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Third Amended Complaint for Violation of the Federal - Securities

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					         Case3:11-cv-01016-SC Document66 Filed01/15/13 Page1 of 57




 1 ROBBINS GELLER RUDMAN
     & DOWD LLP
 2 SHAWN A. WILLIAMS (213113)
   MATTHEW S. MELAMED (260272)
 3 Post Montgomery Center
   One Montgomery Street, Suite 1800
 4 San Francisco, CA 94104
   Telephone: 415/288-4545
 5 415/288-4534 (fax)
   shawnw@rgrdlaw.com
 6 mmelamed@rgrdlaw.com

 7   Lead Counsel for Plaintiff

 8                                UNITED STATES DISTRICT COURT

 9                            NORTHERN DISTRICT OF CALIFORNIA

10 CEMENT MASONS & PLASTERERS JOINT ) No. 3:11-cv-01016-SC
   PENSION TRUST, Individually and on Behalf )
11 of All Others Similarly Situated,          ) CLASS ACTION
                                              )
12                                Plaintiff,  ) THIRD AMENDED COMPLAINT FOR
                                              ) VIOLATION OF THE FEDERAL
13         vs.                                ) SECURITIES LAWS
                                              )
14 EQUINIX, INC., STEPHEN M. SMITH, and )
   KEITH D. TAYLOR,                           )
15                                            )
                                  Defendants. )
16                                               DEMAND FOR JURY TRIAL

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           1                                                     TABLE OF CONTENTS
           2                                                                                                                                           Page
           3   I.       INTRODUCTION AND OVERVIEW ...............................................................................1
           4   II.      JURISDICTION AND VENUE..........................................................................................9
           5   III.     PARTIES.............................................................................................................................9
           6   IV.      CONTROLPERSONS......................................................................................................10
           7   V.       SOURCES OF INFORMATION ......................................................................................12
           8   VI.      BACKGROUND TO DEFENDANTS’ SCHEME...........................................................12
           9            A.         Investors Cited Equinix’s Pricing Power and Consistency as a Primary
                                   Reason for Investing in the Company....................................................................13
       10
                        B.         Equinix Announces 1Q10 Financial Results and Reaffirms Continuing
       11                          PricingPower.........................................................................................................15
       12               C.         After Long Department of Justice Antitrust Inquiry, Equinix Closes
                                   Switch & Data Acquisition; “Pricing Leverage” Is Key to Acquisition’s
       13                          Upside....................................................................................................................18
       14               D.         In Advance of the 2Q09 Financial Results and Conference Call, Analysts
                                   Signaled that Investors Were Concerned About the Company’s Ability to
       15                          Maintain Pricing Power .........................................................................................22
       16      VII.     FALSE AND MISLEADING STATEMENTS ISSUED DURING THE CLASS
                        PERIOD.............................................................................................................................24
       17
                        A.         July 28, 2010 False and Misleading Statements....................................................24
       18
                                   1.         False and Misleading Statement: 3Q10 and FY10 Guidance....................24
       19
                                   2.         False and Misleading Statement: Pricing Power.......................................25
       20
                                   3.         False and Misleading Statement: Cautionary Language............................26
       21
                                   4.         Investor Reaction to the July 28, 2010 Statements Demonstrates
       22                                     the Significance of the Company’s Pricing Power as a Value
                                              Proposition.................................................................................................28
       23
                                   5.         Reasons Why the Guidance in ¶102 Was False and Misleading...............31
       24
                                   6.         Reasons Why the Pricing Power Statements in ¶¶104-107 Were
       25                                     Falseand Misleading .................................................................................32
       26                          7.         Reasons Why the Risk Disclosures in ¶¶108-111 Were False and
                                              Misleading..................................................................................................33
       27
                        B.         September 15 and 22, 2010 False and Misleading Statements..............................33
       28
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           1

           2                                                                                                                                         Page
           3                      1.         False and Misleading Statements: Pricing Power and Guidance...............34
           4                      2.         False and Misleading Statement: Pricing Power.......................................35
           5                      3.         Reasons Why Statements in ¶¶134-136 Were False and Misleading........36
           6 VIII.     THE TRUTH IS REVEALED...........................................................................................37
           7           A.         Equinix Pre-Announces 3Q10 Financial Results; Defendants Admit 3Q10
                                  and FY10 Guidance Failed to Account for Known Discounts and Admit
           8                      Discounts to Numerous Customers, Including Discounts Over 10%,
                                  During Second and Third Quarter..........................................................................37
           9
                       B.         Investors React to the October 5, 2010 Disclosures and Equinix’s Stock
       10                         Plummets................................................................................................................42
       11      IX.     LOSS CAUSATION..........................................................................................................47
       12 X.           NO SAFE HARBOR .........................................................................................................48
       13      XI.     CLASS ACTION ALLEGATIONS ..................................................................................49
       14 XII.         COUNT I ...........................................................................................................................50
       15              A.         For Violation of §10(b) of the 1934 Act and Rule 10b-5 Against All
                                  Defendants.............................................................................................................50
       16
               XIII.   COUNT II..........................................................................................................................51
       17
                       A.         For Violation of §20(a) of the 1934 Act Against All Defendants .........................51
       18
               XIV.    PRAYER FOR RELIEF ....................................................................................................51
       19
               XV.     JURY DEMAND...............................................................................................................52
       20

       21

       22

       23

       24

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           1   I.      INTRODUCTION AND OVERVIEW
           2           1.     This is a securities class action on behalf of all persons who purchased or otherwise

           3   I acquired the common stock of Equinix, Inc. (“Equinix,” the “Company,” or “EQIX”) between July
           4 29, 2010 and October 5, 2010, inclusive (the “Class Period”), for violations of §§10(b) and 20(a) of

           5   1 the Securities Exchange Act of 1934 (the “1934 Act”) and U.S. Securities and Exchange
           6 1 Commission (“SEC”) Rule 10b-5 promulgated thereunder. The action is brought against the

           7   Company, its Chief Executive Officer (“CEO”) Stephen M. Smith (“Smith”), and its Chief Financial

           8   Officer (“CFO”) Keith D. Taylor (“Taylor”).

           9           2.     This action alleges that the Company made two categories of false and misleading

       10      1 statements. First, on July 28, 2010, the Company issued false 3Q10 and FY10 revenue and earnings
       11      1 guidance, which failed to account for known discounts and other credits that the Company had
       12      issued clients during 2Q10. 1 On October 5, 2010, Defendants admitted that the Company’s 3Q10

       13      and FY10 guidance issued on July 28, 2010 had failed to account for discounts and credit memos

       14 that were known to the Company on that date.

       15              3.      Second, Defendants made false and misleading statements on July 28, 2010 and in the

       16 1 months that followed about the Company’s pricing power, i.e. , the ability to hold prices steady at a

       17 premium when compared to competitors in the face of competition, which was its most widely

       18      lauded value proposition to investors. On October 5, 2010, Defendants were forced to admit that,
       19      contrary to their prior representations, the Company had provided discounts to numerous customers

       20 during the second quarter, including at least two of more than 10%.

       21
                1
                   Plaintiffs recognize that the Court previously held inactionable the statements concerning
       22 3Q10 and FY10 guidance because they fall within the protection of the Private Securities Litigation
       23 Reform Act of 1995 of Defendants’ 3Q10 and FY10 guidance in light of Ninth Circuit authority
                                  (“PSLRA”) safe harbor for forward-looking statements. Dkt. No. 29. Plaintiffs
          re-allege the falsity
       24 first time, that the relevant “cautionary language” that accompanied thePlaintiffs 2010 allege, forwas
          (specifically, the drawing of inferences), and more particularly because             now           the
                                                                                      July 28,     guidance
       25 itself false and misleading andfor review, Plaintiffs re-allege the falsity ¶¶143, 145-147. Moreover,
                                             thus not “meaningful” under the statute.
          in order to preserve the issue                                              of Taylor’s September 15,
          2010 statement, “We have a high degree of confidence in our ability” to offer guidance, which the
       26 Court also held inactionable, because the most plausible inference is that Defendants knew or

       27 recklessly disregarded ¶135. 3Q10 and FY10 guidance issued on July 28, 2010 failed to account
                                    that the
          for known discounts.
       28
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           1           4.      The October 5, 2010 revelations caused the Company’s stock price to decline 33%

           2   1 overnight. Plaintiffs bring this action to recoup those losses.
           3            5.     Equinix is a public corporation incorporated in Delaware and headquartered in

           4 I Redwood City, California. The Company provides carrier-neutral data centers and internet

           5   1 exchanges. According to its 2010 Annual Report, filed on SEC Form 10-K, Equinix connects
           6 1 businesses with partners and customers around the world through a global platform of high

           7 performance data centers called “IBXs” (for International Business Exchanges). Equinix states that

           8   its IBX data centers enable customers to safeguard their infrastructure, house their assets and

           9   applications closer to users, and collaborate easily with partners and customers. The Company

       10 operates 92 IBX data centers in 35 markets in North America, Europe, and Asia-Pacific.

       11               6.     Key to Equinix’s products and service offering is “network neutrality.” This means

       12 I that, rather than selling a particular network, Equinix’s customers can interconnect directly with

       13      numerous different bandwidth providers, including some of the world’s top Internet Service

       14 Providers, broadband access networks, and international carriers. Network neutrality also means that

       15      Equinix customers can choose to purchase from, or partner with, a number of companies who also

       16 utilize Equinix IBXs. Traditionally, Equinix’s customers are large telecommunications carriers that

       17 bundle their telecommunications and managed services with colocation offerings. Some customers,

       18       such as Google and Microsoft, operate their own data centers for large infrastructure deployments,
       19 but rely upon Equinix IBX data centers for a number of their interconnection relationships.

       20               7.     Equinix generates substantially all of its revenue through three offerings available to

       21      customers at its 92 IBX data centers: colocation, interconnection, and managed IT infrastructure

       22       services.

       23               8.     Colocation Services. Colocation services include cabinets, power and operations and

       24      I storage space for customers’ colocation needs. The Company’s IBX data centers provide customers
       25      with secure, reliable and fault-tolerant colocation environments that are necessary for internet

       26 commerce interconnection. Many of the IBX data centers include multiple layers of physical

       27       security; scalable cabinet space availability; on-site, trained staff available 24 hours per day, every

       28
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           1   I day; dedicated customer care and equipment staging areas; redundant power; and fault-tolerant
           2   infrastructure systems. Colocation services account for almost 80% of Equinix’s revenues.

           3           9.     Interconnection Services. Interconnection services include cross-connects and switch

           4 1 ports on the Equinix Internet Exchange and Equinix Carrier Ethernet Exchange Services. Through

           5   I these services, the Company provides scalable and reliable connectivity that allows customers to
           6 1 exchange internet traffic directly with the service provider of their choice or with each other,

           7   creating what Equinix refers to as an “ecosystem” for the exchange of data between strategic

           8 partners. Interconnection services account for approximately 14% of Equinix’s revenues.

           9           10.    Managed IT Services. Managed IT infrastructure services allow Equinix’s customers

       10 to leverage the Company’s telecommunications expertise, maximize the benefits of its IBX data

       11      centers and optimize their infrastructure and resources. Managed IT infrastructure services account

       12      for approximately 2.5% of Equinix’s revenues.

       13              11.    As detailed below, the Company’s pricing power was its most widely lauded value

       14 1 proposition. Prior to the Class Period, analysts repeatedly extolled the Company’s “pricing

       15      leverage,” “pricing power,” and “robust pricing” as the key metric to measure and evaluate the

       16 Company’s investment value.

       17              S      “In markets with capacity available, pricing is even stronger and the company is not
                              sacrificing price to increase near term volumes and remains a 20-40% premium to
       18                     its peers . . . .”
       19              S      “[I]ncreased scale and dominant market position should allow EQIX to sustain its
                              competitive advantage and pricing power for at least the next two years.”
       20
                       12     Just prior to the Class Period, however, one of the Company’s key competitors
       21
               revealed that it was being pressured to discount its contract-renewal prices by 5%. This revelation
       22
               caused analysts and investors to worry that Equinix may be facing the same pricing pressures.
       23
                       13. On July 28, 2010, Equinix issued a press release announcing, among other things, its
       24
               second quarter 2010 (“2Q10”) financial results and issuing a revenue and earnings forecast for 3Q10
       25
               and FY10:
       26
                               “Equinix saw strong Q2 financial results in all three of its operating regions
       27              and is on target to meet 2010 objectives,” said Steve Smith, CEO and President of
                       Equinix. “The integration of Switch and Data is ahead of schedule, and our
       28
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           1          expansions are providing us much needed capacity in many of our key markets,
                      which positions us well for further growth.”
           2
                                                        *       *       *
           3
                      Business Outlook
           4
                                                        *       *       *
           5
                             For the full year of 2010, total revenues are expected to be in the range of
           6          $1,225.0 to $1,235.0 million.
           7          14.     Later that same day, Equinix hosted a conference call to discuss 2Q10 earnings, and

           8   3Q10 and FY10 guidance. In response to questions about competitors experiencing pricing pressure

           9   and how competition was affecting pricing at Equinix, Defendants falsely assured investors that the

       10 Company’s disciplined approach to pricing, whereby it offered small discounts only to select,

       11      strategic customers, was intact and that notwithstanding new and growing competition, the Company

       12 would not trade price for volume:

       13             •       “ We’re maintaining the discipline on the floors and ceilings we have on our pricing
                              and the sales force is staying very, very disciplined on price .”
       14
                      •       “Overall North America pricing remains firm       across both the organic and the
       15                     Switch and Data footprint.”

       16             15.     In truth, however, the Company had already begun to provide discounts of great

       17 magnitude and breadth to its customers – and Defendants knew it. As Defendants would admit on

       18      October 5, 2010, “during the second and third quarters, there were certain discounts and credit
       19 memos issued to a number of strategic customers in exchange for longer-term contracts                 .”

       20 Defendants also admitted that at least two of the discounts issued in 2Q10 were more than 10%.

       21             16.     In fact, consistent with the admission that it provided discounts in 2Q10 (which it

       22      omitted from its forecasting model), a former Equinix employee reports that the Company regularly

       23      issued price discounts that exceeded 10%, before and during the Class Period. The former

       24 employee, who was a Regional Director in charge of managing a team of salespeople, reported that

       25

       26

       27

       28
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           1   I she was empowered to approve the issuance of discounts up to 30% – more than six times the
               I
           2 magnitude of the discounts from Equinix’s competitor that had caused investor concern. 2

           3              17.    Moreover, Defendants admit that the Company simply omitted from their July 28,

           4 2010 guidance calculations discounts known to Defendants that the Company had issued as far back

           5   1 as the second quarter. As they explained on October 5, 2010, Defendants simply “missed”
           6   I including those discounts in the guidance – “it was an error on our part” that Defendants
           7       “[s]hould’ve seen ... in Q2” and “caught partway through .”

           8              18.    Unaware of the undisclosed facts concerning the Company’s true financial condition

           9 – in particular, that the Company had already extended large discounts to a wide range of customers
       10 and that a number of known discounts were not included in its forecasting model – securities

       11          analysts issued reports highlighting the Company’s premium pricing and pricing stability. The

       12 reports summarized many of the strong, but false, pricing power statements made by the Individual

       13          Defendants on the July 28, 2010 conference call:

       14                        “EQIX stressed that they continue to see a positive pricing environment for retail
                                 colocation – which includes smaller and mid sized deal in the 10-20 cabinet
       15                        range. . . . EQIX will bid on larger deals but often walks away in many cases in
                                 these markets . . . .”
       16
                          S      “With the purchase of Switch and Data, there are few companies with the scope of
       17                        facilities to challenge EQIX, and the company should be able to maintain premium
                                 pricing.”
       18
                          S      “[D]ue to firm pricing and strong demand, EQIX will likely continue to exceed its
       19                        financial guidance for the balance of 2010.”

