Management's explanation of the reported results — what drove revenue, margins, and cash flow — from the annual 10-K filing (Item 7, MD&A).
The text below is reproduced verbatim from EQIX’s SEC filing. See also EQIX’s supply chain and financial statements.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Table of Contents ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations The following commentary should be read in conjunction with the financial statements and related notes contained elsewhere in this Annual Report on Form 10-K. The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words "believes," "anticipates," "plans," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in "Liquidity and Capital Resources" and "Risk Factors" elsewhere in this Annual Report on Form 10-K. All forward-looking statements in this document are based on information available to us as of the date hereof and we assume no obligation to update any such forward-looking statements. Item 7 of this Form 10-K focuses on discussion of 2024 and 2023 items as well as 2024 results as compared to 2023 results. For the discussion of 2022 items and 2023 results as compared to 2022 results, please refer to Item 7 of our 2023 Form 10-K as filed with the SEC on February 16, 2024. Our management's discussion and analysis of financial condition and results of operations is intended to assist readers in understanding our financial information from our management's perspective and is presented as follows: • Overview • Results of Operations • Non-GAAP Financial Measures • Liquidity and Capital Resources • Critical Accounting Policies and Estimates • Recent Accounting Pronouncements Overview We provide a global, vendor-neutral data center, interconnection and edge solutions platform with offerings that aim to enable our customers to reach everywhere, interconnect everyone and integrate everything. Global enterprises, service providers and business ecosystems of industry partners rely on our IBX data centers and expertise around the world for the safe housing of their critical IT equipment and to protect and connect the world's most valued information assets. They also look to Platform Equinix ® for the ability to directly and securely interconnect to the networks, clouds and content that enable today's information-driven global digital economy. Our 52 Table of Contents recent IBX data center openings and acquisitions, as well as xScale TM data center investments, have expanded our total global footprint to 268 IBXs, including 20 xScale data centers and the MC1 data center that are held in unconsolidated joint ventures, across 74 markets around the world. We offer the following solutions: • premium data center colocation; • interconnection and data exchange solutions; • edge solutions for deploying networking, security and hardware; and • remote expert support and professional services. Our data centers around the world allow our customers to bring together and interconnect the infrastructure they need to fast-track their digital advantage. With Equinix, they can scale with agility, accelerate the launch of digital offerings, deliver world-class experiences and multiply their value. We enable them to differentiate by distributing infrastructure and removing the distance between clouds, users and applications in order to reduce latency and deliver a superior customer, partner and employee experience. The Equinix global platform, and the quality of our offerings, have enabled us to establish a critical mass of customers. As more customers choose Platform Equinix for bandwidth cost and performance reasons, it benefits their suppliers and business partners to colocate in the same data centers and connect directly with each other. This adjacency creates a network effect that attracts new customers, continuously enhances our existing customers' value and enables them to capture further economic and performance benefits from our offerings. Industry Overview: While a large number of enterprises and service providers, such as hyperscale cloud service providers, own their own data centers, we believe the industry is shifting away from single-tenant solutions to customers outsourcing some or all of their IT housing and interconnection requirements to third-party facilities, such as those operated by Equinix. This shift is being accelerated by the increasing adoption of hybrid multi-cloud architectures and the adoption of artificial intelligence (“AI”). Historically, the outsourcing market was served by large telecommunications carriers that bundled their products and services with their colocation offerings. The data center market landscape has evolved to include private and carrier-neutral multi-tenant data centers ("MTDC"), public and private cloud providers, managed infrastructure and application hosting providers, large hyperscale cloud providers and systems integrators. It is estimated that Equinix is one of more than 2,400 companies that provide MTDC offerings around the world. The global MTDC market is highly fragmented. Each of these data center solution providers can bundle various colocation, interconnection and network offerings, outsourced IT infrastructure solutions and managed services. We believe that this outsourcing trend has accelerated and is likely to continue to accelerate in the coming years, especially in light of the movement to digital business, the use of multiple cloud service providers and the adoption of AI. We are able to offer our customers a global platform that reaches 35 countries with the industry’s largest and most active ecosystem of partners in our sites, proven operational reliability, improved application performance and a highly scalable set of offerings. Capacity Trends: Our cabinet utilization rate represents the percentage of cabinet space billed versus total cabinet capacity, which is used to measure how efficiently we are managing our cabinet capacity. Our cabinet utilization rate varies from market to market among our IBX data centers across our Americas, EMEA and Asia-Pacific regions. Our cabinet utilization rates were approximately 78% and 79%, as of December 31, 2024 and 2023, respectively. We continue to monitor the available capacity in each of our selected markets. To the extent we have limited capacity available in a given market, it may limit our ability for growth in that market. We perform demand studies on an ongoing basis to determine if future expansion is warranted in a market. In addition, power and cooling requirements for most customers are growing on a per unit basis. As a result, customers are consuming an increasing amount of power per cabinet. Although we generally do not control the amount of power our customers draw from installed circuits, we have negotiated power consumption limitations with certain high power-demand customers. This increased power consumption, which we expect to accelerate with the adoption of AI, has driven us to build out our new IBX data centers to support power and cooling needs twice that of previous IBX data centers. We could face power limitations in our existing IBX data centers, even though we may have additional physical cabinet capacity available within a specific IBX data center, and in our ability to expand our footprint in existing and new markets. Additionally, global supply chain challenges could result in a lack of availability or delays in the delivery of data center equipment. These challenges have driven us to invest in and commit to future purchases in advance of our standard practice to mitigate risks associated with these supply chain issues. These 53 Table of Contents constraints could have a negative impact on our ability to grow revenues, affecting our financial performance, results of operations and cash flows and the growth opportunities presented by the adoption of new technologies, including AI. Expansion Opportunities: To serve the needs of the growing hyperscale data center market, including the world's largest cloud service providers and increased demand driven in part by the adoption of AI, we have entered into joint venture partnership arrangements across our Americas, EMEA and Asia-Pacific regions to develop and operate xScale data centers. Strategically, we will continue to look at attractive opportunities to grow our market share and selectively improve our footprint and offerings. As was the case with our recent expansions and acquisitions, our expansion criteria will be dependent on a number of factors, including but not limited to demand from new and existing customers, power availability and capacity, quality of the design, access to networks, clouds and software partners, capacity availability in the current market location, amount of incremental investment required by us in the targeted property, automation capabilities, developer talent pool, lead-time to break even on a free cash flow basis and in-place customers. Like our recent expansions and acquisitions, the right combination of these factors may be attractive to us. Depending on the circumstances, these transactions may require additional capital expenditures funded by upfront cash payments or through long-term financing arrangements in order to bring these properties up to our standards. Property expansion may be in the form of purchases of real property, long-term leasing arrangements or acquisitions. Future purchases, construction or acquisitions may be completed by us or with partners or potential customers to minimize the outlay of cash, which can be significant. Revenue: Our business is primarily based on a recurring revenue model comprised of colocation and related interconnection and managed infrastructure offerings. We consider these offerings recurring because our customers are generally billed on a fixed and recurring basis each month for the duration of their contract, which is generally one to five years in length, and thereafter automatically renews in one-year increments. Our recurring revenues have comprised more than 90% of our total revenues during the past three years. In addition, during the past three years, more than 90% of our monthly recurring revenue bookings came from existing customers, contributing to our revenue growth. Our largest customer accounted for approximately 3% of our recurring revenues for the years ended December 31, 2024, 2023 and 2022. Our 50 largest customers accounted for approximately 36%, 37% and 36% of our recurring revenues for the years ended December 31, 2024, 2023 and 2022, respectively. Our non-recurring revenues are primarily