360	$	793,051		$	763,030		$	585,681	$	177,349
Liabilities:
Derivative instruments (1)	$	2,395	$	—	$	2,395		$	34,272		$	—	$	34,272

(1)Amounts are included within other current assets, other assets, others current liabilities and other liabilities in the condensed consolidated balance sheets.

We did not have any nonfinancial assets or liabilities measured at fair value on a recurring basis as of September 30, 2022 and December 31, 2021.

Other than the contingent consideration related to the EMEA 1 Joint Venture as described in Note 6 above, we did not have any Level 3 financial assets or financial liabilities measured at fair value on a recurring basis as of September 30, 2022 and December 31, 2021.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

9. Leases

Significant Lease Transactions

The following table summarizes the significant lease transactions during the nine months ended September 30, 2022 (in thousands):


				Renewal/Termination Options excluded				Net Incremental (1)
Lease	Quarter	Transaction			Lease Classification		ROU assets			ROU liabilities
Atlanta 1 ("AT1") data center lease extended & expansion (2)	Q1	Extended lease term by 12 years with additional three 10-year renewal options		Two 10-year renewal options		Finance Lease		$	71,994		$	72,549
			Operating Lease	(1,836)		(2,391)
Hong Kong 6 ("HK6") new land and building construct site	Q2	New lease-15 year term		5-year renewal option		Operating Lease		195,245			195,245

Hong Kong 2 ("HK2") data center lease renewal	Q2	Exercised the 3-year renewal option for Phase 1 & 2 (3)		Two 3-year renewal options		Operating Lease		81,504			81,504

(1) The net incremental amounts represent the adjustments to the right of use ("ROU") assets and liabilities recorded during the quarter that the transactions were entered.

(2) This lease had components previously classified as operating leases.

(3) The incremental balance includes the impact of reassessing lease terms of complementary leases within HK2, resulting in new lease end dates ranging from June 2030 to October 2031 from including renewal options that are reasonably certain to be exercised.

Lease Expenses

The components of lease expenses are as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Finance lease cost
Amortization of ROU assets (1)	$	39,456	$	41,983	$	120,684	$	115,221
Interest on lease liabilities	27,742		28,672		84,986		88,688
Total finance lease cost	67,198		70,655		205,670		203,909

Operating lease cost	55,031		54,340		159,632		167,839
Variable lease cost	12,721		8,323		30,003		23,993
Total lease cost	$	134,950	$	133,318	$	395,305	$	395,741

(1) Amortization of ROU assets is included with depreciation expense, and is recorded within cost of revenues, sales and marketing and general and administrative expenses in the condensed consolidated statements of operations.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Other Information

Other information related to leases is as follows (in thousands):


	Nine Months Ended September 30, 2022			Nine Months Ended September 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from finance leases	$	82,841		$	85,141
Operating cash flows from operating leases	144,954			202,861
Financing cash flows from finance leases	97,808			130,129

ROU assets obtained in exchange for lease obligations: (1)
Finance leases	$	78,432		$	374,529
Operating leases	318,882			9,359

	As of September 30, 2022			As of December 31, 2021
Weighted-average remaining lease term - finance leases (2)	14 years			14 years
Weighted-average remaining lease term - operating leases (2)	12 years			12 years
Weighted-average discount rate - finance leases	6		%	7		%
Weighted-average discount rate - operating leases	4		%	4		%
Finance lease ROU assets (3)	$	1,777,807		$	1,875,696

(1) Represents all non-cash changes in ROU assets.

(2) Includes lease renewal options that are reasonably certain to be exercised.

(3) As of September 30, 2022 and December 31, 2021, we recorded accumulated amortization of finance lease ROU assets of $783.7 million and $726.4 million, respectively. Finance lease assets are recorded within property, plant and equipment, net on the condensed consolidated balance sheets.

Maturities of Lease Liabilities

Maturities of lease liabilities as of September 30, 2022 are as follows (in thousands):


	Operating Leases		Finance Leases		Total
2022 (3 months remaining)	$	37,716	$	64,070	$	101,786
2023	181,874		230,923		412,797
2024	178,703		231,316		410,019
2025	173,446		229,443		402,889
2026	171,270		218,926		390,196
Thereafter	1,090,190		2,046,538		3,136,728
Total lease payments	1,833,199		3,021,216		4,854,415
Plus amount representing residual property value	—		—		—
Less imputed interest	(468,808)		(979,144)		(1,447,952)


Total	$	1,364,391	$	2,042,072	$	3,406,463

We entered into agreements with various landlords primarily to lease data center spaces and ground leases which have not yet commenced as of September 30, 2022. These leases will commence between year 2022 and 2025, with lease terms of 2 to 26 years and total lease commitments of approximately $551.5 million.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

10. Debt Facilities

Mortgage and Loans Payable

As of September 30, 2022 and December 31, 2021, our mortgage and loans payable consisted of the following (in thousands):


