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Stockholders' Equity | 9 Months Ended
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Sep. 30, 2022
Equity [Abstract] |
Stockholders' Equity | Stockholders' Equity Stockholders' Equity Rollforward The following tables provide a rollforward of our stockholders' equity for the three months ended September 30, 2022 and 2021 (in thousands, except share and per share data):
|  |  |  |  |  |  |  |  |  |  |  |  | AOCI (Loss) |  | Retained Earnings |  | Equinix Stockholders' Equity |  | Non-controlling Interests |  | Total Stockholders' Equity
| Common Stock |  | Treasury Stock |  | Additional Paid-in Capital |  | Accumulated Dividends |  |  |  |  |
| Shares |  | Amount |  | Shares |  | Amount |  |  |  |  |  |  |
Balance as of December 31, 2021 | 90,872,826 |  |  | $ | 91 |  |  | (301,420) |  |  | $ | (112,208) |  |  | $ | 15,984,597 |  |  | $ | (6,165,140) |  |  | $ | (1,085,751) |  |  | $ | 2,260,493 |  |  | $ | 10,882,082 |  |  | $ | (318) |  |  | $ | 10,881,764 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 147,453 |  |  | 147,453 |  |  | 240 |  |  | 147,693 |
Other comprehensive income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 32,837 |  |  | — |  |  | 32,837 |  |  | 3 |  |  | 32,840 |
Issuance of common stock and release of treasury stock for employee equity awards | 430,973 |  |  | — |  |  | 11,445 |  |  | 4,259 |  |  | 39,617 |  |  | — |  |  | — |  |  | — |  |  | 43,876 |  |  | — |  |  | 43,876 |
Dividend distribution on common stock, $3.10 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (282,031) |  |  | — |  |  | — |  |  | (282,031) |  |  | — |  |  | (282,031) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (497) |  |  | — |  |  | — |  |  | (497) |  |  | — |  |  | (497) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (2,045) |  |  | — |  |  | — |  |  | (2,045) |  |  | — |  |  | (2,045) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 121,210 |  |  | — |  |  | — |  |  | — |  |  | 121,210 |  |  | — |  |  | 121,210 |
Balance as of March 31, 2022 | 91,303,799 |  |  | 91 |  |  | (289,975) |  |  | (107,949) |  |  | 16,145,424 |  |  | (6,449,713) |  |  | (1,052,914) |  |  | 2,407,946 |  |  | 10,942,885 |  |  | (75) |  |  | 10,942,810 |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 216,322 |  |  | 216,322 |  |  | (80) |  |  | 216,242 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (365,842) |  |  | — |  |  | (365,842) |  |  | (35) |  |  | (365,877) |
Issuance of common stock and release of treasury stock | 36,682 |  |  | — |  |  | 24,609 |  |  | 9,157 |  |  | 4,882 |  |  | — |  |  | — |  |  | — |  |  | 14,039 |  |  | — |  |  | 14,039 |
Dividend distribution on common stock, $3.10 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (282,168) |  |  | — |  |  | — |  |  | (282,168) |  |  | — |  |  | (282,168) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (57) |  |  | — |  |  | — |  |  | (57) |  |  | — |  |  | (57) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (4,400) |  |  | — |  |  | — |  |  | (4,400) |  |  | — |  |  | (4,400) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 109,005 |  |  | — |  |  | — |  |  | — |  |  | 109,005 |  |  | — |  |  | 109,005 |
Balance as of June 30, 2022 | 91,340,481 |  |  | 91 |  |  | (265,366) |  |  | (98,792) |  |  | 16,259,311 |  |  | (6,736,338) |  |  | (1,418,756) |  |  | 2,624,268 |  |  | 10,629,784 |  |  | (190) |  |  | 10,629,594 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 211,807 |  |  | 211,807 |  |  | (68) |  |  | 211,739 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (337,161) |  |  | — |  |  | (337,161) |  |  | (28) |  |  | (337,189) |
Issuance of common stock and release of treasury stock | 285,176 |  |  | 1 |  |  | 15,982 |  |  | 5,947 |  |  | 31,719 |  |  | — |  |  | — |  |  | — |  |  | 37,667 |  |  | — |  |  | 37,667 |
Issuance of common stock under ATM Program | 1,160,706 |  |  | 1 |  |  | — |  |  | — |  |  | 796,018 |  |  | — |  |  | — |  |  | — |  |  | 796,019 |  |  | — |  |  | 796,019 |
|  |  |  |  |  |  |  |  |  |  |  |  | AOCI (Loss) |  | Retained Earnings |  | Equinix Stockholders' Equity |  | Non-controlling Interests |  | Total Stockholders' Equity
