UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended ~~September 30, 2021~~March 31, 2022


OR

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from to

Commission file number 1-13045

IRON MOUNTAIN INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)


Delaware			23-2588479
(State or other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

One Federal Street, Boston, Massachusetts 02110

(Address of Principal Executive Offices, Including Zip Code)

(617) 535-4766

(Registrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.01 par value

IRM

NYSE

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~October 29, 2021,~~April 22, 2022, the registrant had ~~289,549,498~~290,561,538 outstanding shares of common stock, $.01 par value.

Table of Contents

IRON MOUNTAIN INCORPORATED

~~2021~~2022 FORM 10-Q QUARTERLY REPORT

TABLE OF CONTENTS


PART I—FINANCIAL INFORMATION

	1	ITEM 1.	Unaudited Condensed Consolidated Financial Statements
		2	Condensed Consolidated Balance Sheets at ~~September~~March 31, 2022 ~~30, 2021~~ and December 31, ~~2020~~2021
		3	Condensed Consolidated Statements of Operations for the Three Months Ended ~~September~~ ~~30, 2021~~March 31, 2022 and ~~2020~~2021

		4	Condensed Consolidated Statements of ~~Operations for the~~ ~~Nine~~ ~~Months Ended~~ ~~September~~ ~~30, 2021 and 2020~~
		5	~~Condensed Consolidated Statements of~~ Comprehensive Income (Loss) for the Three ~~and~~ ~~Nine~~Months Ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~
		65	Condensed Consolidated Statements of Equity for the Three ~~and~~ ~~Nine~~Months Ended ~~September~~ ~~30,~~March 31, 2022 and 2021
		7	~~Condensed Consolidated Statements of Equity for the Three and~~ ~~Nine~~ ~~Months Ended~~ ~~September~~ ~~30, 2020~~
		86	Condensed Consolidated Statements of Cash Flows for the N i neThree Months Ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~
		97	Notes to Condensed Consolidated Financial Statements ~~(Unaudited)~~
	3026	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	5345	ITEM 4.	Controls and Procedures

PART II—OTHER INFORMATION
	5547	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds

	5547	ITEM 6.	Exhibits
	5648	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									1

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) (UNAUDITED)


		SEPTEMBER 30, 2021		DECEMBER 31, 2020			MARCH 31, 2022		DECEMBER 31, 2021
ASSETS	ASSETS					ASSETS
Current Assets:	Current Assets:					Current Assets:
Cash and cash equivalents	Cash and cash equivalents	$	161,439	$	205,063	Cash and cash equivalents	$	195,660	$	255,828

Accounts receivable (less allowances of $60,214 and $56,981 as of September 30, 2021 and December 31, 2020, respectively)		884,348		859,344
Accounts receivable (less allowances of $61,167 and $62,009 as of March 31, 2022 and December 31, 2021, respectively)						Accounts receivable (less allowances of $61,167 and $62,009 as of March 31, 2022 and December 31, 2021, respectively)	1,063,723		961,419

Prepaid expenses and other	Prepaid expenses and other	223,266		205,380		Prepaid expenses and other	268,312		224,020

Total Current Assets	Total Current Assets	1,269,053		1,269,787		Total Current Assets	1,527,695		1,441,267
Property, Plant and Equipment:	Property, Plant and Equipment:					Property, Plant and Equipment:
Property, plant and equipment	Property, plant and equipment	8,503,171		8,246,337		Property, plant and equipment	8,748,937		8,647,303
Less—Accumulated depreciation	Less—Accumulated depreciation	(3,914,553)		(3,743,894)		Less—Accumulated depreciation	(4,078,290)		(3,979,159)
Property, Plant and Equipment, Net	Property, Plant and Equipment, Net	4,588,618		4,502,443		Property, Plant and Equipment, Net	4,670,647		4,668,144
Other Assets, Net:	Other Assets, Net:					Other Assets, Net:
Goodwill	Goodwill	4,472,641		4,557,609		Goodwill	5,023,691		4,463,531
Customer relationships, customer inducements and data center lease-based intangibles		1,230,330		1,326,977
Customer and supplier relationships and other intangible assets						Customer and supplier relationships and other intangible assets	1,581,429		1,181,043
Operating lease right-of-use assets	Operating lease right-of-use assets	2,308,047		2,196,502		Operating lease right-of-use assets	2,343,627		2,314,422
Other	Other	365,706		295,949		Other	480,887		381,624
Total Other Assets, Net	Total Other Assets, Net	8,376,724		8,377,037		Total Other Assets, Net	9,429,634		8,340,620
Total Assets	Total Assets	$	14,234,395	$	14,149,267	Total Assets	$	15,627,976	$	14,450,031
LIABILITIES AND EQUITY	LIABILITIES AND EQUITY					LIABILITIES AND EQUITY
Current Liabilities:	Current Liabilities:					Current Liabilities:
Current portion of long-term debt	Current portion of long-term debt	$	318,144	$	193,759	Current portion of long-term debt	$	91,180	$	309,428
Accounts payable	Accounts payable	324,210		359,863		Accounts payable	424,064		369,145
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	926,360		1,146,288		Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	883,323		1,032,537
Deferred revenue	Deferred revenue	257,593		295,785		Deferred revenue	301,965		307,470

Total Current Liabilities	Total Current Liabilities	1,826,307		1,995,695		Total Current Liabilities	1,700,532		2,018,580
Long-term Debt, net of current portion	Long-term Debt, net of current portion	8,815,273		8,509,555		Long-term Debt, net of current portion	10,143,011		8,962,513
Long-term Operating Lease Liabilities, net of current portion	Long-term Operating Lease Liabilities, net of current portion	2,164,449		2,044,598		Long-term Operating Lease Liabilities, net of current portion	2,196,846		2,171,472
Other Long-term Liabilities	Other Long-term Liabilities	155,048		204,508		Other Long-term Liabilities	407,826		144,053
Deferred Income Taxes	Deferred Income Taxes	236,782		198,377		Deferred Income Taxes	347,562		223,934
Commitments and Contingencies	Commitments and Contingencies	0		0		Commitments and Contingencies	0		0
Redeemable Noncontrolling Interests	Redeemable Noncontrolling Interests	61,390		59,805		Redeemable Noncontrolling Interests	73,428		72,411
Equity:	Equity:					Equity:

Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)	Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)	—		—		Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)	—		—
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 289,546,146 and 288,273,049 shares as of September 30, 2021 and December 31, 2020, respectively)		2,895		2,883
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 290,550,440 and 289,757,061 shares as of March 31, 2022 and December 31, 2021, respectively)						Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 290,550,440 and 289,757,061 shares as of March 31, 2022 and December 31, 2021, respectively)	2,906		2,898
Additional paid-in capital	Additional paid-in capital	4,407,253		4,340,078		Additional paid-in capital	4,409,051		4,412,553
(Distributions in excess of earnings) Earnings in excess of distributions	(Distributions in excess of earnings) Earnings in excess of distributions	(3,101,813)		(2,950,339)		(Distributions in excess of earnings) Earnings in excess of distributions	(3,359,876)		(3,221,152)
Accumulated other comprehensive items, net	Accumulated other comprehensive items, net	(334,453)		(255,893)		Accumulated other comprehensive items, net	(294,358)		(338,347)
Total Iron Mountain Incorporated Stockholders' Equity	Total Iron Mountain Incorporated Stockholders' Equity	973,882		1,136,729		Total Iron Mountain Incorporated Stockholders' Equity	757,723		855,952
Noncontrolling Interests	Noncontrolling Interests	1,264		—		Noncontrolling Interests	1,048		1,116
Total Equity	Total Equity	975,146		1,136,729		Total Equity	758,771		857,068
Total Liabilities and Equity	Total Liabilities and Equity	$	14,234,395	$	14,149,267	Total Liabilities and Equity	$	15,627,976	$	14,450,031

The accompanying notes are an integral part of these condensed consolidated financial statements.


2									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)


		THREE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020			2022		2021
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	718,614	$	696,294	Storage rental	$	751,070	$	708,056
Service	Service	411,534		340,353		Service	496,976		373,984
Total Revenues	Total Revenues	1,130,148		1,036,647		Total Revenues	1,248,046		1,082,040
Operating Expenses:	Operating Expenses:					Operating Expenses:
Cost of sales (excluding depreciation and amortization)	Cost of sales (excluding depreciation and amortization)	481,663		434,505		Cost of sales (excluding depreciation and amortization)	546,622		451,909
Selling, general and administrative	Selling, general and administrative	241,596		232,095		Selling, general and administrative	280,723		258,723
Depreciation and amortization	Depreciation and amortization	174,818		157,252		Depreciation and amortization	183,615		165,642
Acquisition and Integration Costs	Acquisition and Integration Costs	1,138		—		Acquisition and Integration Costs	15,661		—
Restructuring Charges	Restructuring Charges	50,432		48,371		Restructuring Charges	—		39,811

(Gain) Loss on disposal/write-down of property, plant and equipment, net	(Gain) Loss on disposal/write-down of property, plant and equipment, net	(935)		(75,840)		(Gain) Loss on disposal/write-down of property, plant and equipment, net	(705)		(4,451)
Total Operating Expenses	Total Operating Expenses	948,712		796,383		Total Operating Expenses	1,025,916		911,634
Operating Income (Loss)	Operating Income (Loss)	181,436		240,264		Operating Income (Loss)	222,130		170,406
Interest Expense, Net (includes Interest Income of $2,160 and $2,476 for the three months ended September 30, 2021 and 2020, respectively)		103,809		104,303
Other (Income) Expense, Net		(18,501)		83,465
Interest Expense, Net (includes Interest Income of $1,648 and $2,571 for the three months ended March 31, 2022 and 2021, respectively)						Interest Expense, Net (includes Interest Income of $1,648 and $2,571 for the three months ended March 31, 2022 and 2021, respectively)	114,442		104,422
Other Expense (Income), Net						Other Expense (Income), Net	55,901		4,713
Net Income (Loss) Before Provision (Benefit) for Income Taxes	Net Income (Loss) Before Provision (Benefit) for Income Taxes	96,128		52,496		Net Income (Loss) Before Provision (Benefit) for Income Taxes	51,787		61,271
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	28,017		13,934		Provision (Benefit) for Income Taxes	10,080		14,640

Net Income (Loss)	Net Income (Loss)	68,111		38,562		Net Income (Loss)	41,707		46,631
Less: Net Income (Loss) Attributable to Noncontrolling Interests		428		168
Less: Net (Loss) Income Attributable to Noncontrolling Interests						Less: Net (Loss) Income Attributable to Noncontrolling Interests	(592)		1,028
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	67,683	$	38,394	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	42,299	$	45,603
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:	Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:					Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:

Basic	Basic	$	0.23	$	0.13	Basic	$	0.15	$	0.16

Diluted	Diluted	$	0.23	$	0.13	Diluted	$	0.14	$	0.16
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	289,762		288,403		Weighted Average Common Shares Outstanding—Basic	290,328		288,756
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	291,482		288,811		Weighted Average Common Shares Outstanding—Diluted	291,846		289,528

The accompanying notes are an integral part of these condensed consolidated financial statements.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									3

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS~~

~~(IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)~~

NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020
Revenues:
Storage rental $ 2,144,942 $ 2,056,797
Service 1,187,002 1,030,820
Total Revenues 3,331,944 3,087,617
Operating Expenses:
Cost of sales (excluding depreciation and amortization) 1,408,151 1,308,119
Selling, general and administrative 760,098 712,775
Depreciation and amortization 507,145 483,686
Acquisition and Integration Costs 3,415 —
Restructuring Charges 129,686 128,715
Intangible impairments — 23,000
(Gain) Loss on disposal/write-down of property, plant and equipment, net (134,321) (78,170)
Total Operating Expenses 2,674,174 2,578,125
Operating Income (Loss) 657,770 509,492
Interest Expense, Net (includes Interest Income of $5,858 and $6,491 for the nine months ended
September 30, 2021 and 2020, respectively)
313,451 313,408
Other (Income) Expense, Net (200,018) 66,439
Net Income (Loss) Before Provision (Benefit) for Income Taxes 544,337 129,645
Provision (Benefit) for Income Taxes 153,073 33,304
Net Income (Loss) 391,264 96,341
Less: Net Income (Loss) Attributable to Noncontrolling Interests 2,693 1,058
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 388,571 $ 95,283
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic $ 1.34 $ 0.33
Diluted $ 1.34 $ 0.33
Weighted Average Common Shares Outstanding—Basic 289,255 288,105
Weighted Average Common Shares Outstanding—Diluted 290,697 288,471

~~The accompanying notes are an integral part of these condensed consolidated financial statements.~~


4									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(IN THOUSANDS) (UNAUDITED)


		THREE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020			2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	Net Income (Loss)	$	41,707	$	46,631
Other Comprehensive (Loss) Income:
Other Comprehensive Income (Loss):						Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustment	Foreign Currency Translation Adjustment	(91,263)		44,883		Foreign Currency Translation Adjustment	27,453		(66,355)
Change in Fair Value of Derivative Instruments	Change in Fair Value of Derivative Instruments	14,665		(184)		Change in Fair Value of Derivative Instruments	16,766		15,206
Total Other Comprehensive (Loss) Income		(76,598)		44,699
Comprehensive (Loss) Income		(8,487)		83,261
Total Other Comprehensive Income (Loss)						Total Other Comprehensive Income (Loss)	44,219		(51,149)
Comprehensive Income (Loss)						Comprehensive Income (Loss)	85,926		(4,518)
Comprehensive (Loss) Income Attributable to Noncontrolling Interests	Comprehensive (Loss) Income Attributable to Noncontrolling Interests	(370)		522		Comprehensive (Loss) Income Attributable to Noncontrolling Interests	(362)		897
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated		$	(8,117)	$	82,739
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated						Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	86,288	$	(5,415)

NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020
Net Income (Loss) $ 391,264 $ 96,341
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment (115,075) (109,742)
Change in Fair Value of Derivative Instruments 35,505 (11,507)
Total Other Comprehensive (Loss) Income (79,570) (121,249)
Comprehensive Income (Loss) 311,694 (24,908)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests 1,683 406
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 310,011 $ (25,314)

The accompanying notes are an integral part of these condensed consolidated financial statements.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~									5

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF EQUITY~~

~~(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)~~

THREE MONTHS ENDED SEPTEMBER 30, 2021
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, June 30, 2021 $ 1,147,742 289,458,768 $ 2,895 $ 4,392,396 $ (2,988,896) $ (258,653) $ — $ 64,660
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 14,857 87,378 — 14,857 — — — —
Change in equity related to redeemable noncontrolling interests — — — — — — — 168
Parent cash dividends declared (180,600) — — — (180,600) — — —
Foreign currency translation adjustment (90,512) — — — — (90,465) (47) (751)
Change in fair value of derivative instruments 14,665 — — — — 14,665 — —
Net income (loss) 67,683 — — — 67,683 — — 428
Noncontrolling interests dividends — — — — — — — (597)
Purchase of noncontrolling interests 1,311 — — — — — 1,311 —
Redemption of noncontrolling interests — — — — — — — (2,518)
Balance, September 30, 2021 $ 975,146 289,546,146 $ 2,895 $ 4,407,253 $ (3,101,813) $ (334,453) $ 1,264 $ 61,390
NINE MONTHS ENDED SEPTEMBER 30, 2021
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET NONCONTROLLING
INTERESTS REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, December 31, 2020 $ 1,136,729 288,273,049 $ 2,883 $ 4,340,078 $ (2,950,339) $ (255,893) $ — $ 59,805
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 66,507 1,273,097 12 66,495 — — — —
Change in equity related to redeemable noncontrolling interests 680 — — 680 — — — (512)
Parent cash dividends declared (540,045) — — — (540,045) — — —
Foreign currency translation adjustment (114,112) — — — — (114,065) (47) (963)
Change in fair value of derivative instruments 35,505 — — — — 35,505 — —
Net income (loss) 388,571 — — — 388,571 — — 2,693
Noncontrolling interests equity contributions — — — — — — — 2,200
Noncontrolling interests dividends — — — — — — — (1,882)
Purchase of noncontrolling interests 1,311 — — — — — 1,311 2,567
Redemption of noncontrolling interests — — — — — — — (2,518)
Balance, September 30, 2021 $ 975,146 289,546,146 $ 2,895 $ 4,407,253 $ (3,101,813) $ (334,453) $ 1,264 $ 61,390

~~The accompanying notes are an integral part of these condensed consolidated financial statements.~~


64									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

THREE MONTHS ENDED SEPTEMBER 30, 2020
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, June 30, 2020 $ 1,024,331 288,142,703 $ 2,881 $ 4,325,803 $ (2,876,861) $ (427,523) $ 31 $ 63,512
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 9,997 20,263 1 9,996 — — — —
Parent cash dividends declared (179,677) — — — (179,677) — — —
Foreign currency translation adjustment 44,529 — — — — 44,529 — 354
Change in fair value of derivative instruments (184) — — — — (184) — —
Net income (loss) 38,250 — — — 38,394 — (144) 312
Noncontrolling interests dividends — — — — — — — (512)
Balance, September 30, 2020 $ 937,246 288,162,966 $ 2,882 $ 4,335,799 $ (3,018,144) $ (383,178) $ (113) $ 63,666
NINE MONTHS ENDED SEPTEMBER 30, 2020
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET NONCONTROLLING
INTERESTS REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, December 31, 2019 $ 1,464,227 287,299,645 $ 2,873 $ 4,298,566 $ (2,574,896) $ (262,581) $ 265 $ 67,682
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 34,639 863,321 9 34,630 — — — —
Change in equity related to redeemable noncontrolling interests 2,603 — — 2,603 — — — (2,603)
Parent cash dividends declared (538,531) — — — (538,531) — — —
Foreign currency translation adjustment (109,090) — — — — (109,090) — (652)
Change in fair value of derivative instruments (11,507) — — — — (11,507) — —
Net income (loss) 94,905 — — — 95,283 — (378) 1,436
Noncontrolling interests dividends — — — — — — — (2,197)
Balance, September 30, 2020 $ 937,246 288,162,966 $ 2,882 $ 4,335,799 $ (3,018,144) $ (383,178) $ (113) $ 63,666


THREE MONTHS ENDED MARCH 31, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2021	$	857,068	289,757,061	$	2,898	$	4,412,553	$	(3,221,152)	$	(338,347)	$	1,116	$	72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	(1,502)		793,379	8		(1,510)		—		—		—		—
Change in equity related to redeemable noncontrolling interests	(1,992)		—	—		(1,992)		—		—		—		1,992
Parent cash dividends declared	(181,023)		—	—		—		(181,023)		—		—		—
Foreign currency translation adjustment	27,155		—	—		—		—		27,223		(68)		298
Change in fair value of derivative instruments	16,766		—	—		—		—		16,766		—		—
Net income (loss)	42,299		—	—		—		42,299		—		—		(592)

Noncontrolling interests dividends	—		—	—		—		—		—		—		(681)


Balance, March 31, 2022	$	758,771	290,550,440	$	2,906	$	4,409,051	$	(3,359,876)	$	(294,358)	$	1,048	$	73,428

THREE MONTHS ENDED MARCH 31, 2021
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2020	$	1,136,729	288,273,049	$	2,883	$	4,340,078	$	(2,950,339)	$	(255,893)	$	—	$	59,805
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	6,398		454,698	5		6,393		—		—		—		—
Change in equity related to redeemable noncontrolling interests	680		—	—		680		—		—		—		(680)
Parent cash dividends declared	(178,685)		—	—		—		(178,685)		—		—		—
Foreign currency translation adjustment	(66,224)		—	—		—		—		(66,224)		—		(131)
Change in fair value of derivative instruments	15,206		—	—		—		—		15,206		—		—
Net income (loss)	45,603		—	—		—		45,603		—		—		1,028
Noncontrolling interests equity contributions	—		—	—		—		—		—		—		2,200
Noncontrolling interests dividends	—		—	—		—		—		—		—		(621)


Balance, March 30, 2021	$	959,707	288,727,747	$	2,888	$	4,347,151	$	(3,083,421)	$	(306,911)	$	—	$	61,601

The accompanying notes are an integral part of these condensed consolidated financial statements.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									75

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)


		NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020			2022		2021
Cash Flows from Operating Activities:	Cash Flows from Operating Activities:					Cash Flows from Operating Activities:
Net income (loss)	Net income (loss)	$	391,264	$	96,341	Net income (loss)	$	41,707	$	46,631

Adjustments to reconcile net income (loss) to cash flows from operating activities:	Adjustments to reconcile net income (loss) to cash flows from operating activities:					Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	Depreciation	347,269		334,780		Depreciation	120,393		114,449
Amortization (includes amortization of deferred financing costs and discounts of $12,470 and $13,150 for the nine months ended September 30, 2021 and 2020, respectively)		172,346		162,057
Intangible impairments		—		23,000
Amortization (includes amortization of deferred financing costs and discounts of $4,389 and $4,127 for the three months ended March 31, 2022 and 2021, respectively)						Amortization (includes amortization of deferred financing costs and discounts of $4,389 and $4,127 for the three months ended March 31, 2022 and 2021, respectively)	67,611		55,320

Revenue reduction associated with amortization of customer inducements and above- and below-market leases	Revenue reduction associated with amortization of customer inducements and above- and below-market leases	6,578		7,612		Revenue reduction associated with amortization of customer inducements and above- and below-market leases	1,860		2,263
Stock-based compensation expense	Stock-based compensation expense	46,852		35,618		Stock-based compensation expense	11,341		10,953
Provision (benefit) for deferred income taxes		36,333		(3,074)
Benefit (provision) for deferred income taxes						Benefit (provision) for deferred income taxes	(10,142)		(6,315)
Loss on early extinguishment of debt	Loss on early extinguishment of debt	—		68,300		Loss on early extinguishment of debt	671		—
Gain on IPM Divestment (as defined in Note 4)		(180,569)		—

(Gain) loss on disposal/write-down of property, plant and equipment, net	(Gain) loss on disposal/write-down of property, plant and equipment, net	(134,321)		(78,170)		(Gain) loss on disposal/write-down of property, plant and equipment, net	(705)		(4,451)

Loss associated with OSG deconsolidation						Loss associated with OSG deconsolidation	105,825		—
Gain associated with Clutter Transaction						Gain associated with Clutter Transaction	(35,821)		—
Foreign currency transactions and other, net	Foreign currency transactions and other, net	(13,239)		4,043		Foreign currency transactions and other, net	(7,219)		9,220
(Increase) decrease in assets	(Increase) decrease in assets	(112,753)		(10,219)		(Increase) decrease in assets	(105,321)		(22,154)
(Decrease) increase in liabilities	(Decrease) increase in liabilities	(96,423)		(13,070)		(Decrease) increase in liabilities	(135,694)		(137,087)