	September 30, 2022		December 31, 2021
Term loans	$	574,786	$	549,697

Mortgage payable and loans payable	35,240		68,691
	610,026		618,388
Less amount representing unamortized debt discount and debt issuance cost	(1,084)		(354)
Add amount representing unamortized mortgage premium	—		1,630
	608,942		619,664
Less current portion	(9,810)		(33,087)
Total	$	599,132	$	586,577

Senior Credit Facility and Refinancing

In 2017, we entered into a credit agreement ("2017 Credit Agreement") with a group of lenders for a $3.0 billion credit facility ("2017 Credit Facilities"), comprised of a $2.0 billion senior unsecured multicurrency revolving credit facility ("2017 Revolving Facility") and an approximately $1.0 billion senior unsecured multicurrency term loan facility (the "2017 Term Loan Facility"). The credit agreement was subsequently amended to provide an additional senior unsecured term loan in Japanese Yen for approximately $424.7 million at the exchange rate effective on the transaction date.

On May 17, 2021, we repaid our outstanding term loans in Swedish Krona and Japanese Yen under the 2017 Term Loan Facility for $285.4 million and $374.5 million in U.S. Dollars, respectively, at the exchange rates in effect on May 17, 2021 using a portion of the cash proceeds from the 2026 Notes, 2028 Notes, 2031 Notes, and 2052 Notes issuances as described below.

On January 7, 2022, we entered into a credit agreement (the "2022 Credit Agreement") with a group of lenders for a senior unsecured credit facility, comprised of a $4.0 billion senior unsecured multicurrency revolving credit facility (the "2022 Revolving Facility") and a £500.0 million senior unsecured term loan facility (the "2022 Term Loan Facility" and, together with the 2022 Revolving Facility, collectively, the "2022 Credit Facilities"). The total debt issuance costs for the 2022 Revolving Facility and 2022 Term Loan Facility are $6.5 million and $0.8 million, respectively. We borrowed the full £500.0 million available under the 2022 Term Loan Facility, or approximately $676.9 million at the exchange rates in effect on that date. On that same day, using a portion of the proceeds from the 2022 Term Loan Facility, we prepaid in full all of the $549.6 million of indebtedness outstanding under the 2017 Term Loan Facility, at the exchange rates in effect on January 7, 2022 and terminated the 2017 Credit Agreement. In connection with the repayment and termination, we incurred an insignificant amount of loss on debt extinguishment. The remaining unamortized debt issuance costs of the 2017 Credit Facilities will continue to be amortized over the contract terms of the 2022 Credit Facilities.

The 2022 Credit Facilities have a maturity date of January 7, 2027. We may borrow, repay and reborrow amounts under the 2022 Revolving Facility until the Maturity Date, at which time all amounts outstanding under the 2022 Revolving Facility must be repaid in full. The term loan made under the 2022 Term Loan Facility has no scheduled principal amortization and must be repaid in full on the maturity date. The 2022 Revolving Credit Facility provides for extensions of credit in U.S. Dollars as well as certain other foreign currencies. Borrowings under the 2022 Revolving Facility bear interest at a rate based on the daily Secured Overnight Financing Rate ("SOFR"), term SOFR, an alternative currency daily rate, or an alternative currency term rate plus a spread adjustment, plus a margin that can vary from 0.555% to 1.200%. Borrowings under the 2022 Term Loan Facility bear interest at a rate based on the daily Sterling Overnight Index Average ("SONIA"), plus a spread adjustment, plus a margin that can vary from 0.625% to 1.450%. We are also required to pay a quarterly letter of credit fee on the face amount of each letter of credit, which fee is based on the same margin that applies from time to time to SOFR-indexed borrowings

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

under the revolving credit line. The margin is dependent on either our consolidated net leverage ratio or our credit ratings. We are also required to pay a quarterly facility fee ranging from 0.07% to 0.25% per annum. The 2022 Credit Agreement contains customary covenants, including financial ratio covenants that are required to be maintained as of each quarter end.

As of September 30, 2022 and December 31, 2021, the total amounts outstanding under the 2022 Term Loan Facility and 2017 Term Loan Facility, net of debt issuance costs, were $556.9 million and $549.3 million, respectively.

As of September 30, 2022, we had 41 irrevocable letters of credit totaling $81.7 million issued and outstanding under the 2022 Revolving Facility, with approximately $3.9 billion remaining available to borrow under the 2022 Revolving Facility.

Senior Notes

As of September 30, 2022 and December 31, 2021, our senior notes consisted of the following (in thousands):


