Switch And Data Acquistion Overview
- 1. Equinix and Switch and Data NASDAQ: EQIX October 2009
- 2. Public Disclosure Statement Except for historical information, our presentation today contains forward-looking statements which include words such as “believe”, “anticipate” and “expect”. These forward-looking statements involve risks and uncertainties that may cause Equinix’s actual FORWARD results to differ materially from those expressed or implied by LOOKING these statements. Factors that may affect Equinix’s results are STATEMENTS summarized in our annual report on Form 10-K filed February 26, 2009, and quarterly report on Form 10-Q filed on July 29, 2009. Equinix assumes no obligation and does not intend to update forward-looking statements made in this presentation. 2
- 3. Equinix Announces Agreement to Acquire Switch and Data Definitive Agreement - Announced October 21, 2009 Transaction valued at approximately $689 million based on closing price of Equinix stock on October 20, 2009 Overall consideration paid by Equinix will be 80% Equinix stock and 20% cash Switch and Data stockholders will have the opportunity to elect to receive 0.19409 shares of Equinix stock or $19.06 for each share of Switch and Data stock, subject to pro-rata adjustment to achieve the 80/20 mix of stock and cash Expected to qualify as a tax-free exchange to Switch and Data’s stockholders with respect to the stock portion of the merger consideration – an amount of the cash portion of the merger consideration may be replaced by an equivalent amount of Equinix stock to the extent necessary to achieve this Switch and Data directors, executive officers, and certain significant Stockholders have agreed to vote 35% of Switch and Data’s outstanding shares in favor of the transaction The transaction is expected to close in the first quarter of 2010 subject to customary closing conditions, including the approval of Switch and Data’s stockholders and regulatory approvals 3
- 4. Business Drivers for Acquisition of Switch and Data INDUSTRY Leading market position in data center services A leading Global Provider with over 6M gross Sq Ft worldwide LEADERSHIP MARKET Favorable industry trends fueling increasing demand Adds 16 additional North American markets MOMENTUM High levels of network connectivity, operational reliability and SUSTAINABLE global capabilities DIFFERENTIATION Access to broader North American reach for latency-sensitive applications CUSTOMER Committed to our customers’ success FOCUS Expanded capacity and new markets DISCIPLINED Investing in our core business with measured and fully-funded expansion plan EXPANSION Stronger balance sheet for combined expansion capacity STOCKHOLDER Increased scale and potential synergies reduce operating costs VALUE Accretive to Equinix stand alone cash flow going forward 4
- 5. Data Center Hosting Services Landscape The North American datacenter market is highly fragmented, with over 350 companies providing Internet Data Center services North American Web Hosting Market, 2008-2012 (Millions of U.S. Dollars) Hi Cloud/Utility Business Value 8) Application Hosting • Growth in the North American Web Managed hosting market is supported by multiple, Infrastructure Hosting strong fundamental trends, including: • Utility computing (including virtualization) Colocation Low • The growth in Web content and applications Low Level of IT Hi Complexity Sources: Gartner Nov 2008 & Ovum 2009, 5
- 6. Sustainable Differentiation Equinix: Providing a Unique Ecosystem • With every major domestic and international network as a customer, Equinix acts like an “airport hub,” connecting businesses to the routes/carriers that lead most directly to the desired destination The Hub ofof the Internet The Hub the Internet Content Services Hub Content Services Hub Financial Services Hub Enterprise Computing Hub Interconnecting the largest array of Market leading ecosystem built Connecting providers and customers networks and content providers to deliver low latency services of cloud computing with the key network and content players 6
- 7. Market Momentum Industry Trends GLOBAL IP TRAFFIC US TRADING VOLUME (Petabytes per month) (Thousands of peak messages per second) 39% 1,600 50,000 G R: E CA 43,551 1,400 1,350 012 40,000 9E-2 1,200 200 32,489 1,000 30,000 24,019 800 20,000 16,195 600 10,803 410 10,000 6,658 400 4,234 253 200 125 26 60 0 2006 2007 2008 2009E 2010E 2011E 2012E -- 2004 2005 2006 2007 2008 2009E Source: Cisco Visual Networking Index – Forecast and Methodology, 2007–2012. Source: www.btradianz.com, www.marketdatapeaks.com. GLOBAL CONSUMER VIDEO TRAFFIC GLOBAL CLOUD SERVICES REVENUE (Petabytes per month) (Revenue, $ in Billions) % R: 28% : 50 CAG 12,000 $160.0 $150 GR E CA 013 9,681 E-2 10,000 012 E 2009 $114 9E-2 $120.0 8,000 200 6,767 $89 6,000 $80.0 $71 4,554 $56 4,000 $46 2,849 1,728 $40.0 2,000 797 299 0 -- 2006 2007 2008 2009E 2010E 2011E 2012E 2008 2009E 2010E 2011E 2012E 2013E Source: Cisco Visual Networking Index – Forecast and Methodology, 2007–2012. Source: Gartner (2009). 7
- 8. Our Customer Base Blue chip customer base that is diversified across our key business segments NETWORK CONTENT FINANCIAL ENTERPRISE GLOBAL RECURRING REVENUE CONTRIBUTION (1) 26% 17% 20% 37% (1) Q3 ’09 Global MRR billing (excluding Netherlands). 8
- 9. Switch and Data Unique Data Center Footprint Switch and Data Has 22 Markets & 34 Data Centers In North America Data Center Footprint Comparison Seattle Toronto Detroit Buffalo Chicago Boston Cleveland Pittsburgh Indianapolis New York Philadelphia Area Denver St. Louis Washington, D.C. Silicon Valley Nashville Dallas/Irving Atlanta Los Angeles Phoenix Switch and Data Equinix Tampa Miami Strategic Rationale Expansion Markets: Switch and Data provides a footprint in key new markets (Atlanta, Denver, Miami, Seattle, Toronto) • Performance: positions Equinix to meet the needs of key network & cloud providers • Growth: expands our growth/investment prospects Capacity: provides incremental inventory in key overlap markets that our sales engine can utilize Interconnection: strengthens our interconnection presence in key metros Scale: Equinix can achieve significant operational and financial synergies Sources: Wall Street research and press releases 9
- 10. Global Service Delivery Platform in the Right Markets Located where the Cable Systems Interconnect the World Connecting over 350+ Network Providers Around the Globe Equinix will have a presence in 9 of the Top 10 markets in North America and 13 of the top 20 Highest Capacity Internet Hubs in the World Sources: Telegeography & Equinix 10
- 11. Comparative Stats Equinix Switch and Data 2008 Revenues $704.7 million $171.5 million Markets 18 markets in 10 countries 22 markets in North America in US, EU and AP # Data Centers 45* 34** Gross Square Ft > 5.0 million 1.1 million Cabinet Capacity 58,200* ~13,000** Reported Utilization 81%* ~61%** # Customers 2,522* 979** Ticker/Market EQIX (NASDAQ) SDXC (NASDAQ) Corporate Foster City, CA Tampa, FL Headquarters URL www.equinix.com www.switchanddata.com Prominent Customer IBM, AT&T, Verizon, Akamai, Comcast, DirecTV, Names Google, Amazon, MSN, Limelight, Neuberger Berman, Sprint, Qwest NTT, Verisign * As announced by Equinix on Q3 results conference call on October 21, 2009; ** As announced by Switch and Data on Q2 results conference call on July 28, 2009 11
- 12. Important Information for Investors and Stockholders This communication may be deemed to be solicitation material in respect of the proposed transaction between Equinix and Switch and Data. In connection with the proposed transaction involving Equinix and Switch and Data, Equinix plans to file with the SEC a Registration Statement on Form S-4 containing a Proxy Statement/Prospectus and each of Equinix and Switch and Data plan to file with the SEC other documents regarding the proposed transaction. The definitive Proxy Statement/Prospectus will be mailed to stockholders of Switch and Data. SWITCH AND DATA STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Switch and Data stockholders will be able to obtain free copies of the Registration Statement and the Proxy Statement/Prospectus (when available) and other documents filed with the SEC by Equinix and Switch and Data through the website maintained by the SEC at www.sec.gov. In addition, Switch and Data stockholders will be able to obtain free copies of the Registration Statement and the Proxy Statement/Prospectus (when available) and other documents filed with the SEC from Equinix by directing a request to Equinix, Inc., 301 Velocity Way, Fifth Floor, Foster City, CA 94404, Attention: Investor Relations (telephone: 888-222-1162) or going to Equinix’s corporate website at www.equinix.com, or from Switch and Data by directing a request to Switch & Data Facilities Company, Inc., 1715 Westshore Boulevard, Suite 650, Tampa, FL 33607, Attention: Investor Relations (telephone: 866-797-2633) or going to Switch and Data’s corporate website at www.switchanddata.com. Equinix, Switch and Data and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Equinix’s directors and executive officers is contained in its annual proxy statement filed with the SEC on April 23, 2009. Information regarding Switch and Data’s directors and executive officers is contained in Switch and Data’s annual proxy statement filed with the SEC on April 6, 2009. Additional information regarding the interests of such potential participants will be included in the Proxy Statement/Prospectus and the other relevant documents filed with the SEC (when available). 12