EQUINIX INC (EQIX)
SIC breadcrumb: Finance, Insurance, And Real Estate > Holding And Other Investment Offices > SIC 6798 Real Estate Investment Trusts
SEC company page: https://www.sec.gov/edgar/browse/?CIK=1101239. Latest filing source: 0001101239-26-000032.
Informational only - descriptive public-record data, not investment advice.
Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
|---|---|---|---|---|
| Revenue | 9,217,000,000 | USD | 2025 | 2026-02-11 |
| Net income | 1,350,000,000 | USD | 2025 | 2026-02-11 |
| Assets | 40,141,000,000 | USD | 2025 | 2026-02-11 |
Financials
Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-11. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001101239.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.
| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | 5,562,140,000 | 5,998,545,000 | 6,635,537,000 | 7,263,000,000 | 8,188,000,000 | 8,748,000,000 | 9,217,000,000 | |||
| Net income | 126,800,000 | 232,982,000 | 365,359,000 | 507,450,000 | 369,777,000 | 500,191,000 | 705,000,000 | 969,000,000 | 815,000,000 | 1,350,000,000 |
| Operating income | 618,739,000 | 809,014,000 | 977,383,000 | 1,169,631,000 | 1,052,928,000 | 1,108,162,000 | 1,200,000,000 | 1,443,000,000 | 1,328,000,000 | 1,848,000,000 |
| Diluted EPS | 1.79 | 3.00 | 4.56 | 5.99 | 4.18 | 5.53 | 7.67 | 10.31 | 8.50 | 13.76 |
| Operating cash flow | 1,019,353,000 | 1,439,233,000 | 1,815,426,000 | 1,992,728,000 | 2,309,826,000 | 2,547,206,000 | 2,963,000,000 | 3,217,000,000 | 3,249,000,000 | 3,911,000,000 |
| Capital expenditures | 1,113,365,000 | 1,378,725,000 | 2,096,174,000 | 2,079,521,000 | 2,282,504,000 | 2,751,512,000 | 2,278,000,000 | 2,781,000,000 | 3,066,000,000 | 4,311,000,000 |
| Dividends paid | 499,463,000 | 621,497,000 | 738,600,000 | 836,164,000 | 947,933,000 | 1,042,909,000 | 1,152,000,000 | 1,375,000,000 | 1,643,000,000 | 1,856,000,000 |
| Assets | 12,608,371,000 | 18,691,457,000 | 20,244,638,000 | 23,965,615,000 | 27,006,841,000 | 27,918,698,000 | 30,310,742,000 | 32,651,000,000 | 35,085,000,000 | 40,141,000,000 |
| Liabilities | 8,242,542,000 | 11,841,667,000 | 13,025,359,000 | 15,125,233,000 | 16,372,723,000 | 17,036,934,000 | 18,804,910,000 | 20,137,000,000 | 21,533,000,000 | 25,963,000,000 |
| Stockholders' equity | 4,365,829,000 | 6,849,790,000 | 7,219,279,000 | 8,840,606,000 | 10,633,988,000 | 10,882,082,000 | 11,505,966,000 | 12,489,000,000 | 13,528,000,000 | 14,156,000,000 |
| Cash and cash equivalents | 748,476,000 | 1,412,517,000 | 606,166,000 | 1,869,577,000 | 1,604,869,000 | 1,536,358,000 | 1,906,000,000 | 2,096,000,000 | 3,081,000,000 | 1,727,000,000 |
| Free cash flow | -94,012,000 | 60,508,000 | -280,748,000 | -86,793,000 | 27,322,000 | -204,306,000 | 685,000,000 | 436,000,000 | 183,000,000 | -400,000,000 |
Ratios
| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|
| Net margin | 9.12% | 6.16% | 7.54% | 9.71% | 11.83% | 9.32% | 14.65% | |||
| Operating margin | 21.03% | 17.55% | 16.70% | 16.52% | 17.62% | 15.18% | 20.05% | |||
| Return on equity | 2.90% | 3.40% | 5.06% | 5.74% | 3.48% | 4.60% | 6.13% | 7.76% | 6.02% | 9.54% |
| Return on assets | 1.01% | 1.25% | 1.80% | 2.12% | 1.37% | 1.79% | 2.33% | 2.97% | 2.32% | 3.36% |
| Liabilities / equity | 1.89 | 1.73 | 1.80 | 1.71 | 1.54 | 1.57 | 1.63 | 1.61 | 1.59 | 1.83 |
| Current ratio | 1.43 | 1.81 | 1.00 | 1.33 | 1.29 | 1.84 | 1.80 | 1.13 | 1.63 | 1.32 |
Financial Charts
Quarterly
Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-04-29. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001101239.json.
| Quarter | End Date | Revenue | Net Income | Diluted EPS | Method |
|---|---|---|---|---|---|
| 2022-Q2 | 2022-06-30 | 2.37 | reported discrete quarter | ||
| 2022-Q3 | 2022-09-30 | 2.30 | reported discrete quarter | ||
| 2023-Q1 | 2023-03-31 | 258,786,000 | 2.77 | reported discrete quarter | |
| 2023-Q2 | 2023-06-30 | 2,018,408,000 | 207,030,000 | 2.21 | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 2,061,030,000 | 275,794,000 | 2.93 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 2,110,489,000 | 227,568,000 | derived Q4 = FY annual - nine-month YTD | |
| 2024-Q1 | 2024-03-31 | 2,127,000,000 | 2.43 | reported discrete quarter | |
| 2024-Q2 | 2024-03-31 | 231,000,000 | reported discrete quarter | ||
| 2024-Q2 | 2024-06-30 | 2,159,000,000 | 3.16 | reported discrete quarter | |
| 2024-Q3 | 2024-09-30 | 2,201,000,000 | 297,000,000 | 3.10 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 2,261,000,000 | -14,000,000 | derived Q4 = FY annual - nine-month YTD | |
| 2025-Q1 | 2025-03-31 | 2,225,000,000 | 343,000,000 | 3.50 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 2,256,000,000 | 368,000,000 | 3.75 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 2,316,000,000 | 374,000,000 | 3.81 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 2,420,000,000 | 265,000,000 | derived Q4 = FY annual - nine-month YTD | |
| 2026-Q1 | 2026-03-31 | 2,444,000,000 | 415,000,000 | 4.20 | reported discrete quarter |
Quarterly Charts
Macro Cross-References
- CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- UNRATE - Unemployment Rate
- FEDFUNDS - Federal Funds Effective Rate
- CES0500000003 - Average Hourly Earnings of All Employees, Total Private
- DFEDTARU - Federal Funds Target Range - Upper Limit
- DFEDTARL - Federal Funds Target Range - Lower Limit
- DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
- CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
- CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
- PCEPI - Personal Consumption Expenditures: Chain-type Price Index
- PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- PPIACO - Producer Price Index by Commodity: All Commodities
- T10YIE - 10-Year Breakeven Inflation Rate
- U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- PAYEMS - All Employees, Total Nonfarm
- CIVPART - Labor Force Participation Rate
- EMRATIO - Employment-Population Ratio
- UNEMPLOY - Unemployed
- CE16OV - Employment Level
- ICSA - Initial Claims
- JTSJOL - Job Openings: Total Nonfarm
- JTSQUR - Quits: Total Nonfarm
- GDPC1 - Real Gross Domestic Product
- A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
- INDPRO - Industrial Production: Total Index
- TCU - Capacity Utilization: Total Index
- HOUST - New Privately-Owned Housing Units Started: Total Units
- PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- RSAFS - Advance Retail Sales: Retail Trade
- PCE - Personal Consumption Expenditures
- DSPIC96 - Real Disposable Personal Income
- PSAVERT - Personal Saving Rate
- M2SL - M2
- BOPGSTB - U.S. International Trade in Goods and Services: Balance
- MSPUS - Median Sales Price of Houses Sold for the United States
- HSN1F - New One Family Houses Sold: United States
- RHORUSQ156N - Homeownership Rate in the United States
- TTLCONS - Total Construction Spending: Total Construction in the United States
- RRVRUSQ156N - Rental Vacancy Rate in the United States
- TOTALSL - Total Consumer Credit Owned and Securitized
- REVOLSL - Revolving Consumer Credit Owned and Securitized
- DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
- GDP - Gross Domestic Product
- GPDI - Gross Private Domestic Investment
- GCE - Government Consumption Expenditures and Gross Investment
- PCEC - Personal Consumption Expenditures
- NETEXP - Net Exports of Goods and Services
- GFDEBTN - Federal Debt: Total Public Debt
- GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- FYFSD - Federal Surplus or Deficit
- FGRECPT - Federal Government Current Receipts
- FGEXPND - Federal Government: Current Expenditures
- MANEMP - All Employees, Manufacturing
- USCONS - All Employees, Construction
- USTRADE - All Employees, Retail Trade
- USFIRE - All Employees, Financial Activities
- USGOVT - All Employees, Government
- AWHAETP - Average Weekly Hours of All Employees, Total Private
- DGORDER - Manufacturers' New Orders: Durable Goods
- NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- BUSINV - Total Business Inventories
- EXPGS - Exports of Goods and Services
- IMPGS - Imports of Goods and Services
- IR - Import Price Index (End Use): All Commodities
- PPIFIS - Producer Price Index by Commodity: Final Demand
Latest quarter (10-Q)
Latest 10-Q source: 0001101239-26-000091.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" below and "Risk Factors" in Item 1A of Part II of this Quarterly Report on Form 10-Q. All forward-looking statements in this document are based on information available to us as of the date of this Report and we assume no obligation to update any such forward-looking statements.
Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows:
•Overview
•Results of Operations
•Non-GAAP Financial Measures
•Liquidity and Capital Resources
•Critical Accounting Estimates
•Recent Accounting Pronouncements
Overview
We provide a global, vendor-neutral data center, interconnection and edge solutions platform with offerings that enable our customers to reach everywhere, interconnect everyone and integrate everything. We connect economies, countries, enterprises and communities, delivering seamless digital experiences and cutting-edge artificial intelligence (“AI")— quickly, efficiently and with high service reliability.
Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the world's most valued information assets. They also look to Equinix for the ability to directly and securely interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our recent IBX data center openings and acquisitions, as well as xScaleTM data center investments, have expanded our total global footprint to 281 data centers, including 23 xScale data centers and the MC1 and SN1 data centers that are held in unconsolidated joint ventures, across 77 markets around the world. We offer the following solutions:
•premium data center colocation;
•physical and virtual interconnection and data exchange solutions;
•edge solutions for deploying networking, security and hardware; and
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•remote expert support and professional services.
Our data centers around the world allow our customers to bring together and interconnect the infrastructure they need to seamlessly operate their business. With Equinix, they can scale with speed and agility, accelerate the launch of new digital offerings while safeguarding data, and implement AI applications at scale to achieve business success. We enable customers to simplify their digital infrastructure, ensure interoperability across platforms, and maximize speed, efficiency and security to deliver superior customer, partner and employee experiences. The Equinix global platform, and the quality of our offerings, have enabled us to establish a critical mass of customers. As more customers choose Equinix for high connectivity and performance reliability at the metro edge, it benefits their suppliers and business partners to colocate in the same data centers and connect directly with each other. This adjacency creates a network effect that attracts new customers while continuously enhancing our value proposition to existing customers and enabling them to capture further economic and performance benefits from our offerings.
Competitive Landscape
While a large number of enterprises and service providers, such as hyperscale cloud service providers, own their own data centers, we believe enterprises are shifting away from single-tenant solutions toward those that enable customers to outsource some or all of their IT infrastructure and interconnection requirements to third-party facilities, such as those operated by Equinix. This shift is being accelerated by the proliferation of hybrid multi-cloud architectures and the adoption of AI.
Historically, the outsourcing market was served by large telecommunications carriers that bundled their products and services with their colocation offerings. The data center market landscape has since evolved to include private and carrier-neutral multi-tenant data centers ("MTDC"), public and private cloud providers, managed infrastructure and application hosting providers, large hyperscale cloud providers and systems integrators. As a result, the global MTDC market is large and remains highly fragmented—with significant long-term growth opportunities for providers that can bundle various colocation, interconnection and network offerings, outsourced IT infrastructure solutions and managed services.
Equinix has a highly differentiated offering in this large and growing market. Our global platform reaches 36 countries and connects the industry’s largest and most active ecosystem of partners across our sites, including access to a leading share of cloud on-ramps and an increasingly diverse ecosystem of networks and cloud and IT service providers. This ecosystem creates a network effect that improves performance and lowers the cost for our customers, enabling them to innovate and fast-track digital transformation. This is a significant source of competitive advantage for Equinix—particularly as AI and cloud innovations fuel workload demands for hyperscale infrastructure and optimization across enterprises. Our scalable, neutral, global platform offers one-of-a-kind solutions to the most pressing digital challenges customers face. Our platform enables customers to bring together physical and programmable technologies like compute, storage, network, AI and applications to build the foundation for their company's digital success.
Annualized Gross Bookings
Annualized Gross Bookings represents the annualized revenue impact of stated monthly recurring revenues ("MRR") on newly executed contracts with a term of 12 months or more, net of any MRR decreases from cancellations or terminations associated with the new contracts and adjusted for the impact of pricing changes on existing contracts. This measure excludes contracts for recurring revenue from our joint ventures and the impact of power price adjustments. This measure only includes contracts that we anticipate will start generating revenue within 90 days. During the three months ended March 31, 2026, we had total Annualized Gross Bookings of $378 million, up 9% from three months ended March 31, 2025. This growth reflects an increase in customer demand and in our ability to capture that demand across our global platform.
Capacity Trends
Our cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 77% and 78% as of March 31, 2026 and 2025, respectively. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming
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an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption, which we expect to accelerate with the adoption of AI, has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our existing IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center, and in our ability to expand our footprint in existing and new markets. Additionally, global supply chain challenges could result in a lack of availability or delays in the delivery of data center equipment. These challenges have driven us to invest in and commit to future purchases in advance of our standard practice to mitigate risks associated with these supply chain issues. These constraints could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows and the growth opportunities presented by the adoption of new technologies, including AI.
Expansion Opportunities
To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers and increased demand driven in part by the adoption of AI, we continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, power availability and capacity, quality of the design, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. In addition, to serve the growing hyperscale requirements, we have entered into joint venture partnership arrangements across our Americas, EMEA and Asia-Pacific regions to develop and operate xScale data centers. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant.
Revenue
Our business is primarily based on a recurring revenue model comprised of colocation, interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed on a fixed and recurring basis each month for the duration of their contract, which is generally one to five years in length and thereafter automatically renews in one-year increments. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 90% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 2% of our recurring revenues fo
[Excerpt truncated for page length; source filing is linked above.]
Latest 10-K MD&A
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following commentary should be read in conjunction with the financial statements and related notes contained elsewhere in this Annual Report on Form 10-K. The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" and "Risk Factors" elsewhere in this Annual Report on Form 10-K. All forward-looking statements in this document are based on information available to us as of the date hereof and we assume no obligation to update any such forward-looking statements.
Item 7 of this Form 10-K focuses on discussion of 2025 and 2024 items as well as 2025 results as compared to 2024 results. For the discussion of 2023 items and 2024 results as compared to 2023 results, please refer to Item 7 of our 2024 Form 10-K as filed with the SEC on February 12, 2025.
Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows:
•Overview
•Results of Operations
•Non-GAAP Financial Measures
•Liquidity and Capital Resources
•Critical Accounting Estimates
•Recent Accounting Pronouncements
Overview
We provide a global, vendor-neutral data center, interconnection and edge solutions platform with offerings that enable our customers to reach everywhere, interconnect everyone and integrate everything. We connect economies, countries, enterprises and communities, delivering seamless digital experiences and cutting-edge AI— quickly, efficiently and with high service reliability.
Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the
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world's most valued information assets. They also look to Equinix for the ability to directly and securely interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our recent IBX data center openings and acquisitions, as well as xScaleTM data center investments, have expanded our total global footprint to 280 data centers, including 23 xScale data centers and the MC1 and SN1 data centers that are held in unconsolidated joint ventures, across 77 markets around the world. We offer the following solutions:
•premium data center colocation;
•physical and virtual interconnection and data exchange solutions;
•edge solutions for deploying networking, security and hardware; and
•remote expert support and professional services.
Our data centers around the world allow our customers to bring together and interconnect the infrastructure they need to seamlessly operate their business. With Equinix, they can scale with speed and agility, accelerate the launch of new digital offerings while safeguarding data, and implement AI applications at scale to achieve business success. We enable customers to simplify their digital infrastructure, ensure interoperability across platforms, and maximize speed, efficiency and security to deliver superior customer, partner and employee experiences. The Equinix global platform, and the quality of our offerings, have enabled us to establish a critical mass of customers. As more customers choose Equinix for high connectivity and performance reliability at the metro edge, it benefits their suppliers and business partners to colocate in the same data centers and connect directly with each other. This adjacency creates a network effect that attracts new customers while continuously enhancing our value proposition to existing customers and enabling them to capture further economic and performance benefits from our offerings.
In 2025, we opened 16 new data centers, including new sites added via our joint ventures and acquisitions. These openings included sites in the following metros: Chennai, Chicago, Dublin, Frankfurt, Jakarta, Lisbon, Madrid, Manila, Monterrey, Mumbai, Salalah, São Paulo and Washington, D.C. This resulted in an increase in our total number of data center facilities to 280. Additional 2025 highlights include:
•We had 52 active major development projects underway as of January 2026 across 35 metros around the world. We anticipate these development projects will deliver 55,000+ cabinets of retail capacity and 100+ MW of xScale capacity through 2028.
•We surpassed 500,000 interconnections, further demonstrating our market-leading position as we enable our customers to meet their real-time operational demands and networking requirements.
•We closed strategic land acquisitions in several locations, including the greater Amsterdam, Chicago, London, Milan, Mumbai and Toronto metros, which will support approximately 1 GW of retail and xScale capacity.
•We completed our acquisition of all outstanding shares of TIM NextGen DC Corporation, consisting of three data centers in the Philippines, for total purchase consideration of $183 million. This marked our entry into the Philippines market. See Note 3 within the Consolidated Financial Statements.
•We raised $4.4 billion of capital to support organic growth, land and building acquisitions and required debt refinancings. This included the following:
◦Throughout 2025, we issued $4.3 billion of senior notes due between 2029 and 2034. The issuances were denominated in euros, U.S. dollars, Singapore dollars and Canadian dollars and were translated at the exchange rates in effect on issuance. See Note 10 within the Consolidated Financial Statements.
◦In February and March, we sold 107,493 shares on a spot basis under the 2024 ATM Program for approximately $99 million, net of commissions and other offering expenses. See Note 11 within the Consolidated Financial Statements.
Annualized Gross Bookings:
In 2025, we publicly disclosed our Annualized Gross Bookings metric. Annualized Gross Bookings represents the annualized revenue impact of stated monthly recurring revenues ("MRR") on newly executed contracts with a term of 12 months or more, net of any MRR decreases from cancellations or terminations associated with the new contracts and adjusted for the impact of pricing changes on existing contracts. This measure excludes contracts for recurring revenue from our joint ventures and the impact of power price adjustments. This measure only includes contracts that we anticipate will start generating revenue within 90 days. During the year ended December 31, 2025, we had total Annualized Gross Bookings of $1.6 billion, up 27% from 2024. This growth reflects the overall momentum in customer demand and our ability to capture that demand across our global platform.
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Capacity Trends:
Our cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 77% and 78%, as of December 31, 2025 and 2024, respectively. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption, which we expect to accelerate with the adoption of AI, has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our existing IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center, and in our ability to expand our footprint in existing and new markets. Additionally, global supply chain challenges could result in a lack of availability or delays in the delivery of data center equipment. These challenges have driven us to invest in and commit to future purchases in advance of our standard practice to mitigate risks associated with these supply chain issues. These constraints could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows and the growth opportunities presented by the adoption of new technologies, including AI.
Expansion Opportunities:
To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers and increased demand driven in part by the adoption of AI, we continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, power availability and capacity, quality of the design, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. In addition, to serve the growing hyperscale requirements, we have entered into joint venture partnership arrangements across our Americas, EMEA and Asia-Pacific regions to develop and operate xScale data centers. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant.
Revenue:
Our business is primarily based on a recurring revenue model comprised of colocation, interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed
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on a fixed and recurring basis each month for the duration of their contract, which is generally one to five years in length, and thereafter automatically renews in one-year increments. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 90% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 3% of our recurring revenues for the years ended December 31, 2025, 2024 and 2023. Our 50 largest customers accounted for approximately 36%, 36% and 37% of our recurring revenues for the years ended December 31, 2025, 2024 and 2023, respectively.
Our non-recurring revenues are primarily derived from fees charged on installations related to a customer's initial deployment and professional services we perform for our customers, including our joint ventures. Non-recurring installation fees, although generally paid upfront upon installation, are deferred and recognized ratably over the contract term. Professional service fees are recognized in the period when the services were provided. Additionally, revenue from contract settlements, when a customer wishes to terminate their contract early, is generally treated as a contract modification and recognized ratably over the remaining term of the contract, if any. We expect non-recurring revenues to represent less than 10% of total revenues for the foreseeable future.
Operating Expenses:
Cost of Revenues. The largest components of our cost of revenues are depreciation, rental payments related to our leased IBX data centers, utility costs including electricity, bandwidth access, IBX data center employees' salaries and benefits including stock-based compensation, repairs and maintenance, supplies and equipment, and security. A majority of our cost of revenues is fixed in nature and should not vary significantly from period to period, unless we expand our existing IBX data centers or open or acquire new IBX data centers. However, there are certain costs that are considered more variable in nature, including utilities and supplies that are directly related to growth in our existing and new customer base. In addition, the cost of electricity is subject to seasonal fluctuations. Our costs of electricity may also increase as a result of the physical effects of climate change, global energy supply constraints, increased regulations driving alternative electricity generation due to environmental considerations or as a result of our election to use renewable energy sources. To the extent we incur increased utility costs, such increased costs could materially impact our financial condition, results of operations and cash flows.
Sales and Marketing. Our sales and marketing expenses consist primarily of compensation and related costs for sales and marketing personnel, including stock-based compensation, amortization of contract costs, marketing programs, public relations, promotional materials and travel, as well as bad debt expense and amortization of customer relationship intangible assets.
General and Administrative. Our general and administrative expenses consist primarily of salaries and related expenses, including stock-based compensation, accounting, legal and other professional service fees, and other general corporate expenses, such as our corporate regional headquarters office leases and depreciation expense on back office systems.
Taxation as a REIT:
We elected to be taxed as a REIT for U.S. federal income tax purposes beginning with our 2015 taxable year. As of December 31, 2025, our REIT structure included a majority of our data center operations in the Americas and EMEA regions, as well as the data center operations in Japan, Singapore, and Malaysia. Our data center operations in other jurisdictions are operated as TRSs. We have also included our share of the assets in xScale joint ventures (with the exception of the APAC 3 Joint Venture) in our REIT structure.
As a REIT, we generally are permitted to deduct from our U.S. federal taxable income the dividends we pay to our stockholders. The taxable income represented by such dividends is not subject to U.S. federal income taxes at the entity level but is taxed in the U.S., if at all, at the stockholder level. Depending on a shareholder's citizenry and residency, the income could be taxed by other jurisdictions as well. Nevertheless, the income of our TRSs which hold our U.S. operations is subject to U.S. federal and state corporate income taxes, as applicable. Likewise, our foreign subsidiaries continue to be subject to local income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through TRSs or through qualified REIT subsidiaries ("QRSs") for U.S. income tax purposes. We are also subject to a separate U.S. federal corporate income tax on any gain recognized from a sale of a REIT asset where our basis in the asset is determined by reference to the basis of the asset in the hands of a C corporation (such as an asset held by us or a QRS following the liquidation or other conversion of a former TRS). This built-in-gain tax is generally applicable to any disposition of such an asset during the five-year period after the date we first owned the asset as a REIT asset to the extent of the built-in-gain based
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on the fair market value of such asset on the date we first held the asset as a REIT asset. In addition, should we recognize any gain from "prohibited transactions," we will be subject to tax on this gain at a 100% rate. "Prohibited transactions," for this purpose, are defined as dispositions of inventory or property held primarily for sale to customers in the ordinary course of a trade or business other than dispositions of foreclosure property and other than dispositions excepted by statutory safe harbors. If we fail to remain qualified for U.S. federal income taxation as a REIT, we will be subject to U.S. federal income taxes at regular corporate income tax rates. Even if we remain qualified for U.S. federal income taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRSs' operations. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs, many states do not completely follow federal rules, and some may not follow them at all.
We continue to monitor our REIT compliance in order to maintain our qualification for U.S. federal income taxation as a REIT. For this and other reasons, as necessary, we may convert some of our data center operations in other countries into the REIT structure in future periods.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, making permanent or extending key provisions of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic R&D expensing, business interest expense limitations and the qualified business income deduction for ordinary REIT dividends. The OBBBA also revises international tax rules such as the net controlled foreign corporation ("CFC") tested income (before January 1, 2026, global intangible low-taxed income) inclusion and raises the REIT asset threshold for taxable REIT subsidiaries from 20% to 25%, effective for tax years beginning after December 31, 2025. The legislation does not have a material impact on our income tax position.
On each of March 19, 2025, June 18, 2025, September 17, 2025 and December 17, 2025, we paid a quarterly cash dividend of $4.69 per share. We expect all of our 2025 quarterly distributions and other applicable distributions to equal or exceed our REIT taxable income recognized in 2025.
Results of Operations
In order to provide a framework for assessing our performance excluding the impact of foreign currency fluctuations, we supplement the year-over-year actual change in results of operations with comparative changes on a constant currency basis. Presenting constant currency results of operations is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for further discussion.
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Years ended December 31, 2025 and 2024
Revenues. Our revenues for the years ended December 31, 2025 and 2024 were generated from the following revenue classifications and geographic regions ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | % | 2024 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas: | |||||||||||||||||||
| Recurring revenues | $ | 3,889 | 42% | $ | 3,647 | 42% | $ | 242 | 7% | 7% | |||||||||
| Non-recurring revenues | 222 | 3% | 215 | 2% | 7 | 3% | 4% | ||||||||||||
| 4,111 | 45% | 3,862 | 44% | 249 | 6% | 7% | |||||||||||||
| EMEA: | |||||||||||||||||||
| Recurring revenues | 2,993 | 32% | 2,812 | 32% | 181 | 6% | 5% | ||||||||||||
| Non-recurring revenues | 137 | 2% | 155 | 2% | (18) | (12)% | (14)% | ||||||||||||
| 3,130 | 34% | 2,967 | 34% | 163 | 5% | 4% | |||||||||||||
| Asia-Pacific: | |||||||||||||||||||
| Recurring revenues | 1,857 | 20% | 1,725 | 20% | 132 | 8% | 8% | ||||||||||||
| Non-recurring revenues | 119 | 1% | 194 | 2% | (75) | (39)% | (38)% | ||||||||||||
| 1,976 | 21% | 1,919 | 22% | 57 | 3% | 3% | |||||||||||||
| Total: | |||||||||||||||||||
| Recurring revenues | 8,739 | 94% | 8,184 | 94% | 555 | 7% | 7% | ||||||||||||
| Non-recurring revenues | 478 | 6% | 564 | 6% | (86) | (15)% | (16)% | ||||||||||||
| $ | 9,217 | 100% | $ | 8,748 | 100% | $ | 469 | 5% | 5% |
Revenues
($ in millions)
Americas Revenues. During the year ended December 31, 2025, Americas revenues increased by $249 million or 6% (7% on a constant currency basis). Growth in Americas revenues was primarily due to:
•approximately $99 million of incremental revenues generated from IBX data center expansion projects which were completed within the twelve months ended December 31, 2025; and
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•an increase in orders from both our existing customers and new customers during the period.
The increase was partially offset by a decrease of $29 million in revenues from non-recurring services provided to our joint ventures and a decrease of $29 million driven by the Equinix Metal Wind Down. See Note 16 within the Consolidated Financial Statements.
EMEA Revenues. During the year ended December 31, 2025, EMEA revenues increased by $163 million or 5% (4% on a constant currency basis). Growth in EMEA revenues was primarily due to:
•approximately $57 million of incremental revenues generated from IBX data center expansion projects which were completed within the twelve months ended December 31, 2025; and
•an increase in orders from both our existing customers and new customers during the period.
The increase was partially offset by a decrease of $12 million in revenues from non-recurring services provided to our joint ventures.
Asia-Pacific Revenues. During the year ended December 31, 2025, Asia-Pacific revenues increased by $57 million or 3% (3% on a constant currency basis). Growth in Asia-Pacific revenues was primarily due to:
•approximately $27 million of incremental revenues generated from IBX data center expansion projects which were completed within the twelve months ended December 31, 2025; and
•an increase in orders from both our existing customers and new customers during the period.
The increase was offset by a decrease of $89 million in revenues from non-recurring services provided to our joint ventures.
Cost of Revenues. Our cost of revenues for the years ended December 31, 2025 and 2024 by geographic regions were as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | % | 2024 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,864 | 41% | $ | 1,802 | 41% | $ | 62 | 3% | 4% | |||||||||
| EMEA | 1,650 | 37% | 1,674 | 37% | (24) | (1)% | (3)% | ||||||||||||
| Asia-Pacific | 994 | 22% | 991 | 22% | 3 | —% | 1% | ||||||||||||
| Total | $ | 4,508 | 100% | $ | 4,467 | 100% | $ | 41 | 1% | 1% |
Cost of Revenues
($ in millions; percentages indicate expenses as a percentage of revenues)
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Americas Cost of Revenues. During the year ended December 31, 2025, Americas cost of revenues increased by $62 million or 3% (4% on a constant currency basis). The increase in our Americas cost of revenues was primarily due to:
•approximately $29 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives; and
•$23 million of higher utilities costs, driven by both increases in power costs and higher utility usage.
The remainder of the increase was driven by higher office and accretion expenses, offset by lower costs to provide non-recurring services.
EMEA Cost of Revenues. During the year ended December 31, 2025, EMEA cost of revenues decreased by $24 million or 1% (3% on a constant currency basis). The decrease in our EMEA cost of revenues was primarily due to lower utilities costs as a result of decreases in power prices in Germany, Netherlands and the United Kingdom, partially offset by:
•$17 million of higher rent and facilities cost; and
•$17 million of higher compensation costs, including stock-based compensation.
Asia-Pacific Cost of Revenues. Our Asia-Pacific cost of revenues did not materially change during the year ended December 31, 2025 compared to the year ended December 31, 2024 as increases in depreciation expense and compensation costs were substantially offset by decreases in utilities costs and costs to provide non-recurring services.
We expect cost of revenues to increase across all three regions in line with the growth of our business, including from the impact of acquisitions.
Sales and Marketing Expenses. Our sales and marketing expenses for the years ended December 31, 2025 and 2024 by geographic regions were as follows ($ in millions):
| Years ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | % | 2024 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 582 | 64% | $ | 575 | 65% | $ | 7 | 1% | 2% | |||||||||
| EMEA | 208 | 23% | 199 | 22% | 9 | 5% | 2% | ||||||||||||
| Asia-Pacific | 113 | 13% | 117 | 13% | (4) | (3)% | (3)% | ||||||||||||
| Total | $ | 903 | 100% | $ | 891 | 100% | $ | 12 | 1% | 1% |
Sales and Marketing Expenses
($ in millions; percentages indicate expenses as a percentage of revenues)
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Americas Sales and Marketing Expenses. Our Americas sales and marketing expenses did not materially change during the year ended December 31, 2025 compared to the year ended December 31, 2024 as increases in advertising and consulting costs were substantially offset by decreases in bad debt expense.
EMEA Sales and Marketing Expenses. During the year ended December 31, 2025, EMEA sales and marketing increased by $9 million or 5% (2% on a constant currency basis) driven by insignificant increases across various categories.
Asia-Pacific Sales and Marketing Expenses. Our Asia-Pacific sales and marketing expenses did not materially change during the year ended December 31, 2025 compared to the year ended December 31, 2024.
We anticipate that we will continue to invest in sales and marketing initiatives across our three regions in line with the growth of our business. We expect our Americas sales and marketing expenses as a percentage of revenues to be higher than those of our other regions since certain global sales and marketing functions are located within the U.S.
General and Administrative Expenses. Our general and administrative expenses for the years ended December 31, 2025 and 2024 by geographic regions were as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | % | 2024 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,256 | 68% | $ | 1,204 | 68% | $ | 52 | 4% | 5% | |||||||||
| EMEA | 351 | 19% | 335 | 19% | 16 | 5% | 3% | ||||||||||||
| Asia-Pacific | 233 | 13% | 227 | 13% | 6 | 3% | 3% | ||||||||||||
| Total | $ | 1,840 | 100% | $ | 1,766 | 100% | $ | 74 | 4% | 4% |
General and Administrative Expenses
($ in millions; percentages indicate expenses as a percentage of revenues)
Americas General and Administrative Expenses. During the year ended December 31, 2025, Americas general and administrative expenses increased by $52 million or 4% (5% on a constant currency basis). The increase in our Americas general and administrative expenses was primarily due to $43 million of higher compensation costs, including stock-based compensation. The remainder of the increase was driven by higher costs across various categories including training and recruiting expense, tax and license fees and other operating expenses.
EMEA General and Administrative Expenses. During the year ended December 31, 2025, EMEA general and administrative expenses increased by $16 million or 5% (3% on a constant currency basis). The increase in our EMEA general and administrative expenses was primarily due to $25 million of higher compensation costs, including stock-based compensation, partially offset by lower consulting costs.
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Asia-Pacific General and Administrative Expenses. Our Asia-Pacific general and administrative expenses did not materially change during the year ended December 31, 2025 compared to the year ended December 31, 2024.
Going forward, although we are carefully monitoring our spending, we expect our general and administrative expenses to increase across all three regions as we continue to invest in our operations to support our growth, including investments to enhance our technology platform, to maintain our qualification for taxation as a REIT and to integrate recent acquisitions. Additionally, given that our corporate headquarters is located in the U.S., we expect the Americas general and administrative expenses as a percentage of revenues to be higher than that of other regions.
Restructuring and Other Exit Charges. During the years ended December 31, 2025 and December 31, 2024, we recorded restructuring and other exit charges of $33 million and $31 million, respectively, primarily related to severance and other employee costs. See Note 16 within the Consolidated Financial Statements.
Transaction Costs. During the years ended December 31, 2025 and 2024, we recorded transaction costs of $18 million and $50 million, respectively. These transaction costs were incurred in connection with evaluating and completing acquisitions and the formation of joint ventures. See Notes 3 and 5 within the Consolidated Financial Statements.
Impairment Charges. During the year ended December 31, 2025, we determined that the carrying amounts of certain long-lived assets may not be fully recoverable as we no longer intend to hold these assets long-term. We recognized impairment charges of $68 million during 2025 to reflect management’s estimate of fair value of these long-lived assets based primarily on sales of similar assets and ongoing negotiations with third parties. During the year ended December 31, 2024, we recorded impairment charges of $233 million as a result of the Equinix Metal Wind Down and current and projected future losses at a Hong Kong IBX. See Note 17 within the Consolidated Financial Statements.
Gain or Loss on Asset Sales. During the year ended December 31, 2025, we did not record a significant amount of gain or loss on asset sales. During the year ended December 31, 2024, we recorded a gain of $18 million related to the sale of the Silicon Valley 12x ("SV12x") data center. See Note 5 within the Consolidated Financial Statements.