       20                 19     Analysts also issued reports highlighting the reliability of the Company’s guidance:

       21      1 “EQIX also enjoys high visibility (90%+ recurring revenues).”
       22                 20.    As a result of Defendants’ July 28, 2010 false statements, Equinix stock rose from

       23      1 $88.06 on July 28, 2010, to $93.82 on July 29, 2010 on high volume.
       24

       25

       26

       27      2
                          The pronoun “she” is used generically and should be understood to indicate gender.
       28
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           1               21.   Additional false statements during the Class Period served to maintain and heighten

           2 1 the artificial inflation of the stock price, including statements on September 15 and 22, 2010 that

           3   1 substantively reiterated the July 28 misrepresentations:
           4               S     “Look, we can win on price if we want to win on price. I think you’ve heard us say
                                 periodically we’re not going to trade price for volume .”
           5
                           S     “[T]his is sort of a consistent message you’ve heard from us previously, that pricing
           6                     is stable, it’s firm . It is at the price point that we would like to see as a company.”

           7               S     “[W]e are not going to trade price for volume . . . . I would give growth away to
                                 make sure we are very prudent on price.”
           8
                           22    Then, on the afternoon of October 5, 2010, the Company pre-announced its 3Q10
           9
                revenue and earnings results, and revised downward the Company’s FY10 revenue forecasts. The
       10
                Company announced that Equinix would miss its 3Q10 and FY10 revenue and earnings forecasts.
       11
                The reasons given were sharply inconsistent with the Company’s prior representations and
       12
                assurances.
       13
                           S     The forecast revisions were due, in part, to “ discounting to secure longer term
       14                        contract renewals . ”
       15                  S     “[D]uring the second and third quarters, there were certain discounts and credit
                                 memos issued to a number of strategic customers in exchange for longer-term
       16                        contracts .”

       17                  S     Certain discounted and credit memos “weren’t fully contemplated when we offered
                                 guidance. And so what we had is basically a June exit rate that didn’t fully
       18                        represent that adjustment .”
       19                  S     “[W]e just had an assumption that was missed in the guidance , as Keith said. So it
                                 was an error on our part. Should’ve seen it in Q2. We caught it partway through  .”
       20
                           S     “There are magnets that we will go after, and we will adjust. In this case, it’s just
       21                        over 10% is the effect of the adjustment to their existing pricing .”
       22                  S     “ We historically have said we will not trade volume for price. But these are
                                 strategic magnets .”
       23
                           S     “[W]here we get pressure on pricing, if a large customer is willing to commit long
       24                        term in large volume, we are going to get flexible in our pricing with them .”
       25                  23.   As a result of Defendants’ materially false and misleading statements and the October

       26      1 5, 2010 disclosures, the market sent the Company’s stock price tumbling from a Class Period high of
       27      1 $105.09 on October 5, 2010, to $70.34 the next day – a one-day loss of over 33% of shareholder
       28      1 equity.
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           1          24.     The side-by-side table below contrasts some of Defendants’ materially false and

           2 misleading statements made during the Class Period with the truth as revealed in Defendants’

           3   statements during the October 5, 2010 conference call.

           4
                               Class Period Representations                        October 2010 Disclosures
           5
                 A.     The Company issues revenue guidance of $335 to The Company announces that it
           6            $338 million for 3Q10 and $1.225 to $1.235 billion expects 3Q10 revenues to be
                        for FY10.                                          between $328 and $330 million
           7                                                               and FY10 revenues to be $1.215
                        The Company has “exceptional visibility” into its billion, explaining that “some of
           8            “financial model and [a] track record of strong these credit and debit memos that
                        execution.” Keith mentioned, we just didn’t
           9                                                               get them included in the guidance
                                                                           assumptions.”
       10
                                                                                “[W]e made some adjustments in
       11                                                                       debit and credit memos. And
                                                                                those weren’t fully contemplated
       12                                                                       when we offered guidance. And
                                                                                so what we had is basically a June
       13                                                                       exit rate that didn’t fully represent
                                                                                that adjustment.”
       14
                                                                                “[W]e just had an assumption that
       15                                                                       was missed in the guidance . . . .
                                                                                So it was an error on our part.
       16                                                                       Should’ve seen it in Q2. We
                                                                                caught it partway through.”
       17
                 B.    “Overall North America pricing remains firm across “[D]uring the second and third
       18              both the organic and the Switch and Data footprint.” quarters, there were certain
                                                                             discounts and credit memos issued
       19              “We’re maintaining the discipline on the floors and to a number of strategic customers
                       ceilings we have on our pricing and the sales force is in exchange for longer-term
       20              staying very, very disciplined on price.” contracts.”

       21               “[T]his is sort of a consistent message you’ve heard “There are magnets that we will
                        from us previously, that pricing is stable, it’s firm. It go after, and we will adjust. In
       22               is at the price point that we would like to see as a this case, it’s just over 10% is the
                        company.” effect of the adjustment to their
       23                                                                        existing pricing.”
                 C.    “Look, we can win on price if we want to win on “We historically have said we will
       24              price. I think you’ve heard us say periodically we’re not trade volume for price. But
                       not going to trade price for volume.”                these are strategic magnets.”
       25
                       “[W]e are not going to damage, if you will, the output “[W]here we get pressure on
       26              because we think it is very important to maintain pricing, if a large customer is
                       pricing. . . . [W]e are not going to trade price for willing to commit long term in
       27              volume. . . . I would give growth away to make sure large volume, we are going to get
                       we are very prudent on price.” flexible in our pricing with them.”
       28
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           1
                       25.     Analyst and investor reactions to the new information in the October 5, 2010 press
           2
               release and conference call were sharply critical of Defendants, directly challenged their credibility,
           3
               and questioned the contrast between the October 5, 2010 statements and those made during the Class
           4
               Period regarding pricing discipline. One analyst specifically questioned Defendants about whether
           5
               prices, which Defendants had consistently assured investors were stable, were actually falling, and
           6
               indicated that Defendants’ ability to provide accurate guidance was in question:
           7
                              “Obviously, look, the stock is down as much as $20 in the aftermarket. And what
           8                  people are reading into this is that you’ve somehow mismanaged the Switch and
                              Data merger transaction, which people were afraid of; that prices are coming
           9                  down in the industry faster than people thought; and that[] now you’ve lost your
                              ability to forecast . . . .”
       10
                       26.     Analysts also noted that it wasn’t the mere fact that the Company missed the revenue
       11
               forecast and reduced FY10 financial guidance that was troubling. Rather, what was troubling were
       12
               the reasons for the missed forecast and reduced guidance, including the Company’s failure to
       13
               account for known discounts in issuing the guidance, and the new information about pricing trends
       14
               and the magnitude of discounts, which were of qualitative significance and put management’s
       15
               credibility in question.
       16
                               “[M]anagement credibility has become increasingly questionable ,” and that
       17                      “[w]hile the revenue reduction was modest , . . . it may be indicative of underlying
                               trends in Equinix’s business .”
       18
                       .       “We had expected the rate of price increases to moderate going forward, but the
       19                      magnitude of discounts on large deals surprised us .”
       20              .       “[T]hese issues raise larger questions of management credibility and control over
                               the integration process, considering the positive tone of conversation over the past
       21                      several months .”

       22                      “Although the reduction in revenue guidance was not materially large, we found the
                               qualitative commentary regarding pricing/competitive issues more concerning .”
       23
                       27.     For these reasons and others, detailed at greater length below, Plaintiffs allege with
       24
               particularity actionable misrepresentations of material fact, made with intent or deliberate
       25
               recklessness, that caused investors’ economic loss.
       26

       27

       28
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           1   II. JURISDICTION AND VENUE
           2          28.     Jurisdiction is conferred by §27 of the 1934 Act. The claims asserted herein arise

           3   under §§10(b) and 20(a) of the 1934 Act and SEC Rule 10b-5.

           4          29.     Venue is proper in this District pursuant to §27 of the 1934 Act. Many of the false

           5   and misleading statements were made in or issued from this district.

           6          30.     Equinix maintains its principal executive office at One Lagoon Drive, 4th Floor,

           7 Redwood City, California 94065. Certain of the acts and conduct complained of herein, including

           8 the dissemination of materially false and misleading information to the investing public, occurred in

           9 this District.
       10             31.     In connection with the acts and conduct alleged in this complaint, defendants, directly

       11      or indirectly, used the means and instrumentalities of interstate commerce, including, but not limited

       12 to, interstate mail, interstate wire, interstate telephone communications.

       13      III. PARTIES
       14             32.     Lead plaintiff International Brotherhood of Electrical Workers Local 697 Pension

       15      I Fund purchased the common stock of Equinix during the Class Period, and was damaged as the
       16 result of Defendants’ wrongdoing as alleged herein.

       17             33.     Plaintiff Cement Masons & Plasterers Joint Pension Trust purchased the common

       18      stock of Equinix during the Class Period, and was damaged as the result of defendants’ wrongdoing
       19      as alleged herein. Cement Masons & Plasterers Joint Pension Trust and International Brotherhood of

       20 Electrical Workers Local 697 Pension fund are referred to herein as “Plaintiffs.”

       21             34.     Defendant Equinix is a Delaware corporation with its principal executive offices in

       22 Redwood City, California.

       23             35.     Defendant Stephen M. Smith (“Smith”) joined Equinix in 2007, when he was named

       24 the Company’s President, CEO and a director. Prior to becoming President and CEO of Equinix,

       25      Smith served as Senior Vice President of HP Services at Hewlett-Packard Co. and Vice President of

       26 Global Professional and Managed Services at Lucent Technologies.

       27

       28
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           1           36.     Defendant Keith D. Taylor (“Taylor”) joined the Company in 1999 and has served as

           2   1 its CFO since 2005. Prior to serving as the Company’s CFO, Taylor served as the Company’s
           3   1 Director of Finance and Administration, Vice President, and Finance and Chief Accounting Officer.
           4           37.     The Defendants named in ¶¶35-36 are referred to herein as the “Individual

           5 1 Defendants.

           6           38.     The Individual Defendants, because of their positions with the Company, possessed

           7 I the power and authority to control the contents of Equinix’s SEC filings, press releases and

           8 presentations to the market by way of securities analysts, money and portfolio managers, and

           9   institutional investors. The Individual Defendants were provided with copies of the Company’s

       10 I reports and press releases alleged herein to be misleading prior to or shortly after their issuance and

       11      had the ability and opportunity to prevent their issuance or cause them to be corrected. Because of

       12 their positions with the Company, and their access to material non-public information available to

       13      them but not to the public, the Individual Defendants knew that the adverse facts specified herein

       14 had not been disclosed to and were being concealed from the public and that the positive

       15      representations being made were at the time they were made materially false and misleading. The

       16 Individual Defendants are liable for the false and misleading statements pleaded herein.

       17              39.     Defendants are liable for: (i) making false statements; or (ii) failing to disclose

       18      I adverse facts known to them about Equinix. Defendants’ fraudulent scheme and course of business
       19 that operated as a fraud or deceit on purchasers of Equinix common stock was a success: (i) it

       20 deceived the investing public regarding Equinix’s current business strength and financial condition;

       21      (ii) it artificially inflated the price of Equinix common stock; and (iii) it induced Plaintiffs and other

       22 members of the Class to purchase Equinix common stock at inflated prices.

       23      IV. CONTROL PERSONS
       24              40.     Because of the Individual Defendants’ executive management positions at the

       25      I Company, they had access to and knew about the adverse undisclosed information about its business,
       26 operations, products, operational trends, financial statements, markets, and present and future

       27 business prospects via access to internal corporate documents (including the Company’s operating

       28 plans, budgets and reports of actual operations compared thereto), conversations and connections
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           1   I with other corporate officers and employees, attendance at management and/or Board of Directors
           2 I meetings and committees thereof, and via reports and other information provided to them in

           3 1 connection therewith.
           4           41.     It is appropriate to treat the Individual Defendants as a group for pleading purposes

           5   I and to presume that the false, misleading and incomplete information conveyed in the Company’s
           6 I public filings, press releases, and other publications as alleged herein are the collective actions of the

           7 narrowly defined group of defendants identified above. The Individual Defendants, by virtue of

           8 their high-level positions with the Company, directly participated in the management of the

           9   Company, were directly involved in the day-to-day operations of the Company at the highest levels,

       10 and were privy to confidential proprietary information concerning the Company and its business,

       11      operations, products, growth, financial statements, and financial condition, as alleged herein. The

       12      Individual Defendants were involved in drafting, producing, reviewing and/or disseminating the

       13      false and misleading statements and information alleged herein; were aware, or recklessly

       14 1 disregarded, that the false and misleading statements were being issued regarding the Company; and

       15      approved or ratified these statements in violation of the federal securities laws.

       16              42.     As officers and controlling persons of a publicly held Company whose common stock

       17 1 was, and is, registered with the SEC pursuant to the 1934 Act, traded on the NASDAQ, and

       18      governed by the provisions of the federal securities laws, the Individual Defendants each had a duty
       19 to promptly disseminate accurate and truthful information with respect to the Company’s financial

       20 condition and performance, growth, operations, financial statements, business, products, markets,

       21      management, earnings, and present and future business prospects, and to correct any previously

       22      issued statements that had become materially misleading or untrue, so that the market prices of the

       23      Company’s publicly traded securities would be based upon truthful and accurate information. The

       24 Individual Defendants’ misrepresentations and omissions during the Class Period violated these

       25      specific requirements and obligations.

       26              43.     As alleged above, the Individual Defendants participated in the drafting, preparation,

       27      and/or approval of the various press releases, shareholder reports, SEC filings, and other public

       28      statements/communications complained of herein and were aware of, or recklessly disregarded, the
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           1   misstatements contained therein and omissions therefrom, and were aware of their materially false

           2   1 and misleading nature. Each Individual Defendant was provided with copies of the documents
           3   1 alleged herein to be misleading prior to or shortly after their issuance, or had the ability or
           4 I opportunity to prevent their issuance or to cause them to be corrected. In fact, the Individual

           5   I Defendants certified the accuracy of their year-end results, and consented to the content of the
           6 1 financials. Accordingly, each of the Individual Defendants is responsible for the accuracy of the

           7 public reports and releases detailed herein and is therefore primarily liable for the representations

           8   contained therein.

           9           44.     Equinix and each of the Individual Defendants are liable as participants in a scheme

       10 I and course of business that operated as a fraud or deceit on purchasers of Equinix publicly traded

       11      securities by disseminating materially false and misleading statements and/or concealing material

       12      adverse facts. The scheme deceived the investing public regarding Equinix’s business, operations,

       13      management and the intrinsic value of Equinix publicly-traded securities.

       14 V. SOURCES OF INFORMATION

       15              45.     Plaintiffs’ allegations, based upon information and belief, are supported by a former

       16 1 Equinix employee (“FE1”). The information provided by FE1 is reliable and credible because she:

       17      (a) worked at Equinix during the Class Period; (b) possessed a job title and responsibilities

       18      demonstrating that she was in a position to know the information provided; (c) provided an account
       19 that corroborates, and is corroborated by, Plaintiffs’ allegations.

       20              46.     FE1 was employed at Switch & Data as Regional Director, Inside Sales East from

       21      2004 until it was acquired by Equinix in April 2010. FE1 retained the same title and job

       22 responsibilities at Equinix until she left in April 2012. As a Regional Director, FE1 directed a staff

       23      of sales representatives. At Equinix, FE1’s group was responsible for sales to about 400-500

       24 accounts.

