Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 1-13045 | |
Entity Registrant Name | IRON MOUNTAIN INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 23-2588479 | |
Entity Address, Address Line One | One Federal Street | |
Entity Address, City or Town | Boston | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02110 | |
City Area Code | 617 | |
Local Phone Number | 535-4766 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Small Business Entity | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $.01 par value | |
Trading Symbol | IRM | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 287,143,406 | |
Entity Central Index Key | 0001020569 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 186,778 | $ 165,485 |
Accounts receivable (less allowances of $44,873 and $43,584 as of September 30, 2019 and December 31, 2018, respectively) | 821,926 | 846,889 |
Prepaid expenses and other | 195,189 | 195,740 |
Total Current Assets | 1,203,893 | 1,208,114 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 7,868,457 | 7,600,949 |
Less—Accumulated depreciation | (3,311,738) | (3,111,392) |
Property, Plant and Equipment, Net | 4,556,719 | 4,489,557 |
Other Assets, Net: | ||
Goodwill | 4,421,995 | 4,441,030 |
Customer relationships, customer inducements and data center lease-based intangibles | 1,415,287 | 1,506,522 |
Operating lease right-of-use assets (see Note 2.d.) | 1,765,496 | 0 |
Other | 213,777 | 211,995 |
Total Other Assets, Net | 7,816,555 | 6,159,547 |
Total Assets | 13,577,167 | 11,857,218 |
Current Liabilities: | ||
Current portion of long-term debt | 394,822 | 126,406 |
Accounts payable | 289,940 | 318,765 |
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities, see Note 2.d.) | 888,021 | 780,781 |
Deferred revenue | 257,328 | 264,823 |
Total Current Liabilities | 1,830,111 | 1,490,775 |
Long-term Debt, net of current portion | 8,220,347 | 8,016,417 |
Long-term Operating Lease Liabilities, net of current portion (see Note 2.d.) | 1,626,907 | 0 |
Other Long-term Liabilities | 130,290 | 111,331 |
Deferred Rent (see Note 2.d.) | 0 | 121,864 |
Deferred Income Taxes | 189,564 | 183,836 |
Commitments and Contingencies (see Note 8) | ||
Redeemable Noncontrolling Interests | 68,099 | 70,532 |
Iron Mountain Incorporated Stockholders' Equity: | ||
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding) | 0 | 0 |
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 287,135,194 and 286,321,009 shares as of September 30, 2019 and December 31, 2018, respectively) | 2,871 | 2,863 |
Additional paid-in capital | 4,287,964 | 4,263,348 |
(Distributions in excess of earnings) Earnings in excess of distributions | (2,433,802) | (2,139,493) |
Accumulated other comprehensive items, net | (346,203) | (265,664) |
Total Iron Mountain Incorporated Stockholders' Equity | 1,510,830 | 1,861,054 |
Noncontrolling Interests | 1,019 | 1,409 |
Total Equity | 1,511,849 | 1,862,463 |
Total Liabilities and Equity | $ 13,577,167 | $ 11,857,218 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 44,873 | $ 43,584 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized shares | 400,000,000 | 400,000,000 |
Common stock, issued shares | 287,135,194 | 286,321,009 |
Common stock, outstanding shares | 287,135,194 | 286,321,009 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||
Revenues | $ 1,062,224 | $ 1,060,991 | $ 3,182,994 | $ 3,164,272 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 451,317 | 448,018 | 1,377,963 | 1,348,203 |
Selling, general and administrative | 239,156 | 259,929 | 762,479 | 789,324 |
Depreciation and amortization | 157,561 | 157,797 | 484,375 | 474,595 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net (see Notes 2.j. and 2.m.) | (9,284) | (388) | (17,087) | (2,064) |
Total Operating Expenses | 838,750 | 865,356 | 2,607,730 | 2,610,058 |
Operating Income (Loss) | 223,474 | 195,635 | 575,264 | 554,214 |
Interest Expense, Net (includes Interest Income) | 106,677 | 103,938 | 314,427 | 303,836 |
Other (Income) Expense, Net | (13,415) | 325 | (13,397) | 1,420 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes | 130,212 | 91,372 | 274,234 | 248,958 |
Provision (Benefit) for Income Taxes | 21,928 | 14,023 | 43,127 | 39,957 |
Income (Loss) from Continuing Operations | 108,284 | 77,349 | 231,107 | 209,001 |
(Loss) Income from Discontinued Operations, Net of Tax | 0 | (11,605) | 104 | (12,427) |
Net Income (Loss) | 108,284 | 65,744 | 231,211 | 196,574 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 609 | (125) | 1,534 | 485 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 107,675 | $ 65,869 | $ 229,677 | $ 196,089 |
Earnings (Losses) per Share—Basic: | ||||
Income (Loss) from Continuing Operations (in dollars per share) | $ 0.37 | $ 0.27 | $ 0.80 | $ 0.73 |
Total (Loss) Income from Discontinued Operations, Net of Tax (in dollars per share) | 0 | (0.04) | 0 | (0.04) |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | 0.37 | 0.23 | 0.80 | 0.69 |
Earnings (Losses) per Share—Diluted: | ||||
Income (Loss) from Continuing Operations (in dollars per share) | 0.37 | 0.27 | 0.80 | 0.73 |
Total (Loss) Income from Discontinued Operations, Net of Tax (in dollars per share) | 0 | (0.04) | 0 | (0.04) |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ 0.37 | $ 0.23 | $ 0.80 | $ 0.68 |
Weighted Average Common Shares Outstanding-Basic (in shares) | 287,152,000 | 286,159,000 | 286,869,000 | 285,801,000 |
Weighted Average Common Shares Outstanding-Diluted (in shares) | 287,690,833 | 286,982,342 | 287,555,315 | 286,515,157 |
Storage rental | ||||
Revenues: | ||||
Revenues | $ 673,318 | $ 656,973 | $ 2,005,580 | $ 1,963,561 |
Service | ||||
Revenues: | ||||
Revenues | $ 388,906 | $ 404,018 | $ 1,177,414 | $ 1,200,711 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Interest income | $ 1,558 | $ 1,382 | $ 4,804 | $ 5,048 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 108,284 | $ 65,744 | $ 231,211 | $ 196,574 |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | (83,595) | (24,769) | (71,195) | (132,290) |
Change in Fair Value of Derivative Instruments | (1,496) | 1,980 | (9,101) | 4,183 |
Total Other Comprehensive (Loss) Income | (85,091) | (22,789) | (80,296) | (128,107) |
Comprehensive Income (Loss) | 23,193 | 42,955 | 150,915 | 68,467 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | (100) | (2,104) | 1,777 | (3,351) |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ 23,293 | $ 45,059 | $ 149,138 | $ 71,818 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | 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 | Over-Allotment Option | Over-Allotment OptionCommon Stock | Over-Allotment OptionAdditional Paid-in Capital | At The Market (ATM) Equity Program | At The Market (ATM) Equity ProgramCommon Stock | At The Market (ATM) Equity ProgramAdditional Paid-in Capital |
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Cumulative-effect adjustment for adoption | Accounting Standards Update 2014-09 | $ (30,233) | $ (30,233) | |||||||||||
Balance (in shares) at Dec. 31, 2017 | 283,110,183 | ||||||||||||
Balance at Dec. 31, 2017 | 2,285,134 | $ 2,831 | $ 4,164,562 | (1,779,674) | $ (103,989) | $ 1,404 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 662,389 | ||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 20,547 | $ 7 | 20,540 | ||||||||||
Issuance of shares | $ 76,192 | $ 22 | $ 76,170 | $ 8,716 | $ 2 | $ 8,714 | |||||||
Issuance of shares (in shares) | 2,175,000 | 273,486 | |||||||||||
Change in value of redeemable noncontrolling interests | (8,799) | (8,799) | $ 8,799 | ||||||||||
Parent cash dividends declared (see Note 9) | (507,437) | (507,437) | |||||||||||
Foreign currency translation adjustment | (128,303) | (128,454) | 151 | ||||||||||
Change in fair value of derivative instruments | 4,183 | 4,183 | |||||||||||
Net income (loss) | 196,024 | ||||||||||||
Net income (loss) | 196,574 | 196,089 | (65) | ||||||||||
Balance at Sep. 30, 2018 | 1,916,024 | $ 2,862 | 4,261,187 | (2,121,255) | (228,260) | 1,490 | |||||||
Balance (in shares) at Sep. 30, 2018 | 286,221,058 | ||||||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2017 | 91,418 | ||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||
Change in equity related to redeemable noncontrolling interests | (8,799) | (8,799) | 8,799 | ||||||||||
Foreign currency translation adjustment | (3,987) | ||||||||||||
Net income (loss) | 550 | ||||||||||||
Noncontrolling interests dividends | (2,035) | ||||||||||||
Redeemable Noncontrolling Interest at Sep. 30, 2018 | 94,745 | ||||||||||||
Balance (in shares) at Jun. 30, 2018 | 286,099,227 | ||||||||||||
Balance at Jun. 30, 2018 | 2,035,874 | $ 2,861 | 4,256,894 | (2,017,938) | (207,450) | 1,507 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 121,831 | ||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 6,742 | $ 1 | 6,741 | ||||||||||
Change in value of redeemable noncontrolling interests | (2,448) | (2,448) | 2,448 | ||||||||||
Parent cash dividends declared (see Note 9) | (169,186) | (169,186) | |||||||||||
Foreign currency translation adjustment | (22,791) | (22,790) | (1) | ||||||||||
Change in fair value of derivative instruments | 1,980 | 1,980 | |||||||||||
Net income (loss) | 65,853 | ||||||||||||
Net income (loss) | 65,744 | 65,869 | (16) | ||||||||||
Balance at Sep. 30, 2018 | 1,916,024 | $ 2,862 | 4,261,187 | (2,121,255) | (228,260) | 1,490 | |||||||
Balance (in shares) at Sep. 30, 2018 | 286,221,058 | ||||||||||||
Redeemable Noncontrolling Interest at Jun. 30, 2018 | 95,340 | ||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||
Change in equity related to redeemable noncontrolling interests | (2,448) | (2,448) | 2,448 | ||||||||||
Foreign currency translation adjustment | (1,978) | ||||||||||||
Net income (loss) | (109) | ||||||||||||
Noncontrolling interests dividends | (956) | ||||||||||||
Redeemable Noncontrolling Interest at Sep. 30, 2018 | 94,745 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Cumulative-effect adjustment for adoption | Accounting Standards Update 2016-02 | $ 5,781 | 5,781 | |||||||||||
Balance (in shares) at Dec. 31, 2018 | 286,321,009 | 286,321,009 | |||||||||||
Balance at Dec. 31, 2018 | $ 1,862,463 | $ 2,863 | 4,263,348 | (2,139,493) | (265,664) | 1,409 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 814,185 | ||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 26,078 | $ 8 | 26,070 | ||||||||||
Change in value of redeemable noncontrolling interests | (1,454) | (1,454) | (3,136) | ||||||||||
Parent cash dividends declared (see Note 9) | (529,767) | (529,767) | |||||||||||
Foreign currency translation adjustment | (71,438) | (71,438) | |||||||||||
Change in fair value of derivative instruments | (9,101) | (9,101) | |||||||||||
Net income (loss) | 229,287 | ||||||||||||
Net income (loss) | 231,211 | 229,677 | (390) | ||||||||||
