Equinix (EQIX) sells C$1.25B in guaranteed Canadian senior notes

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Equinix, Inc. reports that its indirect subsidiary, Equinix Canada Financing Ltd, has issued C$650,000,000 of 3.950% Senior Notes due 2030 and C$600,000,000 of 4.750% Senior Notes due 2035, all fully and unconditionally guaranteed by Equinix.

The 2030 notes mature on May 15, 2030, and the 2035 notes mature on May 15, 2035, with interest on both series paid semi-annually each May 15 and November 15, starting November 15, 2026. Both note series are redeemable at the issuer’s option, with make-whole call provisions prior to their respective par call dates and 100% of principal plus interest thereafter.

Upon a change of control triggering event, Equinix Canada Financing Ltd must offer to repurchase each series of notes at 101% of principal plus accrued interest. The notes rank as unsecured senior obligations of the issuer and the guarantees rank equally with Equinix’s other unsecured, unsubordinated debt, subject to structural and security-related subordination described in the indentures.

Insights

Equinix adds C$1.25B in unsecured senior notes with standard covenants.

Equinix Canada Financing Ltd issued C$650,000,000 of 3.950% notes due 2030 and C$600,000,000 of 4.750% notes due 2035, guaranteed by Equinix, Inc.. Both series are unsecured senior obligations with semi-annual interest payments.

The notes feature make-whole redemptions before the 2030 and 2035 par call dates, using Government of Canada Yield plus 21.5% and 31% basis-point spreads, respectively. Change-of-control protection at 101% of principal plus interest is included for both series, aligning with typical investment-grade terms.

Indenture covenants limit liens, certain asset sales, mergers, and sale-leaseback transactions, with customary events of default that can accelerate principal and interest. Overall, this looks like a sizable but conventional Canadian-dollar senior note issuance, with detailed structural subordination and guarantee terms set out in the base and supplemental indentures.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

2030 notes principal: C$650,000,000 2035 notes principal: C$600,000,000 2030 coupon: 3.950% per annum +4 more

7 metrics

2030 notes principal C$650,000,000 Aggregate principal amount of 3.950% Senior Notes due 2030

2035 notes principal C$600,000,000 Aggregate principal amount of 4.750% Senior Notes due 2035

2030 coupon 3.950% per annum Interest rate on Senior Notes due 2030

2035 coupon 4.750% per annum Interest rate on Senior Notes due 2035

2030 par call spread 21.5 basis points Spread over Government of Canada Yield for make-whole call to April 15, 2030

2035 par call spread 31 basis points Spread over Government of Canada Yield for make-whole call to February 15, 2035

Change-of-control price 101% of principal Repurchase price upon change of control triggering event, plus accrued interest

Key Terms

Senior Notes, Indenture, Supplemental Indenture, Government of Canada Yield, +2 more

6 terms

Senior Notes financial

"C$650,000,000 aggregate principal amount of its 3.950% Senior Notes due 2030"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

Indenture regulatory

"The Securities were issued pursuant to an indenture dated November 24, 2025"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

Supplemental Indenture regulatory

"as supplemented by the Second Supplemental Indenture dated May 7, 2026"

A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.

Government of Canada Yield financial

"equal to the Government of Canada Yield (as defined in the Second Supplemental Indenture)"

change of control triggering event financial

"Upon a change of control triggering event, as defined in the Indentures"

A change of control triggering event is a corporate transaction or shift—such as a merger, sale of a majority of shares, or a new party gaining board control—that automatically activates specific contractual rights or penalties. Investors care because these triggers can accelerate debt repayment, alter executive compensation, terminate agreements, or prompt buyouts, and those outcomes can materially affect a company’s value, cash flow and stock price like a sudden change in who runs or owns a household.

sale and leaseback transactions financial

"limitations on: (i) liens; (ii) certain asset sales and mergers and consolidations; and (iii) sale and leaseback transactions"

Understanding 8-K Material Events →

05/07/2026 - 04:18 PM

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 7, 2026

EQUINIX, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or other jurisdiction
of incorporation)

001-40205

(Commission File Number)

77-0487526

(IRS Employer
Identification No.)

One Lagoon Drive Redwood City, California		94065
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (650) 598-6000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001	EQIX	The Nasdaq Stock Market LLC
0.250% Senior Notes due 2027	N/A	The Nasdaq Stock Market LLC
3.250% Senior Notes due 2029	N/A	The Nasdaq Stock Market LLC
3.250% Senior Notes due 2031	N/A	The Nasdaq Stock Market LLC
1.000% Senior Notes due 2033	N/A	The Nasdaq Stock Market LLC
3.650% Senior Notes due 2033	N/A	The Nasdaq Stock Market LLC
4.000% Senior Notes due 2034	N/A	The Nasdaq Stock Market LLC
3.625% Senior Notes due 2034	N/A	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01 Other Events

