-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TqpGLC9TZzjdmK49Qrtko9zd/VaneqWmy0W2J6MwJCNKUKCuEfh8qKX4LlHb8Va6 pt+H3w3y+YA/FX4a+wmZeA== 0001157523-07-001103.txt : 20070206 0001157523-07-001103.hdr.sgml : 20070206 20070206104408 ACCESSION NUMBER: 0001157523-07-001103 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070202 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070206 DATE AS OF CHANGE: 20070206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUINIX INC CENTRAL INDEX KEY: 0001101239 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 770487526 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31293 FILM NUMBER: 07582929 BUSINESS ADDRESS: STREET 1: 301 VELOCITY WAY, 5TH FLOOR CITY: FOSTER CITY STATE: CA ZIP: 94404 BUSINESS PHONE: 650-513-7000 MAIL ADDRESS: STREET 1: 301 VELOCITY WAY, 5TH FLOOR CITY: FOSTER CITY STATE: CA ZIP: 94404 8-K 1 a5327372.txt EQUINIX, INC., 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2007 EQUINIX, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 000-31293 77-0487526 - ----------------------------- ------------------------ ---------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification Number) 301 Velocity Way, 5th Floor Foster City, California 94404 (650) 513-7000 - -------------------------------------------------------------------------------- (Addresses, including zip code, and telephone numbers, including area code, of principal executive offices) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01. Entry into a Material Definitive Agreement On February 2, 2007, CHI 3, LLC ("CHI 3"), a Delaware single member limited liability company wholly owned by Equinix Operating Co., Inc. ("Op Co"), a Delaware corporation and wholly-owned subsidiary of Equinix, Inc. ("Equinix"), a Delaware corporation, entered into a Development Loan and Security Agreement (the "Loan Agreement") with SFT I, Inc. ("Lender"), a Delaware corporation, for a loan of up to $110 million (the "Loan") to be used for the development, design and construction of an approximately 250,000 square foot IBX data center located in Elk Grove Village, Illinois. The Loan has an initial three year term, bears interest at a floating rate of a one, three or six month LIBOR plus 2.75%, and is evidenced by the Loan Agreement, promissory notes in the original principal amount of $110 million, in favor of Lender and affiliates of Oak Hill Capital, and a Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing executed by CHI 3 for the benefit of Lender. In connection with the Loan, CHI 3, as landlord, and Op Co, as tenant, have entered into a Master Lease relating to such IBX data center and Equinix has entered into a Guaranty of Lease in favor of CHI 3 with respect to the obligations of Op Co under the Master Lease. Equinix has concurrently entered into an Environmental Indemnity Agreement, Guaranty and Completion Guaranty in favor of Lender pursuant to which Equinix guarantees performance of certain obligations of CHI 3 under the Loan. Lender (or its affiliates) owns a data center located in El Segundo, California leased by Op Co, and unimproved land in San Jose, California also leased by Op Co. Lender is also a party to a $100 million loan to another Equinix subsidiary secured by the 32-acre Beaumeade Business Park in Ashburn, Virginia. A copy of the related press release is attached hereto as Exhibit 99.1. Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant Please refer to the disclosure in Item 1.01 above. Item 9.01. Financial Statements and Exhibits (d) Exhibits. 99.1 Press Release of Equinix, Inc. dated February 6, 2007. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EQUINIX, INC. DATE: February 6, 2007 By: /s/ Keith D. Taylor ----------------------------- Keith D. Taylor Chief Financial Officer EXHIBIT INDEX Exhibit Number Description ------- ----------- 99.1 Press Release of Equinix, Inc. dated February 6, 2007. EX-99.1 2 a5327372ex99_1.txt EQUINIX, INC., EXHIBIT 99.1 Exhibit 99.1 Equinix Closes Financing for Chicago Area Expansion FOSTER CITY, Calif.--(BUSINESS WIRE)--Feb. 6, 2007--Equinix, Inc. (NASDAQ:EQIX), the leading provider of network-neutral data centers and Internet exchange services, today announced that it has received $110 million in financing for the expansion of its Chicago-area footprint. The approved financing will fund the development, design and construction of an approximately 250,000 square foot Internet Business Exchange(TM) (IBX(R)) center, which will be located in Elk Grove Village, Illinois. The loan has an initial three year term and bears interest at a floating rate, with an initial rate of 8.125% at closing. The Company previously stated its intention to secure financing an announcement on September 18, 2006 (http://www.equinix.com/press/press/2006/09_18_06.html). "Like the financing recently closed on our Ashburn campus, the project financing for the new Chicago area IBX will enable us to continue to execute on our expansion strategy," said Peter Van Camp, CEO of Equinix. "The new Chicago IBX will enable us to nearly double our footprint in the Chicago area in order to meet continued strong demand in that market." About Equinix Equinix is the leading global provider of network-neutral data centers and Internet exchange services for enterprises, content companies, systems integrators and network services providers. Through the company's Internet Business Exchange(TM) (IBX(R)) centers in 10 markets in the U.S. and Asia, customers can directly interconnect with every major global network and ISP for their critical peering, transit and traffic exchange requirements. These interconnection points facilitate the highest performance and growth of the Internet by serving as neutral and open marketplaces for Internet infrastructure services, allowing customers to expand their businesses while reducing costs. This press release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from expectations discussed in such forward-looking statements. Factors that might cause such differences include, but are not limited to, the challenges of acquiring, operating and constructing IBX centers and developing, deploying and delivering Equinix services; a failure to receive significant revenue from customers in recently built out data centers; failure to complete any financing arrangements contemplated from time to time; failure to receive the proceeds from our loan commitments as expected; competition from existing and new competitors; the ability to generate sufficient cash flow or otherwise obtain funds to repay new or outstanding indebtedness; the loss or decline in business from our key customers; the results of any litigation relating to past stock option grants and practices; and other risks described from time to time in Equinix's filings with the Securities and Exchange Commission. In particular, see Equinix's recent quarterly and annual reports filed with the Securities and Exchange Commission, copies of which are available upon request from Equinix. Equinix does not assume any obligation to update the forward-looking information contained in this press release. CONTACT: Equinix, Inc. Jason Starr, 650-513-7402 (Investor Relations) jstarr@equinix.com or K/F Communications, Inc. David Fonkalsrud, 415-255-6506 (Media) dave@kfcomm.com -----END PRIVACY-ENHANCED MESSAGE-----