derived from fees charged from installations related to a customer's initial deployment and professional services we perform for our customers, including our joint ventures. These services are considered to be non-recurring because they are billed typically once, upon completion of the installation or the professional services work performed. The majority of these non-recurring revenues are typically billed on the first invoice distributed to the customer in connection with their initial installation. However, revenues from installations are deferred and recognized ratably over the period of the contract term. Additionally, revenue from contract settlements, when a customer wishes to terminate their contract early, is generally treated as a contract modification and recognized ratably over the remaining term of the contract, if any. As a percentage of total 54 Table of Contents revenues, we expect non-recurring revenues to represent less than 10% of total revenues for the foreseeable future. Operating Expenses: Cost of Revenues. The largest components of our cost of revenues are depreciation, rental payments related to our leased IBX data centers, utility costs including electricity, bandwidth access, IBX data center employees' salaries and benefits including stock-based compensation, repairs and maintenance, supplies and equipment, and security. A majority of our cost of revenues is fixed in nature and should not vary significantly from period to period, unless we expand our existing IBX data centers or open or acquire new IBX data centers. However, there are certain costs that are considered more variable in nature, including utilities and supplies that are directly related to growth in our existing and new customer base. In addition, the cost of electricity is generally higher in the summer months, as compared to other times of the year. Our costs of electricity may also increase as a result of the physical effects of climate change, global energy supply constraints, increased regulations driving alternative electricity generation due to environmental considerations or as a result of our election to use renewable energy sources. To the extent we incur increased utility costs, such increased costs could materially impact our financial condition, results of operations and cash flows. Sales and Marketing. Our sales and marketing expenses consist primarily of compensation and related costs for sales and marketing personnel, including stock-based compensation, amortization of contract costs, marketing programs, public relations, promotional materials and travel, as well as bad debt expense and amortization of customer relationship intangible assets. General and Administrative. Our general and administrative expenses consist primarily of salaries and related expenses, including stock-based compensation, accounting, legal and other professional service fees, and other general corporate expenses, such as our corporate regional headquarters office leases and depreciation expense on back office systems. Taxation as a REIT: We elected to be taxed as a REIT for U.S. federal income tax purposes beginning with our 2015 taxable year. As of December 31, 2024, our REIT structure included a majority of our data center operations in the Americas and EMEA regions, as well as the data center operations in Japan, Singapore, and Malaysia. Our data center operations in other jurisdictions are operated as TRSs. We have also included our share of the assets in xScale joint ventures, with the exception of Korea, in our REIT structure. As a REIT, we generally are permitted to deduct from our U.S. federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to U.S. federal income taxes at the entity level but is taxed in the U.S., if at all, at the stockholder level. Depending on a stockholder's citizenship and residency, the income could be taxed by other jurisdictions as well. Nevertheless, the income of our TRSs which hold our U.S. operations is subject to U.S. federal and state corporate income taxes, as applicable. Likewise, our foreign subsidiaries continue to be subject to local income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through TRSs or through qualified REIT subsidiaries ("QRSs") for U.S. income tax purposes. We are also subject to a separate U.S. federal corporate income tax on any gain recognized from a sale of a REIT asset where our basis in the asset is determined by reference to the basis of the asset in the hands of a C corporation (such as an asset held by us or a QRS following the liquidation or other conversion of a former TRS). This built-in-gain tax is generally applicable to any disposition of such an asset during the five-year period after the date we first owned the asset as a REIT asset to the extent of the built-in-gain based on the fair market value of such asset on the date we first held the asset as a REIT asset. In addition, should we recognize any gain from "prohibited transactions," we will be subject to tax on this gain at a 100% rate. "Prohibited transactions," for this purpose, are defined as dispositions of inventory or property held primarily for sale to customers in the ordinary course of a trade or business other than dispositions of foreclosure property and other than dispositions excepted by statutory safe harbors. If we fail to remain qualified for U.S. federal income taxation as a REIT, we will be subject to U.S. federal income taxes at regular corporate income tax rates. Even if we remain qualified for U.S. federal income taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRSs' operations. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs, many states do not completely follow federal rules, and some may not follow them at all. 55 Table of Contents We continue to monitor our REIT compliance in order to maintain our qualification for U.S. federal income taxation as a REIT. For this and other reasons, as necessary, we may convert some of our data center operations in other countries into the REIT structure in future periods. On each of March 20, 2024, June 19, 2024, September 18, 2024 and December 11, 2024, we paid a quarterly cash dividend of $4.26 per share. We expect all of our 2024 quarterly distributions and other applicable distributions to equal or exceed our REIT taxable income recognized in 2024. 2024 Highlights: • In April, we sold the Silicon Valley 12 (“SV12”) data center site in connection with the formation of a new joint venture to develop and operate an xScale data center in the Americas region (the “AMER 2 Joint Venture”). Upon closing, we contributed $26 million in exchange for a 20% partnership interest in the joint venture. See Note 5 within the Consolidated Financial Statements. • In May, we issued $750 million aggregate principal amount of 5.500% senior notes due June 15, 2034 (the "2034 Notes"). See Note 10 within the Consolidated Financial Statements. • In July, we entered into an agreement to acquire three data centers in the Philippines from Total Information Management ("TIM") for a stated purchase price of $180 million subject to certain adjustments. The acquisition is expected to close in the first half of 2025, subject to customary closing conditions. • In August and September, we sold 1,212,810 shares under the 2022 ATM Program. 569,382 shares were sold on a spot basis and 643,428 were sold through the settlement of outstanding forward sale agreements, for approximately $467 million and $509 million, respectively, net of commissions and other offering expenses. See Note 11 within the Consolidated Financial Statements. • In September, we issued €600 million, or approximately $664 million, at the exchange rate in effect on September 3, 2024, aggregate principal amount of 3.650% senior notes due September 3, 2033 (the "2033 Euro Notes") and CHF100 million, or approximately $118 million, at the exchange rate in effect on September 4, 2024, aggregate principal amount of 1.558% senior notes due September 4, 2029 (the "2029 CHF Notes"). See Note 10 within the Consolidated Financial Statements. • In October, we entered into an agreement to form a joint venture to develop and operate xScale data centers in the Americas region (the "AMER 3 Joint Venture"), subject to regulatory approval and other closing conditions which were satisfied on October 30, 2024. See Note 5 within the Consolidated Financial Statements. • In October, we established a program to succeed the 2022 ATM Program, under which we may, from time to time, offer and sell on a spot or forward basis up to an aggregate of $2.0 billion of our common stock to or through sales agents in "at the market" transactions (the "2024 ATM Program"). See Note 11 within the Consolidated Financial Statements. • In November, we issued €650 million, or approximately $706 million, at the exchange rate in effect on November 22, 2024, aggregate principal amount of 3.250% senior notes due March 15, 2031 (the "2031 Euro Notes") and €500 million, or approximately $543 million, at the exchange rate in effect on November 22, 2024, aggregate principal amount of 3.625% senior notes due November 22, 2034 (the "2034 Euro Notes"). See Note 10 within the Consolidated Financial Statements. • In November and December, we sold 755,298 shares on a spot basis under the 2024 ATM Program for approximately $697 million, net of commissions and other offering expenses. See Note 11 within the Consolidated Financial Statements. Results of Operations In order to provide a framework for assessing our performance excluding the impact of foreign currency fluctuations, we supplement the year-over-year actual change in results of operations with comparative changes on a constant currency basis. Presenting constant currency results of operations is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below for further discussion. 