Income from Operations. Our income from operations increased by $520 million or 39% in the year ended December 31, 2025 as compared to the same period in 2024. This increase is driven by the factors described above.
Interest Income. During the year ended December 31, 2025, interest income increased by $56 million or 41%. The increase was primarily due to interest income earned on a higher average balance of cash, cash equivalents and short-term investments as well as on the AMER 2 Loan further described in Note 15 within the Consolidated Financial Statements.
Interest Expense. During the year ended December 31, 2025, interest expense increased by $70 million or 15%. The increase was primarily due to the issuance of senior notes during 2025 and 2024. This increase was partially offset by the repayment of senior notes which matured during 2025 and 2024. See Note 10 within the Consolidated Financial Statements.
During the years ended December 31, 2025 and 2024, we capitalized $79 million and $36 million, respectively, of interest expense to construction in progress.
Other Income or Expense. We did not record a significant amount of other income or expense during the year ended December 31, 2025. For the year ended December 31, 2024, we recorded net other expense of $17 million, largely driven by our share of losses incurred on our equity method investments in our xScale joint ventures.
Gain or Loss on Debt Extinguishment. We did not record a significant amount of gain or loss on debt extinguishment during the year ended December 31, 2025. During the year ended December 31, 2024, we recorded $16 million of net loss on debt extinguishment primarily due to the modification of a financing obligation on a property in the Americas region.
Income Taxes. We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not subject to U.S. federal income taxes on our taxable income distributed to stockholders. We intend to distribute or have distributed the entire taxable income generated by the operations of our REIT and QRSs for the tax years ended December 31, 2025 and 2024, respectively. As such, other than certain state income taxes and foreign
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income and withholding taxes, no provision for income taxes has been included for our REIT and QRSs in the accompanying consolidated financial statements for the years ended December 31, 2025 and 2024.
We have made TRS elections for some of our subsidiaries in and outside the U.S. In general, a TRS may provide services that would otherwise be considered impermissible for REITs to provide and may hold assets that may not be REIT compliant.
U.S. income taxes for the TRS entities located in the U.S. and foreign income taxes for our foreign operations, regardless of whether the foreign operations are operated as QRSs or TRSs, have been accrued, as necessary, for the years ended December 31, 2025 and 2024.
For the years ended December 31, 2025 and 2024, we recorded $160 million and $161 million of income tax expenses, respectively. Our effective tax rates were 10.6% and 16.5%, respectively, for the years ended December 31, 2025 and 2024.
Net Income. Our net income increased by $534 million or 66% in the year ended December 31, 2025 as compared to the same period in 2024. This increase is driven by the factors described above.
Adjusted EBITDA. We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring and other exit charges, impairment charges, transaction costs, and gain or loss on asset sales. See "Non-GAAP Financial Measures" below for more information about adjusted EBITDA and a reconciliation of adjusted EBITDA to net income. Our adjusted EBITDA for the years ended December 31, 2025 and 2024 by geographic regions was as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | % | 2024 | % | Actual | Actual | Constant Currency | |||||||||||||||||
| Americas | $ | 1,890 | 42 | % | $ | 1,709 | 41 | % | $ | 181 | 11 | % | 11 | % | |||||||||
| EMEA | 1,561 | 34 | % | 1,378 | 34 | % | 183 | 13 | % | 12 | % | ||||||||||||
| Asia-Pacific | 1,079 | 24 | % | 1,010 | 25 | % | 69 | 7 | % | 6 | % | ||||||||||||
| Total | $ | 4,530 | 100% | $ | 4,097 | 100% | $ | 433 | 11 | % | 10 | % |
Americas Adjusted EBITDA. During the year ended December 31, 2025, Americas adjusted EBITDA increased by $181 million or 11% (11% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth, partially offset by lower revenues as a result of non-recurring services provided to our joint ventures, as described above.
EMEA Adjusted EBITDA. During the year ended December 31, 2025, EMEA adjusted EBITDA increased by $183 million or 13% (12% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth and lower utilities costs, partially offset by lower revenues as a result of non-recurring services provided to our joint ventures, as described above.
Asia-Pacific Adjusted EBITDA. During the year ended December 31, 2025, Asia-Pacific adjusted EBITDA increased by $69 million or 7% (6% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth, offset by lower revenues as a result of non-recurring services provided to our joint ventures, as described above.
Non-GAAP Financial Measures
We provide all information required in accordance with GAAP, but we believe that evaluating our ongoing results of operations may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we also use non-GAAP financial measures to evaluate our operations.
Non-GAAP financial measures are not a substitute for financial information prepared in accordance with GAAP. Non-GAAP financial measures should not be considered in isolation, but should be considered together with the most directly comparable GAAP financial measures. As such, we provide a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
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Investors should note that the non-GAAP financial measures used by us may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as those of other companies. Investors should therefore exercise caution when comparing non-GAAP financial measures used by us to similarly titled non-GAAP financial measures of other companies.
Our primary non-GAAP financial measures include Adjusted EBITDA and Adjusted Funds from Operations (“AFFO”), as described below. We present these measures to provide investors with additional tools to evaluate our results in a manner that focuses on what management believes to be our core, ongoing business operations. These measures exclude items which we believe are generally not relevant to assessing our long-term performance. Both measures eliminate the impacts of depreciation and amortization, which are derived from historical costs and we believe are not indicative of current or future expenditures, and other items for which the frequency and amount of charges can vary based on the timing and significance of individual transactions. We believe that presenting these non-GAAP financial measures provides consistency and comparability with past reports and that if we did not provide such non-GAAP financial information, investors would not have all the necessary data to analyze our business effectively.
Adjusted EBITDA
Adjusted EBITDA is used by management to evaluate the operating strength and performance of our core, ongoing business, without regard to our capital or tax structures. It also aids in assessing the performance of, making operating decisions for, and allocating resources to our operating segments. In addition to the uses described above, we believe this measure provides investors with a better understanding of the operating performance of the business and its ability to perform in subsequent periods.
We define adjusted EBITDA as net income excluding:
•income tax expense
•interest income
•interest expense
•other income or expense
•gain or loss on debt extinguishment
•depreciation, amortization and accretion expense
•stock-based compensation expense
•restructuring and other exit charges, which primarily include employee severance, facility closure costs, lease or other contract termination costs and advisory fees related to the realignment of our management structure, operations or products and other exit activities
•impairment charges
•transaction costs
•gain or loss on asset sales
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The following table presents a reconciliation of Adjusted EBITDA to net income (in millions):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||
| Net income | $ | 1,348 | $ | 814 | $ | 969 | ||||
| Income tax expense | 160 | 161 | 155 | |||||||
| Interest income | (193) | (137) | (94) | |||||||
| Interest expense | 527 | 457 | 402 | |||||||
| Other (income) expense | 7 | 17 | 11 | |||||||
| (Gain) loss on debt extinguishment | (1) | 16 | — | |||||||
| Depreciation, amortization, and accretion expense | 2,066 | 2,011 | 1,844 | |||||||
| Stock-based compensation expense | 498 | 462 | 407 | |||||||
| Restructuring and other exit charges | 33 | 31 | — | |||||||
| Impairment charges | 68 | 233 | — | |||||||
| Transaction costs | 18 | 50 | 13 | |||||||
| (Gain) loss on asset sales | (1) | (18) | (5) | |||||||
| Adjusted EBITDA | $ | 4,530 | $ | 4,097 | $ | 3,702 |
Funds from Operations ("FFO") and AFFO
AFFO is derived from Funds from Operations (FFO) calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. Both FFO and AFFO are non-GAAP measures commonly used in the REIT industry. Although our measures may not be directly comparable to similar measures used by other companies, we believe that the presentation of these measures provides investors with an additional tool for comparing our performance with the performance of other companies in the REIT industry. Additionally, AFFO is a performance measure used in certain of our employee incentive programs and we believe it is a useful measure in assessing our dividend paying capacity as it isolates the cash impact of certain income and expense items and considers the impact of recurring capital expenditures.
We define FFO as net income attributable to common stockholders excluding:
•gain or loss from the disposition of real estate assets
•depreciation and amortization expense on real estate assets
•adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items
We define AFFO as FFO adjusted for:
•depreciation and amortization expense on non-real estate assets
•accretion expense
•stock-based compensation expense
•stock-based charitable contributions
•restructuring and other exit charges, as described above
•impairment charges
•transaction costs
•an adjustment to remove the impacts of straight-lining installation revenue
•an adjustment to remove the impacts of straight-lining rent expense
•an adjustment to remove the impacts of straight-lining contract costs
•amortization of deferred financing costs and debt discounts and premiums
•gain or loss from the disposition of non-real estate assets
•gain or loss on debt extinguishment
•an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax positions and deferred taxes
•recurring capital expenditures, which represent expenditures to extend the useful life of data centers or other assets that are required to support current revenues
•net income or loss from discontinued operations, net of tax
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•adjustments from FFO to AFFO for unconsolidated joint ventures' and non-controlling interests' share of these items
The following tables present reconciliations of FFO and AFFO to net income (in millions):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||
| Net income | $ | 1,348 | $ | 814 | $ | 969 | ||||
| Net (income) loss attributable to non-controlling interests | 2 | 1 | — | |||||||
| Net income attributable to common stockholders | 1,350 | 815 | 969 | |||||||
| Adjustments: | ||||||||||
| Real estate depreciation | 1,282 | 1,239 | 1,143 | |||||||
| (Gain) loss on disposition of real estate assets | — | (20) | 1 | |||||||
| Adjustments for FFO from unconsolidated joint ventures | 36 | 27 | 17 | |||||||
| FFO attributable to common stockholders | $ | 2,668 | $ | 2,061 | $ | 2,130 |
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||
| FFO attributable to common stockholders | $ | 2,668 | $ | 2,061 | $ | 2,130 | ||||
| Adjustments: | ||||||||||
| Installation revenue adjustment | 20 | (4) | 4 | |||||||
| Straight-line rent expense adjustment | 5 | (3) | 12 | |||||||
| Contract cost adjustment | (52) | (27) | (47) | |||||||
| Amortization of deferred financing costs and debt discounts | 23 | 20 | 19 | |||||||
| Stock-based compensation expense | 498 | 462 | 407 | |||||||
| Stock-based charitable contributions | 3 | 3 | 3 | |||||||
| Non-real estate depreciation expense | 568 | 562 | 494 | |||||||
| (Gain) loss on disposition of non-real estate assets | (1) | — | — | |||||||
| Amortization expense | 200 | 208 | 208 | |||||||
| Accretion expense adjustment | 16 | 2 | (1) | |||||||
| Recurring capital expenditures | (284) | (250) | (219) | |||||||
| (Gain) loss on debt extinguishment | (1) | 16 | — | |||||||
| Restructuring and other exit charges | 33 | 31 | — | |||||||
| Transaction costs | 18 | 50 | 13 | |||||||
| Impairment charges | 68 | 233 | 2 | |||||||
| Income tax expense adjustment | (24) | (2) | (12) | |||||||
| Adjustments for AFFO from unconsolidated joint ventures | 3 | (6) | 6 | |||||||
| AFFO attributable to common stockholders | $ | 3,761 | $ | 3,356 | $ | 3,019 |
Constant Currency Presentation
Our revenues and certain operating expenses (cost of revenues, sales and marketing and general and administrative expenses) from our international operations have represented and will continue to represent a significant portion of our total revenues and certain operating expenses. As a result, our revenues and certain operating expenses have been and will continue to be affected by changes in the U.S. dollar against major international currencies. During the year ended December 31, 2025 as compared to the same period in 2024, the U.S. dollar was stronger relative to the Brazilian real and Canadian dollar, which resulted in an unfavorable foreign currency impact on revenue and operating income, and a favorable foreign currency impact on operating expenses. During the year ended December 31, 2025 as compared to the same period in 2024, the U.S. dollar was weaker relative to the British pound and euro, which resulted in a favorable foreign currency impact on revenue and operating income, and an unfavorable foreign currency impact on operating expenses. In order to provide a
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framework for assessing how each of our business segments performed excluding the impact of foreign currency fluctuations, we present period-over-period percentage changes in our revenues and certain operating expenses on a constant currency basis in addition to the historical amounts as reported. Our constant currency presentation excludes the impact of our foreign currency cash flow hedging activities. Presenting constant currency results of operations is a non-GAAP financial measure and is not meant to be considered in isolation or as an alternative to GAAP results of operations. However, we have presented this non-GAAP financial measure to provide investors with an additional tool to evaluate our results of operations. To present this information, our current period revenues and certain operating expenses denominated in currencies other than the U.S. dollar are converted into U.S. dollars at constant exchange rates rather than the actual exchange rates in effect during the respective periods (i.e. average rates in effect for the year ended December 31, 2024 are used as exchange rates for the year ended December 31, 2025 when comparing the year ended December 31, 2025 with the year ended December 31, 2024).
Liquidity and Capital Resources
Sources and Uses of Cash
Customer collections are our primary source of cash. We believe we have a strong customer base, and have continued to experience relatively strong collections. As of December 31, 2025, our principle sources of liquidity were $3.2 billion of cash, cash equivalents and short-term investments. In addition to our cash balance, we had approximately $4.0 billion of additional liquidity available to us from our $4.0 billion revolving facility and general access to both public and private debt and the equity capital markets. We also have additional liquidity available to us from our 2024 ATM program, under which we may offer and sell from time to time our common stock in "at the market" transactions on either a spot or forward basis. As of December 31, 2025, we had approximately $1.2 billion available for sale remaining under the 2024 ATM Program.
We believe we have sufficient cash, coupled with anticipated cash generated from operating activities and external financing sources, to meet our operating requirements, including repayment of the current portion of our debt as it becomes due, distribution of dividends, completion of our publicly-announced acquisitions, ordinary costs to operate the business, and expansion projects.
As we continue to grow, we may pursue additional expansion opportunities, primarily the build out of new IBX data centers, in certain of our existing markets which are at or near capacity within the next year, as well as potential acquisitions and joint ventures. If the opportunity to expand is greater than planned we may further increase the level of capital expenditures to support this growth as well as pursue additional business and real estate acquisitions or joint ventures, provided that we have or can access sufficient funding to pursue such expansion opportunities. We may elect to access the equity or debt markets from time to time opportunistically, particularly if financing is available on attractive terms. We will continue to evaluate our operating requirements and financial resources in light of future developments.
Cash Flow
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | ||||||||
| (in millions) | ||||||||||
| Net cash provided by operating activities | $ | 3,911 | $ | 3,249 | $ | 662 | ||||
| Net cash used in investing activities | (6,484) | (3,937) | (2,547) | |||||||
| Net cash provided by financing activities | 1,272 | 1,723 | (451) |
Operating Activities
Our cash provided by our operations is generated by colocation, interconnection, managed infrastructure and other revenues. Our primary uses of cash from our operating activities include compensation and related costs, interest payments, other general corporate expenditures and taxes. Net cash provided by operating activities increased by $662 million during the year ended December 31, 2025 as compared to December 31, 2024, primarily driven by improved results of operations partially offset by increases in cash paid for costs and operating expenses.
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Investing Activities
Net cash used in investing activities increased by $2.5 billion during the year ended December 31, 2025 as compared to December 31, 2024, primarily due to:
•$1.4 billion increase in purchases of short-term investments;
•$1.2 billion increase in capital expenditures;
•$657 million increase in real estate acquisitions; and
•$251 million increase in business acquisitions, net of cash acquired, including the TIM Acquisition (see Note 3 within the Consolidated Financial Statements).
This increase was partially offset by $1.0 billion in proceeds from the maturity of short-term investments.
Financing Activities
Net cash provided by financing activities decreased by $451 million for the year ended December 31, 2025 as compared to December 31, 2024, primarily driven by:
•$1.6 billion decrease in proceeds from the 2022 and 2024 ATM Programs;
•$213 million increase in dividend distributions; and
•$200 million increase in the repayment of senior notes.
The decrease was partially offset by $1.5 billion in proceeds from senior notes.
Material Cash Commitments
As of December 31, 2025, our principal commitments were primarily comprised of:
•approximately $18.4 billion of principal from our senior notes (gross of debt issuance costs and debt discounts);
•approximately $4.2 billion of interest on mortgage payable, other loans payable, senior notes and term loans, based on their respective interest rates and recognized over the life of these instruments, and the credit facility fee for the revolving credit facility;
•$703 million of principal from our term loans, mortgage payable and other loans payable (gross of debt issuance costs and debt discounts);
•approximately $5.3 billion of total lease payments, which represents lease payments under finance and operating lease arrangements, including renewal options that are reasonably certain to be exercised;
•approximately $6.3 billion of unaccrued capital expenditure contractual commitments, primarily for real estate purchases, IBX infrastructure equipment not yet delivered and labor not yet provided in connection with the work necessary to complete construction and open IBX data center expansion projects prior to making them available to customers for installation, the majority of which is payable within the next 12 months; and
•approximately $2.1 billion of other non-capital purchase commitments, such as commitments to purchase power in select locations and other open purchase orders, which contractually bind us for goods, services or arrangements to be delivered or provided during 2026 and beyond, the majority of which is payable within the next two years.
We believe that our sources of liquidity, including our expected future operating cash flows, are sized to adequately meet both the near and long-term material cash commitments for the foreseeable future. For further information on maturities of lease liabilities and debt instruments, see Notes 9 and 10, respectively, within the Consolidated Financial Statements.
Other Contractual Obligations
We have additional future equity contributions and loan commitments to our joint ventures. For additional information, see the "Equity Method Investments" in Note 5 within the Consolidated Financial Statements.
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Additionally, we entered into lease agreements with various landlords primarily for data center spaces and ground leases which have not yet commenced as of December 31, 2025. For additional information, see “Maturities of Lease Liabilities” in Note 9 within the Consolidated Financial Statements.
Critical Accounting Estimates
Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. Management bases its assumptions, estimates and judgments on historical experience, current trends and various other factors that we believe to be reasonable under the circumstances. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material.
Our significant accounting policies are discussed in Note 1 to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K. Management believes that application of the following accounting policies involves a significant level of estimation uncertainty that have had or are reasonably likely to have a material impact on our consolidated financial statements:
• Accounting for property, plant and equipment and finite-lived intangible assets; and
• Accounting for leases.
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| Description | Estimation Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Property, Plant and Equipment and Finite-Lived Intangible Assets We have a substantial amount of property, plant and equipment recorded on our consolidated balance sheets. The majority of our property, plant and equipment balance represents the costs incurred to build out or acquire our IBX data centers. We depreciate our property, plant and equipment using the straight-line method over the estimated useful lives of the assets (subject to the term of the lease in the case of leased assets or leasehold improvements and integral equipment located in leased properties). Accounting for property, plant and equipment includes determining the appropriate period over which to depreciate such assets, assessing such assets for potential impairment and assessing the asset retirement obligations required for certain leased properties that require us to return the leased properties back to their original condition at the time we decide to exit a lease property. We assess our property, plant and equipment for potential impairment together with finite-lived intangible assets and lease right-of-use ("ROU") assets at the asset group level. | Judgments are required in arriving at the estimated useful life of an asset. Judgments are also required in estimating the fair value of a liability for an asset retirement obligation. Significant assumptions include retirement costs, timing of retirement and inflation rates. We periodically review these estimates and changes to these estimates could have a significant impact on our financial position and results of operations. We review our asset groups on an ongoing basis to identify any events or changes in circumstances indicating that the carrying amount of an asset group may not be recoverable, such as a significant decrease in market price of an asset group, a significant adverse change in the extent or manner in which an asset group is being used, a significant adverse change in legal factors or business climate that could affect the value of an asset group or a continuous deterioration of our financial condition. This assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. If a potential impairment trigger is identified, the measurement of an impairment loss requires assumptions and estimates of undiscounted and discounted future cash flows, and assumptions about the market price of assets. These assumptions and estimates require significant judgment and are inherently uncertain. | As of December 31, 2025 and 2024, we had property, plant and equipment of $23.6 billion and $19.2 billion, respectively. During the years ended December 31, 2025, 2024 and 2023, we recorded depreciation expense of $1.9 billion, $1.8 billion, and $1.6 billion, respectively. We evaluated the estimated useful lives of our property, plant and equipment, and made certain revisions to these estimates during the years ended December 31, 2025 and 2024. Further changes in our estimated useful lives of our property, plant and equipment could have a significant impact on our results of operations. We recorded $53 million and $166 million impairment charges on property, plant and equipment during the years ended December 31, 2025 and 2024.As of December 31, 2025 and 2024, we had asset retirement obligations of $228 million and $109 million, respectively. The balance of our other intangible assets, net, as of December 31, 2025 and 2024 was $1.3 billion and $1.4 billion, respectively. We recorded $29 million impairment charges on finite-lived intangible assets during the year ended December 31, 2024. |
| Accounting for Leases A significant portion of our data center spaces, office spaces and equipment are leased. Each time we enter into a new lease or lease amendment, we analyze each contract for the proper accounting, including assessing if it should be classified as an operating or finance lease.ROU assets are assessed for impairment at the asset group level along with property, plant and equipment as discussed above. | Determination of the accounting treatment, including the result of the lease classification test for each new lease, lease amendment, or lease term reassessment is dependent on a variety of judgments, such as identification of lease and non-lease components, allocation of total consideration between lease and non-lease components, determination of lease term, including assessing the likelihood of lease renewals, valuation of leased property, and establishing the incremental borrowing rate to calculate the present value of the minimum lease payment for the lease test. The judgments used in the accounting for leases are inherently subjective; different assumptions or estimates could result in different accounting treatment for a lease. | Lease assumptions and estimates are determined and applied at the inception of the leases or at the lease modification or reassessment date. As of both December 31, 2025 and 2024, the total operating lease ROU assets were $1.4 billion and operating lease liabilities were $1.5 billion, respectively. As of December 31, 2025 and 2024, finance lease ROU assets were $2.3 billion and $2.2 billion, respectively and finance lease liabilities were $2.4 billion and $2.3 billion, respectively. For the years ended December 31, 2025, 2024 and 2023, we recorded finance lease costs of $310 million, $294 million and $280 million, respectively, and recorded rent expense of approximately $238 million, $229 million and $243 million, respectively. We recorded $15 million and $38 million impairment charges on operating lease ROU assets during the years ended December 31, 2025 and 2024. |
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Recent Accounting Pronouncements
See "Recent Accounting Pronouncements" in Note 1 within the Consolidated Financial Statements.
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MD&A history
Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.
FY 2024 10-K MD&A
SEC filing source: 0001628280-25-005126.
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following commentary should be read in conjunction with the financial statements and related notes contained elsewhere in this Annual Report on Form 10-K. The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" and "Risk Factors" elsewhere in this Annual Report on Form 10-K. All forward-looking statements in this document are based on information available to us as of the date hereof and we assume no obligation to update any such forward-looking statements.
Item 7 of this Form 10-K focuses on discussion of 2024 and 2023 items as well as 2024 results as compared to 2023 results. For the discussion of 2022 items and 2023 results as compared to 2022 results, please refer to Item 7 of our 2023 Form 10-K as filed with the SEC on February 16, 2024.
Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows:
•Overview
•Results of Operations
•Non-GAAP Financial Measures
•Liquidity and Capital Resources
•Critical Accounting Policies and Estimates
•Recent Accounting Pronouncements
Overview
We provide a global, vendor-neutral data center, interconnection and edge solutions platform with offerings that aim to enable our customers to reach everywhere, interconnect everyone and integrate everything. Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the world's most valued information assets. They also look to Platform Equinix® for the ability to directly and securely interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our
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recent IBX data center openings and acquisitions, as well as xScaleTM data center investments, have expanded our total global footprint to 268 IBXs, including 20 xScale data centers and the MC1 data center that are held in unconsolidated joint ventures, across 74 markets around the world. We offer the following solutions:
•premium data center colocation;
•interconnection and data exchange solutions;
•edge solutions for deploying networking, security and hardware; and
•remote expert support and professional services.
Our data centers around the world allow our customers to bring together and interconnect the infrastructure they need to fast-track their digital advantage. With Equinix, they can scale with agility, accelerate the launch of digital offerings, deliver world-class experiences and multiply their value. We enable them to differentiate by distributing infrastructure and removing the distance between clouds, users and applications in order to reduce latency and deliver a superior customer, partner and employee experience. The Equinix global platform, and the quality of our offerings, have enabled us to establish a critical mass of customers. As more customers choose Platform Equinix for bandwidth cost and performance reasons, it benefits their suppliers and business partners to colocate in the same data centers and connect directly with each other. This adjacency creates a network effect that attracts new customers, continuously enhances our existing customers' value and enables them to capture further economic and performance benefits from our offerings.
Industry Overview:
While a large number of enterprises and service providers, such as hyperscale cloud service providers, own their own data centers, we believe the industry is shifting away from single-tenant solutions to customers outsourcing some or all of their IT housing and interconnection requirements to third-party facilities, such as those operated by Equinix. This shift is being accelerated by the increasing adoption of hybrid multi-cloud architectures and the adoption of artificial intelligence (“AI”).
Historically, the outsourcing market was served by large telecommunications carriers that bundled their products and services with their colocation offerings. The data center market landscape has evolved to include private and carrier-neutral multi-tenant data centers ("MTDC"), public and private cloud providers, managed infrastructure and application hosting providers, large hyperscale cloud providers and systems integrators. It is estimated that Equinix is one of more than 2,400 companies that provide MTDC offerings around the world. The global MTDC market is highly fragmented. Each of these data center solution providers can bundle various colocation, interconnection and network offerings, outsourced IT infrastructure solutions and managed services. We believe that this outsourcing trend has accelerated and is likely to continue to accelerate in the coming years, especially in light of the movement to digital business, the use of multiple cloud service providers and the adoption of AI. We are able to offer our customers a global platform that reaches 35 countries with the industry’s largest and most active ecosystem of partners in our sites, proven operational reliability, improved application performance and a highly scalable set of offerings.
Capacity Trends:
Our cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 78% and 79%, as of December 31, 2024 and 2023, respectively. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption, which we expect to accelerate with the adoption of AI, has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our existing IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center, and in our ability to expand our footprint in existing and new markets. Additionally, global supply chain challenges could result in a lack of availability or delays in the delivery of data center equipment. These challenges have driven us to invest in and commit to future purchases in advance of our standard practice to mitigate risks associated with these supply chain issues. These
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constraints could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows and the growth opportunities presented by the adoption of new technologies, including AI.
Expansion Opportunities:
To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers and increased demand driven in part by the adoption of AI, we have entered into joint venture partnership arrangements across our Americas, EMEA and Asia-Pacific regions to develop and operate xScale data centers.
Strategically, we will continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, power availability and capacity, quality of the design, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant.
Revenue:
Our business is primarily based on a recurring revenue model comprised of colocation and related interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed on a fixed and recurring basis each month for the duration of their contract, which is generally one to five years in length, and thereafter automatically renews in one-year increments. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 90% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 3% of our recurring revenues for the years ended December 31, 2024, 2023 and 2022. Our 50 largest customers accounted for approximately 36%, 37% and 36% of our recurring revenues for the years ended December 31, 2024, 2023 and 2022, respectively.
Our non-recurring revenues are primarily derived from fees charged from installations related to a customer's initial deployment and professional services we perform for our customers, including our joint ventures. These services are considered to be non-recurring because they are billed typically once, upon completion of the installation or the professional services work performed. The majority of these non-recurring revenues are typically billed on the first invoice distributed to the customer in connection with their initial installation. However, revenues from installations are deferred and recognized ratably over the period of the contract term. Additionally, revenue from contract settlements, when a customer wishes to terminate their contract early, is generally treated as a contract modification and recognized ratably over the remaining term of the contract, if any. As a percentage of total
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revenues, we expect non-recurring revenues to represent less than 10% of total revenues for the foreseeable future.
Operating Expenses:
Cost of Revenues. The largest components of our cost of revenues are depreciation, rental payments related to our leased IBX data centers, utility costs including electricity, bandwidth access, IBX data center employees' salaries and benefits including stock-based compensation, repairs and maintenance, supplies and equipment, and security. A majority of our cost of revenues is fixed in nature and should not vary significantly from period to period, unless we expand our existing IBX data centers or open or acquire new IBX data centers. However, there are certain costs that are considered more variable in nature, including utilities and supplies that are directly related to growth in our existing and new customer base. In addition, the cost of electricity is generally higher in the summer months, as compared to other times of the year. Our costs of electricity may also increase as a result of the physical effects of climate change, global energy supply constraints, increased regulations driving alternative electricity generation due to environmental considerations or as a result of our election to use renewable energy sources. To the extent we incur increased utility costs, such increased costs could materially impact our financial condition, results of operations and cash flows.
Sales and Marketing. Our sales and marketing expenses consist primarily of compensation and related costs for sales and marketing personnel, including stock-based compensation, amortization of contract costs, marketing programs, public relations, promotional materials and travel, as well as bad debt expense and amortization of customer relationship intangible assets.
General and Administrative. Our general and administrative expenses consist primarily of salaries and related expenses, including stock-based compensation, accounting, legal and other professional service fees, and other general corporate expenses, such as our corporate regional headquarters office leases and depreciation expense on back office systems.
Taxation as a REIT:
We elected to be taxed as a REIT for U.S. federal income tax purposes beginning with our 2015 taxable year. As of December 31, 2024, our REIT structure included a majority of our data center operations in the Americas and EMEA regions, as well as the data center operations in Japan, Singapore, and Malaysia. Our data center operations in other jurisdictions are operated as TRSs. We have also included our share of the assets in xScale joint ventures, with the exception of Korea, in our REIT structure.
As a REIT, we generally are permitted to deduct from our U.S. federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to U.S. federal income taxes at the entity level but is taxed in the U.S., if at all, at the stockholder level. Depending on a stockholder's citizenship and residency, the income could be taxed by other jurisdictions as well. Nevertheless, the income of our TRSs which hold our U.S. operations is subject to U.S. federal and state corporate income taxes, as applicable. Likewise, our foreign subsidiaries continue to be subject to local income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through TRSs or through qualified REIT subsidiaries ("QRSs") for U.S. income tax purposes. We are also subject to a separate U.S. federal corporate income tax on any gain recognized from a sale of a REIT asset where our basis in the asset is determined by reference to the basis of the asset in the hands of a C corporation (such as an asset held by us or a QRS following the liquidation or other conversion of a former TRS). This built-in-gain tax is generally applicable to any disposition of such an asset during the five-year period after the date we first owned the asset as a REIT asset to the extent of the built-in-gain based on the fair market value of such asset on the date we first held the asset as a REIT asset. In addition, should we recognize any gain from "prohibited transactions," we will be subject to tax on this gain at a 100% rate. "Prohibited transactions," for this purpose, are defined as dispositions of inventory or property held primarily for sale to customers in the ordinary course of a trade or business other than dispositions of foreclosure property and other than dispositions excepted by statutory safe harbors. If we fail to remain qualified for U.S. federal income taxation as a REIT, we will be subject to U.S. federal income taxes at regular corporate income tax rates. Even if we remain qualified for U.S. federal income taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRSs' operations. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs, many states do not completely follow federal rules, and some may not follow them at all.
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We continue to monitor our REIT compliance in order to maintain our qualification for U.S. federal income taxation as a REIT. For this and other reasons, as necessary, we may convert some of our data center operations in other countries into the REIT structure in future periods.
On each of March 20, 2024, June 19, 2024, September 18, 2024 and December 11, 2024, we paid a quarterly cash dividend of $4.26 per share. We expect all of our 2024 quarterly distributions and other applicable distributions to equal or exceed our REIT taxable income recognized in 2024.
2024 Highlights:
•In April, we sold the Silicon Valley 12 (“SV12”) data center site in connection with the formation of a new joint venture to develop and operate an xScale data center in the Americas region (the “AMER 2 Joint Venture”). Upon closing, we contributed $26 million in exchange for a 20% partnership interest in the joint venture. See Note 5 within the Consolidated Financial Statements.
•In May, we issued $750 million aggregate principal amount of 5.500% senior notes due June 15, 2034 (the "2034 Notes"). See Note 10 within the Consolidated Financial Statements.
•In July, we entered into an agreement to acquire three data centers in the Philippines from Total Information Management ("TIM") for a stated purchase price of $180 million subject to certain adjustments. The acquisition is expected to close in the first half of 2025, subject to customary closing conditions.
•In August and September, we sold 1,212,810 shares under the 2022 ATM Program. 569,382 shares were sold on a spot basis and 643,428 were sold through the settlement of outstanding forward sale agreements, for approximately $467 million and $509 million, respectively, net of commissions and other offering expenses. See Note 11 within the Consolidated Financial Statements.
•In September, we issued €600 million, or approximately $664 million, at the exchange rate in effect on September 3, 2024, aggregate principal amount of 3.650% senior notes due September 3, 2033 (the "2033 Euro Notes") and CHF100 million, or approximately $118 million, at the exchange rate in effect on September 4, 2024, aggregate principal amount of 1.558% senior notes due September 4, 2029 (the "2029 CHF Notes"). See Note 10 within the Consolidated Financial Statements.
•In October, we entered into an agreement to form a joint venture to develop and operate xScale data centers in the Americas region (the "AMER 3 Joint Venture"), subject to regulatory approval and other closing conditions which were satisfied on October 30, 2024. See Note 5 within the Consolidated Financial Statements.
•In October, we established a program to succeed the 2022 ATM Program, under which we may, from time to time, offer and sell on a spot or forward basis up to an aggregate of $2.0 billion of our common stock to or through sales agents in "at the market" transactions (the "2024 ATM Program"). See Note 11 within the Consolidated Financial Statements.
•In November, we issued €650 million, or approximately $706 million, at the exchange rate in effect on November 22, 2024, aggregate principal amount of 3.250% senior notes due March 15, 2031 (the "2031 Euro Notes") and €500 million, or approximately $543 million, at the exchange rate in effect on November 22, 2024, aggregate principal amount of 3.625% senior notes due November 22, 2034 (the "2034 Euro Notes"). See Note 10 within the Consolidated Financial Statements.
•In November and December, we sold 755,298 shares on a spot basis under the 2024 ATM Program for approximately $697 million, net of commissions and other offering expenses. See Note 11 within the Consolidated Financial Statements.
Results of Operations
In order to provide a framework for assessing our performance excluding the impact of foreign currency fluctuations, we supplement the year-over-year actual change in results of operations with comparative changes on a constant currency basis. Presenting constant currency results of operations is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for further discussion.
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Years ended December 31, 2024 and 2023
Revenues. Our revenues for the years ended December 31, 2024 and 2023 were generated from the following revenue classifications and geographic regions ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | % | 2023 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas: | |||||||||||||||||||
| Recurring revenues | $ | 3,647 | 42% | $ | 3,457 | 42% | $ | 190 | 5% | 6% | |||||||||
| Non-recurring revenues | 215 | 2% | 160 | 2% | 55 | 34% | 35% | ||||||||||||
| 3,862 | 44% | 3,617 | 44% | 245 | 7% | 7% | |||||||||||||
| EMEA: | |||||||||||||||||||
| Recurring revenues | 2,812 | 32% | 2,648 | 33% | 164 | 6% | 5% | ||||||||||||
| Non-recurring revenues | 155 | 2% | 190 | 2% | (35) | (18)% | (19)% | ||||||||||||
| 2,967 | 34% | 2,838 | 35% | 129 | 5% | 3% | |||||||||||||
| Asia-Pacific: | |||||||||||||||||||
| Recurring revenues | 1,725 | 20% | 1,640 | 20% | 85 | 5% | 7% | ||||||||||||
| Non-recurring revenues | 194 | 2% | 93 | 1% | 101 | 109% | 112% | ||||||||||||
| 1,919 | 22% | 1,733 | 21% | 186 | 11% | 12% | |||||||||||||
| Total: | |||||||||||||||||||
| Recurring revenues | 8,184 | 94% | 7,745 | 95% | 439 | 6% | 6% | ||||||||||||
| Non-recurring revenues | 564 | 6% | 443 | 5% | 121 | 27% | 28% | ||||||||||||
| $ | 8,748 | 100% | $ | 8,188 | 100% | $ | 560 | 7% | 7% |
Revenues
($ in millions)
Americas Revenues. During the year ended December 31, 2024, Americas revenues increased by $245 million or 7% (7% on a constant currency basis). Growth in Americas revenues was primarily due to:
•$50 million of incremental revenues from non-recurring services provided to our joint ventures;
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•approximately $47 million of incremental revenues generated from IBX data centers which opened within the twelve months ended December 31, 2024; and
•an increase in orders from both our existing customers and new customers during the period.
