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 1, 2007
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 (Commission File Number) (I.R.S. Employer
of Incorporation) Identification Number)
301 Velocity Way, 5th Floor
Foster City, California 94404
(650) 513-7000
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(Addresses 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 1, 2007, Equinix, Inc. ("Equinix") notified Rose
Ventures II, Inc. ("Seller") of its election to proceed with Equinix's planned
purchase of an approximately 133,500 square foot building in San Jose,
California currently leased by Equinix Operating Co., Inc., a Delaware
corporation and wholly-owned subsidiary of Equinix (the "Property") for $65
million pursuant to a Purchase and Sale Agreement and Joint Escrow Instructions
dated January 25, 2007. Upon delivery of such notification, Seller became
obligated to sell and Equinix became obligated to purchase the Property, subject
to customary closing conditions.
A deposit of $6.5 million will be applied against the $65 million
purchase price, which will be paid in cash at closing. Seller may elect to
convey the Property in up to three separate installments of tenancy in common
interests and Seller must convey its entire fee interest in the Property on or
before November 30, 2007.
A copy of the related press release is attached as Exhibit 99.1.
Item 2.02. Results of Operations and Financial Condition
The information in Item 2.02 of this Current Report is being
furnished and shall not be deemed "filed" for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section. The information in Item 2.02 of this Current Report
shall not be incorporated by reference into any registration statement or other
document pursuant to the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.
On February 7, 2007, Equinix issued a press release announcing its
financial results for the quarter and year ended December 31, 2006. A copy of
the press release is attached as Exhibit 99.2. Equinix released certain non-GAAP
information in the press release. Attached to the press release is a
reconciliation to the non-GAAP information.
On February 7, 2007, in connection with the issuance of the press
release, Equinix will hold a conference call to discuss the press release.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits.
99.1 Press Release of Equinix, Inc. dated February 7, 2007.
99.2 Press Release of Equinix, Inc. dated February 7, 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 7, 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 February 7, 2007.
99.2 Press Release of Equinix, Inc. dated February 7, 2007.