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): December 27, 2006
EQUINIX, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 000-31293 77-0487526
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(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification Number)
301 Velocity Way, 5th Floor
Foster City, California 94404
(650) 513-7000
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(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 December 27, 2006, Equinix RP II, LLC ("Equinix RP"), 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"), entered into a modification agreement to amend (the
"Amendment") its Loan and Security Agreement and Note (the "Mortgage") dated as
of December 21, 2005 with SFT I, Inc., a Delaware corporation ("Lender"). The
Amendment increases the loan secured by the Mortgage (the "Loan") by $40 million
to a total of $100 million. The Loan remains secured by the 32 acre Beaumeade
Business Park owned by Equinix RP in Ashburn, Virginia. The original Loan term
remains unchanged at 20 years with an annual fixed interest rate of 8.00%.
Equinix's guaranty of certain of the Loan obligations was reaffirmed in
connection with the Amendment. Lender (or its affiliates) also 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. A copy of the related press release
is attached hereto as Exhibit 99.1.
On December 27, 2006, Equinix ("Assignor") and Op Co ("Assignee") also
entered into an Assignment and Assumption of Lease (the "Assignment") with
Equinix RP ("Landlord"). The Assignment assigns all right, title, interest and
responsibility under the Original Deed of Lease (the "Lease") dated December 21,
2005, by and between Landlord and Assignor, regarding the leased premises
located at 21691, 21701, 21711, 21715, 21721 and 21731 Filigree Court in
Ashburn, Virginia. The Assignment is effective as of December 27, 2006. Equinix
concurrently entered into an associated Guaranty of Lease in favor of Landlord
pursuant to which Equinix guarantees the performance of Op Co's obligations
under the Lease.
Following the Assignment, on December 27, 2006, Equinix RP and Op Co
entered into an amendment of the Lease (the "Lease Amendment"). The Lease
Amendment modifies the basic rent due thereunder and expands the circumstances
under which Op Co can assign its interest in the Lease.
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 regarding the
Amendment, the Assignment and the Lease Amendment.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
99.1 Press Release of Equinix, Inc. dated January 3, 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: January 3, 2007 By: /s/ Keith D. Taylor
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Keith D. Taylor
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press Release of Equinix, Inc. dated January 3, 2007.