EMEA Revenues. During the year ended December 31, 2024, EMEA revenues increased by $129 million or 5% (3% on a constant currency basis). Growth in EMEA revenues was primarily due to:
•approximately $36 million of incremental revenues generated from IBX data centers which opened within the twelve months ended December 31, 2024; and
•an increase in orders from both our existing customers and new customers during the period.
These increases were partially offset by a decrease of $30 million in revenues from non-recurring services provided to our joint ventures and net power price decreases in response to the decreased cost of utilities, as noted below under cost of revenues.
Asia-Pacific Revenues. During the year ended December 31, 2024, Asia-Pacific revenues increased by $186 million or 11% (12% on a constant currency basis). Growth in Asia-Pacific revenues was primarily due to:
•$111 million of incremental revenues from non-recurring services provided to our joint ventures;
•approximately $23 million of incremental revenues generated from IBX data centers which opened within the twelve months ended December 31, 2024; and
•an increase in orders from both our existing customers and new customers during the period.
These increases were partially offset by net power price decreases in response to the decreased cost of utilities, as noted below under cost of revenues.
Cost of Revenues. Our cost of revenues for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | % | 2023 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,802 | 41% | $ | 1,617 | 38% | $ | 185 | 11% | 12% | |||||||||
| EMEA | 1,674 | 37% | 1,653 | 39% | 21 | 1% | 1% | ||||||||||||
| Asia-Pacific | 991 | 22% | 958 | 23% | 33 | 3% | 5% | ||||||||||||
| Total | $ | 4,467 | 100% | $ | 4,228 | 100% | $ | 239 | 6% | 6% |
Cost of Revenues
($ in millions; percentages indicate expenses as a percentage of revenues)
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Americas Cost of Revenues. During the year ended December 31, 2024, Americas cost of revenues increased by $185 million or 11% (12% on a constant currency basis). The increase in our Americas cost of revenues was primarily due to:
•approximately $64 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives;
•$37 million of higher costs to provide non-recurring services;
•$26 million of higher property tax expense;
•$25 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$24 million of higher utilities costs, driven by both increases in power costs and higher utility usage; and
•$21 million of higher rent and facilities costs.
These increases were partially offset by a decrease of $10 million in one-time software expenses related to our managed services business and other miscellaneous costs.
EMEA Cost of Revenues. During the year ended December 31, 2024, EMEA cost of revenues increased by $21 million or 1% (1% on a constant currency basis). The increase in our EMEA cost of revenues was primarily due to:
•$27 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives; and
•$11 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth.
These increases were substantially offset by lower utilities costs, driven by decreases in power costs.
Asia-Pacific Cost of Revenues. During the year ended December 31, 2024, Asia-Pacific cost of revenues increased by $33 million or 3% (5% on a constant currency basis). The increase in our Asia-Pacific cost of revenues was primarily due to:
•$32 million of costs to provide non-recurring services; and
•$19 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives.
These increase was partially offset by lower utilities costs, driven by decreases in power costs and lower utility usage in Hong Kong, Japan and Singapore.
We expect cost of revenues to increase across all three regions in line with the growth of our business, including from the impact of acquisitions.
Sales and Marketing Expenses. Our sales and marketing expenses for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions):
| Years ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | % | 2023 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 575 | 65% | $ | 552 | 64% | $ | 23 | 4% | 4% | |||||||||
| EMEA | 199 | 22% | 195 | 23% | 4 | 2% | 2% | ||||||||||||
| Asia-Pacific | 117 | 13% | 108 | 13% | 9 | 8% | 9% | ||||||||||||
| Total | $ | 891 | 100% | $ | 855 | 100% | $ | 36 | 4% | 4% |
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Sales and Marketing Expenses
($ in millions; percentages indicate expenses as a percentage of revenues)
Americas Sales and Marketing Expenses. During the year ended December 31, 2024, Americas sales and marketing expenses increased by $23 million or 4% (4% on a constant currency basis). The increase in our Americas sales and marketing expenses was primarily due to:
•$7 million of higher compensation costs, including salaries, bonuses and stock-based compensation, attributable to headcount growth;
•$7 million of higher travel and entertainment expenses; and
•$6 million of higher advertising costs including for online ads, design services and marketing research.
EMEA Sales and Marketing Expenses. Our EMEA sales and marketing expenses did not materially change during the year ended December 31, 2024 compared to the year ended December 31, 2023.
Asia-Pacific Sales and Marketing Expenses. During the year ended December 31, 2024, Asia-Pacific sales and marketing increased by $9 million or 8% (9% on a constant currency basis). The increase in our Asia-Pacific sales and marketing expenses was primarily due to an increase in compensation costs, including salaries, bonuses and stock-based compensation attributable to headcount growth and higher bad debt expense.
We anticipate that we will continue to invest in sales and marketing initiatives across our three regions in line with the growth of our business. We expect our Americas sales and marketing expenses as a percentage of revenues to be higher than those of our other regions since certain global sales and marketing functions are located within the U.S.
General and Administrative Expenses. Our general and administrative expenses for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | % | 2023 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,204 | 68% | $ | 1,106 | 67% | $ | 98 | 9% | 9% | |||||||||
| EMEA | 335 | 19% | 321 | 19% | 14 | 4% | 4% | ||||||||||||
| Asia-Pacific | 227 | 13% | 227 | 14% | — | —% | —% | ||||||||||||
| Total | $ | 1,766 | 100% | $ | 1,654 | 100% | $ | 112 | 7% | 7% |
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General and Administrative Expenses
($ in millions; percentages indicate expenses as a percentage of revenues)
Americas General and Administrative Expenses. During the year ended December 31, 2024, Americas general and administrative expenses increased by $98 million or 9% (9% on a constant currency basis). The increase in our Americas general and administrative expenses was primarily due to:
•$54 million of higher depreciation expense associated with back-office systems to support the growth of our business;
•$40 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$14 million of higher consulting and legal fees; and
•$11 million of higher software costs.
These increases were partially offset by an $18 million decrease in rent expense primarily due to one-time termination costs incurred during the year ended December 31, 2023 associated with the consolidation of office space.
EMEA General and Administrative Expenses. During the year ended December 31, 2024, EMEA general and administrative expenses increased by $14 million or 4% (4% on a constant currency basis). The increase in our EMEA general and administrative expenses was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation driven by headcount growth.
Asia-Pacific General and Administrative Expenses. Our Asia-Pacific general and administrative expenses did not materially change during the year ended December 31, 2024 compared to the year ended December 31, 2023.
Going forward, although we are carefully monitoring our spending, we expect our general and administrative expenses to increase across all three regions as we continue to invest in our operations to support our growth, including investments to enhance our technology platform, to maintain our qualification for taxation as a REIT and to integrate recent acquisitions. Additionally, given that our corporate headquarters is located in the U.S., we expect the Americas general and administrative expenses as a percentage of revenues to be higher than those of other regions.
Restructuring Charges. During the year ended December 31, 2024, we recorded restructuring charges of $31 million primarily related to severance and other employee costs. These charges were incurred in relation to two initiatives. First, we substantially completed a restructuring plan to realign the organization and enable further investment in key priority areas (the "Q4 2024 Restructuring Plan"). Second, we announced the decision to make Equinix Metal no longer commercially available as a product and to wind down operations that support this product by June 2026 (the "Equinix Metal Wind Down"). We expect to incur approximately $6 million to $10 million of incremental costs as a result of the Equinix Metal Wind Down. We did not record any restructuring charges during the year ended December 31, 2023. See Note 16 within the Consolidated Financial Statements.
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Transaction Costs. During the years ended December 31, 2024 and 2023, we recorded transaction costs of $50 million and $13 million, respectively. These transaction costs primarily related to costs incurred in connection with the formation of new joint ventures. See Note 5 within the Consolidated Financial Statements.
Impairment Charges. During the year ended December 31, 2024, we recorded impairment charges of $233 million as a result of the Equinix Metal Wind Down and current and projected future losses at a Hong Kong IBX. Impairment charges of $166 million, $38 million and $29 million were recorded on property, plant and equipment, operating lease right-of-use assets and intangible assets, respectively. See Note 17 within the Consolidated Financial Statements.
Gain or Loss on Asset Sales. During the year ended December 31, 2024, we recorded a gain of $18 million, related to the sale of the Silicon Valley 12 ("SV12") data center. During the year ended December 31, 2023, we did not record a significant amount of gain or loss on asset sales. See Note 5 within the Consolidated Financial Statements.
Income from Operations. Our income from operations for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | % | 2023 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 105 | 8% | $ | 330 | 23% | $ | (225) | (68)% | (67)% | |||||||||
| EMEA | 730 | 55% | 674 | 47% | 56 | 8% | 6% | ||||||||||||
| Asia-Pacific | 493 | 37% | 439 | 30% | 54 | 12% | 15% | ||||||||||||
| Total | $ | 1,328 | 100% | $ | 1,443 | 100% | $ | (115) | (8)% | (8)% |
Americas Income from Operations. During the year ended December 31, 2024, Americas income from operations decreased by $225 million or 68% (67% on a constant currency basis), primarily due to impairment and restructuring charges of $127 million and $21 million, respectively, as well as higher depreciation expense, utilities costs and other costs to support business growth. These were partially offset by higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, as described above.
EMEA Income from Operations. During the year ended December 31, 2024, EMEA income from operations increased by $56 million or 8% (6% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth, partially offset by impairment charges of $19 million, as described above.
Asia-Pacific Income from Operations. During the year ended December 31, 2024, Asia-Pacific income from operations increased by $54 million or 12% (15% on a constant currency basis), primarily due to higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, as well as lower utilities costs. These were partially offset by impairment charges of $87 million, as described above.
Interest Income. Interest income increased to $137 million with an average yield of 5.89% for the year ended December 31, 2024, from $94 million with an average yield of 4.11% for the year ended December 31, 2023. The increase was primarily due to interest income earned on time deposits as well as on the AMER 2 Loan further described in Note 15 within the Consolidated Financial Statements.
Interest Expense. Interest expense increased to $457 million for the year ended December 31, 2024 from $402 million for the year ended December 31, 2023, primarily due to debt issuances during the year, including:
•the issuance of the 5.500% Senior Notes due 2034 in the second quarter of 2024;
•the issuances of the 3.650% Euro Senior Notes due 2033 and the 1.558% Swiss Franc Senior Notes due 2029 in the third quarter of 2024; and
•the issuances of the 3.250% Euro Senior Notes due 2031 and the 3.625% Euro Senior Notes due 2034 in the fourth quarter of 2024.
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This increase was further driven by an increase in the variable interest rate on our GBP term loan. During the years ended December 31, 2024 and 2023, we capitalized $36 million and $26 million, respectively, of interest expense to construction in progress. See Note 10 within the Consolidated Financial Statements.
Other Expense. For the year ended December 31, 2024, we recorded net other expense of $17 million, largely driven by our share of losses incurred on our equity method investments in our xScale joint ventures. We did not record a significant amount of net other expense during the year ended December 31, 2023.
Gain or Loss on Debt Extinguishment. During the year ended December 31, 2024, we recorded $16 million of net loss on debt extinguishment primarily due to the modification of a financing obligation on a property in the Americas region. We did not record a significant amount of loss on debt extinguishment during the year ended December 31, 2023.
Income Taxes. We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not subject to U.S. federal income taxes on our taxable income distributed to stockholders. We intend to distribute or have distributed the entire taxable income generated by the operations of our REIT and QRSs for the tax years ended December 31, 2024 and 2023, respectively. As such, other than certain state income taxes and foreign income and withholding taxes, no provision for income taxes has been included for our REIT and QRSs in the accompanying consolidated financial statements for the years ended December 31, 2024 and 2023.
We have made TRS elections for some of our subsidiaries in and outside the U.S. In general, a TRS may provide services that would otherwise be considered impermissible for REITs to provide and may hold assets that may not be REIT compliant.
U.S. income taxes for the TRS entities located in the U.S. and foreign income taxes for our foreign operations, regardless of whether the foreign operations are operated as QRSs or TRSs, have been accrued, as necessary, for the years ended December 31, 2024 and 2023.
For the years ended December 31, 2024 and 2023, we recorded $161 million and $155 million of income tax expenses, respectively. Our effective tax rates were 16.5% and 13.8%, respectively, for the years ended December 31, 2024 and 2023. The higher effective tax rate in 2024 as compared to 2023 is primarily driven by the increasing losses in certain entities in the Americas and Asia-Pacific regions, of which full valuation allowances against the deferred tax assets were assessed.
During the year ended December 31, 2024, we had a favorable resolution of uncertain tax positions of approximately $8 million resulting from the settlement of tax audits in the EMEA region. In 2023, we had a favorable resolution of uncertain tax positions of approximately $14 million resulting from the settlement of tax audits in the EMEA region.
Adjusted EBITDA. Adjusted EBITDA is a key factor in how we assess the operating performance of our segments and develop regional growth strategies such as IBX data center expansion decisions. We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales. See "Non-GAAP Financial Measures" below for more information about adjusted EBITDA and a reconciliation of adjusted EBITDA to net income. Our adjusted EBITDA for the years ended December 31, 2024 and 2023 by geographic regions was as follows ($ in millions):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | % | 2023 | % | Actual | Actual | Constant Currency | |||||||||||||||||
| Americas | $ | 1,709 | 41 | % | $ | 1,614 | 44 | % | $ | 95 | 6 | % | 7 | % | |||||||||
| EMEA | 1,378 | 34 | % | 1,251 | 34 | % | 127 | 10 | % | 9 | % | ||||||||||||
| Asia-Pacific | 1,010 | 25 | % | 837 | 22 | % | 173 | 21 | % | 22 | % | ||||||||||||
| Total | $ | 4,097 | 100% | $ | 3,702 | 100% | $ | 395 | 11 | % | 11 | % |
Americas Adjusted EBITDA. During the year ended December 31, 2024, Americas adjusted EBITDA increased by $95 million or 6% (7% on a constant currency basis), primarily due to higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, as described above.
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EMEA Adjusted EBITDA. During the year ended December 31, 2024, EMEA adjusted EBITDA increased by $127 million or 10% (9% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth, and lower utilities costs, as described above.
Asia-Pacific Adjusted EBITDA. During the year ended December 31, 2024, Asia-Pacific adjusted EBITDA increased by $173 million or 21% (22% on a constant currency basis), primarily due to higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, and lower utilities costs, as described above.
Non-GAAP Financial Measures
We provide all information required in accordance with GAAP, but we believe that evaluating our ongoing results of operations may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we use non-GAAP financial measures to evaluate our operations.
Non-GAAP financial measures are not a substitute for financial information prepared in accordance with GAAP. Non-GAAP financial measures should not be considered in isolation, but should be considered together with the most directly comparable GAAP financial measures and the reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures. We have presented such non-GAAP financial measures to provide investors with an additional tool to evaluate our results of operations in a manner that focuses on what management believes to be our core, ongoing business operations. We believe that the inclusion of these non-GAAP financial measures provides consistency and comparability with past reports and provides a better understanding of the overall performance of the business and ability to perform in subsequent periods. We believe that if we did not provide such non-GAAP financial information, investors would not have all the necessary data to analyze us effectively.
Investors should note that the non-GAAP financial measures used by us may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as those of other companies. Investors should therefore exercise caution when comparing non-GAAP financial measures used by us to similarly titled non-GAAP financial measures of other companies.
Our primary non-GAAP financial measures, adjusted EBITDA and adjusted funds from operations ("AFFO"), exclude depreciation expense as these charges primarily relate to the initial construction costs of our IBX data centers and do not reflect our current or future cash spending levels to support our business. Our IBX data centers are long-lived assets and have an economic life greater than 10 years. The construction costs of an IBX data center do not recur with respect to such data center, and future capital expenditures remain minor relative to our initial investment throughout its useful life. Construction costs in future periods are primarily incurred with respect to additional IBX data centers. This is a trend we expect to continue. In addition, depreciation is also based on the estimated useful lives of our IBX data centers. These estimates could vary from actual performance of the asset, are based on historical costs incurred to build out our IBX data centers and are not indicative of current or expected future capital expenditures. Therefore, we exclude depreciation from our results of operations when evaluating our operations.
In addition, in presenting adjusted EBITDA and AFFO, we exclude amortization expense related to acquired intangible assets. Amortization expense is significantly affected by the timing and magnitude of our acquisitions and these charges may vary in amount from period to period. We exclude amortization expense to facilitate a more meaningful evaluation of our current operating performance and comparisons to our prior periods. We exclude accretion expense, both as it relates to asset retirement obligations as well as accrued restructuring charge liabilities, as these expenses represent costs which we believe are not meaningful in evaluating our current operations. We also exclude restructuring charges. Such charges include employee severance, facility closure costs, lease or other contract termination costs and advisory fees related to the realignment of our management structure, operations or products. We also exclude impairment charges related to goodwill or long-lived assets. We also exclude gain or loss on asset sales as it represents profit or loss that is not meaningful in evaluating the current or future operating performance. Additionally, we exclude transaction costs from AFFO and adjusted EBITDA to enhance the comparability of our financial results to our historical operations. The transaction costs relate to costs we incur in connection with business combinations and the formation of joint ventures, including advisory, legal, accounting, valuation, and other professional or consulting fees. Such charges generally are not relevant to assessing our long-term performance. In addition, the frequency and amount of such charges vary significantly based on the size and timing of the transactions. Management believes items such as restructuring charges,
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impairment charges, gain or loss on asset sales and transaction costs are non-core transactions; however, these types of costs may occur in future periods. Finally, we exclude stock-based compensation expense, as it can vary significantly from period to period based on share price, and the timing, size and nature of equity awards. As such, we, and many investors and analysts, exclude stock-based compensation expense to compare our results of operations with those of other companies.
Adjusted EBITDA
We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales as presented below (in millions):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||
| Net income | $ | 814 | $ | 969 | $ | 705 | ||||
| Income tax expense | 161 | 155 | 124 | |||||||
| Interest income | (137) | (94) | (36) | |||||||
| Interest expense | 457 | 402 | 356 | |||||||
| Other expense | 17 | 11 | 51 | |||||||
| Loss on debt extinguishment | 16 | — | — | |||||||
| Depreciation, amortization, and accretion expense | 2,011 | 1,844 | 1,740 | |||||||
| Stock-based compensation expense | 462 | 407 | 404 | |||||||
| Restructuring charges | 31 | — | — | |||||||
| Impairment charges | 233 | — | — | |||||||
| Transaction costs | 50 | 13 | 22 | |||||||
| (Gain) loss on asset sales | (18) | (5) | 4 | |||||||
| Adjusted EBITDA | $ | 4,097 | $ | 3,702 | $ | 3,370 |
Our adjusted EBITDA results have increased each year in total dollars due to the factors discussed earlier in "Results of Operations", as well as due to the nature of our business model consisting of a recurring revenue stream and a cost structure which has a large base that is fixed in nature, as also discussed in "Overview".
Funds from Operations ("FFO") and AFFO
We use FFO and AFFO, which are non-GAAP financial measures commonly used in the REIT industry. FFO is calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. FFO represents net income (loss), excluding gain (loss) from the disposition of real estate assets, depreciation and amortization on real estate assets and adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items.
In presenting AFFO, we exclude certain items that we believe are not good indicators of our current or future operating performance. AFFO represents FFO excluding depreciation and amortization expense on non-real estate assets, accretion, stock-based compensation, stock-based charitable contributions, restructuring charges, impairment charges, transaction costs, an installation revenue adjustment, a straight-line rent expense adjustment, a contract cost adjustment, amortization of deferred financing costs and debt discounts and premiums, gain (loss) on debt extinguishment, an income tax expense adjustment, recurring capital expenditures, net income (loss) from discontinued operations, net of tax, and adjustments from FFO to AFFO for unconsolidated joint ventures' and non-controlling interests' share of these items. The adjustments for installation revenue, straight-line rent expense and contract costs are intended to isolate the cash activity included within the straight-lined or amortized results in the consolidated statement of operations. We exclude the amortization of deferred financing costs and debt discounts and premiums as these expenses relate to the initial costs incurred in connection with debt financings that have no current or future cash obligations. We exclude gain (loss) on debt extinguishment since it generally represents the write-off of initial costs incurred in connection with debt financings or a cost that is incurred to reduce future interest costs and is not a good indicator of our current or future operating performance. We include an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax
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positions and deferred taxes that do not relate to current period's operations. We deduct recurring capital expenditures, which represent expenditures to extend the useful life of IBX data centers or other assets that are required to support current revenues. We also exclude net income (loss) from discontinued operations, net of tax, which represents results that may not recur and are not a good indicator of our current or future operating performance.
Our FFO and AFFO were as follows (in millions):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||
| Net income | $ | 814 | $ | 969 | $ | 705 | ||||
| Net loss attributable to non-controlling interests | 1 | — | — | |||||||
| Net income attributable to common stockholders | 815 | 969 | 705 | |||||||
| Adjustments: | ||||||||||
| Real estate depreciation | 1,239 | 1,143 | 1,105 | |||||||
| (Gain) loss on disposition of real estate property | (20) | 1 | 7 | |||||||
| Adjustments for FFO from unconsolidated joint ventures | 27 | 17 | 10 | |||||||
| FFO attributable to common stockholders | $ | 2,061 | $ | 2,130 | $ | 1,827 |
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||
| FFO attributable to common stockholders | $ | 2,061 | $ | 2,130 | $ | 1,827 | ||||
| Adjustments: | ||||||||||
| Installation revenue adjustment | (4) | 4 | 18 | |||||||
| Straight-line rent expense adjustment | (3) | 12 | 16 | |||||||
| Contract cost adjustment | (27) | (47) | (53) | |||||||
| Amortization of deferred financing costs and debt discounts | 20 | 19 | 18 | |||||||
| Stock-based compensation expense | 462 | 407 | 404 | |||||||
| Stock-based charitable contributions | 3 | 3 | 49 | |||||||
| Non-real estate depreciation expense | 562 | 494 | 427 | |||||||
| Amortization expense | 208 | 208 | 205 | |||||||
| Accretion expense adjustment | 2 | (1) | 3 | |||||||
| Recurring capital expenditures | (250) | (219) | (189) | |||||||
| Loss on debt extinguishment | 16 | — | — | |||||||
| Restructuring charges | 31 | — | — | |||||||
| Transaction costs | 50 | 13 | 22 | |||||||
| Impairment charges | 233 | 2 | 1 | |||||||
| Income tax expense adjustment | (2) | (12) | (31) | |||||||
| Adjustments for AFFO from unconsolidated joint ventures | (6) | 6 | (3) | |||||||
| AFFO attributable to common stockholders | $ | 3,356 | $ | 3,019 | $ | 2,714 |
Our AFFO results have improved due to the factors discussed earlier in "Results of Operations," as well as due to the nature of our business model which consists of a recurring revenue stream and a cost structure which has a large base that is fixed in nature as discussed earlier in "Overview."
Constant Currency Presentation
Our revenues and certain operating expenses (cost of revenues, sales and marketing and general and administrative expenses) from our international operations have represented and will continue to represent a significant portion of our total revenues and certain operating expenses. As a result, our revenues and certain operating expenses have been and will continue to be affected by changes in the U.S. dollar against major international currencies. During the year ended December 31, 2024 as compared to the same period in 2023, the
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U.S. dollar was stronger relative to the Japanese yen, which resulted in an unfavorable foreign currency impact on revenue and operating income, and a favorable foreign currency impact on operating expenses. During the year ended December 31, 2024 as compared to the same period in 2023, the U.S. dollar was weaker relative to the British Pound, which resulted in a favorable foreign currency impact on revenue and operating income, and an unfavorable foreign currency impact on operating expenses. In order to provide a framework for assessing how each of our business segments performed excluding the impact of foreign currency fluctuations, we present period-over-period percentage changes in our revenues and certain operating expenses on a constant currency basis in addition to the historical amounts as reported. Our constant currency presentation excludes the impact of our foreign currency cash flow hedging activities. Presenting constant currency results of operations is a non-GAAP financial measure and is not meant to be considered in isolation or as an alternative to GAAP results of operations. However, we have presented this non-GAAP financial measure to provide investors with an additional tool to evaluate our results of operations. To present this information, our current period revenues and certain operating expenses denominated in currencies other than the U.S. dollar are converted into U.S. dollars at constant exchange rates rather than the actual exchange rates in effect during the respective periods (i.e. average rates in effect for the year ended December 31, 2023 are used as exchange rates for the year ended December 31, 2024 when comparing the year ended December 31, 2024 with the year ended December 31, 2023).
Liquidity and Capital Resources
Sources and Uses of Cash
Customer collections are our primary source of cash. We believe we have a strong customer base, and have continued to experience relatively strong collections. As of December 31, 2024, our principle sources of liquidity were $3.6 billion of cash, cash equivalents and short-term investments. In addition to our cash balance, we had $3.9 billion of additional liquidity available to us from our $4.0 billion revolving facility and general access to both public and private debt and the equity capital markets. We also have additional liquidity available to us from our 2024 ATM program, under which we may offer and sell from time to time our common stock in "at the market" transactions on either a spot or forward basis. As of December 31, 2024, we had approximately $1.3 billion available for sale remaining under the 2024 ATM Program.
We believe we have sufficient cash, coupled with anticipated cash generated from operating activities and external financing sources, to meet our operating requirements, including repayment of the current portion of our debt as it becomes due, distribution of dividends, completion of our publicly-announced acquisitions, ordinary costs to operate the business, and expansion projects.
As we continue to grow, we may pursue additional expansion opportunities, primarily the build out of new IBX data centers, in certain of our existing markets which are at or near capacity within the next year, as well as potential acquisitions and joint ventures. If the opportunity to expand is greater than planned we may further increase the level of capital expenditure to support this growth as well as pursue additional business and real estate acquisitions or joint ventures, provided that we have or can access sufficient funding to pursue such expansion opportunities. We may elect to access the equity or debt markets from time to time opportunistically, particularly if financing is available on attractive terms. We will continue to evaluate our operating requirements and financial resources in light of future developments.
Cash Flow
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | Change | ||||||||
| (in millions) | ||||||||||
| Net cash provided by operating activities | $ | 3,249 | $ | 3,217 | $ | 32 | ||||
| Net cash used in investing activities | (3,937) | (3,224) | (713) | |||||||
| Net cash provided by financing activities | 1,723 | 211 | 1,512 |
Operating Activities
Our cash provided by our operations is generated by colocation, interconnection, managed infrastructure and other revenues. Our primary uses of cash from our operating activities include compensation and related costs, interest payments, other general corporate expenditures and taxes. Net cash provided by operating activities
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increased by $32 million during the year ended December 31, 2024 as compared to December 31, 2023, primarily driven by improved results of operations partially offset by increases in cash paid for costs and operating expenses.
Investing Activities
Net cash used in investing activities increased by $713 million during the year ended December 31, 2024 as compared to December 31, 2023, primarily due to:
•$520 million in purchases of short-term investments;
•$285 million increase in capital expenditures; and
•$261 million investment in a loan receivable.
This increase was partially offset by $170 million in proceeds from the sale of assets to our joint ventures.
Financing Activities
Net cash provided by financing activities increased by $1.5 billion for the year ended December 31, 2024 as compared to December 31, 2023, primarily driven by:
•$1.9 billion increase in proceeds from senior notes; and
•$939 million increase in proceeds from the 2022 and 2024 ATM Programs.
The increase was partially offset by $1.0 billion in repayment of senior notes and an increase of $268 million in dividend distributions.
Material Cash Commitments
As of December 31, 2024, our principal commitments were primarily comprised of:
•approximately $14.7 billion of principal from our senior notes (gross of debt issuance costs and debt discounts);
•approximately $3.5 billion of interest on mortgage payable, other loans payable, senior notes and term loans, based on their respective interest rates and recognized over the life of these instruments, and the credit facility fee for the revolving credit facility;
•$649 million of principal from our term loans, mortgage payable and other loans payable (gross of debt issuance costs and debt discounts);
•approximately $5.3 billion of total lease payments, which represents lease payments under finance and operating lease arrangements, including renewal options that are reasonably certain to be exercised;
•approximately $2.9 billion of unaccrued capital expenditure contractual commitments, primarily for IBX equipment not yet delivered and labor not yet provided in connection with the work necessary to complete construction and open IBX data center expansion projects prior to making them available to customers for installation, the majority of which is payable within the next 12 months; and
•approximately $2.1 billion of other non-capital purchase commitments, such as commitments to purchase power in select locations and other open purchase orders, which contractually bind us for goods, services or arrangements to be delivered or provided during 2025 and beyond, the majority of which is payable within the next two years.
We believe that our sources of liquidity, including our expected future operating cash flows, are sized to adequately meet both the near and long-term material cash commitments for the foreseeable future. For further information on maturities of lease liabilities and debt instruments, see Notes 9 and 10, respectively, within the Consolidated Financial Statements.
Other Contractual Obligations
We have additional future equity contributions and loan commitments to our joint ventures. For additional information, see the "Equity Method Investments" in Note 5 within the Consolidated Financial Statements.
Additionally, we entered into lease agreements with various landlords primarily for data center spaces and ground leases which have not yet commenced as of December 31, 2024. For additional information, see “Maturities of Lease Liabilities” in Note 9 within the Consolidated Financial Statements.
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Critical Accounting Estimates
Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. Management bases its assumptions, estimates and judgments on historical experience, current trends and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material.
Our significant accounting policies are discussed in Note 1 to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K. Management believes that application of the following accounting policies involves a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our consolidated financial statements:
• Accounting for income taxes;
• Accounting for business combinations;
• Accounting for impairment of goodwill and other intangible assets;
• Accounting for property, plant and equipment; and
• Accounting for leases.
