425 1 d425.htm FILED PURSUANT TO RULE 425 Filed Pursuant to Rule 425
October 2009
Switch and Data
Acquisition Overview
NASDAQ: EQIX
Filed by Equinix, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Subject Company:
Switch & Data Facilities Company, Inc.                         
(Commission File No. 001-33302)


2
Public Disclosure Statement
Except for historical information, our presentation today contains
forward-looking statements which include words such as “believe”,
“anticipate”
and “expect”.  These forward-looking statements
involve risks and uncertainties that may cause Equinix’s actual
results to differ materially from those expressed or implied by
these statements.  Factors that may affect Equinix’s results are
summarized in our annual report on Form 10-K filed February 26,
2009, and quarterly report on Form 10-Q filed on July 29, 2009. 
Equinix assumes no obligation and does not intend to update
forward-looking
statements made in this presentation.
FORWARD
LOOKING
STATEMENTS


Equinix
Announces Agreement to
Acquire
Switch and Data
Definitive
Agreement
-
Announced
October
21,
2009
Transaction valued at approximately $689 million based on closing price of Equinix
stock on October 20, 2009
Overall
consideration
paid
by
Equinix
will
be
80%
Equinix
stock
and
20%
cash
Switch and Data stockholders will have the opportunity to elect to receive 0.19409
shares of Equinix
stock or $19.06 for each share of Switch and Data stock, subject to
pro-rata adjustment to achieve the 80/20 mix of stock and cash
Expected to qualify as a tax-free exchange to Switch and Data’s stockholders with
respect
to
the
stock
portion
of
the
merger
consideration
an
amount
of
the
cash
portion
of
the
merger
consideration
may
be
replaced
by
an
equivalent
amount
of
Equinix
stock
to the extent necessary to achieve this
Switch and Data directors, executive officers, and certain significant Stockholders have
agreed to vote 35% of Switch and Data’s outstanding shares in favor of the transaction
The transaction is expected to close in the first quarter of 2010 subject to customary
closing conditions, including the approval of Switch and Data’s stockholders and
regulatory approvals
3


4
4
Business Drivers for Acquisition
of Switch and Data
Investing in our core business with measured and fully-funded
expansion plan
Stronger balance sheet for combined expansion capacity
DISCIPLINED
EXPANSION
SUSTAINABLE
DIFFERENTIATION
High levels of network connectivity, operational reliability and
global capabilities
Access to broader North American reach for latency-sensitive
applications
CUSTOMER
FOCUS
Committed to our customers’
success
Expanded capacity and new markets
INDUSTRY
LEADERSHIP
Leading market position in data center services
A leading Global Provider with over 6M gross Sq Ft worldwide
STOCKHOLDER
VALUE
Increased scale and potential synergies reduce operating costs
Accretive to Equinix stand alone cash flow going forward
Favorable industry trends fueling increasing demand
Adds 16 additional North American markets
MARKET
MOMENTUM


5
Data Center Hosting Services Landscape
Sources: Gartner  Nov 2008 & Ovum 2009,
The North American datacenter market is highly fragmented, with over
350 companies providing Internet Data Center services
Growth in the North American Web
hosting market is supported by multiple,
strong fundamental trends, including:
Utility computing (including virtualization) 
The growth in Web content and
applications
North American Web Hosting Market, 2008-2012
(Millions of U.S. Dollars)
Colocation
Colocation
Managed
Managed
Infrastructure
Infrastructure
Hosting
Hosting
Application
Application
Hosting
Hosting
Cloud/Utility
Cloud/Utility
Level of IT
Complexity
Low
Hi


6
6
Market leading ecosystem built
to deliver low latency services
Sustainable Differentiation
Equinix: Providing a Unique Ecosystem
With
every
major
domestic
and
international
network
as
a
customer,
Equinix
acts
like
an
“airport
hub,”
connecting businesses to the routes/carriers that lead most directly to the desired destination
The Hub of the Internet
Content Services Hub
Interconnecting the largest array of
networks and content providers
Connecting providers and customers
of cloud computing with the key
network and content players
Content Services Hub
Financial Services Hub
Enterprise Computing Hub
The Hub of the Internet


7
Market Momentum
Industry Trends
299
797
1,728
2,849
4,554
6,767
9,681
0
2,000
4,000
6,000
8,000
10,000
12,000
2006
2007
2008
2009E
2010E
2011E
2012E
4,234
6,658
10,803
16,195
24,019
32,489
43,551
0
10,000
20,000
30,000
40,000
50,000
2006
2007
2008
2009E
2010E
2011E
2012E
$46
$56
$71
$89
$114
$150
--
$40.0
$80.0
$120.0
$160.0
2008
2009E
2010E
2011E
2012E
2013E
1,350
26
410
253
125
60
--
200
400
600
800
1,000
1,200
1,400
1,600
2004
2005
2006
2007
2008
2009E
(Thousands of peak messages per second)
(Revenue, $ in Billions)
Source: Gartner (2009).
Source:
Cisco
Visual
Networking
Index
Forecast
and
Methodology,
2007–2012.
GLOBAL IP TRAFFIC
US TRADING VOLUME
GLOBAL CLOUD SERVICES REVENUE
GLOBAL CONSUMER VIDEO TRAFFIC
(Petabytes
per month)
(Petabytes
per month)
Source:
Cisco
Visual
Networking
Index
Forecast
and
Methodology,
2007–2012.