	September 30, 2022				December 31, 2021
	Amount		Effective Rate		Amount		Effective Rate
2.625% Senior Notes due 2024	$	1,000,000	2.79	%	$	1,000,000	2.79	%
1.250% Senior Notes due 2025	500,000		1.46	%	500,000		1.46	%
1.000% Senior Notes Due 2025	700,000		1.18	%	700,000		1.18	%
2.900% Senior Notes due 2026	600,000		3.04	%	600,000		3.04	%
1.450% Senior Notes due 2026	700,000		1.64	%	700,000		1.64	%
0.250% Euro Senior Notes due 2027	490,100		0.45	%	569,150		0.45	%
1.800% Senior Notes due 2027	500,000		1.96	%	500,000		1.96	%
1.550% Senior Notes due 2028	650,000		1.67	%	650,000		1.67	%
2.000% Senior Notes due 2028	400,000		2.21	%	400,000		2.21	%
3.200% Senior Notes due 2029	1,200,000		3.30	%	1,200,000		3.30	%
2.150% Senior Notes due 2030	1,100,000		2.27	%	1,100,000		2.27	%
2.500% Senior Notes due 2031	1,000,000		2.65	%	1,000,000		2.65	%
3.900% Senior Notes due 2032	1,200,000		4.07	%	—		—	%
1.000% Euro Senior Notes due 2033	588,120		1.18	%	682,980		1.18	%
3.000% Senior Notes due 2050	500,000		3.09	%	500,000		3.09	%
2.950% Senior Notes due 2051	500,000		3.00	%	500,000		3.00	%
3.400% Senior Notes due 2052	500,000		3.50	%	500,000		3.50	%
	12,128,220				11,102,130
Less amount representing unamortized debt issuance cost	(120,095)				(117,986)

	12,008,125				10,984,144
Less current portion	—				—
Total	$	12,008,125			$	10,984,144

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

0.250% Euro Senior Notes due 2027 and 1.000% Euro Senior Notes due 2033

On March 10, 2021, we issued €500.0 million, or approximately $594.9 million in U.S. dollars, at the exchange rate in effect on March 10, 2021, aggregate principal amount of 0.250% senior notes due March 15, 2027 (the "2027 Euro Notes") and €600.0 million, or approximately $713.8 million in U.S. dollars, at the exchange rate in effect on March 10, 2021, aggregate principal amount of 1.000% senior notes due March 15, 2033 (the "2033 Euro Notes").

Interest on the notes is payable annually in arrears on March 15 of each year, commencing on March 15, 2022. Total debt issuance costs and debt discounts related to the 2027 Euro Notes and the 2033 Euro Notes were $7.0 million and $14.1 million, respectively.

Redemption of 2.875% Euro Senior Notes due 2026

On March 24, 2021, using a portion of the net cash proceeds from the 2027 Euro Senior Notes and 2033 Euro Senior Notes, we redeemed the remaining outstanding 2.875% Euro Senior Notes due 2026 for $590.7 million in U.S. dollars, at the exchange rate in effect on March 24, 2021. In connection with the redemption, we incurred $13.2 million of loss on debt extinguishment, including $8.5 million in redemption premium that was paid in cash and $4.7 million related to the write-off of unamortized debt issuance costs, during the three months ended March 31, 2021.

1.450% Senior Notes due 2026, 2.000% Senior Notes due 2028, 2.500% Senior Notes due 2031 and 3.400% Senior Notes due 2052

On May 17, 2021, we issued $700.0 million aggregate principal amount of 1.450% senior notes due 2026 (the "2026 Notes"), $400.0 million aggregate principal amount of 2.000% senior notes due 2028 (the "2028 Notes"), $1.0 billion aggregate principal amount of 2.500% senior notes due 2031 (the "2031 Notes"), and $500.0 million aggregate principal amount of 3.400% senior notes due 2052 (the "2052 Notes").

Interest on the 2026, 2028 and 2031 notes are payable semi-annually on May 15 and November 15 of each year, commencing on November 15, 2021. Interest on the 2052 notes are payable semi-annually on February 15 and August 15 of each year, commencing on February 15, 2022. Total debt issuance costs and debt discounts related to the 2026 Notes, 2028 Notes, 2031 Notes and 2052 Notes were $6.4 million, $5.3 million, $13.0 million and $9.3 million, respectively.

Redemption of 5.375% Senior Notes due 2027

On June 2, 2021, we redeemed all outstanding principal amount under the 5.375% Senior Notes due 2027 with a portion of the net cash proceeds from the issuance of the 2026 Notes, 2028 Notes, 2031 Notes, and 2052 Notes as described above. In connection with the redemption, we incurred $100.6 million of loss on debt extinguishment, including $90.7 million redemption premium that was paid in cash and $9.9 million related to the write-off of unamortized debt issuance costs.

3.900% Senior Notes due 2032

On April 5, 2022, we issued $1.2 billion aggregate principal amount of 3.900% Senior Notes due 2032 (the "2032 Notes"). Interest on the 2032 Notes is payable semi-annually on April 15 and October 15 of each year, commencing on October 15, 2022. Debt issuance costs and debt discounts related to the 2032 Notes were $16.3 million.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Maturities of Debt Instruments

The following table sets forth maturities of our debt, including mortgage and loans payable, and senior notes, gross of debt issuance costs, debt discounts and debt premiums, as of September 30, 2022 (in thousands):


Years ending:
2022 (3 months remaining)	$	2,578
2023	9,780
2024	1,009,449
2025	1,208,199
2026	1,307,750
Thereafter	9,200,490
Total	$	12,738,246

Fair Value of Debt Instruments

The following table sets forth the estimated fair values of our mortgage and loans payable and senior notes, including current maturities, as of (in thousands):


	September 30, 2022		December 31, 2021
Mortgage and loans payable	$	625,732	$	621,051
Senior notes	9,835,700		11,049,834

The fair values of the mortgage and loans payable, which are not publicly traded, were estimated by considering our credit rating, current rates available to us for debt of the same remaining maturities and terms of the debt (Level 2). The fair value of the senior notes, which are traded in the public debt market, was based on quoted market prices (Level 1).