       25      VI. BACKGROUND TO DEFENDANTS’ SCHEME
       26              47.     Prior to and during the Class Period, Equinix was the colocation industry leader. It

       27 1 was renowned in the market for both the facilities it operated and the prices it charged, which were at

       28      a 20-40% premium over those of its competitors. Despite increasing competition, the Company was
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           1   1 admired for its ability to firmly hold onto its premium pricing and for its disciplined sales force.
           2 Moreover, the Company’s leadership, particularly Smith and Taylor, were viewed as reliable

           3   I stewards of a strong company in an emerging market. Smith and Taylor were proud of the
           4 1 Company’s pricing power. They informed the public that they were personally consulted when a

           5   I large discount was considered, and were happy to tell investors that such consultations were rare.
           6 1 When Equinix completed the Switch & Data acquisition in April 2010, they boasted that the

           7   integration would run smoothly and that, among other reasons for the acquisition, their already

           8   considerable pricing power would be consolidated.

           9           48.     Analysts relied on that picture in touting the Company’s strengths to investors.

       10 I According to analysts, the Company’s pricing power was core to its strengths; the overwhelming

       11      majority of analyst reports lauded the Company’s pricing power, which set it apart from competitors

       12 that relied on discounts and promotions to attract customers. After the Switch & Data acquisition,

       13      analysts praised the acquisition as further consolidating the Company’s pricing power. Based on the

       14 Company’s track record and the content of its statements announcing the deal, analysts were

       15      confident that the merger would live up to Defendants’ publicly-stated expectations. Put simply,

       16 Equinix was viewed by the market as a tightly-run ship in a hot market space.

       17              A.      Investors Cited Equinix’s Pricing Power and Consistency as a
                               Primary Reason for Investing in the Company
       18
                       49      Defendants touted consistently Equinix’s pricing power prior to the Class Period, and
       19
               investors repeatedly cited pricing power as a principal reason for investing in Equinix securities.
       20
               Examples drawn from just several months before the Class Period demonstrate that analysts focused
       21
               consistently on Equinix’s “favorable” and “improving” pricing trends, and “firm” and “stable”
       22
               pricing, contrasting the Company’s pricing strength with competitors that “offer promotions.”
       23
                       50. It was in fact the Company’s pricing discipline that investors viewed as the
       24
               Company’s key value proposition, which is evidenced by a long series of analysts’ commentaries
       25
               focused on that business metric. In advance of the Company’s 4Q09 and FY09 results, investors
       26
               commented on the Company’s “strong” and “stable” pricing. For example:
       27

       28
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           1           51.    On January 7, 2010, Oppenheimer reported on Taylor’s comments at an investor

           2   conference reiterating the fact that the Company’s growth was “ supported by . . . firm pricing

           3 1 trends .”
           4           52.    On February 1, 2010, Wells Fargo Securities (“Wells Fargo”) stated: “Our channel

           5   checks indicate that demand and pricing trends continue to improve .”

           6           53.    On February 5, 2010, Morgan Stanley issued a report stating: “ Strong pricing and

           7   cross-connect additions should provide the growth drivers for the installed base . . . .” The report

           8   continued, “MRR per cabinet has continued to trend favorably since 1Q08.” 3

           9           54.    On February 8, 2010, Morgan Joseph issued a report stating: “We believe December

       10 quarter sales growth should be driven by the company’s Colocation business given continued

       11      demand and favorable pricing .”

       12              55.    On February 10, 2010, the Company issued its 4Q09 and FY09 results. On the

       13      earnings conference call, Smith stated: “Overall we’re not seeing any significant changes to the

       14 competitive landscape, with pricing remaining firm for cabinets, power and interconnection.” Taylor

       15      reinforced the point: “[P]ricing is remaining firm, stable. That is what we like to say with our

       16 investors and people on the call today.”

       17              56.    In reaction to the 4Q09 and FY09 results, analysts remained enthusiastic about the

       18      Company’s pricing power.
       19              57.    On February 11, 2010, Collins Stewart upgraded Equinix to “buy,” remarking on

       20 “[fJirmer than expected pricing environment across the markets due to strong demand and capacity

       21      constraints” and “[h]igher than expected [colocation] pricing.”

       22              58.    On February 11, 2010, Oppenheimer issued a report stating: “Profitability again came

       23      above our forecast, as sustained cost discipline, better than expected top-line performance and firm

       24              trends drove upside .”

       25

       26

       27      3
                       “MRR,” as utilized by Equinix and herein, stands for Monthly Recurring Revenue.
       28
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           1           59.     On February 11, 2010, SunTrust Robinson Humphrey (“SunTrust”) issued a report

           2   1 stating: “Importantly, pricing remains steady   . With limited capacity in many key markets, the

           3   1 company has been able to hold very firm on pricing. In markets with capacity available, pricing is
           4 even stronger and the company is not sacrificing price to increase near term volumes     and remains a

           5   20-40% premium to its peers . . . .”

           6           60.     On February 11, 2010, Wells Fargo issued a report stating: “Pricing remains very

           7         as evidenced by a 9.6% growth in revenue/cab[inet] in Q4 vs closer to 8.0% on average in the

           8 1 prior 3 quarters.”

           9           61.     On February 11, 2010, Morgan Joseph issued a report stating: “As expected, Equinix’

       10               was solid in 4Q09 with weighted average recurring revenue per cabinet equivalent across all
       11      I geographies increasing approximately 4% or more sequentially.”
       12              62.     In advance of the Company’s 1Q10 results, on April 15, 2010, Jefferies, Inc. &

       13      I Company (“Jefferies”) instructed investors to “remain focused on EQIX’s pricing.” The report
       14      stated: “[WJhile some providers continue to offer promotions (e.g. free months, longer rev ramps,
       15      etc.), we believe EQIX has remained disciplined on pricing in the U.S.     ” The report concluded,

       16 “We believe investors should remain focused on EQIX’s pricing , as we believe the premium which

       17      EQIX is demanding relative to other providers has expanded in recent periods.”

       18              63.     On April 15, 2010, Morgan Joseph issued a report stating: “We believe March quarter
       19      I sales should continue to be driven by Colocation revenue given strong demand and stable pricing   .”

       20              B.      Equinix Announces 1Q10 Financial Results and Reaffirms Continuing
                               Pricing Power
       21
                       64.     The Company reaffirmed its pricing power when it announced its 1Q10 earnings. In
       22
               spite of aggressive competition, the Company announced that pricing remained stable. Moreover,
       23
               Equinix stated that it would not go below a discount threshold in competing for customers and its
       24
               sales force was disciplined in keeping discounts within the narrow range that enabled the Company
       25
               to retain its pricing power.
       26
                       65.     On April 21, 2010, approximately one week before the Company completed its
       27
               acquisition of Switch & Data, Equinix issued a press release announcing its 1Q10 earnings and
       28
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           1   1 guidance. The press release stated that the Company had earned revenues of $248.6 million for the
           2   I quarter, a 3% increase over the pervious quarter and a 25% increase year over year. Of those
           3   revenues, $237.2 million, or over 95%, were recurring. The press release also issued revenue and

           4 I earnings guidance for the 2Q10 and FY10. Because most of the Company’s revenue was based on

           5   1 contractual monthly fees, its revenue stream was recurring and thus highly predictable. For 2Q10,
           6 1 the Company announced that it expected revenues to be in the range of $258 to $260 million. For

           7 the full year, the Company announced that it expected revenues to be in the range of $1.065 to

           8   $1.080 billion, a $10 million increase from the midpoint of the range in prior expectations.

           9           Equinix Reports First Quarter 2010 Results
       10              S       Reported revenues of $248.6 million, a 3% increase over the previous quarter
                               and a 25% increase over the same quarter last year
       11
                       S       Reported adjusted EBITDA of $117.3 million, a 5% increase over the
       12                      previous quarter and a 28%A increase over the same quarter last year

       13              S       Increases 2010 annual revenue guidance to $1,065.0 million to $1,080.0
                               million
       14
                       S       Increases 2010 adjusted EBITDA guidance to $470.0 million to $480.0
       15                      million

       16              66.     Later that day, Defendants hosted a call with investors and analysts during which

       17      1 Smith and Taylor were asked about the strength of the Company’s “pricing power” – its ability to
       18 maintain its premium pricing model without discounts or credits to customers. In addition to
       19      1 confirming that the Company and its sales personnel were holding steady on pricing due to a “very
       20 1 disciplined” pricing approach, Smith assured investors that he and Taylor knew of any and all deals

       21      that fell below the low end of the Company’s approved pricing range:

       22              [ANALYST:] [O]n pricing power how long do you expect to see the strength in
                       pricing? And are you seeing any competitors or new entran[ts] that are getting more
       23              aggressive on price in any of your markets?

       24                                                *       *      *

       25                     [TAYLOR:] I say on pricing power and just our confidence around the
                       conversion, certainly you see our confidence in the guidance we’ve delivered. . . .
       26              You get a sense on how much momentum we believe there is in the business. . . .

       27                                                *       *      *

       28
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           1                  [ANALYST:] Okay, great. Thanks, and on the competitive environment as
                      far as newer entran[ts] or anyone getting aggressive?
           2
                               [SMITH:] I tell you that happens metro by metro and we occasionally see
           3          that. There’s nothing new this quarter that we haven’t seen in the past. There’s
                      aggressive competitors on certain deals, and we’re holding our strategy pretty
           4          steady. We’re not going to go below a threshold. Our sales force is very
                      disciplined . Keith and I, as I’ve mentioned many times, look at any deal that has to
           5          go outside of the range we give to our sales forces. We just don’t have to do that
                      very often. That’s a signal to us that the sales teams are holding pretty steady with
           6          the pricing that Keith talked about.

           7          67.     Another analyst asked about “the pricing environment in general.” Smith reiterated

           8 1 that “pricing is pretty darn stable .”

           9          [ANALYST:] What kind of bookings assumptions relative to 2009 are embedded in
                      your 2010 revenue guidance? And my follow up, can you talk about the pricing
       10             environment in general . . . .

       11                                                *       *          *

       12             [SMITH:] . . . Keith mentioned pricing is pretty darn stable              across our
                      marketplace. . . .
       13
                              Generally, we’re just holding pretty steady with the current pricing that’s out
       14             there today and negotiating off of that. And like I said earlier, we’re just not seeing
                      any meaningful change. Our sales team is doing a good job staying within the bands
       15             that we guide them by. There’s no undue pressure or anything that’s going on that’s
                      goofy.
       16
                      68.     Analysts reacted to the April 21, 2010 earnings announcement and conference call by
       17
               reiterating the Company’s pricing power. They noted that despite increased competition, Equinix
       18
               was able to hold firm on pricing and was not, as its competitors were, sacrificing price to increase
       19
               near-term volume. According to analysts, the Company’s pricing power drove upside and would
       20
               continue to do so for the foreseeable future.
       21
                      69.      On April 21, 2010, Wells Fargo issued a report entitled “EQIX: Solid Q1 Results –
       22
               Slightly Increasing Estimates.” The report stated: “ Pricing remains firm and the company
       23
               experienced solid demand for cross connects and higher power deployments which drove a 12.2%
       24
               yr./yr. increase in global recurring revenue per cabinet.”
       25
                      70.      On April 22, 2010, SunTrust issued a report entitled “1Q10 Review – Strong Results;
       26
               Raised Guidance.” The report also lauded the Company’s “solid” fundamentals, including “steady”
       27
               pricing “at a 20-40% premium to its peers”:
       28
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           1           While 1Q10 bookings were soft in the U.S., management described a strong sales
                       pipeline and backlog of bookings that it expects to convert into billing in 2010. . . .
           2           Importantly, pricing remains steady across all regions. With limited capacity in
                       many key markets, the company has been able to hold firm on pricing and is not
           3           sacrificing price to increase near-term volumes. Equinix price points remain at a
                       20-40% premium to its peers due to its high power densities and best in class data
           4           centers. We expect a 3-5% boost to annual revenue from price increases.

           5            71.     On April 22, 2010, Jefferies issued a report entitled “Better Than Expected Q1:10

           6 1 Results; Outlook Largely In Line.” The report’s “Investment Summary” stated: “EQIX easily beat

           7   1 consensus revs and EBITDA, on the back of steady cabinet additions and          strong pricing trends .”

           8            72.     On April 22, 2010, Brigantine Advisors issued a report entitled “EQIX moving to

           9   I dominate local data connectivity, Internet access.” The report stated: “   With pricing rates remaining

       10 stable , as well as solid interconnection growth in the quarter, we believe Equinix remains on track to

       11      continue its market share lead in the collocation sector.”

       12               73.     On April 22, 2010, Oppenheimer issued a report entitled “Equinix Inc. Reports Solid

       13      I 1Q Results; Mixed Operating Metrics.” The report stated: “Management was very upbeat on
       14 bookings, which remained solid across all regions (with particular strength in financial and network

       15       services), and pricing trends remained firm .” The report continued, “Profitability also topped our

       16 forecast once more, as sustained cost discipline, better than expected top-line performance, GM

       17 upside, and firm pricing trends drove upside .” “On the whole,” the report concluded, “we believe

       18 the business continues to exhibit solid momentum, as stable pricing trends and healthy new
       19 bookings will continue to drive upside on the top and bottom lines.”

       20               C.      After Long Department of Justice Antitrust Inquiry, Equinix Closes
                                Switch & Data Acquisition; “Pricing Leverage” Is Key to
       21                       Acquisition’s Upside
       22               74.     On May 3, 2010, Equinix issued a press release announcing the completion of its

       23       $683.4 million acquisition of Switch & Data. The price included a cash payment of $134 million

       24 and the issuance of approximately 5.5 million shares of Equinix common stock, valued at $549.4

       25      million based on the closing price of the Company’s stock on April 30, 2010.

       26               75.     Defendants promised to drive an aggressive integration schedule towards a one-

       27 company model, beginning with a strong focus on integrating the sales forces by getting them to

       28      cross-sell ( i.e. , to have former Switch & Data sales representatives selling into Equinix assets, and
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           1   I longstanding Equinix sales representatives selling into former Switch & Data assets). Defendants
           2   1 also boasted that the transaction would further elevate Equinix above its competition, establishing it
           3   as the premier North American and worldwide network neutral data center provider.

           4            76.     On May 7, 2010, Equinix hosted a conference call to discuss the Switch & Data

           5   1 acquisition. On the call, Smith discussed the details of the acquisition and described expectations for
           6 I the combined Company, including both cost and revenue synergies “on virtually every line of the

           7 P&L”:

           8           [SMITH:] [T]his transaction continues to distance Equinix from other data center
                       providers, and further establishes us as the only global network neutral data center
           9           provider, and clearly with the largest North American footprint. . . .

       10                                                  *       *        *

       11                      On the financial side of the equation as we previously stated, we expect a
                       benefit from synergies on virtually every line of the P&L . . . .
       12
                                                           *       *        *
       13
                               Let me switch gears and give you an update on our plans for integrating
       14               Switch & Data into Equinix. . . .

       15                       Our overriding goal [is] to drive an aggressive integration schedule to move
                        towards a one company model, with full annualized synergies to be realized no later
       16               than mid-2011. We have integrated Switch & Data under Pete Ferris, the President
                        of our North American region. . . .
       17
                               Secondly, we will drive top-line growth with a strong focus on achieving
       18              revenue synergies across both sales organizations. An early sign of success over the
                       past week is that we have already identified several Equinix customers that are
       19              interested in the Switch & Data inventory . . . .