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Income Taxes.Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, as well as tax attributes such as net operating loss, capital loss and tax credit carryforwards on a taxing jurisdiction basis. We measure deferred tax assets and liabilities using enacted tax rates that will apply in the years in which we expect the temporary differences to be recovered or settled, and the tax attributes to be utilized.The accounting standard for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not (defined by the accounting standard as a likelihood of more than 50%) that such assets will not be realized.A tax benefit from an uncertain income tax position may be recognized in the financial statements only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authority's widely understood administrative practices and precedents. We recognize interest and penalties related to unrecognized tax benefits within income tax benefit (expense) in the consolidated statements of operations. | The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns. Our accounting for deferred tax consequences represents our best estimate of those future tax consequences. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of that available evidence, it is more likely than not the deferred tax assets will not be realizable, we record a valuation allowance. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified.This assessment, which is completed on a taxing jurisdiction basis, takes into account a number of types of evidence, including the following: 1) the nature, frequency and severity of current and cumulative financial reporting losses, 2) sources of future taxable income, 3) taxable income in carryback years permitted by the tax law, and 4) tax planning strategies.In assessing the tax benefit from an uncertain income tax position, the tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that is greater than a 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information.For purposes of the quarterly REIT asset tests, we estimate the fair market value of assets within our QRSs and TRSs using a discounted cash flow approach, by calculating the present value of forecasted future cash flows. We apply discount rates based on industry benchmarks relative to the market and forecasting risks. Other significant assumptions used to estimate the fair market value of assets in QRSs and TRSs include projected revenue growth, projected operating margins and projected capital expenditure. | As of December 31, 2024 and 2023, we had net total deferred tax liabilities of $291 million and $332 million, respectively. As of December 31, 2024 and 2023, we had a total valuation allowance of $277 million and $221 million, respectively. If and when we increase or reduce our valuation allowances, it may have an unfavorable or favorable impact, respectively, to our financial position and results of operations in the periods when such determinations are made. We will continue to assess the need for our valuation allowances, by jurisdiction, in the future. During the year ended December 31, 2024, we established full valuation allowances against certain deferred tax assets in the AMER region as part of our assessment of the realization of such deferred tax assets. We do not expect these deferred tax assets to be realizable in the foreseeable future. During the year ended December 31, 2023, we established full valuation allowances against certain deferred tax assets in the EMEA region as part of the purchase accounting determination for the assets we acquired during the year. We do not expect these deferred tax assets to be realizable in the foreseeable future.As of December 31, 2024 and 2023, we had unrecognized tax benefits of $57 million and $70 million, respectively, exclusive of interest and penalties. During the years ended December 31, 2024 and 2023, the unrecognized tax benefit decreased by $13 million and $19 million, respectively, primarily due to the settlements of tax audits and lapse of statute of limitations in the EMEA region. The unrecognized tax benefits of $57 million as of December 31, 2024, if subsequently recognized, will affect our effective tax rate favorably at the time when such a benefit is recognized. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Business Combinations In accordance with the accounting standard for business combinations, we allocate the purchase price of an acquired business to its identifiable assets and liabilities based on estimated fair values. The excess of the purchase price over the fair value of the assets acquired and liabilities assumed, if any, is recorded as goodwill.We use all available information to estimate fair values. We typically engage outside appraisal firms to assist in determining the fair value of identifiable intangible assets such as customer contracts, leases and any other significant assets or liabilities and contingent consideration, as well as the estimated useful life of intangible assets. We adjust the preliminary purchase price allocation, as necessary, up to one year after the acquisition closing date if we obtain more information regarding asset valuations and liabilities assumed. | Our purchase price allocation methodology contains uncertainties because it requires assumptions and judgments to estimate the fair value of assets acquired and liabilities assumed at the acquisition date. Key judgments used to estimate the fair value of intangible assets include projected revenue growth and operating margins, discount rates, customer attrition rates, as well as the estimated useful life of intangible assets. We estimate the fair value of assets and liabilities based on quoted market prices, the carrying value of the acquired assets and widely accepted valuation techniques, including discounted cash flows and market multiple analyses. Our estimates are inherently uncertain and subject to refinement. Unanticipated events or circumstances may occur which could affect the accuracy of our fair value estimates, including assumptions regarding industry economic factors and business strategies. | During the last three years, we have completed a number of business combinations, including the acquisition of Entel Peru data centers in the third quarter of 2022 and MainOne in West Africa and Entel Chile data centers in the second quarter of 2022. The purchase price allocations for these acquisitions were finalized during the year ended December 31, 2023.We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we used to complete the purchase price allocations and the fair value of assets acquired and liabilities assumed. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material, which would be recorded in our consolidated statements of operations in future periods. |
| Accounting for Impairment of Goodwill and Other Intangible Assets In accordance with the accounting standard for goodwill and other intangible assets, we perform goodwill and indefinite-lived intangible assets impairment reviews annually, or whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. We complete an annual goodwill impairment assessment for the Americas, EMEA and Asia-Pacific reporting units to determine if the fair values of the reporting units exceeded their carrying values.We do not have any significant indefinite-lived intangible assets for which an impairment assessment would have a material impact on our financial statements.Finite-lived intangible assets are assessed for impairment at the asset group level along with property, plant and equipment as discussed below. | To perform our annual goodwill impairment assessment, we elected to bypass the optional analysis of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. We performed the quantitative goodwill impairment test using a discounted cash flow method as an income approach, and a market approach. Performing a quantitative goodwill impairment test includes the determination of the fair value of the reporting unit and requires significant estimates and assumptions. These estimates and assumptions include, among others, forecasted operating results, risk-adjusted discount rates, the determination of appropriate market comparables, future economic conditions and other market data. We periodically review our assessment of our reporting units to determine if changes in facts and circumstances warrant changes to our conclusions. There were no specific factors present in 2024 or 2023 that indicated a potential goodwill impairment. | As of December 31, 2024, goodwill attributable to the Americas, EMEA and Asia-Pacific reporting units was $2.6 billion, $2.3 billion and $596 million, respectively.Future events, changing market conditions and any changes in key assumptions may result in an impairment charge. While we have not recorded an impairment charge against our goodwill to date, the development of adverse business conditions in our Americas, EMEA or Asia-Pacific reporting units, such as higher than anticipated customer churn or significantly increased operating costs could result in an impairment charge in future periods.The balance of our other intangible assets, net, for years ended December 31, 2024 and 2023 was $1.4 billion and $1.7 billion, respectively. We recorded $29 million impairment charges on finite-lived intangible assets during the year ended December 31, 2024. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Property, Plant and Equipment We have a substantial amount of property, plant and equipment recorded on our consolidated balance sheet. The majority of our property, plant and equipment represent the costs incurred to build out or acquire our IBX data centers. Our IBX data centers are long-lived assets. We depreciate our property, plant and equipment using the straight-line method over the estimated useful lives of the respective assets (subject to the term of the lease in the case of leased assets or leasehold improvements and integral equipment located in leased properties). Accounting for property, plant and equipment includes determining the appropriate period over which to depreciate such assets and assessing such assets for potential impairment. We assess our property, plant and equipment for potential impairment together with finite lived-intangible assets and lease right-of-use ("ROU") assets at the asset group level. | Judgments are required in arriving at the estimated useful life of an asset and changes to these estimates could have a significant impact on our financial position and results of operations. We periodically review the estimated useful lives of certain of our property, plant and equipment and changes in these estimates in the future are possible. We review our asset groups on an ongoing basis to identify any events or changes in circumstances indicating that the carrying amount of an asset group may not be recoverable, such as a significant decrease in market price of an asset group, a significant adverse change in the extent or manner in which an asset group is being used, a significant adverse change in legal factors or business climate that could affect the value of an asset group or a continuous deterioration of our financial condition. This assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. If a potential impairment trigger is identified, the measurement of an impairment loss requires assumptions and estimates of undiscounted and discounted future cash flows, and assumptions about the market price of assets. These assumptions and estimates require significant judgment and are inherently uncertain. | As of December 31, 2024 and 2023, we had property, plant and equipment of $19.2 billion and $18.6 billion, respectively. During the years ended December 31, 2024, 2023 and 2022, we recorded depreciation expense of $1.8 billion, $1.6 billion, and $1.5 billion, respectively. We evaluated the estimated useful lives of our property, plant and equipment, and made certain revisions to these estimates during the year ended December 31, 2024. We did not revise these estimates during the years ended December 31, 2023 and 2022. Further changes in our estimated useful lives of our property, plant and equipment could have a significant impact on our results of operations. We recorded $166 million impairment charges on property, plant and equipment during the year ended December 31, 2024. |
| Accounting for Leases A significant portion of our data center spaces, office spaces and equipment are leased. Each time we enter into a new lease or lease amendments, we analyze each lease or lease amendment for the proper accounting, including assessing if it should be classified as an operating or finance lease.ROU assets are also assessed for impairment at the asset group level along with property, plant and equipment as discussed above. | Determination of the accounting treatment, including the result of the lease classification test for each new lease, lease amendment, or lease term reassessment is dependent on a variety of judgments, such as identification of lease and non-lease components, allocation of total consideration between lease and non-lease components, determination of lease term, including assessing the likelihood of lease renewals, valuation of leased property, and establishing the incremental borrowing rate to calculate the present value of the minimum lease payment for the lease test. The judgments used in the accounting for leases are inherently subjective; different assumptions or estimates could result in different accounting treatment for a lease. | Lease assumptions and estimates are determined and applied at the inception of the leases or at the lease modification or reassessment date. As of both December 31, 2024 and 2023, the total operating lease ROU assets were $1.4 billion and operating lease liabilities were $1.5 billion, respectively. As of both December 31, 2024 and 2023, finance lease ROU assets were $2.2 billion and finance lease liabilities were $2.3 billion, respectively. For the years ended December 31, 2024, 2023 and 2022, we recorded finance lease costs of $294 million, $280 million and $273 million, respectively, and recorded rent expense of approximately $229 million, $243 million and $214 million, respectively.We recorded $38 million impairment charges on operating lease ROU assets during the year ended December 31, 2024. |
Recent Accounting Pronouncements
See "Recent Accounting Pronouncements" in Note 1 within the Consolidated Financial Statements.
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FY 2023 10-K MD&A
SEC filing source: 0001628280-24-005350.
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following commentary should be read in conjunction with the financial statements and related notes contained elsewhere in this Annual Report on Form 10-K. The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" and "Risk Factors" elsewhere in this Annual Report on Form 10-K. All forward-looking statements in this document are based on information available to us as of the date hereof and we assume no obligation to update any such forward-looking statements.
Item 7 of this Form 10-K focuses on discussion of 2023 and 2022 items as well as 2023 results as compared to 2022 results. For the discussion of 2021 items and 2022 results as compared to 2021 results, please refer to Item 7 of our 2022 Form 10-K as filed with the SEC on February 17, 2023.
Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows:
•Overview
•Results of Operations
•Non-GAAP Financial Measures
•Liquidity and Capital Resources
•Critical Accounting Policies and Estimates
•Recent Accounting Pronouncements
Overview
We provide a global, vendor-neutral data center, interconnection and edge solutions platform with offerings that aim to enable our customers to reach everywhere, interconnect everyone and integrate everything. Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the world's most valued information assets. They also look to Platform Equinix® for the ability to directly and securely
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interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our recent IBX data center openings and acquisitions, as well as xScaleTM data center investments, including those opened in January 2024, have expanded our total global footprint to 260 data centers, including 17 xScale data centers and the MC1 data center that are held in unconsolidated joint ventures, across 71 markets around the world. We offer the following solutions:
•premium data center colocation;
•interconnection and data exchange solutions;
•edge solutions for deploying networking, security and hardware; and
•remote expert support and professional services.
Our interconnected data centers around the world allow our customers to increase information and application delivery performance to users, and quickly access distributed IT infrastructures and business and digital ecosystems, while significantly reducing costs. Our global platform and the quality of our IBX data centers, interconnection offerings and edge solutions have enabled us to establish a critical mass of customers. As more customers choose Platform Equinix for bandwidth cost and performance reasons, it benefits their suppliers and business partners to colocate in the same data centers. This adjacency creates a “network effect” that enables our customers to capture the full economic and performance benefits of our offerings. These partners, in turn, pull in their business partners, creating a "marketplace" for their services. Our global platform enables scalable, reliable and cost-effective interconnection that increases data traffic exchange while lowering overall cost and increasing flexibility. Our focused business model is built on our critical mass of enterprise and service provider customers and the resulting "marketplace" effect. This global platform, combined with our strong financial position, has continued to drive new customer growth and bookings.
Historically, our market was served by large telecommunications carriers who bundled their products and services with their colocation offerings. The data center market landscape has evolved to include private and vendor-neutral multi-tenant data center ("MTDC") providers, hyperscale cloud providers, managed infrastructure and application hosting providers, and systems integrators. It is estimated that Equinix is one of more than 2,200 companies that provide MTDC offerings around the world. Each of these data center solutions providers can bundle various colocation, interconnection and network offerings and outsourced IT infrastructure solutions. We are able to offer our customers a global platform that reaches 33 countries with the industry’s largest and most active ecosystem of partners in our sites, proven operational reliability, improved application performance and a highly scalable set of offerings.
Our cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 79% and 82%, as of December 31, 2023 and 2022, respectively. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center. This could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows.
To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers, we have entered into joint ventures to develop and operate xScale data centers. In the past two years, we have closed multiple joint ventures in the form of limited liability partnerships with GIC Private Limited, Singapore's sovereign wealth fund ("GIC") and an additional joint venture in the form of a limited liability partnership with PGIM Real Estate ("PGIM").
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Strategically, we will continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, quality of the design, power capacity, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant.
Revenue:
Our business is primarily based on a recurring revenue model comprised of colocation and related interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed on a fixed and recurring basis each month for the duration of their contract, which is generally one to three years in length, and thereafter automatically renews in one-year increments. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 90% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 3% of our recurring revenues for the years ended December 31, 2023, 2022 and 2021. Our 50 largest customers accounted for approximately 37%, 36% and 39% of our recurring revenues for the years ended December 31, 2023, 2022 and 2021.
Our non-recurring revenues are primarily derived from fees charged from installations related to a customer's initial deployment and professional services we perform. These services are considered to be non-recurring because they are billed typically once, upon completion of the installation or the professional services work performed. The majority of these non-recurring revenues are typically billed on the first invoice distributed to the customer in connection with their initial installation. However, revenues from installations are deferred and recognized ratably over the period of the contract term. Additionally, revenue from contract settlements, when a customer wishes to terminate their contract early, is generally treated as a contract modification and recognized ratably over the remaining term of the contract, if any. As a percentage of total revenues, we expect non-recurring revenues to represent less than 10% of total revenues for the foreseeable future.
Operating Expenses:
Cost of Revenues. The largest components of our cost of revenues are depreciation, rental payments related to our leased IBX data centers, utility costs, including electricity, bandwidth access, IBX data center employees' salaries and benefits, including stock-based compensation, repairs and maintenance, supplies and equipment, and security. A majority of our cost of revenues is fixed in nature and should not vary significantly from period to period, unless we expand our existing IBX data centers or open or acquire new IBX data centers. However, there are certain costs that are considered more variable in nature, including utilities and supplies that are directly related to growth in our existing and new customer base. In addition, the cost of electricity is generally higher in the summer months, as compared to other times of the year. Our costs of electricity may also increase as a result of the physical
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effects of climate change, global energy supply constraints, increased regulations driving alternative electricity generation due to environmental considerations or as a result of our election to use renewable energy sources. To the extent we incur increased utility costs, such increased costs could materially impact our financial condition, results of operations and cash flows.
Sales and Marketing. Our sales and marketing expenses consist primarily of compensation and related costs for sales and marketing personnel, including stock-based compensation, amortization of contract costs, marketing programs, public relations, promotional materials and travel, as well as bad debt expense and amortization of customer relationship intangible assets.
General and Administrative. Our general and administrative expenses consist primarily of salaries and related expenses, including stock-based compensation, accounting, legal and other professional service fees; and other general corporate expenses, such as our corporate regional headquarters office leases and some depreciation expense on back office systems.
Taxation as a REIT
We elected to be taxed as a REIT for U.S. federal income tax purposes beginning with our 2015 taxable year. As of December 31, 2023, our REIT structure included a majority of our data center operations in the Americas and EMEA regions, as well as the data center operations in Japan, Singapore, and Malaysia. Our data center operations in other jurisdictions are operated as TRSs. We have also included our share of the assets in xScale joint ventures (with the exception of Korea) in our REIT structure.
As a REIT, we generally are permitted to deduct from our U.S. federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to U.S. federal income taxes at the entity level but is taxed, if at all, at the stockholder level. Nevertheless, the income of our TRSs which hold our U.S. operations that may not be REIT compliant is subject to U.S. federal and state corporate income taxes, as applicable. Likewise, our foreign subsidiaries continue to be subject to local income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through TRSs or through qualified REIT subsidiaries ("QRSs"). We are also subject to a separate U.S. federal corporate income tax on any gain recognized from a sale of a REIT asset where our basis in the asset is determined by reference to the basis of the asset in the hands of a C corporation (such as an asset held by us or a QRS following the liquidation or other conversion of a former TRS). This built-in-gain tax is generally applicable to any disposition of such an asset during the five-year period after the date we first owned the asset as a REIT asset to the extent of the built-in-gain based on the fair market value of such asset on the date we first held the asset as a REIT asset. In addition, should we recognize any net gain from "prohibited transactions," we will be subject to tax on this net gain at a 100% rate. "Prohibited transactions," for this purpose, are defined as dispositions, at a gain, of inventory or property held primarily for sale to customers in the ordinary course of a trade or business other than dispositions of foreclosure property and other than dispositions excepted by statutory safe harbors. If we fail to remain qualified for U.S. federal income taxation as a REIT, we will be subject to U.S. federal income taxes at regular corporate income tax rates. Even if we remain qualified for U.S. federal income taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRSs' operations. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs, many states do not completely follow federal rules, and some may not follow them at all.
We continue to monitor our REIT compliance in order to maintain our qualification for U.S. federal income taxation as a REIT. For this and other reasons, as necessary, we may convert some of our data center operations in other countries into the REIT structure in future periods.
On each of March 22, 2023, June 21, 2023, and September 20, 2023, we paid a quarterly cash dividend of $3.41 per share. On December 13, 2023, we paid a quarterly cash dividend of $4.26 per share. We expect all of our 2023 quarterly distributions and other applicable distributions to equal or exceed our REIT taxable income to be recognized in 2023.
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2023 Highlights:
•In February, we settled three forward sale agreements executed under the 2020 and 2022 ATM Programs and sold 458,459 shares of our common stock for approximately $301.6 million, net of payment of commissions to sales agents and other offering expenses, at an aggregate weighted-average forward sale price per share of $657.75. See Note 12 within the Consolidated Financial Statements.
•In February and March, we issued ¥77.3 billion, or approximately $565.2 million, at the exchange rate in effect on issuance, in Japanese Yen Senior Notes due 2035 and 2043 (collectively, the "Japanese Yen Senior Notes"). See Note 11 within the Consolidated Financial Statements.
•In March, we sold the Mexico 3 ("MX3x") data center site in connection with the formation of a new joint venture with GIC, to develop and operate xScale data centers in the Americas (the "AMER 1 Joint Venture"). Upon closing, we contributed $8.4 million in exchange for a 20% partnership interest in the joint venture. See Notes 5 and 6 within the Consolidated Financial Statements.
•In April, we issued additional shares in our Indonesian operating entity to a third party investor for $25.0 million, which resulted in the third party investor owning a 25% ownership interest in the entity. See Note 12 within the Consolidated Financial Statements.
•In September, we issued CHF300.0 million, or approximately $336.9 million, at the exchange rate in effect on issuance, in Swiss Franc Notes due 2028 (the "Swiss Franc Senior Notes"). See Note 10 within the Consolidated Financial Statements.
•In November, we settled five forward sale agreements executed under the 2022 ATM Program and sold 564,126 shares of our common stock for approximately $433.3 million, net of payment of commissions to sales agents and other offering expenses, at an aggregate weighted-average forward sale price per share of $768.03. See Note 12 within the Consolidated Financial Statements.
Results of Operations
Our results of operations for the year ended December 31, 2023 include the results of operations from a data center in Peru acquired from Entel from August 1, 2022, four data centers in Chile acquired from Entel from May 2, 2022 and the acquisition of MainOne from April 1, 2022. See Note 3 within the Consolidated Financial Statements for further details.
In order to provide a framework for assessing our performance excluding the impact of foreign currency fluctuations, we supplement the year-over-year actual change in results of operations with comparative changes on a constant currency basis. Presenting constant currency results of operations is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for further discussion.
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Years ended December 31, 2023 and 2022
Revenues. Our revenues for the years ended December 31, 2023 and 2022 were generated from the following revenue classifications and geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas: | |||||||||||||||||||
| Recurring revenues | $ | 3,456,953 | 42% | $ | 3,183,191 | 44% | $ | 273,762 | 9% | 9% | |||||||||
| Non-recurring revenues | 160,539 | 2% | 166,026 | 2% | (5,487) | (3)% | (3)% | ||||||||||||
| 3,617,492 | 44% | 3,349,217 | 46% | 268,275 | 8% | 8% | |||||||||||||
| EMEA: | |||||||||||||||||||
| Recurring revenues | 2,648,157 | 33% | 2,207,329 | 30% | 440,828 | 20% | 28% | ||||||||||||
| Non-recurring revenues | 189,697 | 2% | 135,875 | 2% | 53,822 | 40% | 36% | ||||||||||||
| 2,837,854 | 35% | 2,343,204 | 32% | 494,650 | 21% | 28% | |||||||||||||
| Asia-Pacific: | |||||||||||||||||||
| Recurring revenues | 1,639,621 | 20% | 1,480,767 | 21% | 158,854 | 11% | 13% | ||||||||||||
| Non-recurring revenues | 93,169 | 1% | 89,917 | 1% | 3,252 | 4% | 7% | ||||||||||||
| 1,732,790 | 21% | 1,570,684 | 22% | 162,106 | 10% | 12% | |||||||||||||
| Total: | |||||||||||||||||||
| Recurring revenues | 7,744,731 | 95% | 6,871,287 | 95% | 873,444 | 13% | 15% | ||||||||||||
| Non-recurring revenues | 443,405 | 5% | 391,818 | 5% | 51,587 | 13% | 13% | ||||||||||||
| $ | 8,188,136 | 100% | $ | 7,263,105 | 100% | $ | 925,031 | 13% | 15% |
Revenues
(dollars in thousands)
Americas Revenues. During the year ended December 31, 2023, Americas revenue increased by $268.3 million or 8% (and also 8% on a constant currency basis). Growth in Americas revenues was primarily due to:
•approximately $69.2 million of incremental revenues generated from our IBX data center expansions;
•$27.1 million of incremental revenues generated from the Entel Chile and Entel Peru acquisitions; and
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•an increase in orders from both our existing customers and new customers during the period.
EMEA Revenues. During the year ended December 31, 2023, EMEA revenue increased by $494.7 million or 21% (28% on a constant currency basis). Growth in EMEA revenues was primarily due to power price increases in various European countries in response to the increased cost of utilities, as noted below under cost of revenues. In addition to power price increases, growth in EMEA revenues was further driven by:
•$54.6 million of incremental revenues from services provided to our joint ventures;
•approximately $47.8 million of incremental revenues generated from our IBX data center expansions;
•$15.1 million of incremental revenues generated from the MainOne acquisition; and
•an increase in orders from both our existing customers and new customers during the period.
Asia-Pacific Revenues. During the year ended December 31, 2023, Asia-Pacific revenue increased by $162.1 million or 10% (12% on a constant currency basis). Growth in Asia-Pacific revenue was primarily due to an increase in orders from both our existing customers and new customers during the period. In addition to organic growth, the increase in Asia-Pacific revenues was further driven by:
•approximately $7.9 million of incremental revenues generated from our IBX data center expansions; and
•power price increases in response to the increased cost of utilities.
Cost of Revenues. Our cost of revenues for the years ended December 31, 2023 and 2022 were split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,616,167 | 38% | $ | 1,560,799 | 42% | $ | 55,368 | 4% | 4% | |||||||||
| EMEA | 1,653,008 | 39% | 1,281,023 | 34% | 371,985 | 29% | 34% | ||||||||||||
| Asia-Pacific | 958,483 | 23% | 909,679 | 24% | 48,804 | 5% | 8% | ||||||||||||
| Total | $ | 4,227,658 | 100% | $ | 3,751,501 | 100% | $ | 476,157 | 13% | 15% |
Cost of Revenues
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas Cost of Revenues. During the year ended December 31, 2023, Americas cost of revenues increased by $55.4 million or 4% (and also 4% on a constant currency basis). The increase in our Americas cost of revenues was primarily due to:
•$42.0 million of higher utilities costs, primarily driven by increases in power costs and higher utility usage;
•$13.7 million of incremental cost of revenues from the Entel Chile and Entel Peru acquisitions; and
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•$10.8 million of additional one-time software expenses related to our managed services business.
EMEA Cost of Revenues. During the year ended December 31, 2023, EMEA cost of revenues increased by $372.0 million or 29% (34% on a constant currency basis). The increase in our EMEA cost of revenues was primarily due to higher utilities costs as a result of increases in power costs and higher utility usage in France, Germany, the Netherlands, Switzerland and the United Kingdom. In addition to increased utilities costs, the increase in EMEA cost of revenues was further driven by:
•after accounting for allocations of foreign currency cash flow hedging activities:
◦approximately $32 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
◦approximately $32 million of higher depreciation expense driven by IBX data center expansions;
◦approximately $12 million of repairs and maintenance driven by increased IBX footprint; and
•$9.4 million of incremental cost of revenues from the MainOne Acquisition.
Asia-Pacific Cost of Revenues. During the year ended December 31, 2023, Asia-Pacific cost of revenues increased by $48.8 million or 5% (8% on a constant currency basis). The increase in our Asia-Pacific cost of revenues was primarily due to:
•$16.6 million of higher rent and facilities costs, primarily in Hong Kong;
•$12.4 million of repairs and maintenance driven by increased IBX footprint;
•$8.9 million higher utilities costs, primarily driven by increases in power costs and higher utility usage; and
•$5.7 million of higher compensation costs, including salaries, bonuses and stock-based compensation,
primarily due to headcount growth.
We expect Americas, EMEA and Asia-Pacific cost of revenues to increase in line with the growth of our business, including from the impacts of acquisitions.
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Sales and Marketing Expenses. Our sales and marketing expenses for the years ended December 31, 2023 and 2022 were split among the following geographic regions (dollars in thousands):
| Years ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 553,107 | 64% | $ | 501,943 | 64% | $ | 51,164 | 10% | 10% | |||||||||
| EMEA | 194,301 | 23% | 183,754 | 23% | 10,547 | 6% | 11% | ||||||||||||
| Asia-Pacific | 108,388 | 13% | 100,863 | 13% | 7,525 | 7% | 10% | ||||||||||||
| Total | $ | 855,796 | 100% | $ | 786,560 | 100% | $ | 69,236 | 9% | 10% |
Sales and Marketing Expenses
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas Sales and Marketing Expenses. During the year ended December 31, 2023, Americas sales and marketing expenses increased by $51.2 million or 10% (and also 10% on a constant currency basis). The increase in our Americas sales and marketing expenses was primarily due to:
•$24.5 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$6.4 million of higher bad debt expense;
•$5.3 million of higher advertising costs including for online ads, design services and marketing research; and
•$4.9 million of higher amortization expense as a result of recent acquisitions.
EMEA Sales and Marketing Expenses. During the year ended December 31, 2023, EMEA sales and marketing increased by $10.5 million or 6% (11% on a constant currency basis). The increase in our EMEA sales and marketing expenses was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation driven by headcount growth.
Asia-Pacific Sales and Marketing Expenses. During the year ended December 31, 2023, Asia-Pacific sales and marketing increased by $7.5 million or 7% (10% on a constant currency basis). The increase in our Asia-Pacific sales and marketing expenses was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation driven by headcount growth.
We anticipate that we will continue to invest in sales and marketing initiatives across our three regions in line with the growth of our business. We expect our Americas sales and marketing expenses as a percentage of revenues to be higher than those of our other regions since certain global sales and marketing functions are located within the U.S.
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General and Administrative Expenses. Our general and administrative expenses for the years ended December 31, 2023 and 2022 were split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,106,613 | 67% | $ | 980,589 | 66% | $ | 126,024 | 13% | 13% | |||||||||
| EMEA | 319,768 | 19% | 301,317 | 20% | 18,451 | 6% | 10% | ||||||||||||
| Asia-Pacific | 227,661 | 14% | 216,795 | 14% | 10,866 | 5% | 6% | ||||||||||||
| Total | $ | 1,654,042 | 100% | $ | 1,498,701 | 100% | $ | 155,341 | 10% | 11% |
General and Administrative Expenses
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas General and Administrative Expenses. During the year ended December 31, 2023, Americas general and administrative expenses increased by $126.0 million or 13% (and also 13% on a constant currency basis). The increase in our Americas general and administrative expenses was primarily due to:
•$57.1 million of higher depreciation expense associated with back-office systems to support the growth of our business;
•$24.7 million of higher office expenses primarily due to additional software and support services;
•$18.5 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth; and
•$17.3 million of higher rent expense primarily due to one-time termination costs associated with the consolidation of office space.
EMEA General and Administrative Expenses. During the year ended December 31, 2023, EMEA general and administrative expenses increased by $18.5 million or 6% (10% on a constant currency basis). The increase in our EMEA general and administrative expenses was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation driven by headcount growth.
Asia-Pacific General and Administrative Expenses. During the year ended December 31, 2023, Asia-Pacific general and administrative expenses increased by $10.9 million or 5% (6% on a constant currency basis). The increase in our Asia-Pacific general and administrative expense was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation driven by headcount growth.
Going forward, although we are carefully monitoring our spending, we expect our general and administrative expenses to increase across all three regions as we continue to invest in our operations to support our growth, including investments to enhance our technology platform, and to integrate recent acquisitions. Additionally, given
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that our corporate headquarters is located in the U.S., we expect the Americas general and administrative expenses as a percentage of revenues to be higher than that of other regions.
Transaction Costs. During the years ended December 31, 2023 and 2022, we recorded transaction costs totaling $12.4 million and $21.8 million respectively, primarily related to costs incurred in connection with the recent acquisitions and formation of the new joint ventures, see Notes 3, 5, and 6 within the Consolidated Financial Statements.
Gain or Loss on Asset Sales. During the year ended December 31, 2023 and 2022, we did not record a significant amount of gain or loss on asset sales.
Income from Operations. Our income from operations for the years ended December 31, 2023 and 2022 was split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 331,018 | 23% | $ | 283,975 | 24% | $ | 47,043 | 17% | 16% | |||||||||
| EMEA | 675,060 | 47% | 575,331 | 48% | 99,729 | 17% | 31% | ||||||||||||
| Asia-Pacific | 437,196 | 30% | 341,222 | 28% | 95,974 | 28% | 29% | ||||||||||||
| Total | $ | 1,443,274 | 100% | $ | 1,200,528 | 100% | $ | 242,746 | 20% | 27% |
Americas Income from Operations. During the year ended December 31, 2023, Americas income from operations increased by $47.0 million or 17% (16% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, the recent acquisitions and organic growth, as described above.
EMEA Income from Operations. During the year ended December 31, 2023, EMEA income from operations increased by $99.7 million or 17% (31% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, incremental services provided to our joint ventures, the recent acquisition and organic growth, as described above.
Asia-Pacific Income from Operations. During the year ended December 31, 2023, Asia-Pacific income from operations increased by $96.0 million or 28% (29% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity and organic growth, as described above.
Interest Income. Interest income was $94.2 million for the year ended December 31, 2023 and was $36.3 million for the year ended December 31, 2022. The average yield for the year ended December 31, 2023 was 4.11% versus 1.74% for the year ended December 31, 2022.
Interest Expense. Interest expense increased to $402.0 million for the year ended December 31, 2023 from $356.3 million for the year ended December 31, 2022, primarily due to the issuance of the 3.900% Senior Notes in 2022, the issuance of the 2.000% - 2.57% Japanese Yen Senior Notes due 2035 and 2043 in the first quarter of 2023, the issuance of the 2.875% Swiss Franc Senior Notes due 2028 in the third quarter of 2023 and an increase in the variable rate of our GBP term loan. During the years ended December 31, 2023 and 2022, we capitalized $26.0 million and $18.2 million, respectively, of interest expense to construction in progress. See Note 11 within the Consolidated Financial Statements.
Other Expense. We did not record a significant amount of other expense during the year ended December 31, 2023. For the year ended December 31, 2022, we recorded net other expense of $51.4 million, including $49.0 million in stock-based charitable contributions and foreign currency exchange gains and losses
Gain or Loss on Debt Extinguishment. We did not record a significant amount of gain on debt extinguishment during the years ended December 31, 2023 and 2022.
Income Taxes. We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not subject to U.S. federal income taxes on our taxable income distributed to stockholders. We intend to distribute or have distributed the entire taxable income generated by the operations of our REIT and QRSs for the tax years ended December 31, 2023 and 2022, respectively. As such, other than state income taxes, foreign income and
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withholding taxes, no provision for income taxes has been included for our REIT and QRSs in the accompanying consolidated financial statements for the years ended December 31, 2023 and 2022.
We have made TRS elections for some of our subsidiaries in and outside the U.S. In general, a TRS may provide services that would otherwise be considered impermissible for REITs to provide and may hold assets that may not be REIT compliant.
U.S. income taxes for the TRS entities located in the U.S. and foreign income taxes for our foreign operations regardless of whether the foreign operations are operated as QRSs or TRSs have been accrued, as necessary, for the years ended December 31, 2023 and 2022.
For the years ended December 31, 2023 and 2022, we recorded $155.3 million and $124.8 million of income tax expenses, respectively. Our effective tax rates were 13.8% and 15.0%, respectively, for the years ended December 31, 2023 and 2022.
During the year ended December 31, 2023, we had a favorable resolution of uncertain tax positions of approximately $14.0 million resulting from the settlement of tax audits in the EMEA region. In 2022, we had a favorable resolution of uncertain tax positions of approximately $40.0 million resulting from the settlement of various tax audits in the EMEA and Asia-Pacific regions.
Adjusted EBITDA. Adjusted EBITDA is a key factor in how we assess the operating performance of our segments and develop regional growth strategies such as IBX data center expansion decisions. We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales. See "Non-GAAP Financial Measures" below for more information about adjusted EBITDA and a reconciliation of adjusted EBITDA to net income. Our adjusted EBITDA for the years ended December 31, 2023 and 2022 by geographic regions was as follows (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | % | 2022 | % | Actual | Actual | Constant Currency | |||||||||||||||||
| Americas | $ | 1,613,696 | 44 | % | $ | 1,521,775 | 45 | % | $ | 91,921 | 6 | % | 6 | % | |||||||||
| EMEA | 1,251,276 | 34 | % | 1,109,502 | 33 | % | 141,774 | 13 | % | 18 | % | ||||||||||||
| Asia-Pacific | 836,869 | 22 | % | 738,423 | 22 | % | 98,446 | 13 | % | 15 | % | ||||||||||||
| Total | $ | 3,701,841 | 100 | % | $ | 3,369,700 | 100 | % | $ | 332,141 | 10 | % | 12 | % |
Americas Adjusted EBITDA. During the year ended December 31, 2023, Americas adjusted EBITDA increased by $91.9 million or 6% (and also 6% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, the recent acquisitions and organic growth, as described above.
EMEA Adjusted EBITDA. During the year ended December 31, 2023, EMEA adjusted EBITDA increased by $141.8 million or 13% (18% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, incremental services provided to our joint ventures, the recent acquisition and organic growth, as described above.
Asia-Pacific Adjusted EBITDA. During the year ended December 31, 2023, Asia-Pacific adjusted EBITDA increased by $98.4 million or 13% (15% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity and organic growth, as described above.
Non-GAAP Financial Measures
We provide all information required in accordance with GAAP, but we believe that evaluating our ongoing results of operations may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we use non-GAAP financial measures to evaluate our operations.
Non-GAAP financial measures are not a substitute for financial information prepared in accordance with GAAP. Non-GAAP financial measures should not be considered in isolation, but should be considered together with the most directly comparable GAAP financial measures and the reconciliation of the non-GAAP financial measures to
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the most directly comparable GAAP financial measures. We have presented such non-GAAP financial measures to provide investors with an additional tool to evaluate our results of operations in a manner that focuses on what management believes to be our core, ongoing business operations. We believe that the inclusion of these non-GAAP financial measures provides consistency and comparability with past reports and provides a better understanding of the overall performance of the business and ability to perform in subsequent periods. We believe that if we did not provide such non-GAAP financial information, investors would not have all the necessary data to analyze us effectively.
Investors should note that the non-GAAP financial measures used by us may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as those of other companies. Investors should therefore exercise caution when comparing non-GAAP financial measures used by us to similarly titled non-GAAP financial measures of other companies.
Our primary non-GAAP financial measures, adjusted EBITDA and adjusted funds from operations ("AFFO"), exclude depreciation expense as these charges primarily relate to the initial construction costs of our IBX data centers and do not reflect our current or future cash spending levels to support our business. Our IBX data centers are long-lived assets and have an economic life greater than 10 years. The construction costs of an IBX data center do not recur with respect to such data center, and future capital expenditures remain minor relative to our initial investment throughout its useful life. Construction costs in future periods are primarily incurred with respect to additional IBX data centers. This is a trend we expect to continue. In addition, depreciation is also based on the estimated useful lives of our IBX data centers. These estimates could vary from actual performance of the asset, are based on historical costs incurred to build out our IBX data centers and are not indicative of current or expected future capital expenditures. Therefore, we exclude depreciation from our results of operations when evaluating our operations.
In addition, in presenting adjusted EBITDA and AFFO, we exclude amortization expense related to acquired intangible assets. Amortization expense is significantly affected by the timing and magnitude of our acquisitions and these charges may vary in amount from period to period. We exclude amortization expense to facilitate a more meaningful evaluation of our current operating performance and comparisons to our prior periods. We exclude accretion expense, both as it relates to asset retirement obligations as well as accrued restructuring charge liabilities, as these expenses represent costs which we believe are not meaningful in evaluating our current operations. We also exclude restructuring charges. Restructuring charges relate to our decisions to exit leases for excess space adjacent to several of our IBX data centers, which we did not intend to build out, or our decision to reverse such restructuring charges. We also exclude impairment charges generally related to certain long-lived assets. The impairment charges are related to expense recognized whenever events or changes in circumstances indicate that the carrying amount of assets are not recoverable. We also exclude gain or loss on asset sales as it represents profit or loss that is not meaningful in evaluating the current or future operating performance. Additionally, we exclude transaction costs from AFFO and adjusted EBITDA to allow more comparable comparisons of our financial results to our historical operations. The transaction costs relate to costs we incur in connection with business combinations and the formation of joint ventures, including advisory, legal, accounting, valuation, and other professional or consulting fees. Such charges generally are not relevant to assessing our long-term performance. In addition, the frequency and amount of such charges vary significantly based on the size and timing of the transactions. Management believes items such as restructuring charges, impairment charges, gain or loss on asset sales and transaction costs are non-core transactions; however, these types of costs may occur in future periods. Finally, we exclude stock-based compensation expense, as it can vary significantly from period to period based on share price, and the timing, size and nature of equity awards. As such, we, and many investors and analysts, exclude stock-based compensation expense to compare our results of operations with those of other companies.
Adjusted EBITDA
We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based
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compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales as presented below (in thousands):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||
| Net income | $ | 968,980 | $ | 704,577 | $ | 499,728 | ||||
| Income tax expense | 155,250 | 124,792 | 109,224 | |||||||
| Interest income | (94,227) | (36,268) | (2,644) | |||||||
| Interest expense | 402,022 | 356,337 | 336,082 | |||||||
| Other expense | 11,214 | 51,417 | 50,647 | |||||||
| (Gain) loss on debt extinguishment | 35 | (327) | 115,125 | |||||||
| Depreciation, amortization, and accretion expense | 1,843,665 | 1,739,374 | 1,660,524 | |||||||
| Stock-based compensation expense | 407,536 | 403,983 | 363,774 | |||||||
| Transaction costs | 12,412 | 21,839 | 22,769 | |||||||
| (Gain) loss on asset sales | (5,046) | 3,976 | (10,845) | |||||||
| Adjusted EBITDA | $ | 3,701,841 | $ | 3,369,700 | $ | 3,144,384 |
Our adjusted EBITDA results have increased each year in total dollars due to the improved operating results discussed earlier in "Results of Operations", as well as due to the nature of our business model consisting of a recurring revenue stream and a cost structure which has a large base that is fixed in nature, as also discussed in "Overview".