Interest Charges

The following table sets forth total interest costs incurred, and total interest costs capitalized for the periods presented (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Interest expense	$	91,346	$	78,943	$	262,137	$	255,855
Interest capitalized	5,512		6,426		14,267		19,217
Interest charges incurred	$	96,858	$	85,369	$	276,404	$	275,072

Total interest paid in cash, net of capitalized interest, during the three months ended September 30, 2022 and 2021 was $85.9 million and $80.0 million, respectively. Total interest paid in cash, net of capitalized interest, during the nine months ended September 30, 2022 and 2021 was $287.4 million and $296.9 million, respectively.

11. Commitments and Contingencies

Purchase and Other Commitments

As a result of our various IBX data center expansion projects, as of September 30, 2022, we were contractually committed for approximately $1.7 billion of unaccrued capital expenditures, primarily for IBX infrastructure equipment not yet delivered and labor not yet provided, in connection with the work necessary to open these IBX data centers and make them available to our customers for installation. We also had numerous other, non-capital purchase commitments in place as of September 30, 2022, such as commitments to purchase power in select locations through the remainder of 2022 and thereafter, and other open purchase orders for goods or services to be delivered or provided during the remainder of 2022 and thereafter. Such other miscellaneous purchase commitments totaled approximately $1.7 billion as of September 30, 2022. For further information on equity contribution commitments and lease commitments, see Note 6 and Note 9, respectively, above.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Contingent Liabilities

We estimate our exposure on certain liabilities, such as indirect and property taxes, based on the best information available at the time of determination. With respect to real and personal property taxes, we record what we can reasonably estimate based on prior payment history, assessed value by the assessor's office, current landlord estimates or estimates based on current or changing fixed asset values in each specific municipality, as applicable. However, there are circumstances beyond our control whereby the underlying value of the property or basis for which the tax is calculated on the property may change, such as a landlord selling the underlying property of one of our IBX data center leases or a municipality changing the assessment value in a jurisdiction and, as a result, our property tax obligations may vary from period to period. Based upon the most current facts and circumstances, we make the necessary property tax accruals for each of our reporting periods. However, revisions in our estimates of the potential or actual liability could materially impact our financial position, results of operations or cash flows.

Our indirect and property tax filings in various jurisdictions are subject to examination by local tax authorities. Although we believe that we have adequately assessed and accounted for our potential tax liabilities, and that our tax estimates are reasonable, there can be no certainty that additional taxes will not be due upon audit of our tax returns or as a result of further changes to the tax laws and interpretations thereof. For example, we are currently undergoing an audit and appealing the tentative assessment in Brazil. The final settlement of the audit and the outcomes of the appeal are uncertain and may not be resolved in our favor. We regularly assess the likelihood of adverse outcomes resulting from these examinations and appeals that would affect the adequacy of our tax accruals for each of the reporting periods. If any issues arising from the tax examinations and appeals are resolved in a manner inconsistent with our expectations, the revision of the estimates of the potential or actual liabilities could materially impact the financial position, results of operations, or cash flows.

Indemnification and Guarantor Arrangements

As permitted under Delaware law, we have agreements whereby we indemnify our officers and directors for certain events or occurrences while the officer or director is, or was serving, at our request in such capacity. The term of the indemnification period is for the officer's or director's lifetime. The maximum potential amount of future payments we could be required to make under these indemnification agreements is unlimited; however, we have a director and officer insurance policy that could limit our exposure and enable us to recover a portion of any future amounts paid. As a result of our insurance policy that could limit our exposure and enable us to recover some or all of amounts paid, our estimated fair value of these indemnification agreements is minimal. We have no liabilities recorded for these agreements as of September 30, 2022.

We enter into standard indemnification agreements in the ordinary course of business. Pursuant to these agreements, we indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally our business partners or customers, in connection with any U.S. patent, or any copyright or other intellectual property infringement claim by any third party with respect to our offerings. The term of these indemnification agreements is generally perpetual any time after execution of the agreement. The maximum potential amount of future payments we could be required to make under these indemnification agreements is unlimited; however, we have never incurred material costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, our estimated fair value of these agreements is minimal. We have no liabilities recorded for these agreements as of September 30, 2022.