Cash Flows from Operating Activities	Cash Flows from Operating Activities	463,337		627,218		Cash Flows from Operating Activities	54,506		68,829

Cash Flows from Investing Activities:	Cash Flows from Investing Activities:					Cash Flows from Investing Activities:
Capital expenditures	Capital expenditures	(418,976)		(309,162)		Capital expenditures	(161,050)		(145,528)
Cash paid for acquisitions, net of cash acquired	Cash paid for acquisitions, net of cash acquired	(203,752)		(118,581)		Cash paid for acquisitions, net of cash acquired	(717,907)		—

Acquisition of customer relationships	Acquisition of customer relationships	(4,800)		(3,529)		Acquisition of customer relationships	—		(874)
Customer inducements	Customer inducements	(5,148)		(8,269)		Customer inducements	(1,913)		(1,457)
Contract fulfillment costs and third-party commissions		(43,699)		(30,705)
Contract fulfillment costs						Contract fulfillment costs	(14,237)		(16,719)

Investments in joint ventures and other investments	Investments in joint ventures and other investments	(72,153)		(6,850)		Investments in joint ventures and other investments	—		(6,500)
Net proceeds from IPM Divestment		213,878		—

Proceeds from sales of property and equipment and other, net	Proceeds from sales of property and equipment and other, net	214,865		116,965		Proceeds from sales of property and equipment and other, net	5,353		12,448
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(319,785)		(360,131)		Cash Flows from Investing Activities	(889,754)		(158,630)

Cash Flows from Financing Activities:	Cash Flows from Financing Activities:					Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt	Repayment of revolving credit facility, term loan facilities and other debt	(2,622,555)		(7,354,790)		Repayment of revolving credit facility, term loan facilities and other debt	(2,278,884)		(415,030)
Proceeds from revolving credit facility, term loan facilities and other debt	Proceeds from revolving credit facility, term loan facilities and other debt	3,037,476		7,090,842		Proceeds from revolving credit facility, term loan facilities and other debt	3,254,197		625,689
Early redemption of senior notes, including call premiums		—		(2,942,554)
Net proceeds from sales of senior notes		—		3,465,000

Debt repayment and equity distribution to noncontrolling interests	Debt repayment and equity distribution to noncontrolling interests	(1,882)		(2,197)		Debt repayment and equity distribution to noncontrolling interests	(681)		(621)
Repurchase of noncontrolling interest		(75,000)		—

Parent cash dividends	Parent cash dividends	(538,902)		(537,853)		Parent cash dividends	(184,361)		(180,992)

Net proceeds (payments) associated with employee stock-based awards		19,655		(979)
Net (payments) proceeds associated with employee stock-based awards						Net (payments) proceeds associated with employee stock-based awards	(12,843)		(4,556)

Other, net	Other, net	3,621		(24,643)		Other, net	(5,875)		5,000
Cash Flows from Financing Activities	Cash Flows from Financing Activities	(177,587)		(307,174)		Cash Flows from Financing Activities	771,553		29,490

Effect of Exchange Rates on Cash and Cash Equivalents	Effect of Exchange Rates on Cash and Cash Equivalents	(9,589)		(1,496)		Effect of Exchange Rates on Cash and Cash Equivalents	3,527		(5,808)
(Decrease) increase in Cash and Cash Equivalents	(Decrease) increase in Cash and Cash Equivalents	(43,624)		(41,583)		(Decrease) increase in Cash and Cash Equivalents	(60,168)		(66,119)
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period		205,063		193,555
Cash and Cash Equivalents, including Restricted Cash, End of Period		$	161,439	$	151,972
Cash and Cash Equivalents, Beginning of Period						Cash and Cash Equivalents, Beginning of Period	255,828		205,063
Cash and Cash Equivalents, End of Period						Cash and Cash Equivalents, End of Period	$	195,660	$	138,944
Supplemental Information:	Supplemental Information:					Supplemental Information:
Cash Paid for Interest	Cash Paid for Interest	$	395,355	$	357,897	Cash Paid for Interest	$	179,079	$	185,558
Cash Paid for Income Taxes, Net	Cash Paid for Income Taxes, Net	$	96,174	$	27,430	Cash Paid for Income Taxes, Net	$	19,277	$	20,847
Non-Cash Investing and Financing Activities:	Non-Cash Investing and Financing Activities:					Non-Cash Investing and Financing Activities:

Financing Leases	Financing Leases	$	40,590	$	34,889	Financing Leases	$	5,190	$	4,976
Accrued Capital Expenditures	Accrued Capital Expenditures	$	60,418	$	58,175	Accrued Capital Expenditures	$	78,466	$	59,490
Fair Value of Investments Applied to Acquisitions		$	—	$	27,276

Deferred Purchase Obligation and Other						Deferred Purchase Obligation and Other	$	276,300	$	—

Dividends Payable	Dividends Payable	$	189,010	$	186,699	Dividends Payable	$	187,220	$	185,560

The accompanying notes are an integral part of these condensed consolidated financial statements.


86									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share data) (Unaudited)

1. GENERAL

The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation (“IMI”), and its subsidiaries (“we” or “us”), have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted pursuant to those rules and regulations, but we believe that the disclosures included herein are adequate to make the information presented not misleading. The interim condensed consolidated financial statements are presented herein and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year.

The Condensed Consolidated Financial Statements and Notes thereto, which are included herein, should be read in conjunction with the Consolidated Financial Statements and Notes thereto for the year ended December 31, ~~2020~~2021 included in our Annual Report on Form 10-K filed with the SEC on February 24, ~~2021~~2022 (our “Annual Report”).

We have been organized and have operated as a real estate investment trust for United States federal income tax purposes (“REIT”) beginning with our taxable year ended December 31, 2014.

In March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic. The preventative and protective actions that governments have ordered, or we or our customers have implemented, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. The broader impacts of the COVID-19 pandemic on our financial position, results of operations and cash flows, including impacts to the estimates we use in the preparation of our financial statements, remain uncertain and difficult to predict as information continues to evolve, and the severity and duration of the pandemic remains unknown, as is our visibility of its effect on the markets we serve and our customers within those markets.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. CASH AND CASH EQUIVALENTS ~~AND RESTRICTED CASH~~

Cash and cash equivalents include cash on hand and cash invested in highly liquid short-term securities, which have remaining maturities at the date of purchase of less than 90 days. Cash and cash equivalents are carried at cost, which approximates fair value.

B. ACCOUNTS RECEIVABLE

We maintain an allowance for doubtful accounts and a credit memo reserve for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. The rollforward of the allowance for doubtful accounts and credit memo reserves for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 is as follows:

Balance as of December 31, ~~2020~~2021

~~56,981~~62,009

Credit memos charged to revenue

~~29,996~~12,352

Allowance for bad debts charged to expense

~~16,371~~6,699

Deductions and other(1)

~~(43,134)~~(19,893)

Balance as of ~~September 30, 2021~~March 31, 2022

~~60,214~~61,167

(1)Primarily consists of the issuance of credit memos, the write-off of accounts receivable, allowances associated with businesses acquired and the impact associated with currency translation adjustments.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									97

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

C. INVENTORY

Inventories are stated at the lower of cost or net realizable value, based on a first-in, first-out methodology. Our inventory primarily consists of information technology-related assets including memory, central processing units, hard drives, adaptors and networking. All of our inventory is considered finished goods. Inventory is included as a component of Prepaid expenses and other in our Condensed Consolidated Balance Sheets. At March 31, 2022, we have inventory of approximately $24,900, net of related reserves for obsolete, excess and slow-moving inventory, which was acquired as part of the ITRenew Transaction (as defined in Note 3). We had no inventory at December 31, 2021.

D. LEASES

We lease facilities for certain warehouses, data centers and office space. We also have land leases, including those on which certain facilities are located. Operating and financing lease right-of-use assets and lease liabilities as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 are as follows:


DESCRIPTION	DESCRIPTION	SEPTEMBER 30, 2021		DECEMBER 31, 2020		DESCRIPTION	MARCH 31, 2022		DECEMBER 31, 2021
Assets:	Assets:					Assets:
Operating lease right-of-use assets	Operating lease right-of-use assets	$	2,308,047	$	2,196,502	Operating lease right-of-use assets	$	2,343,627	$	2,314,422
Financing lease right-of-use assets, net of accumulated depreciation(1)	Financing lease right-of-use assets, net of accumulated depreciation(1)	307,032		310,534		Financing lease right-of-use assets, net of accumulated depreciation(1)	284,468		298,049
Liabilities:	Liabilities:					Liabilities:
Current	Current					Current
Operating lease liabilities	Operating lease liabilities	$	257,884	$	250,239	Operating lease liabilities	$	265,186	$	259,957
Financing lease liabilities(1)	Financing lease liabilities(1)	42,442		43,149		Financing lease liabilities(1)	39,397		41,168
Long-term	Long-term					Long-term
Operating lease liabilities	Operating lease liabilities	$	2,164,449	$	2,044,598	Operating lease liabilities	$	2,196,846	$	2,171,472
Financing lease liabilities(1)	Financing lease liabilities(1)	321,682		323,162		Financing lease liabilities(1)	301,603		315,561

(1)Financing lease right-of-use assets, current financing lease liabilities and long-term financing lease liabilities are included within Property, Plant and Equipment, Net, Current portion of long-term debt and Long-term Debt, net of current portion, respectively, within our Condensed Consolidated Balance Sheets.

The components of the lease expense for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ are as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
DESCRIPTION	DESCRIPTION	2021		2020		2021		2020		DESCRIPTION		2022		2021
Operating lease cost(1)	Operating lease cost(1)	$	140,551	$	122,737	$	408,312	$	365,303	Operating lease cost(1)		$	143,530	$	132,675
Financing lease cost:	Financing lease cost:									Financing lease cost:
Depreciation of financing lease right-of-use assets	Depreciation of financing lease right-of-use assets	$	14,006	$	12,973	$	39,062	$	38,495	Depreciation of financing lease right-of-use assets		$	11,454	$	12,648
Interest expense for financing lease liabilities	Interest expense for financing lease liabilities	5,055		4,891		14,940		14,664		Interest expense for financing lease liabilities		4,678		4,975

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of ~~$28,835~~$30,508 and ~~$86,422~~$28,368 for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021, ~~respectively, and $27,486 and $82,287 for the three and nine months ended September 30, 2020,~~ respectively.

~~Other information:~~ ~~Supplemental cash flow information relating to our leases for the nine months ended September 30, 2021 and 2020 is as follows:~~

NINE MONTHS ENDED SEPTEMBER 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES: 2021 2020
Operating cash flows used in operating leases $ 291,535 $ 266,619
Operating cash flows used in financing leases (interest) 14,940 14,664
Financing cash flows used in financing leases 35,360 36,008
NON-CASH ITEMS:
Operating lease modifications and reassessments $ 103,158 $ 89,727
New operating leases (including acquisitions and sale-leaseback transactions) 240,822 173,635


108									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

D.Other information: Supplemental cash flow information relating to our leases for the three months ended March 31, 2022 and 2021 is as follows:


	THREE MONTHS ENDED MARCH 31,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2022		2021
Operating cash flows used in operating leases	$	101,605	$	93,645

Operating cash flows used in financing leases (interest)	4,678		4,975
Financing cash flows used in financing leases	10,362		12,441

NON-CASH ITEMS:
Operating lease modifications and reassessments	$	23,767	$	31,994
New operating leases (including acquisitions and sale-leaseback transactions)	125,902		48,200

E. GOODWILL

Our reporting units as of December 31, ~~2020~~2021 are described in detail in Note 2.k. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed during the first ~~nine~~three months of ~~2021~~2022 (as described in Note 3) has been incorporated into our reporting units as they existed as of December 31, ~~2020.~~2021.

The changes in the carrying value of goodwill attributable to each reportable operating segment for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 are as follows:

GLOBAL RIM BUSINESS GLOBAL DATA CENTER BUSINESS CORPORATE AND OTHER BUSINESS TOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2020 $ 4,024,182 $ 436,987 $ 96,440 $ 4,557,609
Non-tax deductible goodwill acquired during the period 17,180 — 9,991 27,171
Goodwill allocated to IPM Divestment — — (46,105) (46,105)
Fair value and other adjustments (6,091) — (1,268) (7,359)
Currency effects (49,737) (7,995) (943) (58,675)
Goodwill balance, net accumulated amortization as of September 30, 2021 $ 3,985,534 $ 428,992 $ 58,115 $ 4,472,641
Accumulated goodwill impairment balance as of September 30, 2021 $ 132,409 $ — $ 26,011 $ 158,420

~~E. INVESTMENTS~~

~~2021 NEWLY FORMED JOINT VENTURE~~

~~In April 2021, we closed on~~


	GLOBAL RIM BUSINESS		GLOBAL DATA CENTER BUSINESS		CORPORATE AND OTHER BUSINESS		TOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2021	$	3,976,261	$	426,074	$	61,196	$	4,463,531

Non-tax deductible goodwill acquired during the period	978		—		580,150		581,128

Fair value and other adjustments(1)	(16,993)		—		—		(16,993)
Currency effects	(672)		(2,702)		(601)		(3,975)
Goodwill balance, net accumulated amortization as of March 31, 2022	$	3,959,574	$	423,372	$	640,745	$	5,023,691

Accumulated goodwill impairment balance as of March 31, 2022	$	132,409	$	—	$	26,011	$	158,420

(1)This amount represents an ~~agreement~~adjustment to ~~form~~goodwill as a ~~joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation~~result of the ~~Web Werks JV, we made an initial investment~~deconsolidation of ~~approximately 3,750,000 Indian rupees (or approximately $50,100, based upon the exchange rate between the United States dollar and Indian rupee~~certain businesses, as ~~of the closing date of the initial investment)~~described in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.

Under the terms of the Web Werks JV shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500,000 Indian rupees (or approximately $100,000, based upon the current exchange rate between the United States dollar and Indian rupee).

~~JOINT VENTURE SUMMARY~~

The following joint ventures are accounted for as equity method investments and are presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying values and equity interests in our joint ventures at September 30, 2021 and December 31, 2020 are as follows:

SEPTEMBER 30, 2021 DECEMBER 31, 2020
CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST
Web Werks JV $ 51,257 38 % $ — — %
Joint venture with AGC Equity Partners (the “Frankfurt JV”) 26,272 20 % 26,500 20 %
Joint venture with MakeSpace Labs, Inc. (the “MakeSpace JV”) 27,419 48 % 16,924 39 %

Note 2.k.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									119

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

F. FAIR VALUE MEASUREMENTS

The assets and liabilities carried at fair value measured on a recurring basis as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 are as follows:

FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2021 USING
DESCRIPTION TOTAL CARRYING
VALUE AT
SEPTEMBER 30, 2021 QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1) SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2) SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds $ 9,186 $ — $ 9,186 $ —
Time Deposits 2,175 — 2,175 —
Trading Securities 11,713 11,572 141 —
Derivative Assets 1,214 — 1,214 —
Derivative Liabilities 15,412 — 15,412 —
FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2020 USING
DESCRIPTION TOTAL CARRYING
VALUE AT
DECEMBER 31, 2020 QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1) SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2) SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds $ 62,657 $ — $ 62,657 $ —
Time Deposits 2,121 — 2,121 —
Trading Securities 10,892 10,636 256 —
Derivative Liabilities 49,703 — 49,703 —


			FAIR VALUE MEASUREMENTS AT MARCH 31, 2022 USING
DESCRIPTION	TOTAL CARRYING VALUE AT MARCH 31, 2022		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	28,718	$	—	$	28,718	$	—
Time Deposits	3,167		—		3,167		—
Trading Securities	10,442		10,355		87		—
Derivative Assets	19,443		—		19,443		—
Deferred Purchase Obligation (as defined in Note 3)	275,100		—		—		275,100


			FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2021 USING
DESCRIPTION	TOTAL CARRYING VALUE AT DECEMBER 31, 2021		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	101,022	$	—	$	101,022	$	—
Time Deposits	2,238		—		2,238		—
Trading Securities	11,147		11,062		85		—
Derivative Assets	11,021		—		11,021		—
Derivative Liabilities	8,344		—		8,344		—

There were no material items that are measured at fair value on a non-recurring basis at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, other than (i) those disclosed in Note 2.o. to Notes to Consolidated Financial Statements included in our Annual Report, (ii) assets acquired and liabilities assumed through the ITRenew Transaction (as defined and described in Note 3), (iii) our investment in the ~~Web Werks~~Clutter JV as(as defined in Note 4), and (iv) the fair value of our retained investment of our deconsolidated businesses (as described in Note ~~2.e.~~2.k.), ~~and (iii) those acquired in acquisitions that occurred during the nine months ended September 30, 2021, as described in Note 3,~~ all of which are based on Level 3 inputs. The fair value of the Deferred Purchase Obligation associated with the ITRenew Transaction was determined utilizing a Monte-Carlo model and takes into account our current forecasted projections as it relates to the underlying performance of the business.

~~G. REDEEMABLE NONCONTROLLING INTERESTS~~

In 2018, one of the noncontrolling interest shareholders in one of our foreign consolidated subsidiaries exercised its option to put its ownership interest back to us. Upon the exercise of the put option, this noncontrolling interest became mandatorily redeemable by us, and, therefore, was accounted for as a liability rather than a component of redeemable noncontrolling interests. In May 2021, we agreed to final settlement terms and paid the put option price for the noncontrolling interest shares. We remain in dispute with this former shareholder with respect to whether interest from the date of the put and certain other costs should be reimbursable. We have vigorously defended that interest and costs are not owed, and are currently awaiting a ruling from an arbitration hearing.


1210									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

H.G. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

The changes in accumulated other comprehensive items, net for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ are as follows:


		THREE MONTHS ENDED SEPTEMBER 30, 2021						NINE MONTHS ENDED SEPTEMBER 30, 2021							THREE MONTHS ENDED MARCH 31, 2022						THREE MONTHS ENDED MARCH 31, 2021
		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL			FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL
Beginning of Period	Beginning of Period	$	(229,790)	$	(28,863)	$	(258,653)	$	(206,190)	$	(49,703)	$	(255,893)	Beginning of Period	$	(341,024)	$	2,677	$	(338,347)	$	(206,190)	$	(49,703)	$	(255,893)
Other comprehensive (loss) income):	Other comprehensive (loss) income):													Other comprehensive (loss) income):
Foreign currency translation and other adjustments	Foreign currency translation and other adjustments	(90,465)		—		(90,465)		(114,065)		—		(114,065)		Foreign currency translation and other adjustments	27,223		—		27,223		(66,224)		—		(66,224)
Change in fair value of derivative instruments	Change in fair value of derivative instruments	—		14,665		14,665		—		35,505		35,505		Change in fair value of derivative instruments	—		16,766		16,766		—		15,206		15,206
Total other comprehensive (loss) income	Total other comprehensive (loss) income	(90,465)		14,665		(75,800)		(114,065)		35,505		(78,560)		Total other comprehensive (loss) income	27,223		16,766		43,989		(66,224)		15,206		(51,018)
End of Period	End of Period	$	(320,255)	$	(14,198)	$	(334,453)	$	(320,255)	$	(14,198)	$	(334,453)	End of Period	$	(313,801)	$	19,443	$	(294,358)	$	(272,414)	$	(34,497)	$	(306,911)

THREE MONTHS ENDED SEPTEMBER 30, 2020 NINE MONTHS ENDED SEPTEMBER 30, 2020
FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS TOTAL
Beginning of Period $ (406,444) $ (21,079) $ (427,523) $ (252,825) $ (9,756) $ (262,581)
Other comprehensive income (loss):
Foreign currency translation and other adjustments 44,529 — 44,529 (109,090) — (109,090)
Change in fair value of derivative instruments — (184) (184) — (11,507) (11,507)
Total other comprehensive income (loss) 44,529 (184) 44,345 (109,090) (11,507) (120,597)
End of Period $ (361,915) $ (21,263) $ (383,178) $ (361,915) $ (21,263) $ (383,178)

H. REVENUES

The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, “Contract Fulfillment Costs”). Contract Fulfillment Costs as of March 31, 2022 and December 31, 2021 are as follows:


	MARCH 31, 2022						DECEMBER 31, 2021
	GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
Intake Costs asset	$	71,731	$	(45,432)	$	26,299	$	71,336	$	(42,678)	$	28,658
Commissions asset	121,501		(54,356)		67,145		114,791		(50,553)		64,238

Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows:


DESCRIPTION	LOCATION IN BALANCE SHEET	MARCH 31, 2022		DECEMBER 31, 2021
Deferred revenue - Current	Deferred revenue	$	301,965	$	307,470
Deferred revenue - Long-term	Other Long-term Liabilities	31,532		33,691

DATA CENTER LESSOR CONSIDERATIONS

Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Codification (“ASC”) No. 842 (“ASC 842”), Leases, as amended. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three months ended March 31, 2022 and 2021 are as follows:


	THREE MONTHS ENDED MARCH 31,
	2022		2021
Storage rental revenue(1)	$	87,451	$	67,157

(1)Revenue associated with power and connectivity included within storage rental revenue was $28,318 and $13,133 for the three months ended March 31, 2022 and 2021, respectively.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									1311

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

I. ~~REVENUES~~

The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, “Contract Fulfillment Costs”). Contract Fulfillment Costs as of September 30, 2021 and December 31, 2020 are as follows:

SEPTEMBER 30, 2021 DECEMBER 31, 2020
GROSS
CARRYING
AMOUNT ACCUMULATED
AMORTIZATION NET
CARRYING
AMOUNT GROSS
CARRYING
AMOUNT ACCUMULATED
AMORTIZATION NET
CARRYING
AMOUNT
Intake Costs asset $ 71,540 $ (41,246) $ 30,294 $ 63,721 $ (33,352) $ 30,369
Commissions asset 107,298 (48,708) 58,590 91,069 (38,787) 52,282

~~Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows:~~

DESCRIPTION LOCATION IN BALANCE SHEET SEPTEMBER 30, 2021 DECEMBER 31, 2020
Deferred revenue - Current Deferred revenue $ 257,593 $ 295,785
Deferred revenue - Long-term Other Long-term Liabilities 34,342 35,612

~~DATA CENTER LESSOR CONSIDERATIONS~~

Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Update ("ASU") No. 2016-02, ~~Leases (Topic 842)~~, as amended. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and nine months ended September 30, 2021 and 2020 are as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Storage rental revenue(1)
$ 72,411 $ 68,416 $ 210,805 $ 196,823

~~(1)~~Revenue associated with power and connectivity included within storage rental revenue was $14,639 and $42,333 for the three and nine months ended September 30, 2021, respectively, and $12,033 and $34,986 for the three and nine months ended September 30, 2020, respectively.