Funds from Operations ("FFO") and AFFO
We use FFO and AFFO, which are non-GAAP financial measures commonly used in the REIT industry. FFO is calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. FFO represents net income (loss), excluding gain (loss) from the disposition of real estate assets, depreciation and amortization on real estate assets and adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items.
In presenting AFFO, we exclude certain items that we believe are not good indicators of our current or future operating performance. AFFO represents FFO excluding depreciation and amortization expense on non-real estate assets, accretion, stock-based compensation, stock-based charitable contributions, restructuring charges, impairment charges, transaction costs, an installation revenue adjustment, a straight-line rent expense adjustment, a contract cost adjustment, amortization of deferred financing costs and debt discounts and premiums, gain (loss) on debt extinguishment, an income tax expense adjustment, recurring capital expenditures, net income (loss) from discontinued operations, net of tax, and adjustments from FFO to AFFO for unconsolidated joint ventures' and noncontrolling interests' share of these items. The adjustments for installation revenue, straight-line rent expense and contract costs are intended to isolate the cash activity included within the straight-lined or amortized results in the consolidated statement of operations. We exclude the amortization of deferred financing costs and debt discounts and premiums as these expenses relate to the initial costs incurred in connection with debt financings that have no current or future cash obligations. We exclude gain (loss) on debt extinguishment since it generally represents the write-off of initial costs incurred in connection with debt financings or a cost that is incurred to reduce future interest costs and is not a good indicator of our current or future operating performance. We include an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax positions and deferred taxes that do not relate to the current period's operations. We deduct recurring capital expenditures, which represent expenditures to extend the useful life of IBX data centers or other assets that are required to support current revenues. We also exclude net income (loss) from discontinued operations, net of tax, which represents results that may not recur and are not a good indicator of our current or future operating performance.
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Our FFO and AFFO were as follows (in thousands):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||
| Net income | $ | 968,980 | $ | 704,577 | $ | 499,728 | ||||
| Net (income) loss attributable to non-controlling interests | 198 | (232) | 463 | |||||||
| Net income attributable to common shareholders | 969,178 | 704,345 | 500,191 | |||||||
| Adjustments: | ||||||||||
| Real estate depreciation | 1,141,861 | 1,104,787 | 1,073,148 | |||||||
| (Gain) loss on disposition of real estate property | 1,898 | 7,134 | (6,439) | |||||||
| Adjustments for FFO from unconsolidated joint ventures | 17,040 | 10,068 | 6,097 | |||||||
| FFO attributable to common shareholders | $ | 2,129,977 | $ | 1,826,334 | $ | 1,572,997 |
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||
| FFO attributable to common shareholders | $ | 2,129,977 | $ | 1,826,334 | $ | 1,572,997 | ||||
| Adjustments: | ||||||||||
| Installation revenue adjustment | 3,910 | 17,745 | 27,928 | |||||||
| Straight-line rent expense adjustment | 12,164 | 16,263 | 9,677 | |||||||
| Contract cost adjustment | (46,601) | (52,888) | (63,064) | |||||||
| Amortization of deferred financing costs and debt discounts and premiums | 18,719 | 17,826 | 17,135 | |||||||
| Stock-based compensation expense | 407,536 | 403,983 | 363,774 | |||||||
| Stock-based charitable contributions | 2,543 | 49,013 | — | |||||||
| Non-real estate depreciation expense | 494,214 | 426,666 | 377,658 | |||||||
| Amortization expense | 209,063 | 204,755 | 205,484 | |||||||
| Accretion expense adjustment | (1,473) | 3,166 | 4,234 | |||||||
| Recurring capital expenditures | (218,287) | (188,885) | (199,089) | |||||||
| (Gain) loss on debt extinguishment | 35 | (327) | 115,125 | |||||||
| Transaction costs | 12,412 | 21,839 | 22,769 | |||||||
| Impairment charges(1) | 1,518 | 1,815 | 31,847 | |||||||
| Income tax benefit adjustment (1) | (12,133) | (31,165) | (38,505) | |||||||
| Adjustments for AFFO from unconsolidated joint ventures | 4,921 | (2,262) | 3,259 | |||||||
| AFFO attributable to common shareholders | $ | 3,018,518 | $ | 2,713,878 | $ | 2,451,229 |
(1)Impairment charges relate to the impairment of an indemnification asset resulting from the settlement of a pre-acquisition uncertain tax position, which was recorded as Other Income (Expense) on the Consolidated Statements of Operations. This impairment charge was offset by the recognition of tax benefits in the same amount, which was included within the Income tax benefit adjustment line on the table above.
Our AFFO results have improved due to the improved operating results discussed earlier in "Results of Operations," as well as due to the nature of our business model which consists of a recurring revenue stream and a cost structure which has a large base that is fixed in nature as discussed earlier in "Overview."
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Constant Currency Presentation
Our revenues and certain operating expenses (cost of revenues, sales and marketing and general and administrative expenses) from our international operations have represented and will continue to represent a significant portion of our total revenues and certain operating expenses. As a result, our revenues and certain operating expenses have been and will continue to be affected by changes in the U.S. dollar against major international currencies. During the year ended December 31, 2023 as compared to the same period in 2022, the U.S. dollar was stronger relative to the Australian dollar and Japanese yen, which resulted in an unfavorable foreign currency impact on revenue, operating income and adjusted EBITDA, and a favorable foreign currency impact on operating expenses. During the year ended December 31, 2023 as compared to the same period in 2022, the U.S. dollar was weaker relative to the Euro and Singapore dollar, which resulted in a favorable foreign currency impact on revenue, operating income and adjusted EBITDA, and an unfavorable foreign currency impact on operating expenses. In order to provide a framework for assessing how each of our business segments performed excluding the impact of foreign currency fluctuations, we present period-over-period percentage changes in our revenues and certain operating expenses on a constant currency basis in addition to the historical amounts as reported. Our constant currency presentation excludes the impact of our foreign currency cash flow hedging activities. Presenting constant currency results of operations is a non-GAAP financial measure and is not meant to be considered in isolation or as an alternative to GAAP results of operations. However, we have presented this non-GAAP financial measure to provide investors with an additional tool to evaluate our results of operations. To present this information, our current period revenues and certain operating expenses from entities reporting in currencies other than the U.S. dollar are converted into U.S. dollars at constant exchange rates rather than the actual exchange rates in effect during the respective periods (i.e. average rates in effect for the year ended December 31, 2022 are used as exchange rates for the year ended December 31, 2023 when comparing the year ended December 31, 2023 with the year ended December 31, 2022).
Liquidity and Capital Resources
Sources and Uses of Cash
Customer collections are our primary source of cash. We believe we have a strong customer base, and have continued to experience relatively strong collections. As of December 31, 2023, our principle sources of liquidity were $2.1 billion of cash and cash equivalents. In addition to our cash balance, we had $3.9 billion of additional liquidity available to us from our $4.0 billion revolving facility and general access to both the public and private debt and equity capital markets. We also have additional liquidity available to us from our 2022 ATM program, under which we may offer and sell from time to time our common stock in "at the market" transactions on either a spot or forward basis. As of December 31, 2023, we had $469.7 million available for sale remaining under the 2022 ATM Program, in addition to approximately $499.4 million of net proceeds of unsettled forward sale transactions.
We believe we have sufficient cash, coupled with anticipated cash generated from operating activities and external financing sources, to meet our operating requirements, including repayment of the current portion of our debt as it becomes due, distribution of dividends, and completion of our publicly-announced acquisitions, ordinary costs to operate the business, and expansion projects.
As we continue to grow, we may pursue additional expansion opportunities, primarily the build out of new IBX data centers, in certain of our existing markets which are at or near capacity within the next year, as well as potential acquisitions and joint ventures. If the opportunity to expand is greater than planned we may further increase the level of capital expenditure to support this growth as well as pursue additional business and real estate acquisitions or joint ventures, provided that we have or can access sufficient funding to pursue such expansion opportunities. We may elect to access the equity or debt markets from time to time opportunistically, particularly if financing is available on attractive terms. We will continue to evaluate our operating requirements and financial resources in light of future developments.
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Cash Flow
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | Change | ||||||||
| (in thousands) | ||||||||||
| Net cash provided by operating activities | $ | 3,216,595 | $ | 2,963,182 | $ | 253,413 | ||||
| Net cash used in investing activities | (3,224,364) | (3,362,953) | 138,589 | |||||||
| Net cash provided by financing activities | 211,446 | 856,766 | (645,320) |
Operating Activities
Our cash provided by our operations is generated by colocation, interconnection, managed infrastructure and other revenues. Our primary uses of cash from our operating activities include compensation and related costs, interest payments, other general corporate expenditures and taxes. Net cash provided by operating activities increased by $253.4 million during the year ended December 31, 2023 as compared to December 31, 2022, primarily driven by improved results of operations partially offset by increases in cash paid for costs and operating expenses.
Investing Activities
Net cash used in investing activities decreased by $138.6 million during the year ended December 31, 2023 as compared to December 31, 2022, primarily due to:
•$964.0 million decrease in business acquisitions; and
•$8.8 million decrease in purchases of investments.
This decrease was partially offset by:
•$503.0 million increase in capital expenditures;
•$173.0 million decrease in the proceeds from the sale of assets to our Joint Ventures;
•$136.1 million increase in the real estate acquisitions; and
•$22.1 million decrease in proceeds from the sale of investments.
Financing Activities
Net cash provided by financing activities decreased by $645.3 million for the year ended December 31, 2023 as compared to December 31, 2022, primarily driven by:
•$676.9 million decrease in proceeds from mortgages and loans payable;
•$291.6 million decrease in proceeds from senior notes;
•$222.7 million increase in dividend distributions;
•$62.3 million decrease proceeds from the 2020 and 2022 ATM program; and
•$14.7 million increase in repayments of finance lease liabilities.
The decrease was partially offset by:
•$581.8 million decrease in the repayment of mortgage and loans payable;
•$25.0 million increase in proceeds from redeemable non-controlling interest;
•$10.8 million decrease in debt issuance costs; and
•$5.3 million increase in proceeds from employee awards.
Material Cash Commitments
As of December 31, 2023, our principal commitments were primarily comprised of:
•approximately $13.2 billion of principal from our senior notes (gross of debt issuance cost and debt discount);
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•approximately $3.0 billion of interest on mortgage payable, loans payable, senior notes and term loans, based on their respective interest rates and recognized over the life of these instruments, and the credit facility fee for the revolving credit facility;
•$671.7 million of principal from our term loans, mortgage and loans payable (gross of debt issuance cost and debt discount);
•approximately $5.4 billion of total lease payments, which represents lease payments under finance and operating lease arrangements, including renewal options that are reasonably certain to be exercised;
•approximately $2.0 billion of unaccrued capital expenditure contractual commitments, primarily for IBX equipment not yet delivered and labor not yet provided in connection with the work necessary to complete construction and open IBX data center expansion projects prior to making them available to customers for installation, the majority of which is payable within the next 12 months; and
•approximately $1.7 billion of other non-capital purchase commitments, such as commitments to purchase power in select locations and other open purchase orders, which contractually bind us for goods, services or arrangements to be delivered or provided during 2024 and beyond, the majority of which is payable within the next two years.
We believe that our sources of liquidity, including our expected future operating cash flows, are sized to adequately meet both the near and long term material cash commitments for the foreseeable future. For further information on maturities of lease liabilities and debt instruments, see Notes 10 and 11, respectively, within the Consolidated Financial Statements.
Other Contractual Obligations
We have additional future equity contributions and commitments to the joint ventures with GIC and PGIM. For additional information, see the "Equity Method Investments" in Note 6 within the Consolidated Financial Statements.
Additionally, we entered into lease agreements with various landlords primarily for data center spaces and ground leases which have not yet commenced as of December 31, 2023. For additional information, see “Maturities of Lease Liabilities” in Note 10 within the Consolidated Financial Statements.
Critical Accounting Policies and Estimates
Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. Management bases its assumptions, estimates and judgments on historical experience, current trends and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material.
Our significant accounting policies are discussed in Note 1 to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K. Management believes that the following accounting policies and estimates are the most critical to aid in fully understanding and evaluating our consolidated financial statements, and they require significant judgments, resulting from the need to make estimates about the effect of matters that are inherently uncertain:
• Accounting for income taxes;
• Accounting for business combinations;
• Accounting for impairment of goodwill and other intangible assets;
• Accounting for property, plant and equipment; and
• Accounting for leases.
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Income Taxes. Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, as well as tax attributes such as net operating loss, capital loss and tax credit carryforwards on a taxing jurisdiction basis. We measure deferred tax assets and liabilities using enacted tax rates that will apply in the years in which we expect the temporary differences to be recovered or settled. The accounting standard for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not (defined by the accounting standard as a likelihood of more than 50%) that such assets will not be realized. A tax benefit from an uncertain income tax position may be recognized in the financial statements only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authority's widely understood administrative practices and precedents. We recognize interest and penalties related to unrecognized tax benefits within income tax benefit (expense) in the consolidated statements of operations. | The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns. Our accounting for deferred tax consequences represents our best estimate of those future tax consequences. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of that available evidence, it is more likely than not the deferred tax assets will not be realized, we record a valuation allowance. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. This assessment, which is completed on a taxing jurisdiction basis, takes into account a number of types of evidence, including the following: 1) the nature, frequency and severity of current and cumulative financial reporting losses, 2) sources of future taxable income, 3) taxable income in carryback years permitted by the tax law, and 4) tax planning strategies. In assessing the tax benefit from an uncertain income tax position, the tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that is greater than a 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For purposes of the quarterly REIT asset tests, we estimate the fair market value of assets within our QRSs and TRSs using a discounted cash flow approach, by calculating the present value of forecasted future cash flows. We apply discount rates based on industry benchmarks relative to the market and forecasting risks. Other significant assumptions used to estimate the fair market value of assets in QRSs and TRSs include projected revenue growth, projected operating margins and projected capital expenditure. We revisit significant assumptions periodically to reflect any changes due to business or economic environment. | As of December 31, 2023 and 2022, we had net total deferred tax liabilities of $331.8 million and $338.7 million, respectively. As of December 31, 2023 and 2022, we had a total valuation allowance of $220.8 million and $166.6 million, respectively. If and when we increase or reduce our valuation allowances, it may have an unfavorable or favorable impact, respectively, to our financial position and results of operations in the periods when such determinations are made. We will continue to assess the need for our valuation allowances, by jurisdiction, in the future. During the year ended December 31, 2023, we established full valuation allowances against certain deferred tax assets in the EMEA region as part of the purchase accounting determination for the assets we acquired during the year. We do not expect these deferred tax assets to be realizable in the foreseeable future. During the year ended December 31, 2022, we established full valuation allowances against certain deferred tax assets in the Americas and EMEA regions, either as the assessment of the realization of such deferred tax assets or as part of the purchase accounting determination for the businesses we acquired during the year. We do not expect these deferred tax assets to be realizable in the foreseeable future. As of December 31, 2023 and 2022, we had unrecognized tax benefits of $69.7 million and $89.2 million, respectively, exclusive of interest and penalties. During the years ended December 31, 2023 and 2022, the unrecognized tax benefit decreased by $19.5 million and $59.1 million, respectively, primarily due to the settlements of tax audits in the EMEA region. The unrecognized tax benefits of $69.7 million as of December 31, 2023, if subsequently recognized, will affect our effective tax rate favorably at the time when such a benefit is recognized. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Business Combinations In accordance with the accounting standard for business combinations, we allocate the purchase price of an acquired business to its identifiable assets and liabilities based on estimated fair values. The excess of the purchase price over the fair value of the assets acquired and liabilities assumed, if any, is recorded as goodwill. We use all available information to estimate fair values. We typically engage outside appraisal firms to assist in determining the fair value of identifiable intangible assets such as customer contracts, leases and any other significant assets or liabilities and contingent consideration, as well as the estimated useful life of intangible assets. We adjust the preliminary purchase price allocation, as necessary, up to one year after the acquisition closing date if we obtain more information regarding asset valuations and liabilities assumed. | Our purchase price allocation methodology contains uncertainties because it requires assumptions and management's judgment to estimate the fair value of assets acquired and liabilities assumed at the acquisition date. Key judgments used to estimate the fair value of intangible assets include projected revenue growth and operating margins, discount rates, customer attrition rates, as well as the estimated useful life of intangible assets. Management estimates the fair value of assets and liabilities based upon quoted market prices, the carrying value of the acquired assets and widely accepted valuation techniques, including discounted cash flows and market multiple analyses. Our estimates are inherently uncertain and subject to refinement. Unanticipated events or circumstances may occur which could affect the accuracy of our fair value estimates, including assumptions regarding industry economic factors and business strategies. | During the last three years, we have completed a number of business combinations, including the acquisition of Entel Peru data centers in the third quarter of 2022, MainOne in West Africa and Entel Chile data centers in the second quarter of 2022, and GPX in India in the third quarter of 2021. The purchase price allocation for these acquisitions has been finalized. As of both December 31, 2023 and 2022, we had net intangible assets of $1.7 billion and $1.9 billion, respectively. We recorded amortization expense for intangible assets of $209.1 million, $204.8 million and $205.5 million for the years ended December 31, 2023, 2022 and 2021, respectively. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we used to complete the purchase price allocations and the fair value of assets acquired and liabilities assumed. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material, which would be recorded in our consolidated statements of operations in future periods. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Impairment of Goodwill and Other Intangible Assets In accordance with the accounting standard for goodwill and other intangible assets, we perform goodwill and other intangible assets impairment reviews annually, or whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. We complete the annual goodwill impairment assessment for the Americas, EMEA and Asia-Pacific reporting units to determine if the fair values of the reporting units exceeded their carrying values. We perform a review of other intangible assets for impairment by assessing events or changes in circumstances that indicate the carrying amount of an asset may not be recoverable. | To perform annual goodwill impairment assessment, we elected to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. This analysis requires assumptions and estimates before performing the quantitative goodwill impairment test, where the assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. Additionally, we periodically review our assessment of our reporting units to determine if changes in facts and circumstances warrant changes to our conclusions. There were no specific factors present in 2023 or 2022 that indicated a potential goodwill impairment. We performed our annual review of other intangible assets by assessing if there were events or changes in circumstances indicating that the carrying amount of an asset may not be recoverable, such as a significant decrease in market price of an asset, a significant adverse change in the extent or manner in which an asset is being used, a significant adverse change in legal factors or business climate that could affect the value of an asset or a continuous deterioration of our financial condition. This assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. There were no specific events in 2023 or 2022 that indicated a potential impairment. | As of December 31, 2023, goodwill attributable to the Americas, the EMEA and the Asia-Pacific reporting units was $2.6 billion, $2.5 billion and $0.6 billion, respectively. Future events, changing market conditions and any changes in key assumptions may result in an impairment charge. While we have not recorded an impairment charge against our goodwill to date, the development of adverse business conditions in our Americas, EMEA or Asia-Pacific reporting units, such as higher than anticipated customer churn or significantly increased operating costs, or significant deterioration of our market comparables that we use in the market approach, could result in an impairment charge in future periods. The balance of our other intangible assets, net, for both years ended December 31, 2023 and 2022 was $1.7 billion and $1.9 billion, respectively. While we have not recorded an impairment charge against our other intangible assets to date, future events or changes in circumstances, such as a significant decrease in market price of an asset, a significant adverse change in the extent or manner in which an asset is being used, a significant adverse change in legal factors or business climate, may result in an impairment charge in future periods. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Property, Plant and Equipment We have a substantial amount of property, plant and equipment recorded on our consolidated balance sheet. The vast majority of our property, plant and equipment represent the costs incurred to build out or acquire our IBX data centers. Our IBX data centers are long-lived assets. We depreciate our property, plant and equipment using the straight-line method over the estimated useful lives of the respective assets (subject to the term of the lease in the case of leased assets or leasehold improvements and integral equipment located in leased properties). Accounting for property, plant and equipment includes determining the appropriate period in which to depreciate such assets, assessing such assets for potential impairment, capitalizing interest during periods of construction and assessing the asset retirement obligations required for certain leased properties that require us to return the leased properties back to their original condition at the time we decide to exit a leased property. | Judgments are required in arriving at the estimated useful life of an asset and changes to these estimates would have significant impact on our financial position and results of operations. When we lease a property for our IBX data centers, we generally enter into long-term arrangements with renewal options available to us. In the next several years, a number of leases for our IBX data centers will come up for renewal. As we start approaching the end of these initial lease terms, we will need to reassess the estimated useful lives of our property, plant and equipment. In addition, we may find that our estimates for the useful lives of non-leased assets may also need to be revised periodically. We periodically review the estimated useful lives of certain of our property, plant and equipment and changes in these estimates in the future are possible. The assessment of long-lived assets for impairment requires assumptions and estimates of undiscounted and discounted future cash flows. These assumptions and estimates require significant judgment and are inherently uncertain. | As of December 31, 2023 and 2022, we had property, plant and equipment of $18.6 billion and $16.6 billion, respectively. During the years ended December 31, 2023, 2022 and 2021, we recorded depreciation expense of $1.6 billion, $1.5 billion, and $1.5 billion, respectively. While we evaluated the appropriateness, we did not revise the estimated useful lives of our property, plant and equipment during the years ended December 31, 2023, 2022 and 2021. Further changes in our estimated useful lives of our property, plant and equipment could have a significant impact on our results of operations. |
| Accounting for Leases A significant portion of our data center spaces, office spaces and equipment are leased. Each time we enter into a new lease or lease amendments, we analyze each lease or lease amendment for the proper accounting, including determining if an arrangement is or contains a lease at inception and making assessment of the leased properties to determine if they are operating or finance leases. | Determination of the accounting treatment, including the result of the lease classification test for each new lease, lease amendment, or lease term reassessment is dependent on a variety of judgments, such as identification of lease and non-lease components, allocation of total consideration between lease and non-lease components, determination of lease term, including assessing the likelihood of lease renewals, valuation of leased property, and establishing the incremental borrowing rate to calculate the present value of the minimum lease payment for the lease test. The judgments used in the accounting for leases are inherently subjective; different assumptions or estimates could result in different accounting treatment for a lease. | Lease assumptions and estimates are determined and applied at the inception of the leases or at the lease modification or reassessment date. As of December 31, 2023 and 2022, operating lease right-of-use ("ROU") assets were at $1.4 billion and $1.4 billion, respectively, and operating lease liabilities were at $1.5 billion and $1.4 billion respectively. As of December 31, 2023 and 2022, finance lease ROU assets were $2.2 billion and $2.0 billion, respectively, and finance lease liabilities were $2.3 billion and $2.3 billion, respectively. For the years ended December 31, 2023, 2022 and 2021, we recorded the finance lease cost of $279.3 million, $273.6 million and $275.0 million , respectively, and recorded rent expense of approximately $243.4 million, $213.6 million and $221.8 million, respectively. |
Recent Accounting Pronouncements
See "Recent Accounting Pronouncements" in Note 1 within the Consolidated Financial Statements.
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FY 2022 10-K MD&A
SEC filing source: 0001628280-23-004039.
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following commentary should be read in conjunction with the financial statements and related notes contained elsewhere in this Annual Report on Form 10-K. The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" and "Risk Factors" elsewhere in this Annual Report on Form 10-K. All forward-looking statements in this document are based on information available to us as of the date hereof and we assume no obligation to update any such forward-looking statements.
Item 7 of this Form 10-K focuses on discussion of 2022 and 2021 items as well as 2022 results as compared to 2021 results. For the discussion of 2020 items and 2021 results as compared to 2020 results, please refer to Item 7 of our 2021 Form 10-K as filed with the SEC on February 18, 2022.
Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows:
•Overview
•Results of Operations
•Non-GAAP Financial Measures
•Liquidity and Capital Resources
•Critical Accounting Policies and Estimates
•Recent Accounting Pronouncements
Overview
We provide a global, vendor-neutral data center, interconnection and edge solutions platform with offerings that aim to enable our customers to reach everywhere, interconnect everyone and integrate everything. Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the world's most valued information assets. They also look to Platform Equinix® for the ability to directly and securely interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our
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recent IBX data center openings and acquisitions, as well as xScaleTM data center investments, have expanded our total global footprint to 248 data centers, including 11 xScale data centers and the MC1 data center that are held in unconsolidated joint ventures, across 71 markets around the world. We offer the following solutions:
•premium data center colocation;
•interconnection and data exchange solutions;
•edge solutions for deploying networking, security and hardware; and
•remote expert support and professional services.
Our interconnected data centers around the world allow our customers to increase information and application delivery performance to users, and quickly access distributed IT infrastructures and business and digital ecosystems, while significantly reducing costs. Our global platform and the quality of our IBX data centers, interconnection offerings and edge solutions have enabled us to establish a critical mass of customers. As more customers choose Platform Equinix for bandwidth cost and performance reasons, it benefits their suppliers and business partners to colocate in the same data centers. This adjacency creates a “network effect” that enables our customers to capture the full economic and performance benefits of our offerings. These partners, in turn, pull in their business partners, creating a "marketplace" for their services. Our global platform enables scalable, reliable and cost-effective interconnection that increases data traffic exchange while lowering overall cost and increasing flexibility. Our focused business model is built on our critical mass of enterprise and service provider customers and the resulting "marketplace" effect. This global platform, combined with our strong financial position, has continued to drive new customer growth and bookings.
Historically, our market was served by large telecommunications carriers who bundled their products and services with their colocation offerings. The data center market landscape has evolved to include private and vendor-neutral multi-tenant data center ("MTDC") providers, hyperscale cloud providers, managed infrastructure and application hosting providers, and systems integrators. It is estimated that Equinix is one of more than 2,200 companies that provide MTDC offerings around the world. Each of these data center solutions providers can bundle various colocation, interconnection and network offerings and outsourced IT infrastructure solutions. We are able to offer our customers a global platform that reaches 32 countries with the industry’s largest and most active ecosystem of partners in our sites, proven operational reliability, improved application performance and a highly scalable set of offerings.
Our cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 82% and 79%, as of December 31, 2022 and 2021, respectively. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center. This could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows.
To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers, we have entered into joint ventures to develop and operate xScale data centers. In the past two years, we have closed multiple joint ventures in the form of limited liability partnerships with GIC Private Limited, Singapore's sovereign wealth fund ("GIC") and an additional joint venture in the form of a limited liability partnership with PGIM Real Estate ("PGIM").
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Strategically, we will continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, quality of the design, power capacity, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant.
Revenue:
Our business is based on a recurring revenue model comprised of colocation and related interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed on a fixed and recurring basis each month for the duration of their contract, which is generally one to three years in length, and thereafter automatically renews in one-year increments. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 90% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 3% of our recurring revenues for the years ended December 31, 2022, 2021 and 2020. Our 50 largest customers accounted for approximately 36% of our recurring revenues for the year ended December 31, 2022 and 39% of our recurring revenues for the years ended 2021 and 2020.
Our non-recurring revenues are primarily derived from fees charged from installations related to a customer's initial deployment and professional services we perform. These services are considered to be non-recurring because they are billed typically once, upon completion of the installation or the professional services work performed. The majority of these non-recurring revenues are typically billed on the first invoice distributed to the customer in connection with their initial installation. However, revenues from installations are deferred and recognized ratably over the period of the contract term. Additionally, revenue from contract settlements, when a customer wishes to terminate their contract early, is generally treated as a contract modification and recognized ratably over the remaining term of the contract, if any. As a percentage of total revenues, we expect non-recurring revenues to represent less than 10% of total revenues for the foreseeable future.
Operating Expenses:
Cost of Revenues. The largest components of our cost of revenues are depreciation, rental payments related to our leased IBX data centers, utility costs, including electricity, bandwidth access, IBX data center employees' salaries and benefits, including stock-based compensation, repairs and maintenance, supplies and equipment, and security. A majority of our cost of revenues is fixed in nature and should not vary significantly from period to period, unless we expand our existing IBX data centers or open or acquire new IBX data centers. However, there are certain costs that are considered more variable in nature, including utilities and supplies that are directly related to growth in our existing and new customer base. In addition, the cost of electricity is generally higher in the summer months, as compared to other times of the year. Our costs of electricity may also increase as a result of the physical
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effects of climate change, global energy supply constraints, increased regulations driving alternative electricity generation due to environmental considerations or as a result of our election to use renewable energy sources. To the extent we incur increased utility costs, such increased costs could materially impact our financial condition, results of operations and cash flows.
Sales and Marketing. Our sales and marketing expenses consist primarily of compensation and related costs for sales and marketing personnel, including stock-based compensation, amortization of contract costs, marketing programs, public relations, promotional materials and travel, as well as bad debt expense and amortization of customer relationship intangible assets.
General and Administrative. Our general and administrative expenses consist primarily of salaries and related expenses, including stock-based compensation, accounting, legal and other professional service fees; and other general corporate expenses, such as our corporate regional headquarters office leases and some depreciation expense on back office systems.
Taxation as a REIT
We elected to be taxed as a real estate investment trust for U.S. federal income tax purposes ("REIT") beginning with our 2015 taxable year. As of December 31, 2022, our REIT structure included all of our data center operations in the U.S., Canada, Mexico, Chile, Japan, Singapore and the majority of our data centers in EMEA. Our data center operations in other jurisdictions are operated as taxable REIT subsidiaries ("TRSs"). We included our share of the assets in xScale joint ventures (with the exception of Korea) in our REIT structure.
As a REIT, we generally are permitted to deduct from our U.S. federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to U.S. federal income taxes at the entity level but is taxed, if at all, at the stockholder level. Nevertheless, the income of our TRSs which hold our U.S. operations that may not be REIT compliant is subject to U.S. federal and state corporate income taxes, as applicable. Likewise, our foreign subsidiaries continue to be subject to local income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through TRSs or through qualified REIT subsidiaries ("QRSs"). We are also subject to a separate U.S. federal corporate income tax on any gain recognized from a sale of a REIT asset where our basis in the asset is determined by reference to the basis of the asset in the hands of a C corporation (such as an asset held by us or a QRS following the liquidation or other conversion of a former TRS). This built-in-gains tax is generally applicable to any disposition of such an asset during the five-year period after the date we first owned the asset as a REIT asset to the extent of the built-in-gain based on the fair market value of such asset on the date we first held the asset as a REIT asset. In addition, should we recognize any net gain from "prohibited transactions," we will be subject to tax on this net gain at a 100% rate. "Prohibited transactions," for this purpose, are defined as dispositions, at a gain, of inventory or property held primarily for sale to customers in the ordinary course of a trade or business other than dispositions of foreclosure property and other than dispositions excepted by statutory safe harbors. If we fail to remain qualified for U.S. federal income taxation as a REIT, we will be subject to U.S. federal income taxes at regular corporate income tax rates. Even if we remain qualified for U.S. federal income taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRSs' operations. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs, many states do not completely follow federal rules, and some may not follow them at all.
We continue to monitor our REIT compliance in order to maintain our qualification for U.S. federal income taxation as a REIT. For this and other reasons, as necessary, we may convert some of our data center operations in other countries into the REIT structure in future periods.
On each of March 23, June 15, September 21, and December 14, 2022 we paid a quarterly cash dividend of $3.10 per share. We expect the amount of all our applicable quarterly dividend distributions and other applicable distributions to equal or exceed our REIT taxable income that we recognized in 2022.
The Impact of the Ongoing COVID-19 Pandemic on Our Results and Operations
We have continued to closely monitor the impact of the COVID-19 pandemic on our people and business. As of the time of this filing, our offices are open to employees and we have also resumed in-person events as local travel restrictions allow.
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For additional details regarding the impacts and risks to our results of operations from the ongoing COVID-19 pandemic, refer to "Results of Operations" section below and Part I, Item 1A. Risk Factors included elsewhere in this Annual Report on Form 10-K.
2022 Highlights:
•In February, we entered into an equity forward amendment to our existing "at the market" equity offering program (the "2020 ATM Program"), under which we could, from time to time, offer and sell shares under the equity distribution agreement pursuant to forward sale transactions (the "Equity Forward Amendment"). See Note 12 within the Consolidated Financial Statements.
•In March, we entered into a joint venture in the form of a limited liability partnership with PGIM to develop and operate additional xScale data centers in Asia-Pacific (the "Asia-Pacific 2 Joint Venture"). See Note 5 within the Consolidated Financial Statements.
•In March, we entered into an agreement to sell the Mexico 3 ("MX3") data center site in connection with the formation of a new joint venture with GIC, to develop and operate xScale data centers in the Americas (the "AMER 1 Joint Venture"). See Note 5 within the Consolidated Financial Statements.
•In April, we completed the acquisition of MainOne Cable Company Ltd. ("MainOne"), consisting of four data centers as well as a subsea cable and terrestrial fiber network. We acquired MainOne and its assets for a total purchase consideration of $278.4 million. See Note 3 within the Consolidated Financial Statements.
•In April, we issued $1.2 billion aggregate principal amount of 3.900% Senior Notes due 2032 (the "2032 Notes"). See Note 11 within the Consolidated Financial Statements.
•In April, we entered into a joint venture in the form of a limited liability partnership with GIC, to develop and operate two xScale data centers in Seoul, Korea (the "Asia-Pacific 3 Joint Venture"). Upon closing, we contributed $17.0 million in exchange for a 20% partnership interest in the joint venture. See Note 6 within the Consolidated Financial Statements.
•In May, we completed the acquisition of four data centers in Chile from Empresa Nacional De Telecomunicaciones S.A. ("Entel") for a total purchase consideration of $638.3 million at the exchange rate in effect on May 2, 2022. See Note 3 within the Consolidated Financial Statements.
•In August, we completed the acquisition of a data center in Peru from Entel for a purchase consideration of $80.3 million at the exchange rate in effect on August 1, 2022. See Note 3 within the Consolidated Financial Statements.
•In August, we settled all five forward sale agreements under the Equity Forward Amendment and sold 579,873 shares of our common stock for approximately $393.6 million, net of payment of commissions to sales agents and other offering expenses, at an aggregate weighted-average forward sale price of $678.72 per share. See Note 12 within the Consolidated Financial Statements.
•In August, we sold an additional 580,833 shares, excluding the forward sale transactions noted above, under the 2020 ATM Program for approximately $403.6 million in proceeds, net of payment of commissions to sales agents and other offering expenses. See Note 12 within the Consolidated Financial Statements.
•In November, we established a successor ATM program (the "2022 ATM Program"), under which we may, from time to time, offer and sell on a spot or forward basis up to an aggregate of $1.5 billion of our common stock to or through sales agents in "at the market" transactions. See Note 12 within the Consolidated Financial Statements.
Results of Operations
Our results of operations for the year ended December 31, 2022 include the results of operations from a data center in Peru acquired from Entel from August 1, 2022, four data centers in Chile acquired from Entel from May 2, 2022, the acquisition of MainOne from April 1, 2022 and two data centers acquired from GPX India from September 1, 2021. See Note 3 within the Consolidated Financial Statements for further details.