Balance at Sep. 30, 2019 | $ 1,511,849 | $ 2,871 | 4,287,964 | (2,433,802) | (346,203) | 1,019 | |||||||
Balance (in shares) at Sep. 30, 2019 | 287,135,194 | 287,135,194 | |||||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2018 | $ 70,532 | 70,532 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||
Change in equity related to redeemable noncontrolling interests | (1,454) | (1,454) | (3,136) | ||||||||||
Foreign currency translation adjustment | 243 | ||||||||||||
Net income (loss) | 1,924 | ||||||||||||
Noncontrolling interests dividends | (1,464) | ||||||||||||
Redeemable Noncontrolling Interest at Sep. 30, 2019 | 68,099 | 68,099 | |||||||||||
Balance (in shares) at Jun. 30, 2019 | 287,061,769 | ||||||||||||
Balance at Jun. 30, 2019 | 1,658,981 | $ 2,870 | 4,281,584 | (2,364,812) | (261,821) | 1,160 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 73,425 | ||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 6,381 | $ 1 | 6,380 | ||||||||||
Change in value of redeemable noncontrolling interests | 0 | 0 | (4,590) | ||||||||||
Parent cash dividends declared (see Note 9) | (176,665) | (176,665) | |||||||||||
Foreign currency translation adjustment | (82,886) | (82,886) | |||||||||||
Change in fair value of derivative instruments | (1,496) | (1,496) | |||||||||||
Net income (loss) | 107,534 | ||||||||||||
Net income (loss) | 108,284 | 107,675 | (141) | ||||||||||
Balance at Sep. 30, 2019 | $ 1,511,849 | $ 2,871 | 4,287,964 | $ (2,433,802) | $ (346,203) | $ 1,019 | |||||||
Balance (in shares) at Sep. 30, 2019 | 287,135,194 | 287,135,194 | |||||||||||
Redeemable Noncontrolling Interest at Jun. 30, 2019 | 73,113 | ||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||
Change in equity related to redeemable noncontrolling interests | $ 0 | $ 0 | (4,590) | ||||||||||
Foreign currency translation adjustment | (709) | ||||||||||||
Net income (loss) | 750 | ||||||||||||
Noncontrolling interests dividends | (465) | ||||||||||||
Redeemable Noncontrolling Interest at Sep. 30, 2019 | $ 68,099 | $ 68,099 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 231,211 | $ 196,574 |
Loss (income) from discontinued operations | (104) | 12,427 |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Depreciation | 336,485 | 337,923 |
Amortization (includes amortization of deferred financing costs and discounts of $12,286 and $11,537 for the nine months ended September 30, 2019 and 2018, respectively) | 160,176 | 148,209 |
Revenue reduction associated with amortization of customer inducements and above- and below-market leases | 10,417 | 12,430 |
Stock-based compensation expense | 28,140 | 23,352 |
Provision (benefit) for deferred income taxes | 2,643 | (2,699) |
(Gain) loss on disposal/write-down of property, plant and equipment, net (see Note 2.j.) | (17,087) | (2,064) |
Foreign currency transactions and other, net | (25,283) | (1,271) |
(Increase) decrease in assets | (24,121) | (24,247) |
(Decrease) increase in liabilities | (54,332) | (75,096) |
Cash Flows from Operating Activities - Continuing Operations | 648,145 | 625,538 |
Cash Flows from Operating Activities - Discontinued Operations | 0 | (995) |
Cash Flows from Operating Activities | 648,145 | 624,543 |
Cash Flows from Investing Activities: | ||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (533,614) | (329,953) |
Cash paid for acquisitions, net of cash acquired | (56,499) | (1,711,011) |
Acquisition of customer relationships | (42,990) | (38,829) |
Customer inducements | (7,429) | (6,212) |
Contract fulfillment costs and third-party commissions | (63,090) | (18,520) |
Net proceeds from divestments | 0 | 1,019 |
Investments in joint ventures (see Note 10) | (19,222) | 0 |
Proceeds from sales of property and equipment and other, net | 82,148 | 713 |
Cash Flows from Investing Activities - Continuing Operations | (640,696) | (2,102,793) |
Cash Flows from Investing Activities - Discontinued Operations | 5,061 | 0 |
Cash Flows from Investing Activities | (635,635) | (2,102,793) |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit facility, term loan facilities and other debt | (12,690,691) | (11,226,171) |
Proceeds from revolving credit facility, term loan facilities and other debt | 12,256,276 | 12,437,017 |
Net proceeds from sales of senior notes | 987,500 | 0 |
Debt repayment and equity distribution to noncontrolling interests | (1,464) | (2,035) |
Parent cash dividends | (528,908) | (505,403) |
Net proceeds associated with the Over-Allotment Option | 0 | 76,192 |
Net proceeds associated with the At the Market (ATM) Program | 0 | 8,716 |
Net (payments) proceeds associated with employee stock-based awards | (2,059) | (2,800) |
Payment of debt financing and stock issuance costs | (769) | (15,957) |
Cash Flows from Financing Activities - Continuing Operations | 19,885 | 769,559 |
Cash Flows from Financing Activities - Discontinued Operations | 0 | 0 |
Cash Flows from Financing Activities | 19,885 | 769,559 |
Effect of Exchange Rates on Cash and Cash Equivalents | (11,102) | (19,332) |
Increase (decrease) in Cash and Cash Equivalents | 21,293 | (728,023) |
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period | 165,485 | 925,699 |
Cash and Cash Equivalents, including Restricted Cash, End of Period | 186,778 | 197,676 |
Supplemental Information: | ||
Cash Paid for Interest | 342,139 | 322,986 |
Cash Paid for Income Taxes, Net | 54,446 | 49,061 |
Non-Cash Investing and Financing Activities: | ||
Financing Leases (see Note 2.d.) | 20,699 | 56,493 |
Accrued Capital Expenditures | 78,329 | 60,062 |
Accrued Purchase Price and Other Holdbacks | 4,135 | 27,919 |
Dividends Payable | $ 182,859 | $ 174,136 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Cash Flows [Abstract] | ||
Deferred financing costs and discount included in Amortization | $ 12,286 | $ 11,537 |
General
General | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General 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. Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us") provide storage of physical records and data backup media, information management solutions and enterprise-class colocation and wholesale data center space that help organizations in various locations throughout North America, Europe, Latin America, Asia and Africa. We offer comprehensive records and information management services and data management services, along with the expertise and experience to address complex storage and information management challenges such as rising storage rental costs, legal and regulatory compliance and disaster recovery requirements. We provide secure and reliable data center facilities to protect digital information and ensure the continued operation of our customers’ information technology ("IT") infrastructure, with flexible deployment options, including both colocation and wholesale space. The unaudited condensed consolidated financial statements 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 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, 2018 included in our Annual Report on Form 10-K filed with the SEC on February 14, 2019 (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. On January 10, 2018, we completed the acquisition of IO Data Centers, LLC ("IODC") (the "IODC Transaction"). See Note 4. On January 1, 2019, we adopted Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842), as amended ("ASU 2016-02"). See Note 2.d. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting PoliciesThis Note 2 to Notes to Condensed Consolidated Financial Statements provides information and disclosure regarding certain of our significant accounting policies and should be read in conjunction with Note 2 to Notes to Consolidated Financial Statements included in our Annual Report, which may provide additional information with regard to the accounting policies set forth herein and other of our significant accounting policies. a. Cash, 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. At September 30, 2019 and December 31, 2018, we had $8,057 and $15,141 , respectively, of restricted cash held by certain financial institutions related to bank guarantees. b. Goodwill and Other Intangible Assets and Liabilities Goodwill Since December 31, 2018, there have been no changes to our accounting polices related to the accounting for goodwill. As of September 30, 2019 and December 31, 2018 , no factors were identified that would alter our October 1, 2018 goodwill impairment analysis. Our reporting units as of December 31, 2018 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. On March 19, 2019, we divested the business included in our former Consumer Storage reporting unit, which had no goodwill associated with it at December 31, 2018 or at the date of the divestment. See Note 10 for additional information. The goodwill associated with acquisitions completed during the first nine months of 2019 (which are described in Note 4) has been incorporated into our reporting units as they existed as of December 31, 2018. The changes in the carrying value of goodwill attributable to each reportable operating segment for the nine months ended September 30, 2019 are as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Goodwill balance, net of accumulated amortization as of December 31, 2018 $ 2,251,795 $ 493,491 $ 381,806 $ 818,223 $ 425,956 $ 69,759 $ 4,441,030 Deductible goodwill acquired during the year 5,109 — 675 10,333 — — 16,117 Non-deductible goodwill acquired during the year — — 5,011 4,638 — 1,904 11,553 Fair value and other adjustments(1) 55 — (1,012 ) 1,321 258 (417 ) 205 Currency effects 5,501 1,495 (15,717 ) (32,461 ) (5,182 ) (546 ) (46,910 ) Goodwill balance, net accumulated amortization as of September 30, 2019 $ 2,262,460 $ 494,986 $ 370,763 $ 802,054 $ 421,032 $ 70,700 $ 4,421,995 Accumulated Goodwill Impairment Balance as of December 31, 2018 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 Accumulated Goodwill Impairment Balance as of September 30, 2019 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 _______________________________________________________________________________ (1) Total fair value and other adjustments primarily include $867 in net adjustments related to property, plant and equipment, customer relationships and data center lease-based intangible assets and deferred income taxes and other liabilities offset by $662 of net cash received related to certain acquisitions completed in 2018. Finite-lived Intangible Assets and Liabilities Finite-lived intangible assets and liabilities are primarily comprised of customer relationship intangible assets, customer inducements and data center intangible assets and liabilities (which include data center in-place lease intangible assets, data center tenant relationship intangible assets, data center above-market in-place lease intangible assets and data center below-market in-place lease intangible assets). Since December 31, 