56 Table of Contents Years ended December 31, 2024 and 2023 Revenues. Our revenues for the years ended December 31, 2024 and 2023 were generated from the following revenue classifications and geographic regions ($ in millions): Years Ended December 31, $ Change % Change 2024 % 2023 % Actual Actual Constant Currency Americas: Recurring revenues $ 3,647 42% $ 3,457 42% $ 190 5% 6% Non-recurring revenues 215 2% 160 2% 55 34% 35% 3,862 44% 3,617 44% 245 7% 7% EMEA: Recurring revenues 2,812 32% 2,648 33% 164 6% 5% Non-recurring revenues 155 2% 190 2% (35) (18)% (19)% 2,967 34% 2,838 35% 129 5% 3% Asia-Pacific: Recurring revenues 1,725 20% 1,640 20% 85 5% 7% Non-recurring revenues 194 2% 93 1% 101 109% 112% 1,919 22% 1,733 21% 186 11% 12% Total: Recurring revenues 8,184 94% 7,745 95% 439 6% 6% Non-recurring revenues 564 6% 443 5% 121 27% 28% $ 8,748 100% $ 8,188 100% $ 560 7% 7% Revenues ($ in millions) Americas Revenues. During the year ended December 31, 2024, Americas revenues increased by $245 million or 7% (7% on a constant currency basis). Growth in Americas revenues was primarily due to: • $50 million of incremental revenues from non-recurring services provided to our joint ventures; 57 Table of Contents • approximately $47 million of incremental revenues generated from IBX data centers which opened within the twelve months ended December 31, 2024; and • an increase in orders from both our existing customers and new customers during the period. EMEA Revenues . During the year ended December 31, 2024, EMEA revenues increased by $129 million or 5% (3% on a constant currency basis). Growth in EMEA revenues was primarily due to: • approximately $36 million of incremental revenues generated from IBX data centers which opened within the twelve months ended December 31, 2024; and • an increase in orders from both our existing customers and new customers during the period. These increases were partially offset by a decrease of $30 million in revenues from non-recurring services provided to our joint ventures and net power price decreases in response to the decreased cost of utilities, as noted below under cost of revenues. Asia-Pacific Revenues. During the year ended December 31, 2024, Asia-Pacific revenues increased by $186 million or 11% (12% on a constant currency basis). Growth in Asia-Pacific revenues was primarily due to: • $111 million of incremental revenues from non-recurring services provided to our joint ventures; • approximately $23 million of incremental revenues generated from IBX data centers which opened within the twelve months ended December 31, 2024; and • an increase in orders from both our existing customers and new customers during the period. These increases were partially offset by net power price decreases in response to the decreased cost of utilities, as noted below under cost of revenues. Cost of Revenues. Our cost of revenues for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions): Years Ended December 31, $ Change % Change 2024 % 2023 % Actual Actual Constant Currency Americas $ 1,802 41% $ 1,617 38% $ 185 11% 12% EMEA 1,674 37% 1,653 39% 21 1% 1% Asia-Pacific 991 22% 958 23% 33 3% 5% Total $ 4,467 100% $ 4,228 100% $ 239 6% 6% Cost of Revenues ($ in millions; percentages indicate expenses as a percentage of revenues) 58 Table of Contents Americas Cost of Revenues. During the year ended December 31, 2024, Americas cost of revenues increased by $185 million or 11% (12% on a constant currency basis). The increase in our Americas cost of revenues was primarily due to: • approximately $64 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives; • $37 million of higher costs to provide non-recurring services; • $26 million of higher property tax expense; • $25 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth; • $24 million of higher utilities costs, driven by both increases in power costs and higher utility usage; and • $21 million of higher rent and facilities costs. These increases were partially offset by a decrease of $10 million in one-time software expenses related to our managed services business and other miscellaneous costs. EMEA Cost of Revenues. During the year ended December 31, 2024, EMEA cost of revenues increased by $21 million or 1% (1% on a constant currency basis). The increase in our EMEA cost of revenues was primarily due to: • $27 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives; and • $11 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth. These increases were substantially offset by lower utilities costs, driven by decreases in power costs. Asia-Pacific Cost of Revenues. During the year ended December 31, 2024, Asia-Pacific cost of revenues increased by $33 million or 3% (5% on a constant currency basis). The increase in our Asia-Pacific cost of revenues was primarily due to: • $32 million of costs to provide non-recurring services; and • $19 million of higher depreciation expense driven by IBX data center expansions and acceleration of depreciation expense for certain assets with shortened useful lives. These increase was partially offset by lower utilities costs, driven by decreases in power costs and lower utility usage in Hong Kong, Japan and Singapore. We expect cost of revenues to increase across all three regions in line with the growth of our business, including from the impact of acquisitions. Sales and Marketing Expenses . Our sales and marketing expenses for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions): Years ended December 31, $ Change % Change 2024 % 2023 % Actual Actual Constant Currency Americas $ 575 65% $ 552 64% $ 23 4% 4% EMEA 199 22% 195 23% 4 2% 2% Asia-Pacific 117 13% 108 13% 9 8% 9% Total $ 891 100% $ 855 100% $ 36 4% 4% 59 Table of Contents Sales and Marketing Expenses ($ in millions; percentages indicate expenses as a percentage of revenues) Americas Sales and Marketing Expenses . During the year ended December 31, 2024, Americas sales and marketing expenses increased by $23 million or 4% (4% on a constant currency basis). The increase in our Americas sales and marketing expenses was primarily due to: • $7 million of higher compensation costs, including salaries, bonuses and stock-based compensation, attributable to headcount growth; • $7 million of higher travel and entertainment expenses; and • $6 million of higher advertising costs including for online ads, design services and marketing research. EMEA Sales and Marketing Expens es. Our EMEA sales and marketing expenses did not materially change during the year ended December 31, 2024 compared to the year ended December 31, 2023. Asia-Pacific Sales and Marketing Expenses. During the year ended December 31, 2024, Asia-Pacific sales and marketing increased by $9 million or 8% (9% on a constant currency basis). The increase in our Asia-Pacific sales and marketing expenses was primarily due to an increase in compensation costs, including salaries, bonuses and stock-based compensation attributable to headcount growth and higher bad debt expense. We anticipate that we will continue to invest in sales and marketing initiatives across our three regions in line with the growth of our business. We expect our Americas sales and marketing expenses as a percentage of revenues to be higher than those of our other regions since certain global sales and marketing functions are located within the U.S. General and Administrative Expenses. Our general and administrative expenses for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions): Years Ended December 31, $ Change % Change 2024 % 2023 % Actual Actual Constant Currency Americas $ 1,204 68% $ 1,106 67% $ 98 9% 9% EMEA 335 19% 321 19% 14 4% 4% Asia-Pacific 227 13% 227 14% — —% —% Total $ 1,766 100% $ 1,654 100% $ 112 7% 7% 60 Table of Contents General and Administrative Expenses ($ in millions; percentages indicate expenses as a percentage of revenues) Americas General and Administrative Expense s. During the year ended December 31, 2024, Americas general and administrative expenses increased by $98 million or 9% (9% on a constant currency basis). The increase in our Americas general and administrative expenses was primarily due to: • $54 million of higher depreciation expense associated with back-office systems to support the growth of our business; • $40 million of higher compensation costs, including salaries, bonuses and stock-based compensation, primarily due to headcount growth; • $14 million of higher consulting and legal fees; and • $11 million of higher software costs. These increases were partially offset by an $18 million decrease in rent expense primarily due to one-time termination costs incurred during the year ended December 31, 2023 associated with the consolidation of office space. EMEA General and Administrative Expenses. During the year ended December 31, 2024, EMEA general and administrative expenses increased by $14 million or 4% (4% on a constant currency basis). The increase in our EMEA general and administrative expenses was primarily due to higher compensation costs, including sales compensation, salaries and stock-based compensation driven by headcount growth. Asia-Pacific General and Administrative Expenses. Our Asia-Pacific general and administrative expenses did not materially change during the year ended December 31, 2024 compared to the year ended December 31, 2023. Going forward, although we are carefully monitoring our spending, we expect our general and administrative expenses to increase across all three regions as we continue to invest in our operations to support our growth, including investments to enhance our technology platform, to maintain our qualification for taxation as a REIT and to integrate recent acquisitions. Additionally, given that our corporate headquarters is located in the U.S., we expect the Americas general and administrative expenses as a percentage of revenues to be higher than those of other regions. Restructuring Charges. During the year ended December 31, 2024, we recorded restructuring charges of $31 million primarily related to severance and other employee costs. These charges were incurred in relation to two initiatives. First, we substantially completed a restructuring plan to realign the organization and enable further investment in key priority areas (the "Q4 2024 Restructuring Plan"). Second, we announced the decision to make Equinix Metal no longer commercially available as a product and to wind down operations that support this product by June 2026 (the "Equinix Metal Wind Down"). We expect to incur approximately $6 million to $10 million of incremental costs as a result of the Equinix Metal Wind Down. We did not record any restructuring charges during the year ended December 31, 2023. See Note 16 within the Consolidated Financial Statements. 