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In order to provide a framework for assessing our performance excluding the impact of foreign currency fluctuations, we supplement the year-over-year actual change in results of operations with comparative changes on a constant currency basis. Presenting constant currency results of operations is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for further discussion.
Years ended December 31, 2022 and 2021
Revenues. Our revenues for the years ended December 31, 2022 and 2021 were generated from the following revenue classifications and geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | % | 2021 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas: | |||||||||||||||||||
| Recurring revenues | $ | 3,183,191 | 44% | $ | 2,861,937 | 43% | $ | 321,254 | 11% | 11% | |||||||||
| Non-recurring revenues | 166,026 | 2% | 159,814 | 3% | 6,212 | 4% | 4% | ||||||||||||
| 3,349,217 | 46% | 3,021,751 | 46% | 327,466 | 11% | 11% | |||||||||||||
| EMEA: | |||||||||||||||||||
| Recurring revenues | 2,207,329 | 30% | 2,001,931 | 30% | 205,398 | 10% | 13% | ||||||||||||
| Non-recurring revenues | 135,875 | 2% | 153,285 | 2% | (17,410) | (11)% | (1)% | ||||||||||||
| 2,343,204 | 32% | 2,155,216 | 32% | 187,988 | 9% | 12% | |||||||||||||
| Asia-Pacific: | |||||||||||||||||||
| Recurring revenues | 1,480,767 | 21% | 1,356,617 | 21% | 124,150 | 9% | 18% | ||||||||||||
| Non-recurring revenues | 89,917 | 1% | 101,953 | 1% | (12,036) | (12)% | (3)% | ||||||||||||
| 1,570,684 | 22% | 1,458,570 | 22% | 112,114 | 8% | 16% | |||||||||||||
| Total: | |||||||||||||||||||
| Recurring revenues | 6,871,287 | 95% | 6,220,485 | 94% | 650,802 | 10% | 13% | ||||||||||||
| Non-recurring revenues | 391,818 | 5% | 415,052 | 6% | (23,234) | (6)% | 1% | ||||||||||||
| $ | 7,263,105 | 100% | $ | 6,635,537 | 100% | $ | 627,568 | 9% | 12% |
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Revenues
(dollars in thousands)
Americas Revenues. During the year ended December 31, 2022, Americas revenue increased by $327.5 million or 11% (and also 11% on a constant currency basis). Growth in Americas revenues was primarily due to:
•approximately $30.3 million of incremental revenues generated from the Entel Chile and Entel Peru acquisitions;
•$44.6 million of incremental revenues generated from our IBX data center expansions; and
•an increase in orders from both our existing customers and new customers during the period.
EMEA Revenues. During the year ended December 31, 2022, EMEA revenue increased by $188.0 million or 9% (12% on a constant currency basis). Growth in EMEA revenues was primarily due to:
•$59.6 million of incremental revenues generated from the MainOne acquisition;
•approximately $32.0 million of incremental revenues generated from our IBX data center expansions;
•$9.3 million of incremental revenues from services provided to our joint ventures; and
•an increase in orders from both our existing customers and new customers during the period.
Asia-Pacific Revenues. During the year ended December 31, 2022, Asia-Pacific revenue increased by $112.1 million or 8% (16% on a constant currency basis). Growth in Asia-Pacific revenues was primarily due to:
•approximately $60.2 million of incremental revenues generated from our IBX data center expansions;
•$14.3 million incremental revenues generated from the GPX India acquisition; and
•incremental revenues generated from power price increases in Singapore in response to the increased cost of utilities as noted below.
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Cost of Revenues. Our cost of revenues for the years ended December 31, 2022 and 2021 were split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | % | 2021 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,560,799 | 42% | $ | 1,458,699 | 42% | $ | 102,100 | 7% | 7% | |||||||||
| EMEA | 1,281,023 | 34% | 1,216,990 | 35% | 64,033 | 5% | 11% | ||||||||||||
| Asia-Pacific | 909,679 | 24% | 796,733 | 23% | 112,946 | 14% | 24% | ||||||||||||
| Total | $ | 3,751,501 | 100% | $ | 3,472,422 | 100% | $ | 279,079 | 8% | 12% |
Cost of Revenues
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas Cost of Revenues. During the year ended December 31, 2022, Americas cost of revenues increased by $102.1 million or 7% (and also 7% on a constant currency basis). The increase in our Americas cost of revenues was primarily due to:
•$48.5 million of higher utilities, primarily driven by comparatively lower costs in 2021 resulting from gains recognized from wind farm settlements in Texas and Oklahoma due to extreme weather conditions, current period increases in power costs, higher utility usage and IBX data center expansions;
•$20.1 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$15.2 million of incremental cost of revenues from the Entel Chile and Entel Peru acquisitions; and
•$10.9 million of higher depreciation expense driven by IBX data center expansions.
EMEA Cost of Revenues. During the year ended December 31, 2022, EMEA cost of revenues increased by $64.0 million or 5% (11% on a constant currency basis). The increase in our EMEA cost of revenues was primarily due to:
•$35.4 million of incremental cost of revenues from the MainOne Acquisition; and
•after accounting for changes in foreign currency rates and hedge loss allocations:
◦approximately $13 million in utilities costs, primarily driven by increases in power costs and higher utility usage in France and the United Kingdom;
◦approximately $11 million in depreciation expense driven by IBX data center expansions; and
◦approximately $7 million in compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth.
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Asia-Pacific Cost of Revenues. During the year ended December 31, 2022, Asia-Pacific cost of revenues increased by $112.9 million or 14% (24% on a constant currency basis). The increase in our Asia-Pacific cost of revenues was primarily due to:
•$99.5 million of higher utilities primarily driven by increases in power cost and higher utility usage in Singapore;
•$11.4 million of incremental cost of revenues from the GPX India acquisition;
•$10.3 million of higher rent and facilities costs, primarily in Hong Kong; and
•$8.1 million of higher depreciation expense driven by IBX data center expansions in Singapore.
This increase was partially offset by $13.6 million of lower other cost of revenue, primarily due to decreased customer installations.
We expect Americas, EMEA and Asia-Pacific cost of revenues to increase in line with the growth of our business, including from the impacts of acquisitions.
Sales and Marketing Expenses. Our sales and marketing expenses for the years ended December 31, 2022 and 2021 were split among the following geographic regions (dollars in thousands):
| Years ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | % | 2021 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 501,943 | 64% | $ | 470,985 | 64% | $ | 30,958 | 7% | 7% | |||||||||
| EMEA | 183,754 | 23% | 172,930 | 23% | 10,824 | 6% | 11% | ||||||||||||
| Asia-Pacific | 100,863 | 13% | 97,317 | 13% | 3,546 | 4% | 11% | ||||||||||||
| Total | $ | 786,560 | 100% | $ | 741,232 | 100% | $ | 45,328 | 6% | 8% |
Sales and Marketing Expenses
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas Sales and Marketing Expenses. During the year ended December 31, 2022, Americas sales and marketing expenses increased by $31.0 million or 7% (and also 7% on a constant currency basis). The increase in our Americas sales and marketing expenses was primarily due to:
•$18.0 million of higher compensation costs, including sales compensation, salaries and stock-based compensation, partially due to additional compensation expenses incurred related to our recent acquisitions and headcount growth; and
•$8.0 million of higher travel and entertainment expenses due to the easing of COVID-19 travel restrictions.
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EMEA Sales and Marketing Expenses. During the year ended December 31, 2022, EMEA sales and marketing increased by $10.8 million or 6% (11% on a constant currency basis). The increase in our EMEA sales and marketing expenses was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation, partially due to additional compensation expenses incurred related to our recent acquisitions and headcount growth.
Asia-Pacific Sales and Marketing Expenses. Our Asia-Pacific sales and marketing expense did not materially change during the year ended December 31, 2022 as compared to the year ended December 31, 2021.
We anticipate that we will continue to invest in sales and marketing initiatives across our three regions in line with the growth of our business. We expect our Americas sales and marketing expenses as a percentage of revenues to be higher than those of our other regions since certain global sales and marketing functions are located within the U.S.
General and Administrative Expenses. Our general and administrative expenses for the years ended December 31, 2022 and 2021 were split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | % | 2021 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 980,589 | 66% | $ | 902,037 | 69% | $ | 78,552 | 9% | 9% | |||||||||
| EMEA | 301,317 | 20% | 248,295 | 19% | 53,022 | 21% | 27% | ||||||||||||
| Asia-Pacific | 216,795 | 14% | 151,465 | 12% | 65,330 | 43% | 51% | ||||||||||||
| Total | $ | 1,498,701 | 100% | $ | 1,301,797 | 100% | $ | 196,904 | 15% | 17% |
General and Administrative Expenses
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas General and Administrative Expenses. During the year ended December 31, 2022, Americas general and administrative expenses increased by $78.6 million or 9% (and also 9% on a constant currency basis). The increase in our Americas general and administrative expenses was primarily due to:
•$46.8 million of higher depreciation expense associated with back-office systems to support the growth of our business;
•$40.7 million of higher compensation costs, including salaries, bonuses, and stock-based compensation, primarily due to additional compensation expenses incurred related to our recent acquisitions and headcount growth;
•$24.0 million of higher office expenses primarily due to additional software and support services; and
•$10.4 million of higher travel and entertainment expenses due to the easing of COVID-19 travel restrictions.
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This increase was partially offset by $40.9 million of lower consulting costs driven by an increase in the conversion of contingent workers to full time employees.
EMEA General and Administrative Expenses. During the year ended December 31, 2022, EMEA general and administrative expenses increased by $53.0 million or 21% (27% on a constant currency basis). The increase in our EMEA general and administrative expenses was primarily due to:
•$34.0 million of higher compensation costs, including salaries, bonuses, and stock-based compensation, primarily due to headcount growth; and
•$10.0 million higher travel and entertainment expenses due to the easing of COVID-19 travel restrictions.
Asia-Pacific General and Administrative Expenses. During the year ended December 31, 2022, Asia-Pacific general and administrative expenses increased by $65.3 million or 43% (51% on a constant currency basis). The increase in our Asia-Pacific general and administrative expense was primarily due to:
•$39.5 million of higher compensation costs, including salaries, bonuses, and stock-based compensation, primarily due to headcount growth; and
•$28.5 million of higher consulting costs in support of our business growth and location strategy.
Going forward, although we are carefully monitoring our spending, we expect our general and administrative expenses to increase across all three regions as we continue to invest in our operations to support our growth, including investments to enhance our technology platform, and to integrate recent acquisitions. Additionally, given that our corporate headquarters is located in the U.S., we expect the Americas general and administrative expenses as a percentage of revenues to be higher than that of other regions.
Transaction Costs. During the year ended December 31, 2022, we recorded transaction costs totaling $21.8 million, primarily related to costs incurred in connection with the recent acquisitions and formation of the new joint ventures, see Notes 3, 5, and 6 within the Consolidated Financial Statements. During the year ended December 31, 2021, we recorded transaction costs totaling $22.8 million, primarily related to costs incurred in connection with the formation of the new joint ventures and the GPX India Acquisition.
Gain or Loss on Asset Sales. During the year ended December 31, 2022, we did not record a significant amount of loss on asset sales. During the year ended December 31, 2021, we recorded a gain of $10.8 million primarily related to the sale of the Dublin 5 ("DB5") data center.
Income from Operations. Our income from operations for the years ended December 31, 2022 and 2021 was split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | % | 2021 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 283,975 | 24% | $ | 165,380 | 15% | $ | 118,595 | 72% | 71% | |||||||||
| EMEA | 575,331 | 48% | 530,888 | 48% | 44,443 | 8% | 3% | ||||||||||||
| Asia-Pacific | 341,222 | 28% | 411,894 | 37% | (70,672) | (17)% | (10)% | ||||||||||||
| Total | $ | 1,200,528 | 100% | $ | 1,108,162 | 100% | $ | 92,366 | 8% | 8% |
Americas Income from Operations. During the year ended December 31, 2022, Americas income from operations increased by $118.6 million or 72% (71% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, the recent acquisitions and organic growth, as described above.
EMEA Income from Operations. During the year ended December 31, 2022, EMEA income from operations increased by $44.4 million or 8% (3% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, the recent acquisition and organic growth, as described above.
Asia-Pacific Income from Operations. During the year ended December 31, 2022, Asia-Pacific income from operations decreased by $70.7 million or 17% (10% on a constant currency basis), primarily due to higher operating
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expenses as a percentage of revenues, which included higher utility costs, primarily driven by increases in power prices and higher utility usage, as described above.
Interest Income. Interest income was $36.3 million for the year ended December 31, 2022 and was not significant for the year ended December 31, 2021. The average yield for the year ended December 31, 2022 was 1.74% versus 0.17% for the year ended December 31, 2021.
Interest Expense. Interest expense increased to $356.3 million for the year ended December 31, 2022 from $336.1 million for the year ended December 31, 2021, primarily due to the issuance of the 3.900% Senior Notes due 2032. During the years ended December 31, 2022 and 2021, we capitalized $18.2 million and $24.5 million, respectively, of interest expense to construction in progress. See Note 11 within the Consolidated Financial Statements.
Other Expense. We recorded net other expense of $51.4 million for the year ended December 31, 2022, including $49.0 million in stock-based charitable contributions and foreign currency exchange gains and losses. For the year ended December 31, 2021, we recorded net other expense of $50.6 million, primarily due to an approximately $32.0 million impairment charge resulting from the settlement of a pre-acquisition uncertain tax position, refer to the "Income Taxes" section below for further information, as well as foreign currency exchange gains and losses.
Gain or Loss on Debt Extinguishment. We did not record a significant amount of gain on debt extinguishment during the year ended December 31, 2022. During the year ended December 31, 2021, we recorded $115.1 million of net loss on debt extinguishment primarily due to the redemption of 2.875% Euro Senior Notes due 2026 and the 5.375% Senior Notes due 2027.
Income Taxes. We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not subject to U.S. federal income taxes on our taxable income distributed to stockholders. We intend to distribute or have distributed the entire taxable income generated by the operations of our REIT and QRSs for the tax years ended December 31, 2022 and 2021, respectively. As such, other than state income taxes and foreign income and withholding taxes, no provision for income taxes has been included for our REIT and QRSs in the accompanying consolidated financial statements for the years ended December 31, 2022 and 2021.
We have made TRS elections for some of our subsidiaries in and outside the U.S. In general, a TRS may provide services that would otherwise be considered impermissible for REITs to provide and may hold assets that may not be REIT compliant.
U.S. income taxes for the TRS entities located in the U.S. and foreign income taxes for our foreign operations regardless of whether the foreign operations are operated as QRSs or TRSs have been accrued, as necessary, for the years ended December 31, 2022 and 2021.
For the years ended December 31, 2022 and 2021, we recorded $124.8 million and $109.2 million of income tax expenses, respectively. Our effective tax rates were 15.0% and 17.9%, respectively, for the years ended December 31, 2022 and 2021. The lower effective tax rate in 2022 as compared to 2021 is primarily driven by the higher U.S. QRS income that is not subject to U.S. corporate income taxes, partially offset by an increase in valuation allowances in the Americas region.
In the current period, we had a favorable resolution of uncertain tax positions of approximately $40.0 million resulting from the settlement of tax audits in the EMEA region. In the prior period, we had a favorable resolution of uncertain tax positions of approximately $70.0 million resulting from the settlement of various tax audits in the EMEA and Asia-Pacific regions. Of the unrecognized tax benefits realized in the prior period, approximately $32.0 million was related to the uncertain tax position inherited from the acquisition of Metronode in 2018. The uncertain tax position was covered by an indemnification agreement with the Seller. The realization of the unrecognized tax benefits resulted in an impairment of the indemnification asset for the same amount, which was included in Other Income (Expense) on the Consolidated Statements of Operations for the year ended December 31, 2021.
Adjusted EBITDA. Adjusted EBITDA is a key factor in how we assess the operating performance of our segments and develop regional growth strategies such as IBX data center expansion decisions. We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales. See "Non-GAAP Financial Measures" below for more information about adjusted EBITDA and a reconciliation of adjusted EBITDA to
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net income. Our adjusted EBITDA for the years ended December 31, 2022 and 2021 by geographic regions was as follows (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | % | 2021 | % | Actual | Actual | Constant Currency | |||||||||||||||||
| Americas | $ | 1,521,775 | 45 | % | $ | 1,326,460 | 42 | % | $ | 195,315 | 15 | % | 15 | % | |||||||||
| EMEA | 1,109,502 | 33 | % | 1,033,333 | 33 | % | 76,169 | 7 | % | 10 | % | ||||||||||||
| Asia-Pacific | 738,423 | 22 | % | 784,591 | 25 | % | (46,168) | (6) | % | 2 | % | ||||||||||||
| Total | $ | 3,369,700 | 100 | % | $ | 3,144,384 | 100 | % | $ | 225,316 | 7 | % | 10 | % |
Americas Adjusted EBITDA. During the year ended December 31, 2022, Americas adjusted EBITDA increased by $195.3 million or 15% (and also 15% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, the recent acquisitions and organic growth, as described above.
EMEA Adjusted EBITDA. During the year ended December 31, 2022, EMEA adjusted EBITDA increased by $76.2 million or 7% (10% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity, the recent acquisition and organic growth, as described above.
Asia-Pacific Adjusted EBITDA. During the year ended December 31, 2022, Asia-Pacific adjusted EBITDA decreased by $46.2 million or 6% (2% on a constant currency basis), primarily due to higher utility costs, as described above.
Non-GAAP Financial Measures
We provide all information required in accordance with GAAP, but we believe that evaluating our ongoing results of operations may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we use non-GAAP financial measures to evaluate our operations.
Non-GAAP financial measures are not a substitute for financial information prepared in accordance with GAAP. Non-GAAP financial measures should not be considered in isolation, but should be considered together with the most directly comparable GAAP financial measures and the reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures. We have presented such non-GAAP financial measures to provide investors with an additional tool to evaluate our results of operations in a manner that focuses on what management believes to be our core, ongoing business operations. We believe that the inclusion of these non-GAAP financial measures provides consistency and comparability with past reports and provides a better understanding of the overall performance of the business and ability to perform in subsequent periods. We believe that if we did not provide such non-GAAP financial information, investors would not have all the necessary data to analyze us effectively.
Investors should note that the non-GAAP financial measures used by us may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as those of other companies. Investors should therefore exercise caution when comparing non-GAAP financial measures used by us to similarly titled non-GAAP financial measures of other companies.
Our primary non-GAAP financial measures, adjusted EBITDA and adjusted funds from operations ("AFFO"), exclude depreciation expense as these charges primarily relate to the initial construction costs of our IBX data centers and do not reflect our current or future cash spending levels to support our business. Our IBX data centers are long-lived assets and have an economic life greater than 10 years. The construction costs of an IBX data center do not recur with respect to such data center, although we may incur initial construction costs in future periods with respect to additional IBX data centers, and future capital expenditures remain minor relative to our initial investment. This is a trend we expect to continue. In addition, depreciation is also based on the estimated useful lives of our IBX data centers. These estimates could vary from actual performance of the asset, are based on historical costs incurred to build out our IBX data centers and are not indicative of current or expected future capital expenditures. Therefore, we exclude depreciation from our results of operations when evaluating our operations.
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In addition, in presenting adjusted EBITDA and AFFO, we exclude amortization expense related to acquired intangible assets. Amortization expense is significantly affected by the timing and magnitude of our acquisitions and these charges may vary in amount from period to period. We exclude amortization expense to facilitate a more meaningful evaluation of our current operating performance and comparisons to our prior periods. We exclude accretion expense, both as it relates to asset retirement obligations as well as accrued restructuring charge liabilities, as these expenses represent costs which we believe are not meaningful in evaluating our current operations. We also exclude restructuring charges. Restructuring charges relate to our decisions to exit leases for excess space adjacent to several of our IBX data centers, which we did not intend to build out, or our decision to reverse such restructuring charges. We also exclude impairment charges generally related to certain long-lived assets. The impairment charges are related to expense recognized whenever events or changes in circumstances indicate that the carrying amount of assets are not recoverable. We also exclude gain or loss on asset sales as it represents profit or loss that is not meaningful in evaluating the current or future operating performance. Additionally, we exclude transaction costs from AFFO and adjusted EBITDA to allow more comparable comparisons of our financial results to our historical operations. The transaction costs relate to costs we incur in connection with business combinations and the formation of joint ventures, including advisory, legal, accounting, valuation, and other professional or consulting fees. Such charges generally are not relevant to assessing our long-term performance. In addition, the frequency and amount of such charges vary significantly based on the size and timing of the transactions. Management believes items such as restructuring charges, impairment charges, gain or loss on asset sales and transaction costs are non-core transactions; however, these types of costs may occur in future periods. Finally, we exclude stock-based compensation expense, as it can vary significantly from period to period based on share price, and the timing, size and nature of equity awards. As such, we, and many investors and analysts, exclude stock-based compensation expense to compare our results of operations with those of other companies.
Adjusted EBITDA
We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales as presented below (in thousands):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||
| Net income | $ | 704,577 | $ | 499,728 | $ | 370,074 | ||||
| Income tax expense | 124,792 | 109,224 | 146,151 | |||||||
| Interest income | (36,268) | (2,644) | (8,654) | |||||||
| Interest expense | 356,337 | 336,082 | 406,466 | |||||||
| Other (income) expense | 51,417 | 50,647 | (6,913) | |||||||
| (Gain) loss on debt extinguishment | (327) | 115,125 | 145,804 | |||||||
| Depreciation, amortization, and accretion expense | 1,739,374 | 1,660,524 | 1,427,010 | |||||||
| Stock-based compensation expense | 403,983 | 363,774 | 311,020 | |||||||
| Transaction costs | 21,839 | 22,769 | 55,935 | |||||||
| Impairment charges | — | — | 7,306 | |||||||
| (Gain) loss on asset sales | 3,976 | (10,845) | (1,301) | |||||||
| Adjusted EBITDA | $ | 3,369,700 | $ | 3,144,384 | $ | 2,852,898 |
Our adjusted EBITDA results have increased each year in total dollars due to the increase in our operating results, as discussed in "Results of Operations", as well as the nature of our business model consisting of a recurring revenue stream and a cost structure which has a large base that is fixed in nature, as also discussed in "Overview".
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Funds from Operations ("FFO") and AFFO
We use FFO and AFFO, which are non-GAAP financial measures commonly used in the REIT industry. FFO is calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. FFO represents net income (loss), excluding gain (loss) from the disposition of real estate assets, depreciation and amortization on real estate assets and adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items.
In presenting AFFO, we exclude certain items that we believe are not good indicators of our current or future operating performance. AFFO represents FFO excluding depreciation and amortization expense on non-real estate assets, accretion, stock-based compensation, stock-based charitable contributions, restructuring charges, impairment charges, transaction costs, an installation revenue adjustment, a straight-line rent expense adjustment, a contract cost adjustment, amortization of deferred financing costs and debt discounts and premiums, gain (loss) on debt extinguishment, an income tax expense adjustment, recurring capital expenditures, net income (loss) from discontinued operations, net of tax, and adjustments from FFO to AFFO for unconsolidated joint ventures' and noncontrolling interests' share of these items. The adjustments for installation revenue, straight-line rent expense and contract costs are intended to isolate the cash activity included within the straight-lined or amortized results in the consolidated statement of operations. We exclude the amortization of deferred financing costs and debt discounts and premiums as these expenses relate to the initial costs incurred in connection with debt financings that have no current or future cash obligations. We exclude gain (loss) on debt extinguishment since it generally represents the write-off of initial costs incurred in connection with debt financings or a cost that is incurred to reduce future interest costs and is not a good indicator of our current or future operating performance. We include an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax positions and deferred taxes that do not relate to current period's operations. We deduct recurring capital expenditures, which represent expenditures to extend the useful life of its IBX data centers or other assets that are required to support current revenues. We also exclude net income (loss) from discontinued operations, net of tax, which represents results that may not recur and are not a good indicator of our current future operating performance.
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Our FFO and AFFO were as follows (in thousands):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||
| Net income | $ | 704,577 | $ | 499,728 | $ | 370,074 | ||||
| Net (income) loss attributable to non-controlling interests | (232) | 463 | (297) | |||||||
| Net income attributable to Equinix | 704,345 | 500,191 | 369,777 | |||||||
| Adjustments: | ||||||||||
| Real estate depreciation | 1,104,787 | 1,073,148 | 924,064 | |||||||
| (Gain) loss on disposition of real estate property | 7,134 | (6,439) | 4,063 | |||||||
| Adjustments for FFO from unconsolidated joint ventures | 10,068 | 6,097 | 2,726 | |||||||
| FFO attributable to common shareholders | $ | 1,826,334 | $ | 1,572,997 | $ | 1,300,630 |
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||
| FFO attributable to common shareholders | $ | 1,826,334 | $ | 1,572,997 | $ | 1,300,630 | ||||
| Adjustments: | ||||||||||
| Installation revenue adjustment | 17,745 | 27,928 | (125) | |||||||
| Straight-line rent expense adjustment | 16,263 | 9,677 | 10,787 | |||||||
| Contract cost adjustment | (52,888) | (63,064) | (35,675) | |||||||
| Amortization of deferred financing costs and debt discounts and premiums | 17,826 | 17,135 | 15,739 | |||||||
| Stock-based compensation expense | 403,983 | 363,774 | 311,020 | |||||||
| Stock-based charitable contributions | 49,013 | — | — | |||||||
| Non-real estate depreciation expense | 426,666 | 377,658 | 300,258 | |||||||
| Amortization expense | 204,755 | 205,484 | 199,047 | |||||||
| Accretion expense adjustment | 3,166 | 4,234 | 3,641 | |||||||
| Recurring capital expenditures | (188,885) | (199,089) | (160,637) | |||||||
| (Gain) loss on debt extinguishment | (327) | 115,125 | 145,804 | |||||||
| Transaction costs | 21,839 | 22,769 | 55,935 | |||||||
| Impairment charges(1) | 1,815 | 31,847 | 7,306 | |||||||
| Income tax expense (benefit) adjustment(1) | (31,165) | (38,505) | 33,220 | |||||||
| Adjustments for AFFO from unconsolidated joint ventures | (2,262) | 3,259 | 2,195 | |||||||
| AFFO attributable to common shareholders | $ | 2,713,878 | $ | 2,451,229 | $ | 2,189,145 |
(1)Impairment charges in 2022 and 2021 relate to the impairment of an indemnification asset resulting from the settlement of a pre-acquisition uncertain tax position, which was recorded as Other Income (Expense) on the Consolidated Statements of Operations. This impairment charge was offset by the recognition of tax benefits in the same amount, which was included within the Income tax expense (benefit) adjustment line on the table above.
Our AFFO results have improved due to the improved operating results discussed earlier in "Results of Operations," as well as due to the nature of our business model which consists of a recurring revenue stream and a cost structure which has a large base that is fixed in nature as discussed earlier in "Overview."
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Constant Currency Presentation
Our revenues and certain operating expenses (cost of revenues, sales and marketing and general and administrative expenses) from our international operations have represented and will continue to represent a significant portion of our total revenues and certain operating expenses. As a result, our revenues and certain operating expenses have been and will continue to be affected by changes in the U.S. dollar against major international currencies. During the year ended December 31, 2022 as compared to the same period in 2021, the U.S. dollar was stronger relative to the Australian dollar, British Pound, Euro, Japanese yen and Singapore dollar, which resulted in an unfavorable foreign currency impact on revenue, operating income and adjusted EBITDA, and a favorable foreign currency impact on operating expenses. During the year ended December 31, 2022 as compared to the same period in 2021, the U.S. dollar was weaker relative to the Brazilian real, which resulted in a favorable foreign currency impact on revenue, operating income and adjusted EBITDA, and an unfavorable foreign currency impact on operating expenses. In order to provide a framework for assessing how each of our business segments performed excluding the impact of foreign currency fluctuations, we present period-over-period percentage changes in our revenues and certain operating expenses on a constant currency basis in addition to the historical amounts as reported. Our constant currency presentation excludes the impact of our foreign currency cash flow hedging activities. Presenting constant currency results of operations is a non-GAAP financial measure and is not meant to be considered in isolation or as an alternative to GAAP results of operations. However, we have presented this non-GAAP financial measure to provide investors with an additional tool to evaluate our results of operations. To present this information, our current period revenues and certain operating expenses from entities reporting in currencies other than the U.S. dollar are converted into U.S. dollars at constant exchange rates rather than the actual exchange rates in effect during the respective periods (i.e. average rates in effect for the year ended December 31, 2021 are used as exchange rates for the year ended December 31, 2022 when comparing the year ended December 31, 2022 with the year ended December 31, 2021).
Liquidity and Capital Resources
Sources and Uses of Cash
Customer collections are our primary source of cash. We believe we have a strong customer base, and have continued to experience relatively strong collections. As of December 31, 2022, our principle sources of liquidity were $1.9 billion of cash and cash equivalents. In addition to our cash balance, we had $3.9 billion of additional liquidity available to us from our $4.0 billion revolving facility and general access to both public and private debt and the equity capital markets. We also have additional liquidity available to us from our 2022 ATM program, under which we may offer and sell from time to time our common stock in "at the market" transactions on either a spot or forward basis. As of December 31, 2022, we had $1.4 billion available for sale under the 2022 ATM Program.
We believe we have sufficient cash, coupled with anticipated cash generated from operating activities and external financing sources, to meet our operating requirements, including repayment of the current portion of our debt as it becomes due, distribution of dividends, completion of our publicly-announced acquisitions, ordinary costs to operate the business, and expansion projects.
As we continue to grow, we may pursue additional expansion opportunities, primarily the build out of new IBX data centers, in certain of our existing markets which are at or near capacity within the next year, as well as potential acquisitions and joint ventures. If the opportunity to expand is greater than planned we may further increase the level of capital expenditure to support this growth as well as pursue additional business and real estate acquisitions or joint ventures provided that we have or can access sufficient funding to pursue such expansion opportunities. We may elect to access the equity or debt markets from time to time opportunistically, particularly if financing is available on attractive terms. We will continue to evaluate our operating requirements and financial resources in light of future developments.
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Cash Flow
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Change | ||||||||
| (in thousands) | ||||||||||
| Net cash provided by operating activities | $ | 2,963,182 | $ | 2,547,206 | $ | 415,976 | ||||
| Net cash used in investing activities | (3,362,953) | (3,006,738) | (356,215) | |||||||
| Net cash provided by financing activities | 856,766 | 413,765 | 443,001 |
Operating Activities
Our cash provided by our operations is generated by colocation, interconnection, managed infrastructure and other revenues. Our primary uses of cash from our operating activities include compensation and related costs, interest payments, other general corporate expenditures and taxes. Net cash provided by operating activities increased by $416.0 million during the year ended December 31, 2022 as compared to December 31, 2021, primarily driven by improved results of operations partially offset by increases in cash paid for costs and operating expenses.
Investing Activities
Net cash used in investing activities increased by $356.2 million during the year ended December 31, 2022 as compared to December 31, 2021, primarily due to an increase of $805.5 million spent on the Entel Chile and Peru data center acquisitions and the MainOne acquisition, an increase of $46.4 million spent on real estate acquisitions and a $37.1 million increase in purchases of investments. This increase was partially offset by a $473.5 million decrease in capital expenditures, a $41.3 million increase in the proceeds from the sale of assets to our xScale Joint Ventures and an $18.0 million increase in proceeds from the sale of investments.
Financing Activities
Net cash provided by financing activities increased by $443.0 million for the year ended December 31, 2022 as compared to December 31, 2021, primarily driven by a $2.0 billion decrease in the repayment of senior notes, a $676.9 million increase in proceeds from term loan facilities, a $298.1 million increase in proceeds from the ATM program, a $129.1 million decrease in the repayment of mortgage and loans payable, a $99.2 million decrease in debt extinguishment costs, a $31.3 million decrease in repayments of finance lease liabilities, a $7.4 million decrease in debt issuance costs and a $3.9 million increase in proceeds from employee awards. This increase is partially offset by a $2.7 billion decrease in proceeds from senior notes and a $108.6 million increase in dividend distributions.
Material Cash Commitments
As of December 31, 2022, our principle commitments were primarily comprised of:
•approximately $12.2 billion of principal from our senior notes (gross of debt issuance cost and debt discount);
•approximately $3.0 billion of interest on mortgage payable, loans payable, senior notes and term loans, based on their respective interest rates and recognized over the life of these instruments, and the credit facility fee for the revolving credit facility;
•$653.6 million of principal from our term loans, mortgage and loans payable (gross of debt issuance cost, debt discount, plus mortgage premium);
•approximately $5.4 billion of total lease payments, which represents lease payments under finance and operating lease arrangements, including renewal options that are reasonably certain to be exercised;
•approximately $1.6 billion of unaccrued capital expenditure contractual commitments, primarily for IBX equipment not yet delivered and labor not yet provided in connection with the work necessary to complete construction and open IBX data center expansion projects prior to making them available to customers for installation, the majority of which is payable within the next 12 months; and
•approximately $1.8 billion of other non-capital purchase commitments, such as commitments to purchase power in select locations and other open purchase orders, which contractually bind us for goods, services
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or arrangements to be delivered or provided during 2023 and beyond, the majority of which is payable within the next two years.
We believe that our sources of liquidity, including our expected future operating cash flows, are sized to adequately meet both the near and long term material cash commitments for the foreseeable future. For further information on maturities of lease liabilities and debt instruments, see Notes 10 and 11, respectively, within the Consolidated Financial Statements.
Other Contractual Obligations
We have additional future equity contributions and commitments to the joint ventures with GIC and PGIM. For additional information, see the "Equity Method Investments" footnote within the Consolidated Financial Statements.
Additionally, we entered into lease agreements with various landlords primarily for data center spaces and ground leases which have not yet commenced as of December 31, 2022. For additional information, see “Maturities of Lease Liabilities” in Note 10 within the Consolidated Financial Statements.
Critical Accounting Policies and Estimates
Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. Management bases its assumptions, estimates and judgments on historical experience, current trends and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material.
Our significant accounting policies are discussed in Note 1 to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K. Management believes that the following accounting policies and estimates are the most critical to aid in fully understanding and evaluating our consolidated financial statements, and they require significant judgments, resulting from the need to make estimates about the effect of matters that are inherently uncertain:
• Accounting for income taxes;
• Accounting for business combinations;
• Accounting for impairment of goodwill and other intangible assets;
• Accounting for property, plant and equipment; and
• Accounting for leases.