14									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~(In thousands, except share and per share data) (Unaudited)~~

~~2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)~~

J. STOCK-BASED COMPENSATION

~~PLAN AMENDMENTS~~

In May 2021, our stockholders (1) approved an amendment to the Iron Mountain Incorporated 2014 Stock and Cash Incentive Plan (the “2014 Plan”) to (i) increase the number of shares of our common stock authorized for issuance thereunder by 8,000,000 from 12,750,000 to 20,750,000, (ii) extend the termination date of the 2014 Plan from May 24, 2027 to May 12, 2031, (iii) provide that, other than in specified circumstances, no equity-based award will vest before the first anniversary of the date of grant and (iv) provide that dividends and dividend equivalents are not paid with respect to stock options or stock appreciation rights and (2) approved an amendment to the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan to increase the number of shares of Common Stock authorized for issuance thereunder by 1,000,000 from 1,000,000 to 2,000,000.

~~STOCK-BASED COMPENSATION EXPENSE~~

~~Stock-based~~Our stock-based compensation expense ~~for~~includes the cost of stock options, restricted stock units (“RSUs”), performance units (“PUs”) and shares of stock issued under our employee stock purchase plan ~~(collectively,~~(“ESPP”) (together, the “Employee Stock-Based Awards”).

2022 RETIREMENT ELIGIBLE CRITERIA

For our Employee Stock-Based Awards made on or after March 1, 2022, we have included the following retirement provision:

•Upon an award recipient's retirement on or after attaining age 55 with at least five years of service, if the sum of (i) the award recipient’s age at retirement and (ii) the award recipient’s years of service with us totals at least 65, the award recipient is entitled to continued vesting of any outstanding Employee Stock-Based Awards, provided that their retirement occurs on or after a minimum of six months from the grant date (the “Retirement Criteria”).

•Accordingly, (i) grants of Employee Stock-Based Awards to an employee who has met the Retirement Criteria on or before the date of grant, or will meet the Retirement Criteria before the six month anniversary in the year of the grant, will be expensed over six months from the date of grant and (ii) grants of Employee Stock-Based Awards to employees who will meet the Retirement Criteria during the award’s normal vesting period will be expensed between the date of grant and the date upon which the award recipient meets the Retirement Criteria.

•Stock options and RSUs granted to award recipients who meet the Retirement Criteria will be delivered to the award recipient based upon the original vesting schedule. If an award recipient retires and has met the Retirement Criteria, stock options will remain exercisable until the original expiration date of the stock options. PUs granted to award recipients who meet the Retirement Criteria will be delivered in accordance with the original vesting schedule of the applicable PU award and remain subject to the same performance conditions.

STOCK-BASED COMPENSATION EXPENSE

Stock-based compensation expense for the Employee Stock-Based Awards for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ is as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Stock-based compensation expense $ 13,200 $ 8,946 $ 46,852 $ 35,618


	THREE MONTHS ENDED MARCH 31,
	2022		2021
Stock-based compensation expense	$	11,341	$	10,953

As of ~~September 30, 2021,~~March 31, 2022, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is ~~$48,494.~~$85,449.

RESTRICTED STOCK UNITS AND PERFORMANCE UNITS

The fair value of RSUs and earned PUs that vested during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ is as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Fair value of RSUs vested $ 8,425 $ 2,766 $ 31,404 $ 24,411
Fair value of earned PUs that vested 22,030 1,370 27,856 12,421

~~As of September 30, 2021, we expected 133%, 114% and 103% achievement of each of the predefined targets associated with the awards of PUs made in 2021, 2020 and 2019, respectively.~~


	THREE MONTHS ENDED MARCH 31,
	2022		2021
Fair value of RSUs vested	$	18,415	$	19,861
Fair value of earned PUs that vested	4,346		5,591

K.J. ACQUISITION AND INTEGRATION COSTS

Acquisition and integration costs represent operating expenditures directly associated with the closing and integration activities of our business acquisitions that have closed, or are highly probable of closing, and include (i) advisory, legal and professional fees to complete business acquisitions and (ii) costs to integrate acquired businesses into our existing operations, including move, severance, facility upgrade and system integration costs (collectively, ~~"Acquisition~~“Acquisition and Integration ~~Costs"~~Costs”). Acquisition and Integration Costs do not include costs associated with the formation of joint ventures or costs associated with the acquisition of customer relationships. Total Acquisition and Integration Costs for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 is ~~$1,138~~$15,661 and ~~$3,415,~~$0, respectively.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~									15

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~(In thousands, except share and per share data) (Unaudited)~~

~~2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)~~

~~L. (GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT AND EQUIPMENT, NET~~

~~Consolidated (gain) loss on disposal/write-down of property, plant and equipment, net for the three and nine months ended September 30, 2021 and 2020 is as follows:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021
2020(1)
2021(2)
2020(1)
(Gain) Loss on disposal/write-down of property, plant and equipment, net (3)
$ (935) $ (75,840) $ (134,321) $ (78,170)

~~(1)~~ The gains for both the three and nine months ended September 30, 2020 primarily consisted of gains of approximately $76,400 associated with the sale-leaseback transactions of 2 facilities in the United States.

~~(2)~~ The gains for the nine months ended September 30, 2021 primarily consisted of gains of approximately $127,400 associated with the sale-leaseback transactions of 5 facilities in the United Kingdom, which occurred during the second quarter of 2021.

~~(3)~~ The gains recognized during both 2021 and 2020 are a result of our program to monetize a small portion of our industrial assets. The terms for these leases are consistent with the terms of our lease portfolio, which are disclosed in detail in Note 2.i. to Notes to Consolidated Financial Statements included in our Annual Report.

~~M. OTHER (INCOME) EXPENSE, NET~~

~~Consolidated other (income) expense, net for the three and nine months ended September 30, 2021 and 2020 consists of the following:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
DESCRIPTION 2021 2020 2021 2020
Foreign currency transaction (gains) losses, net $ (23,200) $ 29,635 $ (16,157) $ (6,293)
Debt extinguishment expense — 51,260 — 68,300
Other, net(1)
4,699 2,570 (183,861) 4,432
Other (Income) Expense, Net $ (18,501) $ 83,465 $ (200,018) $ 66,439

~~(1)~~Other, net for the nine months ended September 30, 2021 is primarily comprised of (a) a gain of approximately $180,600 associated with our IPM Divestment and (b) a gain of approximately $20,300 associated with the loss of control and related deconsolidation, as of May 18, 2021, of one of our wholly owned Netherlands subsidiaries, for which we had value-added tax liability exposure that was recorded in 2019.


1612									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

N.K. OTHER EXPENSE (INCOME), NET

Consolidated other expense (income), net for the three months ended March 31, 2022 and 2021 consists of the following:


	THREE MONTHS ENDED MARCH 31,
DESCRIPTION	2022		2021
Foreign currency transaction (gains) losses, net	$	(13,201)	$	2,314
Debt extinguishment expense	671		—
Other, net(1)	68,431		2,399
Other Expense (Income), Net	$	55,901	$	4,713

(1)On March 24, 2022, as a result of our loss of control, we deconsolidated the businesses included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately $105,800 associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidation and subsequent remeasurement of the retained investment to fair value of zero. We have concluded that the deconsolidation does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as it does not represent a strategic shift that will have a major effect on our operations and financial results. The loss was partially offset by a gain of approximately $35,800 associated with the Clutter Transaction (as defined in Note 4).

L. INCOME TAXES

We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year.

Our effective tax rates for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ are as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Effective Tax Rate(1)
29.1 % 26.5 % 28.1 % 25.7 %


	THREE MONTHS ENDED MARCH 31,
	2022(1)		2021(2)
Effective Tax Rate	19.5	%	23.9	%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 were the benefits derived from the dividends paid deduction, the differences in the tax rates to which our foreign earnings are subject, and a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries (“TRS”) of approximately $9,900 as a result of the ITRenew Transaction.

(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended March 31, 2021 were the benefits derived from the dividends paid deduction and ~~2020 were~~ the impacts of differences in the tax rates atto which our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit (as defined in Note 11) are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021, reflects a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom.subject.

At December 31, 2020, we concluded that it was our intent to indefinitely reinvest our current and future undistributed earnings of certain of our unconverted foreign taxable REIT subsidiaries (“TRSs”) outside the United States, with the exception of certain limited instances. During 2021, as a result of the enactment of a tax law and the closing of various acquisitions, we reassessed this intention and concluded that it is no longer our intention to reinvest our undistributed earnings of our foreign TRSs indefinitely outside the United States. As a REIT, future repatriation of incremental undistributed earnings of our foreign subsidiaries will not be subject to federal or state income tax, with the exception of foreign withholding taxes. However, such future repatriations may require distributions to our stockholders in accordance with REIT distribution rules, and any such distribution may then be taxable, as appropriate, at the stockholder level. We expect to provide for foreign withholding taxes on the current and future earnings of all of our foreign subsidiaries as the result of such reassessment.

O.M. INCOME (LOSS) PER SHARE—BASIC AND DILUTED

The calculation of basic and diluted income (loss) per share for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ are as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020		2021		2020			2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	41,707	$	46,631
Less: Net Income (Loss) Attributable to Noncontrolling Interests		428		168		2,693		1,058
Less: Net (Loss) Income Attributable to Noncontrolling Interests										Less: Net (Loss) Income Attributable to Noncontrolling Interests	(592)		1,028
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	67,683	$	38,394	$	388,571	$	95,283	Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	42,299	$	45,603
Weighted-average shares—basic	Weighted-average shares—basic	289,762,000		288,403,000		289,255,000		288,105,000		Weighted-average shares—basic	290,328,000		288,756,000
Effect of dilutive potential stock options	Effect of dilutive potential stock options	869,600		14,758		522,642		28,723		Effect of dilutive potential stock options	995,625		56,437
Effect of dilutive potential RSUs and PUs	Effect of dilutive potential RSUs and PUs	850,655		392,943		918,954		337,588		Effect of dilutive potential RSUs and PUs	521,977		715,850
Weighted-average shares—diluted	Weighted-average shares—diluted	291,482,255		288,810,701		290,696,596		288,471,311		Weighted-average shares—diluted	291,845,602		289,528,287
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:	Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:									Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic	Basic	$	0.23	$	0.13	$	1.34	$	0.33	Basic	$	0.15	$	0.16
Diluted	Diluted	$	0.23	$	0.13	$	1.34	$	0.33	Diluted	$	0.14	$	0.16
Antidilutive stock options, RSUs and PUs, excluded from the calculation	Antidilutive stock options, RSUs and PUs, excluded from the calculation	351,673		5,529,126		1,813,880		5,959,693		Antidilutive stock options, RSUs and PUs, excluded from the calculation	755,580		4,708,068


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									1713

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

~~2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)~~3. ACQUISITIONS

~~P. RECENT ACCOUNTING PRONOUNCEMENTS~~

In ~~December 2019, the Financial Accounting Standards Board issued ASU No. 2019-12, Income Taxes (Topic 740)~~order to expand our asset lifecyle management (“~~ASU 2019-12”~~ALM”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions for recognizing deferred taxes for investments, performing intra-period allocation and calculating income taxes in interim periods. ASU 2019-12 also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. We adopted ASU 2019-12 operations, on January ~~1, 2021. ASU 2019-12 did~~25, 2022, we acquired an approximately 80% interest in Intercept Parent, Inc. (“ITRenew”), at an agreed upon purchase price of $725,000, subject to certain working capital adjustments at, and subsequent to, the closing (the “ITRenew Transaction”). At closing, we paid $748,846 and acquired $30,720 of cash on hand, for a net purchase price of $718,126 for the ITRenew Transaction. The acquisition agreement provides us the option to purchase, and provides the shareholders of ITRenew the option to sell, the remaining approximately 20% interest in ITRenew as follows: (i) approximately 16% on or after the second anniversary of the ITRenew Transaction and (ii) approximately 4% on or after the third anniversary of the ITRenew Transaction (collectively, the “Remaining Interests”). The total payments for the Remaining Interests, based on the achievement of certain targeted performance metrics, will be no less than $200,000 and no more than $531,000 (the “Deferred Purchase Obligation”). The maximum amount of the Deferred Purchase Obligation would require achievement of the targeted performance metrics at approximately two times the level that is assumed in our current fair value estimate of the Deferred Purchase Obligation of $275,100. From January 25, 2022, we will consolidate 100% of the revenues and expenses associated with this business. The Deferred Purchase Obligation is reflected as a long-term liability in our Condensed Consolidated Balance Sheet at March 31, 2022, and, accordingly, we have not reflected any non-controlling interests associated with the ITRenew Transaction as the Remaining Interests have ~~a material impact on our consolidated financial statements.~~

~~3. ACQUISITIONS~~

~~INFOFORT ACQUISITION~~

~~On September 15, 2021, in order to further expand our records management operations~~non-substantive equity interest rights. Subsequent increases or decreases in the ~~Middle East~~fair value estimate of the Deferred Purchase Obligation will be included as a component of Other expense (income), net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid. ITRenew is presented as a component of our Corporate and ~~North Africa, we acquired Information Fort, LLC, a records~~Other Business segment and ~~information management provider, for approximately $90,300.~~

~~FRANKFURT DATA CENTER ACQUISITION~~

On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77,900 Euros (or approximately $91,300, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition).

~~OTHER 2021 ACQUISITIONS~~

~~In addition to the transactions noted above, during the nine months ended September 30, 2021, in order to enhance our existing operations~~primarily operates in the United Kingdom and Indonesia and to expand our operations into Morocco, we completed the acquisition of 2 records management companies and 1 art storage company for total cash consideration of approximately $45,100.States.


1814									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

3. ACQUISITIONS (CONTINUED)

PRELIMINARY PURCHASE PRICE ALLOCATION

A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our ~~2021~~2022 acquisitions through ~~September 30, 2021~~March 31, 2022 is as follows:


	~~NINE~~THREE MONTHS ENDED ~~SEPTEMBER 30, 2021~~MARCH 31, 2022
Cash Paid (gross of cash acquired)(1)	$	~~224,192~~748,846
~~Fair Value of Noncontrolling Interests~~	~~3,878~~
Deferred Purchase ~~Price Holdbacks~~Obligation and Other(2)	~~2,534~~276,300
Total Consideration	~~230,604~~1,025,146
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Cash	~~20,440~~30,720
Accounts Receivable, Prepaid Expenses and Other Assets	~~25,392~~71,892
Property, Plant and Equipment~~(1)~~	~~147,132~~7,600
Customer and Supplier Relationship Intangible Assets~~(2)~~(3)	~~39,315~~488,080
Other Intangible Assets(3)	47,300
Operating Lease Right-of-Use Assets	~~45,209~~30,395
~~Data Center In-Place Leases(3)~~	~~4,994~~
~~Data Center Tenant Relationships(4)~~	~~4,682~~
~~Data Center Above-Market Leases(5)~~	~~1,042~~
~~Debt Assumed~~	~~(9,026)~~
Accounts Payable, Accrued Expenses and Other Liabilities	~~(23,082)~~(60,014)
Operating Lease Liabilities	~~(45,209)~~(30,395)
Deferred Income Taxes	~~(7,436)~~(141,560)
~~Data Center Below-Market Leases(5)~~	~~(20)~~
Total Fair Value of Identifiable Net Assets Acquired	~~203,433~~444,018
Goodwill Initially Recorded(4)	$	~~27,171~~581,128

(1)~~Consists primarily~~Cash paid for acquisitions, net of ~~land~~cash acquired in our Condensed Consolidated Statement of Cash Flows includes contingent and ~~building.~~other payments received of $219 for the three months ended March 31, 2022 related to acquisitions made in the years prior to 2022.

(2)At March 31, 2022, we included approximately $275,100 in Other long-term liabilities related to the fair value estimate of the Deferred Purchase Obligation for the Remaining Interests. Deferred Purchase Obligation and Other also includes approximately $1,200 of purchase price associated with the acquisition of a records and information management business completed in 2022.

(3)The preliminary weighted average ~~lives~~life of ~~customer relationship~~the intangible assets associated with ~~acquisitions~~the ITRenew Transaction is 9approximately 11 years.

~~(3)~~ (4) ~~The preliminary weighted average lives~~Goodwill is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of ~~data center in-place leases associated with acquisitions is 5 years.~~

~~(4)~~ ~~The preliminary weighted average lives~~the operations of ~~data center tenant relationships associated with acquisitions is 5 years.~~

~~(5)~~ ~~The preliminary weighted average lives of data center above-market leases associated with acquisitions is 5 years~~us and the ~~weighted average lives of data center below-market leases associated with acquisitions is 4 years.~~acquired businesses.

The preliminary purchase price allocations that are not finalized as of ~~September 30, 2021~~March 31, 2022 relate to the final assessment of the fair values of intangible assets (primarily customer and supplier relationship intangible assets) and property, plant and equipment associated with the acquisitions we closed in ~~2021.~~2022. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined, but no later than the one year measurement period, and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition dates. Adjustments recorded during the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 were not material to our results from operations.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									1915

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

4. ~~DIVESTMENTS~~INVESTMENTS

~~On June 7, 2021, we sold our Intellectual Property Management ("IPM"~~In February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the “MakeSpace JV”) ~~business, also known as our technology escrow services business,~~entered into an agreement with Clutter, Inc. (“Clutter”) pursuant to which ~~we predominantly operated~~the equityholders of the MakeSpace JV contributed their ownership interests in the ~~United States,~~MakeSpace JV and Clutter’s shareholders contributed their ownership interests in Clutter to create a newly formed venture (the “Clutter JV”). In exchange for ~~total gross consideration of approximately $216,600~~our 49.99% interest in the MakeSpace JV, we received an approximate 27% interest in the Clutter JV (the ~~“IPM Divestment”~~“Clutter Transaction”). As a result of the ~~IPM Divestment,~~Clutter Transaction, we ~~recorded~~recognized a gain ~~on sale~~related to our contributed interest in the MakeSpace JV of approximately ~~$180,600 to Other (income) expense, net, during the nine months ended September 30, 2021, the substantial majority of~~$35,800, which was recorded ~~during the second quarter~~to Other, net, a component of ~~2021, representing the excess of the fair value of the consideration received over the sum of the carrying value of the IPM business.~~Other expense (income), net.

~~We have concluded that the IPM Divestment does not meet the criteria to be reported~~The following joint ventures are accounted for as ~~discontinued operations in our consolidated financial statements, as our decision to divest this business does not represent a strategic shift that will have a major effect on our operations~~equity method investments and ~~financial results. Accordingly, the revenues and expenses associated with this business~~ are presented as a component of ~~operating income (loss)~~Other within Other assets, net in our Condensed Consolidated ~~Statements of Operations for the three~~Balance Sheets. The carrying values and ~~nine months ended September 30, 2021 and 2020 through the closing date of the IPM Divestment and the cash flows associated with this business is presented as a component of cash flows from operations~~equity interests in our ~~Condensed Consolidated Statements of Cash Flows for the nine months ended September 30,~~joint ventures at March 31, 2022 and December 31, 2021 ~~and 2020 through the closing date of the IPM Divestment.~~are as follows:


	MARCH 31, 2022				DECEMBER 31, 2021
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Joint venture with Web Werks India Private Limited	$	51,258	38.50	%	$	51,140	38.50	%
Joint venture with AGC Equity Partners (the “Frankfurt JV”)	26,472		20.00	%	26,167		20.00	%
MakeSpace JV	—		—	%	30,154		49.99	%
Clutter JV	66,625		26.76	%	—		—	%

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Derivative instruments we are party to include: (i) interest rate swap agreements (which are designated as cash flow hedges) and (ii) cross-currency swap agreements (which are designated as net investment hedges).

INTEREST RATE SWAP AGREEMENTS DESIGNATED AS CASH FLOW HEDGES

In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These swap agreements expired in March 2022. In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. As of ~~September 30, 2021 and December~~March 31, ~~2020,~~2022, we had $350,000 in notional value of interest rate swap agreements outstanding, which expire in March ~~2022.~~2024. Under the interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements.

In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness once our current interest rate swap agreements expire in March 2022. The forward-starting interest rate swap agreements have $350,000 in notional value, commence in March 2022 and expire in March 2024. Under the forward-starting interest rate swap agreements, we will receive variable rate interest payments based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements.

We have designated these ~~interest rate swap agreements, including the forward-starting~~ interest rate swap agreements as cash flow hedges. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities.

CROSS-CURRENCY SWAP AGREEMENTS DESIGNATED AS A HEDGE OF NET INVESTMENT

In August 2019, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $110,000 at an interest rate of 6.0% for approximately 99,055 Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023 (“August 2023 Cross-Currency Swap Agreements”).

In September 2020, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for approximately 300,000 Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026 (“February 2026 Cross-Currency Swap Agreements”).


16									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)

We have designated these cross-currency swap agreements as a hedge of net investment against certain of our Euro denominated subsidiaries and they require an exchange of the notional amounts at maturity. These cross-currency swap agreements are marked to market at each reporting period, representing the fair values of the cross-currency swap agreements, and any changes in fair value are recognized as a component of Accumulated other comprehensive items, net. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities.


20									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~(In thousands, except share and per share data) (Unaudited)~~

~~5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)~~

~~(Liabilities) assets~~Assets (liabilities) recognized in our Condensed Consolidated Balance Sheets at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, by derivative instrument, are as follows:


DERIVATIVE INSTRUMENTS(1)	DERIVATIVE INSTRUMENTS(1)	SEPTEMBER 30, 2021		DECEMBER 31, 2020		DERIVATIVE INSTRUMENTS(1)	MARCH 31, 2022		DECEMBER 31, 2021
Cash Flow Hedges(2)	Cash Flow Hedges(2)					Cash Flow Hedges(2)
Interest Rate Swap Agreements	Interest Rate Swap Agreements	$	(13,116)	$	(21,062)	Interest Rate Swap Agreements	$	3,790	$	(7,680)
Net Investment Hedges(3)	Net Investment Hedges(3)					Net Investment Hedges(3)
August 2023 Cross-Currency Swap Agreements	August 2023 Cross-Currency Swap Agreements	$	(2,296)	$	(8,229)	August 2023 Cross-Currency Swap Agreements	$	219	$	(664)
February 2026 Cross-Currency Swap Agreements	February 2026 Cross-Currency Swap Agreements	1,214		(20,412)		February 2026 Cross-Currency Swap Agreements	15,434		11,021

(1)Our derivative assets are included as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets and our derivative liabilities are included ~~either~~ as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of ~~September 30,~~March 31, 2022, $19,443 is included within Other assets. As of December 31, 2021, ~~$1,214~~$11,021 is included within Other assets, ~~$4,296~~$2,082 is included within Accrued ~~expenses~~expense and other current liabilities and ~~$11,116 is included within Other long-term liabilities. As of December 31, 2020, $49,703~~$6,262 is included within Other long-term liabilities.