61 Table of Contents Transaction Costs . During the years ended December 31, 2024 and 2023, we recorded transaction costs of $50 million and $13 million, respectively. These transaction costs primarily related to costs incurred in connection with the formation of new joint ventures. See Note 5 within the Consolidated Financial Statements. Impairment Charges. During the year ended December 31, 2024, we recorded impairment charges of $233 million as a result of the Equinix Metal Wind Down and current and projected future losses at a Hong Kong IBX. Impairment charges of $166 million, $38 million and $29 million were recorded on property, plant and equipment, operating lease right-of-use assets and intangible assets, respectively. See Note 17 within the Consolidated Financial Statements. Gain or Loss on Asset Sales. During the year ended December 31, 2024, we recorded a gain of $18 million, related to the sale of the Silicon Valley 12 ("SV12") data center. During the year ended December 31, 2023, we did not record a significant amount of gain or loss on asset sales. See Note 5 within the Consolidated Financial Statements. Income from Operations. Our income from operations for the years ended December 31, 2024 and 2023 by geographic regions were as follows ($ in millions): Years Ended December 31, $ Change % Change 2024 % 2023 % Actual Actual Constant Currency Americas $ 105 8% $ 330 23% $ (225) (68)% (67)% EMEA 730 55% 674 47% 56 8% 6% Asia-Pacific 493 37% 439 30% 54 12% 15% Total $ 1,328 100% $ 1,443 100% $ (115) (8)% (8)% Americas Income from Operations . During the year ended December 31, 2024, Americas income from operations decreased by $225 million or 68% (67% on a constant currency basis), primarily due to impairment and restructuring charges of $127 million and $21 million, respectively, as well as higher depreciation expense, utilities costs and other costs to support business growth. These were partially offset by higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, as described above. EMEA Income from Operations. During the year ended December 31, 2024, EMEA income from operations increased by $56 million or 8% (6% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth, partially offset by impairment charges of $19 million, as described above. Asia-Pacific Income from Operations. During the year ended December 31, 2024, Asia-Pacific income from operations increased by $54 million or 12% (15% on a constant currency basis), primarily due to higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, as well as lower utilities costs. These were partially offset by impairment charges of $87 million, as described above. Interest Income. Interest income increased to $137 million with an average yield of 5.89% for the year ended December 31, 2024, from $94 million with an average yield of 4.11% for the year ended December 31, 2023. The increase was primarily due to interest income earned on time deposits as well as on the AMER 2 Loan further described in Note 15 within the Consolidated Financial Statements. Interest Expense. Interest expense increased to $457 million for the year ended December 31, 2024 from $402 million for the year ended December 31, 2023, primarily due to debt issuances during the year, including: • the issuance of the 5.500% Senior Notes due 2034 in the second quarter of 2024; • the issuances of the 3.650% Euro Senior Notes due 2033 and the 1.558% Swiss Franc Senior Notes due 2029 in the third quarter of 2024; and • the issuances of the 3.250% Euro Senior Notes due 2031 and the 3.625% Euro Senior Notes due 2034 in the fourth quarter of 2024. 62 Table of Contents This increase was further driven by an increase in the variable interest rate on our GBP term loan. During the years ended December 31, 2024 and 2023, we capitalized $36 million and $26 million, respectively, of interest expense to construction in progress. See Note 10 within the Consolidated Financial Statements. Other Expense. For the year ended December 31, 2024, we recorded net other expense of $17 million, largely driven by our share of losses incurred on our equity method investments in our xScale joint ventures. We did not record a significant amount of net other expense during the year ended December 31, 2023. Gain or Loss on Debt Extinguishment. During the year ended December 31, 2024, we recorded $16 million of net loss on debt extinguishment primarily due to the modification of a financing obligation on a property in the Americas region. We did not record a significant amount of loss on debt extinguishment during the year ended December 31, 2023. Income Taxes. We operate as a REIT for U.S. federal income tax purposes. As a REIT, we are generally not subject to U.S. federal income taxes on our taxable income distributed to stockholders. We intend to distribute or have distributed the entire taxable income generated by the operations of our REIT and QRSs for the tax years ended December 31, 2024 and 2023, respectively. As such, other than certain state income taxes and foreign income and withholding taxes, no provision for income taxes has been included for our REIT and QRSs in the accompanying consolidated financial statements for the years ended December 31, 2024 and 2023. We have made TRS elections for some of our subsidiaries in and outside the U.S. In general, a TRS may provide services that would otherwise be considered impermissible for REITs to provide and may hold assets that may not be REIT compliant. U.S. income taxes for the TRS entities located in the U.S. and foreign income taxes for our foreign operations, regardless of whether the foreign operations are operated as QRSs or TRSs, have been accrued, as necessary, for the years ended December 31, 2024 and 2023. For the years ended December 31, 2024 and 2023, we recorded $161 million and $155 million of income tax expenses, respectively. Our effective tax rates were 16.5% and 13.8%, respectively, for the years ended December 31, 2024 and 2023. The higher effective tax rate in 2024 as compared to 2023 is primarily driven by the increasing losses in certain entities in the Americas and Asia-Pacific regions, of which full valuation allowances against the deferred tax assets were assessed. During the year ended December 31, 2024, we had a favorable resolution of uncertain tax positions of approximately $8 million resulting from the settlement of tax audits in the EMEA region. In 2023, we had a favorable resolution of uncertain tax positions of approximately $14 million resulting from the settlement of tax audits in the EMEA region. Adjusted EBITDA . Adjusted EBITDA is a key factor in how we assess the operating performance of our segments and develop regional growth strategies such as IBX data center expansion decisions. We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales. See "Non-GAAP Financial Measures" below for more information about adjusted EBITDA and a reconciliation of adjusted EBITDA to net income. Our adjusted EBITDA for the years ended December 31, 2024 and 2023 by geographic regions was as follows ($ in millions): Years Ended December 31, $ Change % Change 2024 % 2023 % Actual Actual Constant Currency Americas $ 1,709 41 % $ 1,614 44 % $ 95 6 % 7 % EMEA 1,378 34 % 1,251 34 % 127 10 % 9 % Asia-Pacific 1,010 25 % 837 22 % 173 21 % 22 % Total $ 4,097 100% $ 3,702 100% $ 395 11 % 11 % Americas Adjusted EBITDA. During the year ended December 31, 2024, Americas adjusted EBITDA increased by $95 million or 6% (7% on a constant currency basis), primarily due to higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, as described above. 63 Table of Contents EMEA Adjusted EBITDA. During the year ended December 31, 2024, EMEA adjusted EBITDA increased by $127 million or 10% (9% on a constant currency basis), primarily due to higher revenues as a result of IBX data center expansion activity and organic growth, and lower utilities costs, as described above. Asia-Pacific Adjusted EBITDA. During the year ended December 31, 2024, Asia-Pacific adjusted EBITDA increased by $173 million or 21% (22% on a constant currency basis), primarily due to higher revenues as a result of non-recurring services provided to our joint ventures, IBX data center expansion activity and organic growth, and lower utilities costs, as described above. Non-GAAP Financial Measures We provide all information required in accordance with GAAP, but we believe that evaluating our ongoing results of operations may be difficult if limited to reviewing only GAAP financial measures. Accordingly, we use non-GAAP financial measures to evaluate our operations. Non-GAAP financial measures are not a substitute for financial information prepared in accordance with GAAP. Non-GAAP financial measures should not be considered in isolation, but should be considered together with the most directly comparable GAAP financial measures and the reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures. We have presented such non-GAAP financial measures to provide investors with an additional tool to evaluate our results of operations in a manner that focuses on what management believes to be our core, ongoing business operations. We believe that the inclusion of these non-GAAP financial measures provides consistency and comparability with past reports and provides a better understanding of the overall performance of the business and ability to perform in subsequent periods. We believe that if we did not provide such non-GAAP financial information, investors would not have all the necessary data to analyze us effectively. Investors should note that the non-GAAP financial measures used by us may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as those of other companies. Investors should therefore exercise caution when comparing non-GAAP financial measures used by us to similarly titled non-GAAP financial measures of other companies. Our primary non-GAAP financial measures, adjusted EBITDA and adjusted funds from operations ("AFFO"), exclude depreciation expense as these charges primarily relate to the initial construction costs of our IBX data centers and do not reflect our current or future cash spending levels to support our business. Our IBX data centers are long-lived assets and have an economic life greater than 10 years. The construction costs of an IBX data center do not recur with respect to such data center, and future capital expenditures remain minor relative to our initial investment throughout its useful life. Construction costs in future periods are primarily incurred with respect to additional IBX data centers. This is a trend we expect to continue. In addition, depreciation is also based on the estimated useful lives of our IBX data centers. These estimates could vary from actual performance of the asset, are based on historical costs incurred to build out our IBX data centers and are not indicative of current or expected future capital expenditures. Therefore, we exclude depreciation from our results of operations when evaluating our operations. In addition, in presenting adjusted EBITDA and AFFO, we exclude amortization expense related to acquired