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Income Taxes. Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, as well as tax attributes such as operating loss, capital loss and tax credit carryforwards on a taxing jurisdiction basis. We measure deferred tax assets and liabilities using enacted tax rates that will apply in the years in which we expect the temporary differences to be recovered or settled. The accounting standard for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not (defined by the accounting standard as a likelihood of more than 50%) that such assets will not be realized. A tax benefit from an uncertain income tax position may be recognized in the financial statements only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authority's widely understood administrative practices and precedents. We recognize interest and penalties related to unrecognized tax benefits within income tax benefit (expense) in the consolidated statements of operations. | The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns. Our accounting for deferred tax consequences represents our best estimate of those future tax consequences. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of that available evidence, it is more likely than not the deferred tax assets will not be realized, we record a valuation allowance. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. This assessment, which is completed on a taxing jurisdiction basis, takes into account a number of types of evidence, including the following: 1) the nature, frequency and severity of current and cumulative financial reporting losses, 2) sources of future taxable income, 3) taxable income in carryback years permitted by the tax law, and 4) tax planning strategies. In assessing the tax benefit from an uncertain income tax position, the tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that is greater than a 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For purposes of the quarterly REIT asset tests, we estimate the fair market value of assets within our QRSs and TRSs using a discounted cash flow approach, by calculating the present value of forecasted future cash flows. We apply discount rates based on industry benchmarks relative to the market and forecasting risks. Other significant assumptions used to estimate the fair market value of assets in QRSs and TRSs include projected revenue growth, projected operating margins and projected capital expenditure. We revisit significant assumptions periodically to reflect any changes due to business or economic environment. | As of December 31, 2022 and 2021, we had net total deferred tax liabilities of $338.7 million and $280.5 million, respectively. As of December 31, 2022 and 2021, we had a total valuation allowance of $166.6 million and $100.7 million, respectively. If and when we increase or reduce our valuation allowances, it may have an unfavorable or favorable impact, respectively, to our financial position and results of operations in the periods when such determinations are made. We will continue to assess the need for our valuation allowances, by jurisdiction, in the future. During the year ended December 31, 2022, we established full valuation allowances against certain deferred tax assets in the Americas and EMEA regions, either as the assessment of the realization of such deferred tax assets or as part of the purchase accounting determination for the businesses we acquired during the year. We do not expect these deferred tax assets to be realizable in the foreseeable future. During the year ended December 31, 2021, we established full valuation allowances against certain deferred tax assets in the Americas and Asia-Pacific regions, as these deferred tax assets are not expected to be realizable in the foreseeable future. As of December 31, 2022 and 2021, we had unrecognized tax benefits of $89.2 million and $148.3 million, respectively, exclusive of interest and penalties. During the year ended December 31, 2022, the unrecognized tax benefit decreased by $59.1 million primarily due to the settlements of tax audits in the EMEA region. During the year ended December 31, 2021, the unrecognized tax benefit decreased by $59.5 million primarily due to the settlements of various tax audits in the EMEA and Asia-Pacific regions. The unrecognized tax benefits of $89.2 million as of December 31, 2022, if subsequently recognized, will affect our effective tax rate favorably at the time when such a benefit is recognized. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Business Combinations In accordance with the accounting standard for business combinations, we allocate the purchase price of an acquired business to its identifiable assets and liabilities based on estimated fair values. The excess of the purchase price over the fair value of the assets acquired and liabilities assumed, if any, is recorded as goodwill. We use all available information to estimate fair values. We typically engage outside appraisal firms to assist in determining the fair value of identifiable intangible assets such as customer contracts, leases and any other significant assets or liabilities and contingent consideration, as well as the estimated useful life of intangible assets. We adjust the preliminary purchase price allocation, as necessary, up to one year after the acquisition closing date if we obtain more information regarding asset valuations and liabilities assumed. | Our purchase price allocation methodology contains uncertainties because it requires assumptions and management's judgment to estimate the fair value of assets acquired and liabilities assumed at the acquisition date. Key judgments used to estimate the fair value of intangible assets include projected revenue growth and operating margins, discount rates, customer attrition rates, as well as the estimated useful life of intangible assets. Management estimates the fair value of assets and liabilities based upon quoted market prices, the carrying value of the acquired assets and widely accepted valuation techniques, including discounted cash flows and market multiple analyses. Our estimates are inherently uncertain and subject to refinement. Unanticipated events or circumstances may occur which could affect the accuracy of our fair value estimates, including assumptions regarding industry economic factors and business strategies. | During the last three years, we have completed a number of business combinations, including the acquisition of Entel Peru data centers in the third quarter of 2022, MainOne in West Africa and Entel Chile data centers, both in the second quarter of 2022, GPX in India in the third quarter of 2021, Bell data centers in Canada in the fourth quarter of 2020, Packet in March 2020 and Axtel in Mexico in January 2020. The purchase price allocation for these acquisitions has been finalized, except for the MainOne, Entel Peru and Entel Chile acquisitions. As of both December 31, 2022 and 2021, we had net intangible assets of $1.9 billion, respectively. We recorded amortization expense for intangible assets of $204.8 million, $205.5 million and $199.0 million for the years ended December 31, 2022, 2021 and 2020, respectively. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we used to complete the purchase price allocations and the fair value of assets acquired and liabilities assumed. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material, which would be recorded in our consolidated statements of operations in 2022 or beyond. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Impairment of Goodwill and Other Intangible Assets In accordance with the accounting standard for goodwill and other intangible assets, we perform goodwill and other intangible assets impairment reviews annually, or whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. We complete the annual goodwill impairment assessment for the Americas, EMEA and Asia-Pacific reporting units to determine if the fair values of the reporting units exceeded their carrying values. We perform a review of other intangible assets for impairment by assessing events or changes in circumstances that indicate the carrying amount of an asset may not be recoverable. | To perform annual goodwill impairment assessment, we elected to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. This analysis requires assumptions and estimates before performing the quantitative goodwill impairment test, where the assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. Additionally, we periodically review our assessment of our reporting units to determine if changes in facts and circumstances warrant changes to our conclusions. There were no specific factors present in 2022 or 2021 that indicated a potential goodwill impairment. We performed our annual review of other intangible assets by assessing if there were events or changes in circumstances indicating that the carrying amount of an asset may not be recoverable, such as a significant decrease in market price of an asset, a significant adverse change in the extent or manner in which an asset is being used, a significant adverse change in legal factors or business climate that could affect the value of an asset or a continuous deterioration of our financial condition. This assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. There were no specific events in 2022 or 2021 that indicated a potential impairment. | As of December 31, 2022, goodwill attributable to the Americas, the EMEA and the Asia-Pacific reporting units was $2.6 billion, $2.4 billion and $0.6 billion, respectively. Future events, changing market conditions and any changes in key assumptions may result in an impairment charge. While we have not recorded an impairment charge against our goodwill to date, the development of adverse business conditions in our Americas, EMEA or Asia-Pacific reporting units, such as higher than anticipated customer churn or significantly increased operating costs, or significant deterioration of our market comparables that we use in the market approach, could result in an impairment charge in future periods. The balance of our other intangible assets, net, for both years ended December 31, 2022 and 2021 was $1.9 billion. While we have not recorded an impairment charge against our other intangible assets to date, future events or changes in circumstances, such as a significant decrease in market price of an asset, a significant adverse change in the extent or manner in which an asset is being used, a significant adverse change in legal factors or business climate, may result in an impairment charge in future periods. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Property, Plant and Equipment We have a substantial amount of property, plant and equipment recorded on our consolidated balance sheet. The vast majority of our property, plant and equipment represent the costs incurred to build out or acquire our IBX data centers. Our IBX data centers are long-lived assets. We depreciate our property, plant and equipment using the straight-line method over the estimated useful lives of the respective assets (subject to the term of the lease in the case of leased assets or leasehold improvements and integral equipment located in leased properties). Accounting for property, plant and equipment includes determining the appropriate period in which to depreciate such assets, assessing such assets for potential impairment, capitalizing interest during periods of construction and assessing the asset retirement obligations required for certain leased properties that require us to return the leased properties back to their original condition at the time we decide to exit a leased property. | Judgments are required in arriving at the estimated useful life of an asset and changes to these estimates would have significant impact on our financial position and results of operations. When we lease a property for our IBX data centers, we generally enter into long-term arrangements with renewal options generally available to us. In the next several years, a number of leases for our IBX data centers will come up for renewal. As we start approaching the end of these initial lease terms, we will need to reassess the estimated useful lives of our property, plant and equipment. In addition, we may find that our estimates for the useful lives of non-leased assets may also need to be revised periodically. We periodically review the estimated useful lives of certain of our property, plant and equipment and changes in these estimates in the future are possible. The assessment of long-lived assets for impairment requires assumptions and estimates of undiscounted and discounted future cash flows. These assumptions and estimates require significant judgment and are inherently uncertain. | As of December 31, 2022 and 2021, we had property, plant and equipment of $16.6 billion and $15.4 billion, respectively. During the years ended December 31, 2022, 2021 and 2020, we recorded depreciation expense of $1.5 billion, $1.5 billion, and $1.2 billion, respectively. While we evaluated the appropriateness, we did not revise the estimated useful lives of our property, plant and equipment during the years ended December 31, 2022, 2021 and 2020. Further changes in our estimated useful lives of our property, plant and equipment could have a significant impact on our results of operations. |
| Accounting for Leases A significant portion of our data center spaces, office spaces and equipment are leased. Each time we enter into a new lease or lease amendments, we analyze each lease or lease amendment for the proper accounting, including determining if an arrangement is or contains a lease at inception and making assessment of the leased properties to determine if they are operating or finance leases. | Determination of accounting treatment, including the result of the lease classification test for each new lease or lease amendment, is dependent on a variety of judgments, such as identification of lease and non-lease components, allocation of total consideration between lease and non-lease components, determination of lease term, including assessing the likelihood of lease renewals, valuation of leased property, and establishing the incremental borrowing rate to calculate the present value of the minimum lease payment for the lease test. The judgments used in the accounting for leases are inherently subjective; different assumptions or estimates could result in different accounting treatment for a lease. | Lease assumptions and estimates are determined and applied at the inception of the leases or at the lease modification date. As of December 31, 2022 and 2021, operating right-of-use ("ROU") lease assets were at $1.4 billion and $1.3 billion, respectively, and operating lease liabilities were at $1.4 billion and $1.3 billion respectively. As of December 31, 2022 and 2021, finance ROU assets were $2.0 billion and $1.9 billion, respectively, and finance lease liabilities were $2.3 billion and $2.1 billion, respectively. For the years ended December 31, 2022, 2021 and 2020, we recorded the finance lease cost of $273.6 million, $275.0 million and $233.9 million , respectively, and recorded rent expense of approximately $213.6 million, $221.8 million and $217.3 million, respectively. |
Recent Accounting Pronouncements
See "Recent Accounting Pronouncements" in Note 1 within the Consolidated Financial Statements.
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FY 2021 10-K MD&A
SEC filing source: 0001628280-22-003171.
ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following commentary should be read in conjunction with the financial statements and related notes contained elsewhere in this Annual Report on Form 10-K. The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" and "Risk Factors" elsewhere in this Annual Report on Form 10-K. All forward-looking statements in this document are based on information available to us as of the date hereof and we assume no obligation to update any such forward-looking statements.
Item 7 of this Form 10-K focuses on discussion of 2021 and 2020 items as well as 2021 results as compared to 2020 results. For the discussion of 2019 items and 2020 results as compared to 2019 results, please refer to Item 7 of our 2020 Form 10-K as filed with the SEC on February 19, 2021.
Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows:
•Overview
•Results of Operations
•Non-GAAP Financial Measures
•Liquidity and Capital Resources
•Critical Accounting Policies and Estimates
•Recent Accounting Pronouncements
Overview
We provide a global, vendor-neutral data center, interconnection and edge services platform with offerings that aim to enable our customers to reach everywhere, interconnect everyone and integrate everything. Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the world's most valued information assets. They also look to Platform Equinix® for the ability to directly and securely
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interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our recent IBX data center openings and acquisitions, as well as xScaleTM data center investments, have expanded our total global footprint to 240 data centers, including eight xScale data centers and the MC1 data center that were held in unconsolidated joint ventures, across 66 markets around the world. Metrics also include the MU4 and GN1 data centers which opened in January 2022. Equinix offers the following solutions:
•premium data center colocation;
•interconnection and data exchange solutions;
•edge services for deploying networking, security and hardware; and
•remote expert support and professional services.
Our interconnected data centers around the world allow our customers to increase information and application delivery performance to users, and quickly access distributed IT infrastructures and business and digital ecosystems, while significantly reducing costs. Our global platform and the quality of our IBX data centers, interconnection offerings and edge services have enabled us to establish a critical mass of customers. As more customers choose Platform Equinix for bandwidth cost and performance reasons, it benefits their suppliers and business partners to colocate in the same data centers. This adjacency creates a “network effect” that enables our customers to capture the full economic and performance benefits of our offerings. These partners, in turn, pull in their business partners, creating a "marketplace" for their services. Our global platform enables scalable, reliable and cost-effective interconnection that increases data traffic exchange while lowering overall cost and increasing flexibility. Our focused business model is built on our critical mass of enterprise and service provider customers and the resulting "marketplace" effect. This global platform, combined with our strong financial position, has driven new customer growth and bookings.
Historically, our market was served by large telecommunications carriers who bundled their products and services with their colocation offerings. The data center market landscape has evolved to include private and vendor-neutral multi-tenant data center ("MTDC") providers, hyperscale cloud providers, managed infrastructure and application hosting providers, and systems integrators. It is estimated that Equinix is one of more than 2,200 companies that provide MTDC offerings around the world. Each of these data center solutions providers can bundle various colocation, interconnection and network offerings and outsourced IT infrastructure solutions. We are able to offer our customers a global platform that reaches 27 countries with the industry’s largest and most active ecosystem of partners in our sites, proven operational reliability, improved application performance and a highly scalable set of offerings.
The cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 79%, as of December 31, 2021 and 2020. Excluding the impact of our IBX data center expansion projects that have opened during the last 12 months, our cabinet utilization rate would have increased to approximately 81% as of December 31, 2021. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center. This could have a negative impact on the available utilization capacity of a given IBX data center, which could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows.
To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers, we have entered into joint ventures to develop and operate xScale data centers. In the past two years, we entered into our EMEA 1 Joint Venture, Asia-Pacific 1 Joint Venture and EMEA 2 Joint Venture, and entered into negotiations in connection with a new joint venture (the "AMER 1 Joint Venture"), in the form of limited liability partnerships with GIC, Singapore's sovereign wealth fund ("GIC"). In October 2021, we entered into an agreement to form an additional joint venture in the form of a limited liability partnership with PGIM Real Estate, to further expand our xScale data center portfolio in Asia-Pacific (the "Asia-Pacific 2 Joint Venture"). See Note 5 within the Consolidated Financial Statements.
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Strategically, we will continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, quality of the design, power capacity, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant.
Revenue:
Our business is based on a recurring revenue model comprised of colocation and related interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed on a fixed and recurring basis each month for the duration of their contract, which is generally one to three years in length. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 80% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 3% of our recurring revenues for the years ended December 31, 2021, 2020 and 2019. Our 50 largest customers accounted for approximately 39% of our recurring revenues for the years ended December 31, 2021, 2020 and 2019.
Our non-recurring revenues are primarily comprised of installation services related to a customer's initial deployment and professional services we perform, as well as equipment sales. These services are considered to be non-recurring because they are billed typically once, upon completion of the installation or the professional services work performed. The majority of these non-recurring revenues are typically billed on the first invoice distributed to the customer in connection with their initial installation. However, revenues from installation services are deferred and recognized ratably over the period of the contract term. Additionally, revenue from contract settlements, when a customer wishes to terminate their contract early, is generally treated as a contract modification and recognized ratably over the remaining term of the contract, if any. As a percentage of total revenues, we expect non-recurring revenues to represent less than 10% of total revenues for the foreseeable future.
Operating Expenses:
Cost of Revenues. The largest components of our cost of revenues are depreciation, rental payments related to our leased IBX data centers, utility costs, including electricity, bandwidth access, IBX data center employees' salaries and benefits, including stock-based compensation, repairs and maintenance, supplies and equipment and security. A majority of our cost of revenues is fixed in nature and should not vary significantly from period to period, unless we expand our existing IBX data centers or open or acquire new IBX data centers. However, there are certain costs that are considered more variable in nature, including utilities and supplies that are directly related to growth in our existing and new customer base. We expect the cost of our utilities, specifically electricity, will generally increase in the future on a per-unit or fixed basis, in addition to the variable increase related to the growth
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in consumption by our customers. In addition, the cost of electricity is generally higher in the summer months, as compared to other times of the year. Our costs of electricity may also increase as a result of the physical effects of climate change, increased regulations driving alternative electricity generation due to environmental considerations or as a result of our election to use renewable energy sources. To the extent we incur increased utility costs, such increased costs could materially impact our financial condition, results of operations and cash flows.
Sales and Marketing. Our sales and marketing expenses consist primarily of compensation and related costs for sales and marketing personnel, including stock-based compensation, amortization of contract costs, marketing programs, public relations, promotional materials and travel, as well as bad debt expense and amortization of customer relationship intangible assets.
General and Administrative. Our general and administrative expenses consist primarily of salaries and related expenses, including stock-based compensation; accounting, legal and other professional service fees; and other general corporate expenses, such as our corporate regional headquarters office leases and some depreciation expense on back office systems.
Taxation as a REIT
We elected to be taxed as a REIT for U.S. federal income tax purposes beginning with our 2015 taxable year. As of December 31, 2021, our REIT structure included all of our data center operations in the U.S., Canada (with the exception of one data center in Montreal), Mexico, Japan, Singapore and the majority of our data centers in EMEA. Our data center operations in other jurisdictions are operated as TRSs. We included our share of the assets in the EMEA and Asia-Pacific Joint Ventures in our REIT structure.
As a REIT, we generally are permitted to deduct from our U.S. federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to U.S. federal income taxes at the entity level but is taxed, if at all, at the stockholder level. Nevertheless, the income of our TRSs which hold our U.S. operations that may not be REIT compliant is subject to U.S. federal and state corporate income taxes, as applicable. Likewise, our foreign subsidiaries continue to be subject to local income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through TRSs or through QRSs. We are also subject to a separate U.S. federal corporate income tax on any gain recognized from a sale of a REIT asset where our basis in the asset is determined by reference to the basis of the asset in the hands of a C corporation (such as an asset held by us or a QRS following the liquidation or other conversion of a former TRS). This built-in-gains tax is generally applicable to any disposition of such an asset during the five-year period after the date we first owned the asset as a REIT asset to the extent of the built-in-gain based on the fair market value of such asset on the date we first held the asset as a REIT asset. In addition, should we have net income from "prohibited transactions," we will be subject to tax on this income at a 100% rate. "Prohibited transactions," for this purpose, are defined as dispositions, at a gain, of inventory or property held primarily for sale to customers in the ordinary course of a trade or business other than dispositions of foreclosure property and other than dispositions excepted by statutory safe harbors. If we fail to remain qualified for U.S. federal income taxation as a REIT, we will be subject to U.S. federal income taxes at regular corporate income tax rates. Even if we remain qualified for U.S. federal income taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRSs' operations. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs, many states do not completely follow federal rules, and some may not follow them at all.
We continue to monitor our REIT compliance in order to maintain our qualification for U.S. federal income taxation as a REIT. For this and other reasons, as necessary, we may convert some of our data center operations in other countries into the REIT structure in future periods.
On each of March 17, June 16, September 22, and December 15, 2021 we paid quarterly cash dividends of $2.87 per share. We expect the amount of our applicable dividends and other applicable distributions to equal or exceed the REIT taxable income that we recognized in 2021.
The Impact of the ongoing COVID-19 pandemic on Our Results and Operations
We have continued to closely monitor the impact of the COVID-19 pandemic on our people and business. All of our IBX data centers have remained, and continue to remain, operational at the time of filing of this Annual Report on Form 10-K. We have begun a phased plan for return-to-office for most of our non-IBX attached sites on a voluntary basis in accordance with guidance provided by government agencies. Non-essential business travel
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remains limited, and while we continue to hold virtual events, we have also resumed certain in-person events as local travel restrictions allow.
While we are experiencing some construction delays, including those due to supply chain impacts from the COVID-19 pandemic, to date, the construction delays and additional costs are insignificant relative to the overall project duration and budget. We have not observed any significant disruption to our IBX data center operations.
During the years ended December 31, 2021 and 2020, the COVID-19 pandemic did not have a material impact on our results of operations. We incurred one-time cash bonuses and compensation expense of $8.6 million for our IBX employees as well as other employees to support their work-from-home requirements during the first quarter of 2020. We have also experienced some travel expense savings during the years ended December 31, 2021 and 2020 resulting from travel restrictions imposed in response to the COVID-19 pandemic.
Looking ahead, the full impact of the ongoing COVID-19 pandemic on our future financial condition or results of operations remains uncertain and will depend on a number of factors, including the duration and potential cyclicity of the health crisis and further public policy actions to be taken in response, as well as the continued impact of the pandemic on the global economy and our customers and vendors. Our past results may not be indicative of our future performance and historical trends may differ materially.
For additional details regarding the risks to our business from the ongoing COVID-19 pandemic, refer to Part I, Item 1A. Risk Factors included elsewhere in this Annual Report on Form 10-K.
2021 Highlights:
•In March, we issued €1.1 billion in Senior Notes due 2027 and 2033, or approximately $1.3 billion in U.S. dollars, at the exchange rate in effect on March 10, 2021. Using a portion of the proceeds, we redeemed all of the remaining outstanding 2.875% Euro Senior Notes due 2026 for approximately $590.7 million in U.S. dollars, at the exchange rate in effect on March 24, 2021. See Note 11 within the Consolidated Financial Statements.
•In May, we issued $2.6 billion in Senior Notes due 2026, 2028, 2031 and 2052. Using a portion of the proceeds, we repaid approximately $659.9 million of term loans and redeemed all of our outstanding $1.25 billion 5.375% Senior Notes due 2027. See Note 11 within the Consolidated Financial Statements.
•In May, we sold 137,604 shares under our 2020 "at-the-market" stock offering program (the "2020 ATM Program") for approximately $99.6 million in proceeds, net of payment of commissions to sales agents and other offering expenses. See Note 12 within the Consolidated Financial Statements.
•In June, we entered into an agreement to form another joint venture in the form of a limited liability partnership with GIC, to develop and operate additional xScaleTM data centers in Europe and the Americas (the “EMEA 2 Joint Venture”). The transaction is structured to close in phases over the course of two years, pending regulatory approval and other closing conditions. Upon closing of the first phase of the transaction in September 2021, GIC contributed cash in exchange for an 80% partnership interest in the EMEA 2 Joint Venture and we sold certain data center sites and facilities located in Frankfurt, Helsinki, Madrid, Milan and Paris to the EMEA 2 Joint Venture in exchange for a total consideration of $144.0 million, including a 20% partnership interest in the JV. See Note 5 within the Consolidated Financial Statements.
•In September, we completed the acquisition of two data centers in Mumbai, India from GPX Global Systems, Inc. ("GPX India") for a total purchase consideration of approximately $170.5 million. See Note 3 within the Consolidated Financial Statements.
•In October, we entered into an agreement to form a joint venture in the form of a limited liability partnership with PGIM Real Estate ("PGIM"), to develop and operate xScale data centers in Asia-Pacific (the "Asia-Pacific 2 Joint Venture"). Upon closing, PGIM will contribute cash in exchange for an 80% partnership interest in the Asia-Pacific 2 Joint Venture. We agreed to sell the Sydney 9 ("SY9") data center site in exchange for a 20% partnership interest in the Asia-Pacific 2 Joint Venture and cash proceeds. The assets and liabilities of the SY9 data center, which are currently included within our Asia-Pacific region, were classified as held for sale as of September 30, 2021 and remained held for sale as of December 31, 2021. See Note 5 within the Consolidated Financial Statements.
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•In November and December, we sold a total of 500,013 shares under our 2020 ATM Program for approximately $398.4 million in proceeds, net of payment of commissions to sales agents and other offering expenses. See Note 12 within the Consolidated Financial Statements.
•In December, we entered into an agreement to purchase MainOne Cable Company Ltd. ("MainOne") at an enterprise value of approximately $320 million in an all-cash transaction. The acquisition is expected to close in the second quarter of 2022, subject to customary conditions including regulatory approval. See Note 3 within the Consolidated Financial Statements.
Results of Operations
Our results of operations for the year ended December 31, 2021 include the results of operations from two data centers acquired from GPX India from September 1, 2021. Our results of operations for the year ended December 31, 2020 include the results of operations from the acquisitions of 12 data center sites across Canada from Bell from October 1, 2020 and one additional data center acquired from Bell from November 2, 2020, Packet from March 2, 2020 and three data centers in Mexico from Axtel from January 8, 2020. See Note 3 within the Consolidated Financial Statements for further details.
In order to provide a framework for assessing our performance excluding the impact of foreign currency fluctuations, we supplement the year-over-year actual change in results of operations with comparative changes on a constant currency basis. Presenting constant currency results of operations is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for further discussion.
Years ended December 31, 2021 and 2020
Revenues. Our revenues for the years ended December 31, 2021 and 2020 were generated from the following revenue classifications and geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | % | 2020 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas: | |||||||||||||||||||
| Recurring revenues | $ | 2,861,937 | 43% | $ | 2,582,800 | 43% | $ | 279,137 | 11% | 11% | |||||||||
| Non-recurring revenues | 159,814 | 3% | 124,958 | 2% | 34,856 | 28% | 28% | ||||||||||||
| 3,021,751 | 46% | 2,707,758 | 45% | 313,993 | 12% | 12% | |||||||||||||
| EMEA: | |||||||||||||||||||
| Recurring revenues | 2,001,931 | 30% | 1,864,720 | 31% | 137,211 | 7% | 7% | ||||||||||||
| Non-recurring revenues | 153,285 | 2% | 131,669 | 2% | 21,616 | 16% | 12% | ||||||||||||
| 2,155,216 | 32% | 1,996,389 | 33% | 158,827 | 8% | 7% | |||||||||||||
| Asia-Pacific: | |||||||||||||||||||
| Recurring revenues | 1,356,617 | 21% | 1,210,510 | 20% | 146,107 | 12% | 10% | ||||||||||||
| Non-recurring revenues | 101,953 | 1% | 83,888 | 2% | 18,065 | 22% | 21% | ||||||||||||
| 1,458,570 | 22% | 1,294,398 | 22% | 164,172 | 13% | 11% | |||||||||||||
| Total: | |||||||||||||||||||
| Recurring revenues | 6,220,485 | 94% | 5,658,030 | 94% | 562,455 | 10% | 9% | ||||||||||||
| Non-recurring revenues | 415,052 | 6% | 340,515 | 6% | 74,537 | 22% | 20% | ||||||||||||
| $ | 6,635,537 | 100% | $ | 5,998,545 | 100% | $ | 636,992 | 11% | 10% |
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Revenues
(dollars in thousands)
Americas Revenues. During the year ended December 31, 2021, Americas revenue increased by $314.0 million or 12% (and also 12% on a constant currency basis). Growth in Americas revenues was primarily due to:
•approximately $112.7 million of incremental revenues from the Packet and Bell acquisitions;
•$67.7 million of incremental revenues generated from our IBX data center expansions;
•higher non-recurring revenues, primarily due to increases in EIS product sales; and
•an increase in orders from both our existing customers and new customers during the period.
EMEA Revenues. During the year ended December 31, 2021, EMEA revenue increased by $158.8 million or 8% (7% on a constant currency basis). Growth in EMEA revenues was primarily due to:
•approximately $32.0 million of incremental revenues generated from our IBX data center expansions;
•$28.2 million of incremental revenues from services provided to our joint ventures; and
•an increase in orders from both our existing customers and new customers during the period.
The increase was partially offset by a net increase of $75.0 million of realized cash flow hedge losses from foreign currency forward contracts.
Asia-Pacific Revenues. During the year ended December 31, 2021, Asia-Pacific revenue increased by $164.2 million or 13% (11% on a constant currency basis). Growth in Asia-Pacific revenue was primarily due to:
•approximately $86.4 million of incremental revenues generated from our IBX data center expansions;
•$20.6 million of incremental revenues from services provided to our joint ventures;
•$6.9 million of incremental revenues from the GPX India Acquisition; and
•an increase in orders from both our existing customers and new customers during the period.
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Cost of Revenues. Our cost of revenues for the years ended December 31, 2021 and 2020 were split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | % | 2020 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 1,458,699 | 42% | $ | 1,248,141 | 41% | $ | 210,558 | 17% | 16% | |||||||||
| EMEA | 1,216,990 | 35% | 1,094,335 | 36% | 122,655 | 11% | 9% | ||||||||||||
| Asia-Pacific | 796,733 | 23% | 731,864 | 23% | 64,869 | 9% | 7% | ||||||||||||
| Total | $ | 3,472,422 | 100% | $ | 3,074,340 | 100% | $ | 398,082 | 13% | 12% |
Cost of Revenues
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas Cost of Revenues. During the year ended December 31, 2021, Americas cost of revenues increased by $210.6 million or 17% (16% on a constant currency basis). The increase in our Americas cost of revenues was primarily due to:
•approximately $115.2 million of incremental cost of revenues from the Packet and Bell acquisitions;
•$33.5 million of higher depreciation driven by IBX data center expansions;
•$17.8 million of higher costs related to increased EIS product revenues;
•$11.2 million of higher other cost of sales related to an increase in bandwidth for new vendors and an increase in equipment;
•$11.1 million of higher repairs and maintenance expense driven by IBX data center expansions;
•$10.0 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$8.8 million of higher tax, license, and insurance costs driven by IBX data center expansions; and
•$5.3 million of higher consulting services driven by increases in security and IBX data center expansions.
EMEA Cost of Revenues. During the year ended December 31, 2021, EMEA cost of revenues increased by $122.7 million or 11% (9% on a constant currency basis). The increase in our EMEA cost of revenues was primarily due to:
•$58.7 million of higher depreciation expenses driven by IBX data center expansions in the Netherlands, Germany, Switzerland and the UK;
•$34.1 million of higher utilities costs driven by increased utility usage to support IBX data center expansions and utility price increases, primarily in Germany, the UK and France;
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•$18.5 million of higher rent and facilities costs and repairs and maintenance expense, primarily in the UK and the Netherlands;
•$18.2 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$17.8 million of higher costs related to EIS product revenues; and
•$5.1 million of higher office expenses primarily due to additional software and support services.
This increase was partially offset by a net increase of $30.1 million of realized cash flow hedge gains from foreign currency forward contracts and $9.7 million decrease of other third party costs, primarily in the Netherlands and the UK.
Asia-Pacific Cost of Revenues. During the year ended December 31, 2021, Asia-Pacific cost of revenues increased by $64.9 million or 9% (7% on a constant currency basis). The increase in our Asia-Pacific cost of revenues was primarily due to:
•$27.5 million of higher depreciation expense, primarily from IBX data center expansions in Hong Kong, Australia and Japan;
•$10.1 million of higher costs related to increased EIS product revenues;
•$8.3 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth;
•$7.2 million of higher utilities costs, primarily driven by increases in prices and higher utility usage in Singapore; and
•$5.2 million of higher costs related to dark fiber and customer installations, primarily in Hong Kong.
We expect Americas, EMEA and Asia-Pacific cost of revenues to increase in line with the growth of our business, including from the impacts of acquisitions.
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Sales and Marketing Expenses. Our sales and marketing expenses for the years ended December 31, 2021 and 2020 were split among the following geographic regions (dollars in thousands):
| Years ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | % | 2020 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 470,985 | 64% | $ | 457,551 | 64% | $ | 13,434 | 3% | 3% | |||||||||
| EMEA | 172,930 | 23% | 162,365 | 23% | 10,565 | 7% | 5% | ||||||||||||
| Asia-Pacific | 97,317 | 13% | 98,440 | 13% | (1,123) | (1)% | (3)% | ||||||||||||
| Total | $ | 741,232 | 100% | $ | 718,356 | 100% | $ | 22,876 | 3% | 2% |
Sales and Marketing Expenses
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas Sales and Marketing Expenses. During the year ended December 31, 2021, Americas sales and marketing expenses increased by $13.4 million or 3% (and also 3% on a constant currency basis). The increase in our Americas sales and marketing expenses was primarily due to $12.0 million of higher compensation costs, including sales compensation, salaries and stock-based compensation, partially due to additional compensation expenses incurred related to our recent acquisitions and higher bonus and merit payments.
EMEA Sales and Marketing Expenses. During the year ended December 31, 2021, EMEA sales and marketing increased by $10.6 million or 7% (5% on a constant currency basis). The increase in our EMEA sales and marketing expenses was primarily due to $10.2 million of higher compensation costs, including sales compensation, salaries and stock-based compensation.
Asia-Pacific Sales and Marketing Expenses. Our Asia-Pacific sales and marketing expense did not materially change during the year ended December 31, 2021 as compared to the year ended December 31, 2020.
We anticipate that we will continue to invest in sales and marketing initiatives across our three regions in line with the growth of our business. We also expect travel and entertainment expenses to increase as travel restrictions that were imposed in response to the COVID-19 pandemic are eased. We expect our Americas sales and marketing expenses as a percentage of revenues to be higher than those of our other regions since certain global sales and marketing functions are located within the U.S.
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General and Administrative Expenses. Our general and administrative expenses for the years ended December 31, 2021 and 2020 were split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | % | 2020 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 902,037 | 69% | $ | 782,038 | 72% | $ | 119,999 | 15% | 15% | |||||||||
| EMEA | 248,295 | 19% | 203,619 | 19% | 44,676 | 22% | 20% | ||||||||||||
| Asia-Pacific | 151,465 | 12% | 105,324 | 9% | 46,141 | 44% | 41% | ||||||||||||
| Total | $ | 1,301,797 | 100% | $ | 1,090,981 | 100% | $ | 210,816 | 19% | 19% |
General and Administrative Expenses
(dollars in thousands; percentages indicate expenses as a percentage of revenues)
Americas General and Administrative Expenses. During the year ended December 31, 2021, Americas general and administrative expenses increased by $120.0 million or 15% (and also 15% on a constant currency basis). The increase in our Americas general and administrative expenses was primarily due to:
•$70.3 million of higher compensation costs, including salaries, bonuses, and stock-based compensation, primarily due to additional compensation expenses incurred related to headcount growth, including that from our recent acquisitions;
•$39.9 million of higher depreciation expense associated with systems to support the integration of recent acquisitions and the growth of our business; and
•$13.3 million of higher office expenses primarily due to additional software and support services.
EMEA General and Administrative Expenses. During the year ended December 31, 2021, EMEA general and administrative expenses increased by $44.7 million or 22% (20% on a constant currency basis). The increase in our EMEA general and administrative expenses was primarily due to:
•$41.1 million of higher compensation costs, including salaries, bonuses, and stock-based compensation, primarily due to headcount growth; and
•$5.7 million of higher other operating expenses, primarily due to the prior year having lower costs attributable to a favorable legal settlement in the first quarter of 2020.
This increase was partially offset by a net increase of $5.7 million of realized cash flow hedge gains from foreign currency forward contracts.
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Asia-Pacific General and Administrative Expenses. During the year ended December 31, 2021, Asia-Pacific general and administrative expenses increased by $46.1 million or 44% (41% on a constant currency basis). The increase in our Asia-Pacific general and administrative expense was primarily due to:
•$28.5 million of higher compensation costs, including salaries, bonuses, and stock-based compensation, primarily due to additional compensation expenses incurred related to headcount growth, including that from our recent acquisitions;
•$9.1 million of higher rent and facility costs, primarily related to our offices in Japan and Singapore; and
•$6.7 million of consulting costs in support of our business growth.
Going forward, although we are carefully monitoring our spending, we expect our general and administrative expenses to increase across all three regions as we continue to invest in our operations to support our growth, including investments to enhance our technology platform, to maintain our qualification for taxation as a REIT and to integrate recent acquisitions. We also expect travel and entertainment expenses to increase as travel restrictions that were imposed in response to the COVID-19 pandemic are eased. Additionally, given that our corporate headquarters is located in the U.S., we expect the Americas general and administrative expenses as a percentage of revenues to be higher than those of other regions.