(2)As of ~~September 30, 2021,~~March 31, 2022, cumulative net ~~losses~~gains of ~~$13,116~~$3,790 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements.

(3)As of ~~September 30, 2021,~~March 31, 2022, cumulative net ~~losses~~gains of ~~$1,082~~$15,653 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements.

Unrealized gains (losses) recognized during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ by derivative instrument, are as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
DERIVATIVE INSTRUMENTS(1)	DERIVATIVE INSTRUMENTS(1)	2021		2020		2021		2020		DERIVATIVE INSTRUMENTS(1)	2022		2021
Cash Flow Hedges	Cash Flow Hedges									Cash Flow Hedges
Interest Rate Swap Agreements	Interest Rate Swap Agreements	$	1,950	$	1,185	$	7,946	$	(14,445)	Interest Rate Swap Agreements	$	11,470	$	4,201
Net Investment Hedges	Net Investment Hedges									Net Investment Hedges
August 2023 Cross-Currency Swap Agreements	August 2023 Cross-Currency Swap Agreements	$	2,655	$	(5,716)	$	5,933	$	(1,408)	August 2023 Cross-Currency Swap Agreements	$	883	$	4,751
February 2026 Cross-Currency Swap Agreements	February 2026 Cross-Currency Swap Agreements	10,060		4,346		21,626		4,346		February 2026 Cross-Currency Swap Agreements	4,413		6,254

(1)These amounts are recognized as unrealized gains (losses), a component of Accumulated other comprehensive items, net.

~~EURO NOTES DESIGNATED AS A HEDGE OF NET INVESTMENT~~

Prior to their redemption in August 2020, we designated a portion of our previously outstanding 3% Euro Senior Notes due 2025 (the “Euro Notes”) as a hedge of net investment of certain of our Euro denominated subsidiaries. From January 1, 2020 through March 31, 2020, we designated 300,000 Euros of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange (gains) losses related to the change in fair value of such debt due to currency translation adjustments as a component of Accumulated other comprehensive items, net.

~~Foreign exchange gains (losses) associated with this hedge of net investment for the three and nine months ended September 30, 2021 and 2020 are as follows:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021(1)
2020
2021(1)
2020
Foreign exchange gains (losses) associated with net investment hedge $ — $ (16,604) $ — $ (17,005)

~~(1)~~As there are no hedges of net investment outstanding during the three and nine months ended September 30, 2021, no foreign exchange gains (losses) associated with hedges of net investment have been recognized.

~~As of September 30, 2021, cumulative net gains of $3,256, net of tax, are recorded in Accumulated other comprehensive items, net associated with this net investment hedge.~~


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									2117

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT

Long-term debt is as follows:


		SEPTEMBER 30, 2021								DECEMBER 31, 2020									MARCH 31, 2022								DECEMBER 31, 2021
		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE			DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE
Revolving Credit Facility~~(1)~~	Revolving Credit Facility~~(1)~~	$	310,000	$	(6,034)	$	303,966	$	310,000	$	—	$	(8,620)	$	(8,620)	$	—	Revolving Credit Facility~~(1)~~	$	650,000	$	(10,096)	$	639,904	$	650,000	$	—	$	(5,174)	$	(5,174)	$	—
Term Loan A~~(1)~~	Term Loan A~~(1)~~	206,250		—		206,250		206,250		215,625		—		215,625		215,625		Term Loan A~~(1)~~	250,000		—		250,000		250,000		203,125		—		203,125		203,125
Term Loan B	Term Loan B	674,540		(5,308)		669,232		675,500		679,621		(6,244)		673,377		680,750		Term Loan B	671,153		(4,683)		666,470		672,000		672,847		(4,995)		667,852		675,500
Australian Dollar Term Loan (the “AUD Term Loan”)~~(2)~~	Australian Dollar Term Loan (the “AUD Term Loan”)~~(2)~~	223,109		(881)		222,228		223,557		243,152		(1,624)		241,528		244,014		Australian Dollar Term Loan (the “AUD Term Loan”)~~(2)~~	226,517		(517)		226,000		229,130		223,182		(656)		222,526		223,530
UK Bilateral Revolving Credit Facility (the “UK Bilateral Facility”)	UK Bilateral Revolving Credit Facility (the “UK Bilateral Facility”)	188,431		(874)		187,557		188,431		191,101		(1,307)		189,794		191,101		UK Bilateral Revolving Credit Facility (the “UK Bilateral Facility”)	183,870		(525)		183,345		183,870		189,168		(709)		188,459		189,168
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)	37/8% GBP Senior Notes due 2025 (the “GBP Notes”)	538,374		(4,151)		534,223		544,431		546,003		(4,983)		541,020		553,101		37/8% GBP Senior Notes due 2025 (the “GBP Notes”)	525,342		(3,554)		521,788		521,560		540,481		(3,912)		536,569		542,508
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)~~(3)~~(1)	47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)~~(3)~~(1)	1,000,000		(8,532)		991,468		1,035,000		1,000,000		(9,598)		990,402		1,046,250		47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)~~(3)~~(1)	1,000,000		(7,821)		992,179		987,500		1,000,000		(8,176)		991,824		1,030,000
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)~~(3)~~(1)	51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)~~(3)~~(1)	825,000		(7,676)		817,324		861,094		825,000		(8,561)		816,439		868,313		51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)~~(3)~~(1)	825,000		(7,085)		817,915		814,688		825,000		(7,380)		817,620		862,125
5% Senior Notes due 2028 (the “5% Notes”)(3)		500,000		(4,944)		495,056		521,250		500,000		(5,486)		494,514		523,125
5% Senior Notes due 2028 (the “5% Notes due 2028”)(1)																		5% Senior Notes due 2028 (the “5% Notes due 2028”)(1)	500,000		(4,582)		495,418		485,000		500,000		(4,763)		495,237		513,750
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)~~(3)~~(1)	47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)~~(3)~~(1)	1,000,000		(11,573)		988,427		1,047,500		1,000,000		(12,658)		987,342		1,050,000		47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)~~(3)~~(1)	1,000,000		(10,849)		989,151		950,000		1,000,000		(11,211)		988,789		1,022,500
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)~~(3)~~(1)	51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)~~(3)~~(1)	1,300,000		(13,287)		1,286,713		1,376,375		1,300,000		(14,416)		1,285,584		1,400,750		51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)~~(3)~~(1)	1,300,000		(12,535)		1,287,465		1,261,000		1,300,000		(12,911)		1,287,089		1,355,250
41/2% Senior Notes due 2031 (the “41/2% Notes”)~~(3)~~(1)	41/2% Senior Notes due 2031 (the “41/2% Notes”)~~(3)~~(1)	1,100,000		(11,715)		1,088,285		1,111,000		1,100,000		(12,648)		1,087,352		1,138,500		41/2% Senior Notes due 2031 (the “41/2% Notes”)~~(3)~~(1)	1,100,000		(11,093)		1,088,907		1,009,250		1,100,000		(11,404)		1,088,596		1,094,500
55/8% Senior Notes due 2032 (the “55/8% Notes”)(3)		600,000		(6,292)		593,708		642,000		600,000		(6,727)		593,273		660,000
5% Senior Notes due 2032 (the “5% Notes due 2032”)																		5% Senior Notes due 2032 (the “5% Notes due 2032”)	750,000		(13,499)		736,501		705,000		750,000		(13,782)		736,218		767,813
55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)																		55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)	600,000		(6,001)		593,999		590,250		600,000		(6,147)		593,853		637,500
Real Estate Mortgages, Financing Lease Liabilities and Other	Real Estate Mortgages, Financing Lease Liabilities and Other	483,934		(905)		483,029		483,934		511,922		(1,086)		510,836		511,922		Real Estate Mortgages, Financing Lease Liabilities and Other	446,394		(795)		445,599		446,394		460,648		(840)		459,808		460,648
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	266,400		(449)		265,951		266,400		85,000		(152)		84,848		85,000		Accounts Receivable Securitization Program	300,000		(450)		299,550		300,000		—		(450)		(450)		—
Total Long-term Debt	Total Long-term Debt	9,216,038		(82,621)		9,133,417				8,797,424		(94,110)		8,703,314				Total Long-term Debt	10,328,276		(94,085)		10,234,191				9,364,451		(92,510)		9,271,941
Less Current Portion	Less Current Portion	(319,025)		881		(318,144)				(193,759)		—		(193,759)				Less Current Portion	(91,180)		—		(91,180)				(310,084)		656		(309,428)
Long-term Debt, Net of Current Portion	Long-term Debt, Net of Current Portion	$	8,897,013	$	(81,740)	$	8,815,273			$	8,603,665	$	(94,110)	$	8,509,555			Long-term Debt, Net of Current Portion	$	10,237,096	$	(94,085)	$	10,143,011			$	9,054,367	$	(91,854)	$	8,962,513

(1)Collectively, the “Credit Agreement”. The Credit Agreement consists of a revolving credit facility (the “Revolving Credit Facility”) and a term loan (the “Term Loan A”). The Credit Agreement is scheduled to mature on June 3, 2023. In addition, we also had various outstanding letters of credit totaling $3,064. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2021 was $1,436,936 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 1.8% and 1.9% as of September 30, 2021 and December 31, 2020, respectively.

~~(2)~~The AUD Term Loan is scheduled to mature on September 22, 2022, at which point all obligations become due. The full amount of the AUD Term Loan is classified within the current portion of long-term debt in our Condensed Consolidated Balance Sheet as of September 30, 2021.

~~(3)~~ Collectively, the “Parent Notes”.

See Note 67 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding ~~the Credit Agreement and~~ our ~~other~~ long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of ~~September 30, 2021~~March 31, 2022 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, ~~2020~~2021 (which are disclosed in our Annual Report).


2218									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT (CONTINUED)

CREDIT AGREEMENT

Our credit agreement (the “Credit Agreement”) consists of a revolving credit facility (the “Revolving Credit Facility”), a term loan A (the “Term Loan A”) and a term loan B (the “Term Loan B”). On March 18, 2022, we entered into an amendment to the Credit Agreement, which included the following changes:

(i) extended the maturity date of the Revolving Credit Facility and Term Loan A from June 3, 2023 to March 18, 2027;

(ii) refinanced and increased the borrowing capacity that IMI and certain of its United States and foreign subsidiaries are able to borrow under the Revolving Credit Facility from $1,750,000 to $2,250,000;

(iii) refinanced the existing Term Loan A with a new $250,000 Term Loan A; and

(iv) increased the net total lease adjusted leverage ratio maximum allowable from 6.5x to 7.0x and removed the net secured lease adjusted leverage ratio requirement.

On March 18, 2022, we borrowed the full amount of the Term Loan A. As of March 31, 2022, we had $650,000, $250,000 and $672,000 of outstanding borrowings under the Revolving Credit Facility, Term Loan A and Term Loan B, respectively. In addition, we also had various outstanding letters of credit totaling $3,056. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2022 was $1,596,944 (which represents the maximum availability as of such date). Additionally, the Credit Agreement permits us to incur incremental indebtedness thereunder by adding new term loans or revolving loans or by increasing the principal amount of any existing loans thereunder, subject to a cap contained therein.

The average interest rate in effect under the Credit Agreement was 2.2% and 1.9% as of March 31, 2022 and December 31, 2021, respectively.

~~UK BILATERAL~~ REVOLVING CREDIT FACILITY

On May 25, 2021, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") entered into an amendment to the UK Bilateral Facility with Barclays Bank PLC to (i) modify the interest rate from LIBOR plus 2.25% to LIBOR plus 2.0% (with flexibility built in for the expected transition away from LIBOR) and (ii) add an additional option to extend the maturity date by one year. After this amendment, the UK Bilateral Facility contains 2 ~~one~~-year options that allow us to extend the maturity date beyond the September 23, 2022 expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the ~~one~~-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.$2,250,000

~~MAXIMUM AMOUNT~~TERM LOAN A

~~£140,000~~$250,000

TERM LOAN B

$700,000

Outstanding borrowings

~~OPTIONAL ADDITIONAL~~$650,000

Aggregate outstanding principal amount

~~COMMITMENTS~~$250,000

Aggregate outstanding principal amount

~~£125,000~~

~~INTEREST RATE~~

~~2.1%~~

~~As of September 30, 2021~~$672,000

2.2%

Interest rate

2.1%

Interest rate

2.9%

Interest rate

As of March 31, 2022

~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM~~

AUSTRALIAN DOLLAR TERM LOAN

On ~~June 28, 2021, we entered into an amendment~~March 18, 2022, Iron Mountain Australia Group Pty, Ltd. (“IM Australia”), a wholly owned subsidiary of IMI, amended its AUD Term Loan to ~~the Accounts Receivable Securitization Program to~~(i) extend the maturity date from ~~July~~September 22, 2022 to September 30, ~~2021 to July 1, 2023, at which point all obligations become due. The~~2026 and (ii) decrease the interest rate ~~under the amended Accounts Receivable Securitization Program is LIBOR~~from BBSY (an Australian benchmark variable interest rate) plus ~~1.0%~~3.875% to BBSY plus 3.625%. The full amount outstanding under the Accounts Receivable Securitization Program is classified within long-term debt, net of current portion at September 30, 2021 and within current portion of long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheets. There were noAll other ~~changes to the~~ terms of the ~~Accounts Receivable Securitization Program described~~AUD Term Loan remain consistent with what was disclosed in Note 67 to Notes to Consolidated Financial Statements included in our Annual Report.

The interest rate in effect under the AUD Term Loan was 3.9% and 4.0% as of March 31, 2022 and December 31, 2021, respectively.

OUTSTANDING BORROWINGS

~~$266,400~~AU$305,889

INTEREST RATE

~~1.1%~~3.9%

As of ~~September 30, 2021~~March 31, 2022

~~CASH POOLING~~

During the third quarter of 2021, certain of our subsidiaries in the Asia Pacific region began to participate in 2 cash pooling arrangements with JP Morgan Chase Bank, N.A. (“JPM”), 1 of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the “JPM QRS Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS Cash Pool") (collectively, the “JPM Cash Pools”). Under the JPM Cash Pools, cash deposited by participating subsidiaries with JPM is pledged as security against the debit balances of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Condensed Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in the JPM Cash Pools. We have executed overdraft facility agreements for the JPM QRS Cash Pool and the JPM TRS Cash Pool in amounts not to exceed $12,000 and $10,000, respectively. Each overdraft facility permits us to cover a temporary net debit position in the applicable pool.

In addition to the JPM Cash Pools, we also utilize 2 separate cash pooling arrangements with Bank Mendes Gans ("BMG"), 1 of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detail in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									2319

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT (CONTINUED)

CASH POOLING

We currently utilize four separate cash pooling arrangements. We utilize 2 separate cash pooling arrangements with Bank Mendes Gans (“BMG”), 1 of which we utilize to manage global liquidity requirements for our qualified REIT subsidiaries ("QRS”) (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”). We utilize 2 separate cash pooling arrangements with JP Morgan Chase Bank, N.A. (“JPM”), 1 of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the “JPM QRS Cash Pool”) and the other for our TRSs in the Asia Pacific region (the “JPM TRS Cash Pool”) (collectively, the “JPM Cash Pools”).

The approximate amount of the net cash position for our cash pools and the approximate amount of the gross position and outstanding debit balances for each of these pools as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 are as follows:


		SEPTEMBER 30, 2021						DECEMBER 31, 2020							MARCH 31, 2022						DECEMBER 31, 2021
		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION			GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION
BMG QRS Cash Pool	BMG QRS Cash Pool	$	566,100	$	(562,400)	$	3,700	$	448,700	$	(447,400)	$	1,300	BMG QRS Cash Pool	$	554,600	$	(553,100)	$	1,500	$	552,900	$	(552,100)	$	800
BMG TRS Cash Pool	BMG TRS Cash Pool	579,300		(578,300)		1,000		555,500		(553,500)		2,000		BMG TRS Cash Pool	552,900		(551,700)		1,200		606,000		(603,900)		2,100
JPM QRS Cash Pool	JPM QRS Cash Pool	4,200		(2,300)		1,900		—		—		—		JPM QRS Cash Pool	13,600		(13,500)		100		9,400		(9,200)		200
JPM TRS Cash Pool	JPM TRS Cash Pool	5,200		(4,700)		500		—		—		—		JPM TRS Cash Pool	17,000		(16,600)		400		12,000		(9,900)		2,100

The net cash position balances as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets.

LETTERS OF CREDIT

As of ~~September 30, 2021,~~March 31, 2022, we had outstanding letters of credit totaling ~~$36,506,~~ $36,498,of which ~~$3,064~~$3,056 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between ~~October 2021~~April 2022 and ~~March 2025.~~January 2033.

DEBT COVENANTS

The Credit Agreement, our bond indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take other specified corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our bond indentures or other agreements governing our indebtedness. The Credit Agreement requires that we satisfy a fixed charge coverage ratio ~~a net total lease adjusted leverage ratio~~ and a net ~~secured debt~~total lease adjusted leverage ratio on a quarterly basis and our bond indentures require that, among other things, we satisfy a leverage ratio (not lease adjusted) or a fixed charge coverage ratio (not lease adjusted), as a condition to taking actions such as paying dividends and incurring indebtedness.

The Credit Agreement uses ~~EBITDAR-based~~earnings before interest, taxes, depreciation and amortization and rent expense (“EBITDAR”) based calculations and the bond indentures use ~~EBITDA-based~~earnings before interest, taxes, depreciation and amortization (“EBITDA”) based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition.


20									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

7. COMMITMENTS AND CONTINGENCIES

We are involved in litigation from time to time in the ordinary course of business, including litigation arising from damage to customer assets in our facilities caused by fires and other natural disasters. While the outcome of such litigation is inherently uncertain, we do not believe any current litigation will have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

We have estimated a reasonably possible range for all loss contingencies and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional ~~$26,000~~$25,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.


24									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~(In thousands, except share and per share data) (Unaudited)~~

8. STOCKHOLDERS' EQUITY MATTERS

In fiscal year ~~2020~~2021 and the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, our board of directors declared the following dividends:

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

February 13, 2020

0.6185

March 16, 2020

178,047

April 6, 2020

May 5, 2020

0.6185

June 15, 2020

178,212

July 2, 2020

August 5, 2020

0.6185

September 15, 2020

178,224

October 2, 2020

November 4, 2020

0.6185

December 15, 2020

178,290

January 6, 2021

February 24, 2021

0.6185

March 15, 2021

178,569

April 6, 2021

February 24, 2021

0.6185

March 15, 2021

178,569

April 6, 2021

May 6, 2021

0.6185

June 15, 2021

179,026

July 6, 2021

May 6, 2021

0.6185

June 15, 2021

179,026

July 6, 2021

August 5, 2021

0.6185

September 15, 2021

179,080

October 6, 2021

August 5, 2021

0.6185

September 15, 2021

179,080

October 6, 2021

November 4, 2021

0.6185

December 15, 2021

179,132

January 6, 2022

February 24, 2022

0.6185

March 15, 2022

179,661

April 6, 2022

On ~~November 4, 2021,~~April 28, 2022, we declared a dividend to our stockholders of record as of ~~December~~June 15, ~~2021~~2022 of $0.6185 per share, payable on ~~January~~July 6, 2022.

9. SEGMENT INFORMATION

Our 3 reportable operating segments as of December 31, ~~2020~~2021 are described in Note 1011 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows:

•Global Records and Information Management (“Global RIM”) Business

•Global Data Center Business

•Corporate and Other Business

The operations associated with acquisitions completed during the first ~~nine~~three months of ~~2021~~2022 have been incorporated into our existing reportable operating segments.

An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2021 and 2020 is as follows:

THREE MONTHS ENDED
SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Global RIM Business
Total Revenues $ 995,577 $ 921,773 $ 2,955,803 $ 2,755,294
Adjusted EBITDA 442,798 393,883 1,281,668 1,169,671
Global Data Center Business
Total Revenues $ 88,587 $ 72,814 $ 236,672 $ 206,939
Adjusted EBITDA 35,097 33,359 98,961 94,812
Corporate and Other Business
Total Revenues $ 45,984 $ 42,060 $ 139,469 $ 125,384
Adjusted EBITDA (60,126) (51,230) (176,664) (163,010)
Total Consolidated
Total Revenues $ 1,130,148 $ 1,036,647 $ 3,331,944 $ 3,087,617
Adjusted EBITDA 417,769 376,012 1,203,965 1,101,473


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									2521

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

~~During~~An analysis of our business segment information and reconciliation to the ~~fourth quarter of 2020, we changed our definition of Adjusted EBITDA to (a) exclude stock-based compensation expense~~accompanying Condensed Consolidated Financial Statements for the three months ended March 31, 2022 and ~~(b) include our share of Adjusted EBITDA from our unconsolidated joint ventures. All prior periods have been recast to conform to these changes. We now define~~ 2021 is as follows:


	THREE MONTHS ENDED MARCH 31,
	2022		2021
Global RIM Business
Total Revenues	$	1,043,582	$	967,294
Adjusted EBITDA	451,249		408,562

Global Data Center Business
Total Revenues	$	96,987	$	71,108
Adjusted EBITDA	41,977		30,432

Corporate and Other Business
Total Revenues	$	107,477	$	43,638
Adjusted EBITDA	(62,232)		(58,429)

Total Consolidated
Total Revenues	$	1,248,046	$	1,082,040
Adjusted EBITDA	430,994		380,565

Adjusted EBITDA for each segment is defined as net income (loss) before interest expense, net, provision (benefit) for income taxes, depreciation and amortization (inclusive of our share of Adjusted EBITDA from our unconsolidated joint ventures), and excluding certain items we do not believe to be indicative of our core operating results, specifically:



EXCLUDED
•Acquisition and Integration Costs						•Other expense (income) ~~expense,~~, net
•Restructuring Charges						•Stock-based compensation expense
•~~Intangible impairments~~						•~~COVID-19 Costs (as defined below)~~
•(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)

Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and ~~allocated~~allocating resources to, our operating segments.