We enter into arrangements with our business partners, whereby the business partner agrees to provide services as a subcontractor for our installations. Accordingly, we enter into standard indemnification agreements with our customers, whereby we indemnify them for other acts, such as personal property damage, of our subcontractors. The maximum potential amount of future payments we could be required to make under these indemnification agreements is unlimited; however, we have general and umbrella insurance policies that could enable us to recover a portion of any amounts paid. We have never incurred material costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, our estimated fair value of these agreements is minimal. We do not have significant liabilities recorded for these agreements as of September 30, 2022.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

We have service level commitment obligations to certain of our customers. As a result, service interruptions or significant equipment damage in our IBX data centers, whether or not within our control, could result in service level commitments to these customers. Our liability insurance may not be adequate to cover those expenses. In addition, any loss of services, equipment damage or inability to meet our service level commitment obligations could reduce the confidence of our customers and could consequently impair our ability to obtain and retain customers, which would adversely affect both our ability to generate revenues and our operating results. We generally have the ability to determine such service level credits prior to the associated revenue being recognized. We do not have significant liabilities in connection with service level credits as of September 30, 2022.

Concurrent with the closing of the EMEA 2 Joint Venture, the EMEA 2 Joint Venture entered into credit facility agreements with a group of lenders under which it could borrow up to approximately $1.2 billion in total at the exchange rate in effect on September 30, 2022, with such facilities maturing in 2025 and 2026. In connection with our 20% equity investment in the EMEA 2 Joint Venture, we provided the lenders with guarantees covering 20% of all payments of principal and interest due and payable by the EMEA 2 Joint Venture under these credit facilities, up to a limit of $267.6 million in total at the exchange rate in effect on September 30, 2022. As of September 30, 2022, the maximum potential amount of our future payments under these guarantees was approximately $58.3 million, at the exchange rates in effect on that date. Our estimated fair value of these guarantees is minimal as the likelihood of making a payout under the guarantees is low.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

12. Stockholders' Equity

Stockholders' Equity Rollforward

The following tables provide a rollforward of our stockholders' equity for the three months ended September 30, 2022 and 2021 (in thousands, except share and per share data):


											AOCI (Loss)		Retained Earnings		Equinix Stockholders' Equity		Non-controlling Interests		Total Stockholders' Equity
	Common Stock			Treasury Stock			Additional Paid-in Capital		Accumulated Dividends
	Shares	Amount		Shares	Amount
Balance as of December 31, 2021	90,872,826	$	91	(301,420)	$	(112,208)	$	15,984,597	$	(6,165,140)	$	(1,085,751)	$	2,260,493	$	10,882,082	$	(318)	$	10,881,764

Net income	—	—		—	—		—		—		—		147,453		147,453		240		147,693
Other comprehensive income	—	—		—	—		—		—		32,837		—		32,837		3		32,840
Issuance of common stock and release of treasury stock for employee equity awards	430,973	—		11,445	4,259		39,617		—		—		—		43,876		—		43,876

Dividend distribution on common stock, $3.10 per share	—	—		—	—		—		(282,031)		—		—		(282,031)		—		(282,031)
Settlement of accrued dividends on vested equity awards	—	—		—	—		—		(497)		—		—		(497)		—		(497)
Accrued dividends on unvested equity awards	—	—		—	—		—		(2,045)		—		—		(2,045)		—		(2,045)
Stock-based compensation, net of estimated forfeitures	—	—		—	—		121,210		—		—		—		121,210		—		121,210

Balance as of March 31, 2022	91,303,799	91		(289,975)	(107,949)		16,145,424		(6,449,713)		(1,052,914)		2,407,946		10,942,885		(75)		10,942,810

Net income (loss)	—	—		—	—		—		—		—		216,322		216,322		(80)		216,242
Other comprehensive loss	—	—		—	—		—		—		(365,842)		—		(365,842)		(35)		(365,877)
Issuance of common stock and release of treasury stock	36,682	—		24,609	9,157		4,882		—		—		—		14,039		—		14,039


Dividend distribution on common stock, $3.10 per share	—	—		—	—		—		(282,168)		—		—		(282,168)		—		(282,168)
Settlement of accrued dividends on vested equity awards	—	—		—	—		—		(57)		—		—		(57)		—		(57)
Accrued dividends on unvested equity awards	—	—		—	—		—		(4,400)		—		—		(4,400)		—		(4,400)
Stock-based compensation, net of estimated forfeitures	—	—		—	—		109,005		—		—		—		109,005		—		109,005

Balance as of June 30, 2022	91,340,481	91		(265,366)	(98,792)		16,259,311		(6,736,338)		(1,418,756)		2,624,268		10,629,784		(190)		10,629,594

Net income	—	—		—	—		—		—		—		211,807		211,807		(68)		211,739
Other comprehensive loss	—	—		—	—		—		—		(337,161)		—		(337,161)		(28)		(337,189)
Issuance of common stock and release of treasury stock	285,176	1		15,982	5,947		31,719		—		—		—		37,667		—		37,667
Issuance of common stock under ATM Program	1,160,706	1		—	—		796,018		—		—		—		796,019		—		796,019

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)


											AOCI (Loss)		Retained Earnings		Equinix Stockholders' Equity		Non-controlling Interests		Total Stockholders' Equity
	Common Stock			Treasury Stock			Additional Paid-in Capital		Accumulated Dividends
	Shares	Amount		Shares	Amount
Dividend distribution on common stock, $3.10 per share	—	—		—	—		—		(286,136)		—		—		(286,136)		—		(286,136)
Settlement of accrued dividends on vested equity awards	—	—		—	—		—		(327)		—		—		(327)		—		(327)
Accrued dividends on unvested equity awards	—	—		—	—		—		(4,031)		—		—		(4,031)		—		(4,031)
Stock-based compensation, net of estimated forfeitures	—	—		—	—		106,757		—		—		—		106,757		—		106,757