8
8
Our Customer Base
CONTENT
FINANCIAL
NETWORK
ENTERPRISE
GLOBAL
RECURRING
REVENUE
CONTRIBUTION
(1)
26%
17%
20%
37%
(1) Q3 ’09 Global MRR billing (excluding Netherlands).
Blue chip customer base that is diversified across our key business segments


Switch and Data
Unique Data Center Footprint
Chicago
Los Angeles
New York
Area
Dallas/Irving
Silicon Valley
Washington, D.C.
Phoenix
Denver
Miami
Tampa
Atlanta
Indianapolis
Boston
Detroit
Buffalo
Cleveland
Philadelphia
Pittsburgh
Nashville
Seattle
Toronto
St. Louis
Equinix
Switch and Data
Sources: Wall Street research and press releases
Data Center Footprint Comparison
9
Switch and Data Has 22 Markets & 34 Data Centers In North America
Expansion Markets:
Switch and Data provides a footprint in key new markets (Atlanta, Denver, Miami, Seattle,
Toronto)
Performance:
positions Equinix
to meet the needs of key network & cloud providers
Growth:
expands our growth/investment prospects
Capacity:
provides incremental inventory in key overlap markets that our sales engine can utilize
Interconnection:
strengthens
our
interconnection
presence
in
key
metros
Scale:
Equinix
can achieve significant operational and financial synergies
Strategic Rationale


Global Service Delivery Platform
in the Right Markets
Located where the Cable Systems Interconnect the World
Connecting over 350+ Network Providers Around the Globe
10
Sources: Telegeography & Equinix
Equinix will have a presence in 9 of the Top 10 markets in North
America
and 13 of the top 20 Highest Capacity Internet Hubs in the World


Comparative Stats
Equinix*
Switch and Data**
2008 Revenues
$704.7 million
$171.5 million
Markets
18 markets in 10 countries
in US, EU and AP
22 markets in North America
# Data Centers
45*
34**
Gross Square Ft
> 5.0 million
1.1 million
Cabinet Capacity
58,200*
~13,000**
Reported Utilization
81%*
~61%**
# Customers
2,522*
979**
Ticker/Market
EQIX (NASDAQ)
SDXC (NASDAQ)
Corporate
Headquarters
Foster City, CA
Tampa, FL
URL
www.equinix.com
www.switchanddata.com
Prominent Customer
Names
IBM, AT&T, Verizon,
Google, Amazon, MSN,
Sprint, Qwest
Akamai, Comcast, DirecTV,
Limelight, Neuberger Berman,
NTT, Verisign
11
* As announced by Equinix
on Q3 results conference call on October 21, 2009;   ** As announced by Switch and Data on Q2 results conference call on July 28, 2009


12
This communication may be deemed to be solicitation material in respect of the proposed transaction between
Equinix
and
Switch
and
Data.
In
connection
with
the
proposed
transaction
involving
Equinix
and
Switch
and
Data,
Equinix
plans to file with the SEC a Registration Statement on Form S-4 containing a Proxy Statement/Prospectus and each of
Equinix
and Switch and Data plan to file with the SEC other documents regarding the proposed transaction.  The definitive
Proxy
Statement/Prospectus
will
be
mailed
to
stockholders
of
Switch
and
Data.
SWITCH
AND
DATA
STOCKHOLDERS
ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC
CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION.
Switch and Data stockholders will be able to obtain free copies of the Registration Statement and the Proxy
Statement/Prospectus
(when
available)
and
other
documents
filed
with
the
SEC
by
Equinix
and
Switch
and
Data
through
the website maintained by the SEC at www.sec.gov.  In addition, Switch and Data stockholders will be able to obtain free
copies of the Registration Statement and the Proxy Statement/Prospectus (when available) and other documents filed with
the SEC from Equinix
by directing a request to Equinix, Inc., 301 Velocity Way, Fifth Floor, Foster City, CA 94404, Attention:
Investor
Relations
(telephone:
888-222-1162)
or
going
to
Equinix’s
corporate
website
at
www.equinix.com,
or
from
Switch
and
Data
by
directing
a
request
to
Switch
&
Data
Facilities
Company,
Inc.,
1715
Westshore
Boulevard,
Suite
650,
Tampa,
FL 33607, Attention: Investor Relations (telephone: 866-797-2633) or going to Switch and Data’s corporate website at
www.switchanddata.com.
Equinix, Switch and Data and their respective directors and executive officers may be deemed to be
participants
in
the
solicitation
of
proxies
in
respect
of
the
proposed
transaction.
Information
regarding
Equinix’s
directors
and
executive
officers
is
contained
in
its
annual
proxy
statement
filed
with
the
SEC
on
April
23,
2009.
Information
regarding
Switch and Data’s directors and executive officers is contained in Switch and Data’s annual proxy statement filed with the
SEC on April 6, 2009.  Additional information regarding the interests of such potential participants will be included in the
Proxy Statement/Prospectus and the other relevant documents filed with the SEC (when available).
Important Information
for Investors and Stockholders