       20                       Third, we intend to build one integrated team that will leverage the strength
                        of both Companies. . . . We have already realigned the organizations, rebranded the
       21               data centers, and started the journey to integrate their systems and processes onto the
                        Equinix platform.
       22
                                                           *       *        *
       23
                                [SMITH:] . . . As soon as we get these sales organizations integrated and
       24               cross-selling, and understand the capacity on both sides, we are going to go hard at
                        revenue synergies.
       25
                        77.     Analysts noted that the acquisition reinforced the Company’s already dominant
       26
               pricing power. They viewed pricing leverage as a key motivator for and positive outcome of the
       27

       28
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           1   1 acquisition, and noted that the Company’s dominant position would be extended even further,
           2   I allowing it to retain its pricing power and premium over competitors for at least the next two years.
           3           78.     On May 7, 2010, J.P. Morgan North America Equity Research (“J.P. Morgan”) issued

           4 1 a report entitled “Equinix: Resuming Coverage with Overweight Rating and $130 Price Target.”

           5   I Regarding the merger, the report stated: “We believe the acquired assets enhance the company’s
           6 I already strong position as a leader in the data center market. We believe data center fundamentals

           7 remain very healthy, driven by strong demand and stable pricing .”

           8           79.     On May 7, 2010, Merriman Curhan Ford issued a report entitled “Strategic and

           9 1 Financial Benefits of the Switch and Data Acquisition Should Boost Growth in 2011 and Expand
       10 Valuation Multiples.” Among “the key strategic and financial reasons for the acquisition ,” the

       11      report cited “pricing leverage .”

       12               80.    On May 10, 2010, Oppenheimer issued a report entitled “Equinix Inc.: Raising

       13      Estimates for SDXC Acquisition.” The report stated: “The resulting increased scale and dominant

       14 market position should allow EQIX to sustain its competitive advantage and pricing power for at

       15      least the next two years .”
       16               81.    On May 12, 2010, RBC Capital Markets (“RBC Capital”) issued a report entitled

       17      1 “Equinix, Inc. (NASDAQ: EQIX): Updating Estimates; Outperform Rated.” The report stated: “Our
       18 recent research amongst Equinix’ competitors and customers suggests a strong demand pipeline and
       19 robust pricing across multiple sizes , types of customer segments, and regions, and we believe

       20 Equinix is able to effectively leverage its brand and multi-region presence to win customers.”

       21               82.    By May 13, 2010, Equinix stock price had shot up to $101.68 per share, from $91.45

       22      1 in the wake of the Company’s May 7, 2010 conference call regarding the merger.
       23               83.    On May 18, 2010, Deutsche Bank issued a report entitled “Hub of the Internet;

       24 1 Initiate with a Buy and $120 target.” The report stated: “[W]e think there are strategic benefits to

       25      consolidating the market both from a scale and from a pricing perspective       .” It continued: “In our

       26 view, the acquisition of Switch & Data is a smart strategic acquisition that adds much needed

       27      colocation inventory and likely helps maintain a favorable pricing environment for longer         .”

       28
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           1           84.     On May 26, 2010, William Blair & Company (“William Blair”) issued a report

           2   1 entitled “Initiating Coverage With a Market Perform Rating.” The report stated: “Despite the
           3   I ubiquitous presence of competition, robust demand has resulted in stable pricing and capacity
           4   I shortages in numerous markets. This shortage of capacity is expected to persist.”
           5           85.     On June 8, 2010, Cowen and Company issued a report entitled “Quick Take: Recent

           6   1 Stock Action Unwarranted; Reiterate Outperform.” The report stated: “Checks with the company as
           7 well as our industry sources continue to suggest there has been little fundamental change in pricing

           8   or demand across all three regions while recent conversations with several investors have uncovered

           9 no new concerns.”
       10              86.     On June 10, 2010, Oppenheimer issued a report entitled “Equinix Inc.: Adjusting

       11      1 Estimates for FX Headwinds.” The report stated: “Positively, underlying fundamentals in the colo
       12 market remain healthy . . . .        Given EQIX’s dominant position in the market, we believe the
       13      company will be able to sustain its competitive advantage and pricing power for at least the next
       14 two years .” The report continued: “ We believe that the increased scale and dominant market

       15               of the combined entity should allow EQIX to sustain significant pricing power for at least

       16 the next two years .”

       17              87.     On June 21, 2010, RBC Capital issued a report entitled “Equinix, Inc. (NASDAQ:

       18      1 EQIX): Reiterate Outperform; Operating Trends Appear Solid, FX Pressures Narrowing.” The
       19 report stated: “On the pricing front, we have seen evidence of increased cabinet and interconnect

       20 pricing to some US customers, and see the potential to continue to drive price increases                   to
       21      segments of the acquired Switch & Data customer base upon contract renewal.”

       22              88.     On July 19, 2010, Brigantine Advisors issued a report entitled “Equinix, Inc.: Buy

       23      1 (EQIX, $82.24): 2 months of Switch and Data integration in focus.” The report stated:
       24              Our thesis for EQIX remains: the company dominates local cross-connection services
                       in the six major US connectivity cities, and provides critical access from those
       25              facilities to the Internet. With the purchase of Switch and Data, there are few
                       companies with the scope of facilities to challenge EQIX, and the company should
       26              be able to maintain premium pricing .
       27              89.     On July 23, 2010, SunTrust issued a report entitled “2Q10 Preview; Expecting Stable

       28      I Operating Metrics but FX Headwinds.” The report stated: “Recent customer channel checks indicate
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           1   1 demand remains strong and pricing is firm .” It continued: “[C]onsolidation [with Switch & Data]
           2   I improves the pricing environment   and should reduce new EQIX capacity plans.”

           3           90.     On July 26, 2010, Morgan Joseph issued a report entitled “Colocation and Switch and

           4 1 Data Revenue Should Drive 2Q10 Sales Growth; Buy.” The report stated: “We believe June

           5   I quarter sales should continue to be driven by Colocation revenue given strong demand and stable
           6           , as well as the contribution from the recent Switch and Data acquisition.”

           7           91.     On July 28, 2010, Guggenheim issued a report entitled “Equinix Inc.: EQIX – BUY –

           8   I 2Q10 Earnings Preview.” The report stated: “Our customer and channel checks continue to paint a
           9   solid picture of demand for Equinix. We believe that relative pricing weakness at SAVVIS      . . . has

       10 benefited Equinix , and overall the industry demand versus supply ratio remains at or near 3x.”

       11              D.      In Advance of the 2Q09 Financial Results and Conference Call,
                               Analysts Signaled that Investors Were Concerned About the
       12                      Company’s Ability to Maintain Pricing Power
       13              92      In anticipation of the Company’s 2Q10 financial results and the conference call to

       14 I follow, analysts informed the Company what topics investors wanted addressed. Foremost among

       15      them was the Company’s ability to maintain its pricing power, particularly in light of the

       16 announcement by a competitor, SAVVIS, Inc., that its customers were seeking 5% discounts. Due

       17 to the importance of the Company’s pricing power and its premium service offering, the news that its

       18      competitors were feeling pressure to offer discounts was disconcerting. The effects of competitor
       19      discounts and ever-increasing competition were investors’ paramount concerns.

       20              93.     On July 22, 2010, Morgan Stanley published a report entitled “Equinix, Inc.: 2Q10

       21      1 Preview: FX Poses Risk to Top-line Guidance, Capex Likely Still Elevated.” The report raised
       22      concern regarding SAVVIS’s recent announcement of 5% discounts, and wanted to know whether

       23      Equinix was facing the same pressure: “ 2010 Outlook / Economy – . . . SAVVIS recently mentioned

       24 that customers were looking for ~5% cost savings on colocation contract renewals. How many

       25      deals are being escalated to management on price? ”
       26              94.     On pricing generally, Morgan Stanley wanted to know whether the Company could

       27      continue to maintain price increases and premium pricing in the current environment.

       28
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           1                  Pricing – On the 1Q10 call, management said that pricing was holding
                      “steady .” What regions and markets are seeing the most favorable pricing
           2          environments? To what extent are cross connects and additional power usage
                      contributing to price increases? Are 3-5% annual increases still reflective of the
           3          current environment? Has the 20-40% pricing premium relative to the peer group
                      changed since the start of the year? Are there any new entrants that have put
           4          pressure on pricing in some markets? How is management prioritizing higher
                      prices in the short term versus contract extension?
           5
                       95.    The July 23, 2010, SunTrust report similarly focused on pricing: “ Questions will
           6
               likely focus on . . . industry capacity and pricing .”
           7
                       96.    In addition to concerns about pricing and discounts, investors also wanted the
           8
               Company to address the status of the Switch & Data integration. Specifically, analysts wanted to
           9
               know about the progress of the “Equinization” process of the former Switch & Data assets and
       10
               culture, and to gain insight into how many cross-selling deals had occurred.
       11
                       97.    For instance, Morgan Stanley also inquired about synergies:
       12
                                Synergies – Management has guided for realizing the full run-rate in mid-
       13              2011. How far along is the “Equinization” process? Are there other specific synergy
                       targets that the company can share? How many incremental cross-selling deals have
       14              occurred?

       15      I The answers to these questions would reveal whether analysts had been correct to laud the
       16 Company’s ability to manage the acquisition and whether the Company’s strategy for integrating the

       17      sales forces had begun to come to fruition.

       18              98.    Prior to, during, and after the Class Period, analysts focused consistently on the
       19      1 Company’s pricing power as the key metric that set Equinix apart from its competitors. The
       20 Company priced its services at 20-40% more than its peers and analysts reiterated the importance of

       21      its pricing strength and stability even more frequently than the Company boasted about it.

       22              99.    Defendants discussed in detail and made false statements and material

       23      1 misrepresentations concerning the Company’s pricing power during the Company’s July 28, 2010,
       24 2Q10 conference call as well as at later times during the Class Period. Notably, in response to

       25      SAVVIS’ statement that it had issued 5% price discounts on contract renewals, Equinix took the

       26 opportunity to reiterate its pricing strength, assuring investors that pricing was as it had always been

       27 – firm and disciplined – and that the Company was willing to walk away where pricing pressure

       28      from competitors existed.
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           1           100.    But Defendants knew that the Class Period statements were false and misleading. In

           2   1 fact, Defendants admitted on October 5, 2010 that by July 20, 2010 they knew of “a number of”
           3   I discounts offered to customers before and during the Class Period, including two of more than 10%
           4   1 that their 3Q10 and FY10 guidance failed to account for.
           5           101.    Moreover, Defendants also knew that their salespeople were empowered to offer

           6 I discounts of up to 10%, that supervisors were empowered to approve discounts of up to 30%, and

           7   discounts greater than 30% were given – discounts many multiples greater than the 5% discounts

           8   offered by SAVVIS just prior to the Class Period that had led to analyst concern.

        9 VII. FALSE AND MISLEADING STATEMENTS ISSUED DURING THE
                   CLASS PERIOD4
       10
                   A.      July 28, 2010 False and Misleading Statements
       11
                           1.      False and Misleading Statement: 3Q10 and FY10 Guidance
       12
                   102. On July 28, 2010, Equinix issued a press release announcing its 2Q10 financial
       13
          results. Ex. C. The Company reported a net loss of $2.3 million, or $0.05 diluted earnings per share,
       14
          and revenue of $296.1 million, which included $37.6 million in revenue from Switch & Data for the
       15
          quarter. Id. Additionally, the Company issued revenue guidance of $335 to $338 million for 3Q10
       16
          and guidance of $1.225 to $1.235 billion for the FY10 . Id. The guidance was false. It did not
       17
          account for discounts known to Defendants at the time. ¶¶143, 145-147.
       18
                   103. On the same day, Equinix hosted a conference call with investors, media
       19
          representatives, and analysts. Ex. D. Smith started the call by touting the Company’s “thirtieth
       20
          consecutive quarter of revenue,” which he offered as proof of the “ exceptional visibility ” the
       21
          Company had into its financial model. Id. at 3. This “exceptional visibility” enabled a “ track record
       22
          of strong execution ” in issuing and meeting guidance.
       23
                            [SMITH:] . . . I’m pleased to announce that Equinix delivered another
       24          quarter of strong financial results with revenues coming in on target and adjusted
                   EBITDA coming in above expectations. Importantly, both results were able to
       25          absorb the currency headwinds we experienced throughout the quarter. This is our
                   thirtieth consecutive quarter of revenue and adjusted EBITDA growth and a
       26

       27      4
                       The false and misleading statements in this Section are emphasized in bold and italics.
       28
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           1           strong proof point of the exceptional visibility we have into this – our financial
                       model and the track record of strong execution.
           2
                                                          *      *       *
           3
                                 [SMITH:] . . . I’d like to review our progress with the Switch and Data
           4           integration. As I mentioned earlier we are ahead of schedule and have been able to
                       accelerate the timing to realize the initial cost synergies for 2010. Overall the
           5           integration is proceeding very well . . . . We are on track to achieve the $20 million
                       cost synergies previously outlined and have moved aggressively towards this
           6           goal. . . .

           7                  Shifting gears to revenue synergies, we’ve established a strong foundation for
                       driving revenue across the integrated platform. . . . The sales organizations have
           8           been completely integrated with full cost synergies already achieved in the sales
                       function. So we now have the sales teams focused on revenue synergies by driving
           9           bookings and growing key accounts. . . .

       10                                                 *      *       *

       11                       [TAYLOR:] . . . We’ve got the sales forces cross-selling into both assets.
                       They’re all part of one team today, the organization is completely finished in sales,
       12              so the structure all the way up to the sales leader in North America has been in place
                       for weeks now.
       13
               Id. at 3, 5, 14.
       14
                                  2.   False and Misleading Statement: Pricing Power
       15
                        104. During the call, Defendants reinforced repeatedly that pricing remained firm. During
       16
               prepared remarks at the beginning of the call, Taylor stated: “ Overall North America pricing
       17
               remains firm across both the organic and the Switch and Data footprint        .” Id. at 4. But pricing
       18
               was not “firm.” Defendants knew or deliberately disregarded that the Company had issued discounts
       19
               to “a number of” customers. ¶¶142-150.
       20
                        105. During the question and answer session, analysts questioned Equinix’s confidence in
       21
               the Company’s ability to maintain firm pricing in the face of an increasingly competitive
       22
               environment, especially since key competitors were disclosing pricing pressures in the industry.
       23
               Given SAVVIS’ announcement of 5% discounts, analysts, expressed concern regarding whether
       24
               Equinix could maintain its premium pricing.
       25
                        106. Defendant Smith answered their concern by falsely reassuring investors that while the
       26
               Company might experience pricing pressure in a few specific markets, the Company sales force
       27
               would remain “very, very disciplined on price.” Ex. D at 9.
       28
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                             [ANALYST:] . . . I’m wondering how you might characterize the
                      competitive environment in terms of pricing behavior by your peers and particularly
           2          in markets or regions where there’s a lot of supply coming online? . . .