Transaction Costs. During the year ended December 31, 2021, we recorded transaction costs totaling $22.8 million, primarily related to costs incurred in connection with the formation of the new joint ventures and the GPX India Acquisition. During the year ended December 31, 2020, we recorded transaction costs totaling $55.9 million, primarily related to costs incurred in connection with the acquisitions of Bell, Packet, and Axtel and the formation of the Asia-Pacific 1 Joint Venture.
Impairment Charges. During the year ended December 31, 2021, we did not record any impairment charge. During the year ended December 31, 2020, we recorded impairment charges totaling $7.3 million in the Asia-Pacific region as a result of the fair value adjustment of the Asia-Pacific 1 Joint Venture xScale data centers, which were classified as held for sale assets before they were sold on December 17, 2020.
Gain on Asset Sales. During the year ended December 31, 2021, we recorded a gain of $10.8 million primarily related to the sale of the Dublin 5 ("DB5") data center. During the year ended December 31, 2020, we did not record a significant amount of gain on asset sales.
Income from Operations. Our income from operations for the years ended December 31, 2021 and 2020 was split among the following geographic regions (dollars in thousands):
| Years Ended December 31, | $ Change | % Change | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | % | 2020 | % | Actual | Actual | Constant Currency | |||||||||||||
| Americas | $ | 165,380 | 15% | $ | 178,454 | 17% | $ | (13,074) | (7)% | (5)% | |||||||||
| EMEA | 530,888 | 48% | 531,530 | 50% | (642) | —% | 1% | ||||||||||||
| Asia-Pacific | 411,894 | 37% | 342,944 | 33% | 68,950 | 20% | 18% | ||||||||||||
| Total | $ | 1,108,162 | 100% | $ | 1,052,928 | 100% | $ | 55,234 | 5% | 6% |
Americas Income from Operations. During the year ended December 31, 2021, Americas income from operations decreased by $13.1 million or 7% (5% on a constant currency basis), primarily due to higher operating expenses as a percentage of revenues, which included higher depreciation expenses driven by expansion activity and an increase in compensation costs, as well as margin dilution from recent acquisitions and increases in EIS product sales.
EMEA Income from Operations. During the year ended December 31, 2021, EMEA income from operations did not materially change as compared to the year ended December 31, 2020.
Asia-Pacific Income from Operations. During the year ended December 31, 2021, Asia-Pacific income from operations increased by $69.0 million or 20% (18% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity and organic growth, as described above, as well as lower cost of revenues and sales and marketing expense as a percentage of revenues.
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Interest Income. Interest income was not significant for the year ended December 31, 2021 and was $8.7 million for the year ended December 31, 2020. The average yield for the year ended December 31, 2021 was 0.17% versus 0.43% for the year ended December 31, 2020.
Interest Expense. Interest expense decreased to $336.1 million for the year ended December 31, 2021 from $406.5 million for the year ended December 31, 2020, primarily due to interest savings as a result of our recent refinancing activities. During the years ended December 31, 2021 and 2020, we capitalized $24.5 million and $26.8 million, respectively, of interest expense to construction in progress. See Note 11 within the Consolidated Financial Statements.
Other Income or Expense. We recorded net other expense of $50.6 million for the year ended December 31, 2021, primarily due to approximately $32.0 million impairment charge resulting from the settlement of a pre-acquisition uncertain tax position, refer to below "Income Taxes" section for further information, as well as foreign currency exchange gains and losses. For the year ended December 31, 2020, we recorded net other income of $6.9 million, which was primarily due to foreign currency exchange gains and losses, net of the impact from derivative instruments used to manage foreign exchange risks.
Loss on Debt Extinguishment. During the year ended December 31, 2021, we recorded $115.1 million of net loss on debt extinguishment primarily due to the redemption of 2.875% Euro Senior Notes due 2026 and the 5.375% Senior Notes due 2027. During the year ended December 31, 2020, we recorded $145.8 million of loss on debt extinguishment primarily related to the redemption of the Senior Notes due 2022, 2024, 2025, and 2026.
Income Taxes. We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not subject to U.S. federal income taxes on our taxable income distributed to stockholders. We intend to distribute or have distributed the entire taxable income generated by the operations of our REIT and QRSs for the tax years ended December 31, 2021 and 2020, respectively. As such, other than tax attributable to state income taxes and foreign income and withholding taxes, no provision for income taxes has been included for the REIT and its QRSs in the accompanying consolidated financial statements for the years ended December 31, 2021 and 2020.
We have made TRS elections for some of our subsidiaries in and outside the U.S. In general, a TRS may provide services that would otherwise be considered impermissible for REITs to provide and may hold assets that may not be REIT compliant.
U.S. income taxes for the TRS entities located in the U.S. and foreign income taxes for our foreign operations regardless of whether the foreign operations are operated as QRSs or TRSs have been accrued, as necessary, for the years ended December 31, 2021 and 2020.
For the years ended December 31, 2021 and 2020, we recorded $109.2 million and $146.2 million of income tax expenses, respectively. Our effective tax rates were 17.9% and 28.3%, respectively, for the years ended December 31, 2021 and 2020. The lower effective tax rate in 2021 as compared to 2020 is primarily due to the reversal of uncertain tax positions of $69.8 million resulting from the settlements of various tax audits in the United Kingdom ("UK"), Germany, and Australia, partially offset by $12.3 million resulting from the revaluation of our deferred tax liabilities in the EMEA region due to the UK corporate tax rate increase from 19% to 25% and the Dutch corporate tax rate increase from 25% to 25.8% enacted in the current period.
Of the unrecognized tax benefits being realized in the year ended December 31, 2021, approximately $32.0 million is related to the uncertain tax position inherited from the Metronode Acquisition in 2018. The uncertain tax position was covered by an indemnification agreement with the Seller. The realization of the unrecognized tax benefits resulted in an impairment of the indemnification asset for the same amount, which has been included in Other Income (Expense) on the Consolidated Statements of Operations for the year ended December 31, 2021.
Adjusted EBITDA. Adjusted EBITDA is a key factor in how we assess the operating performance of our segments and develop regional growth strategies such as IBX data center expansion decisions. We define adjusted EBITDA as income or loss from operations excluding depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs and gain on asset sales. See "Non-GAAP Financial Measures" below for more information about adjusted EBITDA and a reconciliation of adjusted EBITDA to income or loss from operations. Our adjusted EBITDA for the years ended December 31, 2021 and 2020 was split among the following geographic regions (dollars in thousands):
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| Years Ended December 31, | $ Change | % Change | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | % | 2020 | % | Actual | Actual | Constant Currency | |||||||||||||||||
| Americas | $ | 1,326,460 | 42 | % | $ | 1,186,022 | 42 | % | $ | 140,438 | 12 | % | 12 | % | |||||||||
| EMEA | 1,033,333 | 33 | % | 974,246 | 34 | % | 59,087 | 6 | % | 5 | % | ||||||||||||
| Asia-Pacific | 784,591 | 25 | % | 692,630 | 24 | % | 91,961 | 13 | % | 11 | % | ||||||||||||
| Total | $ | 3,144,384 | 100 | % | $ | 2,852,898 | 100 | % | $ | 291,486 | 10 | % | 9 | % |
Americas Adjusted EBITDA. During the year ended December 31, 2021, Americas adjusted EBITDA increased by $140.4 million or 12% (and also 12% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity and organic growth as described above.
EMEA Adjusted EBITDA. During the year ended December 31, 2021, EMEA adjusted EBITDA increased by $59.1 million or 6% (5% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity and organic growth, as described above.
Asia-Pacific Adjusted EBITDA. During the year ended December 31, 2021, Asia-Pacific adjusted EBITDA increased by $92.0 million or 13% (11% on a constant currency basis), primarily due to higher revenues as a result of our IBX data center expansion activity and organic growth as described above.
Non-GAAP Financial Measures
We provide all information required in accordance with GAAP, but we believe that evaluating our ongoing operating results may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we use non-GAAP financial measures to evaluate our operations.
Non-GAAP financial measures are not a substitute for financial information prepared in accordance with GAAP. Non-GAAP financial measures should not be considered in isolation, but should be considered together with the most directly comparable GAAP financial measures and the reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures. We have presented such non-GAAP financial measures to provide investors with an additional tool to evaluate our results of operations in a manner that focuses on what management believes to be our core, ongoing business operations. We believe that the inclusion of these non-GAAP financial measures provides consistency and comparability with past reports and provides a better understanding of the overall performance of the business and ability to perform in subsequent periods. We believe that if we did not provide such non-GAAP financial information, investors would not have all the necessary data to analyze Equinix effectively.
Investors should note that the non-GAAP financial measures used by us may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as those of other companies. Investors should therefore exercise caution when comparing non-GAAP financial measures used by us to similarly titled non-GAAP financial measures of other companies.
Our primary non-GAAP financial measures, adjusted EBITDA and adjusted funds from operations ("AFFO"), exclude depreciation expense as these charges primarily relate to the initial construction costs of our IBX data centers and do not reflect our current or future cash spending levels to support our business. Our IBX data centers are long-lived assets and have an economic life greater than 10 years. The construction costs of an IBX data center do not recur with respect to such data center, although we may incur initial construction costs in future periods with respect to additional IBX data centers, and future capital expenditures remain minor relative to our initial investment. This is a trend we expect to continue. In addition, depreciation is also based on the estimated useful lives of our IBX data centers. These estimates could vary from actual performance of the asset, are based on historical costs incurred to build out our IBX data centers and are not indicative of current or expected future capital expenditures. Therefore, we exclude depreciation from our results of operations when evaluating our operations.
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In addition, in presenting adjusted EBITDA and AFFO, we exclude amortization expense related to acquired intangible assets. Amortization expense is significantly affected by the timing and magnitude of our acquisitions and these charges may vary in amount from period to period. We exclude amortization expense to facilitate a more meaningful evaluation of our current operating performance and comparisons to our prior periods. We exclude accretion expense, both as it relates to asset retirement obligations as well as accrued restructuring charge liabilities, as these expenses represent costs which we believe are not meaningful in evaluating our current operations. We exclude stock-based compensation expense, as it can vary significantly from period to period based on share price, the timing, size and nature of equity awards. As such, we, and many investors and analysts, exclude stock-based compensation expense to compare our results of operations with those of other companies. We also exclude restructuring charges. The restructuring charges relate to our decisions to exit leases for excess space adjacent to several of our IBX data centers, which we did not intend to build out, or our decision to reverse such restructuring charges. We also exclude impairment charges generally related to certain long-lived assets. The impairment charges are related to expense recognized whenever events or changes in circumstances indicate that the carrying amount of long-lived assets are not recoverable. We also exclude gain or loss on asset sales as it represents profit or loss that is not meaningful in evaluating the current or future operating performance. Finally, we exclude transaction costs from AFFO and adjusted EBITDA to allow more comparable comparisons of our financial results to our historical operations. The transaction costs relate to costs we incur in connection with business combinations and the formation of joint ventures, including advisory, legal, accounting, valuation, and other professional or consulting fees. Such charges generally are not relevant to assessing our long-term performance. In addition, the frequency and amount of such charges vary significantly based on the size and timing of the transactions. Management believes items such as restructuring charges, impairment charges, gain or loss on asset sales and transaction costs are non-core transactions; however, these types of costs may occur in future periods.
Adjusted EBITDA
The following table shows the reconciliation from income from operations to adjusted EBITDA (in thousands):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||
| Income from operations | $ | 1,108,162 | $ | 1,052,928 | $ | 1,169,631 | ||||
| Depreciation, amortization, and accretion expense | 1,660,524 | 1,427,010 | 1,285,296 | |||||||
| Stock-based compensation expense | 363,774 | 311,020 | 236,539 | |||||||
| Transaction costs | 22,769 | 55,935 | 24,781 | |||||||
| Impairment charges | — | 7,306 | 15,790 | |||||||
| Gain on asset sales | (10,845) | (1,301) | (44,310) | |||||||
| Adjusted EBITDA | $ | 3,144,384 | $ | 2,852,898 | $ | 2,687,727 |
Our adjusted EBITDA results have improved each year in total dollars due to our steady operating results, as discussed in "Results of Operations", as well as the nature of our business model consisting of a recurring revenue stream and a cost structure which has a large base that is fixed in nature, as also discussed in "Overview".
Funds from Operations ("FFO") and AFFO
We use FFO and AFFO, which are non-GAAP financial measures commonly used in the REIT industry. FFO is calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. FFO represents net income (loss), excluding gain (loss) from the disposition of real estate assets, depreciation and amortization on real estate assets and adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items.
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In presenting AFFO, we exclude certain items that we believe are not good indicators of our current or future operating performance. AFFO represents FFO excluding depreciation and amortization expense on non-real estate assets, accretion, stock-based compensation, restructuring charges, impairment charges, transaction costs, an installation revenue adjustment, a straight-line rent expense adjustment, a contract cost adjustment, amortization of deferred financing costs and debt discounts and premiums, gain (loss) on debt extinguishment, an income tax expense adjustment, recurring capital expenditures, net income (loss) from discontinued operations, net of tax, and adjustments from FFO to AFFO for unconsolidated joint ventures' and noncontrolling interests' share of these items. The adjustments for installation revenue, straight-line rent expense and contract costs are intended to isolate the cash activity included within the straight-lined or amortized results in the consolidated statement of operations. We exclude the amortization of deferred financing costs and debt discounts and premiums as these expenses relate to the initial costs incurred in connection with debt financings that have no current or future cash obligations. We exclude gain (loss) on debt extinguishment since it generally represents the write-off of initial costs incurred in connection with debt financings or a cost that is incurred to reduce future interest costs and is not a good indicator of our current or future operating performance. We include an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax positions and deferred taxes that do not relate to current period's operations. We deduct recurring capital expenditures, which represent expenditures to extend the useful life of its IBX data centers or other assets that are required to support current revenues. We also exclude net income (loss) from discontinued operations, net of tax, which represents results that may not recur and are not a good indicator of our current future operating performance.
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Our FFO and AFFO were as follows (in thousands):
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||
| Net income | $ | 499,728 | $ | 370,074 | $ | 507,245 | ||||
| Net gain (loss) attributable to non-controlling interests | 463 | (297) | 205 | |||||||
| Net income attributable to Equinix | 500,191 | 369,777 | 507,450 | |||||||
| Adjustments: | ||||||||||
| Real estate depreciation | 1,073,148 | 924,064 | 845,798 | |||||||
| (Gain) loss on disposition of real estate property | (6,439) | 4,063 | (39,337) | |||||||
| Adjustments for FFO from unconsolidated joint ventures | 6,097 | 2,726 | 645 | |||||||
| FFO | $ | 1,572,997 | $ | 1,300,630 | $ | 1,314,556 |
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||
| FFO | $ | 1,572,997 | $ | 1,300,630 | $ | 1,314,556 | ||||
| Adjustments: | ||||||||||
| Installation revenue adjustment | 27,928 | (125) | 11,031 | |||||||
| Straight-line rent expense | 9,677 | 10,787 | 8,167 | |||||||
| Contract cost adjustment | (63,064) | (35,675) | (40,861) | |||||||
| Amortization of deferred financing costs and debt discounts and premiums | 17,135 | 15,739 | 13,042 | |||||||
| Stock-based compensation expense | 363,774 | 311,020 | 236,539 | |||||||
| Non-real estate depreciation expense | 377,658 | 300,258 | 242,761 | |||||||
| Amortization expense | 205,484 | 199,047 | 196,278 | |||||||
| Accretion expense | 4,234 | 3,641 | 459 | |||||||
| Recurring capital expenditures | (199,089) | (160,637) | (186,002) | |||||||
| Loss on debt extinguishment | 115,125 | 145,804 | 52,825 | |||||||
| Transaction costs | 22,769 | 55,935 | 24,781 | |||||||
| Impairment charges(1) | 31,847 | 7,306 | 15,790 | |||||||
| Income tax expense (benefit) adjustment(1) | (38,505) | 33,220 | 39,676 | |||||||
| Adjustments for AFFO from unconsolidated joint ventures | 3,259 | 2,195 | 2,080 | |||||||
| AFFO | $ | 2,451,229 | $ | 2,189,145 | $ | 1,931,122 |
(1)Impairment charges for 2021 relate to the impairment of an indemnification asset in Q2 2021 resulting from the settlement of a pre-acquisition uncertain tax position, which was recorded as Other Income (Expense) on the Consolidated Statements of Operations. This impairment charge was offset by the recognition of tax benefits in the same amount, which was included within the Income tax expense (benefit) adjustment line on the table above.
Our AFFO results have improved due to the improved operating results discussed earlier in "Results of Operations," as well as due to the nature of our business model which consists of a recurring revenue stream and a cost structure which has a large base that is fixed in nature as discussed earlier in "Overview."
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Constant Currency Presentation
Our revenues and certain operating expenses (cost of revenues, sales and marketing and general and administrative expenses) from our international operations have represented and will continue to represent a significant portion of our total revenues and certain operating expenses. As a result, our revenues and certain operating expenses have been and will continue to be affected by changes in the U.S. dollar against major international currencies. During the year ended December 31, 2021 as compared to the same period in 2020, the U.S. dollar was stronger relative to the Brazilian real and Japanese yen, which resulted in an unfavorable foreign currency impact on revenue, operating income and adjusted EBITDA, and a favorable foreign currency impact on operating expenses. During the year ended December 31, 2021 as compared to the same period in 2020, the U.S. dollar was weaker relative to the Australian dollar, British Pound, Euro and Singapore dollar, which resulted in a favorable foreign currency impact on revenue, operating income and adjusted EBITDA, and an unfavorable foreign currency impact on operating expenses. In order to provide a framework for assessing how each of our business segments performed excluding the impact of foreign currency fluctuations, we present period-over-period percentage changes in our revenues and certain operating expenses on a constant currency basis in addition to the historical amounts as reported. Our constant currency presentation excludes the impact of our foreign currency cash flow hedging activities. Presenting constant currency results of operations is a non-GAAP financial measure and is not meant to be considered in isolation or as an alternative to GAAP results of operations. However, we have presented this non-GAAP financial measure to provide investors with an additional tool to evaluate our results of operations. To present this information, our current period revenues and certain operating expenses from entities reporting in currencies other than the U.S. dollar are converted into U.S. dollars at constant exchange rates rather than the actual exchange rates in effect during the respective periods (i.e. average rates in effect for the year ended December 31, 2020 are used as exchange rates for the year ended December 31, 2021 when comparing the year ended December 31, 2021 with the year ended December 31, 2020).
Liquidity and Capital Resources
Sources and Uses of Cash
Customer collections are our primary source of cash. We believe we have a strong customer base, and have continued to experience relatively strong collections. As of December 31, 2021, our principle sources of liquidity were $1.5 billion of cash, cash equivalents and short-term investments. In addition to our cash and investment portfolio, we had $1.9 billion of additional liquidity available to us from our $2.0 billion revolving facility and general access to both public and private debt and the equity capital markets. We also have additional liquidity available to us from our ATM program, under which we may offer and sell from time to time our common stock in "at the market" transactions. As of December 31, 2021, we had $1.0 billion available for sale under the 2020 ATM Program.
We believe we have sufficient cash, coupled with anticipated cash generated from operating activities and external financing sources, to meet our operating requirements, including repayment of the current portion of our debt as it becomes due, distribution of dividends and completion of our publicly-announced acquisitions, ordinary costs to operate the business, and expansion projects. We also believe that our financial resources will allow us to manage future possible impacts of the ongoing COVID-19 pandemic on our business operations for the foreseeable future, which could include reductions in revenue and delays in payments from customers and partners.
As we continue to grow, we may pursue additional expansion opportunities, primarily the build out of new IBX data centers, in certain of our existing markets which are at or near capacity within the next year, as well as potential acquisitions and joint ventures. If the opportunity to expand is greater than planned we may further increase the level of capital expenditure to support this growth as well as pursue additional business and real estate acquisitions or joint ventures provided that we have or can access sufficient funding to pursue such expansion opportunities. We may elect to access the equity or debt markets from time to time opportunistically, particularly if financing is available on attractive terms. We will continue to evaluate our operating requirements and financial resources in light of future developments, including those relating to the ongoing COVID-19 pandemic.
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Cash Flow
| Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | Change | ||||||||
| (in thousands) | ||||||||||
| Net cash provided by operating activities | $ | 2,547,206 | $ | 2,309,826 | $ | 237,380 | ||||
| Net cash used in investing activities | (3,006,738) | (3,426,972) | 420,234 | |||||||
| Net cash provided by financing activities | 413,765 | 815,526 | (401,761) |
Operating Activities
Our cash provided by our operations is generated by colocation, interconnection, managed infrastructure and other revenues. Our primary uses of cash from our operating activities include compensation and related costs, interest payments, other general corporate expenditures and taxes. Net cash provided by operating activities increased by $237.4 million during the year ended December 31, 2021 as compared to December 31, 2020, primarily driven by improved results of operations partially offset by increases in cash paid for costs and operating expenses.
Investing Activities
Net cash used in investing activities decreased by $420.2 million during the year ended December 31, 2021 as compared to December 31, 2020, primarily due to $1.0 billion less spent on business acquisitions, which consisted of the Bell, Packet and Axtel acquisitions in 2020 and the GPX acquisition in 2021 and a $20.2 million decrease in purchases of investments. This decrease was partially offset by a $469.0 million increase in capital expenditures as a result of our expansion activity, a $125.8 million decrease in the proceeds from the sale of assets to our Joint Ventures and a $25.3 million decrease in proceeds from the sale of investments.
Financing Activities
Net cash provided by financing activities decreased by $401.8 million for the year ended December 31, 2021 as compared to December 31, 2020, primarily driven by a decrease of $1.7 billion in proceeds from public offerings of common stock, a $750.8 million decrease in proceeds from the revolving credit facility and term loan facilities, a $553.0 million decrease in proceeds from senior notes, a $95.0 million increase in dividend distributions and a $50.3 million increase in repayments of finance lease liabilities. This decrease is partially offset by a $2.4 billion decrease in the repayment of senior notes, a $199.6 million increase in proceeds from the ATM program, a $112.5 million decrease in the repayment of mortgage and loans payable, a $17.1 million decrease in debt issuance costs, a $15.5 million increase in proceeds from employee awards and a $12.5 million decrease in debt extinguishment costs.
Material Cash Commitments
As of December 31, 2021, our principle commitments were primarily comprised of:
•approximately $11.1 billion of principal from our senior notes (gross of debt issuance cost and debt discount);
•approximately $2.7 billion of interest on mortgage payable, loans payable, senior notes and term loans, based on their respective interest rates and recognized over the life of these instruments, and the credit facility fee for the revolving credit facility;
•$620.0 million of principal from our term loans, mortgage and loans payable (gross of debt issuance cost, debt discount, plus mortgage premium);
•approximately $4.9 billion of total lease payments, which represents lease payments under finance and operating lease arrangements, including renewal options that are reasonably certain to be exercised;
•approximately $1.0 billion of unaccrued capital expenditure contractual commitments, primarily for IBX equipment not yet delivered and labor not yet provided in connection with the work necessary to complete construction and open IBX data center expansion projects prior to making them available to customers for installation, the majority of which is payable within the next 12 months; and
•approximately $1.3 billion of other non-capital purchase commitments, such as commitments to purchase power in select locations and other open purchase orders, which contractually bind us for goods, services
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or arrangements to be delivered or provided during 2022 and beyond, the majority of which is payable within the next two years.
We believe that our sources of liquidity, including our expected future operating cash flows, are sized to adequately meet both the near and long term material cash commitments for the foreseeable future. For further information on maturities of lease liabilities and debt instruments, see Notes 10 and 11, respectively, within the Consolidated Financial Statements.
Other Contractual Obligations
We have additional future equity contributions and commitments to the Joint Ventures with GIC that are in EMEA and APAC. For additional information, see the "Equity Method Investments" footnote within the Consolidated Financial Statements.
Additionally, we entered into lease agreements with various landlords primarily for data center spaces and ground leases which have not yet commenced as of December 31, 2021. For additional information, see “Maturities of Lease Liabilities” in Note 10 within the Consolidated Financial Statements.
Critical Accounting Policies and Estimates
Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. Management bases its assumptions, estimates and judgments on historical experience, current trends and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material.
Our significant accounting policies are discussed in Note 1 to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K. Management believes that the following accounting policies and estimates are the most critical to aid in fully understanding and evaluating our consolidated financial statements, and they require significant judgments, resulting from the need to make estimates about the effect of matters that are inherently uncertain:
• Accounting for income taxes;
• Accounting for business combinations;
• Accounting for impairment of goodwill and other intangible assets;
• Accounting for property, plant and equipment; and
• Accounting for leases.
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Income Taxes. Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, as well as tax attributes such as operating loss, capital loss and tax credit carryforwards on a taxing jurisdiction basis. We measure deferred tax assets and liabilities using enacted tax rates that will apply in the years in which we expect the temporary differences to be recovered or settled. The accounting standard for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not (defined by the accounting standard as a likelihood of more than 50%) that such assets will not be realized. A tax benefit from an uncertain income tax position may be recognized in the financial statements only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authority's widely understood administrative practices and precedents. We recognize interest and penalties related to unrecognized tax benefits within income tax benefit (expense) in the consolidated statements of operations. | The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns. Our accounting for deferred tax consequences represents our best estimate of those future tax consequences. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of that available evidence, it is more likely than not the deferred tax assets will not be realized, we record a valuation allowance. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. This assessment, which is completed on a taxing jurisdiction basis, takes into account a number of types of evidence, including the following: 1) the nature, frequency and severity of current and cumulative financial reporting losses, 2) sources of future taxable income, 3) taxable income in carryback years permitted by the tax law, and 4) tax planning strategies. In assessing the tax benefit from an uncertain income tax position, the tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that is greater than a 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For purposes of the quarterly REIT asset tests, we estimate the fair market value of assets within our QRSs and TRSs using a discounted cash flow approach, by calculating the present value of forecasted future cash flows. We apply discount rates based on industry benchmarks relative to the market and forecasting risks. Other significant assumptions used to estimate the fair market value of assets in QRSs and TRSs include projected revenue growth, projected operating margins and projected capital expenditure. We revisit significant assumptions periodically to reflect any changes due to business or economic environment. | As of December 31, 2021 and 2020, we had net total deferred tax liabilities of $280.5 million and $224.0 million, respectively. As of December 31, 2021 and 2020, we had a total valuation allowance of $100.7 million and $82.3 million, respectively. If and when we increase or reduce our valuation allowances, it may have an unfavorable or favorable impact, respectively, to our financial position and results of operations in the periods when such determinations are made. We will continue to assess the need for our valuation allowances, by jurisdiction, in the future. During the year ended December 31, 2021, we established full valuation allowances against the deferred tax assets of one of our Hong Kong legal entities as well as certain deferred tax assets acquired in India and Canada that are not expected to be realizable in the foreseeable future. During the year ended December 31, 2020, we provided full valuation allowances against certain deferred tax assets acquired in Canada and the Netherlands that are not expected to be realizable in the foreseeable future. As of December 31, 2021 and 2020, we had unrecognized tax benefits of $148.3 million and $207.8 million, respectively, exclusive of interest and penalties. During the year ended December 31, 2021, the unrecognized tax benefit decreased by $59.5 million primarily due to the settlements of various tax audits in the UK, Germany, and Australia, which was partially offset by the integrations in the EMEA region. During the year ended December 31, 2020, the unrecognized tax benefit increased by $34.1 million primarily due to integrations in the EMEA region, which was partially offset by the recognition of unrecognized tax benefits related to our tax positions in a few countries as a result of a lapse in statutes of limitations and the partial payment related to the UK integration. The unrecognized tax benefits of $148.3 million as of December 31, 2021, of which $3.4 million is subject to an indemnification agreement, if subsequently recognized, will affect our effective tax rate favorably at the time when such a benefit is recognized. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Business Combinations In accordance with the accounting standard for business combinations, we allocate the purchase price of an acquired business to its identifiable assets and liabilities based on estimated fair values. The excess of the purchase price over the fair value of the assets acquired and liabilities assumed, if any, is recorded as goodwill. We use all available information to estimate fair values. We typically engage outside appraisal firms to assist in determining the fair value of identifiable intangible assets such as customer contracts, leases and any other significant assets or liabilities and contingent consideration, as well as the estimated useful life of intangible assets. We adjust the preliminary purchase price allocation, as necessary, up to one year after the acquisition closing date if we obtain more information regarding asset valuations and liabilities assumed. | Our purchase price allocation methodology contains uncertainties because it requires assumptions and management's judgment to estimate the fair value of assets acquired and liabilities assumed at the acquisition date. Key judgments used to estimate the fair value of intangible assets include projected revenue growth and operating margins, discount rates, customer attrition rates, as well as the estimated useful life of intangible assets. Management estimates the fair value of assets and liabilities based upon quoted market prices, the carrying value of the acquired assets and widely accepted valuation techniques, including discounted cash flows and market multiple analyses. Our estimates are inherently uncertain and subject to refinement. Unanticipated events or circumstances may occur which could affect the accuracy of our fair value estimates, including assumptions regarding industry economic factors and business strategies. | During the last three years, we have completed a number of business combinations, including the acquisition of GPX in India in the third quarter of 2021, Bell Data Centers in Canada in the fourth quarter of 2020, Packet in March 2020, Axtel in Mexico in January 2020, and Switch Datacenters' AMS1 data center business in Amsterdam, Netherlands in April 2019. The purchase price allocation for these acquisitions has been finalized, except for the GPX India acquisition. As of December 31, 2021 and 2020, we had net intangible assets of $1.9 billion and $2.2 billion, respectively. We recorded amortization expense for intangible assets of $205.5 million, $199.0 million and $196.3 million for the years ended December 31, 2021, 2020 and 2019, respectively. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we used to complete the purchase price allocations and the fair value of assets acquired and liabilities assumed. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material, which would be recorded in our consolidated statements of operations in 2021 or beyond. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Impairment of Goodwill and Other Intangible Assets In accordance with the accounting standard for goodwill and other intangible assets, we perform goodwill and other intangible assets impairment reviews annually, or whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. We complete the annual goodwill impairment assessment for the Americas, EMEA and Asia-Pacific reporting units to determine if the fair values of the reporting units exceeded their carrying values. We perform a review of other intangible assets for impairment by assessing events or changes in circumstances that indicate the carrying amount of an asset may not be recoverable. | To perform annual goodwill impairment assessment, we elected to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. This analysis requires assumptions and estimates before performing the quantitative goodwill impairment test, where the assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. Additionally, we periodically review our assessment of our reporting units to determine if changes in facts and circumstances warrant changes to our conclusions. There were no specific factors present in 2021 or 2020 that indicated a potential goodwill impairment. We performed our annual review of other intangible assets by assessing if there were events or changes in circumstances indicating that the carrying amount of an asset may not be recoverable, such as a significant decrease in market price of an asset, a significant adverse change in the extent or manner in which an asset is being used, a significant adverse change in legal factors or business climate that could affect the value of an asset or a continuous deterioration of our financial condition. This assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. There were no specific events in 2021 or 2020 that indicated a potential impairment. | As of December 31, 2021, goodwill attributable to the Americas, the EMEA and the Asia-Pacific reporting units was $2.2 billion, $2.5 billion and $0.7 billion, respectively. Future events, changing market conditions and any changes in key assumptions may result in an impairment charge. While we have not recorded an impairment charge against our goodwill to date, the development of adverse business conditions in our Americas, EMEA or Asia-Pacific reporting units, such as higher than anticipated customer churn or significantly increased operating costs, or significant deterioration of our market comparables that we use in the market approach, could result in an impairment charge in future periods. The balance of our other intangible assets, net, for the year ended December 31, 2021 and 2020 was $1.9 billion and $2.2 billion, respectively. While we have not recorded an impairment charge against our other intangible assets to date, future events or changes in circumstances, such as a significant decrease in market price of an asset, a significant adverse change in the extent or manner in which an asset is being used, a significant adverse change in legal factors or business climate, may result in an impairment charge in future periods. Any potential impairment charge against our goodwill and other intangible assets would not exceed the amounts recorded on our consolidated balance sheets. |
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| Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
|---|---|---|
| Accounting for Property, Plant and Equipment We have a substantial amount of property, plant and equipment recorded on our consolidated balance sheet. The vast majority of our property, plant and equipment represent the costs incurred to build out or acquire our IBX data centers. Our IBX data centers are long-lived assets. We depreciate our property, plant and equipment using the straight-line method over the estimated useful lives of the respective assets (subject to the term of the lease in the case of leased assets or leasehold improvements and integral equipment located in leased properties). Accounting for property, plant and equipment includes determining the appropriate period in which to depreciate such assets, assessing such assets for potential impairment, capitalizing interest during periods of construction and assessing the asset retirement obligations required for certain leased properties that require us to return the leased properties back to their original condition at the time we decide to exit a leased property. | Judgments are required in arriving at the estimated useful life of an asset and changes to these estimates would have significant impact on our financial position and results of operations. When we lease a property for our IBX data centers, we generally enter into long-term arrangements with renewal options generally available to us. In the next several years, a number of leases for our IBX data centers will come up for renewal. As we start approaching the end of these initial lease terms, we will need to reassess the estimated useful lives of our property, plant and equipment. In addition, we may find that our estimates for the useful lives of non-leased assets may also need to be revised periodically. We periodically review the estimated useful lives of certain of our property, plant and equipment and changes in these estimates in the future are possible. The assessment of long-lived assets for impairment requires assumptions and estimates of undiscounted and discounted future cash flows. These assumptions and estimates require significant judgment and are inherently uncertain. | As of December 31, 2021 and 2020, we had property, plant and equipment of $15.4 billion and $14.5 billion, respectively. During the years ended December 31, 2021, 2020 and 2019, we recorded depreciation expense of $1.5 billion, $1.2 billion, and $1.1 billion, respectively. While we evaluated the appropriateness, we did not revise the estimated useful lives of our property, plant and equipment during the years ended December 31, 2021, 2020 and 2019. Further changes in our estimated useful lives of our property, plant and equipment could have a significant impact on our results of operations. |
| Accounting for Leases A significant portion of our data center spaces, office spaces and equipment are leased. Each time we enter into a new lease or lease amendments, we analyze each lease or lease amendment for the proper accounting, including determining if an arrangement is or contains a lease at inception and making assessment of the leased properties to determine if they are operating or finance leases. | Determination of accounting treatment, including the result of the lease classification test for each new lease or lease amendment, is dependent on a variety of judgments, such as identification of lease and non-lease components, allocation of total consideration between lease and non-lease components, determination of lease term, including assessing the likelihood of lease renewals, valuation of leased property, and establishing the incremental borrowing rate to calculate the present value of the minimum lease payment for the lease test. The judgments used in the accounting for leases are inherently subjective; different assumptions or estimates could result in different accounting treatment for a lease. | Lease assumptions and estimates are determined and applied at the inception of the leases or at the lease modification date. As of December 31, 2021 and 2020, operating right-of-use ("ROU") lease assets were at $1.3 billion and $1.5 billion, respectively, and operating lease liabilities were at $1.3 billion and $1.5 billion respectively . As of December 31, 2021 and 2020, finance ROU assets were $1.9 billion and $1.7 billion, respectively, and finance lease liabilities were $2.1 billion and $1.9 billion, respectively. For the years ended December 31, 2021, 2020 and 2019, we recorded the finance lease cost of $275.0 million, $233.9 million and $193.6 million , respectively, and recorded rent expense of approximately $221.8 million, $217.3 million and $219.0 million, respectively. |
Recent Accounting Pronouncements
See "Recent Accounting Pronouncements" in Note 1 within the Consolidated Financial Statements.
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