22									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

A reconciliation of Net Income (Loss) to Adjusted EBITDA on a consolidated basis for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ is as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020		2021		2020			2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	41,707	$	46,631
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Interest expense, net	Interest expense, net	103,809		104,303		313,451		313,408		Interest expense, net	114,442		104,422
Provision (benefit) for income taxes	Provision (benefit) for income taxes	28,017		13,934		153,073		33,304		Provision (benefit) for income taxes	10,080		14,640
Depreciation and amortization	Depreciation and amortization	174,818		157,252		507,145		483,686		Depreciation and amortization	183,615		165,642
Acquisition and Integration Costs	Acquisition and Integration Costs	1,138		—		3,415		—		Acquisition and Integration Costs	15,661		—
Restructuring Charges	Restructuring Charges	50,432		48,371		129,686		128,715		Restructuring Charges	—		39,811
Intangible impairments		—		—		—		23,000

(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(935)		(75,840)		(134,321)		(78,170)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(705)		(4,451)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures		(21,517)		81,190		(209,001)		59,398
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	53,515		2,121
Stock-based compensation expense~~(1)~~	Stock-based compensation expense~~(1)~~	12,644		8,065		45,913		32,056		Stock-based compensation expense~~(1)~~	11,341		10,733
COVID-19 Costs(2)		—		—		—		9,285
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,252		175		3,340		450		Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,338		1,016
Adjusted EBITDA	Adjusted EBITDA	$	417,769	$	376,012	$	1,203,965	$	1,101,473	Adjusted EBITDA	$	430,994	$	380,565

~~(1)~~ ~~Stock-based compensation expense related to Project Summit is included within Restructuring Charges for the three and nine months ended September 30, 2021 and 2020.~~

~~(2)~~ Costs that are incremental and directly attributable to the COVID-19 pandemic which are not expected to recur once the pandemic ends ("COVID-19 Costs"). These costs include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other direct costs.


26IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~23

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

Information as to our revenues by product and service lines by segment for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ are as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020		2021		2020			2022		2021
Global RIM Business	Global RIM Business									Global RIM Business
Records Management(1)	Records Management(1)	$	767,059	$	712,182	$	2,285,000	$	2,118,767	Records Management(1)	$	802,553	$	752,123
Data Management(1)	Data Management(1)	115,261		121,936		351,914		367,093		Data Management(1)	117,722		118,414
Information Destruction(1)(2)	Information Destruction(1)(2)	113,257		87,655		318,889		269,434		Information Destruction(1)(2)	123,307		96,757
Data Center(1)	Data Center(1)	—		—		—		—		Data Center(1)	—		—

Global Data Center Business	Global Data Center Business									Global Data Center Business
Records Management(1)	Records Management(1)	$	—	$	—	$	—	$	—	Records Management(1)	$	—	$	—
Data Management(1)	Data Management(1)	—		—		—		—		Data Management(1)	—		—
Information Destruction(1)(2)	Information Destruction(1)(2)	—		—		—		—		Information Destruction(1)(2)	—		—
Data Center(1)	Data Center(1)	88,587		72,814		236,672		206,939		Data Center(1)	96,987		71,108

Corporate and Other Business	Corporate and Other Business									Corporate and Other Business
Records Management(1)	Records Management(1)	$	30,453	$	25,720	$	91,461	$	75,675	Records Management(1)	$	33,689	$	26,967
Data Management(1)	Data Management(1)	15,531		16,340		48,008		49,709		Data Management(1)	14,141		16,671
Information Destruction(1)(2)		—		—		—		—
Information Destruction(1)(2)(3)										Information Destruction(1)(2)(3)	59,647		—
Data Center(1)	Data Center(1)	—		—		—		—		Data Center(1)	—		—

Total Consolidated	Total Consolidated									Total Consolidated
Records Management(1)	Records Management(1)	$	797,512	$	737,902	$	2,376,461	$	2,194,442	Records Management(1)	$	836,242	$	779,090
Data Management(1)	Data Management(1)	130,792		138,276		399,922		416,802		Data Management(1)	131,863		135,085
Information Destruction(1)(2)		113,257		87,655		318,889		269,434
Information Destruction(1)(2)(3)										Information Destruction(1)(2)(3)	182,954		96,757
Data Center(1)	Data Center(1)	88,587		72,814		236,672		206,939		Data Center(1)	96,987		71,108

(1)Each of ~~the~~these offerings ~~within our product and service lines~~ has a component of revenue that is storage rental related and a component that is service revenues, except for information destruction, which does not have a storage rental component.

(2)Includes secure shredding services.

(3)Includes product revenue from ITRenew.

10. RELATED PARTIES

In October 2020, in connection with the formation of the Frankfurt JV, we entered into agreements whereby we will earn various fees, including (i) special project revenue and (ii) property management and construction and development fees for services we are providing to the Frankfurt JV (the “Frankfurt JV Agreements”). Revenues and expenses associated with the Frankfurt JV Agreements are presented as a component of our Global Data Center Business segment. During the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and March 31, 2021, we recognized revenue of approximately ~~$1,200~~$7,100 and ~~$3,100,~~$1,060, respectively, associated with the Frankfurt JV Agreements.

In March 2019, in connection with the formation of the MakeSpace JV, we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the “MakeSpace Agreement”). In February 2022, in connection with the formation of the Clutter JV, we terminated the MakeSpace Agreement and entered into a storage and service agreement with the Clutter JV to provide certain storage and related services to the Clutter JV (the “Clutter Agreement”). Revenues and expenses associated with the MakeSpace Agreement and Clutter Agreement are presented as a component of our Global RIM Business segment. We recognized total revenue of approximately ~~$9,300~~$7,000 and ~~$24,900~~$7,500 for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and March 31, 2021, ~~respectively, and $8,400 and $22,300 for the three and nine months ended September 30, 2020,~~ respectively, associated with the MakeSpace Agreement and Clutter Agreement.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~24									27IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

11. PROJECT SUMMIT

In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives (“Project Summit”)~~. As a result~~ which we completed as of the program, we expect to reduce the number of positions at vice president and above by approximately 45%. The total program is expected to reduce our total managerial and administrative workforce by approximately 700 positions by the end of 2021. We have also reduced our services and operations workforce. As of September 30, 2021, we have completed approximately 95% of our planned workforce reductions. The activities associated with Project Summit began in the fourth quarter of 2019 and are expected to be substantially complete by the end ofDecember 31, 2021.

~~We estimate that the~~The implementation of Project Summit ~~will result~~resulted in total operating expenditures (“Restructuring Charges”) of approximately $450,000 that primarily ~~consist~~consisted of: (1) employee severance costs; (2) internal costs associated with the development and implementation of Project Summit initiatives; (3) professional fees, primarily related to third party consultants who ~~are assisting~~assisted with the design and execution of various initiatives as well as project management activities and (4) system implementation and data conversion costs.

As Project Summit was completed as of December 31, 2021, there were no Restructuring Charges ~~included in the accompanying Condensed Consolidated Statements of Operations~~ for the three ~~and nine~~ months ended ~~September 30, 2021 and 2020, and from the inception of Project Summit through September 30, 2021, are as follows:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, FROM THE INCEPTION
OF PROJECT SUMMIT
THROUGH
SEPTEMBER 30, 2021
2021 2020 2021 2020
Employee severance costs $ 6,797 $ 13,579 $ 14,526 $ 31,229 $ 82,725
Professional fees and other costs 43,635 34,792 115,160 97,486 289,954
Restructuring Charges $ 50,432 $ 48,371 $ 129,686 $ 128,715 $ 372,679

March 31, 2022. Total Restructuring Charges ~~by segment~~ for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2021 was $39,811 and ~~2020,~~consisted of (i) employee severance costs of $3,808 and ~~from the inception of Project Summit through September 30, 2021, are as follows:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, FROM THE INCEPTION
OF PROJECT SUMMIT
THROUGH
SEPTEMBER 30, 2021
2021 2020 2021 2020
Global RIM Business $ 11,362 $ 16,183 $ 27,528 $ 37,245 $ 116,568
Global Data Center Business 1,285 296 2,922 986 4,860
Corporate and Other Business 37,785 31,892 99,236 90,484 251,251
Restructuring Charges $ 50,432 $ 48,371 $ 129,686 $ 128,715 $ 372,679


28									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~(In thousands, except share and per share data) (Unaudited)~~

~~11. PROJECT SUMMIT (CONTINUED)~~

~~A rollforward of the accrued Restructuring Charges, which is included as a component of Accrued expenses~~(ii) professional fees and other ~~current liabilities in our Condensed Consolidated Balance Sheets, from December 31, 2019 through September 30, 2021, is as follows:~~costs of $36,003.

EMPLOYEE SEVERANCE COSTS PROFESSIONAL FEES AND OTHER TOTAL ACCRUED RESTRUCTURING CHARGES
Balance as of December 31, 2019 $ 4,823 $ 12,954 $ 17,777
Amounts accrued 47,349 147,047 194,396
Payments (32,455) (136,222) (168,677)
Other, including currency translation adjustments (3,439) (4) (3,443)
Balance as of December 31, 2020 16,278 23,775 40,053
Amounts accrued 14,525 115,161 129,686
Payments (20,771) (112,714) (133,485)
Other, including currency translation adjustments (939) — (939)
Balance as of September 30, 2021 $ 9,093 $ 26,222 $ 35,315


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Part I. Financial Information

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, ~~2020,~~2021, included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (“SEC”) on February 24, ~~2021~~2022 (our “Annual Report”).

FORWARD-LOOKING STATEMENTS

We have made statements in this Quarterly Report ~~on Form 10-Q (this “Quarterly Report”)~~ that constitute “forward-looking ~~statements"~~statements” as that term is defined in the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements concern our current expectations regarding our future results from operations, economic performance, financial condition, goals, ~~beliefs, future growth~~ strategies, investment objectives, plans and current expectations, such as our (1) expectations and assumptions regarding the impact of the COVID-19 (as defined below) pandemic on us and our customers, including on our businesses, financial position, results of operations and cash flows, (2) commitment to future dividend payments, (3) expected change in volume of records stored with us, (4) expected organic revenue growth, including 2021 consolidated organic storage rental revenue growth rate and consolidated organic total revenue growth rate, (5) expectations that profits will increase in our growth portfolio, including our higher-growth markets, and that our growth portfolio will become a larger part of our business over time, (6) expectations related to our revenue management programs and continuous improvement initiatives, (7) expectations related to monetizing our owned industrial real estate assets as part of our capital recycling program, (8) expected ability to identify and complete acquisitions and other investments, including joint ventures, and drive returns on invested capital, (9) anticipated capital expenditures, (10) expected benefits, costs and actions related to, and timing of, Project Summit (as defined below), and (11) other forward-looking statements related to our business, results of operations and financial condition.achievements. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors, and you should not rely upon them except as statements of our present intentions and of our present expectations, which may or may not occur. When we use words such as “believes,” “expects,” “anticipates,” “estimates”, ~~“plans"~~“plans”,“intends”, ~~“intends"~~“pursue”, “will” or similar expressions, we are making forward-looking statements. Although we believe that our forward-looking statements are based on reasonable assumptions, our expected results may not be achieved, and actual results may differ materially from our expectations. In addition, important factors that could cause actual results to differ from expectations include, among others:

•our ability or inability to execute our strategic growth plan, including our ability to invest according to plan, grow our businesses (including through joint ventures), incorporate alternative technologies into our offerings, achieve satisfactory returns on new product offerings, continue our revenue management, expand internationally and manage our international operations, complete acquisitions on satisfactory terms, integrate acquired companies efficiently and transition to more sustainable sources of energy;

•changes in customer preferences and demand for our storage and information management services, including as a result of the shift from paper and tape storage to alternative technologies that require less physical space;

•the impact of our distribution requirements on our ability to execute our business plan;

•the severity and duration of the COVID-19 pandemic and its effects on the global economy, including its effects on us, the markets we serve and our customers and the third parties with whom we do business within those markets;

•our ability to ~~execute on Project Summit and the potential impacts of Project Summit on our ability to retain and recruit employees;~~fund capital expenditures;

•our ability to remain qualified for taxation as a real estate investment trust for United States federal income tax purposes (“REIT”);

•our ability or inability to execute our strategic growth plan, including our ability to invest according to plan, incorporate new digital information technologies into our offerings, achieve satisfactory returns on new product offerings, continue our revenue management, expand internationally, complete acquisitions on satisfactory terms, integrate acquired companies efficiently and grow our business through joint ventures;

•~~changes in the amount of our capital expenditures;~~

•~~our ability to raise debt or equity capital and changes in the cost of our debt;~~

•the costs of complying with and our ability to comply with laws, regulations and customer ~~demands,~~requirements, including those relating to data ~~security~~privacy and ~~privacy~~cybersecurity issues, as well as fire and safety and environmental standards;

•the impact of ~~litigation or disputes that may arise in connection with incidents in which we fail to protect~~attacks on our ~~customers’ information or our~~ internal ~~records or~~ information technology (“IT”) systems, ~~and~~including the impact of such incidents on our reputation and ability to ~~compete;~~compete and any litigation or disputes that may arise in connection with such incidents;

•~~changes in the price for our storage and information management services relative to the cost of providing such storage and information management services;~~

•��changes in the political and economic environments in the countries in which our international subsidiaries operate and changes in the global political climate, particularly as we consolidate operations and move records and data across borders;


30									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table~~•our ability to raise debt or equity capital and changes in the cost of ~~Contents~~our debt;

~~Part I. Financial Information~~

•our ability to comply with our existing debt obligations and restrictions in our debt instruments;

•the impact of service interruptions or equipment damage and the cost of power on our data center operations;

•the cost or potential liabilities associated with real estate necessary for our business;

•failures ~~in our adoption of~~to implement and manage new IT systems;

•unexpected events, including those resulting from climate change or geopolitical events, could disrupt our operations and adversely affect our reputation and results of operations;

•other trends in competitive or economic conditions affecting our financial condition or results of operations not presently contemplated; and

•the other risks described in our periodic reports filed with the SEC, including under the caption “Risk Factors” in Part I, Item 1A of our Annual Report.

Except as required by law, we undertake no obligation to update any forward-looking statements appearing in this report.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~26									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

OVERVIEW

The following discussions set forth, for the periods indicated, management's discussion and analysis of financial condition and results of operations. Significant trends and changes are discussed for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 within each section. ~~Trends and changes that are consistent for both the three and nine month periods are not repeated and are discussed on a year to date basis only.~~


~~COVID-19~~ In March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic. The preventative and protective actions that governments have ordered, or we or our customers have implemented, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. While we have broad geographic and customer diversification with operations in 63 countries and no single customer accounting for a significant portion of our revenue during the nine months ended September 30, 2021, COVID-19 is a global pandemic impacting numerous industries and geographies. While our service operations have increased from the reductions we experienced during the peak of the COVID-19 pandemic, future service revenues remain uncertain and will be dependent on the severity of the COVID-19 pandemic, including new variants of COVID-19 that may emerge.