           3                    [SMITH:] . . . On the competitive front it does vary by metro, by market. I
                      would tell you in the US the statement you made is we’re seeing a little bit of that in
           4          the LA market. And I think because of the demand – or the competitive supply that
                      we see in Phoenix and Vegas and also in the LA market, so there are certain markets
           5          where certain pressure – pricing pressure and pricing behaviors are going to change,
                      but that’s not terribly different than what we’ve experienced over several quarters.
           6          And so in certain markets we’re going to get some pricing pressure on certain deals.
                      If it’s a strategic deal and it’s a magnetic deal for us, we’ll get more aggressive. If
           7          it’s not, we’re going to let it go and whether it goes to a competitive retail or a
                      wholesale business, so be it. We’re maintaining the discipline on the floors and
           8          ceilings we have on our pricing and the sales force is staying very, very disciplined
                      on price .
           9
               Ex. D at 7-9.
       10
                       107.    In addition, Defendants sought to comfort analysts and investors who had expressed
       11
               concern that the more competitive landscape would force the Company to offer more discounts.
       12
               Smith reassured investors that “lots of times [we] walk away” from pressure to offer discounts. But
       13
               the Company was not “walk[ing] away.” Instead, Defendants had already started offering discounts
       14
               and getting flexible with pricing to secure customers. ¶¶142-150.
       15
                              [ANALYST:] . . . [Y]ou highlighted during your comments that at certain
       16             deal sizes in terms of megawatts that it was a more competitive landscape and
                      sometimes you were walking [a]way from those transactions. . . .
       17
                               [SMITH:] . . . So we see in some deals we see them coming down into the
       18             250, 300 KW range, below that half a megawatt range, so there’s – I wouldn’t say
                      it’s across the board trend, but we’re starting to see them dip into little bit smaller
       19             deals. So, yes there’s pricing pressure there and yes we lots of times walk away
                      with it if it’s a strategic customer we might get a little more aggressive . Are we
       20             thinking about figuring out how to get into that space today, no, we don’t really
                      need to .
       21
               Ex. D at 16.
       22
                               3.     False and Misleading Statement: Cautionary Language
       23
                       108.    The cautionary language that accompanied Defendants’ 2Q10 press release and
       24
               conference call was itself false and misleading. The press release contained boilerplate “cautionary”
       25
               language. Before the conference call, participants were referred to cautionary language in the
       26
               Company’s Quarterly Report filed on SEC Form 10-Q on April 28, 2010 (Ex. B), and its 2009
       27
               Annual Report on Form 10-K, filed February 22, 2010 (Ex. A). Those documents purported to warn
       28
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                of risks associated with the possibility of increased pricing pressure from competitors and the

           2   I Company’s dependence on magnet customers, including the              possible “provision of customer

           3    discounts and credits.”

           4               109. Specifically, the Company’s July 28, 2010 Form 8-K included cautionary language

           5    stating:

           6               Actual results may differ materially from expectations discussed in such forward-
                           looking statements. Factors that might cause such differences include, but are not
           7               limited to, the challenges of acquiring, operating and constructing IBX centers and
                           developing, deploying and delivering Equinix services; unanticipated costs or
           8               difficulties relating to the integration of companies we have acquired or will acquire
                           into Equinix; a failure to receive significant revenue from customers in recently built
           9               out or acquired data centers; failure to complete any financing arrangements
                           contemplated from time to time; competition from existing and new competitors; the
       10                  ability to generate sufficient cash flow or otherwise obtain funds to repay new or
                           outstanding indebtedness; the loss or decline in business from our key customers; and
       11                  other risks described from time to time in Equinix’s filings with the Securities and
                           Exchange Commission. In particular, see Equinix’s recent quarterly and annual
       12                  reports filed with the Securities and Exchange Commission, copies of which are
                           available upon request from Equinix. Equinix does not assume any obligation to
       13                  update the forward-looking information contained in this press release.

       14 Ex. C at 6. 5

       15                  110. Similarly, the Company’s risk disclosures in its March 31, 2010 Form 10-Q, filed

       16 1 April 28, 2010, and referenced during the July 28, 2010 conference call, included cautionary

       17      1 language stating, in part:
       18                  The uncertain economic environment could have an adverse effect on our liquidity.
                           Customer collections are our primary source of cash. While we believe we have a
       19                  strong customer base and have continued to experience strong collections, if the
                           current market conditions were to worsen, some of our customers may have
       20                  difficulty paying us and we may experience increased churn in our customer base,
                           including reductions in their commitments to us. We may also be required to further
       21                  increase our allowance for doubtful accounts and our results would be negatively
                           impacted. Our sales cycle could also continue to be lengthened if customers slow
       22                  spending, or delay decision-making, on our products and services, which could
                           adversely affect our revenue growth. Finally, we could also experience pricing
       23                  pressure as a result of economic conditions if our competitors lower prices and
                           attempt to lure away our customers with lower cost solutions.
       24

       25
                5
       26 false and misleading, it is not sufficient to qualifyCompany’s Form 8-K, filed July 28, because it is
                  Even if the language accompanying the                                             2010, is not
                                                               as a meaningful cautionary statement
       27 a generic, boilerplate statement that appears in a number of Equinix’s press releases and lacks any
          specificity as to particular risks or uncertainties.
       28
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           1   Ex. B at 45.

           2           111. The Company’s risk disclosures in its 2009 Form 10-K, filed February 22, 2010 and

           3   1 referenced during the July 28, 2010 conference call, provided similar warnings:
           4                   The uncertain economic environment could have an adverse effect on our
                       liquidity. Customer collections are our primary source of cash. While we believe we
           5           have a strong customer base and have continued to experience strong collections, if
                       the current market conditions were to worsen, some of our customers may have
           6           difficulty paying us and we may experience increased churn in our customer base,
                       including reductions in their commitments to us. We may also be required to further
           7           increase our allowance for doubtful accounts and our results would be negatively
                       impacted. Our sales cycle could also continue to be lengthened if customers slow
           8           spending, or delay decision-making, on our products and services, which could
                       adversely affect our revenue growth. Finally, we could also experience pricing
           9           pressure as a result of economic conditions if our competitors lower prices and
                       attempt to lure away our customers with lower cost solutions.
       10
                                                         *      *       *
       11
                               We have experienced fluctuations in our results of operations on a quarterly
       12              and annual basis. The fluctuations in our operating results may cause the market
                       price of our common stock to be volatile. We expect to experience significant
       13              fluctuations in our operating results in the foreseeable future due to a variety of
                       factors, including, but not limited to:
       14
                                                         *      *       *
       15
                                      the provision of customer discounts and credits;
       16
                                                         *      *       *
       17
                                      competition in the markets in which we operate . . . .
       18
               Ex. A at 15, 23.
       19
                               4.     Investor Reaction to the July 28, 2010 Statements
       20                             Demonstrates the Significance of the Company’s Pricing
                                      Power as a Value Proposition
       21
                       112. Defendants’ false and misleading statements concerning the Company’s continued
       22
               pricing power reinforced investors’ deeply-held impression of the Company’s pricing power as its
       23
               core strength. Analysts commented that: “pricing is holding firm despite the large amount of
       24
               capacity coming online”; “demand remains solid and pricing is firm”; “EQIX stressed that they
       25
               continue to see a positive pricing environment”; “EQIX will bid on larger deals but often walks
       26
               away in many cases”; “increased scale leaves EQIX in a dominant market position and should aid
       27
               pricing power”; “there has been no evidence that positive demand and pricing trends have changed”;
       28
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           1   1 and “due to firm pricing and strong demand, EQIX will likely continue to exceed its financial
           2   1 guidance for the balance of 2010.”   See ¶¶113-122.

           3           113. On July 28, 2010, William Blair issued a report entitled “EBITDA Outlook Raised on

           4 1 Better-Than-Expected Switch and Data Synergies.” In the report, William Blair stated:

           5                  After the markets closed Wednesday, Equinix reported second-quarter results,
                       with in-line revenue and EBITDA above estimates. Commentary was positive
           6           surrounding the Switch and Data integration and pricing is holding firm despite the
                       large amount of capacity coming online throughout the industry.
           7
                                                          *      *       *
           8
                               Changes to Estimates: Based on continued stable pricing, our expectation for
           9           a smooth Switch and Data integration, and the continuation of healthy demand, we
                       are revising our estimates.
       10
                       114. The report continued: “Commentary was positive surrounding the Switch and Data
       11
               integration and pricing is holding firm despite the large amount of capacity coming online
       12
               throughout the industry.” It stated further that the Company experienced “stable pricing in the key
       13
               markets of all three continents.” “Based on continued stable pricing, our expectation for a smooth
       14
                Switch and Data integration, and the continuation of healthy demand,” William Blair revised
       15
               upwards its prior estimates.
       16
                       115. On July 28, 2010, SunTrust issued a report entitled “Equinix 2Q10 Earnings First
       17
               Look – Steady As She Goes.” The report cited the Company’s continued firm pricing: “In addition
       18
               to positive benefits of the Switch & Data acquisition, we see several key trends that should continue
       19
               to drive organic growth in 2H10. Recent customer channel checks indicate demand remains solid
       20
               and pricing is firm.”
       21
                       116. On July 29, 2010, Deutsche Bank issued a report entitled “Solid quarter should help
       22
               ease concerns.” The report summarized: “Equinix’s 2Q’10 results were solid as bookings were
       23
               better than expected in every region, synergies with Switch & Data are ahead of plan and pricing
       24
               trends remain firm.” More specifically, the report stated: “Pricing remains firm with MRR per
       25
               cabinet up 8% y/y in the U.S. Switch synergies are ahead of plan and was the main reason for
       26
               increased EBITDA guidance.”
       27

       28
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                       117. On July 29, 2010, Wells Fargo issued a report entitled “EQIX: Better Than Expected

           2   1 Q2 Results – Reit OUTPERFORM.” In the report, Wells Fargo restated Defendants’ pledge that the
           3   Company would walk away from deals in markets where pricing pressure was significant:

           4                   RETAIL PRICING STABLE BUT PRESSURE FOR LARGER DEALS.
                       EQIX stressed that they continue to see a positive pricing environment for retail
           5           colocation – which includes smaller and mid sized deal in the 10-20 cabinet
                       range. . . . EQIX will bid on larger deals but often walks away in many cases in
           6           these markets – letting the more traditional wholesale providers win the new
                       business.
           7
                       118. On July 29, 2010, Oppenheimer issued a report entitled “Upgrading to Outperform;
           8
               Top-Line Positioned for Healthy Growth.” The report emphasized points made by Defendants
           9
               during the conference call, in particular that pricing was stable and was expected to remain stable:
       10
                               We are upgrading EQIX shares to Outperform from Perform and establishing
       11              a $115 PT. Our more constructive stance on EQIX shares is predicated on the
                       following considerations: 1) improving visibility into 2H10/2011 growth trajectory
       12              with close of SDXC acquisition; 2) faster-than-expected realization of synergy
                       benefits, generating margin expansion in 4Q10 and beyond; 3) increased scale leaves
       13              EQIX in a dominant market position and should aid pricing power; 4) underlying
                       colo market demand/supply fundamentals remain relatively healthy . . . .
       14
                              . . . The resulting increased scale and dominant market position should allow
       15              EQIX to sustain its competitive advantage and pricing power for at least the next two
                       years.
       16
                               Faster-than-expected realization of SDXC cost synergies should generate
       17              margin upside in 4Q10/FY11 and, importantly, management cites early successes
                       integrating the sales force and generating cross-selling revenue synergies. We see
       18              potential for further revenue upside related to synergies over the next several
                       quarters.
       19
                       119. In addition, Oppenheimer’s report commented on the reliability of the Company’s
       20
               guidance, due to the visibility it had into its revenue stream: “EQIX also enjoys high visibility
       21
               (90%+ recurring revenues).”
       22
                       120. On July 29, 2010, Cowen and Company issued a report entitled “Solid 2Q10 Results
       23
               and 2010 Guidance.” In the “Conclusion,” the report stated:
       24
                       During the quarter the company continued to benefit from strong demand which was
       25              evident in (1) strong cabinet adds, (2) strong gross bookings, and (3) stable pricing,
                       across all regions. The company also indicated that the integration of Switch and
       26              Data was ahead of plan. We view results as positive . . . .

       27

       28
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           1   I The report also dismissed investors’ concerns about the Company’s ability to maintain pricing
           2   I power: “While we acknowledge the quantity of concerns alone . . . there has been no evidence that
           3   I positive demand and pricing trends have changed.”
           4           121.    On July 29, 2010, Brigantine Advisors issued a report entitled “Equinix, Inc.: Buy

           5   1 (EQIX, $88.06): Record bookings, synergies drive Q2.” The report cited the “pricing power”
           6   1 provided by the Switch & Data acquisition: “[T]he acquisition of Switch and Data on April 30th . . .
           7   eased capacity constraints and allowed for strong pricing power.” The report concluded: “With the

           8 purchase of Switch and Data, there are few companies with the scope of facilities to challenge

           9   EQIX, and the company should be able to maintain premium pricing.”

       10              122.    On July 29, 2010, Guggenheim issued a report entitled “EQIX – BUY – 2Q10 Results

       11      1 Exceed Expectations; Maintaining Buy Rating and $108 PT.” The report cited confidence that, “due
       12 to firm pricing and strong demand, EQIX will likely continue to exceed its financial guidance for the

       13      balance of 2010.”

       14              123.    After the Company’s July 28, 2010 announcement of its 2Q10 results and forecast for

       15      1 3Q10 and FY10, the Company’s share price rose from a close of $88.06 on July 28, 2010 to a close
       16 of $93.82 on July 29, 2010. By September 15, 2010, the Company’s stock price had reached $95.73

       17 – up $7.67 from July 28, 2010.

       18                      5.      Reasons Why the Guidance in ¶102 Was False and Misleading
       19              124.    Defendants provided false 3Q10 and FY10 guidance to the market. As they would

       20 1 disclose for the first time on October 5, 2010, that guidance included “a June exit rate that didn’t

       21      fully represent” the “adjustment” of “debit and credit memos.” ¶146. They made “an error,” one

       22 they admitted they “[s]hould’ve seen” in the second quarter. Id. Put simply, the guidance did not

       23      include discounts known to Defendants at the time it was issued.

       24              125.    For similar reasons, Defendants’ cautionary language that accompanied the press

       25      I release and conference call was itself false and misleading. While Defendants warned of possible
       26 increased pricing pressure and possible discounts, Defendants actually knew but omitted that the

       27      Company was already experiencing pricing pressure and had already issued a number of discounts

       28      during the second quarter. ¶¶143, 146. It was therefore false and misleading to warn that a forward-
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           1   I looking statement, like the issuance of guidance, may be affected by “possible” pricing pressure and
           2   1 discounts in light of actual and known pricing pressure and discounts that were simply omitted from
           3   I the guidance. Moreover, the cautionary language did not warn that Defendants may fail to account
           4 I for known discounts and credit memos when issuing guidance.

           5                   6.      Reasons Why the Pricing Power Statements in ¶¶104-107
                                       Were False and Misleading
           6
                        126.   Defendants painted a false and misleading picture of the Company. That picture,
           7
               which had emerged and consolidated over numerous quarters, was one of a Company whose superior
           8
               offering enabled it to price at a premium to its competitors, a Company that could avoid large
           9
               discounts like the 5% discounts announced by SAVVIS, and a Company that could withstand and
       10
               rise above increasing competition in the market due not only to those factors but also to its
       11
                successful integration of Switch & Data.
       12
                        127.   Defendants knew or recklessly disregarded that Equinix was not, in fact, “maintaining
       13
               the discipline” or “staying very, very disciplined on price,” and that the Company was being far
       14
               more than merely “a little more aggressive” on price. ¶¶142-150. Specifically, while Defendants
       15
                stated that, for magnetic customers, they would get “a little more aggressive,” Defendants failed to
       16
               disclose, as they would later admit on October 5, 2010, that they knew before July 28, 2010 that the
       17
               Company had already issued discounts to “a number of” customers, including discounts of at least
       18
                10% to at least two customers that it failed to account for in its guidance. ¶¶143, 148. This was
       19
               higher than the 5% discounts issued by SAVVIS that led to concern over the potential deterioration
       20
               of that company’s pricing power and discipline. In addition, Defendants failed to disclose that, as
       21
               they later admitted on October 5, 2010, the Company had already departed from what it called its
       22
               “historic[]” commitment not to trade volume for price even before July 28, 2010. ¶148.
       23
                        128.   The strong inference that Defendants knew their pricing power statements were false
       24
               is reinforced by FE1’s account. According to FE1, Equinix executives did not want to be brought
       25
               potential deals unless they would definitely close, so discounts were widely offered with little
       26
               oversight.
       27

       28
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           1           129.   To that end, FE1 reported that Equinix made extensive use of discounts in

           2   1 implementing its pricing strategy prior to and during the Class Period. In her role as Regional
           3   1 Director, FE1 was responsible for reviewing and approving discounts of between 10-30%. She
           4 1 reported that at the end of each quarter Equinix became “very aggressive with its pricing,” and she

           5   1 regularly approved discounts between 10-30%.
           6           130.   In fact, it was not uncommon for discounts to rise above 30% with the approval of the

           7 1 Finance Director Brock Bryan, according to FE1. Moreover, FE1 reported that, prior to and during

           8 the Class Period, Equinix sales reps themselves were empowered to offer a customer up to a 10%

           9   discount without any supervisory or managerial approval. FE1 reported that the size and frequency

       10 of discounts accelerated towards quarter’s end.