Balance as of September 30, 2022	92,786,363	$	93	(249,384)	$	(92,845)	$	17,193,805	$	(7,026,832)	$	(1,755,917)	$	2,836,075	$	11,154,379	$	(286)	$	11,154,093

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)


							Additional Paid-in Capital		Accumulated Dividends		AOCI (Loss)		Retained Earnings		Equinix Stockholders' Equity		Non-controlling interests		Total Stockholders' Equity
	Common Stock			Treasury Stock
	Shares	Amount		Shares	Amount
Balance as of December 31, 2020	89,462,304	$	89	(328,052)	$	(122,118)	$	15,028,357	$	(5,119,274)	$	(913,368)	$	1,760,302	$	10,633,988	$	130	$	10,634,118

Net income (loss)	—	—		—	—		—		—		—		156,362		156,362		(288)		156,074
Other comprehensive loss	—	—		—	—		—		—		(95,480)		—		(95,480)		(1)		(95,481)
Issuance of common stock and release of treasury stock for employee equity awards	428,618	1		11,640	4,332		35,701		—		—		—		40,034		—		40,034

Dividend distribution on common stock, $2.87 per share	—	—		—	—		—		(256,321)		—		—		(256,321)		—		(256,321)
Settlement of accrued dividends on vested equity awards	—	—		—	—		—		(437)		—		—		(437)		—		(437)
Accrued dividends on unvested equity awards	—	—		—	—		—		(3,661)		—		—		(3,661)		—		(3,661)
Stock-based compensation, net of estimated forfeitures	—	—		—	—		102,349		—		—		—		102,349		—		102,349

Balance as of March 31, 2021	89,890,922	90		(316,412)	(117,786)		15,166,407		(5,379,693)		(1,008,848)		1,916,664		10,576,834		(159)		10,576,675

Net income	—	—		—	—		—		—		—		68,339		68,339		148		68,487
Other comprehensive income	—	—		—	—		—		—		67,734		—		67,734		11		67,745
Issuance of common stock and release of treasury stock for employee equity awards	36,674	—		1,389	516		(516)		—		—		—		—		—		—
Issuance of common stock under ATM Program	137,604	—		—	—		99,599		—		—		—		99,599		—		99,599

Dividend distribution on common stock, $2.87 per share	—	—		—	—		—		(257,199)		—		—		(257,199)		—		(257,199)
Settlement of accrued dividends on vested equity awards	—	—		—	—		—		(55)		—		—		(55)		—		(55)
Accrued dividends on unvested equity awards	—	—		—	—		—		(4,016)		—		—		(4,016)		—		(4,016)
Stock-based compensation, net of estimated forfeitures	—	—		—	—		95,236		—		—		—		95,236		—		95,236

Balance as of June 30, 2021	90,065,200	90		(315,023)	(117,270)		15,360,726		(5,640,963)		(941,114)		1,985,003		10,646,472		—		10,646,472













Net income	—	—		—	—		—		—		—		152,216		152,216		(190)		152,026
Other comprehensive loss	—	—		—	—		—		—		(100,647)		—		(100,647)		—		(100,647)
Issuance of common stock and release of treasury stock for employee equity awards	278,731	—		12,292	4,574		33,021		—		—		—		37,595		—		37,595

Dividend distribution on common stock, $2.87 per share	—	—		—	—		—		(257,769)		—		—		(257,769)		—		(257,769)
Settlement of accrued dividends on vested equity awards	—	—		—	—		—		(299)		—		—		(299)		—		(299)
Accrued dividends on unvested equity awards	—	—		—	—		—		(3,906)		—		—		(3,906)		—		(3,906)

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)


							Additional Paid-in Capital		Accumulated Dividends		AOCI (Loss)		Retained Earnings		Equinix Stockholders' Equity		Non-controlling interests		Total Stockholders' Equity
	Common Stock			Treasury Stock
	Shares	Amount		Shares	Amount
Stock-based compensation, net of estimated forfeitures	—	—		—	—		95,101		—		—		—		95,101		—		95,101

Balance as of September 30, 2021	90,343,931	$	90	(302,731)	$	(112,696)	$	15,488,848	$	(5,902,937)	$	(1,041,761)	$	2,137,219	$	10,568,763	$	(190)	$	10,568,573

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Accumulated Other Comprehensive Loss

The changes in accumulated other comprehensive loss, net of tax, by components are as follows (in thousands):


	Balance as of December 31, 2021		Net Change		Balance as of September 30, 2022
Foreign currency translation adjustment ("CTA") loss	$	(1,068,399)	$	(1,566,542)	$	(2,634,941)
Unrealized gain (loss) on cash flow hedges (1)	(6,590)		90,774		84,184
Net investment hedge CTA gain (loss) (1)	(9,952)		805,661		795,709
Net actuarial loss on defined benefit plans (2)	(810)		(59)		(869)
Accumulated other comprehensive loss attributable to Equinix	$	(1,085,751)	$	(670,166)	$	(1,755,917)

(1)Refer to Note 7 for a discussion of the amounts reclassified from accumulated other comprehensive loss to net income.