2018, there have been no changes to our accounting policies related to the accounting for any of our finite-lived intangible assets and liabilities as disclosed in Note 2.i. to Notes to Consolidated Financial Statements included in our Annual Report. The gross carrying amount and accumulated amortization of our finite-lived intangible assets as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Assets: Customer relationship intangible assets $ 1,747,535 $ (529,164 ) $ 1,218,371 $ 1,718,919 $ (455,705 ) $ 1,263,214 Customer inducements 53,097 (30,298 ) 22,799 56,478 (34,181 ) 22,297 Data center lease-based intangible assets(1) 264,382 (90,265 ) 174,117 271,818 (50,807 ) 221,011 Third-party commissions asset(2) 31,708 (3,001 ) 28,707 30,071 (1,089 ) 28,982 $ 2,096,722 $ (652,728 ) $ 1,443,994 $ 2,077,286 $ (541,782 ) $ 1,535,504 Liabilities: Data center below-market leases $ 12,720 $ (3,424 ) $ 9,296 $ 12,318 $ (1,642 ) $ 10,676 _______________________________________________________________________________ (1) Includes data center in-place lease intangible assets, data center tenant relationship intangible assets and data center above-market in-place lease intangible assets. (2) Third-party commissions asset is included in Other, a component of Other assets, net in the accompanying Condensed Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018. The third-party commissions asset is primarily comprised of additional payments associated with the execution of future customer contracts through the one-year anniversary of the acquisition of IODC, as described in Note 4. Other finite-lived intangible assets, including trade names, noncompetition agreements and trademarks, are capitalized and amortized and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2019 and 2018. The other finite-lived intangible assets as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Other finite-lived intangible assets (included in Other, a component of Other assets, net) $ 19,842 $ (17,385 ) $ 2,457 $ 20,310 $ (14,798 ) $ 5,512 Amortization expense associated with finite-lived intangible assets, revenue reduction associated with the amortization of customer inducements and net revenue reduction associated with the amortization of data center above-market leases and data center below-market leases for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended 2019 2018 2019 2018 Amortization expense included in depreciation and amortization associated with: Customer relationship and customer inducement intangible assets $ 29,064 $ 26,782 $ 85,228 $ 84,401 Data center in-place leases and tenant relationships 11,356 12,036 35,337 30,437 Third-party commissions asset and other finite-lived intangible assets 2,515 642 5,456 3,486 Revenue reduction associated with amortization of: Customer inducements $ 2,303 $ 3,229 $ 7,641 $ 8,782 Data center above-market leases and data center below-market leases 936 1,276 2,776 3,648 c. Revenues Since December 31, 2018, there have been no changes to our accounting policies related to the accounting for revenues as disclosed in Note 2.l. to Notes to Consolidated Financial Statements included in our Annual Report. The costs of the initial intake of customer records into physical storage ("Intake Costs") and capitalized commissions asset (collectively, "Contract Fulfillment Costs") as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Description Location in Balance Sheet Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intake Costs asset Other (within Other Assets, Net) $ 37,938 $ (20,974 ) $ 16,964 $ 39,748 $ (24,504 ) $ 15,244 Capitalized commissions asset Other (within Other Assets, Net) 56,585 (21,933 ) 34,652 58,424 (34,637 ) 23,787 Amortization expense associated with the Intake Costs asset and capitalized commissions asset for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Intake Costs asset $ 2,250 $ 2,294 $ 7,764 $ 7,915 Capitalized commissions asset 4,224 3,053 14,105 10,433 Deferred revenue liabilities are reflected as follows in our Condensed Consolidated Balance Sheets: Description Location in Balance Sheet September 30, 2019 December 31, 2018 Deferred revenue - Current Deferred revenue $ 257,328 $ 264,823 Deferred revenue - Long-term Other Long-term Liabilities 26,572 26,401 Data Center Lessor Considerations Our data center business features storage rental provided to customers at contractually specified rates over a fixed contractual period. Prior to January 1, 2019, our data center revenue contracts were accounted for in accordance with Accounting Standards Codification (“ASC”) No. 840, Leases ("ASC 840"). On January 1, 2019, we adopted ASU 2016-02, as described in more detail in Note 2.d. Beginning on January 1, 2019, our data center revenue contracts are accounted for in accordance with ASU 2016-02. ASU 2016-02 provides a practical expedient which allows lessors to account for nonlease components (such as power and connectivity, in the case of our data center business) with the related lease component if both the timing and pattern of transfer are the same for nonlease components and the lease component, and the lease component would be classified as an operating lease. The single combined component is accounted for under ASU 2016-02 if the lease component is the predominant component and is accounted for under ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), if the nonlease components are the predominant components. We have elected to take this practical expedient. Storage rental revenue associated with our data center business was approximately $62,000 and $182,300 for the three and nine months ended September 30, 2019, respectively, which includes approximately $12,000 and $31,000 of revenue associated with power and connectivity for the three and nine months ended September 30, 2019, respectively. The revenue related to the service component of our data center business remains unchanged from the adoption of ASU 2016-02 and is recognized in the period the related services are provided. Our accounting treatment for data center revenue was not significantly impacted by the adoption of ASU 2016-02. The future minimum lease payments we expect to receive under non-cancellable data center operating leases, for which we are the lessor, excluding month to month leases, for the next five years are as follows: Year Future minimum lease payments 2019 (excluding the nine months ended September 30, 2019) $ 58,381 2020 177,528 2021 118,980 2022 83,677 2023 67,569 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. The majority of our leased facilities are classified as operating leases that, on average, have initial lease terms of five to 10 years , with one or more lease renewal options to extend the lease term. Our lease renewal option terms generally range from one to five years . The exercise of the lease renewal option is at our sole discretion and may contain fixed rent, fair market value based rent or Consumer Price Index rent escalation clauses. We include option periods in the lease term when our failure to renew the lease would result in an economic disincentive, thereby making it reasonably certain that we will renew the lease. We recognize straight line rental expense over the life of the lease and any fair market value or Consumer Price Index rent escalations are recognized as variable lease expense in the period in which the obligation is incurred. In addition, we lease certain vehicles and equipment. Vehicle and equipment leases have lease terms ranging from one to seven years . In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases, both operating and financing (formerly referred to as capital leases under ASC 840). ASU 2016-02 requires certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. We adopted ASU 2016-02 on January 1, 2019 on a modified retrospective basis under which we recognized and measured leases existing at, or entered into after, the beginning of the period of adoption. Therefore, we applied ASC 840 to all earlier comparative periods (prior to the adoption of ASU 2016-02), including disclosures, and recognized the effects of applying ASU 2016-02 as a cumulative-effect adjustment to (Distributions in excess of earnings) Earnings in excess of distributions as of January 1, 2019, the effective date of the standard. As such, the comparative Condensed Consolidated Balance Sheet as of December 31, 2018 has not been restated to reflect the adoption of ASU 2016-02. Accordingly, the majority of the amount presented as deferred rent liabilities on our Consolidated Balance Sheet as of December 31, 2018 is now included in the calculation of operating lease right-of-use assets and any remaining amounts are now classified within other liability line items on our Condensed Consolidated Balance Sheet as of September 30, 2019. The transition guidance associated with ASU 2016-02 also permitted certain practical expedients. We elected the "package of 3" practical expedients permitted under the transition guidance which, among other things, allowed us to carryforward our historical lease classifications. We also adopted an accounting policy which provides that leases with an initial term of 12 months or less will not be included within the lease right-of-use assets and lease liabilities recognized on our Condensed Consolidated Balance Sheets after the adoption of ASU 2016-02. We will continue to recognize the lease payments for those leases with an initial term of 12 months or less in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term. The lease right-of-use assets and related lease liabilities are classified as either operating or financing. Lease right-of-use assets are calculated as the net present value of future payments plus any capitalized initial direct costs less any tenant improvements or lease incentives. Lease liabilities are calculated as the net present value of future payments. In calculating the present value of the lease payments, we will utilize the rate stated within the lease (in the limited circumstances when such rate is available) or, if no rate is explicitly stated, we have elected to utilize a rate that reflects our securitized incremental borrowing rate by geography for the lease term. In July 2018, the FASB issued ASU No. 2018-11, Leases - Targeted Improvements ("ASU 2018-11"). ASU 2018-11 provides a practical expedient which allows lessees to account for nonlease components (which include common area maintenance, taxes, and insurance) with the related lease component. Any variable nonlease components are not included within the lease right-of-use asset and lease liability on the Condensed Consolidated Balance Sheets, and instead, are reflected as an expense in the period incurred. We have elected to take this practical expedient upon adoption of ASU 2016-02. At January 1, 2019, we recognized the cumulative effect of initially