intangible assets. Amortization expense is significantly affected by the timing and magnitude of our acquisitions and these charges may vary in amount from period to period. We exclude amortization expense to facilitate a more meaningful evaluation of our current operating performance and comparisons to our prior periods. We exclude accretion expense, both as it relates to asset retirement obligations as well as accrued restructuring charge liabilities, as these expenses represent costs which we believe are not meaningful in evaluating our current operations. We also exclude restructuring charges. Such charges include employee severance, facility closure costs, lease or other contract termination costs and advisory fees related to the realignment of our management structure, operations or products. We also exclude impairment charges related to goodwill or long-lived assets. We also exclude gain or loss on asset sales as it represents profit or loss that is not meaningful in evaluating the current or future operating performance. Additionally, we exclude transaction costs from AFFO and adjusted EBITDA to enhance the comparability of our financial results to our historical operations. The transaction costs relate to costs we incur in connection with business combinations and the formation of joint ventures, including advisory, legal, accounting, valuation, and other professional or consulting fees. Such charges generally are not relevant to assessing our long-term performance. In addition, the frequency and amount of such charges vary significantly based on the size and timing of the transactions. Management believes items such as restructuring charges, 64 Table of Contents impairment charges, gain or loss on asset sales and transaction costs are non-core transactions; however, these types of costs may occur in future periods. Finally, we exclude stock-based compensation expense, as it can vary significantly from period to period based on share price, and the timing, size and nature of equity awards. As such, we, and many investors and analysts, exclude stock-based compensation expense to compare our results of operations with those of other companies. Adjusted EBITDA We define adjusted EBITDA as net income excluding income tax expense, interest income, interest expense, other income or expense, gain or loss on debt extinguishment, depreciation, amortization, accretion, stock-based compensation expense, restructuring charges, impairment charges, transaction costs, and gain or loss on asset sales as presented below (in millions): Years Ended December 31, 2024 2023 2022 Net income $ 814 $ 969 $ 705 Income tax expense 161 155 124 Interest income (137) (94) (36) Interest expense 457 402 356 Other expense 17 11 51 Loss on debt extinguishment 16 — — Depreciation, amortization, and accretion expense 2,011 1,844 1,740 Stock-based compensation expense 462 407 404 Restructuring charges 31 — — Impairment charges 233 — — Transaction costs 50 13 22 (Gain) loss on asset sales (18) (5) 4 Adjusted EBITDA $ 4,097 $ 3,702 $ 3,370 Our adjusted EBITDA results have increased each year in total dollars due to the factors discussed earlier in "Results of Operations", as well as due to the nature of our business model consisting of a recurring revenue stream and a cost structure which has a large base that is fixed in nature, as also discussed in "Overview". Funds from Operations ("FFO") and AFFO We use FFO and AFFO, which are non-GAAP financial measures commonly used in the REIT industry. FFO is calculated in accordance with the standards established by the National Association of Real Estate Investment Trusts. FFO represents net income (loss), excluding gain (loss) from the disposition of real estate assets, depreciation and amortization on real estate assets and adjustments for unconsolidated joint ventures' and non-controlling interests' share of these items. In presenting AFFO, we exclude certain items that we believe are not good indicators of our current or future operating performance. AFFO represents FFO excluding depreciation and amortization expense on non-real estate assets, accretion, stock-based compensation, stock-based charitable contributions, restructuring charges, impairment charges, transaction costs, an installation revenue adjustment, a straight-line rent expense adjustment, a contract cost adjustment, amortization of deferred financing costs and debt discounts and premiums, gain (loss) on debt extinguishment, an income tax expense adjustment, recurring capital expenditures, net income (loss) from discontinued operations, net of tax, and adjustments from FFO to AFFO for unconsolidated joint ventures' and non-controlling interests' share of these items. The adjustments for installation revenue, straight-line rent expense and contract costs are intended to isolate the cash activity included within the straight-lined or amortized results in the consolidated statement of operations. We exclude the amortization of deferred financing costs and debt discounts and premiums as these expenses relate to the initial costs incurred in connection with debt financings that have no current or future cash obligations. We exclude gain (loss) on debt extinguishment since it generally represents the write-off of initial costs incurred in connection with debt financings or a cost that is incurred to reduce future interest costs and is not a good indicator of our current or future operating performance. We include an income tax expense adjustment, which represents the non-cash tax impact due to changes in valuation allowances, uncertain tax 65 Table of Contents positions and deferred taxes that do not relate to current period's operations. We deduct recurring capital expenditures, which represent expenditures to extend the useful life of IBX data centers or other assets that are required to support current revenues. We also exclude net income (loss) from discontinued operations, net of tax, which represents results that may not recur and are not a good indicator of our current or future operating performance. Our FFO and AFFO were as follows (in millions): Years Ended December 31, 2024 2023 2022 Net income $ 814 $ 969 $ 705 Net loss attributable to non-controlling interests 1 — — Net income attributable to common stockholders 815 969 705 Adjustments: Real estate depreciation 1,239 1,143 1,105 (Gain) loss on disposition of real estate property (20) 1 7 Adjustments for FFO from unconsolidated joint ventures 27 17 10 FFO attributable to common stockholders $ 2,061 $ 2,130 $ 1,827 Years Ended December 31, 2024 2023 2022 FFO attributable to common stockholders $ 2,061 $ 2,130 $ 1,827 Adjustments: Installation revenue adjustment (4) 4 18 Straight-line rent expense adjustment (3) 12 16 Contract cost adjustment (27) (47) (53) Amortization of deferred financing costs and debt discounts 20 19 18 Stock-based compensation expense 462 407 404 Stock-based charitable contributions 3 3 49 Non-real estate depreciation expense 562 494 427 Amortization expense 208 208 205 Accretion expense adjustment 2 (1) 3 Recurring capital expenditures (250) (219) (189) Loss on debt extinguishment 16 — — Restructuring charges 31 — — Transaction costs 50 13 22 Impairment charges 233 2 1 Income tax expense adjustment (2) (12) (31) Adjustments for AFFO from unconsolidated joint ventures (6) 6 (3) AFFO attributable to common stockholders $ 3,356 $ 3,019 $ 2,714 Our AFFO results have improved due to the factors discussed earlier in "Results of Operations," as well as due to the nature of our business model which consists of a recurring revenue stream and a cost structure which has a large base that is fixed in nature as discussed earlier in "Overview." Constant Currency Presentation Our revenues and certain operating expenses (cost of revenues, sales and marketing and general and administrative expenses) from our international operations have represented and will continue to represent a significant portion of our total revenues and certain operating expenses. As a result, our revenues and certain operating expenses have been and will continue to be affected by changes in the U.S. dollar against major international currencies. During the year ended December 31, 2024 as compared to the same period in 2023, the 66 Table of Contents U.S. dollar was stronger relative to the Japanese yen, which resulted in an unfavorable foreign currency impact on revenue and operating income, and a favorable foreign currency impact on operating expenses. During the year ended December 31, 2024 as compared to the same period in 2023, the U.S. dollar was weaker relative to the British Pound, which resulted in a favorable foreign currency impact on revenue and operating income, and an unfavorable foreign currency impact on operating expenses. In order to provide a framework for assessing how each of our business segments performed excluding the impact of foreign currency fluctuations, we present period-over-period percentage changes in our revenues and certain operating expenses on a constant currency basis in addition to the historical amounts as reported. Our constant currency presentation excludes the impact of our foreign currency cash flow hedging activities. Presenting constant currency results of operations is a non-GAAP financial measure and is not meant to be considered in isolation or as an alternative to GAAP results of operations. However, we have presented this non-GAAP financial measure to provide investors with an additional tool to evaluate our results of operations. To present this information, our current period revenues and certain operating expenses denominated in currencies other than the U.S. dollar are converted into U.S. dollars at constant exchange rates rather than the actual exchange rates in effect during the respective periods (i.e. average rates in effect for the year ended December 31, 2023 are used as exchange rates for the year ended December 31, 2024 when comparing the year ended December 31, 2024 with the year ended December 31, 2023). Liquidity and Capital Resources Sources and Uses of Cash Customer collections are our primary source of cash. We believe we have a strong customer base, and have continued to experience relatively strong collections. As of December 31, 2024, our principle sources of liquidity were $3.6 billion of cash, cash equivalents and short-term investments. In addition to our cash balance, we had $3.9 billion of additional liquidity available to us from our $4.0 billion revolving facility and general access to both public and private debt and the equity