       11              131.   In addition, FE1 reported that Equinix also discounted installation charges prior to

       12      I and during the Class Period. According to FE1, non-MRR revenues were as important to Equinix as
       13      MRR revenues; usually there was a 1:1 ratio between them. Towards the end of each quarter, FE1

       14 reported that installation charges would often be waived in their entirety so that the Company could

       15      meet projections.

       16                     7.      Reasons Why the Risk Disclosures in ¶¶108-111 Were False
                                      and Misleading
       17
                       132.   The risk disclosures that accompanied or were referenced by Defendants’ July 28,
       18
               2010 press release and conference call were also false and misleading. While the risk disclosures
       19
               warned of possible future “competition in the markets in which we operate” and “pricing pressure as
       20
               a result of economic conditions,” Defendants had already experienced pricing pressure and issued
       21
               discounts and credits. ¶¶143, 145-147. And the risk disclosures never warned that Defendants may
       22
               simply omit known discounts from future guidance calculations, which they did. ¶146.
       23
                       B.     September 15 and 22, 2010 False and Misleading Statements
       24
                       133    On September 1, 2010, RBC Capital issued a report entitled “Recent Meeting with
       25
               Equinix Management.” The report demonstrated that Defendants’ false and misleading statements
       26
               continued to drive analysts’ perceptions of the Company. The report recounted an in-person meeting
       27
               with defendant Taylor during which RBC Capital asked Taylor questions about demand, pricing and
       28
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           1   1 competition, among other things. According to RBC Capital, Taylor stated the Company’s pricing
           2   1 remained steady and that pricing remained stable:
           3                   We recently met with Equinix CFO Keith Taylor. Our discussion touched on
                       the following topics:
           4
                                                          *       *       *
           5
                                       Pricing: We believe pricing remains largely stable and note that list
           6                           pricing in some product areas has increased this year. The company
                                       has adopted a tiered pricing offer at the acquired Switch & Data
           7                           locations, consistent with prior management practices at that
           8                           company.

           9                           Competition: When asked about competitive impacts from 1) cloud
                                       demand displacing colo demand and 2) wholesale operators moving
       10                              toward smaller deal sizes; management appeared sanguine. Cloud
                                       hosting appears to be a greater source of colo demand at EQIX’s sites
       11                              than a displacement threat, and wholesale competition does not
       12                              hamper EQIX’s premium-targeted efforts.

       13                      .       M&A: The company appears to have the Switch & Data integration
                                       process well in hand and ahead of schedule.
       14
                                                          *       *       *
       15
                       Overall, we believe pricing remains largely stable across most markets/datacenters,
       16              and note that list pricing in some product areas has increased this year (e.g., fiber
                       cross connects).
       17
                                                          *       *       *
       18
                              Meanwhile, wholesale operators’ increasing presence in smaller deals does
       19              not appear to be affecting Equinix’ overall pricing or ability to achieve sales targets.
                       Even EQIX’s more competitive markets are selling well despite competition from
       20              operators with ample capacity in these or adjacent markets.
       21                      1.      False and Misleading Statements: Pricing Power and Guidance
       22              134. In spite of what they knew or recklessly disregarded to be the true financial condition
       23      of the Company, Defendants continued to present investors a false one. Defendants raved about the
       24 1 health of the Company’s pipeline and the success of the cross-selling strategy, when in actuality the

       25      1 failure of the integration of the Switch & Data sales force and of the cross-selling strategy had
       26      1 weakened the pipeline significantly and resulted in lost deals. Defendants again stated that they
       27 would not trade price for volume when they had done precisely that, and would not damage their

       28
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           1   I pricing power when Defendants’ knew that they had issued numerous discounts to customers far
           2   1 larger than SAVVIS’ 5% discounts that continued to worry analysts.
           3            135.    On September 15, 2010, Taylor made a presentation at the Bank of America Merrill

           4 I Lynch Media, Communications & Entertainment Conference. During the presentation, Taylor

           5   I discussed the Company’s pipeline, good close rates, and purported success to date in cross-selling
           6   1 Switch & Data and Equinix assets. In addition, Taylor reinforced comments he and Smith made
           7    during the 2Q10 conference call, such as the Company’s 30 straight quarters of revenue growth were

           8    a “strong proof point of the exceptional visibility we have.” Ex. D at 3. Taylor boasted of the

           9    Company’s aptitude for forecasting accurately the Company’s financial position. According to

       10 Taylor, Defendants had a high degree of confidence in its ability to provide guidance, maintain firm

       11      pricing and estimate the range of churn built into the Company’s business plan. Moreover, Taylor

       12 maintained that pricing remained firm and that the Company would not “trade price for volume.”

       13               [TAYLOR:] [T]he pipeline’s as healthy as it’s ever been. Our close rates are good.
                        We’re continuing to sell across our verticals, across our markets and certainly across
       14               our regions. And we’re cross-selling within the Switch and Data asset and the
                        Equinix asset.
       15
                                                           *      *       *
       16
                        I think as we look into 2011 on our Q3 earnings call, I think it’s fair to assume that
       17               we are going to give out guidance. We have a high degree of confidence in our
                        ability to do that .
       18
                                                           *      *       *
       19
                                [UNIDENTIFIED SPEAKER:] . . . [H]ow do you think about that supply
       20               wave coming, its magnitude, its global scope, if there is one? And how you think
                        about pricing and whether your customers are finally starting to say, “You know
       21               what? I’m not sure I want to sign a three or five year deal with 5% price escalators
                        anymore, because three years from now there’s going to be 1 million square feet that
       22               I can choose from.” How do you get around – how do investors come to grips with
                        that?
       23
                                [TAYLOR:] . . . Look, we can win on price if we want to win on price. I
       24               think you’ve heard us say periodically we’re not going to trade price for volume .
       25      1 Ex. E at 2-3, 9-10.
       26                       2.     False and Misleading Statement: Pricing Power
       27               136.    One week later, on September 22, 2010, Taylor participated in a public conversation

       28 I presented at the Goldman Sachs Communicopia XIX Conference. During a question and answer
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               session, Taylor reiterated that “pricing is stable, it’s firm.” Ex. F at 9. While he hedged by stating

           2 I that there are “some renewals that are very competitive,” Taylor gave assurance that Equinix is “not

           3   going to trade price for volume.” Id. at 9-10.

           4            [UNIDENTIFIED SPEAKER:] [I]f you could just kind of briefly give an overview
                        of what you are seeing from a pricing environment, you know, both within the – per
           5            geography and then probably expand that into kind of on the contract renewal side
                        whether or not we’re seeing any need to be discounting, given the competitive
           6            environment in certain markets.

           7                    [TAYLOR:] Yes, I think in all three regions, and this is sort of a consistent
                        message you’ve heard from us previously, that pricing is stable, it’s firm. It is at
           8            the price point that we would like to see as a company .

           9                                                 *       *       *

       10                       We will be as aggressive as we need to be as a business. But we are not
                        going to damage, if you will, the output because we think it is very important to
       11               maintain pricing .
       12                       And the only other message point that I would give you is that we’ve been
                        very clear with our sales organization that . . . we are not going to trade price for
       13               volume. There’s deals that we want to do and there’s deals we want to win and go
                        win those deals. But it’s easy to fill up a data center but it’s – I’m not so sure it is
       14               easy to fill up at the right price. So by maintaining that discipline, I would give
                        growth away to make sure we are very prudent on price .
       15
               Id.
       16
                                3.      Reasons Why Statements in ¶¶134-136 Were False and
       17                               Misleading
       18               137. By virtue of the facts alleged herein, it may be strongly inferred that Defendants knew
       19      1 or recklessly disregarded that the September 15 and 22, 2010 statements were false and misleading
       20      1 for reasons including the following:
       21               138. Defendants knew or recklessly disregarded that the Company’s 3Q10 and FY10

       22      I guidance was false because the Company failed to account for credit memos and discounts known to
       23      or deliberately disregarded by the Company at the time it issued that guidance. Not only did

       24 Defendants admit a few weeks later that they “had an assumption that” they simply “missed in the

       25      guidance” that they “should have seen ... in Q2,” they also admitted that they “caught” the error

       26 “partway through.” ¶146. The statement that Defendants had “a high degree of confidence” in their

       27      ability to issue guidance reinforced the false and misleading guidance Defendants issued on July 28,

       28      2010.
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           1            139.    Defendants also knew or recklessly disregarded that the Company’s pricing was not

           2   I “stable [or] firm,” and that the Company was already “trad[ing] price for volume.” Only a couple of
           3   1 weeks later, the Company would announce that it had issued discounts in 2Q10 and 3Q10 to “a
           4 1 number of” customers, including discounts of at least 10% during 2Q10 to at least two of its

           5   1 customers. ¶¶143, 148.
           6            140.    Moreover, Defendants knew or recklessly disregarded that the Company had changed

           7   1 its historical practice not to trade price for volume; in fact, it had been doing so for “magnets that we
           8 will go after” and “get[ting] flexible in our pricing with” large customers willing to commit long

           9 term by aggressively adjusting prices for volume of “strategic customers.” ¶¶148, 150. In addition,
       10 according to FE1, Equinix was “very aggressive with its pricing” – enabling sales representatives to

       11      offer discounts of up to 10%, regularly approving discounts of greater than 30%, and commonly

       12 waiving non-MRR fees entirely. (¶¶129-131 are incorporated herein in their entirety by reference.)

       13               141.    Between September 15, 2010, and October 5, 2010, the Company’s stock price rose

       14 1 further, from $95.73 to $105.09, culminating a Class Period rise of $17.03. But the stock lost $34.75

       15      on October 6, 2010, the first available trading day after the truth about the Company’s false and

       16 misleading statements was revealed.

       17 VIII. THE TRUTH IS REVEALED

       18               A.      Equinix Pre-Announces 3Q10 Financial Results; Defendants Admit
                                3Q10 and FY10 Guidance Failed to Account for Known Discounts
       19                       and Admit Discounts to Numerous Customers, Including Discounts
                                Over 10%, During Second and Third Quarter
       20
                        142.    On the afternoon of October 5, 2010, Equinix issued a press release pre-announcing
       21
               that its 3Q10 financial results would miss the previously issued guidance and reducing its FY10
       22
               guidance. Ex. G. The substance of the Company’s October 5, 2010 disclosures amounted to
       23
               admissions that Defendants knowingly or recklessly issued false and misleading statements
       24
               concerning key issues that the Company had boasted of in the prior two-plus months, including the
       25
               revenue and earnings forecasts for 3Q10 and FY10 and the Company’s disciplined approach to
       26
               pricing, which was expected to yield strong financial results:
       27

       28
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                                Equinix Revises 2010 Third Quarter and Fiscal Year Guidance
           2               2010 Third Quarter and Full Year Guidance on Revenues Decreased; 2010
                             Third Quarter and Full Year Guidance on Adjusted EBITDA Increased
           3
                                . . . Equinix, Inc. today announced it expects 2010 third quarter andfull
           4            year revenues will be below the Company’s previous outlook , and it expects 2010
                        third quarter and full year adjusted EBITDA will be above the Company’s previous
           5            outlook, both provided on July 28, 2010.

           6                    Equinix now expects third quarter revenues to be in the range of $328.0 to
                         $330.0 million, the midpoint of which is 2.2 percent lower than the midpoint of its
           7            previous outlook, and total revenues for the full year to be approximately $1,215.0
                        million, which is 1.2 percent lower than the midpoint of its previous outlook. This
           8             updated guidance is due to underestimated churn assumptions in Equinix’s
                        forecast models in North America, greater than expected discounting to secure
           9            longer term contract renewals and lower than expected revenues attributable to the
                        Switch and Data business acquired in April 2010.
       10
               Id.
       11
                        143. Later that afternoon, Defendants held a conference call to explain the revised
       12
               guidance. During the call, they admitted that at the time the 3Q10 and FY10 forecasts were made on
       13
               July 28, 2010, the Company knew of, but failed to include in its forecasting process, discounts it had
       14
               given to “a number of” customers. Ex. H at 3.
       15
                        [SMITH:] [D]uring the second and third quarters, there were certain discounts
       16               and credit memos issued to a number of strategic customers in exchange for
                        longer-term contracts. As we’ve discussed in the past, we have been incenting our
       17               salesforce to extend the contract terms of magnet customers, though this can result
                        in a price concession for some.
       18
                                To put this into perspective, the estimated revenue impact from pricing
       19               concessions of the two largest deals in the past two quarters was less than $300,000
                        in MRR, but this enabled us to retain long-term relationships and total contract value
       20               in excess of $75 million as they ramp in over the next three years. The level of this
                        repricing activity outpaced our guidance assumption.
       21
                                Also contributing to this adjustment, revenues from our Switch and Data
       22               assets were lower than expected through the third quarter. We are five months into
                        our integration plan, and we’ve been able to achieve cost synergy targets, resulting in
       23               a 7-point improvement to the Switch and Data adjusted EBITDA margins. We’re
                        also starting to see the pipeline for these locations strengthen and convert into
       24               bookings, with several notable wins in the third quarter. We still have work to do to
                        realign the combined sales organizations, but our expectations are that we will see
       25               improvement in the utilization of the former Switch and Data assets as we exit 2010.

       26 Id.

       27               144. The statement “there were certain discounts and credit memos issued to a number of

       28      strategic customers in exchange for longer-term contracts” contradicts Taylor’s Class Period
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           1   statements that “we’re not going to trade price for volume” (¶135) and “we’ve been very clear with

           2   our sales organization that . . . we are not going to trade price for volume” (¶136).

           3           145.    The statement that these “discounts and credit memos” were “issued to a number of

           4   I strategic customers” “ during the second and third quarters” was an admission that the 3Q10 and
           5   1 FY10 guidance issued on July 28, 2010 was false because the guidance failed to account for these
           6 numerous discounts and credit memos. Similarly, the provision of discounts to a number of

           7   customers during 2Q10 rendered false and misleading Defendants’ cautionary language, which

           8 warned only of future pricing pressure and discounts.

           9           146.    Analysts on the call were shocked by the disclosures, which shattered the picture

       10 I Defendants had painted. Analysts’ concern was with the reasons behind the revised guidance,

       11      primarily the significant weakening of the Company’s core attribute – its pricing power. They were

       12      also concerned that the Company had “lost [its] ability to forecast.” As one analyst put it, the

       13      I Company needed to talk investors, who were dumping stock in reaction to the revelations, “back
       14 from the ledge”:

       15              [ANALYST:] Obviously, look, the stock is down as much as $20 in the aftermarket.
                       And what people are reading into this is that you’ve somehow mismanaged the
       16              Switch and Data merger transaction, which people were afraid of; that prices are
                       coming down in the industry faster than people thought; and that[] now you’ve lost
       17              your ability to forecast the Company based on not getting the numbers right from
                       the last quarter .
       18
                               So, can you kind of help us, kind of talk us back from the ledge a little bit
       19              about what the specific magnitude of the exit rate from June was that you
                       misforecasted; how $300,000 in MRRs for these two very large deals was big
       20              enough to tilt the balance for guidance for an entire year? And then Switch and
                       Data, I think the theory was that there were no revenue synergies in the numbers. So
       21              what went wrong there that’s going to get fixed so that we can believe in the business
                       model again? Thanks.
       22
                                                           *       *        *
       23
                               [TAYLOR:] [T]he two deals that Steve had reference to represented a
       24              decision for us to go forward. As you know, on a semiannual basis, $300,000
                       translates into $2 million, or $1.8 million, from basically July through December.
       25
                               And so its just not that, but there was also, when we went in and, if you will,
       26              provided those credits to the customers, we made some adjustments in debit and
                       credit memos. And those weren’t fully contemplated when we offered guidance.
       27              And so what we had is basically a June exit rate that didn’t fully represent that
                       adjustment.
       28
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                                                                  *

           2                  When it comes to these discrete adjustments that we have made, we think we
                      have addressed it as a company. There are certainly a lot of energy from the team,
           3          and it’s a broad team looking at all the specific transaction flows to fully
                      understand what got missed in the assumptions that has led us to this discussion
           4          today . And we believe that we have addressed that issue.

