Equinix Increases Terms for Acquisition of IXEurope; Investors Agree to Hard Irrevocable Terms
19 July 2007 - 4:11PM
Business Wire
Equinix, Inc. (Nasdaq:EQIX), the leading provider of
network-neutral data centers and Internet exchange services, and
IXEurope Plc (�IXEurope�) (AIM:IXE), a provider of colocation
services in Europe, announced today that the boards of its
subsidiary, Equinix UK Limited (Equinix UK), and IXEurope have
reached agreement on improved terms for the acquisition of all of
the outstanding shares of IXEurope for 140 pence per share. In
exchange, Equinix UK has now received hard irrevocable undertakings
from the IXEurope directors and from shareholders who together hold
approximately 67 percent of the existing issued ordinary share
capital of IXEurope to vote in favor of the resolutions to approve
the acquisition. �The announcement of our intention to acquire
IXEurope three weeks ago created additional interest in the company
and an unsolicited approach from another company,� said Steve
Smith, CEO of Equinix. �The acquisition of IXEurope by Equinix will
solidify Equinix�s position as the world�s market leading
colocation provider with high-quality data centers across the
United States, Asia-Pacific and Europe and is strategic to our
growth. This announcement today secures our acquisition plan at a
fair and equitable price.� �We believe that Equinix�s offer is a
good deal for IXEurope shareholders,� said Guy Willner, CEO of
IXEurope. �The directors of IXEurope have unanimously agreed to
recommend that IXEurope shareholders vote in favor of it.� Equinix
intends to integrate IXEurope�s network-neutral data center
business and operations under the Equinix brand. IXEurope�s
business includes 14 data centers comprising more than 380,000
square feet of net sellable space throughout Europe, including
centers in Dusseldorf, Frankfurt, Geneva, London, Munich, Paris and
Zurich. The company�s more than 450 enterprise and Internet
customers include Avis Europe, Citigroup, Deutsche Boerse, Merrill
Lynch, Rackspace and SurfControl. Equinix is targeting completion
of the transaction in mid-September 2007. The closing and its
timing are subject to the approval of IXEurope�s stockholders and
the UK courts as well as satisfaction or waiver of other closing
conditions. It is still intended that the acquisition be
implemented by means of a scheme of arrangement, although Equinix
UK still reserves the right to implement the acquisition by way of
a takeover offer directly to IXEurope shareholders. Under the terms
of the revised announcement, IXEurope shareholders will receive 140
pence in cash for each IXEurope share held at the Scheme Record
Time, valuing the share capital of IXEurope, on a fully diluted
basis, at approximately �270.1 million or $555.0 million plus the
assumption of debt. The additional $73.0 million over the original
price of $482.0 million is comprised of $58.0 million for the 12.0
percent premium over the initial offer by Equinix of 125 pence per
share on June 27, 2007 and $15.0 million of currency fluctuation
which has been partially offset by hedging activities. About
Equinix Equinix is the leading global provider of network-neutral
data centers and Internet exchange services for enterprises,
content companies, systems integrators and network services
providers. Through the company�s Internet Business Exchange� (IBX�)
centers in 10 markets in the U.S. and Asia, customers can directly
interconnect with every major global network and ISP for their
critical peering, transit and traffic exchange requirements. These
interconnection points facilitate the highest performance and
growth of the Internet by serving as neutral and open marketplaces
for Internet infrastructure services, allowing customers to expand
their businesses while reducing costs. About IXEurope IXEurope is
one of Europe�s fastest growing providers of data center services.
Its principal activities include primary data center services,
connectivity services and business continuity solutions. IXEurope
works with enterprise and Internet customers to provide resilient
data center infrastructure to house their IT systems far more
cost-effectively than through in-house provision. The benefits
include optimized IT performance, improved systems availability and
reduced corporate risk through improved regulatory compliance. By
continually focusing on quality, IXEurope also gives clients
exceptional service levels and on-site access to a high level of
technical expertise. With award winning data center facilities in
key European cities, broad technology expertise and a proven track
record, IXEurope provides solutions that give customers the
confidence that their operations are protected. The Company is ISO
9001:2000 certified and has over 450 customers in the enterprise,
Internet and networking markets including Merrill Lynch, Deutsche
Boerse, Citigroup, Rackspace and SurfControl. IXEurope is listed on
the London Stock Exchange Alternative Investment Market. This press
release contains forward-looking statements that involve risks and
uncertainties. Actual results may differ materially from
expectations discussed in such forward-looking statements. Factors
that might cause such differences include, but are not limited to,
the challenges of acquiring, operating and constructing IBX centers
and developing, deploying and delivering Equinix services;
unanticipated costs or difficulties relating to the integration of
IXEurope into Equinix; a failure to receive significant revenue
from customers in recently built out data centers; failure to
complete any financing arrangements contemplated from time to time;
competition from existing and new competitors; the ability to
generate sufficient cash flow or otherwise obtain funds to repay
new or outstanding indebtedness; the loss or decline in business
from our key customers; the results of any litigation relating to
past stock option grants and practices; and other risks described
from time to time in Equinix's filings with the Securities and
Exchange Commission. In particular, see Equinix's recent quarterly
and annual reports filed with the Securities and Exchange
Commission, copies of which are available upon request from
Equinix. Equinix does not assume any obligation to update the
forward-looking information contained in this press release.
Equinix and IBX are registered trademarks of Equinix, Inc. Internet
Business Exchange is a trademark of Equinix, Inc.
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