capital markets. We also have additional liquidity available to us from our 2024 ATM program, under which we may offer and sell from time to time our common stock in "at the market" transactions on either a spot or forward basis. As of December 31, 2024, we had approximately $1.3 billion available for sale remaining under the 2024 ATM Program. We believe we have sufficient cash, coupled with anticipated cash generated from operating activities and external financing sources, to meet our operating requirements, including repayment of the current portion of our debt as it becomes due, distribution of dividends, completion of our publicly-announced acquisitions, ordinary costs to operate the business, and expansion projects. As we continue to grow, we may pursue additional expansion opportunities, primarily the build out of new IBX data centers, in certain of our existing markets which are at or near capacity within the next year, as well as potential acquisitions and joint ventures. If the opportunity to expand is greater than planned we may further increase the level of capital expenditure to support this growth as well as pursue additional business and real estate acquisitions or joint ventures, provided that we have or can access sufficient funding to pursue such expansion opportunities. We may elect to access the equity or debt markets from time to time opportunistically, particularly if financing is available on attractive terms. We will continue to evaluate our operating requirements and financial resources in light of future developments. Cash Flow Years Ended December 31, 2024 2023 Change (in millions) Net cash provided by operating activities $ 3,249 $ 3,217 $ 32 Net cash used in investing activities (3,937) (3,224) (713) Net cash provided by financing activities 1,723 211 1,512 Operating Activities Our cash provided by our operations is generated by colocation, interconnection, managed infrastructure and other revenues. Our primary uses of cash from our operating activities include compensation and related costs, interest payments, other general corporate expenditures and taxes. Net cash provided by operating activities 67 Table of Contents increased by $32 million during the year ended December 31, 2024 as compared to December 31, 2023, primarily driven by improved results of operations partially offset by increases in cash paid for costs and operating expenses. Investing Activities Net cash used in investing activities increased by $713 million during the year ended December 31, 2024 as compared to December 31, 2023, primarily due to: • $520 million in purchases of short-term investments; • $285 million increase in capital expenditures; and • $261 million investment in a loan receivable. This increase was partially offset by $170 million in proceeds from the sale of assets to our joint ventures. Financing Activities Net cash provided by financing activities increased by $1.5 billion for the year ended December 31, 2024 as compared to December 31, 2023, primarily driven by: • $1.9 billion increase in proceeds from senior notes; and • $939 million increase in proceeds from the 2022 and 2024 ATM Programs. The increase was partially offset by $1.0 billion in repayment of senior notes and an increase of $268 million in dividend distributions. Material Cash Commitments As of December 31, 2024, our principal commitments were primarily comprised of: • approximately $14.7 billion of principal from our senior notes (gross of debt issuance costs and debt d is counts); • approximately $3.5 billion of interest on mortgage payable, other loans payable, senior notes and term loans, based on their respective interest rates and recognized over the life of these instruments, and the credit facility fee for the revolving credit facility; • $649 million of principal from our term loans, mortgage payable and other loans payable (gross of debt issuance costs and debt discounts); • approximately $5.3 billion of total lease payments, which represents lease payments under finance and operating lease arrangements, including renewal options that are reasonably certain to be exercised; • approximately $2.9 billion of unaccrued capital expenditure contractual commitments, primarily for IBX equipment not yet delivered and labor not yet provided in connection with the work necessary to complete construction and open IBX data center expansion projects prior to making them available to customers for installation, the majority of which is payable within the next 12 months; and • approximately $2.1 billion of other non-capital purchase commitments, such as commitments to purchase power in select locations and other open purchase orders, which contractually bind us for goods, services or arrangements to be delivered or provided during 2025 and beyond, the majority of which is payable within the next two years. We believe that our sources of liquidity, including our expected future operating cash flows, are sized to adequately meet both the near and long-term material cash commitments for the foreseeable future. For further information on maturities of lease liabilities and debt instruments, see Notes 9 and 10, respectively, within the Consolidated Financial Statements. Other Contractual Obligations We have additional future equity contributions and loan commitments to our joint ventures. For additional information, see the "Equity Method Investments" in Note 5 within the Consolidated Financial Statements. Additionally, we entered into lease agreements with various landlords primarily for data center spaces and ground leases which have not yet commenced as of December 31, 2024. For additional information, see “Maturities of Lease Liabilities” in Note 9 within the Consolidated Financial Statements. 68 Table of Contents Critical Accounting Estimates Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with GAAP. Management bases its assumptions, estimates and judgments on historical experience, current trends and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material. Our significant accounting policies are discussed in Note 1 to Consolidated Financial Statements in Item 8 of this Annual Report on Form 10-K. Management believes that application of the following accounting policies involves a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our consolidated financial statements: • Accounting for income taxes; • Accounting for business combinations; • Accounting for impairment of goodwill and other intangible assets; • Accounting for property, plant and equipment; and • Accounting for leases. 69 Table of Contents Description Judgments and Uncertainties Effect if Actual Results Differ from Assumptions Accounting for Income Taxes. Deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences that exist between the financial statement carrying value of assets and liabilities and their respective tax bases, as well as tax attributes such as net operating loss, capital loss and tax credit carryforwards on a taxing jurisdiction basis. We measure deferred tax assets and liabilities using enacted tax rates that will apply in the years in which we expect the temporary differences to be recovered or settled, and the tax attributes to be utilized. The accounting standard for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not (defined by the accounting standard as a likelihood of more than 50%) that such assets will not be realized. A tax benefit from an uncertain income tax position may be recognized in the financial statements only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authority's widely understood administrative practices and precedents. We recognize interest and penalties related to unrecognized tax benefits within income tax benefit (expense) in the consolidated statements of operations. The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns. Our accounting for deferred tax consequences represents our best estimate of those future tax consequences. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. If, based on the weight of that available evidence, it is more likely than not the deferred tax assets will not be realizable, we record a valuation allowance. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. This assessment, which is completed on a taxing jurisdiction basis, takes into account a number of types of evidence, including the following: 1) the nature, frequency and severity of current and cumulative financial reporting losses, 2) sources of future taxable income, 3) taxable income in carryback years permitted by the tax law, and 4) tax planning strategies. In assessing the tax benefit from an uncertain income tax position, the tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that is greater than a 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For purposes of the quarterly REIT asset tests, we estimate the fair market value of assets within our QRSs and TRSs using a discounted cash flow approach, by calculating the present value of forecasted future cash flows. We apply discount rates based on industry benchmarks relative to the market and forecasting risks. Other significant assumptions used to estimate the fair market value of assets in QRSs and TRSs include projected revenue growth, projected operating margins and projected capital expenditure. As of December 31, 2024 and 2023, we had net total deferred tax liabilities of $291 million and $332 million, respectively. As of December 31, 2024 and 2023, we had a total valuation allowance of $277 million and $221 million, respectively. If and when we increase or reduce our valuation allowances, it may have an unfavorable or favorable impact, respectively, to our financial position and results of operations in the periods when such determinations are made. We will continue to assess the need for our valuation allowances, by jurisdiction, in the future. During the year ended December 31, 2024, we established full valuation allowances against certain deferred tax assets in the AMER region as part of our assessment of the realization of such deferred tax assets. We do not expect these deferred tax assets to be realizable in the foreseeable future. During the year ended December 31, 2023, we established full valuation allowances against certain deferred tax assets in the EMEA region as part of the purchase accounting determination for the assets we acquired during the year. We do not expect these deferred tax assets to be realizable in the foreseeable future. As of December 31, 2024 and 2023, we had unrecognized tax benefits of $57 million and $70 million, respectively, exclusive of interest and penalties. During the years ended December 31, 2024 and 2023, the unrecognized tax benefit decreased by $13 million and $19 million, respectively, primarily due to the settlements of tax audits and lapse of statute of limitations in the EMEA region. The unrecognized tax benefits of $57 million as of December 31, 2024, if subsequently recognized, will affect our effective tax rate favorably at the time when such a benefit is recognized. 