           5                   Again, I think it’s more of a discrete issue around – and the lion’s share of
                      this, although the MRR adjustment is $300,000 or less, those two that we referred to,
           6           the impact of the credits and debits going through our systems and how people
                      forecast those assumptions caused us to make a guidance – to provide a guidance
           7          range that didn’t fully contemplate that credit or debit note .

           8                                                      *

           9                  [SMITH:] Our churn calculation will become more precise going forward.
                      And we just had an assumption that was missed in the guidance , as Keith said. So
       10             it was an error on our part. Should’ve seen it in Q2. We caught it partway
                      through . We wanted to see the September flash so we’d make darn sure we knew
       11             what the heck we were looking at. And that’s why we decided to get that behind us,
                      looking at the September flash and get it out to you guys today.
       12
               Ex. H at 4-6.
       13
                       147. Analysts continued to press the Company on pricing pressure. In response to
       14
               analysts’ questions, Smith admitted that the Company experienced pricing pressure at renewal time.
       15
               Smith also stated that “[t]his is not a new phenomenon for us,” but rather one that the Company had
       16
               faced for “many, many years,” rendering false and misleading the earlier statements that the
       17
               Company’s premium pricing was “firm” and “stable.” Id. at 6. In addition, Smith admitted that
       18
               Defendants failed to consider the discounts and credit memos in the assumptions that led to the
       19
               Company’s 3Q10 and FY10 guidance issued on July 28, 2010.
       20
                      [ANALYST:] So, where are you seeing some sort of pricing pressure where you
       21             feel that these customers are coming back to you and needing to see some
                      concessions? Is there some overcapacity in certain markets that’s driving this, or
       22             what is sort of the genesis for these customers in particular looking for these kind of
                      pricing concessions or threatening to leave the data centers?
       23
                                [SMITH:] Well, it’s at – Frank, this is Steve. It’s at renewal time. And with
       24             our sweet spot being in that two- to three-year contract term, we do a fair amount
                      of renewals in North America. And what’s happening in some of these situations
       25             is that if a customer is getting much more educated about their architecture, about
                      what type of applications they have in our types of data centers versus a wholesaler
       26             type of data center, there is sometimes pressure on non-network-dense, non-
                      latency-dependent type applications. And they are getting, let’s call it more
       27             sophisticated about determining where they want to put that type of infrastructure      .
       28
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                                 Now, many of them will decide to keep it on a renewal with us because they
                         like the reliability, they like the brand, they like the Company, they like what we
           2             stand for. Other customers get to a situation where they determine they feel like they
                         can move a more back-office, a more server-farm-type application to a cheaper colo
           3             opportunity, and they are going to do that, or they are going to take it back in-house.

           4                     This is not a new phenomenon for us. We’ve been facing this for many,
                         many years. But I think what part of this is some of these credit and debit memos
           5             that Keith mentioned, we just didn’t get them included in the guidance
                         assumptions. And it was larger than we had expected or thought we’d experience
           6             in the amount of discounting that we’ve done to get longer-term contracts .

           7 Id.

           8             148. Answering another analyst’s question about pricing, Smith admitted that the

           9   I discounts represented a break from past practice, stating, “We historically have said that we will not
       10      1 trade volume for price.” Id. at 12. In addition, Smith admitted that these two discounts, which
       11      Defendants had failed to consider when issuing the 3Q10 and FY10 guidance, were over 10%.

       12                [ANALYST:] I apologize; you said this at the very beginning, but I missed it. What
                         percent of the contract value does the $300,000 MRR represent? In other words, who
       13                is the concession here to get that contract? And how long – is this a new, extremely
                         long contract? Can you give us some more terms around that?
       14
                                                             *       *       *
       15
                                  [SMITH:] So dealing with the two customers we referred to, again, I want
       16                you to know, number one, they’re strategic customers. We historically have said we
                         will not trade volume for price. But these are strategic magnets.      There are magnets
       17                that we will go after, and we will adjust. In this case, it’s just over 10% is the effect
                         of the adjustment to their existing pricing .
       18
               Id.
       19
                         149. The revelation that the Company would trade volume for price with strategic magnets
       20
               directly contradicted Taylor’s earlier Class Period statements that “we’re not going to trade price for
       21
               volume” (J135) and “we’ve been very clear with our sales organization that . . . we are not going to
       22
               trade price for volume” (J136). The magnitude of the discounts included two that Defendants did
       23
               not account for that were more than double the discounts SAVVIS disclosed just before the Class
       24
               Period.
       25
                         150. Pressed further on pricing, Smith revealed that the Company would affirmatively “get
       26
               flexible in our pricing with” large customers that were willing to commit long term. This contrasted
       27

       28
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           1   I with the Defendants’ earlier repeated statements that the Company has “maintained discipline” on
           2   I pricing and its assurance that it would “not trade price for volume”:
           3           [ANALYST:] [W]hen I hear your comments about pricing, you are still indicating
                       that the pricing in general is strong across most geographies, but there are a few
           4           customers that we have to discount. Going forward, what gives you the confidence
                       that the other customers might not come back to you and ask the same kind of
           5           discounts? Thank you.

           6                                               *       *       *

           7           [SMITH:] . . . [I]n terms of pricing, it is firm, as we’ve described it. And where we
                       get pressure on pricing, if a large customer is willing to commit long term in large
           8           volume, we are going to get flexible in our pricing with them .

           9   Ex. H at 10.

       10               151.   The revelation that “if a large customer is willing to commit long term in large

       11      1 volume, we are going to get flexible in our pricing with them” directly contradicted Taylor’s earlier
       12      I class period statements that “we’re not going to trade price for volume” (¶135) and “we’ve been very
       13      I clear with our sales organization that . . . we are not going to trade price for volume” (¶136). In
       14      1 addition, the revelation that “we are going to get flexible in our pricing” also contrasted materially
       15      with Smith’s earlier statement that “there’s pricing pressure there and yes we lots of times walk

       16 away with it if it’s a strategic customer we might get a little more aggressive.” ¶107. There is a

       17      difference of magnitude between “we might get a little more aggressive” and “we are going to get

       18      flexible,” especially when the latter is reinforced by the revelation, for the first time, of “a number
       19      of” discounts, including discounts over 10%.

       20              B.      Investors React to the October 5, 2010 Disclosures and Equinix’s
                               Stock Plummets
       21
                        152.   Investors rushed to sell Equinix stock, their illusions about the Company’s vaunted
       22
               pricing power – specifically its ability to compete without issuing large discounts – shattered by the
       23
               revelations that: (a) the Company had been issuing discounts to numerous customers since 2Q10
       24
               including some of more than double the 5% discounts offered by SAVVIS that had concerned
       25
               analysts before the Company’s July 28, 2010 conference call; and (b) the Company had issued false
       26
                3Q10 and FY10 guidance that failed to account for an undisclosed number of those numerous
       27
               discounts.
       28
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           1           153.    Equinix’s stock plummeted $34.75 per share to close at $70.34 per share on October

           2   6, 2010. This one-day decline of over 33% came on volume of over 30,500,000 shares,

           3   1 approximately 38 times higher volume than the average Class Period volume. Equinix’s warnings
           4 I also triggered a sharp sell off in the data center sector on October 6, 2010. The reaction was so

           5   I negative that SAVVIS was forced to issue a press release that day reaffirming its own guidance for
           6 1 the year.

           7           154.    Securities analysts following the Company challenged the Defendants’ credibility in

           8   I light of the contrast between the disclosures and the Company’s prior assurances. Analysts were
           9   shocked by the direct contrast between Defendants’ earlier statements regarding the Company’s

       10 pricing power and limited discounts available to customers, with the revelation that the Company

       11      was unable to maintain firm pricing and was being forced to offer discounts to “a number of”

       12      customers, including discounts of over 10%. Moreover, analysts noted the revelation that Equinix

       13      would continue to reduce pricing for magnet customers and would get more aggressive in pricing,

       14 which the Company had not highlighted in the past.

       15              155.    Analysts focused on the contrast between, on the one hand, Defendants’ consistent

       16 1 comments that pricing was stable and their historical statement that the Company would not trade

       17 volume for price, and, on the other, the revelation that the Company was issuing discounts to “a

       18 number of” customers, including discounts of over 10%. For example:
       19              156.    On October 6, 2010, KBRO issued a report entitled “Lowering Price Target to $81

       20 from $88; Preannounces Lower Revenue Guidance,” stating that defendants’ credibility was now in

       21      question due in part to “potentially negative pricing”:

       22                      Lowering Price Target to $81 from $88. As a result of our increasing
                       concern around company churn, potentially negative pricing in colocation and
       23              Equinix’s ability to drive better revenue synergies from its recent acquisition we are
                       lowering our 2011 expectations, maintaining our HOLD . . . . We believe
       24              management credibility has become increasingly questionable to some investors after
                       several missteps this year, which may keep investors sidelined.
       25
                              . . . While the revenue reduction was modest, we believe it may be indicative
       26              of underlying trends in Equinix’s business.

       27                     . . . Approximately 50% of the revenue reduction is attributable to higher-
                       than-expected churn rates and steeper-than-forecast discounts to renew contracts. In
       28              some cases, it appears that strategic customers had pricing adjusted downward as
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           1           much as 10%. . . . Management continues to indicate that pricing remains firm in its
                       markets, although we believe that competition and supply are beginning to erode
           2           pricing stability in some of the colocation markets and may not become fully evident
                       until 2011.
           3
                                                           *       *       *
           4
                       We remain concerned that a more aggressive tactic in the market to [e]nsure higher
           5           gross bookings may lead to increasing competition around pricing for colocation.

           6            157. On October 6, 2010, Oppenheimer issued a report entitled “Downgrading to Perform

           7   on Competitive Concerns,” stating that “the magnitude of discounts on large deals surprised us” and

           8 I that it had concerns about “management credibility and control over the integration process,

           9   I considering the positive tone of conversation over the past several months”:
       10                     After market close, Equinix updated 3Q10 and 2010 guidance – lowered
                       revenue and raised EBITDA. Although the reduction in revenue guidance was not
       11              materially large, we found the qualitative commentary regarding pricing/competitive
                       issues more concerning. It appears that EQIX is beginning to see increased pricing
       12              pressure for larger customer accounts, particularly from wholesale providers, as
                       incremental capacity becomes available in some markets.
       13
                                                           *       *       *
       14
                               Reduced guidance raises concerns on the competitive front . EQIX
       15              announcement clearly highlights a more challenging environment. We had expected
                       the rate of price increases to moderate going forward, but the magnitude of discounts
       16              on large deals surprised us. Importantly, we expect competition from wholesale
                       providers to persist as EQIX targets large/less network centric deals.
       17
                        158.   On October 6, 2010, Cowen and Company issued a report entitled “Quick Take:
       18
               Reduces Guidance; We are Defending the Comp. Group,” in which it wondered how many
       19
               customers the Company would offer discounts to:
       20
                       [C]onsidering its reiterated admission that it will continue to reduce pricing for
       21              “magnet” customers and that it reduced pricing by just over 10% for two digital
                       media companies during the quarter, we wonder how much of its customer base
       22              meets this distinction and therefore will require below market pricing.

       23               159.   On October 6, 2010, Merriman Capital issued a report entitled “Lowering Estimates

       24 1 and Valuation Range to Reflect Heightened Risk; Reiterate Buy.” The report said that the discounts

       25      were “straightforward,” but that “the company should have known” about them already: “Around

       26       [] 10-20 % of the shortfall was related to discounts to strategic customers for longer contracts. This
       27      1 issue[] seems straightforward, except that the company should have known this already. In fact,
       28
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           1   from management’s discussion on the pre-announcement conference call, it appears that the

           2   I company somewhat miscalculated such credits offered to certain customers.”
           3           160.    On October 6, 2010, RBC Capital issued a report entitled “Equinix, Inc. (NASDAQ:

           4 1 EQIX) Preannounces Lower Revenues, Higher EBITDA; Trimming Price Target on Higher Risk.”

           5   1 The report stated that the Company has not highlighted pricing concessions in the past, “instead
           6 I focusing on its premium pricing model”:

           7                   Our view is that . . . sporadic pricing concessions and churn from colo-centric
                       customers have been modest sector-wide phenomena over the past several quarters.
           8           However, EQIX management has not highlighted these in the past, instead focusing
                       on its premium pricing model and strategic advantages stemming from its global
           9           footprint. Pricing and churn should merit greater investor scrutiny going forward as
                       25% of the customer base does not participate heavily in cross-connects or peering.
       10
                       161.    On October 6, 2010, Morgan Stanley issued a report entitled “Equinix Inc.: Cutting
       11
               Estimates on 3Q Pre-Announcement,” which led with the header “Concerns Beginning to Mount.”
       12
               The report continued: “Today’s negative top-line guidance revisions underscore a softening pricing
       13
               environment for larger deals (>250 kW deployments) with competitive pressures intensifying from
       14
               both large wholesale providers and smaller regional players.” As a result, Morgan Stanley cut its
       15
               “revenue assumptions materially for 2010–2012 . . . due to higher churn estimates and pricing
       16
               pressures.”
       17
                       162.    On October 6, 2010, Guggenheim issued a report entitled “EQIX - BUY - Lowering
       18
               Estimates and Price Target Following Reduced 3Q and FY10 Guidance,” which ascribed the
       19
               lowered guidance to “greater than expected price discounts for two of its major customers in order to
       20
               secure long-term contract renewals.” The report continued, “This lowered guidance is primarily to
       21
               reflect the company’s stated customer pressure in North America.”
       22
                       163.    Media reports also explained that the 33% stock price drop was due to increased
       23
               competition forcing the Company “to cut prices by more than expected” and state that it “will cut its
       24
               prices” in the future.
       25
                       164.    On October 5, 2010, the Associated Press published an article entitled “Equinix cuts
       26
               3Q and 2010 revenue estimates.” The article stated that Equinix “needed to cut prices by more than
       27
               expected to win long-term contracts.”
       28
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           1            165. On October 6, 2010, the Associated Press published an article entitled “GE, Verizon,

           2   I Equinix among big market movers.” Regarding Equinix, the article stated: “The data center service
           3   I provider cut its revenue outlook because of lost North American customers, and will cut its prices.”
           4            166. On October 6, 2010, Notable Calls published an article entitled “Equinix (NASDAQ:

           5   I EQIX): Bounce?” The article stated: “The concerns that investors have are credibility and
           6 I pricing. . . . [I]n a highly recurring revenue business like datacenters, such a miss from a company

           7 that is well respected is somewhat disturbing.”

           8            167. On October 6, 2010, T3Live published an article entitled “Cloud Computing Bubble

           9 1 Bursts Following Equinix (EQIX) Warning.” The article stated that Equinix “noted challenges
       10 moving forward in overcoming high churn and intensifying price pressures within the industry.”

       11               168. On October 6, 2010, MarketWatch published an article entitled “Tech stocks tumble

       12      as data firms dive.” The article stated: “Equinix said a combination of factors, such as lost

       13      customers in North America and bigger-than-expected price cuts for renewing customers,

       14 contributed to the outlook.”