| Common Stock |  | Treasury Stock |  | Additional Paid-in Capital |  | Accumulated Dividends |  |  |  |  |
| Shares |  | Amount |  | Shares |  | Amount |  |  |  |  |  |  |
Dividend distribution on common stock, $3.10 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (286,136) |  |  | — |  |  | — |  |  | (286,136) |  |  | — |  |  | (286,136) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (327) |  |  | — |  |  | — |  |  | (327) |  |  | — |  |  | (327) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (4,031) |  |  | — |  |  | — |  |  | (4,031) |  |  | — |  |  | (4,031) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 106,757 |  |  | — |  |  | — |  |  | — |  |  | 106,757 |  |  | — |  |  | 106,757 |
Balance as of September 30, 2022 | 92,786,363 |  |  | $ | 93 |  |  | (249,384) |  |  | $ | (92,845) |  |  | $ | 17,193,805 |  |  | $ | (7,026,832) |  |  | $ | (1,755,917) |  |  | $ | 2,836,075 |  |  | $ | 11,154,379 |  |  | $ | (286) |  |  | $ | 11,154,093 |
|  |  |  |  |  |  |  |  | Additional Paid-in Capital |  | Accumulated Dividends |  | AOCI (Loss) |  | Retained Earnings |  | Equinix Stockholders' Equity |  | Non-controlling interests |  | Total Stockholders' Equity
| Common Stock |  | Treasury Stock |  |  |  |  |  |  |
| Shares |  | Amount |  | Shares |  | Amount |  |  |  |  |  |  |
Balance as of December 31, 2020 | 89,462,304 |  |  | $ | 89 |  |  | (328,052) |  |  | $ | (122,118) |  |  | $ | 15,028,357 |  |  | $ | (5,119,274) |  |  | $ | (913,368) |  |  | $ | 1,760,302 |  |  | $ | 10,633,988 |  |  | $ | 130 |  |  | $ | 10,634,118 |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 156,362 |  |  | 156,362 |  |  | (288) |  |  | 156,074 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (95,480) |  |  | — |  |  | (95,480) |  |  | (1) |  |  | (95,481) |
Issuance of common stock and release of treasury stock for employee equity awards | 428,618 |  |  | 1 |  |  | 11,640 |  |  | 4,332 |  |  | 35,701 |  |  | — |  |  | — |  |  | — |  |  | 40,034 |  |  | — |  |  | 40,034 |
Dividend distribution on common stock, $2.87 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (256,321) |  |  | — |  |  | — |  |  | (256,321) |  |  | — |  |  | (256,321) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (437) |  |  | — |  |  | — |  |  | (437) |  |  | — |  |  | (437) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (3,661) |  |  | — |  |  | — |  |  | (3,661) |  |  | — |  |  | (3,661) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 102,349 |  |  | — |  |  | — |  |  | — |  |  | 102,349 |  |  | — |  |  | 102,349 |
Balance as of March 31, 2021 | 89,890,922 |  |  | 90 |  |  | (316,412) |  |  | (117,786) |  |  | 15,166,407 |  |  | (5,379,693) |  |  | (1,008,848) |  |  | 1,916,664 |  |  | 10,576,834 |  |  | (159) |  |  | 10,576,675 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 68,339 |  |  | 68,339 |  |  | 148 |  |  | 68,487 |
Other comprehensive income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 67,734 |  |  | — |  |  | 67,734 |  |  | 11 |  |  | 67,745 |
Issuance of common stock and release of treasury stock for employee equity awards | 36,674 |  |  | — |  |  | 1,389 |  |  | 516 |  |  | (516) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Issuance of common stock under ATM Program | 137,604 |  |  | — |  |  | — |  |  | — |  |  | 99,599 |  |  | — |  |  | — |  |  | — |  |  | 99,599 |  |  | — |  |  | 99,599 |
Dividend distribution on common stock, $2.87 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (257,199) |  |  | — |  |  | — |  |  | (257,199) |  |  | — |  |  | (257,199) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (55) |  |  | — |  |  | — |  |  | (55) |  |  | — |  |  | (55) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (4,016) |  |  | — |  |  | — |  |  | (4,016) |  |  | — |  |  | (4,016) |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 95,236 |  |  | — |  |  | — |  |  | — |  |  | 95,236 |  |  | — |  |  | 95,236 |
Balance as of June 30, 2021 | 90,065,200 |  |  | 90 |  |  | (315,023) |  |  | (117,270) |  |  | 15,360,726 |  |  | (5,640,963) |  |  | (941,114) |  |  | 1,985,003 |  |  | 10,646,472 |  |  | — |  |  | 10,646,472 |