applying ASU 2016-02 as an adjustment to the opening balance of (Distributions in excess of earnings) Earnings in excess of distributions, resulting in an increase of approximately $5,800 to stockholders' equity due to certain build to suit leases that were accounted for as financing leases under ASC 840, Leases , but are accounted for as operating leases under ASU 2016-02 at January 1, 2019. Operating and financing lease right-of-use assets and lease liabilities as of September 30, 2019 and January 1, 2019 (date of adoption of ASU 2016-02) are as follows: Description Location in Balance Sheet September 30, 2019 January 1, 2019 Assets: Operating lease right-of-use assets(1) Operating lease right-of-use assets $ 1,765,496 $ 1,825,721 Financing lease right-of-use assets, net of accumulated depreciation(2) Property, Plant and Equipment, Net 327,264 361,078 Total $ 2,092,760 $ 2,186,799 Liabilities: Current Operating lease liabilities Accrued expenses and other current liabilities $ 216,176 $ 209,911 Financing lease liabilities Current portion of long-term debt 47,112 50,437 Total current lease liabilities 263,288 260,348 Long-term Operating lease liabilities Long-term Operating Lease Liabilities, net of current portion 1,626,907 1,685,771 Financing lease liabilities Long-term Debt, net of current portion 318,986 350,263 Total long-term lease liabilities 1,945,893 2,036,034 Total $ 2,209,181 $ 2,296,382 ______________________________________________________________ (1) At September 30, 2019, these assets are comprised of approximately 98% real estate related assets (which include land, buildings and racking) and 2% non-real estate related assets (which include warehouse equipment, vehicles, furniture and fixtures and computer hardware and software). (2) At September 30, 2019, these assets are comprised of approximately 64% real estate related assets and 36% non-real estate related assets. The components of the lease expense for the three and nine months ended September 30, 2019 are as follows: Description Location in Statement of Operations Three Months Ended Nine Months Ended September 30, 2019 Operating lease cost(1) Cost of sales and Selling, general and administrative $ 114,727 $ 343,282 Financing lease cost: Depreciation of financing lease right-of-use assets Depreciation and amortization $ 14,679 $ 45,950 Interest expense for financing lease liabilities Interest Expense, Net 4,905 15,972 Total financing lease cost $ 19,584 $ 61,922 ______________________________________________________________ (1) Of the $114,727 incurred for the three months ended September 30, 2019, $111,423 is included within Cost of sales and $3,304 is included within Selling, general and administrative expenses. Of the $343,282 incurred for the nine months ended September 30, 2019, $333,742 is included within Cost of sales and $9,540 is included within Selling, general and administrative expenses. Operating lease cost includes variable lease costs of $26,121 and $78,712 for the three and nine months ended September 30, 2019, respectively. We sublease certain real estate to third parties. We recognized sublease income of $1,667 and $5,221 for the three and nine months ended September 30, 2019, respectively. Weighted average remaining lease terms and discount rates as of September 30, 2019 are as follows: Remaining Lease Term Operating leases 11.0 Years Financing leases 11.0 Years Discount Rate Operating leases 7.1 % Financing leases 5.6 % The estimated minimum future lease payments as of September 30, 2019, are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1) 2019 (excluding the nine months ended September 30, 2019) $ 87,009 $ (1,646 ) $ 32,386 2020 323,448 (7,520 ) 57,887 2021 298,656 (5,185 ) 52,685 2022 274,021 (4,905 ) 46,358 2023 248,066 (4,795 ) 38,695 Thereafter 1,505,195 (10,673 ) 292,903 Total minimum lease payments 2,736,395 $ (34,724 ) 520,914 Less amounts representing interest or imputed interest (893,312 ) (154,816 ) Present value of lease obligations $ 1,843,083 $ 366,098 The estimated minimum future lease payments as of December 31, 2018 are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1)(2) 2019 $ 323,454 $ (7,525 ) $ 80,513 2020 293,276 (7,200 ) 71,335 2021 267,379 (7,063 ) 61,269 2022 246,128 (6,694 ) 52,832 2023 221,808 (6,409 ) 44,722 Thereafter 1,287,807 (6,279 ) 377,750 Total minimum lease payments $ 2,639,852 $ (41,170 ) 688,421 Less amounts representing interest (241,248 ) Present value of lease obligations $ 447,173 _______________________________________________________________________________ (1) Estimated minimum future lease payments exclude variable common area maintenance charges, insurance and taxes. Differences in estimated lease payments between September 30, 2019 and December 31, 2018 are primarily related to adjustments to account for certain build to suit leases that were accounted for as financing obligations under ASC 840 but are accounted for as operating leases under ASU 2016-02 and foreign currency exchange rate impacts. (2) Includes capital lease and financing obligations associated with build to suit lease transactions at December 31, 2018. As of September 30, 2019, we do not have any material operating or financing leases that are signed but have not yet commenced and we have certain leases with related parties which are not material to our consolidated financial statements. Other information: Supplemental cash flow information relating to our leases for the nine months ended September 30, 2019 is as follows: Cash paid for amounts included in measurement of lease liabilities: Nine Months Ended Operating cash flows used in operating leases $ 252,277 Operating cash flows used in financing leases (interest) 15,972 Financing cash flows used in financing leases 44,808 Non-cash items: Operating lease modifications and reassessments $ 42,418 New operating leases (including acquisitions) 117,193 New financing leases, modifications and reassessments 20,699 e. Stock-Based Compensation We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan (together, "Employee Stock-Based Awards"). There have been no significant changes to our accounting policies, assumptions and valuation methodologies related to the accounting for our Employee Stock-Based Awards as disclosed in Note 2.n. to Notes to Consolidated Financial Statements included in our Annual Report. For our Employee Stock-Based Awards made on or after February 20, 2019, we have included the following retirement provision: Upon an employee’s retirement on or after attaining age 58, if the sum of (i) the award recipient’s age at retirement and (ii) the award recipient’s years of service with the company totals at least 70, the award recipient is entitled to continued vesting of any outstanding Employee Stock-Based Awards which include the 2019 Retirement Criteria subsequent to their retirement, provided that, for awards granted in the year of retirement, their retirement occurs on or after July 1 st (the “2019 Retirement Criteria”). Accordingly, (i) grants of Employee Stock-Based Awards to an employee who has met the 2019 Retirement Criteria on or before the date of grant, or will meet the Retirement Criteria before July 1 st of the year of the grant, will be expensed between the date of grant and July 1 st of the grant year and (ii) grants of Employee Stock-Based Awards to employees who will meet the 2019 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 2019 Retirement Criteria. Stock options and RSUs granted to recipients who meet the 2019 Retirement Criteria will continue vesting on the original vesting schedule, and the stock options will remain exercisable up to three years after retirement, or the original expiration date of the stock options, if earlier. PUs granted to recipients who meet the 2019 Retirement Criteria will continue to vest and 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 for Employee Stock-Based Awards for the three and nine months ended September 30, 2019 was $7,120 ( $6,632 after tax or $0.02 per basic and diluted share) and $28,140 ( $26,216 after tax or $0.09 per basic and diluted share), respectively, and for the three and nine months ended September 30, 2018 was $7,279 ( $6,734 after tax or $0.02 per basic and diluted share) and $23,352 ( $21,599 after tax or $0.08 per basic and diluted share), respectively. The substantial majority of the stock-based compensation expense for Employee Stock-Based Awards is included in Selling, general and administrative expenses in the accompanying Condensed Consolidated Statements of Operations. As of September 30, 2019 , unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $50,152 and is expected to be recognized over a weighted-average period of 1.9 years. Stock Options A summary of stock option activity for the nine months ended September 30, 2019 is as follows: Stock Options Outstanding at December 31, 2018 4,271,834 Granted 920,706 Exercised (236,704 ) Forfeited (13,542 ) Expired (16,715 ) Outstanding at September 30, 2019 4,925,579 Options exercisable at September 30, 2019 3,128,621 Options expected to vest 1,716,446 Restricted Stock Units The fair value of RSUs vested during the three and nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Fair value of RSUs vested $ 3,092 $ 3,189 $ 20,802 $ 19,195 A summary of RSU activity for the nine months ended September 30, 2019 is as follows: RSUs Non-vested at December 31, 2018 1,196,566 Granted 752,555 Vested (611,828 ) Forfeited (81,437 ) Non-vested at September 30, 2019 1,255,856 Performance Units The fair value of earned PUs that vested during the three and nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Fair value of earned PUs that vested $ 1,176 $ 84 $ 7,679 $ 3,117 A summary of PU activity for the nine months ended September 30, 2019 is as follows: Original PU Adjustment(1) Total Non-vested at December 31, 2018 967,049 (299,948 ) 667,101 Granted 380,856 — 380,856 Vested (202,141 ) — (202,141 ) Forfeited/Performance or Market Conditions Not Achieved (13,898 ) (14,850 ) (28,748 ) Non-vested at September 30, 2019 1,131,866 (314,798 ) 817,068 _______________________________________________________________________________ (1) Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs. As of September 30, 2019 , we expected 100% , 50% and 100% achievement of each of the predefined revenue, return on invested capital and Adjusted EBITDA (as defined in Note 7) targets associated with the awards of PUs made in 2019 , 2018 and 2017 , respectively. f. Income (Loss) Per Share—Basic and Diluted Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share, but gives effect to all potential common shares (that is, securities such as stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive. The calculation of basic and diluted income (loss) per share for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Income (loss) from continuing operations $ 108,284 $ 77,349 $ 231,107 $ 209,001 Less: Net income (loss) attributable to noncontrolling interests 609 (125 ) 1,534 485 Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) $ 107,675 $ 77,474 $ 229,573 $ 208,516 (Loss) income from discontinued operations, net of tax $ — $ (11,605 ) $ 104 $ (12,427 ) Net income (loss) attributable to Iron Mountain Incorporated $ 107,675 $ 65,869 $ 229,677 $ 196,089 Weighted-average shares—basic 287,152,000 286,159,000 286,869,000 285,801,000 Effect of dilutive potential stock options 93,752 264,451 157,928 250,574 Effect of dilutive potential RSUs and PUs 445,081 558,891 528,387 463,583 Weighted-average shares—diluted 287,690,833 286,982,342 287,555,315 286,515,157 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 0.37 $ 0.27 $ 0.80 $ 0.73 (Loss) income from discontinued operations, net of tax — (0.04 ) — (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.37 $ 0.23 $ 0.80 $ 0.69 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 0.37 $ 0.27 $ 0.80 $ 0.73 (Loss) income from discontinued operations, net of tax — (0.04 ) — (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.37 $ 0.23 $ 0.80 $ 0.68 Antidilutive stock options, RSUs and PUs, excluded from the calculation 4,782,661 3,253,975 4,590,645 3,256,206 _______________________________________________________________________________ (1) Columns may not foot due to rounding. g. Income Taxes We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our estimate of the effective tax rates for the years ending December 31, 2019 and 2018 reflect the impact of the U.S. tax reform legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Reform Legislation”). See Note 7 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the impact the Tax Reform Legislation had on us. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and losses; (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate. Our effective tax rates for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended 2019(1) 2018(1) 2019(1) 2018(2) Effective Tax Rate 16.8 % 15.3 % 15.7 % 16.0 % _______________________________________________________________________________ (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, 2019 and for the three months ended September 30, 2018 were the benefit derived from the dividends paid deduction and the impact of differences in the tax rates at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. (2) The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the nine months ended September 30, 2018 were the benefit derived from the dividends paid deduction, a discrete tax benefit of approximately $14,000 associated with the resolution of a tax matter and the impact of differences in the tax rates at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. h. Fair Value Measurements Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The three levels of the fair value hierarchy are as follows: Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are obs |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | (i) interest rate swap agreements (which are designated as cash flow hedges), (ii) cross-currency swap agreements (which are designated as net investment hedges) and (iii) foreign exchange currency forward contracts (which are not designated as 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. As of September 30, 2019 and December 31, 2018, we had $350,000 in notional value of interest rate swap agreements outstanding, which expire in March 2022. 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 rate payments (at the fixed interest rate 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 swap agreements we will receive variable rate interest payments based upon one-month LIBOR, in exchange for the payment of fixed interest rate payments at the rates 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. At September 30, 2019 and December 31, 2018, we had a derivative liability of $12,046 and $973 , respectively, which was recorded as a component of Other long-term liabilities in our Condensed Consolidated Balance Sheets. We have recorded the change in fair value of the interest rate swap agreements as a component of accumulated other comprehensive income. We have recorded unrealized losses of $3,468 and $11,073 for the three and nine months ended September 30, 2019, respectively. We have recorded unrealized gains of $1,980 and $4,183 for the three and nine months ended September 30, 2018, respectively. As of September 30, 2019, cumulative net losses of $12,046 are recorded within accumulated other comprehensive items, net associated with these cash flow hedges. Net Investment Hedges a. 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% . The cross-currency swap agreements, which expire in August 2023, 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. The cross-currency swaps are marked to market at each reporting period and any changes in fair value are recognized as a component of accumulated other comprehensive income. Unrealized gains are recognized as assets while unrecognized losses are recognized as liabilities. At September 30, 2019, we had a derivative asset of $1,972 , which was recorded as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheet, which represents the fair value of the cross-currency swap agreements. We have recorded unrealized gains of $1,972 for the three and nine months ended September 30, 2019. b. Euro Notes Designated as a Hedge of Net Investment In addition, we have designated a portion of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the nine months ended September 30, 2019, we designated, on average, 279,821 Euros of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the nine months ended September 30, 2018, we designated, on average, 209,276 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) of $13,101 and $14,962 for the three and nine months ended September 30, 2019, respectively, and $2,139 and $6,761 for the three and nine months ended September 30, 2018, respectively, related to the change in fair value of such debt due to currency translation adjustments, which is a component of accumulated other comprehensive items, net. As of September 30, 2019, cumulative net gains of $29,220 , net of tax, are recorded in accumulated other comprehensive items, net associated with this net investment hedge. Foreign Exchange Currency Forward Contracts Not Designated as Hedges We have entered into forward contracts to hedge our exposures associated with certain foreign currencies. We have not designated any of these forward contracts as hedges. Our policy is to record the fair value of each derivative instrument on a gross basis. As of September 30, 2019, we had no outstanding forward contracts. As of December 31, 2018, we had outstanding forward contracts to purchase 29,000 Euros and sell $33,374 United States dollars. At December 31, 2018, we had a derivative asset of $93 which was recorded as a component of Prepaid expenses and other in our Condensed Consolidated Balance Sheet. We recorded losses for our derivative instruments not recognized as hedging instruments for the three and nine months ended September 30, 2019 of $0 and $737 , respectively. We recorded losses for our derivative instruments not recognized as hedging instruments for the three and nine months ended September 30, 2018 of $616 and $4,172 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | We account for acquisitions using the acquisition method of accounting, and, accordingly, the assets and liabilities acquired are recorded at their estimated fair values and the results of operations for each acquisition have been included in our consolidated results from their respective acquisition dates. Acquisitions Completed During the Nine Months Ended September 30, 201 9 During the nine months ended September 30, 2019, in order to enhance our existing operations in the United States, the United Kingdom, Switzerland, Thailand, Colombia, Germany, Hong Kong and Latvia and to expand our operations into Bulgaria, we completed the acquisition of nine storage and records management companies and one art storage company for total cash consideration of approximately $49,200 . Purchase Price Allocation A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2019 acquisitions through September 30, 2019 is as follows: Nine Months Ended Cash Paid (gross of cash acquired)(1) $ 51,456 Purchase Price Holdbacks and Other 4,135 Total Consideration 55,591 Fair Value of Identifiable Assets Acquired: Cash 2,224 Accounts Receivable, Prepaid Expenses and Other Assets 3,228 Property, Plant and Equipment(2) 5,320 Customer Relationship Intangible Assets 21,584 Operating Lease Right-of-Use Assets 16,956 Accounts Payable, Accrued Expenses and Other Liabilities (2,716 ) Operating Lease Liabilities (16,956 ) Deferred Income Taxes (1,719 ) Total Fair Value of Identifiable Net Assets Acquired 27,921 Goodwill Initially Recorded(3) $ 27,670 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2019 is net cash acquired of $2,224 and contingent and other payments, net of $7,267 related to acquisitions made in previous years. (2) Consists primarily of leasehold improvements, racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.f. to Notes to Consolidated Financial Statements included in our Annual Report. (3) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. See Note 6 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our allocations of the purchase price for acquisitions. The preliminary purchase price allocations that are not finalized as of September 30, 2019 primarily relate to the final assessment of the fair values of intangible assets and liabilities (primarily customer relationship intangible assets), property, plant and equipment (primarily building, building improvements and racking structures), right-of-use assets and liabilities associated with acquired operating leases, contingencies and income taxes (primarily deferred income taxes), primarily associated with the acquisitions we closed in 2019. As the valuation of certain assets and liabilities for purposes of purchase price allocations are preliminary in nature, they are subject to adjustment as additional information is obtained about the facts and circumstances regarding these assets and liabilities that existed at the acquisition date. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined 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 months ended September 30, 2019 were not material to our results from operations. Acquisition of IO Data Centers in 2018 On January 10, 2018, we completed the IODC Transaction. At the closing of the IODC Transaction, we paid approximately $1,347,000 . In February 2019, we paid approximately $31,000 in additional purchase price associated with the execution of customer contracts from the closing through the one-year anniversary of the IODC Transaction, which was accrued at December 31, 2018. This amount, net of amortization, is reported as a third-party commissions asset as a component of Other within Other assets, net, in our Condensed Consolidated Balance Sheets at September 30, 2019 and December 31, 2018. The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of us and IODC on a pro forma basis as if the IODC Transaction had occurred on January 1, 2017. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2017. The Pro Forma Financial Information, for the period presented, includes purchase accounting adjustments (including amortization expenses from acquired intangible assets and depreciation of acquired property, plant and equipment). We and IODC collectively incurred $28,064 of operating expenditures to complete the IODC Transaction (including advisory and professional fees). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2017. Three Months Ended September 30, 2018 Nine Months Ended Total Revenues $ 1,060,991 $ 3,167,762 Income from Continuing Operations $ 77,349 $ 218,953 Per Share Income from Continuing Operations - Basic $ 0.27 $ 0.76 Per Share Income from Continuing Operations - Diluted $ 0.27 $ 0.76 In addition to our acquisition of IODC, we completed certain other acquisitions during the first nine months of 2019 and in fiscal year 2018. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Long-term debt is as follows: September 30, 2019 December 31, 2018 Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Revolving Credit Facility(1) $ 354,879 $ (11,763 ) $ 343,116 $ 354,879 $ 793,832 $ (14,117 ) $ 779,715 $ 793,832 Term Loan A(1) 231,250 — 231,250 231,250 240,625 — 240,625 240,625 Term Loan B(2) 688,089 (7,806 ) 680,283 688,638 693,169 (8,742 ) 684,427 660,013 Australian Dollar Term Loan (the "AUD Term Loan")(3) 219,871 (2,389 ) 217,482 221,165 233,955 (3,084 ) 230,871 235,645 UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")(4) 172,180 (1,845 ) 170,335 172,180 178,299 (2,357 ) 175,942 178,299 4 3 / 8 % Senior Notes due 2021 (the "4 3 / 8 % Notes")(5) 500,000 (2,866 ) 497,134 503,750 500,000 (4,155 ) 495,845 488,750 6% Senior Notes due 2023 (the "6% Notes due 2023")(5) 600,000 (4,302 ) 595,698 615,000 600,000 (5,126 ) 594,874 606,000 5 3 / 8 % CAD Senior Notes due 2023 (the "CAD Notes") 188,811 (2,173 ) 186,638 194,475 183,403 (2,506 ) 180,897 186,154 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(5) 1,000,000 (6,752 ) 993,248 1,010,000 1,000,000 (7,782 ) 992,218 940,000 3% Euro Senior Notes due 2025 (the "Euro Notes")(5) 327,508 (3,622 ) 323,886 334,877 343,347 (4,098 ) 339,249 321,029 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes") 491,943 (5,651 ) 486,292 493,173 509,425 (6,573 ) 502,852 453,811 5 3 / 8 % Senior Notes due 2026 (the "5 3 / 8 % Notes") 250,000 (2,863 ) 247,137 257,500 250,000 (3,185 ) 246,815 224,375 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes due 2027")(5) 1,000,000 (11,375 ) 988,625 1,022,500 1,000,000 (12,442 ) 987,558 855,000 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes")(5) 825,000 (10,037 ) 814,963 852,844 825,000 (10,923 ) 814,077 713,625 4 7 / 8 % Senior Notes due 2029 (the "4 7 / 8 % Notes due 2029")(5) 1,000,000 (14,451 ) 985,549 1,015,000 — — — — Real Estate Mortgages, Financing Lease Liabilities and Other 533,549 (444 ) 533,105 533,549 606,702 (171 ) 606,531 606,702 Accounts Receivable Securitization Program(6) 271,562 (115 ) 271,447 271,562 221,673 (218 ) 221,455 221,673 Mortgage Securitization Program(7) 50,000 (1,019 ) 48,981 50,000 50,000 (1,128 ) 48,872 50,000 Total Long-term Debt 8,704,642 (89,473 ) 8,615,169 8,229,430 (86,607 ) 8,142,823 Less Current Portion (394,822 ) — (394,822 ) (126,406 ) — (126,406 ) Long-term Debt, Net of Current Portion $ 8,309,820 $ (89,473 ) $ 8,220,347 $ 8,103,024 $ (86,607 ) $ 8,016,417 ______________________________________________________________ (1) Collectively, the credit agreement ("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. Of the $354,879 of outstanding borrowings under the Revolving Credit Facility as of September 30, 2019, 221,900 was denominated in United States dollars, 72,000 was denominated in Canadian dollars and 72,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $16,843 . The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2019 was $1,378,278 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.5% as of September 30, 2019 . The average interest rate in effect under the Revolving Credit Facility as of September 30, 2019 was 3.3% and the interest rate in effect under Term Loan A as of September 30, 2019 was 3.8% . (2) In connection with the 2018 First Amendment (as defined in Note 5 to Notes to Consolidated Financial Statements included in our Annual Report), Iron Mountain Information Management, LLC ("IMIM") entered into an incremental term loan activation notice (the "Activation Notice") with certain lenders pursuant to which the lenders party to the Activation Notice agreed to provide commitments to fund an incremental term loan B in the amount of $700,000 (the "Term Loan B"). On March 26, 2018, IMIM borrowed the full amount of the Term Loan B. The Term Loan B is scheduled to mature on January 2, 2026. The interest rate in effect as of September 30, 2019 was 3.8% . The amount of debt for the Term Loan B reflects an unamortized original issue discount of $1,411 and $1,581 as of September 30, 2019 and December 31, 2018, respectively. (3) The interest rate in effect as of September 30, 2019 was 4.9% . We had 327,500 Australian dollars outstanding on the AUD Term Loan as of September 30, 2019. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,294 and $1,690 as of September 30, 2019 and December 31, 2018, respectively. (4) The interest rate in effect as of September 30, 2019 was 3.0% . (5) Collectively, the "Parent Notes". (6) The interest rate in effect as of September 30, 2019 was 3.1% . The Accounts Receivable Securitization Program terminates on July 30, 2020, at which point all obligations under the program become due. The full amount outstanding under the Accounts Receivable Securitization Program is classified within the current portion of long-term debt in our Condensed Consolidated Balance Sheet as of September 30, 2019. (7) The interest rate in effect as of September 30, 2019 was 3.5% . See Note 4 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our 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, 2019 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2018 (which are disclosed in our Annual Report). Additionally, see Note 5 to Notes to Consolidated Financial Statements included in our Annual Report for information regarding which of our consolidated subsidiaries guarantee certain of our debt instruments. There have been no material changes to our long-term debt since December 31, 2018 other than the issuance of the 4 7 / 8 % Senior Notes due 2029, as described below. See Note 3 for information regarding the forward-starting interest rate swap agreements and the cross-currency swap agreements outstanding at September 30, 2019. Issuance of the 4 7 / 8 % Senior Notes due 2029 In September 2019, IMI completed a private offering of $1,000,000 in aggregate principal amount of the 4 7 / 8 % Notes due 2029. The 4 7 / 8 % Notes due 2029 were issued at par. The net proceeds of approximately $987,500 from the 4 7 / 8 % Notes due 2029, after deducting the initial purchasers' commissions, were used to repay outstanding borrowings under the Revolving Credit Facility. Cash Pooling As described in greater detail in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report, certain of our subsidiaries participate in cash pooling arrangements (the “Cash Pools”) in order to help manage global liquidity requirements. We currently utilize two separate cash pools, one of which we utilize to manage global liquidity requirements for our QRSs (the "QRS Cash Pool") and the other for our TRSs (the "TRS Cash Pool"). The approximate amount of the net cash position for our QRS Cash Pool and the TRS Cash Pool and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Gross Cash Position Outstanding Debit Balances Net Cash Position Gross Cash Position Outstanding Debit Balances Net Cash Position QRS Cash Pool $ 358,200 $ (355,800 ) $ 2,400 $ 300,800 $ (298,800 ) $ 2,000 TRS Cash Pool 302,200 (296,300 ) 5,900 281,500 (279,300 ) 2,200 The net cash position balances as of September 30, 2019 and December 31, 2018 are reflected as cash and cash equivalents in the Condensed Consolidated Balance Sheets. Letters of Credit As of September 30, 2019, we had outstanding letters of credit totaling $35,241 , of which $16,843 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between December 2019 and August 2027. Debt Covenants The Credit Agreement, our 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 certain other 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 indentures or other agreements governing our indebtedness. The Credit Agreement uses EBITDAR-based calculations as the primary measures of financial performance, including leverage and fixed charge coverage ratios. Our leverage and fixed charge coverage ratios under the Credit Agreement as of September 30, 2019 and December 31, 2018, as well as our leverage ratio under our indentures as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Maximum/Minimum Allowable Net total lease adjusted leverage ratio 5.8 5.6 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 2.3 2.6 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 6.1 5.8 Maximum allowable of 6.5-7.0(1) Fixed charge coverage ratio 2.1 2.2 Minimum allowable of 1.5 ______________________________________________________________ (1) The maximum allowable leverage ratio under our indentures for the 4 7 / 8 % Notes due 2029, the 4 7 / 8 % Notes due 2027, the GBP Notes and the 5 1 / 4 % Notes is 7.0 , while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5 . In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity. |
Selected Consolidated Financial
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors | 9 Months Ended |
Sep. 30, 2019 | |
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | |
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors | Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors The following data summarizes the consolidating results of IMI on the equity method of accounting as of September 30, 2019 and December 31, 2018 and for the three and nine months ended September 30, 2019 and 2018 and are prepared on the same basis as the consolidated financial statements. The Parent Notes, the CAD Notes, the GBP Notes, and the 5 3 / 8 % Notes are guaranteed by the subsidiaries referred to below as the Guarantors. These subsidiaries are 100% owned by IMI. The guarantees are full and unconditional, as well as joint and several. Additionally, IMI guarantees the CAD Notes, which were issued by Iron Mountain Canada Operations ULC ("Canada Company"), the GBP Notes, which were issued by Iron Mountain (UK) PLC ("IM UK"), and the 5 3 / 8 % Notes, which were issued by Iron Mountain US Holdings, Inc., which is one of the Guarantors. Canada Company and IM UK do not guarantee the Parent Notes. The subsidiaries that do not guarantee the Parent Notes, the CAD Notes, the GBP Notes, and the 5 3 / 8 % Notes are referred to below as the Non-Guarantors. In the normal course of business, we periodically change the ownership structure of our subsidiaries to meet the requirements of our business. In the event of such changes, we recast the prior period financial information within this footnote to conform to the current period presentation in the period such changes occur. Generally, these changes do not alter the designation of the underlying subsidiaries as Guarantors or Non-Guarantors. However, they may change whether the underlying subsidiary is owned by the Parent, a Guarantor or a Non-Guarantor. If such a change occurs, the amount of investment in subsidiaries in the below Condensed Consolidated Balance Sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) with respect to the relevant Parent, Guarantors, Non-Guarantors and Eliminations columns also would change. CONDENSED CONSOLIDATED BALANCE SHEETS September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 10 $ 157,771 $ 162,024 $ (133,027 ) $ 186,778 Accounts receivable — 58,400 763,526 — 821,926 Intercompany receivable — 456,222 — (456,222 ) — Prepaid expenses and other — 96,737 98,481 (29 ) 195,189 Total Current Assets 10 769,130 1,024,031 (589,278 ) 1,203,893 Property, Plant and Equipment, Net 122 3,049,090 1,507,507 — 4,556,719 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 5,180,133 — — (5,180,133 ) — Investment in subsidiaries 1,940,454 1,051,609 — (2,992,063 ) — Goodwill — 2,853,466 1,568,529 — 4,421,995 Operating lease right-of-use assets — 939,631 825,865 — 1,765,496 Other 1,972 945,025 682,067 — 1,629,064 Total Other Assets, Net 7,122,559 5,789,731 3,076,461 (8,172,196 ) 7,816,555 Total Assets $ 7,122,691 $ 9,607,951 $ 5,607,999 $ (8,761,474 ) $ 13,577,167 Liabilities and Equity Intercompany Payable $ 167,220 $ — $ 289,002 $ (456,222 ) $ — Debit Balances Under Cash Pools — — 133,027 (133,027 ) — Current Portion of Long-Term Debt — 54,028 340,823 (29 ) 394,822 Total Other Current Liabilities (includes current portion of operating lease liabilities) 233,492 685,486 516,311 — 1,435,289 Long-Term Debt, Net of Current Portion 5,199,103 1,457,499 1,563,745 — 8,220,347 Long-Term Operating Lease Liabilities, Net of Current Portion — 871,377 755,530 — 1,626,907 Long-Term Notes Payable to Affiliates and Intercompany Payable — 5,180,133 — (5,180,133 ) — Other Long-term Liabilities 12,046 52,842 254,966 — 319,854 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests — — 68,099 — 68,099 Total Iron Mountain Incorporated Stockholders' Equity 1,510,830 1,306,586 1,685,477 (2,992,063 ) 1,510,830 Noncontrolling Interests — — 1,019 — 1,019 Total Equity 1,510,830 1,306,586 1,686,496 (2,992,063 ) 1,511,849 Total Liabilities and Equity $ 7,122,691 $ 9,607,951 $ 5,607,999 $ (8,761,474 ) $ 13,577,167 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at September 30, 2019 is approximately $141,300 and $0 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) December 31, 2018 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 132 $ 63,407 $ 169,318 $ (67,372 ) $ 165,485 Accounts receivable — 47,472 799,417 — 846,889 Intercompany receivable — 821,324 — (821,324 ) — Prepaid expenses and other 93 109,480 86,196 (29 ) 195,740 Total Current Assets 225 1,041,683 1,054,931 (888,725 ) 1,208,114 Property, Plant and Equipment, Net 190 3,010,767 1,478,600 — 4,489,557 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,954,686 — — (4,954,686 ) — Investment in subsidiaries 1,862,048 983,018 — (2,845,066 ) — Goodwill — 2,861,381 1,579,649 — 4,441,030 Other — 982,932 735,585 — 1,718,517 Total Other Assets, Net 6,816,734 4,827,331 2,315,234 (7,799,752 ) 6,159,547 Total Assets $ 6,817,149 $ 8,879,781 $ 4,848,765 $ (8,688,477 ) $ 11,857,218 Liabilities and Equity Intercompany Payable $ 462,927 $ — $ 358,397 $ (821,324 ) $ — Debit Balances Under Cash Pools — 10,612 56,760 (67,372 ) — Current Portion of Long-Term Debt — 63,859 62,576 (29 ) 126,406 Total Other Current Liabilities 268,373 618,513 477,483 — 1,364,369 Long-Term Debt, Net of Current Portion 4,223,822 1,878,079 1,914,516 — 8,016,417 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,954,686 — (4,954,686 ) — Other Long-term Liabilities 973 116,895 299,163 — 417,031 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests — — 70,532 — 70,532 Total Iron Mountain Incorporated Stockholders' Equity 1,861,054 1,237,137 1,607,929 (2,845,066 ) 1,861,054 Noncontrolling Interests — — 1,409 — 1,409 Total Equity 1,861,054 1,237,137 1,609,338 (2,845,066 ) 1,862,463 Total Liabilities and Equity $ 6,817,149 $ 8,879,781 $ 4,848,765 $ (8,688,477 ) $ 11,857,218 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at December 31, 2018 is approximately $58,900 and $12,700 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 416,967 $ 256,351 $ — $ 673,318 Service — 245,584 143,322 — 388,906 Intercompany revenues — 1,173 5,631 (6,804 ) — Total Revenues — 663,724 405,304 (6,804 ) 1,062,224 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 262,183 189,134 — 451,317 Intercompany — 5,631 1,173 (6,804 ) — Selling, general and administrative 161 162,052 76,943 — 239,156 Depreciation and amortization 23 100,023 57,515 — 157,561 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (8,922 ) (362 ) — (9,284 ) Total Operating Expenses 184 520,967 324,403 (6,804 ) 838,750 Operating (Loss) Income (184 ) 142,757 80,901 — 223,474 Interest Expense (Income), Net(1) 52,166 6,074 48,437 — 106,677 Other (Income) Expense, Net (596 ) 11,577 (24,396 ) — (13,415 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (51,754 ) 125,106 56,860 — 130,212 Provision (Benefit) for Income Taxes — 12,814 9,114 — 21,928 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (159,429 ) (46,345 ) — 205,774 — Income (Loss) from Continuing Operations 107,675 158,637 47,746 (205,774 ) 108,284 Income (Loss) from Discontinued Operations, Net of Tax — — — — — Net Income (Loss) 107,675 158,637 47,746 (205,774 ) 108,284 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 609 — 609 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 107,675 $ 158,637 $ 47,137 $ (205,774 ) $ 107,675 Net Income (Loss) $ 107,675 $ 158,637 $ 47,746 $ (205,774 ) $ 108,284 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments 13,101 — (96,696 ) — (83,595 ) Change in Fair Value of Derivative Instruments (1,496 ) — — — (1,496 ) Equity in Other Comprehensive (Loss) Income of Subsidiaries (95,987 ) (81,135 ) — 177,122 — Total Other Comprehensive (Loss) Income (84,382 ) (81,135 ) (96,696 ) 177,122 (85,091 ) Comprehensive Income (Loss) 23,293 77,502 (48,950 ) (28,652 ) 23,193 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (100 ) — (100 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 23,293 $ 77,502 $ (48,850 ) $ (28,652 ) $ 23,293 __________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 404,397 $ 252,576 $ — $ 656,973 Service — 250,471 153,547 — 404,018 Intercompany revenues — 1,192 4,330 (5,522 ) — Total Revenues — 656,060 410,453 (5,522 ) 1,060,991 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 254,068 193,950 — 448,018 Intercompany cost of sales — 4,330 1,192 (5,522 ) — Selling, general and administrative (427 ) 177,777 82,579 — 259,929 Depreciation and amortization 31 100,210 57,556 — 157,797 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (1,669 ) 1,281 — (388 ) Total Operating Expenses (396 ) 534,716 336,558 (5,522 ) 865,356 Operating Income (Loss) 396 121,344 73,895 — 195,635 Interest Expense (Income), Net(1) 49,964 3,151 50,823 — 103,938 Other Expense (Income), Net 439 4,155 (4,269 ) — 325 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (50,007 ) 114,038 27,341 — 91,372 Provision (Benefit) for Income Taxes — 9,012 5,011 — 14,023 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (115,876 ) (25,414 ) — 141,290 — Income (Loss) from Continuing Operations 65,869 130,440 22,330 (141,290 ) 77,349 (Loss) Income from Discontinued Operations — (11,588 ) (17 ) — (11,605 ) Net Income (Loss) 65,869 118,852 22,313 (141,290 ) 65,744 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — (125 ) — (125 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 65,869 $ 118,852 $ 22,438 $ (141,290 ) $ 65,869 Net Income (Loss) $ 65,869 $ 118,852 $ 22,313 $ (141,290 ) $ 65,744 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustment 2,139 — (26,908 ) — (24,769 ) Change in Fair Value of Derivative Instruments 1,980 — — — 1,980 Equity in Other Comprehensive (Loss) Income of Subsidiaries (24,929 ) (14,443 ) — 39,372 — Total Other Comprehensive (Loss) Income (20,810 ) (14,443 ) (26,908 ) 39,372 (22,789 ) Comprehensive Income (Loss) 45,059 104,409 (4,595 ) (101,918 ) 42,955 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (2,104 ) — (2,104 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 45,059 $ 104,409 $ (2,491 ) $ (101,918 ) $ 45,059 _____________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 1,235,353 $ 770,227 $ — $ 2,005,580 Service — 733,247 444,167 — 1,177,414 Intercompany revenues — 3,485 15,094 (18,579 ) — Total Revenues — 1,972,085 1,229,488 (18,579 ) 3,182,994 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 788,864 589,099 — 1,377,963 Intercompany cost of sales — 15,094 3,485 (18,579 ) — Selling, general and administrative 310 523,844 238,325 — 762,479 Depreciation and amortization 68 308,284 176,023 — 484,375 Loss (Gain) on disposal/write-down of property, plant and equipment, net — 18,436 (35,523 ) — (17,087 ) Total Operating Expenses 378 1,654,522 971,409 (18,579 ) 2,607,730 Operating (Loss) Income (378 ) 317,563 258,079 — 575,264 Interest Expense (Income), Net(1) 151,392 19,128 143,907 — 314,427 Other (Income) Expense, Net (55 ) 16,636 (29,978 ) — (13,397 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (151,715 ) 281,799 144,150 — 274,234 Provision (Benefit) for Income Taxes — 15,268 27,859 — 43,127 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (381,392 ) (111,897 ) — 493,289 — Income (Loss) from Continuing Operations 229,677 378,428 116,291 (493,289 ) 231,107 Income (Loss) from Discontinued Operations — 120 (16 ) — 104 Net Income (Loss) 229,677 378,548 116,275 (493,289 ) 231,211 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 1,534 — 1,534 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 229,677 $ 378,548 $ 114,741 $ (493,289 ) $ 229,677 Net Income (Loss) $ 229,677 $ 378,548 $ 116,275 $ (493,289 ) $ 231,211 