Issuance of C$650,000,000 Senior Notes due 2030 and C$600,000,000 Senior Notes due 2035

On May 7, 2026, Equinix Canada Financing Ltd (the “Issuer”), an Ontario corporation and an indirect, wholly-owned subsidiary of Equinix, Inc. (the “Guarantor”), a Delaware corporation, issued and sold C$650,000,000 aggregate principal amount of its 3.950% Senior Notes due 2030 (the “2030 Notes”) and C$600,000,000 aggregate principal amount of its 4.750% Senior Notes due 2035 (the “2035 Notes”, and together with the 2030 Notes, the “Notes”), in each case, fully and unconditionally guaranteed by the Guarantor (the “Guarantees”, together with the Notes, the “Securities”), pursuant to an underwriting agreement dated April 30, 2026 (the “Underwriting Agreement”) among the Issuer, the Guarantor and the several underwriters named in Schedule II thereto.

The Securities were issued pursuant to an indenture dated November 24, 2025 (the “Base Indenture”) by and among the Issuer, the Guarantor and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as supplemented by the Second Supplemental Indenture dated May 7, 2026 (the “Second Supplemental Indenture” and, together with the Base Indenture, the “2030 Notes Indenture”) with respect to the 2030 Notes and the Third Supplemental Indenture dated May 7, 2026 (the “Third Supplemental Indenture” and, together with the Base Indenture, the “2035 Notes Indenture”)(the Second Supplemental Indenture together with the Third Supplemental Indenture, the “Supplemental Indentures”)(the 2030 Notes Indenture together with the 2035 Notes Indenture, the “Indentures”) with respect to the 2035 Notes, in each case, by and among the Issuer, the Guarantor and the Trustee.

The Securities were offered pursuant to a Post-Effective Amendment No. 3 to the Registration Statement on Form S-3 (No. 333-275203), which became effective upon filing with the Securities and Exchange Commission on February 13, 2026, including the prospectus contained therein dated February 13, 2026, a preliminary prospectus supplement dated April 30, 2026, and a final prospectus supplement dated April 30, 2026.

The 2030 Notes will bear interest at the rate of 3.950% per annum and will mature on May 15, 2030. Interest on the 2030 Notes is payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2026.

The 2035 Notes will bear interest at the rate of 4.750% per annum and will mature on May 15, 2035. Interest on the 2035 Notes is payable semi-annually on May 15 and November 15 of each year, beginning on November 15, 2026.

Prior to April 15, 2030 (the “2030 Par Call Date”), the Issuer may redeem the 2030 Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (i) 100% of the aggregate principal amount of the 2030 Notes to be redeemed, and (ii) a price for the 2030 Notes being redeemed, calculated on the business day preceding the date on which the Issuer issues the notice of redemption pursuant to the 2030 Notes Indenture and in accordance with generally accepted Canadian financial practice, to provide a yield to the 2030 Par Call Date equal to the Government of Canada Yield (as defined in the Second Supplemental Indenture) plus 21.5 basis points, plus, in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date.

On or after the 2030 Par Call Date, the Issuer may redeem the 2030 Notes, at its option, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the aggregate principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date.

Prior to February 15, 2035 (the “2035 Par Call Date”), the Issuer may redeem the 2035 Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (i) 100% of the aggregate principal amount of the 2035 Notes to be redeemed, and (ii) a price for the 2035 Notes being redeemed, calculated on the business day preceding the date on which the Issuer issues the notice of redemption pursuant to the 2035 Notes Indenture and in accordance with generally accepted Canadian financial practice, to provide a yield to the 2035 Par Call Date equal to the Government of Canada Yield (as defined in the Third Supplemental Indenture) plus 31 basis points, plus, in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date.

On or after the 2035 Par Call Date, the Issuer may redeem the 2035 Notes, at its option, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the aggregate principal amount of the 2035 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date.

Upon a change of control triggering event, as defined in the Indentures, the Issuer will be required to make an offer to purchase each series of Notes at a purchase price equal to 101% of the principal amount of such series of Notes on the date of purchase, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase.

The Notes are fully and unconditionally guaranteed on an unsecured basis by the Guarantor. The Notes are the Issuer’s unsecured senior obligations and rank equally in right of payment to any of the Issuer’s existing and future unsecured and unsubordinated indebtedness and are structurally subordinated to any of the liabilities of the Issuer’s subsidiaries, if any. In addition, the Guarantor’s obligations under the Guarantees rank equally with all of its other unsecured and unsubordinated indebtedness and are effectively subordinated to all of the existing and future secured indebtedness of the Guarantor and structurally subordinated to all of the existing and future indebtedness and liabilities of other subsidiaries of the Guarantor.

The Indentures contain restrictive covenants relating to limitations on: (i) liens; (ii) certain asset sales and mergers and consolidations; and (iii) sale and leaseback transactions, subject, in each case, to certain exceptions.

The Indentures contain customary terms that upon certain events of default occurring and continuing, either the Trustee or the holders of not less than 25% in aggregate principal amount of the applicable series of Notes then outstanding may declare the principal of such series of Notes and any accrued and unpaid interest through the date of such declaration immediately due and payable. In the case of certain events of bankruptcy or insolvency relating to the Issuer, the Guarantor, or any of its Material Subsidiaries (as defined in the Supplemental Indentures), the principal amount of each series of Notes together with any accrued and unpaid interest through the occurrence of such event shall automatically become and be immediately due and payable.

The above descriptions of the Indentures and the Securities are qualified in their entirety by reference to the Base Indenture and the Supplemental Indentures. A copy of the Base Indenture, the Supplemental Indentures, and the forms of the Notes are filed as Exhibits 4.1, 4.2, 4.3, 4.4 and 4.5 to this Current Report on Form 8-K.

Copies of the opinions of Davis Polk & Wardwell LLP and Blake, Cassels & Graydon LLP relating to the validity of the Notes are incorporated by reference into the Registration Statement and are attached to this Current Report on Form 8-K as Exhibit 5.1 and 5.2.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description

1.1*		Underwriting Agreement, dated April 30, 2026 among Equinix Canada Financing Ltd, as issuer, Equinix, Inc., as guarantor, and Merrill Lynch Canada Inc., RBC Dominion Securities Inc., Scotia Capital Inc., and TD Securities Inc. as representatives of the several underwriters named in Schedule II thereto

4.1		Indenture, dated as of November 24, 2025, among Equinix Canada Financing Ltd, as issuer, Equinix, Inc., as guarantor, and U.S. Bank Trust Company, National Association, as trustee

4.2*		Second Supplemental Indenture, dated as of May 7, 2026, among Equinix Canada Financing Ltd, as issuer, Equinix, Inc., as guarantor, and U.S. Bank Trust Company, National Association, as trustee

4.3*		Third Supplemental Indenture, dated as of May 7, 2026, among Equinix Canada Financing Ltd, as issuer, Equinix, Inc., as guarantor, and U.S. Bank Trust Company, National Association, as trustee

4.4*		Form of 3.950% Senior Note due 2030 (included in Exhibit 4.2)

4.5*		Form of 4.750% Senior Note due 2035 (included in Exhibit 4.3)

5.1*		Opinion of Davis Polk & Wardwell LLP

5.2*		Opinion of Blake, Cassels & Graydon LLP

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

23.2*		Consent of Blake, Cassels & Graydon LLP (included in Exhibit 5.2)

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

* Filed herewith

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	EQUINIX, INC.


	By:	/s/ Olivier Leonetti
	Name:	Olivier Leonetti
	Title:	Chief Financial Officer

Date: May 7, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What new debt did Equinix (EQIX) issue in this filing?

Equinix’s Canadian subsidiary issued C$650,000,000 of 3.950% Senior Notes due 2030 and C$600,000,000 of 4.750% Senior Notes due 2035, all fully and unconditionally guaranteed by Equinix, Inc., under existing shelf registration documents and related supplemental indentures.

What are the interest rates and maturities of Equinix (EQIX) 2030 and 2035 notes?

The 2030 notes carry a 3.950% annual interest rate and mature on May 15, 2030. The 2035 notes carry a 4.750% annual interest rate and mature on May 15, 2035. Interest on both series is paid semi-annually starting November 15, 2026.

When can Equinix (EQIX) redeem the new 2030 and 2035 senior notes?

Before their par call dates, the issuer may redeem the notes at a make-whole price based on Government of Canada Yield plus a spread. After April 15, 2030 for the 2030 notes and February 15, 2035 for the 2035 notes, they are redeemable at 100% of principal plus accrued interest.

How are the new Equinix (EQIX) notes ranked and guaranteed?

The notes are unsecured senior obligations of Equinix Canada Financing Ltd and rank equally with its other unsecured, unsubordinated debt. Equinix, Inc. provides full, unconditional guarantees that rank equally with its other unsecured, unsubordinated obligations, but remain structurally subordinated to subsidiary liabilities and effectively subordinated to secured debt.

What happens to Equinix (EQIX) notes if there is a change of control?

If a change of control triggering event occurs, the issuer must offer to purchase each series of notes at 101% of the principal amount plus accrued and unpaid interest to the purchase date, giving noteholders a defined exit right under specified control-change circumstances.

What key covenants and default provisions apply to Equinix (EQIX) new notes?

The indentures restrict liens, certain asset sales, mergers, consolidations, and sale-leaseback transactions, subject to exceptions. They also include customary events of default, after which the trustee or holders of at least 25% of a series may accelerate principal and interest, with automatic acceleration upon certain bankruptcy or insolvency events.

Filing Exhibits & Attachments

9 documents

Equinix (EQIX) sells C$1.25B in guaranteed Canadian senior notes

Rhea-AI Filing Summary

Positive

Negative