(2)We have two defined benefit pension plans covering all employees in two countries where such plan is mandated by law.

Changes in foreign currencies can have a significant impact to our condensed consolidated balance sheets (as evidenced above in our foreign currency translation loss), as well as our condensed consolidated results of operations, as amounts in foreign currencies are generally translated into more U.S. Dollars when the U.S. Dollar weakens or fewer U.S. Dollars when the U.S. Dollar strengthens. As of September 30, 2022, the U.S. Dollar was generally stronger relative to certain of the currencies of the foreign countries in which we operate as compared to December 31, 2021. Because of this, the U.S. Dollar had an overall unfavorable impact on our condensed consolidated financial position because the foreign denominations translated into fewer U.S. Dollars as evidenced by an increase in foreign currency translation loss for the nine months ended September 30, 2022 as reflected in the condensed consolidated statements of comprehensive income (loss). The volatility of the U.S. Dollar as compared to the other currencies in which we operate could have a significant impact on our condensed consolidated financial position and results of operations including the amount of revenue that we report in future periods.

Common Stock

In October 2020, we established an ATM program, under which we may, from time to time, offer and sell our common stock to or through sales agents in "at the market" transactions (the "2020 ATM Program").

In February 2022, we entered into a forward sale amendment to the 2020 ATM Program, under which we may, from time to time, offer and sell shares under the equity distribution agreement pursuant to forward sale transactions (the "Equity Forward Amendment"). Under the 2020 ATM Program and Equity Forward Amendment we may, from time to time, offer and sell our common stock to or through sales agents up to an aggregate amount of $1.5 billion. The forward sale agreements provide three settlement alternatives to us: physical settlement, cash settlement or net share settlement. In accordance with ASC 815, the forward sale agreements are classified as equity for balance sheet purposes. During the three months ended September 30, 2022, we did not execute any forward sale agreements. During the nine months ended September 30, 2022, we executed five forward sale agreements to sell 579,873 shares of our common stock with maturity dates ranging from March 2023 to June 2023. On August 3, 2022, we physically settled all forward sale shares for approximately $393.6 million, net of payment of commissions to sales agents and other offering expenses, at an aggregate weighted-average forward sale price of $678.72 per share.

For the three and nine months ended September 30, 2022, we sold an additional 580,833 shares under the 2020 ATM Program, excluding the settled forward sale transactions noted above, for approximately $403.6 million, net of payment of commissions to sales agents and other offering expenses. For the three months ended September 30, 2021, we did not sell any shares under the 2020 ATM Program. For the nine months ended September 30, 2021, we sold 137,604 shares under the 2020 ATM Program, for approximately $99.6 million, net of payment of commissions to sales agents and other offering expenses. As of September 30, 2022, we had approximately $200.0 million of common stock available for sale under the 2020 ATM Program.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Stock-Based Compensation

For the nine months ended September 30, 2022, the Talent, Culture and Compensation Committee and/or the Stock Award Committee of our Board of Directors, as the case may be, granted an aggregate of 856,959 restricted stock units ("RSUs") to certain employees, including executive officers. These equity awards are subject to vesting provisions and have a weighted-average grant date fair value of $661.64 per share and a weighted-average requisite service period of 3.52 years. The valuation of RSUs with only a service condition or a service and performance condition require no significant assumptions as the fair value for these types of equity awards is based solely on the fair value of our stock price on the date of grant. We use revenues, adjusted funds from operations ("AFFO") per share and digital services revenues as the performance measurements in the RSUs with both service and performance conditions that were granted in the nine months ended September 30, 2022.

We use a Monte Carlo simulation option-pricing model to determine the fair value of RSUs with a service and market condition. We used total shareholder return ("TSR") as the performance measurement in the RSUs with a service and market condition that were granted in the nine months ended September 30, 2022. There were no significant changes in the assumptions used to determine the fair value of RSUs with a service and market condition that were granted in 2022 compared to the prior year.

The following table presents, by operating expense category, our stock-based compensation expense recognized in our condensed consolidated statements of operations (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Cost of revenues	$	10,732	$	9,713	$	33,053	$	28,188
Sales and marketing	22,507		20,565		65,862		59,047
General and administrative	68,591		64,432		197,549		180,160
Total	$	101,830	$	94,710	$	296,464	$	267,395

13. Segment Information

While we have one primary line of business, which is the design, build-out and operation of IBX data centers, we have determined that we have three reportable segments comprised of our Americas, EMEA and Asia-Pacific geographic regions. Our chief operating decision-maker evaluates performance, makes operating decisions and allocates resources based on our revenues and adjusted EBITDA performance both on a consolidated basis and based on these three reportable segments. Intercompany transactions between segments are excluded for management reporting purposes.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The following tables present revenue information disaggregated by product lines and geographic areas, (in thousands):