Net income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 152,216 |  |  | 152,216 |  |  | (190) |  |  | 152,026 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (100,647) |  |  | — |  |  | (100,647) |  |  | — |  |  | (100,647) |
Issuance of common stock and release of treasury stock for employee equity awards | 278,731 |  |  | — |  |  | 12,292 |  |  | 4,574 |  |  | 33,021 |  |  | — |  |  | — |  |  | — |  |  | 37,595 |  |  | — |  |  | 37,595 |
Dividend distribution on common stock, $2.87 per share | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (257,769) |  |  | — |  |  | — |  |  | (257,769) |  |  | — |  |  | (257,769) |
Settlement of accrued dividends on vested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (299) |  |  | — |  |  | — |  |  | (299) |  |  | — |  |  | (299) |
Accrued dividends on unvested equity awards | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (3,906) |  |  | — |  |  | — |  |  | (3,906) |  |  | — |  |  | (3,906) |
|  |  |  |  |  |  |  |  | Additional Paid-in Capital |  | Accumulated Dividends |  | AOCI (Loss) |  | Retained Earnings |  | Equinix Stockholders' Equity |  | Non-controlling interests |  | Total Stockholders' Equity
| Common Stock |  | Treasury Stock |  |  |  |  |  |  |
| Shares |  | Amount |  | Shares |  | Amount |  |  |  |  |  |  |
Stock-based compensation, net of estimated forfeitures | — |  |  | — |  |  | — |  |  | — |  |  | 95,101 |  |  | — |  |  | — |  |  | — |  |  | 95,101 |  |  | — |  |  | 95,101 |
Balance as of September 30, 2021 | 90,343,931 |  |  | $ | 90 |  |  | (302,731) |  |  | $ | (112,696) |  |  | $ | 15,488,848 |  |  | $ | (5,902,937) |  |  | $ | (1,041,761) |  |  | $ | 2,137,219 |  |  | $ | 10,568,763 |  |  | $ | (190) |  |  | $ | 10,568,573 |
Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss, net of tax, by components are as follows (in thousands):
| Balance as of December 31, 2021 |  | Net Change |  |  |  | Balance as of September 30, 2022
Foreign currency translation adjustment ("CTA") loss | $ | (1,068,399) |  |  | $ | (1,566,542) |  |  |  |  | $ | (2,634,941) |
Unrealized gain (loss) on cash flow hedges (1) | (6,590) |  |  | 90,774 |  |  |  |  | 84,184 |
Net investment hedge CTA gain (loss) (1) | (9,952) |  |  | 805,661 |  |  |  |  | 795,709 |
Net actuarial loss on defined benefit plans (2) | (810) |  |  | (59) |  |  |  |  | (869) |
Accumulated other comprehensive loss attributable to Equinix | $ | (1,085,751) |  |  | $ | (670,166) |  |  |  |  | $ | (1,755,917) |
(1)Refer to Note 7 for a discussion of the amounts reclassified from accumulated other comprehensive loss to net income. (2)We have two defined benefit pension plans covering all employees in two countries where such plan is mandated by law. Changes in foreign currencies can have a significant impact to our condensed consolidated balance sheets (as evidenced above in our foreign currency translation loss), as well as our condensed consolidated results of operations, as amounts in foreign currencies are generally translated into more U.S. Dollars when the U.S. Dollar weakens or fewer U.S. Dollars when the U.S. Dollar strengthens. As of September 30, 2022, the U.S. Dollar was generally stronger relative to certain of the currencies of the foreign countries in which we operate as compared to December 31, 2021. Because of this, the U.S. Dollar had an overall unfavorable impact on our condensed consolidated financial position because the foreign denominations translated into fewer U.S. Dollars as evidenced by an increase in foreign currency translation loss for the nine months ended September 30, 2022 as reflected in the condensed consolidated statements of comprehensive income (loss). The volatility of the U.S. Dollar as compared to the other currencies in which we operate could have a significant impact on our condensed consolidated financial position and results of operations including the amount of revenue that we report in future periods. Common Stock In October 2020, we established an ATM program, under which we