       15               169. On October 6, 2010, Silicon Valley/San Jose Business Journal published an article

       16 1 entitled “Equinix down 33% in data center dive.” The article stated: “Equinix closed Wednesday at

       17       $70.34, a drop of $34.75 a share, a [d]ay after saying that it had lost more customers in North

       18 America than expected and had to discount more often to close renewals.”
       19               170. On October 6, 2010, MarketWatch published an article entitled “Equinix warning

       20      I sparks selloff on cloud stocks.” The article quoted an analyst, who explained: “‘We believe pricing
       21      trend is one of the most important indicators of demand-supply balance in the colocation

       22 business. . . . [T]he pricing trend is an important metric[] to monitor.’” Another analyst stated that

       23      the Company “could be facing changes in its customers’ needs that it hasn’t had to deal with until

       24 now.” A third analyst stated: “‘We had expected the rate of price increases to moderate going

       25      forward, but the magnitude of discounts on large deals surprised us.’”

       26               171. On October 7, 2010, Investor’s Business Daily published a front-page story entitled

       27      1 “Cloud Stocks Hit Some Big Turbulence After One Vendor Lowers Sales Outlook; Equinix Cites
       28      Churn, Pricing.” The article quoted an analyst who stated that, while Equinix management’s
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           1   I explanation was “short on detail,” it cited “‘pricing pressures in their main business, which gets to
           2 1 the core of their competitive positioning, and that spooked investors.’” Another analyst opined that

           3   I “‘Equinix’s growth has slowed because more customers have started evaluating alternatives.’”
           4            172.   On October 7, 2010, Dow Jones News Service published an article entitled “Concerns

           5   1 About Tech Slowdown Rise On Companies’ Warnings.” The article stated that the Company’s stock
           6 I price fell, in part, due to “greater-than-expected discounting to close contract renewals.”

           7            173.   On October 7, 2010, Zacks Investment Research published an article entitled “Equinix

           8 1 Revision Hits Hard.” The article stated: “The downgrade can primarily be credited to greater-than-

           9   expected customer losses in North America and price discounting to secure long-term contract

       10 renewals. Moreover, contribution from the Switch and Data business acquired in April 2010

       11      remains insignificant.” “[T]he company’s near-term margin,” the article continued, “is under

       12 pressure due to continuous geographic expansion [and] increased competition,” among other things.

       13      IX. LOSS CAUSATION
       14               174.   During the Class Period, as detailed herein, Defendants made false and misleading

       15       statements and engaged in a scheme to deceive the market and a course of conduct that artificially

       16 inflated the price of Equinix common stock and operated as a fraud or deceit on Class Period

       17 purchasers of Equinix common stock by misrepresenting the Company’s business and prospects.

       18       Specifically, Defendants made a number of false and misleading statements regarding the
       19      Company’s pricing power, all at the same time that Defendants boasted of the “exceptional”

       20 visibility they had into the Company’s financial model and the extremely high rate of recurring

       21      revenue.

       22               175.   When Defendants’ prior misrepresentations and fraudulent conduct became apparent

       23      to the market, the price of Equinix common stock fell precipitously, as the prior artificial inflation

       24 came out of the price. As a result of their purchases of Equinix common stock during the Class

       25      Period, Plaintiffs and other members of the class suffered economic loss (which qualifies as damages

       26 under the federal securities laws).

       27               176.   Defendants’ false and misleading statements had the intended effect, causing Equinix

       28      1 stock to trade at artificially inflated prices up to $105.09 per share throughout the Class Period.
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           1            177.   When Defendants disclosed the truth on October 5, 2010, the price of Equinix stock

           2   1 dropped to $70.34 from the Class Period high – a one-day loss of $34.75, 33% of its value from the
           3   1 close of trading the day before. That decline was directly related to Defendants’ prior
           4 I misrepresentations and fraudulent conduct and the subsequent revelation of the true state of the

           5   1 Company.
           6            178.   The timing and magnitude of Equinix’s stock price decline negates any inference that

           7 I the loss suffered by Plaintiffs and other Class members was caused by changes in market conditions,

           8 macroeconomic or industry factors, or Company-specific facts unrelated to Defendants’ fraudulent

           9   conduct. On the same day that Equinix stock fell 33%, the NASDAQ dropped only 0.7%, and the

       10 Company’s peer index fell 6% largely on news of Equinix’s plunge. 6 As NewsBites put it in the title

       11      of an article published on October 8, 2010, “Weekly: Equinix [Internet Services; USA] plummets

       12      27.1% in the past week, trailing 100% of its global peers.” The damages suffered by Plaintiffs and

       13      other members of the Class were a direct result of Defendants’ fraudulent scheme to artificially

       14 inflate Equinix’s stock price and the subsequent significant decline in value of Equinix stock when

       15      the true state of the Company’s operations was revealed to the market.

       16               179.   The disclosures that the Defendants had provided false and misleading 3Q10 and

       17 1 FY10 guidance, false and misleading risk warnings, and false and misleading statements about the

       18      Company’s continued pricing power were each a substantial cause of Plaintiffs’ losses. See ¶¶153-
       19       173.

       20 X. NO SAFE HARBOR

       21               180.   Equinix’s verbal safe-harbor warnings accompanying its oral forward-looking

       22      statements (“FLS”) issued during the Class Period were ineffective to shield those statements from

       23      liability.

       24               181.   The Defendants are also liable for any false or misleading FLS pleaded because, at

       25      1 the time each FLS was made, the speaker knew the FLS was false or misleading and the FLS was
       26
               6
                       The peer index comprises companies cited by Equinix in its Proxy Statement, filed on June
       27       10, 2010, as the peer group against which Equinix benchmarks its performance.
       28
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           1   1 authorized and/or approved by the Individual Defendants, who knew that the FLS was false. None
           2   I of the historic or present tense statements made by Defendants were assumptions underlying or
           3   I relating to any plan, projection or statement of future economic performance, as they were not stated
           4 to be such assumptions underlying or relating to any projection or statement of future economic

           5 I performance when made, nor were any of the projections or forecasts made by Defendants expressly

           6 I related to or stated to be dependent on those historic or present tense statements when made.

           7            182.   Specifically, at the time Defendants’ made the July 28, 2010 false and misleading

           8    statements, the statements were prefaced by a reference to the risk disclosures in the Company’s

           9 February 22, 2010 Form 10-K and April 28, 2010 Form 10-Q. Those risk disclosures themselves
       10 constitute false and misleading statements. As discussed above in ¶¶108-111, the risk disclosures

       11      warn of the possibility of “pricing pressure” and possible “fluctuations in our operating results” due

       12 to “the provision of customer discounts and credits,” but significant discounts had already been

       13      issued by July 28, 2010. See ¶¶145-147 (Defendants’ admissions that the Company had offered

       14 discounts in the second quarter); ¶¶129-131 (former employee reports). It was false and misleading

       15      to warn about possible fluctuations due to future discounts when discounts that had already been

       16 issued led to those fluctuations.

       17 XI. CLASS ACTION ALLEGATIONS

       18               183.   Plaintiffs bring this action as a class action pursuant to Rule 23 of the Federal Rules
       19      I of Civil Procedure on behalf of all persons who purchased or otherwise acquired Equinix common
       20       stock during the Class Period (the “Class”). Excluded from the Class are Defendants and their

       21      families, the officers and directors of the Company, at all relevant times, members of their

       22      immediate families and their legal representatives, heirs, successors or assigns and any entity in

       23      which Defendants have or had a controlling interest.

       24               184.   The members of the Class are so numerous that joinder of all members is

       25      1 impracticable. The disposition of their claims in a class action will provide substantial benefits to
       26 the parties and the Court. Equinix has nearly 46 million shares of stock outstanding, owned by

       27 hundreds if not thousands of persons.

       28
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           1           185. There is a well-defined community of interest in the questions of law and fact

           2   involved in this case. Questions of law and fact common to the members of the Class which

           3   predominate over questions which may affect individual Class members include:

           4                  (a)     whether the 1934 Act was violated by Defendants;

           5                  (b)     whether Defendants omitted and/or misrepresented material facts;

           6                  (c)     whether Defendants’ statements omitted material facts necessary to make the

           7   statements made, in light of the circumstances under which they were made, not misleading;

           8                  (d)     whether Defendants knew or deliberately disregarded that their statements

           9 were false and misleading;
       10                     (e)     whether the price of Equinix common stock was artificially inflated; and

       11                     (f)     the extent of damage sustained by Class members and the appropriate measure

       12      of damages.

       13              186. Plaintiffs’ claims are typical of those of the Class because Plaintiffs and the Class

       14      sustained damages from Defendants’ wrongful conduct.

       15              187. Lead plaintiff will adequately protect the interests of the Class and has retained

       16 counsel who are experienced in class action securities litigation. Lead plaintiff has no interests

       17 which conflict with those of the Class.

       18              188. A class action is superior to other available methods for the fair and efficient
       19      adjudication of this controversy.

       20 XII. COUNT I

       21             A.      For Violation of §10(b) of the 1934 Act and Rule 10b-5 Against All
                              Defendants
       22
                       189. Plaintiffs incorporate ¶¶1-188 by reference.
       23
                       190. During the Class Period, Defendants disseminated or approved the false statements
       24
               specified above, which they knew, or recklessly disregarded, were misleading in that they contained
       25
               misrepresentations and failed to disclose material facts necessary in order to make the statements
       26
               made, in light of the circumstances under which they were made, not misleading.
       27
                       191. Defendants violated §10(b) of the 1934 Act and Rule 10b-5 in that they:
       28
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           1                   (a)     employed devices, schemes and artifices to defraud;

           2                   (b)     made untrue statements of material facts or omitted to state material facts

           3   necessary in order to make the statements made, in light of the circumstances under which they were

           4 1 made, not misleading; or

           5                   (c)     engaged in acts, practices and a course of business that operated as a fraud or

           6 deceit upon lead plaintiff and others similarly situated in connection with their purchases of Equinix

           7   common stock during the Class Period.

           8            192. Plaintiffs and the Class have suffered damages in that, in reliance on the integrity of

           9 the market, they paid artificially inflated prices for Equinix common stock. Neither Plaintiffs nor the
       10 Class would have purchased Equinix common stock at the prices they paid, or at all, if they had been

       11      aware that the market price had been artificially and falsely inflated by Defendants’ misleading

       12       statements.

       13      XIII. COUNT II
       14               A.     For Violation of §20(a) of the 1934 Act Against All Defendants
       15               193. Plaintiffs incorporate ¶¶1-192 by reference.

       16               194. The Individual Defendants acted as controlling persons of Equinix within the

       17 meaning of §20(a) of the 1934 Act. By virtue of their positions with the Company, and ownership of

       18      Equinix stock, the Individual Defendants had the power and authority to cause Equinix to engage in
       19 the wrongful conduct complained of herein. Equinix controlled the Individual Defendants and all of

       20 its employees. By reason of such conduct, Defendants are liable pursuant to §20(a) of the 1934 Act.

       21      XIV. PRAYER FOR RELIEF
       22               WHEREFORE, lead plaintiff prays for judgment as follows:

       23                      (a)     Declaring this action to be a proper class action pursuant to Fed. R. Civ. P. 23;

       24                      (b)     Awarding Plaintiffs and the members of the Class damages, including interest;

       25                      (c)     Awarding lead plaintiff reasonable costs and attorneys’ fees; and

       26                      (d)     Awarding such equitable/injunctive or other relief as the Court may deem just

       27      1 and proper.
       28
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           1   XV. JURY DEMAND
           2         Plaintiffs demand a trial by jury.

           3   DATED: January 15, 2013                    ROBBINS GELLER RUDMAN
                                                           & DOWD LLP
           4                                              SHAWN A. WILLIAMS
                                                          MATTHEW S. MELAMED
           5

           6
                                                                       s/ Shawn A. Williams
           7                                                          SHAWN A. WILLIAMS

           8                                              Post Montgomery Center
                                                          One Montgomery Street, Suite 1800
           9                                              San Francisco, CA 94104
                                                          Telephone: 415/288-4545
       10                                                 415/288-4534 (fax)

       11                                                 Lead Counsel for Plaintiff

       12                                                 CAVANAGH & O’HARA
                                                          PATRICK J. O’HARA
       13                                                 407 East Adams Street
                                                          Springfield, IL 62701
       14                                                 Telephone: 217/544-1771
                                                          217/544-9894 (fax)
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                                                          Additional Counsel for Plaintiff
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803458_1       THIRD AMENDED COMPLAINT FOR VIOLATION OF THE FEDERAL SECURITIES LAWS - 3:11-
               cv-01016-SC                                                                    - 52 -
                  Case3:11-cv-01016-SC Document66 Filed01/15/13 Page56 of 57




           1                                     CERTIFICATE OF SERVICE

           2          I hereby certify that on January 15, 2013, I authorized the electronic filing of the foregoing

           3   with the Clerk of the Court using the CM/ECF system which will send notification of such filing to

           4 the e-mail addresses denoted on the attached Electronic Mail Notice List, and I hereby certify that I

           5   caused to be mailed the foregoing document or paper via the United States Postal Service to the non-

           6 CM/ECF participants indicated on the attached Manual Notice List.

           7          I certify under penalty of perjury under the laws of the United States of America that the

           8   foregoing is true and correct. Executed on January 15, 2013.

           9
                                                                  s/ Shawn A. Williams
       10                                                         SHAWN A. WILLIAMS
       11                                                         ROBBINS GELLER RUDMAN
                                                                      & DOWD LLP
       12                                                         Post Montgomery Center
                                                                  One Montgomery Street, Suite 1800
       13
                                                                  San Francisco, CA 94104
       14                                                         Telephone: 415/288-4545
                                                                  415/288-4534 (fax)
       15                                                         E-mail: shawnw@rgrdlaw.com
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803458_i
CAND-ECF-                                                        Page 1 of 1
       Case3:11-cv-01016-SC Document66 Filed01/15/13 Page57 of 57




Mailing Information for a Case 3:11-cv-01016-SC
Electronic Mail Notice List

The following are those who are currently on the list to receive e-mail notices for this case.

   •   Marie Caroline Bafus
       mbafus@fenwick.com ,cprocida@fenwick.com

   •   Catherine Duden Kevane
       ckevane@fenwick.com ,pnichols@fenwick.com,knesbit@fenwick.com,kdeleon@fenwick.com

   •   Matthew Seth Melamed
       mmelamed@rgrdlaw.com ,e_file_SF@rgrdlaw.com ,e_file_SD@rgrdlaw.com

   •   Kevin Peter Muck
       kmuck@fenwick.com ,cprocida@fenwick.com

   •   Brian O. O'Mara
       bo'mara@csgrr.com ,e_file_sd@rgrdlaw.com ,e_file_sf@rgrdlaw.com

   •   Darren Jay Robbins
       e_file_sd@rgrdlaw.com

   •   David Conrad Walton
       davew@rgrdlaw.com

   •   Shawn A. Williams
        shawnw@rgrdlaw.com ,ptiffith@rgrdlaw.com ,erinj@rgrdlaw.com ,e_file_sd@rgrdlaw.com ,e_file_sf@rgrdlaw.com

Manual Notice List

The following is the list of attorneys who are not on the list to receive e-mail notices for this case (who therefore require
manual noticing). You may wish to use your mouse to select and copy this list into your word processing program in
order to create notices or labels for these recipients.

Catherine            J. Kowalewski
Robbins Geller Rudman & Dowd LLP
655 West Broadway
Suite 1900
San Diego, CA 92101




https://ecf.cand.uscourts.gov/cgi-bin/MailList.pl?844449518684129-L_1_0-1                                         1/15/2013

				
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