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SEC Filings

10-Q
EQUINIX INC filed this Form 10-Q on 11/02/2018
Entire Document
 
EQUINIX, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
(Unaudited)

2018 (the "Metronode Acquisition"). Metronode operated 10 data centers in six metro areas in Australia. The acquisition supports the Company’s ongoing global expansion to meet customer demand in the Asia-Pacific region.
On April 2, 2018, the Company completed the acquisition of Infomart Dallas, including its operations and tenants, from ASB Real Estate Investments (the "Infomart Dallas Acquisition"), for total consideration of approximately $804.0 million. The consideration was comprised of approximately $45.8 million in cash, subject to customary adjustments, and $758.2 million aggregate fair value of 5.000% senior unsecured notes (see Note 8). Prior to the acquisition, a portion of the building was leased to the Company and was being used as its Dallas 1, 2, 3 and 6 data centers, which were all accounted for as build-to-suit leases. Upon acquisition, the Company effectively terminated the leases and settled the related financing obligations and other liabilities related to the leases for approximately $170.3 million and $1.9 million, respectively, and recognized a loss on debt extinguishment of $19.5 million. The acquisition of this highly interconnected facility and tenants adds to the Company’s global platform and secures the ability to further expand in the Americas market in the future.
Both acquisitions constitute a business under the accounting standard for business combinations and, therefore, were accounted for as business combinations using the acquisition method of accounting. Under the acquisition method of accounting, the total purchase price is allocated to the assets acquired and liabilities assumed measured at fair value on the date of acquisition.
A summary of the allocation of total purchase consideration is presented as follows (in thousands):
 
Metronode
 
Infomart Dallas
Cash and cash equivalents
$
3,206

 
$
17,432

Accounts receivable
8,318

 
637

Other current assets
9,894

 
395

Property, plant, and equipment
297,092

 
355,217

Intangible assets
128,229

 
61,233

Goodwill
373,585

 
208,799

Deferred tax assets
4,112

 

Other assets (1)
54,338

 

Total assets acquired
878,774

 
643,713

Accounts payable and accrued liabilities
(17,104
)
 
(5,056
)
Other current liabilities
(2,038
)
 
(2,141
)
Other liabilities (1)
(55,581
)
 
(4,724
)
Net assets acquired
$
804,051

 
$
631,792

(1)
In connection with the Metronode Acquisition, the Company recorded indemnification assets of $54.3 million, which represented the seller's obligation under the purchase agreement to reimburse pre-acquisition tax liabilities settled after the acquisition.
The following table presents certain information on the acquired intangible assets (in thousands):
Intangible Assets
 
Fair Value
 
Estimated Useful Lives (Years)
 
Weighted-average Estimated Useful Lives (Years)
Customer relationships (Metronode)
 
$
128,229

 
20.0
 
20.0
Customer relationships (Infomart Dallas)
 
31,195

 
20.0
 
20.0
In-place leases (Infomart Dallas)
 
19,959

 
3.6 - 7.5
 
6.8
Trade names (Infomart Dallas)
 
9,614

 
20.0
 
20.0
Favorable leases (Infomart Dallas)
 
465

 
3.6 - 7.5
 
7.0
The fair value of customer relationships was estimated by applying an income approach, by calculating the present value of estimated future operating cash flows generated from existing customers less costs to realize the revenue. The Company applied discount rates of 7.3% for Metronode and 8.0% for Infomart Dallas, which reflected the nature of the assets as they relate to the

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