REG - Equinix, Inc TeleCity Group PLC - Form 8 - Equinix Inc <Origin Href="QuoteRef">EQIX.O</Origin> <Origin Href="QuoteRef">TCY.L</Origin>
RNS Number : 8986NEquinix, Inc21 May 2015FORM 8 (OPD)
PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER
Rules 8.1 and 8.2 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser:
Equinix, Inc.
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
Equinix, Inc.
(d) Is the discloser the offeror or the offeree?
OFFEROR
(e) Date position held:
The latest practicable date prior to the disclosure
20 May 2015
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A"
YES
If YES, specify which:Telecity Group plc
2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates
Class of relevant security:
Common Stock
Convertible subordinated notes due June 2016
Interests
Short positions
Interests
Short positions
Number
%
Number
%
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
NIL
0
NIL
0
NIL
0
NIL
0
(2) Cash-settled derivatives:
NIL
0
NIL
0
NIL
0
NIL
0
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
NIL
0
NIL
0
NIL
0
NIL
0
TOTAL:
NIL
0
NIL
0
NIL
0
NIL
0
All interests and all short positions should be disclosed.
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form8 (Open Positions).
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
(b) Rights to subscribe for new securities
Class of relevant security in relation to which subscription right exists:
N/A
Details, including nature of the rights concerned and relevant percentages:
3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:
(A) Interests held by directors of Equinix, Inc., Equinix (EMEA) Acquisition Enterprises B.V.), and their close relatives and related trusts
Class of relevant security:
Common Stock
Convertible subordinate notes due June 2016
Number[i]
% of Total Issued and Outstanding Common Stock of 56,924,683 Shares
Number
% of notes outstanding
Thomas Bartlett
1,509
0.0027%
NIL
0%
Gary Hromadko
158,834
0.2790%
NIL
0%
Scott Kriens
66,855
0.1174%
NIL
0%
Bill Luby
42,961
0.0755%
NIL
0%
Irving Lyons
9,794
0.0172%
NIL
0%
Christopher Paisley
15,327
0.0269%
NIL
0%
Eric Schwartz
3,756
0.0066%
NIL
0%
Stephen Smith
19,929
0.0350%
NIL
0%
Peter Van Camp
8,276
0.0145%
NIL
0%
TOTAL:
327,241
0.5748%
NIL
0%
(B) Interests held by directors of Equinix, Inc. and Equinix (EMEA) Acquisition Enterprises B.V. under Equinix, Inc.'s share plans
(i) Restricted Stock Units ("RSUs")
Class of relevant security:
Common Stock
Number of RSUs[ii]
Thomas Bartlett
1,293
Gary Hromadko
1,293
Scott Kriens
3,889
Bill Luby
6,001
Irving Lyons
3,889
Christopher Paisley
1,293
Eric Schwartz
18,036
Stephen Smith
81,800
Peter Van Camp
13,243
TOTAL:
130,737
(ii) Stock Options
Class of relevant security:
Common Stock
Number of Options[iii]
Scott Kriens
10,200
Irving Lyons
20,400
Christopher Paisley
7,700
TOTAL:
38,300
(C) Interests held by other presumed concert parties of Equinix, Inc.
Class of relevant security:
Common Stock
Convertible subordinated notes due June 2016
Number
% of Total Issued and Outstanding Common Stock of 56,924,683 Shares
Number
% of total notes outstanding
Equinix (EMEA) Acquisition Enterprises B.V.
NIL
0
NIL
0%
J.P. Morgan
NIL
0
NIL
0%
TOTAL:
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
4. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"
None
(b) Agreements, arrangements or understandings relating to options or derivatives
Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state "none"
None
(c) Attachments
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions)
NO
Supplemental Form 8 (SBL)
NO
Date of disclosure:
21 May 2015
Contact name:
Maggie Paige
Telephone number:
+1 650-598-6241
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
[i]These amounts include common shares of Equinix held by the directors both directly and
indirectly. In some cases the shares are held in trusts, as disclosed in Securities and Exchange
Commission filings.
[ii]Subject to service and performance vesting conditions, as disclosed in Securities and Exchange Commission filings.
[iii]Information containing full details of the options held by directors as disclosed in Securities and Exchange Commission filings.
This information is provided by RNSThe company news service from the London Stock ExchangeENDFEEPKDDDCBKKFPB
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