Item 1.01 Entry into a Material Definitive Agreement

Offering of Common Stock

On May 14, 2020, Equinix, Inc. ("Equinix") issued and sold 2,587,500 shares (the "Shares") of Equinix's common stock, par value $0.001 per share, pursuant to an underwriting agreement dated May 11, 2020 (the "Underwriting Agreement") between Equinix and Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, BofA Securities, Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as representatives of the several underwriters named in Schedule II thereto (the "Underwriters"). The Shares include the full exercise of the Underwriters' option to purchase an additional 337,500 shares pursuant to the Underwriting Agreement. The Shares were sold in a public offering pursuant to a Registration Statement on Form S-3 (File No. 333-221380) (the "Registration Statement") and a related prospectus and prospectus supplement, in each case filed with the Securities and Exchange Commission. Equinix received estimated net proceeds from the offering of approximately $1,684.1 million, after deducting underwriting discounts and commissions and before estimated offering expenses. A copy of the Underwriting Agreement is filed as Exhibit 1.1 hereto and is incorporated herein by reference.

A copy of the opinion of Davis Polk & Wardwell LLP relating to the validity of the Shares is filed as Exhibit 5.1 hereto and is incorporated by reference into the Registration Statement.

A copy of the opinion of Sullivan & Worcester LLP as to certain tax matters relating to the Shares is filed as Exhibit 8.1 hereto and is incorporated by reference into the Registration Statement.

Item 9.01. Financial Statements and Exhibits




(d) Exhibits

 Exhibit
   No.                                       Description

    1.1            Underwriting Agreement, dated May 11, 2020, between Equinix, Inc.
                 and Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, BofA
                 Securities, Inc., Citigroup Global Markets Inc. and J.P. Morgan
                 Securities LLC, as representatives of the several underwriters named
                 in Schedule II thereto

    5.1            Opinion of Davis Polk & Wardwell LLP

    8.1            Opinion of Sullivan & Worcester LLP as to certain tax matters

   23.1            Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1)

   23.2            Consent of Sullivan & Worcester LLP (included in Exhibit 8.1)

   104           Cover Page Interactive Data File - the cover page iXBRL tags are
                 embedded within the Inline XBRL document

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