PROJECT SUMMIT


~~Compelling Adjusted EBITDA Benefits~~			~~Implementation Details~~

~~~$375M~~ ~~Expected annual run-rate~~ ~~benefits realized exiting 2021~~			•~~Project Summit began in Q4 2019 and is expected to be substantially complete by the end of 2021~~ •~~Cost to implement is estimated to be ~$450M~~

In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives (“Project Summit”)~~. As a result~~ which we completed as of the program, we expect to reduce the number of positions at vice president and above by approximately 45%. The total program is expected to reduce our total managerial and administrative workforce by approximately 700 positions by the end ofDecember 31, 2021. ~~We have also reduced our services and operations workforce. As of September 30, 2021, we have completed approximately 95% of our planned workforce reductions.~~

~~The activities associated with~~ Project Summit began in the fourth quarter of 2019 and are expected to be substantially complete by the end of 2021. We expect the total program benefits associated with Project Summit to be fully realized exiting 2021. We expect that Project Summit will improvehas improved annual Adjusted EBITDA (as defined below) by approximately $375.0 million exiting ~~2021. We~~2021,of which approximately $160.0 million and $165.0 million were realized in 2021 and 2020, respectively, with the remainder to come in 2022.

ACQUISITION OF ITRENEW

In order to expand our asset lifecyle management ("ALM”) operations, on January 25, 2022, we acquired an approximately 80% interest in Intercept Parent, Inc. (“ITRenew”). From January 25, 2022, we will ~~continue to evaluate our overall operating model, as well as various opportunities~~consolidate 100% of the revenues and ~~initiatives, including those~~expenses associated with ~~real estate consolidation, system implementation~~this business. ITRenew is presented as a component of our Corporate and ~~process changes, which could result~~Other Business segment and primarily operates in the ~~identification~~United States. See Acquisitions within the Liquidity and ~~implementation of~~Capital Resources section below for additional ~~actions associated with Project Summit and incremental costs and benefits.~~


~~Exiting 2021~~						~~$375 million~~ ~~(expected)~~

information.

DIVESTMENTS AND DECONSOLIDATIONS


32									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

We estimate that the implementation of Project Summit will result in total operating expenditures (“Restructuring Charges”) of approximately $450.0 million that primarily consist of: (1) employee severance costs; (2) internal costs associated with the development and implementation of Project Summit initiatives; (3) professional fees, primarily related to third party consultants who are assisting with the design and execution of various initiatives as well as project management activities and (4) system implementation and data conversion costs. The following table presents total Restructuring Charges related to Project Summit primarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees from the inception of Project Summit through September 30, 2021, and for the three and nine months ended September 30, 2021:

~~TOTAL~~

~~From the Inception of Project Summit through September 30, 2021~~

~~$372,679~~

~~$372.7 million~~

~~For the Three Months Ended September 30, 2021~~

~~$50,432~~

~~$50.4 million~~

~~For the Nine Months Ended September 30, 2021~~

~~$129,686~~

~~$129.7 million~~

We have also incurred approximately $6.6 million and $16.6 million in capital expenditures related to Project Summit during the three and nine months ended September 30, 2021 and approximately $26.7 million from the inception of Project Summit through September 30, 2021.

~~See Note 11 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for more information on the Restructuring Charges.~~

~~DIVESTMENTS~~IPM DIVESTMENT

On June 7, 2021, ~~as disclosed in Note 4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report,~~ we sold our Intellectual Property Management ~~("IPM"~~(“IPM”) business, also known as our technology escrow services business, which we predominantly operated in the United States, for total gross consideration of approximately ~~$216.6~~$215.4 million (the “IPM Divestment”). ~~As described in Note 4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report,~~We have concluded that the IPM Divestment does not meet the criteria to be reported as discontinued operations in our ~~condensed~~ consolidated financial ~~statements.~~statements, as our decision to divest this business does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with this business are presented as a component of operating income (loss) in our Condensed Consolidated Statements of Operations for the three months ended March 31, 2021 and the cash flows associated with this business is presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2021. Our IPM business represented approximately ~~$0.0 million and~~ $14.2 million of total revenues and approximately ~~$0.0 million and~~ $6.8 million of total net income for the three ~~and nine~~ months ended ~~September 30, 2021, respectively. Our IPM business~~March 31, 2021.

DECONSOLIDATIONS

On March 24, 2022, as a result of our loss of control, we deconsolidated the businesses included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately $105.8 million associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidation and subsequent remeasurement of the retained investment to fair value of zero. We have concluded that the deconsolidation does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as it does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with these businesses are presented as a component of operating income (loss) in our Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 through the date of deconsolidation and the cash flows associated with these businesses are presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 through the date of the deconsolidation. These businesses represented approximately ~~$8.2 million and $24.7~~$44.9 million of total revenues and ~~approximately $4.4 million and $14.1~~$7.2 million of total net income for the ~~three and nine months~~year ended ~~September 30, 2020, respectively.~~

~~CHANGES IMPACTING COMPARABILITY WITH PRIOR YEAR~~

During the fourth quarter of 2020, we made changes to the definitions of the following non-GAAP measures: Adjusted EBITDA, Adjusted EPS, FFO (Nareit) and FFO (Normalized) (each as defined below). These changes were implemented to align our definitions more closely with our peers. All prior periods have been recast to conform to these changes.

December 31, 2021.


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Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

•~~In spite of the COVID-19 pandemic, we~~We have experienced ~~relatively~~ steady volume in our Global RIM Business segment, with organic storage rental revenue growth driven primarily by revenue management. We expect organic storage rental revenue growth to benefit from revenue management and volume ~~which we expect will~~to be ~~flat to slightly positive when compared to~~relatively stable in the ~~prior year. We expect low single digit organic storage rental revenue growth for the remainder of 2021.~~near term.

•Our organic service revenue growth is primarily due to increases in our service ~~activity, particularly~~activity. We expect organic service revenue growth in ~~regions where governments have lifted or eased restrictions~~2022 to benefit from our new and existing digital offerings, as well as our traditional services.

•Weexpect total revenue and Adjusted EBITDA growth to accelerate in 2022 with continued focus on ~~our customers’ non-essential business operations. While our~~new product and service ~~operations have increased from the reductions we experienced during the peak of the COVID-19 pandemic, future service revenues remain uncertain~~offerings, innovation, customer solutions and ~~will be dependent on the severity of the COVID-19 pandemic, including new variants of COVID-19 that may emerge.~~market expansion.

Cost of sales (excluding depreciation and amortization) and Selling, general and administrative expenses for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 consists of the following:


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

NON-GAAP MEASURES

ADJUSTED EBITDA

We define Adjusted EBITDA as net income (loss) before interest expense, net, provision (benefit) for income taxes, depreciation and amortization (inclusive of our share of Adjusted EBITDA from our unconsolidated joint ventures), and excluding certain items we do not believe to be indicative of our core operating results, specifically:



EXCLUDED
•Acquisition and Integration Costs (as defined below)						•Other expense (income) ~~expense,~~, net
•Restructuring Charges (as defined below)						•Stock-based compensation expense
•~~Intangible impairments~~						•~~COVID-19 Costs (as defined below)~~
•(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)

Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by total revenues. We also show Adjusted EBITDA and Adjusted EBITDA Margin for each of our reportable operating segments under “Results of Operations – Segment Analysis” below.


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Part I. Financial Information

Adjusted EBITDA excludes both interest expense, net and the provision (benefit) for income taxes. These expenses are associated with our capitalization and tax structures, which we do not consider when evaluating the operating profitability of our core operations. Adjusted EBITDA does not include depreciation and amortization expenses, in order to eliminate the impact of capital investments, which we evaluate by comparing capital expenditures to incremental revenue generated and as a percentage of total revenues. Adjusted EBITDA and Adjusted EBITDA Margin should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with accounting principles generally accepted in the United States of America (“GAAP”), such as operating income, net income (loss) or cash flows from operating activities (as determined in accordance with GAAP).

RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA (IN THOUSANDS):


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020		2021		2020			2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	41,707	$	46,631
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Interest expense, net	Interest expense, net	103,809		104,303		313,451		313,408		Interest expense, net	114,442		104,422
Provision (benefit) for income taxes	Provision (benefit) for income taxes	28,017		13,934		153,073		33,304		Provision (benefit) for income taxes	10,080		14,640
Depreciation and amortization	Depreciation and amortization	174,818		157,252		507,145		483,686		Depreciation and amortization	183,615		165,642
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	1,138		—		3,415		—		Acquisition and Integration Costs(1)	15,661		—
Restructuring Charges(2)	Restructuring Charges(2)	50,432		48,371		129,686		128,715		Restructuring Charges(2)	—		39,811
Intangible impairments		—		—		—		23,000
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(935)		(75,840)		(134,321)		(78,170)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(705)		(4,451)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures		(21,517)		81,190		(209,001)		59,398
Stock-based compensation expense(2)		12,644		8,065		45,913		32,056
COVID-19 Costs(3)		—		—		—		9,285
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	53,515		2,121
Stock-based compensation expense										Stock-based compensation expense	11,341		10,733
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,252		175		3,340		450		Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,338		1,016
Adjusted EBITDA	Adjusted EBITDA	$	417,769	$	376,012	$	1,203,965	$	1,101,473	Adjusted EBITDA	$	430,994	$	380,565

(1) Represent operating expenditures directly associated with the closing and integration activities of our business acquisitions that have closed, or are highly probable of closing, and include (i) advisory, legal and professional fees to complete business acquisitions and (ii) costs to integrate acquired businesses into our existing operations, including move, severance, facility upgrade and system integration costs (collectively, ~~"Acquisition~~“Acquisition and Integration ~~Costs"~~Costs”). Acquisition and Integration Costs do not include costs associated with the formation of joint ventures or costs associated with the acquisition of customer relationships.

(2) ~~Stock-based compensation expense~~Represent operating expenses associated with the implementation of Project Summit that primarily consisted of: (1) employee severance costs; (2) internal costs associated with the development and implementation of Project Summit initiatives; (3) professional fees, primarily related to ~~Project Summit is included within Restructuring Charges for~~third party consultants who assisted with the ~~three~~design and ~~nine months ended September 30, 2021~~execution of various initiatives as well as project management activities and ~~2020.~~

~~(3)~~ ~~Costs that are incremental~~(4) system implementation and directly attributable to the COVID-19 pandemic which are not expected to recur once the pandemic ends ("COVID-19 Costs"). These costs include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other directdata conversion costs.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~									35

~~Table of Contents~~

~~Part I. Financial Information~~

ADJUSTED EPS

We define Adjusted EPS as reported earnings per share fully diluted from net income (loss) attributable to Iron Mountain Incorporated (inclusive of our share of adjusted losses (gains) from our unconsolidated joint ventures) and excluding certain items, specifically:



EXCLUDED
•Acquisition and Integration Costs •Restructuring Charges •~~Intangible impairments~~Amortization related to the write-off of certain customer relationship intangible assets •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other expense (income) ~~expense,~~, net •Stock-based compensation expense •~~COVID-19 Costs~~ •Tax impact of reconciling items and discrete tax items

We do not believe these excluded items to be indicative of our ongoing operating results, and they are not considered when we are forecasting our future results. We believe Adjusted EPS is of value to our current and potential investors when comparing our results from past, present and future periods.


IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									29

Table of Contents

Part I. Financial Information

RECONCILIATION OF REPORTED EPS—FULLY DILUTED FROM NET INCOME (LOSS) ATTRIBUTABLE TO IRON MOUNTAIN INCORPORATED TO ADJUSTED EPS—FULLY DILUTED FROM NET INCOME (LOSS) ATTRIBUTABLE TO IRON MOUNTAIN INCORPORATED:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020		2021		2020			2022		2021
Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.23	$	0.13	$	1.34	$	0.33	Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.14	$	0.16
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	—		—		0.01		—		Acquisition and Integration Costs	0.05		—
Restructuring Charges	Restructuring Charges	0.17		0.17		0.45		0.45		Restructuring Charges	—		0.14
Intangible impairments		—		—		—		0.08
Amortization related to the write-off of certain customer relationship intangible assets										Amortization related to the write-off of certain customer relationship intangible assets	0.02		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(0.01)		(0.26)		(0.46)		(0.27)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	—		(0.02)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures		(0.07)		0.28		(0.72)		0.21
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	0.18		0.01
Stock-based compensation expense	Stock-based compensation expense	0.04		0.03		0.16		0.11		Stock-based compensation expense	0.04		0.04
COVID-19 Costs		—		—		—		0.03
Tax impact of reconciling items and discrete tax items(1)	Tax impact of reconciling items and discrete tax items(1)	0.02		(0.02)		0.31		(0.06)		Tax impact of reconciling items and discrete tax items(1)	(0.05)		(0.01)
Income (Loss) Attributable to Noncontrolling Interests		—		—		0.01		—

Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	$	0.40	$	0.33	$	1.09	$	0.88	Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	$	0.38	$	0.32

(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ is primarily due to (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 was 18.6% and ~~2020 was 16.5% and 16.3%~~16.6%, respectively. The Tax Impact of Reconciling Items and Discrete Tax Items is calculated using the current quarter's estimate of the annual structural tax rate for the full year. This may result in the current period adjustment plus prior period reported quarterly adjustments not summing to the full year adjustment.

(2)Columns may not foot due to rounding.


36									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

FFO (NAREIT) AND FFO (NORMALIZED)

Funds from operations (“FFO”) is defined by the National Association of Real Estate Investment Trusts (“Nareit”) as net income (loss) excluding depreciation on real estate assets, losses and gains on sale of real estate, net of tax, and amortization of data center leased-based intangibles and adjusting for our share of reconciling items from our unconsolidated joint ventures from FFO (“FFO (Nareit)”). FFO (Nareit) does not give effect to real estate depreciation because these amounts are computed, under GAAP, to allocate the cost of a property over its useful life. Because values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, we believe that FFO (Nareit) provides investors with a clearer view of our operating performance. Our most directly comparable GAAP measure to FFO (Nareit) is net income (loss).

Although Nareit has published a definition of FFO, we modify FFO (Nareit), as is common among REITs seeking to provide financial measures that most meaningfully reflect their particular business (“FFO (Normalized)”). Our definition of FFO (Normalized) excludes certain items included in FFO (Nareit) that we believe are not indicative of our core operating results, specifically:



EXCLUDED
•Acquisition and Integration Costs •Restructuring Charges •~~Intangible impairments~~ •(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate) •Other ~~(income)~~ expense (income), net						•Stock-based compensation expense •~~COVID-19 Costs~~ •Real estate financing lease depreciation •Tax impact of reconciling items and discrete tax items


30									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

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Part I. Financial Information

RECONCILIATION OF NET INCOME (LOSS) TO FFO (NAREIT) AND FFO (NORMALIZED) (IN THOUSANDS):


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2021		2020		2021		2020			2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	41,707	$	46,631
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Real estate depreciation	Real estate depreciation	79,463		72,019		230,294		224,325		Real estate depreciation	79,333		76,047
Loss (gain) on sale of real estate, net of tax	Loss (gain) on sale of real estate, net of tax	748		(75,880)		(106,033)		(77,461)		Loss (gain) on sale of real estate, net of tax	214		(4,305)
Data center lease-based intangible assets amortization	Data center lease-based intangible assets amortization	10,458		10,441		31,423		32,173		Data center lease-based intangible assets amortization	4,123		10,483

FFO (Nareit)	FFO (Nareit)	158,780		45,142		546,948		275,378		FFO (Nareit)	125,377		128,856
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	1,138		—		3,415		—		Acquisition and Integration Costs	15,661		—
Restructuring Charges	Restructuring Charges	50,432		48,371		129,686		128,715		Restructuring Charges	—		39,811
Intangible impairments		—		—		—		23,000
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(1,668)		40		(2,890)		(359)		(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(919)		(146)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)		(21,517)		81,190		(209,001)		59,398
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)	53,515		2,121
Stock-based compensation expense	Stock-based compensation expense	12,644		8,065		45,913		32,056		Stock-based compensation expense	11,341		10,733
COVID-19 Costs		—		—		—		9,285
Real estate financing lease depreciation	Real estate financing lease depreciation	3,740		3,501		10,791		10,095		Real estate financing lease depreciation	3,780		3,536
Tax impact of reconciling items and discrete tax items(2)	Tax impact of reconciling items and discrete tax items(2)	5,304		(4,648)		65,120		(16,464)		Tax impact of reconciling items and discrete tax items(2)	(15,632)		(3,569)

Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	(17)		(1)		(30)		(31)		Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	(20)		(4)
FFO (Normalized)	FFO (Normalized)	$	208,836	$	181,660	$	589,952	$	521,073	FFO (Normalized)	$	193,103	$	181,338

(1)Includes foreign currency transaction (gains) losses, net and other, net. See Note ~~2.m.~~2.k. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding the components of Other expense (income) ~~expense,~~, net.

(2)Represents the tax impact of (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a (benefit) provision ~~(benefit)~~ for income taxes of ~~$5.0~~$(10.0) million and ~~$19.4~~$1.0 million for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and March 31, 2021, ~~respectively, and $(3.9) million and $(2.7) million for the three and nine months ended September 30, 2020,~~ respectively.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~									37

~~Table of Contents~~

~~Part I. Financial Information~~

CRITICAL ACCOUNTING ESTIMATES

Our discussion and analysis of our financial condition and results of operations are based upon our Condensed Consolidated Financial Statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an ongoing basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates. Our critical accounting estimates include the following, which are listed in no particular order:

•Revenue Recognition

•Accounting for Acquisitions

•Impairment of Tangible and Intangible Assets

•Income Taxes

Further detail regarding our critical accounting estimates can be found in “Item 7. Management's Discussion and Analysis of Financial Condition and Results of ~~Operations"~~Operations” in our Annual Report, and the Consolidated Financial Statements and the Notes included therein. We have determined that no material changes concerning our critical accounting estimates have occurred since December 31, ~~2020.~~2021.


IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									31

Table of Contents

Part I. Financial Information

RESULTS OF OPERATIONS

COMPARISON OF THE THREE ~~AND NINE~~ MONTHS ENDED ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 TO THE THREE ~~AND NINE~~ MONTHS ENDED ~~SEPTEMBER 30, 2020~~MARCH 31, 2021 (IN THOUSANDS):

THREE MONTHS ENDED SEPTEMBER 30, DOLLAR
CHANGE PERCENTAGE
CHANGE
2021 2020
Revenues $ 1,130,148 $ 1,036,647 $ 93,501 9.0 %
Operating Expenses 948,712 796,383 152,329 19.1 %
Operating Income 181,436 240,264 (58,828) (24.5) %
Other Expenses, Net 113,325 201,702 (88,377) (43.8) %
Net Income (Loss) 68,111 38,562 29,549 76.6 %
Net Income (Loss) Attributable to Noncontrolling Interests 428 168 260 154.8 %
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 67,683 $ 38,394 $ 29,289 76.3 %
Adjusted EBITDA(1)
$ 417,769 $ 376,012 $ 41,757 11.1 %
Adjusted EBITDA Margin(1)
37.0 % 36.3 %


		NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE					PERCENTAGE CHANGE			THREE MONTHS ENDED MARCH 31,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2021			2020							2022					2021
Revenues	Revenues	$	3,331,944		$	3,087,617				$	244,327					7.9		%	Revenues	$	1,248,046			$	1,082,040		$	166,006		15.3	%
Operating Expenses	Operating Expenses	2,674,174			2,578,125			96,049					3.7	%	Operating Expenses	1,025,916					911,634				114,282			12.5	%
Operating Income	Operating Income	657,770			509,492			148,278					29.1	%	Operating Income	222,130					170,406				51,724			30.4	%
Other Expenses, Net	Other Expenses, Net	266,506			413,151			(146,645)					(35.5)	%	Other Expenses, Net	180,423					123,775				56,648			45.8	%

Net Income (Loss)	Net Income (Loss)	391,264			96,341			294,923					306.1	%	Net Income (Loss)	41,707					46,631				(4,924)			(10.6)	%
Net Income (Loss) Attributable to Noncontrolling Interests	Net Income (Loss) Attributable to Noncontrolling Interests	2,693			1,058			1,635					154.5	%	Net Income (Loss) Attributable to Noncontrolling Interests	(592)					1,028				(1,620)			(157.6)	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	388,571		$	95,283		$	293,288				307.8	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	42,299				$	45,603			$	(3,304)		(7.2)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	1,203,965		$	1,101,473		$	102,492				9.3	%	Adjusted EBITDA(1)	$	430,994				$	380,565			$	50,429		13.3	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	36.1		%	35.7		%								Adjusted EBITDA Margin(1)	34.5		%			35.2		%

(1)See “Non-GAAP Measures—Adjusted EBITDA” in this Quarterly Report for the definitions of Adjusted EBITDA and Adjusted EBITDA Margin, reconciliation of Net Income (Loss) to Adjusted EBITDA and a discussion of why we believe these non-GAAP measures provide relevant and useful information to our current and potential investors.


38									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

REVENUES

Consolidated revenues consist of the following (in thousands):

THREE MONTHS ENDED SEPTEMBER 30, PERCENTAGE CHANGE
2021 2020 DOLLAR
CHANGE ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental $ 718,614 $ 696,294 $ 22,320 3.2 % 2.2 % 2.3 % (0.1) %
Service 411,534 340,353 71,181 20.9 % 19.7 % 17.7 % 2.0 %
Total Revenues $ 1,130,148 $ 1,036,647 $ 93,501 9.0 % 7.9 % 7.4 % 0.5 %
NINE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE
2021 2020 DOLLAR
CHANGE ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental $ 2,144,942 $ 2,056,797 $ 88,145 4.3 % 2.2 % 2.2 % — %
Service 1,187,002 1,030,820 156,182 15.2 % 12.7 % 11.6 % 1.1 %
Total Revenues $ 3,331,944 $ 3,087,617 $ 244,327 7.9 % 5.7 % 5.4 % 0.3 %


	THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE
	2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
Storage Rental	$	751,070	$	708,056	$	43,014	6.1	%	7.9	%	6.8	%	1.1	%
Service	496,976		373,984		122,992		32.9	%	35.4	%	16.1	%	19.3	%
Total Revenues	$	1,248,046	$	1,082,040	$	166,006	15.3	%	17.4	%	10.0	%	7.4	%

(1)Constant currency growth rates, which are a non-GAAP measure, are calculated by translating the ~~2020~~2021 results at the ~~2021~~2022 average exchange rates.

(2)Our organic revenue growth rate, which is a non-GAAP measure, represents the year-over-year growth rate of our revenues excluding the impact of business acquisitions, divestitures and foreign currency exchange rate fluctuations. Our organic revenue growth rate includes the impact of acquisitions of customer relationships.

TOTAL REVENUES

For the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the increase in reported consolidated revenue was driven by reported storage rental revenue growth and reported service revenue growth. Foreign currency exchange rate fluctuations ~~increased~~decreased our reported consolidated revenue growth rate for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 by ~~2.2%~~2.1% compared to the prior year period.

STORAGE RENTAL REVENUES AND SERVICE REVENUES

Primary factors influencing the change in reported consolidated storage rental revenue and reported service revenues for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 include the following:



STORAGE RENTAL REVENUES						•organic storage rental revenue growth driven by increased volume in faster growing markets and our Global Data Center Business segment and revenue management; •a ~~2.4%~~2.3% increase in total global volume ~~(excluding~~excluding deconsolidations (also excluding acquisitions, total global volume increased ~~0.3%~~0.1%); and •~~an increase~~a decrease of ~~$41.1~~$11.7 million due to foreign currency exchange rate fluctuations.


SERVICE REVENUES						•~~an increase in service activity levels, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations;~~ •organic service revenue growth reflecting increased service activity levels; ~~and~~ •an increase of ~~$22.3~~$59.6 million due to our recent acquisition of ITRenew; and •a decrease of $6.9 million due to foreign currency exchange rate fluctuations.


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~32									39IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

OPERATING EXPENSES

COST OF SALES

