8-KMaterial Agreements

EQUINIX INC 8-K Report, Material Agreement (Jul 24, 2014)

Filed July 24, 2014For Securities:EQIX

Summary

Equinix, Inc. (EQIX) filed an 8-K on July 24, 2014, to report a material definitive agreement. The filing details the acquisition of the remaining outstanding capital stock of ALOG Soluções de Tecnologia Em Informática S.A. ('ALOG') by Equinix Brasil Participações Ltda., an indirect subsidiary of Equinix. This transaction allows Equinix to gain full ownership of ALOG, which was previously 53% owned. The acquisition involved paying approximately R$489 million (about $225 million) in cash to Riverwood Capital L.P. and certain ALOG management team members. The deal closed on July 24, 2014, and also involved the termination of an existing shareholders' agreement.

Key Highlights

  • 1Equinix, through its subsidiary Equinix Brasil Participações Ltda., acquired the remaining shares of ALOG Soluções de Tecnologia Em Informática S.A.
  • 2The acquisition increases Equinix's ownership in ALOG from approximately 53% to 100%.
  • 3The total purchase price for the remaining shares was approximately R$489 million, equivalent to about $225 million in cash.
  • 4The transaction closed on July 24, 2014, the same date as the filing.
  • 5The acquisition was made from an affiliate of Riverwood Capital L.P. and certain members of ALOG's management team.
  • 6This move signifies Equinix's complete consolidation of its Brazilian operations (ALOG).
  • 7The existing shareholders' agreement related to ALOG was terminated effective upon the closing of this transaction.

Frequently Asked Questions

The primary purpose of this 8-K filing was to report Equinix's entry into a material definitive agreement for the acquisition of the remaining outstanding shares of ALOG Soluções de Tecnologia Em Informática S.A. (ALOG) and the subsequent closing of that transaction.

ALOG is a Brazilian technology solutions company. Equinix already owned approximately 53% of ALOG prior to this transaction. By acquiring the remaining shares, Equinix gains full (100%) ownership and control over ALOG, consolidating its presence and operations in Brazil.

Equinix paid approximately R$489 million Brazilian reais, which was approximately $225 million in cash, for the remaining shares of ALOG. This acquisition represents a significant investment in expanding its footprint and consolidating ownership in the Brazilian market.

The termination of the Shareholders' Agreement signifies that the previous contractual arrangements governing the relationship between Equinix and the other shareholders of ALOG (Riverwood Capital and management) regarding the joint venture or shared ownership have concluded, now that Equinix owns all of ALOG.