70 Table of Contents Description Judgments and Uncertainties Effect if Actual Results Differ from Assumptions Accounting for Business Combinations In accordance with the accounting standard for business combinations, we allocate the purchase price of an acquired business to its identifiable assets and liabilities based on estimated fair values. The excess of the purchase price over the fair value of the assets acquired and liabilities assumed, if any, is recorded as goodwill. We use all available information to estimate fair values. We typically engage outside appraisal firms to assist in determining the fair value of identifiable intangible assets such as customer contracts, leases and any other significant assets or liabilities and contingent consideration, as well as the estimated useful life of intangible assets. We adjust the preliminary purchase price allocation, as necessary, up to one year after the acquisition closing date if we obtain more information regarding asset valuations and liabilities assumed. Our purchase price allocation methodology contains uncertainties because it requires assumptions and judgments to estimate the fair value of assets acquired and liabilities assumed at the acquisition date. Key judgments used to estimate the fair value of intangible assets include projected revenue growth and operating margins, discount rates, customer attrition rates, as well as the estimated useful life of intangible assets. We estimate the fair value of assets and liabilities based on quoted market prices, the carrying value of the acquired assets and widely accepted valuation techniques, including discounted cash flows and market multiple analyses. Our estimates are inherently uncertain and subject to refinement. Unanticipated events or circumstances may occur which could affect the accuracy of our fair value estimates, including assumptions regarding industry economic factors and business strategies. During the last three years, we have completed a number of business combinations, including the acquisition of Entel Peru data centers in the third quarter of 2022 and MainOne in West Africa and Entel Chile data centers in the second quarter of 2022. The purchase price allocations for these acquisitions were finalized during the year ended December 31, 2023. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we used to complete the purchase price allocations and the fair value of assets acquired and liabilities assumed. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material, which would be recorded in our consolidated statements of operations in future periods. Accounting for Impairment of Goodwill and Other Intangible Assets In accordance with the accounting standard for goodwill and other intangible assets, we perform goodwill and indefinite-lived intangible assets impairment reviews annually, or whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. We complete an annual goodwill impairment assessment for the Americas, EMEA and Asia-Pacific reporting units to determine if the fair values of the reporting units exceeded their carrying values. We do not have any significant indefinite-lived intangible assets for which an impairment assessment would have a material impact on our financial statements. Finite-lived intangible assets are assessed for impairment at the asset group level along with property, plant and equipment as discussed below. To perform our annual goodwill impairment assessment, we elected to bypass the optional analysis of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. We performed the quantitative goodwill impairment test using a discounted cash flow method as an income approach, and a market approach. Performing a quantitative goodwill impairment test includes the determination of the fair value of the reporting unit and requires significant estimates and assumptions. These estimates and assumptions include, among others, forecasted operating results, risk-adjusted discount rates, the determination of appropriate market comparables, future economic conditions and other market data. We periodically review our assessment of our reporting units to determine if changes in facts and circumstances warrant changes to our conclusions. There were no specific factors present in 2024 or 2023 that indicated a potential goodwill impairment. As of December 31, 2024, goodwill attributable to the Americas, EMEA and Asia-Pacific reporting units was $2.6 billion, $2.3 billion and $596 million, respectively. Future events, changing market conditions and any changes in key assumptions may result in an impairment charge. While we have not recorded an impairment charge against our goodwill to date, the development of adverse business conditions in our Americas, EMEA or Asia-Pacific reporting units, such as higher than anticipated customer churn or significantly increased operating costs could result in an impairment charge in future periods. The balance of our other intangible assets, net, for years ended December 31, 2024 and 2023 was $1.4 billion and $1.7 billion, respectively. We recorded $29 million impairment charges on finite-lived intangible assets during the year ended December 31, 2024. 71 Table of Contents Description Judgments and Uncertainties Effect if Actual Results Differ from Assumptions Accounting for Property, Plant and Equipment We have a substantial amount of property, plant and equipment recorded on our consolidated balance sheet. The majority of our property, plant and equipment represent the costs incurred to build out or acquire our IBX data centers. Our IBX data centers are long-lived assets. We depreciate our property, plant and equipment using the straight-line method over the estimated useful lives of the respective assets (subject to the term of the lease in the case of leased assets or leasehold improvements and integral equipment located in leased properties). Accounting for property, plant and equipment includes determining the appropriate period over which to depreciate such assets and assessing such assets for potential impairment. We assess our property, plant and equipment for potential impairment together with finite lived-intangible assets and lease right-of-use ("ROU") assets at the asset group level. Judgments are required in arriving at the estimated useful life of an asset and changes to these estimates could have a significant impact on our financial position and results of operations. We periodically review the estimated useful lives of certain of our property, plant and equipment and changes in these estimates in the future are possible. We review our asset groups on an ongoing basis to identify any events or changes in circumstances indicating that the carrying amount of an asset group may not be recoverable, such as a significant decrease in market price of an asset group, a significant adverse change in the extent or manner in which an asset group is being used, a significant adverse change in legal factors or business climate that could affect the value of an asset group or a continuous deterioration of our financial condition. This assessment requires assumptions and estimates derived from a review of our actual and forecasted operating results, approved business plans, future economic conditions and other market data. If a potential impairment trigger is identified, the measurement of an impairment loss requires assumptions and estimates of undiscounted and discounted future cash flows, and assumptions about the market price of assets. These assumptions and estimates require significant judgment and are inherently uncertain. As of December 31, 2024 and 2023, we had property, plant and equipment of $19.2 billion and $18.6 billion, respectively. During the years ended December 31, 2024, 2023 and 2022, we recorded depreciation expense of $1.8 billion, $1.6 billion, and $1.5 billion, respectively. We evaluated the estimated useful lives of our property, plant and equipment, and made certain revisions to these estimates during the year ended December 31, 2024. We did not revise these estimates during the years ended December 31, 2023 and 2022. Further changes in our estimated useful lives of our property, plant and equipment could have a significant impact on our results of operations. We recorded $166 million impairment charges on property, plant and equipment during the year ended December 31, 2024. Accounting for Leases A significant portion of our data center spaces, office spaces and equipment are leased. Each time we enter into a new lease or lease amendments, we analyze each lease or lease amendment for the proper accounting, including assessing if it should be classified as an operating or finance lease. ROU assets are also assessed for impairment at the asset group level along with property, plant and equipment as discussed above. Determination of the accounting treatment, including the result of the lease classification test for each new lease, lease amendment, or lease term reassessment is dependent on a variety of judgments, such as identification of lease and non-lease components, allocation of total consideration between lease and non-lease components, determination of lease term, including assessing the likelihood of lease renewals, valuation of leased property, and establishing the incremental borrowing rate to calculate the present value of the minimum lease payment for the lease test. The judgments used in the accounting for leases are inherently subjective; different assumptions or estimates could result in different accounting treatment for a lease. Lease assumptions and estimates are determined and applied at the inception of the leases or at the lease modification or reassessment date. As of both December 31, 2024 and 2023, the total operating lease ROU assets were $1.4 billion and operating lease liabilities were $1.5 billion, respectively. As of both December 31, 2024 and 2023, finance lease ROU assets were $2.2 billion and finance lease liabilities were $2.3 billion, respectively. For the years ended December 31, 2024, 2023 and 2022, we recorded finance lease costs of $294 million, $280 million and $273 million, respectively, and recorded rent expense of approximately $229 million, $243 million and $214 million, respectively. We recorded $38 million impairment charges on operating lease ROU assets during the year ended December 31, 2024. Recent Accounting Pronouncements See "Recent Accounting Pronouncements" in Note 1 within the Consolidated Financial Statements. 