	Three Months Ended September 30, 2022								Nine Months Ended September 30, 2022
	Americas		EMEA		Asia-Pacific		Total		Americas		EMEA		Asia-Pacific		Total
Colocation (1)	$	555,352	$	445,733	$	295,008	$	1,296,093	$	1,619,511	$	1,293,641	$	859,258	$	3,772,410
Interconnection	190,283		66,703		61,264		318,250		558,877		201,688		182,092		942,657
Managed infrastructure	54,704		28,493		19,269		102,466		159,255		89,930		59,827		309,012
Other (1)	5,127		23,105		3,091		31,323		15,842		51,567		6,419		73,828
Recurring revenues	805,466		564,034		378,632		1,748,132		2,353,485		1,636,826		1,107,596		5,097,907
Non-recurring revenues	40,695		27,778		24,054		92,527		123,961		104,667		65,725		294,353
Total	$	846,161	$	591,812	$	402,686	$	1,840,659	$	2,477,446	$	1,741,493	$	1,173,321	$	5,392,260

(1) Includes some leasing and hedging activities.


	Three Months Ended September 30, 2021								Nine Months Ended September 30, 2021
	Americas		EMEA		Asia-Pacific		Total		Americas		EMEA		Asia-Pacific		Total
Colocation (1)	$	504,711	$	400,395	$	259,092	$	1,164,198	$	1,489,829	$	1,187,373	$	773,223	$	3,450,425
Interconnection	168,511		65,809		56,789		291,109		501,016		192,717		164,869		858,602
Managed infrastructure	43,313		31,445		21,572		96,330		122,532		94,732		66,415		283,679
Other (1)	4,757		5,639		1,583		11,979		7,246		14,367		2,692		24,305
Recurring revenues	721,292		503,288		339,036		1,563,616		2,120,623		1,489,189		1,007,199		4,617,011
Non-recurring revenues	41,761		41,939		27,860		111,560		119,013		112,684		80,451		312,148
Total	$	763,053	$	545,227	$	366,896	$	1,675,176	$	2,239,636	$	1,601,873	$	1,087,650	$	4,929,159

(1) Includes some leasing and hedging activities.

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

No single customer accounted for 10% or greater of our accounts receivable or revenues for the three and nine months ended September 30, 2022 and 2021. There is no country outside of the U.S. from which we derived revenues that exceeded 10% of our total revenues for the three and nine months ended September 30, 2022 and 2021.

We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs and gain or loss on asset sales as presented below (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Adjusted EBITDA:
Americas	$	395,159	$	321,768	$	1,127,938	$	992,184
EMEA	283,286		267,553		839,013		773,642
Asia-Pacific	192,471		196,977		564,009		590,981
Total adjusted EBITDA	870,916		786,298		2,530,960		2,356,807
Depreciation, amortization and accretion expense	(431,668)		(419,684)		(1,300,882)		(1,231,760)
Stock-based compensation expense	(101,830)		(94,710)		(296,464)		(267,395)

Transaction costs	(2,007)		(5,197)		(11,310)		(13,364)
Gain (loss) on asset sales	(2,252)		15,414		(3,976)		14,149
Interest income	11,192		411		17,806		1,514
Interest expense	(91,346)		(78,943)		(262,137)		(255,855)
Other income (expense)	(6,735)		1,482		(22,522)		(44,845)
Gain (loss) on debt extinguishment	75		179		184		(115,339)
Income before income taxes	$	246,345	$	205,250	$	651,659	$	443,912

We also provide the following additional segment disclosures (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Depreciation and amortization:
Americas	$	234,300	$	218,749	$	693,232	$	644,316
EMEA	111,879		114,494		342,552		340,435
Asia-Pacific	84,013		85,688		263,018		245,438
Total	$	430,192	$	418,931	$	1,298,802	$	1,230,189
Capital expenditures:
Americas	$	278,487	$	246,497	$	688,635	$	702,013
EMEA	168,481		277,124		528,808		765,342
Asia-Pacific	105,761		154,656		232,634		466,752
Total	$	552,729	$	678,277	$	1,450,077	$	1,934,107

EQUINIX, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Our long-lived assets, including property, plant and equipment, net and operating lease right-of-use assets, located in the following geographic areas as of (in thousands):


	September 30, 2022		December 31, 2021
Americas	$	7,085,772	$	6,777,174
EMEA	4,865,289		5,125,341
Asia-Pacific	3,189,536		3,543,260
Total property, plant and equipment, net	$	15,140,597	$	15,445,775

Americas	$	268,966	$	297,300
EMEA	405,170		470,330
Asia-Pacific	703,059		514,788
Total operating lease right-of-use assets	$	1,377,195	$	1,282,418

14. Subsequent Events

Declaration of dividends

On November 2, 2022, we declared a quarterly cash dividend of $3.10 per share, which is payable on December 14, 2022 to our common stockholders of record as of the close of business on November 16, 2022.

Table of Contents

Previous: Cover and table of contents · Next: Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations