"Today's announcement marks an important step on our path to becoming a REIT. The declaration of the special distribution aligns with our expectations that we will begin operating as a REIT on
The 2014 Special Distribution is payable on
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. The forward-looking statements involve risks and uncertainties. Actual results may differ materially from expectations discussed in such forward-looking statements. Although
- This press release states that
Equinixplans to pursue conversion to a REIT effective January 1, 2015. In fact, there are significant implementation and operational complexities to address before Equinixcan timely convert to a REIT, including obtaining a favorable private letter ruling from the Internal Revenue Service, which Equinixexpects to receive in 2014, obtaining approval from its Board of Directors, and completing other necessary conversion actions, including internal reorganizations and modifying accounting, information technology and real estate systems. Equinixcan provide no assurance that it will receive a favorable private letter ruling from the Internal Revenue Serviceor when its conversion to a REIT will be successful, if at all.
- This press release states that for
Equinixto be eligible to qualify for taxation as a REIT for federal income tax purposes effective for its taxable year commencing January 1, 2015, Equinixmust distribute, on or before December 31, 2015, the Pre-2015 Accumulated E&P. In fact, Equinixdoes not know when, if at all, it will elect REIT status, and it may not do so. Further, several conditions must be met in order to complete the conversion to a REIT, and the timing and outcome of many of these conditions are beyond Equinix'scontrol. Even if the transactions necessary to implement REIT conversion are effected, including the payment of the 2014 Special Distribution, the Board of Directors may decide not to elect REIT status, or to delay such election, if it determines in its sole discretion that it is not in the best interests of Equinixor its stockholders.
- This press release states that
Equinixexpects that the 2014 Special Distribution, plus the expected value of the deemed distribution on account of the 2014 Conversion Rate Adjustment, will distribute all of Equinix'sPre-2015 Accumulated E&P. It is possible that not all of Equinix'sPre-2015 Accumulated E&P will be distributed in 2014. If Equinix does not distribute all of its Pre-2015 Accumulated E&P, and thereafter Equinixsuccessfully converts to a REIT effective January 1, 2015, then Equinixwill have to distribute any remaining Pre-2015 Accumulated E&P by the end of its 2015 taxable year.
- This press release provides an estimated range of the sum of
Equinix'stotal Special Distributions together with the expected value of the deemed distributions associated with the Conversion Rate Adjustments. The aggregate amount of the 2014 Special Distribution is based on Equinix'sestimated and projected taxable income for its 2014 taxable year and its current business plans and performance, but its actual 2014 earnings and profits (and thus the actual Pre-2015 Accumulated E&P) will vary depending on, among other items, the timing of certain transactions, its actual taxable income and performance for 2014 and possible changes in legislation or tax rules and U.S. Internal Revenue Servicerevenue procedures relating to distributions of earnings and profits. In addition, with respect to the 2015 Special Distributions, Equinix'sestimate of extraordinary items of taxable income in 2015 may be incorrect. For these reasons and others, Equinix'sactual Special Distributions, and, consequently, the estimated range of the sum of the Special Distributions together with the expected value of the deemed distributions associated with the Conversion Rate Adjustments, may be materially different from its current estimates.
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Equinix Investor Relations: Katrina Rymill, +1-650-598-6583, email@example.com or Paul Thomas, +1-650-598-6442, firstname.lastname@example.org or Equinix Media: Liam Rose, +1-650-598-6590, email@example.com or Golin for Equinix, Inc.: Caroline Kawashima, +1-415-318-4367, firstname.lastname@example.org