Consolidated Cost of sales (excluding depreciation and amortization) consists of the following expenses (in thousands):


		THREE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2021		2020		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2021		2020					2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021
Labor	Labor	$	190,285	$	183,878	$	6,407	3.5	%	2.6	%	16.8	%	17.7	%	(0.9)	%	Labor	$	201,501	$	189,396	$	12,105	6.4	%	8.4	%	16.1	%	17.5	%			(1.4)	%
Facilities	Facilities	202,426		179,031		23,395		13.1	%	11.7	%	17.9	%	17.3	%	0.6	%	Facilities	218,319		194,963		23,356		12.0	%	14.0	%	17.5	%	18.0	%	(0.5)	%
Transportation	Transportation	33,314		30,890		2,424		7.8	%	7.0	%	2.9	%	3.0	%	(0.1)	%	Transportation	35,268		30,843		4,425		14.3	%	16.6	%	2.8	%	2.9	%	(0.1)	%
Product Cost of Sales and Other	Product Cost of Sales and Other	55,638		40,706		14,932		36.7	%	35.5	%	4.9	%	3.9	%	1.0	%	Product Cost of Sales and Other	91,534		36,707		54,827		149.4	%	154.7	%	7.3	%	3.4	%	3.9	%

Total Cost of sales	Total Cost of sales	$	481,663	$	434,505	$	47,158	10.9	%	9.7	%	42.6	%	41.9	%	0.7	%	Total Cost of sales	$	546,622	$	451,909	$	94,713	21.0	%	23.2	%	43.8	%	41.8	%	2.0	%

NINE MONTHS ENDED SEPTEMBER 30, PERCENTAGE
CHANGE % OF
CONSOLIDATED
REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2021 2020
Labor $ 578,765 $ 552,396 $ 26,369 4.8 % 2.8 % 17.4 % 17.9 % (0.5) %
Facilities 593,487 537,181 56,306 10.5 % 8.0 % 17.8 % 17.4 % 0.4 %
Transportation 101,241 97,990 3,251 3.3 % 0.8 % 3.0 % 3.2 % (0.2) %
Product Cost of Sales and Other 134,658 112,904 21,754 19.3 % 16.6 % 4.0 % 3.7 % 0.3 %
COVID-19 Costs — 7,648 (7,648) (100.0) % (100.0) % — % 0.2 % (0.2) %
Total Cost of sales $ 1,408,151 $ 1,308,119 $ 100,032 7.6 % 6.0 % 42.3 % 42.4 % (0.1) %

Primary factors influencing the change in reported consolidated Cost of sales for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 include the following:

•an increase in labor costs driven by an increase in service activity ~~particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations,~~and the impact of recent acquisitions, partially offset by benefits from Project Summit;

•an increase in facilities expenses driven by increases in rent expense, reflecting the impact from our sale-leaseback activity during ~~the second half of 2020 and first nine months of~~ 2021 (which we expect to continue for the remainder of ~~2021~~2022 as we continue to look for future opportunities to monetize a small portion of our owned industrial real estate assets as part of our ongoing capital recycling program), as well as ~~increases~~increase in ~~property taxes, insurance~~utilities and building maintenance costs;

•an increase in product cost of sales and other driven by ~~an increase in project activity;~~the acquisition of ITRenew; and

•~~an increase~~a decrease of ~~$28.4~~$8.3 million due to foreign currency exchange rate fluctuations.


40									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

Consolidated Selling, general and administrative expenses consists of the following expenses (in thousands):

THREE MONTHS ENDED SEPTEMBER 30, PERCENTAGE CHANGE % OF
CONSOLIDATED
REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2021 2020
General, Administrative and Other $ 183,476 $ 176,801 $ 6,675 3.8 % 3.1 % 16.2 % 17.1 % (0.9) %
Sales, Marketing and Account Management 58,120 55,294 2,826 5.1 % 4.1 % 5.1 % 5.3 % (0.2) %
Total Selling, general and administrative expenses $ 241,596 $ 232,095 $ 9,501 4.1 % 3.3 % 21.4 % 22.4 % (1.0) %


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2021		2020		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2021		2020					2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021
General, Administrative and Other	General, Administrative and Other	$	561,686	$	544,000	$	17,686	3.3	%	1.8	%	16.9	%	17.6	%	(0.7)	%	General, Administrative and Other	$	206,316	$	188,993	$	17,323	9.2	%	10.6	%	16.5	%	17.5	%	(1.0)	%
Sales, Marketing and Account Management	Sales, Marketing and Account Management	198,412		167,138		31,274		18.7	%	16.3	%	6.0	%	5.4	%	0.6	%	Sales, Marketing and Account Management	74,407		69,730		4,677		6.7	%	8.2	%	6.0	%	6.4	%	(0.4)	%
COVID-19 Costs		—		1,637		(1,637)		(100.0)	%	(100.0)	%	—	%	0.1	%	(0.1)	%

Total Selling, general and administrative expenses	Total Selling, general and administrative expenses	$	760,098	$	712,775	$	47,323	6.6	%	5.0	%	22.8	%	23.1	%	(0.3)	%	Total Selling, general and administrative expenses	$	280,723	$	258,723	$	22,000	8.5	%	10.0	%	22.5	%	23.9	%	(1.4)	%

Primary factors influencing the change in reported consolidated Selling, general and administrative expenses for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 include the following:

•an increase in general, administrative and other expenses, driven by recent acquisitions, higher wages and benefits, employee related costs and ~~stock-based compensation expense,~~professional fees partially offset by ~~other employee related costs, reflecting ongoing cost containment measures and~~ benefits from Project ~~Summit, as well as lower professional fees and bad debt expense;~~Summit;

•an increase in sales, marketing and account management expenses, driven by recent acquisitions, higher compensation expense, primarily reflecting increased ~~salaries~~wages and ~~sales commissions, as well as increased marketing costs;~~benefits, partially offset by lower professional fees; and

•~~an increase~~a decrease of ~~$11.4~~$3.4 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense increased by ~~$12.5~~$5.9 million, or ~~3.7%~~5.2%, for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the prior year period. See Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense increased by ~~$11.0~~$12.0 million, or ~~7.4%~~23.5%, for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the prior year period.

~~ACQUISITION AND INTEGRATION COSTS~~

~~Acquisition and Integration Costs for the nine months ended September 30, 2021 were approximately $3.4 million and primarily consist of legal and professional fees.~~

~~RESTRUCTURING CHARGES~~

Restructuring Charges for the nine months ended September 30, 2021 and 2020 were approximately $129.7 million and $128.7 million, respectively, and primarily consist of employee severance costs and professional fees associated with Project Summit.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									4133

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Part I. Financial Information

~~(GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT~~ACQUISITION AND ~~EQUIPMENT, NET~~INTEGRATION COSTS

~~Consolidated gain on disposal/write-down of property, plant~~Acquisition and ~~equipment, net~~Integration Costs for the ~~nine~~three months ended ~~September 30, 2021 was~~March 31, 2022 were approximately ~~$134.3~~$15.7 million ~~which~~and primarily ~~consisted~~consist of ~~gains of approximately $127.4 million associated with the sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021.~~

~~Consolidated gain on disposal/write-down of property, plant~~legal and equipment, net for the nine months ended September 30, 2020 was approximately $78.2 million, which primarily consisted of gains of approximately $76.4 million associated with the sale-leaseback transactions of two facilities in the United States during the third quarter of 2020.

~~Consolidated gain on disposal/write-down of property, plant and equipment recognized during both 2021 and 2020 are a result of our program to monetize a small portion of our industrial assets.~~professional fees.

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Consolidated interest expense, net increased by ~~$0.1~~$10.0 million, to ~~$313.5~~$114.4 million in the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 from ~~$313.4~~$104.4 million in the prior year ~~period.~~period, primarily driven by an increase in average debt balances at March 31, 2022. See Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our indebtedness.

OTHER EXPENSE (INCOME) ~~EXPENSE,~~, NET

Consolidated other expense (income) ~~expense,~~, net consists of the following (in thousands):


		THREE MONTHS ENDED SEPTEMBER 30,				DOLLAR CHANGE				NINE MONTHS ENDED SEPTEMBER 30,								DOLLAR CHANGE					THREE MONTHS ENDED MARCH 31,				DOLLAR CHANGE
DESCRIPTION	DESCRIPTION	2021		2020				2021				2020				DESCRIPTION				2022				2021
Foreign currency transaction losses (gains), net		$	(23,200)	$	29,635			$	(52,835)			$	(16,157)			$	(6,293)				$	(9,864)
Foreign currency transaction (gains) losses, net																				Foreign currency transaction (gains) losses, net			$	(13,201)	$	2,314			$	(15,515)
Debt extinguishment expense	Debt extinguishment expense	—		51,260		(51,260)				—				68,300				(68,300)		Debt extinguishment expense			671		—		671
Other, net(1)	Other, net(1)	4,699		2,570		2,129				(183,861)				4,432				(188,293)		Other, net(1)			68,431		2,399		66,032
Other (Income) Expense, Net		$	(18,501)	$	83,465	$	(101,966)			$	(200,018)			$	66,439			$	(266,457)
Other Expense (Income), Net																				Other Expense (Income), Net			$	55,901	$	4,713	$	51,188

(1)On March 24, 2022, as a result of our loss of control, we deconsolidated the businesses included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately $105.8 million associated with the deconsolidation to Other expense (income), net ~~for~~in the ~~nine months ended September 30, 2021 is primarily comprised~~first quarter of ~~(a)~~2022 representing the difference between the net asset value prior to the deconsolidation and subsequent remeasurement of the retained investment to fair value of zero. The loss was partially offset by a gain of approximately ~~$180.6 million associated with our IPM Divestment and (b) a gain of approximately $20.3~~$35.8 million associated with the ~~loss of control and related deconsolidation, as of May 18, 2021, of one of our wholly owned Netherlands subsidiaries, for which we had value-added tax liability exposure that was recorded in 2019.~~Clutter Transaction (as defined below).

PROVISION FOR INCOME TAXES

We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year.

Our effective tax rates for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ are as follows:

THREE MONTHS ENDED
SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Effective Tax Rate(1)
29.1 % 26.5 % 28.1 % 25.7 %


	THREE MONTHS ENDED MARCH 31,
	2022(1)		2021(2)
Effective Tax Rate	19.5	%	23.9	%

(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended March 31, 2021 were the benefits derived from the dividends paid deduction and ~~2020 were~~ the impacts of differences in the tax rates atto which our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021,reflects a discrete tax expense of approximately $12.0 million primarily resulting from a tax law change in the United Kingdom.subject.

At December 31, 2020, we concluded that it was our intent to indefinitely reinvest our current and future undistributed earnings of certain of our unconverted foreign taxable REIT subsidiaries (“TRSs”) outside the United States, with the exception of certain limited instances. During 2021, as a result of the enactment of a tax law and the closing of various acquisitions, we reassessed this intention and concluded that it is no longer our intention to reinvest our undistributed earnings of our foreign TRSs indefinitely outside the United States. As a REIT, future repatriation of incremental undistributed earnings of our foreign subsidiaries will not be subject to federal or state income tax, with the exception of foreign withholding taxes. However, such future repatriations may require distribution to our stockholders in accordance with REIT distribution rules, and any such distribution may then be taxable, as appropriate, at the stockholder level. We expect to provide for foreign withholding taxes on the current and future earnings of all of our foreign subsidiaries as the result of such reassessment.


4234									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

NET INCOME (LOSS) AND ADJUSTED EBITDA

The following table reflects the effect of the foregoing factors on our consolidated Net Income (Loss) and Adjusted EBITDA (in thousands):


		THREE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE		PERCENTAGE CHANGE			THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE		PERCENTAGE CHANGE
		2021			2020								2022			2021
Net Income (Loss)	Net Income (Loss)	$	68,111		$	38,562		$	29,549	76.6	%	Net Income (Loss)	$	41,707		$	46,631		$	(4,924)	(10.6)	%
Net Income (Loss) as a percentage of Consolidated Revenue	Net Income (Loss) as a percentage of Consolidated Revenue	6.0		%	3.7		%					Net Income (Loss) as a percentage of Consolidated Revenue	3.3		%	4.3		%
Adjusted EBITDA	Adjusted EBITDA	$	417,769		$	376,012		$	41,757	11.1	%	Adjusted EBITDA	$	430,994		$	380,565		$	50,429	13.3	%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	37.0		%	36.3		%					Adjusted EBITDA Margin	34.5		%	35.2		%

NINE MONTHS ENDED
SEPTEMBER 30, DOLLAR CHANGE PERCENTAGE CHANGE
2021 2020
Net Income (Loss) $ 391,264 $ 96,341 $ 294,923 306.1 %
Net Income (Loss) as a percentage of Consolidated Revenue 11.7 % 3.1 %
Adjusted EBITDA $ 1,203,965 $ 1,101,473 $ 102,492 9.3 %
Adjusted EBITDA Margin 36.1 % 35.7 %



~~Consolidated~~ Adjusted EBITDA Margin for the ~~nine~~three months ended ~~September 30, 2021 increased~~March 31, 2022 decreased by 4070 basis points compared to the same prior year period, primarily reflecting a 110 basis point decrease from the acquisition of ITRenew, partially offset by improved service revenue trends, benefits from Project Summit, revenue management and ongoing cost containment ~~measures, partially offset by higher compensation expense and sales commissions.~~measures.			↑ INCREASED BY ~~$102.5~~$50.4 MILLION OR ~~9.3%~~13.3% ~~Consolidated~~ Adjusted EBITDA


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									4335

Table of Contents

Part I. Financial Information

SEGMENT ANALYSIS

See Note 911 to Notes to Consolidated Financial Statements included in our Annual Report for a description of our reportable operating segments.

GLOBAL RIM BUSINESS (IN THOUSANDS)


		THREE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED MARCH 31,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2021					2020													2022					2021
Storage Rental	Storage Rental	$	621,615			$	598,949			$	22,666		3.8	%					2.7	%		1.8	%			0.9		%	Storage Rental	$	638,041						$	610,694			$	27,347			4.5	%		6.4	%	4.6	%	1.8	%
Service	Service	373,962				322,824				51,138			15.8	%		14.6	%		13.8	%		0.8	%	Service	405,541					356,600				48,941			13.7		%		15.8		%		14.1	%		1.7	%
Segment Revenue	Segment Revenue	$	995,577			$	921,773			$	73,804		8.0	%		6.9	%		6.0	%		0.9	%	Segment Revenue	$	1,043,582				$	967,294			$	76,288		7.9		%		9.8		%		8.1	%		1.7	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	442,798			$	393,883			$	48,915													Segment Adjusted EBITDA	$	451,249				$	408,562			$	42,687
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	44.5		%		42.7		%																Segment Adjusted EBITDA Margin	43.2		%			42.2		%

NINE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 1,849,387 $ 1,773,364 $ 76,023 4.3 % 2.1 % 1.7 % 0.4 %
Service 1,106,416 981,930 124,486 12.7 % 10.3 % 10.0 % 0.3 %
Segment Revenue $ 2,955,803 $ 2,755,294 $ 200,509 7.3 % 5.0 % 4.6 % 0.4 %
Segment Adjusted EBITDA $ 1,281,668 $ 1,169,671 $ 111,997
Segment Adjusted EBITDA Margin 43.4 % 42.5 %

~~NINE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL RIM BUSINESS (IN MILLIONS)~~

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the nine months ended September 30, 2021 compared to the prior year period include the following:

•~~organic storage rental revenue growth driven by revenue management and volume;~~

•organic service revenue growth mainly driven by increased traditional service activity levels, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations, and growth in our Global Digital Solutions and Secure Information Technology Asset Disposition businesses;

•~~an increase in revenue of $58.9 million due to foreign currency exchange rate fluctuations;~~

•~~a 2.3% increase in global records management volume (excluding acquisitions, global records management volume increased 0.1%); and~~

•a 90 basis point increase in Adjusted EBITDA Margin primarily driven by benefits from Project Summit, revenue management, ongoing cost containment measures and lower bad debt expense, partially offset by increases in compensation, benefits, sales commissions and rent expense.

~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

~~GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)~~

THREE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 72,411 $ 68,416 $ 3,995 5.8 % 5.4 % 5.4 % — %
Service 16,176 4,398 11,778 267.8 % 266.1 % 266.1 % — %
Segment Revenue $ 88,587 $ 72,814 $ 15,773 21.7 % 21.2 % 21.2 % — %
Segment Adjusted EBITDA $ 35,097 $ 33,359 $ 1,738
Segment Adjusted EBITDA Margin 39.6 % 45.8 %

NINE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 210,805 $ 196,823 $ 13,982 7.1 % 5.8 % 5.8 % — %
Service 25,867 10,116 15,751 155.7 % 152.4 % 152.4 % — %
Segment Revenue $ 236,672 $ 206,939 $ 29,733 14.4 % 13.0 % 13.0 % — %
Segment Adjusted EBITDA $ 98,961 $ 94,812 $ 4,149
Segment Adjusted EBITDA Margin 41.8 % 45.8 %

~~NINE~~THREE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL RIM BUSINESS (IN MILLIONS)

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the three months ended March 31, 2022 compared to the prior year period include the following:

•organic storage rental revenue growth driven by revenue management and volume;

•a 2.2% increase in Global RIM volume excluding deconsolidations (also excluding acquisitions, Global RIM volume remained flat);

•organic service revenue growth mainly driven by increases in our traditional service activity levels and growth in our Global Digital Solutions and Secure IT Asset Disposition businesses;

•a decrease in revenue of $17.3 million due to foreign currency exchange rate fluctuations; and

•a 100 basis point increase in Adjusted EBITDA Margin primarily driven by revenue management, benefits from Project Summit and ongoing cost containment measures.


36									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)


	THREE MONTHS ENDED MARCH 31,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2022			2021
Storage Rental	$	87,451		$	67,157		$	20,294	30.2	%	31.7	%	26.3	%	5.4	%
Service	9,536			3,951			5,585		141.4	%	147.5	%	144.4	%	3.1	%
Segment Revenue	$	96,987		$	71,108		$	25,879	36.4	%	38.1	%	32.8	%	5.3	%
Segment Adjusted EBITDA	$	41,977		$	30,432		$	11,545
Segment Adjusted EBITDA Margin	43.3		%	42.8		%

THREE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL DATA CENTER BUSINESS (IN MILLIONS)

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue, Adjusted EBITDA and Adjusted EBITDA Margin in our Global Data Center Business segment for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the prior year period include the following:

•organic storage rental revenue growth from leases signed during the first ~~nine~~three months of ~~2021~~2022 and in prior periods, and service revenue growth from project revenue, partially offset by churn of ~~810~~200 basis points;

•an increase in Adjusted EBITDA primarily driven by organic storage rental revenue growth; and

•a ~~400~~50 basis point ~~decrease~~increase in Adjusted EBITDA Margin reflecting ongoing overhead cost management, partially offset by higher pass-through power costs, and a change in revenue mix due to lower margin project revenue during the period, which is expected to have a temporary impact on segment margins.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									4537

Table of Contents

Part I. Financial Information

CORPORATE AND OTHER BUSINESS (IN THOUSANDS)

THREE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 24,588 $ 28,929 $ (4,341) (15.0) % (15.5) % 8.7 % (24.2) %
Service 21,396 13,131 8,265 62.9 % 61.9 % 29.6 % 32.3 %
Segment Revenue $ 45,984 $ 42,060 $ 3,924 9.3 % 8.6 % 16.8 % (8.2) %
Segment Adjusted EBITDA $ (60,126) $ (51,230) $ (8,896)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue (5.3) % (4.9) %


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED MARCH 31,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2021					2020													2022					2021
Storage Rental	Storage Rental	$	84,750			$	86,610			$	(1,860)		(2.1)	%					(3.1)	%		5.5	%			(8.6)		%	Storage Rental	$	25,578						$	30,205			$	(4,627)			(15.3)	%		(14.9)	%	8.0	%	(22.9)	%
Service	Service	54,719				38,774				15,945			41.1	%		37.1	%		15.2	%		21.9	%	Service	81,899					13,433				68,466			509.7		%		525.5		%		30.5	%		495.0	%
Segment Revenue	Segment Revenue	$	139,469			$	125,384			$	14,085		11.2	%		9.5	%		8.8	%		0.7	%	Segment Revenue	$	107,477				$	43,638			$	63,839		146.3		%		149.0		%		16.4	%		132.6	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	(176,664)			$	(163,010)			$	(13,654)													Segment Adjusted EBITDA	$	(62,232)				$	(58,429)			$	(3,803)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue	Segment Adjusted EBITDA as a percentage of Consolidated Revenue	(5.3)		%		(5.3)		%																Segment Adjusted EBITDA as a percentage of Consolidated Revenue	(5.0)		%			(5.4)		%

Primary factors influencing the change in revenue and Adjusted EBITDA in our Corporate and Other Business segment for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the prior year period include the following:

•a decrease in reported storage revenue reflecting the IPM Divestment in the second quarter of 2021;

•reported service revenue for the three months ended March 31, 2022 includes the impact of the acquisition of ITRenew of $59.6 million;

•organic service revenue growth mainly driven by increased service activity levels in our Fine Arts ~~business, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations;~~business; and

•a decrease in Adjusted EBITDA driven by higher ~~wages~~compensation expense, employee related costs and ~~benefits,~~professional fees, partially offset by benefits from Project Summit, improved service revenue trends and ~~ongoing cost containment measures.~~the impact of the acquisition of ITRenew.


4638									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

LIQUIDITY AND CAPITAL RESOURCES

GENERAL

We expect to meet our short-term and long-term cash flow requirements through cash generated from operations, cash on hand, borrowings under our Credit Agreement (as defined below) and proceeds from monetizing a small portion of our total industrial real estate assets in the future, as well as other potential financings (such as the issuance of debt or equity). Our cash flow requirements, both in the near and long term, include, but are not limited to, capital expenditures, the repayment of outstanding debt, shareholder dividends, ~~Project Summit initiatives,~~ potential and pending business acquisitions and investments and normal business operation needs.

~~PROJECT SUMMIT~~

As disclosed above, in October 2019, we announced Project Summit. We estimate that the implementation of Project Summit will result in total Restructuring Charges of $450.0 million. From the inception of Project Summit through September 30, 2021, we have incurred approximately $372.7 million of Restructuring Charges related to Project Summit, primarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees. From the inception of Project Summit through September 30, 2021, we have also incurred $26.7 million of capital expenditures.

CASH FLOWS

The following is a summary of our cash balances and cash flows (in thousands) as of and for the ~~nine~~three months ended ~~September 30,~~March 31,


		2021		2020			2022		2021
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	463,337	$	627,218	Cash Flows from Operating Activities	$	54,506	$	68,829
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(319,785)		(360,131)		Cash Flows from Investing Activities	(889,754)		(158,630)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	(177,587)		(307,174)		Cash Flows from Financing Activities	771,553		29,490
Cash and Cash Equivalents, including Restricted Cash, End of Period	Cash and Cash Equivalents, including Restricted Cash, End of Period	161,439		151,972		Cash and Cash Equivalents, including Restricted Cash, End of Period	195,660		138,944

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, net cash flows provided by operating activities decreased by ~~$163.9~~$14.3 million compared to the prior year period, primarily due to a decrease in cash from working capital of ~~$185.9~~$81.8 million, primarily related to the timing of accounts payable and accrued expenses and collections of accounts receivable, partially offset by an increase in net income (including non-cash charges) of ~~$22.0~~$67.5 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

Our significant investing activity during the ~~nine~~three months ended ~~September 30, 2021 is highlighted below:~~March 31, 2022 included:

•We paid cash for capital expenditures of ~~$419.0~~$161.1 million. Additional details of our capital spending are included in the “Capital ~~Expenditures"~~Expenditures” section below.

•We paid cash for acquisitions (net of cash acquired) of ~~$203.8~~$717.9 million, primarily funded by cash on hand and borrowings under our Revolving Credit Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).

•We received $214.9 million in proceeds from sales of property, plant and equipment, primarily related to proceeds from sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021.

•~~We received $213.9 million in net proceeds from the IPM Divestment.~~

C. CASH FLOWS FROM FINANCING ACTIVITIES

Our significant financing activities during the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 included:

•Net proceeds of ~~$414.9~~$975.3 million primarily associated with borrowings under the Revolving Credit Facility, Term Loan A and the Accounts Receivable Securitization Program.

•~~Repurchase of noncontrolling interest of $75.0 million.~~

•Payment of dividends in the amount of ~~$538.9~~$184.4 million on our common stock.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									4739

Table of Contents

Part I. Financial Information

CAPITAL EXPENDITURES

During 2020, a portion of what was previously categorized as Non-Real Estate Growth Capital Expenditures was recategorized as Real Estate Growth Capital Expenditures and the remaining portion was recategorized as Recurring Capital Expenditures. In addition, capital expenditures associated with restructuring (including Project Summit) and integration of acquisitions, which was previously categorized as recurring capital expenditures, have been recategorized as Innovation and Other. We have reclassified the categorization of our prior year capital expenditures to conform with our current presentation.

The following table presents our capital spend for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ organized by the type of the spending as described in our Annual Report (in thousands):


		NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
NATURE OF CAPITAL SPEND	NATURE OF CAPITAL SPEND	2021		2020		NATURE OF CAPITAL SPEND	2022		2021
Growth Investment Capital Expenditures:	Growth Investment Capital Expenditures:					Growth Investment Capital Expenditures:
Data Center	Data Center	$	209,097	$	151,692	Data Center	$	82,159	$	58,891
Real Estate	Real Estate	60,558		45,888		Real Estate	27,290		19,717
Innovation and Other	Innovation and Other	15,445		5,670		Innovation and Other	6,020		6,250
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	285,100		203,250		Total Growth Investment Capital Expenditures	115,469		84,858
Recurring Capital Expenditures:	Recurring Capital Expenditures:					Recurring Capital Expenditures:
Real Estate	Real Estate	$	43,398	$	28,242	Real Estate	$	7,541	$	13,225
Non-Real Estate	Non-Real Estate	52,153		43,196		Non-Real Estate	24,776		14,266
Data Center	Data Center	6,936		8,083		Data Center	2,468		1,092
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	102,487		79,521		Total Recurring Capital Expenditures	34,785		28,583
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	$	387,587	$	282,771	Total Capital Spend (on accrual basis)	$	150,254	$	113,441
Net increase (decrease) in prepaid capital expenditures	Net increase (decrease) in prepaid capital expenditures	279		2,221		Net increase (decrease) in prepaid capital expenditures	1,051		49
Net decrease (increase) in accrued capital expenditures	Net decrease (increase) in accrued capital expenditures	31,110		24,170		Net decrease (increase) in accrued capital expenditures	9,745		32,038
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	418,976	$	309,162	Total Capital Spend (on cash basis)	$	161,050	$	145,528

Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately ~~$550.0~~$950.0 million for the year ending December 31, ~~2021.~~2022. Of this, we expect our capital expenditures for growth investment to be approximately ~~$410.0~~$800.0 million, and our recurring capital expenditures to ~~be approximately $140.0~~approach $155.0 million. ~~Our~~Approximately $625.0 million of our expected capital expenditures ~~for growth investment includes~~relates to Global Data Center Business development ~~spend of approximately $300.0 million.~~spend.

DIVIDENDS

See Note 8 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for a listing of dividends that we declared during the first ~~nine~~three months of ~~2021~~2022 and fiscal year ~~2020.~~2021.

On ~~November 4, 2021,~~April 28, 2022, we declared a dividend to our stockholders of record as of ~~December~~June 15, ~~2021~~2022 of $0.6185 per share, payable on ~~January~~July 6, 2022.


4840									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

FINANCIAL INSTRUMENTS AND DEBT

Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents (including money market funds and time deposits) and accounts receivable. The only significant concentration of liquid investments as of ~~September 30, 2021~~March 31, 2022 is related to cash and cash equivalents. See Note 2.f. to Notes to ~~the~~ Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market funds and time deposits.

Long-term debt as of ~~September 30, 2021~~March 31, 2022 is as follows (in thousands):


		SEPTEMBER 30, 2021						MARCH 31, 2022
		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT				DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT
Revolving Credit Facility	Revolving Credit Facility	$	310,000	$	(6,034)	$	303,966		Revolving Credit Facility	$	650,000	$	(10,096)	$	639,904
Term Loan A	Term Loan A	206,250		—		206,250			Term Loan A	250,000		—		250,000
Term Loan B	Term Loan B	674,540		(5,308)		669,232			Term Loan B	671,153		(4,683)		666,470
Australian Dollar Term Loan	Australian Dollar Term Loan	223,109		(881)		222,228			Australian Dollar Term Loan	226,517		(517)		226,000
UK Bilateral Revolving Credit Facility	UK Bilateral Revolving Credit Facility	188,431		(874)		187,557			UK Bilateral Revolving Credit Facility	183,870		(525)		183,345

37/8% GBP Senior Notes due 2025 (the “GBP Notes”)	37/8% GBP Senior Notes due 2025 (the “GBP Notes”)	538,374		(4,151)		534,223			37/8% GBP Senior Notes due 2025 (the “GBP Notes”)	525,342		(3,554)		521,788
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)	47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)	1,000,000		(8,532)		991,468			47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)	1,000,000		(7,821)		992,179
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)	51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)	825,000		(7,676)		817,324			51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)	825,000		(7,085)		817,915
5% Senior Notes due 2028 (the “5% Notes”)(1)		500,000		(4,944)		495,056
5% Senior Notes due 2028 (the “5% Notes due 2028”)(1)									5% Senior Notes due 2028 (the “5% Notes due 2028”)(1)	500,000		(4,582)		495,418
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)	47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)	1,000,000		(11,573)		988,427			47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)	1,000,000		(10,849)		989,151
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)	51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)	1,300,000		(13,287)		1,286,713			51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)	1,300,000		(12,535)		1,287,465
41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)	41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)	1,100,000		(11,715)		1,088,285			41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)	1,100,000		(11,093)		1,088,907
5% Senior Notes due 2032 (the “5% Notes due 2032”)									5% Senior Notes due 2032 (the “5% Notes due 2032”)	750,000		(13,499)		736,501
55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)	55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)	600,000		(6,292)		593,708			55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)	600,000		(6,001)		593,999
Real Estate Mortgages, Financing Lease Liabilities and Other	Real Estate Mortgages, Financing Lease Liabilities and Other	483,934		(905)		483,029			Real Estate Mortgages, Financing Lease Liabilities and Other	446,394		(795)		445,599
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	266,400		(449)		265,951			Accounts Receivable Securitization Program	300,000		(450)		299,550
Total Long-term Debt	Total Long-term Debt	9,216,038		(82,621)		9,133,417			Total Long-term Debt	10,328,276		(94,085)		10,234,191
Less Current Portion	Less Current Portion	(319,025)		881		(318,144)			Less Current Portion	(91,180)		—		(91,180)
Long-term Debt, Net of Current Portion	Long-term Debt, Net of Current Portion	$	8,897,013	$	(81,740)	$	8,815,273		Long-term Debt, Net of Current Portion	$	10,237,096	$	(94,085)	$	10,143,011

(1)Collectively, the “Parent ~~Notes"~~Notes”.

See Note 67 to Notes to Consolidated Financial Statements included in our Annual Report and Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our long-term debt.

~~UK BILATERAL REVOLVING CREDIT FACILITY~~

On May 25, 2021, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") entered into an amendment to the UK Bilateral Facility with Barclays Bank PLC to (i) modify the interest rate from LIBOR plus 2.25% to LIBOR plus 2.0% (with flexibility built in for the expected transition away from LIBOR) and (ii) add an additional option to extend the maturity date by one year. After this amendment, the UK Bilateral Facility contains two one-year options that allow us to extend the maturity date beyond the September 23, 2022 expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the one-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.

~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM~~

On June 28, 2021, we entered into an amendment to the Accounts Receivable Securitization Program to extend the maturity date from July 30, 2021 to July 1, 2023, at which point all obligations become due. The interest rate under the amended Accounts Receivable Securitization Program is LIBOR plus 1.0%. The full amount outstanding under the Accounts Receivable Securitization Program is classified within long-term debt, net of current portion at September 30, 2021 and within current portion of long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheets. There were no other changes to the terms of the Accounts Receivable Securitization Program described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									4941

Table of Contents

Part I. Financial Information

~~CASH POOLING~~CREDIT AGREEMENT

~~During~~Our credit agreement (the “Credit Agreement”) consists of a revolving credit facility (the “Revolving Credit Facility”), a term loan A (the “Term Loan A”) and a term loan B (the “Term Loan B”). On March 18, 2022, we entered into an amendment to the ~~third quarter~~Credit Agreement which included the following changes:

(i) extended the maturity date of ~~2021,~~the Revolving Credit Facility and Term Loan A from June 3, 2023 to March 18, 2027;

(ii) refinanced and increased the borrowing capacity that IMI and certain of ~~our~~its United States and foreign subsidiaries inare able to borrow under the ~~Asia Pacific region began~~Revolving Credit Facility from $1,750.0 million to ~~participate in two cash pooling arrangements~~$2,250.0 million;

(iii) refinanced the existing Term Loan A with ~~JP Morgan Chase Bank, N.A. (“JPM”), one~~a new $250.0 million Term Loan A; and

(iv) increased the net total lease adjusted leverage ratio maximum allowable from 6.5x to 7.0x and removed the net secured lease adjusted leverage ratio requirement.

On March 18, 2022, we borrowed the full amount of ~~which~~the Term Loan A. As of March 31, 2022, we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the “JPM QRS Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS Cash Pool") (collectively, the “JPM Cash Pools”). Under the JPM Cash Pools, cash deposited by participating subsidiaries with JPM is pledged as security against the debit balances of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Condensed Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in the JPM Cash Pools. We have executed overdraft facility agreements for the JPM QRS Cash Pool and the JPM TRS Cash Pool in amounts not to exceed $12.0had $650.0 million, $250.0 million and ~~$10.0~~$672.0 million of outstanding borrowings under the Revolving Credit Facility, Term Loan A and Term Loan B, respectively. ~~Each overdraft facility~~In addition, we also had various outstanding letters of credit totaling $3.1 million. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2022 was $1,596.9 million (which represents the maximum availability as of such date). Additionally, the Credit Agreement permits us to ~~cover~~incur incremental indebtedness thereunder by adding new term loans or revolving loans or by increasing the principal amount of any existing loans thereunder, subject to a ~~temporary net debit position in~~cap contained therein.

AUSTRALIAN DOLLAR TERM LOAN

On March 18, 2022, Iron Mountain Australia Group Pty, Ltd. (“IM Australia”), a wholly owned subsidiary of IMI, amended its AUD Term Loan to (i) extend the ~~applicable pool.~~

~~In addition~~maturity date from September 22, 2022 to September 30, 2026 and (ii) decrease the ~~JPM Cash Pools, we also utilize two separate cash pooling arrangements~~interest rate from BBSY (an Australian benchmark variable interest rate) plus 3.875% to BBSY plus 3.625%. All other terms of the AUD Term Loan remain consistent with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detailwhat was disclosed in Note 67 to Notes to Consolidated Financial Statements included in our Annual Report.

LETTERS OF CREDIT

As of ~~September 30, 2021,~~March 31, 2022, we had outstanding letters of credit totaling $36.5 million, of which $3.1 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~October 2021~~April 2022 and ~~March 2025.~~January 2033.

DEBT COVENANTS

The Credit Agreement, ~~(as defined in Note 6 to Notes of Condensed Consolidated Financial Statements included in this Quarterly Report),~~ our bond indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take other specified corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our bond indentures or other agreements governing our indebtedness. The Credit Agreement requires that we satisfy a fixed charge coverage ratio ~~a net total lease adjusted leverage ratio~~ and a net ~~secured debt~~total lease adjusted leverage ratio on a quarterly basis and our bond indentures require that, among other things, we satisfy a leverage ratio (not lease adjusted) or a fixed charge coverage ratio (not lease adjusted), as a condition to taking actions such as paying dividends and incurring indebtedness.

The Credit Agreement uses ~~EBITDAR-based~~earnings before interest, taxes, depreciation and amortization and rent expense (“EBITDAR”) based calculations and the bond indentures use ~~EBITDA-based~~earnings before interest, taxes, depreciation and amortization (“EBITDA”) based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. These adjustments can be significant. For example, the calculation of financial performance under the Credit Agreement and certain of our bond indentures includes (subject to specified exceptions and caps) adjustments for non-cash charges and for expected benefits associated with (i) completed acquisitions, (ii) certain executed lease agreements associated with our data center business that have yet to commence, and (iii) restructuring and other strategic initiatives, such as Project Summit. The calculation of financial performance under our other bond indentures includes, for example, adjustments ~~(i)~~ for non-cash charges and for expected benefits associated with (i) completed acquisitions, and (ii) ~~to exclude the effects of~~ events that are extraordinary, unusual or ~~non-recurring, such as the COVID-19 pandemic.~~non-recurring.


42									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

Our leverage and fixed charge coverage ratios under the Credit Agreement ~~and our indentures~~ as of ~~September 30, 2021~~March 31, 2022 are as follows:

~~SEPTEMBER 30, 2021~~MARCH 31, 2022

MAXIMUM/MINIMUM ALLOWABLE

Net total lease adjusted leverage ratio

5.4

Maximum allowable of ~~6.5~~

~~Net secured debt lease adjusted leverage ratio~~

~~2.1~~

~~Maximum allowable of 4.0~~7.0

Fixed charge coverage ratio

~~2.3~~2.4

Minimum allowable of 1.5

~~Bond leverage ratio (not lease adjusted)~~

~~5.8~~

~~Maximum allowable of 7.0(1)~~

~~Bond fixed charge coverage ratio (not lease adjusted)~~

~~3.3~~

~~Minimum allowable of 2.0(1)~~

~~(1)The indentures for the GBP Notes, the 4~~7/8~~% Notes due 2027, the 5~~1/4~~% Notes due 2028 and the 4~~7/8~~% Notes due 2029 include a maximum leverage ratio covenant. The indentures for the 5% Notes, the 5~~1/4~~% Notes due 2030, the 4~~1/2~~% Notes and the 5~~5/8% Notes do not include a maximum leverage ratio covenant; the indentures for these notes instead require us to maintain a minimum fixed charge coverage ratio. In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio or bond fixed charge coverage ratio exceeding or falling below the maximum or minimum permitted ratio under our indentures and still remain in compliance with the applicable covenant.

~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~

~~Table of Contents~~

~~Part I. Financial Information~~

We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of March 31, 2022. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

Our ability to pay interest on or to refinance our indebtedness depends on our future performance, working capital levels and capital structure, which are subject to general economic, financial, competitive, legislative, regulatory and other factors which may be beyond our control. There can be no assurance that we will generate sufficient cash flow from our operations or that future financings will be available on acceptable terms or in amounts sufficient to enable us to service or refinance our indebtedness or to make necessary capital expenditures.

DERIVATIVE INSTRUMENTS

A. INTEREST RATE SWAP AGREEMENTS

In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These swap agreements expired in March 2022. In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. As of ~~September 30, 2021,~~March 31, 2022, we had $350.0 million in notional value of interest rate swap agreements outstanding, which expire in March ~~2022.~~2024. Under the interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements.

In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness once our current interest rate swap agreements expire in March 2022. The forward-starting interest rate swap agreements have $350.0 million in notional value, commence in March 2022 and expire in March 2024. Under the forward-starting interest rate swap agreements, we will receive variable rate interest payments based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements.

We have designated these ~~interest rate swap agreements, including the forward-starting~~ interest rate swap agreements as cash flow hedges.

B. CROSS-CURRENCY SWAP AGREEMENTS

We enter into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. The cross-currency swap agreements are designated as a hedge of net investment against certain of our Euro denominated subsidiaries and require an exchange of the notional amounts at maturity.

In August 2019, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $110.0 million at an interest rate of 6.0% for approximately 99.1 million Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023.

In September 2020, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $359.2 million at an interest rate of 4.5% for approximately 300.0 million Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026.

See Note 5 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information on our derivative instruments.

~~EQUITY FINANCING~~ACQUISITIONS

~~In 2017,~~On January 25, 2022, we ~~entered into a distribution agreement pursuant to which we may sell, from time to time, up to~~acquired an ~~aggregate sales~~approximately 80% interest in ITRenew, at an agreed upon purchase price of ~~$500.0~~$725.0 million, subject to certain working capital adjustments at, and subsequent to, the closing (the “ITRenew Transaction”). At closing, we paid approximately $748.8 million and acquired approximately $30.7 million of ~~our common stock through~~cash on hand, for a net purchase price of approximately $718.1 million for the ~~agents under~~ITRenew Transaction. The acquisition agreement provides us the ~~agreement (the “At The Market (ATM) Equity Program”). During~~option to purchase, and provides the ~~nine months ended September 30, 2021, there were no shares~~shareholders of ~~common stock sold under~~ITRenew the ~~At The Market (ATM) Equity Program. As of September 30, 2021,~~option to sell, the remaining ~~aggregate sale price~~approximately 20% interest in ITRenew as follows: (i) approximately 16% on or after the second anniversary of ~~shares~~the ITRenew Transaction and (ii) approximately 4% on or after the third anniversary of the ITRenew Transaction (collectively, the “Remaining Interests”). The total payments for the Remaining Interests, based on the achievement of certain targeted performance metrics, will be no less than $200.0 million and no more than $531.0 million (the “Deferred Purchase Obligation”). The maximum amount of the Deferred Purchase Obligation would require achievement of the targeted performance metrics at approximately two times the level that is assumed in our ~~common stock available for distribution under~~current fair value estimate of the AtDeferred Purchase Obligation of $275.1 million. From January 25, 2022, we will consolidate 100% of the revenues and expenses associated with this business. The ~~Market (ATM) Equity Program was approximately $431.2 million.~~

~~ACQUISITIONS~~

~~INFOFORT ACQUISITION~~

~~On September 15, 2021,~~Deferred Purchase Obligation is reflected as a long-term liability in ~~order to further expand~~ our ~~records management operations~~Condensed Consolidated Balance Sheet at March 31, 2022, and, accordingly, we have not reflected any non-controlling interests associated with the ITRenew Transaction as the Remaining Interests have non-substantive equity interest rights. Subsequent increases or decreases in the ~~Middle East and North Africa, we acquired Information Fort, LLC,~~fair value estimate of the Deferred Purchase Obligation will be included as a ~~records and information management provider, for approximately $90.3 million.~~component of Other expense (income), net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid.

~~FRANKFURT DATA CENTER ACQUISITION~~

On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77.9 million Euros (or approximately $91.3 million, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition).


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									5143

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Part I. Financial Information

~~OTHER 2021 ACQUISITIONS~~INVESTMENTS

In ~~addition~~February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the “MakeSpace JV”) entered into an agreement with Clutter, Inc. (“Clutter”) pursuant to which the ~~transactions noted above, during~~equityholders of the ~~nine months ended September 30,2021, in order to enhance our existing operations~~MakeSpace JV contributed their ownership interests in the ~~United Kingdom~~MakeSpace JV and ~~Indonesia and~~Clutter’s shareholders contributed their ownership interests in Clutter to ~~expand our operations into Morocco, we completed the acquisition of two records management companies and one art storage company for total cash consideration of approximately $45.1 million.~~

~~INVESTMENTS~~

~~2021 NEWLY FORMED JOINT VENTURE~~

~~In April 2021, we closed on an agreement to form~~create a ~~joint~~newly formed venture (the ~~"Web Werks JV"~~“Clutter JV”) ~~with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India.~~. In connection with the formation of the Web Werks JV, we made an initial investment of approximately 3,750.0 million Indian rupees (or approximately $50.1 million, based upon the exchange rate between the United States dollar and Indian rupee as of the closing date of the initial investment) in exchange for ~~a noncontrolling~~our 49.99% interest in the ~~form of convertible preference shares in the Web Werks~~MakeSpace JV, (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.

~~Under the terms of the Web Werks JV shareholder agreement,~~ we are required to make additional investments over a period ending May 2023 totaling approximately 7,500.0 million Indian rupees (or approximately $100.0 million, based upon the current exchange rate between the United States dollar and Indian rupee), and, over time, we expect to acquire a majorityreceived an approximate 27% interest in the ~~Web Werks JV.~~Clutter JV (the “Clutter Transaction”). As a result of the Clutter Transaction, we recognized a gain related to our contributed interest in the MakeSpace JV of approximately $35.8 million, which was recorded to Other, net, a component of Other expense (income), net.

JOINT VENTURE SUMMARY

The following joint ventures are accounted for as equity method investments and are presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying values and equity interests in our joint ventures at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 are as follows (in thousands):

SEPTEMBER 30, 2021 DECEMBER 31, 2020
CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST
Web Werks JV $ 51,257 38 % $ — — %
Joint venture with AGC Equity Partners 26,272 20 % 26,500 20 %
Joint venture with MakeSpace Labs, Inc.(1)
27,419 48 % 16,924 39 %


	MARCH 31, 2022				DECEMBER 31, 2021
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Joint venture with Web Werks India Private Limited	$	51,258	38.50	%	$	51,140	38.50	%
Joint venture with AGC Equity Partners	26,472		20.00	%	26,167		20.00	%
MakeSpace JV	—		—	%	30,154		49.99	%
Clutter JV	66,625		26.76	%	—		—	%

~~(1)~~ ~~During the first, second and third quarters of 2021, we made capital contributions of $6.5 million to this joint venture.~~

~~See Note 2.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information regarding our 2021 joint ventures.~~


5244									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q

Table of Contents

Part I. Financial Information

ITEM 4. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

The term ~~"disclosure~~“disclosure controls and ~~procedures"~~procedures” is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the ~~"Exchange~~“Exchange Act”). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, accumulated, summarized, communicated and reported to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of ~~September 30, 2021~~March 31, 2022 (the ~~"Evaluation~~“Evaluation Date”), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management, with the participation of our principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our internal control system is designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements.

~~There~~During the three months ended March 31, 2022, we implemented a new version of our Enterprise Resource Planning (“ERP”) system in certain markets as a part of an ongoing system upgrade. We took the necessary steps to monitor and maintain appropriate internal control over financial reporting during this upgrade. We also conducted evaluations prior to and after the implementation of the new system, and confirmed that our internal control over financial reporting remains effective.

Except as described above, there were no changes in our internal control over financial reporting that occurred during the quarter ended ~~September 30, 2021,~~March 31, 2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									5345

Table of Contents

Part II. Other Information

PART II. OTHER INFORMATION

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

We did not sell any unregistered equity securities during the three months ended ~~September 30, 2021,~~March 31, 2022, nor did we repurchase any shares of our common stock during the three months ended ~~September 30, 2021.~~March 31, 2022.

ITEM 6. EXHIBITS

(A) EXHIBITS

Certain exhibits indicated below are incorporated by reference to documents we have filed with the SEC.


EXHIBIT NO.						DESCRIPTION

10.1						~~Separation~~Amendment and Restatement Agreement,, dated ~~August 6, 2021,~~ ~~between~~as of March 18, 2022, to the Credit Agreement dated as of June 27, 2011, as amended and restated as of March 18, 2022, among the Company, certain other subsidiaries of the Company party thereto, the lenders and ~~Ernest~~ other financial institutions party thereto, JPMorgan ~~Cloutier~~Chase Bank, N.A., as Administrative Agent, and JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian Administrative Agent . ~~(Filed herewith.~~(Incorporated by reference to the Company's Current Report on Form 8-K dated March 18, 2022.)
31.1						Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)

31.2						Rule 13a-14(a) Certification of Chief Financial Officer. (Filed herewith.)
32.1						Section 1350 Certification of Chief Executive Officer. (Furnished herewith.)
32.2						Section 1350 Certification of Chief Financial Officer. (Furnished herewith.)
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.


IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q									5547

Table of Contents

Part II. Other Information

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


			IRON MOUNTAIN INCORPORATED
			By:			/s/ DANIEL BORGES


						Daniel Borges Senior Vice President, Chief Accounting Officer

Dated: ~~November 4, 2021~~April 28, 2022


5648									IRON MOUNTAIN ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 FORM 10-Q


THREE MONTHS ENDED SEPTEMBER 30, 2020
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, June 30, 2020	$	1,024,331	288,142,703	$	2,881	$	4,325,803	$	(2,876,861)	$	(427,523)	$	31	$	63,512
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation	9,997		20,263	1		9,996		—		—		—		—

Parent cash dividends declared	(179,677)		—	—		—		(179,677)		—		—		—
Foreign currency translation adjustment	44,529		—	—		—		—		44,529		—		354
Change in fair value of derivative instruments	(184)		—	—		—		—		(184)		—		—
Net income (loss)	38,250		—	—		—		38,394		—		(144)		312
Noncontrolling interests dividends	—		—	—		—		—		—		—		(512)
Balance, September 30, 2020	$	937,246	288,162,966	$	2,882	$	4,335,799	$	(3,018,144)	$	(383,178)	$	(113)	$	63,666

NINE MONTHS ENDED SEPTEMBER 30, 2020
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2019	$	1,464,227	287,299,645	$	2,873	$	4,298,566	$	(2,574,896)	$	(262,581)	$	265	$	67,682
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation	34,639		863,321	9		34,630		—		—		—		—
Change in equity related to redeemable noncontrolling interests	2,603		—	—		2,603		—		—		—		(2,603)
Parent cash dividends declared	(538,531)		—	—		—		(538,531)		—		—		—
Foreign currency translation adjustment	(109,090)		—	—		—		—		(109,090)		—		(652)
Change in fair value of derivative instruments	(11,507)		—	—		—		—		(11,507)		—		—
Net income (loss)	94,905		—	—		—		95,283		—		(378)		1,436
Noncontrolling interests dividends	—		—	—		—		—		—		—		(2,197)
Balance, September 30, 2020	$	937,246	288,162,966	$	2,882	$	4,335,799	$	(3,018,144)	$	(383,178)	$	(113)	$	63,666


			FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2021 USING
DESCRIPTION	TOTAL CARRYING VALUE AT SEPTEMBER 30, 2021		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	9,186	$	—	$	9,186	$	—
Time Deposits	2,175		—		2,175		—
Trading Securities	11,713		11,572		141		—
Derivative Assets	1,214		—		1,214		—
Derivative Liabilities	15,412		—		15,412		—


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2021(1)		2020		2021(1)		2020
Foreign exchange gains (losses) associated with net investment hedge	$	—	$	(16,604)	$	—	$	(17,005)


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,				FROM THE INCEPTION OF PROJECT SUMMIT THROUGH SEPTEMBER 30, 2021
	2021		2020		2021		2020
Employee severance costs	$	6,797	$	13,579	$	14,526	$	31,229	$	82,725
Professional fees and other costs	43,635		34,792		115,160		97,486		289,954
Restructuring Charges	$	50,432	$	48,371	$	129,686	$	128,715	$	372,679



	EMPLOYEE SEVERANCE COSTS		PROFESSIONAL FEES AND OTHER		TOTAL ACCRUED RESTRUCTURING CHARGES




Balance as of December 31, 2019	$	4,823	$	12,954	$	17,777
Amounts accrued	47,349		147,047		194,396
Payments	(32,455)		(136,222)		(168,677)
Other, including currency translation adjustments	(3,439)		(4)		(3,443)
Balance as of December 31, 2020	16,278		23,775		40,053
Amounts accrued	14,525		115,161		129,686
Payments	(20,771)		(112,714)		(133,485)
Other, including currency translation adjustments	(939)		—		(939)
Balance as of September 30, 2021	$	9,093	$	26,222	$	35,315