72 Table of Contents ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk Market Risk The following discussion about market risk involves forward-looking statements. Actual results could differ materially from those projected in the forward-looking statements. We may be exposed to market risks related to changes in interest rates and foreign currency exchange rates and fluctuations in the prices of certain commodities, primarily electricity. We employ foreign currency forward and option contracts, cross-currency interest rate swaps and interest rate locks for the purpose of hedging certain specifically identified exposures. The use of these financial instruments is intended to mitigate some of the risks associated with fluctuations in currency exchange and interest rates, but does not eliminate such risks. We do not use financial instruments for trading or speculative purposes. Investment Portfolio Risk We maintain an investment portfolio of various holdings, types, and maturities that is prioritized on meeting REIT asset requirements. We consider various factors in determining whether we should recognize an impairment charge for our securities, including the length of time and extent to which the fair value has been less than our cost basis and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery. We anticipate that we will recover the entire cost basis of these securities and have determined that no other-than-temporary impairments associated with credit losses were required to be recognized during the year ended December 31, 2024. As of December 31, 2024, our investment portfolio of cash equivalents consisted of money market funds and time deposits. The amount in our investment portfolio that could be susceptible to market risk totaled $2.5 billion. Interest Rate Risk We are exposed to interest rate risk related to our outstanding debt. An immediate increase or decrease in current interest rates from their position as of December 31, 2024 would not have a material impact on our interest expense due to the fixed coupon rate on the majority of our debt obligations. However, the interest expense associated with our senior credit facility and term loans that bear interest at variable rates could be affected. For every 100-basis point increase or decrease in interest rates, our annual interest expense could increase by approximately $6 million or decrease by approximately $6 million based on the total balance of our term loan borrowings as of December 31, 2024. We periodically enter into interest rate locks to hedge the interest rate exposure created by anticipated fixed-rate debt issuances, which are designated as cash flow hedges. When interest rate locks are settled, any accumulated gain or loss included as a component of other comprehensive income (loss) will be amortized to interest expense over the term of the forecasted hedged transaction which is equivalent to the term of the interest rate locks. The fair values of our long-term fixed interest rate debt and our loan receivable are subject to interest rate risk. Generally, the fair value of these instruments will increase as interest rates fall and decrease as interest rates rise. Interest rate changes may affect the fair value of these instruments but do not impact our earnings or cash flows. The fair value of our mortgage and loans payable as well as our Japanese Yen Senior Notes, which are not traded in the market, are estimated by considering our credit rating, current rates available to us for debt of the same remaining maturities and the terms of the debt. The fair values of our other senior notes, which are traded in the market, are based on quoted market prices. The fair value of our loan receivable is estimated by discounting the contractual cash flows of the loan using indicative pricing from third parties for similar instruments. The following table represents the carrying value and estimated fair value of these financial instruments as of December 31 (in millions): 73 Table of Contents 2024 2023 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Mortgage and loans payable $ 649 $ 654 $ 672 $ 684 Senior notes 14,685 13,342 13,168 11,740 Loan receivable 261 280 — — (1) The carrying value is gross of debt issuance cost and debt discount. Foreign Currency Risk To help manage the exposure to foreign currency exchange rate fluctuations, we have implemented a number of hedging programs, in particular (i) a cash flow hedging program to hedge the forecasted revenues and expenses in our EMEA region as well as our debt denominated in foreign currencies, (ii) a balance sheet hedging program to hedge the re-measurement of monetary assets and liabilities denominated in foreign currencies, and (iii) a net investment hedging program to hedge the long-term investments in our foreign subsidiaries. Our hedging programs reduce, but do not entirely eliminate, the impact of currency exchange rate movements and their impact on the consolidated statements of operations. We have entered into various foreign currency debt obligations. As of December 31, 2024, the total principal amount of foreign currency debt obligations was $4.5 billion, including $3.0 billion denominated in Euro and $626 million denominated in British Pound, $491 million denominated in Japanese Yen, $441 million denominated in Swiss Franc and $21 million denominated in Canadian Dollar. Fluctuations in the exchange rates between these foreign currencies and the U.S. Dollar will impact the amount of U.S. Dollars that we will require to settle the foreign currency debt obligations at maturity. If the U.S. Dollar would have been weaker or stronger by 10% in comparison to these foreign currencies as of December 31, 2024, we estimate our obligation to cash settle the principal of these foreign currency debt obligations in U.S. Dollars would have increased or decreased by approximately $371 million and $304 million, respectively. As of December 31, 2024, we have designated $1.0 billion of the total principal amount of foreign currency debt obligations as net investment hedges against our net investments in foreign subsidiaries. Changes in the fair value of hedging instruments designated as net investment hedges are recorded as a component of accumulated other comprehensive income (loss) in the consolidated balance sheets. We are also party to cross-currency interest rate swaps. As of December 31, 2024, the total notional amount of cross-currency interest rate swap contracts was $4.4 billion. We have designated $2.0 billion of the total notional amount of cross-currency swaps as net investment hedges against our investment in foreign subsidiaries and $1.0 billion as cash flow hedges against a portion of our foreign currency denominated debt and our U.S. dollar-denominated fixed-rate debt issued by our foreign subsidiaries. The remaining $1.4 billion of cross-currency interest rate swaps were not designated as hedging instruments. As of December 31, 2023, the total notional amount of cross-currency interest rate swap contracts was $4.5 billion. We have designated $3.1 billion of the total notional amount of cross-currency swaps as net investment hedges against our investment in foreign subsidiaries and $280 million as cash flow hedges against a portion of our foreign currency denominated debt. The remaining $1.1 billion of cross-currency interest rate swaps were not designated as hedging instruments. If the U.S. Dollar weakened or strengthened by 10% in comparison to foreign currencies, we estimate our obligation to cash settle these hedges would have increased or decreased by approximately $261 million and $216 million, respectively. The U.S. Dollar strengthened relative to certain of the currencies of the foreign countries in which we operate during the year ended December 31, 2024. This has impacted our consolidated financial position and results of operations during this period, including the amount of revenues that we reported. Continued strengthening or weakening of the U.S. Dollar will continue to impact us in future periods. With the existing cash flow hedges in place, a hypothetical additional 10% strengthening of the U.S. Dollar during the year ended December 31, 2024 would have resulted in a reduction of our revenues and a reduction of our operating expenses including depreciation and amortization expense by approximately $282 million and $261 million, respectively. With the existing cash flow hedges in place, a hypothetical additional 10% weakening of the U.S. Dollar during the year ended December 31, 2024 would have resulted in an increase of our revenues and an increase of our operating expenses including depreciation and amortization expenses by approximately $344 million and $331 million, respectively. 74 Table of Contents Commodity Price Risk Certain operating costs incurred by us are subject to price fluctuations caused by the volatility of underlying commodity prices. The commodities most likely to have an impact on our results of operations in the event of price changes are electricity, supplies and equipment used in our IBX data centers. We closely monitor the cost of electricity at all of our locations. We have entered into various power contracts to purchase power at fixed prices in certain locations in Australia, Brazil, Bulgaria, Canada, Chile, Finland, France, Germany, India, Ireland, Italy, Japan, the Netherlands, Peru, Poland, Portugal, Singapore, Spain, Sweden, Switzerland, the United Kingdom and the U.S. In addition, as we are building new, or expanding existing, IBX data centers, we are subject to commodity price risk for building materials related to the construction of these IBX data centers, such as steel and copper. In addition, the lead-time to procure certain pieces of equipment, such as generators, is substantial. Any delays in procuring the necessary pieces of equipment for the construction of our IBX data centers could delay the anticipated openings of these new IBX data centers and, as a result, increase the cost of these projects. We do not currently employ forward contracts or other financial instruments to address commodity price risk other than the power contracts discussed above.