may, from time to time, offer and sell our common stock to or through sales agents in "at the market" transactions (the "2020 ATM Program"). In February 2022, we entered into a forward sale amendment to the 2020 ATM Program, under which we may, from time to time, offer and sell shares under the equity distribution agreement pursuant to forward sale transactions (the "Equity Forward Amendment"). Under the 2020 ATM Program and Equity Forward Amendment we may, from time to time, offer and sell our common stock to or through sales agents up to an aggregate amount of $1.5 billion. The forward sale agreements provide three settlement alternatives to us: physical settlement, cash settlement or net share settlement. In accordance with ASC 815, the forward sale agreements are classified as equity for balance sheet purposes. During the three months ended September 30, 2022, we did not execute any forward sale agreements. During the nine months ended September 30, 2022, we executed five forward sale agreements to sell 579,873 shares of our common stock with maturity dates ranging from March 2023 to June 2023. On August 3, 2022, we physically settled all forward sale shares 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. For the three and nine months ended September 30, 2022, we sold an additional 580,833 shares under the 2020 ATM Program, excluding the settled forward sale transactions noted above, for approximately $403.6 million, net of payment of commissions to sales agents and other offering expenses. For the three months ended September 30, 2021, we did not sell any shares under the 2020 ATM Program. For the nine months ended September 30, 2021, we sold 137,604 shares under the 2020 ATM Program, for approximately $99.6 million, net of payment of commissions to sales agents and other offering expenses. As of September 30, 2022, we had approximately $200.0 million of common stock available for sale under the 2020 ATM Program. Stock-Based Compensation For the nine months ended September 30, 2022, the Talent, Culture and Compensation Committee and/or the Stock Award Committee of our Board of Directors, as the case may be, granted an aggregate of 856,959 restricted stock units ("RSUs") to certain employees, including executive officers. These equity awards are subject to vesting provisions and have a weighted-average grant date fair value of $661.64 per share and a weighted-average requisite service period of 3.52 years. The valuation of RSUs with only a service condition or a service and performance condition require no significant assumptions as the fair value for these types of equity awards is based solely on the fair value of our stock price on the date of grant. We use revenues, adjusted funds from operations ("AFFO") per share and digital services revenues as the performance measurements in the RSUs with both service and performance conditions that were granted in the nine months ended September 30, 2022. We use a Monte Carlo simulation option-pricing model to determine the fair value of RSUs with a service and market condition. We used total shareholder return ("TSR") as the performance measurement in the RSUs with a service and market condition that were granted in the nine months ended September 30, 2022. There were no significant changes in the assumptions used to determine the fair value of RSUs with a service and market condition that were granted in 2022 compared to the prior year. The following table presents, by operating expense category, our stock-based compensation expense recognized in our condensed consolidated statements of operations (in thousands):
| Three Months Ended September 30, |  | Nine Months Ended September 30,
| 2022 |  | 2021 |  | 2022 |  | 2021
Cost of revenues | $ | 10,732 |  |  | $ | 9,713 |  |  | $ | 33,053 |  |  | $ | 28,188 |
Sales and marketing | 22,507 |  |  | 20,565 |  |  | 65,862 |  |  | 59,047 |
General and administrative | 68,591 |  |  | 64,432 |  |  | 197,549 |  |  | 180,160 |
Total | $ | 101,830 |  |  | $ | 94,710 |  |  | $ | 296,464 |  |  | $ | 267,395 |

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