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments 14,962 — (86,157 ) — (71,195 ) Change in Fair Value of Derivative Instruments (9,101 ) — — — (9,101 ) Equity in Other Comprehensive (Loss) Income of Subsidiaries (86,400 ) (72,858 ) — 159,258 — Total Other Comprehensive (Loss) Income (80,539 ) (72,858 ) (86,157 ) 159,258 (80,296 ) Comprehensive Income (Loss) 149,138 305,690 30,118 (334,031 ) 150,915 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — 1,777 — 1,777 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 149,138 $ 305,690 $ 28,341 $ (334,031 ) $ 149,138 _____________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 1,201,035 $ 762,526 $ — $ 1,963,561 Service — 726,915 473,796 — 1,200,711 Intercompany revenues — 3,613 13,126 (16,739 ) — Total Revenues — 1,931,563 1,249,448 (16,739 ) 3,164,272 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 753,837 594,366 — 1,348,203 Intercompany cost of sales — 13,126 3,613 (16,739 ) — Selling, general and administrative (348 ) 531,507 258,165 — 789,324 Depreciation and amortization 96 299,372 175,127 — 474,595 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (2,491 ) 427 — (2,064 ) Total Operating Expenses (252 ) 1,595,351 1,031,698 (16,739 ) 2,610,058 Operating Income (Loss) 252 336,212 217,750 — 554,214 Interest Expense (Income), Net(1) 150,218 4,863 148,755 — 303,836 Other Expense (Income), Net 2,049 12,323 (12,952 ) — 1,420 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (152,015 ) 319,026 81,947 — 248,958 Provision (Benefit) for Income Taxes — 14,810 25,147 — 39,957 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (348,104 ) (54,395 ) — 402,499 — Income (Loss) from Continuing Operations 196,089 358,611 56,800 (402,499 ) 209,001 (Loss) Income from Discontinued Operations — (12,283 ) (144 ) — (12,427 ) Net Income (Loss) 196,089 346,328 56,656 (402,499 ) 196,574 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 485 — 485 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 196,089 $ 346,328 $ 56,171 $ (402,499 ) $ 196,089 Net Income (Loss) $ 196,089 $ 346,328 $ 56,656 $ (402,499 ) $ 196,574 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustment 6,761 — (139,051 ) — (132,290 ) Change in Fair Value of Derivative Instruments 4,183 — — — 4,183 Equity in Other Comprehensive (Loss) Income of Subsidiaries (135,215 ) (105,967 ) — 241,182 — Total Other Comprehensive (Loss) Income (124,271 ) (105,967 ) (139,051 ) 241,182 (128,107 ) Comprehensive Income (Loss) 71,818 240,361 (82,395 ) (161,317 ) 68,467 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,351 ) — (3,351 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 71,818 $ 240,361 $ (79,044 ) $ (161,317 ) $ 71,818 ______________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (161,288 ) $ 596,529 $ 212,904 $ — $ 648,145 Cash Flows from Operating Activities—Discontinued Operations — — — — — Cash Flows from Operating Activities (161,288 ) 596,529 212,904 — 648,145 Cash Flows from Investing Activities: Capital expenditures — (306,567 ) (227,047 ) — (533,614 ) Cash paid for acquisitions, net of cash acquired — (9,508 ) (46,991 ) — (56,499 ) Intercompany loans to subsidiaries (295,124 ) 6,526 — 288,598 — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (86,052 ) (27,457 ) — (113,509 ) Investments in joint ventures (see Note 10) — (19,222 ) — — (19,222 ) Proceeds from sales of property and equipment and other, net — 33,031 49,117 — 82,148 Cash Flows from Investing Activities—Continuing Operations (295,124 ) (381,792 ) (252,378 ) 288,598 (640,696 ) Cash Flows from Investing Activities—Discontinued Operations — 2,564 2,497 — 5,061 Cash Flows from Investing Activities (295,124 ) (379,228 ) (249,881 ) 288,598 (635,635 ) Cash Flows from Financing Activities: Repayment of revolving credit facility, term loan facilities and other debt — (9,507,136 ) (3,183,555 ) — (12,690,691 ) Proceeds from revolving credit facility, term loan facilities and other debt — 9,068,245 3,188,031 — 12,256,276 Net proceeds from sales of senior notes 987,500 — — — 987,500 Debit (payments) balances under cash pools — (10,612 ) 76,267 (65,655 ) — Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net — — (1,464 ) — (1,464 ) Intercompany loans from parent — 326,566 (37,968 ) (288,598 ) — Parent cash dividends (528,908 ) — — — (528,908 ) Net (payments) proceeds associated with employee stock-based awards (2,059 ) — — — (2,059 ) Payment of debt financing and stock issuance costs (243 ) — (526 ) — (769 ) Cash Flows from Financing Activities—Continuing Operations 456,290 (122,937 ) 40,785 (354,253 ) 19,885 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities 456,290 (122,937 ) 40,785 (354,253 ) 19,885 Effect of exchange rates on cash and cash equivalents — — (11,102 ) — (11,102 ) (Decrease) Increase in cash and cash equivalents (122 ) 94,364 (7,294 ) (65,655 ) 21,293 Cash and cash equivalents, including Restricted Cash, beginning of period 132 63,407 169,318 (67,372 ) 165,485 Cash and cash equivalents, including Restricted Cash, $ 10 $ 157,771 $ 162,024 $ (133,027 ) $ 186,778 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (208,384 ) $ 644,493 $ 189,429 $ — $ 625,538 Cash Flows from Operating Activities—Discontinued Operations — (995 ) — — (995 ) Cash Flows from Operating Activities (208,384 ) 643,498 189,429 — 624,543 Cash Flows from Investing Activities: Capital expenditures — (224,594 ) (105,359 ) — (329,953 ) Cash paid for acquisitions, net of cash acquired — (1,332,235 ) (378,776 ) — (1,711,011 ) Intercompany loans to subsidiaries 629,918 (23,092 ) — (606,826 ) — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (47,531 ) (16,030 ) — (63,561 ) Net proceeds from Divestments — 1,019 — — 1,019 Proceeds from sales of property and equipment and other, net — 283 430 — 713 Cash Flows from Investing Activities—Continuing Operations 629,918 (1,626,150 ) (499,735 ) (606,826 ) (2,102,793 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 629,918 (1,626,150 ) (499,735 ) (606,826 ) (2,102,793 ) Cash Flows from Financing Activities: Repayment of revolving credit facility, term loan facilities and other debt — (5,386,024 ) (5,840,147 ) — (11,226,171 ) Proceeds from revolving credit facility, term loan facilities and other debt — 6,456,050 5,980,967 — 12,437,017 Debit (payments) balances under cash pools — (832 ) (389 ) 1,221 — Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net — — (2,035 ) — (2,035 ) Intercompany loans from parent — (664,591 ) 57,765 606,826 — Parent cash dividends (505,403 ) — — — (505,403 ) Net (payments) proceeds associated with employee stock-based awards (2,800 ) — — — (2,800 ) Net proceeds associated with the Over-Allotment Option exercise 76,192 — — — 76,192 Net proceeds associated with the At the Market (ATM) Program 8,716 — — — 8,716 Payment of debt financing and stock issuance costs (412 ) (12,388 ) (3,157 ) — (15,957 ) Cash Flows from Financing Activities—Continuing Operations (423,707 ) 392,215 193,004 608,047 769,559 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (423,707 ) 392,215 193,004 608,047 769,559 Effect of exchange rates on cash and cash equivalents — — (19,332 ) — (19,332 ) (Decrease) Increase in cash and cash equivalents (2,173 ) (590,437 ) (136,634 ) 1,221 (728,023 ) Cash and cash equivalents, including Restricted Cash, beginning of period 2,433 642,408 375,584 (94,726 ) 925,699 Cash and cash equivalents, including Restricted Cash, end of period $ 260 $ 51,971 $ 238,950 $ (93,505 ) $ 197,676 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Our six reportable operating segments as of December 31, 2018 are described in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows: • North American Records and Information Management Business • North American Data Management Business • Western European Business • Other International Business • Global Data Center Business • Corporate and Other Business There have been no changes made to our reportable operating segments since December 31, 2018, other than the impact of the Consumer Storage Transaction (as defined in Note 10). Prior to the Consumer Storage Transaction, our consumer storage business was a component of our Corporate and Other Business Segment. The previously reported segment information has been restated to conform to the current presentation and reflects the changes to our reportable operating segments that occurred in fourth quarter of 2018 as described in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report. The operations associated with acquisitions completed during the first nine months of 2019 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 is as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total For the Three Months Ended September 30, 2019 Total Revenues $ 542,044 $ 96,552 $ 121,437 $ 197,728 $ 64,418 $ 40,045 $ 1,062,224 Storage Rental 317,820 66,497 78,009 128,715 62,001 20,276 673,318 Service 224,224 30,055 43,428 69,013 2,417 19,769 388,906 Depreciation and Amortization 58,801 6,709 13,257 30,008 34,067 14,719 157,561 Depreciation 45,394 4,620 9,137 17,512 20,193 11,296 108,152 Amortization 13,407 2,089 4,120 12,496 13,874 3,423 49,409 Adjusted EBITDA 246,415 54,378 38,639 62,120 32,261 (58,112 ) 375,701 Expenditures for Segment Assets 64,098 2,822 18,125 43,290 58,060 14,883 201,278 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 46,376 2,822 16,191 28,944 57,267 14,883 166,483 Cash Paid for Acquisitions, Net of Cash Acquired — — — 11,848 — — 11,848 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs and third-party commissions 17,722 — 1,934 2,498 793 — 22,947 For the Three Months Ended September 30, 2018 Total Revenues $ 539,603 $ 97,477 $ 126,354 $ 200,639 $ 63,380 $ 33,538 $ 1,060,991 Storage Rental 306,633 67,779 79,492 124,920 60,039 18,110 656,973 Service 232,970 29,698 46,862 75,719 3,341 15,428 404,018 Depreciation and Amortization 59,869 9,472 14,316 31,487 27,965 14,688 157,797 Depreciation 46,756 7,277 9,996 19,272 16,431 13,258 112,990 Amortization 13,113 2,195 4,320 12,215 11,534 1,430 44,807 Adjusted EBITDA 248,600 53,484 40,817 60,106 27,299 (67,976 ) 362,330 Expenditures for Segment Assets 53,665 5,033 2,774 49,330 42,585 29,435 182,822 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 31,373 5,033 551 21,929 41,896 11,570 112,352 Cash Paid for Acquisitions, Net of Cash Acquired — — — 26,277 — 17,865 44,142 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 22,292 — 2,223 1,124 689 — 26,328 North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total As of and for the Nine Months Ended September 30, 2019 Total Revenues $ 1,608,697 $ 289,714 $ 377,517 $ 598,507 $ 188,245 $ 120,314 $ 3,182,994 Storage Rental 938,161 199,819 237,258 387,086 182,301 60,955 2,005,580 Service 670,536 89,895 140,259 211,421 5,944 59,359 1,177,414 Depreciation and Amortization 181,494 27,011 42,842 91,367 98,370 43,291 484,375 Depreciation 137,801 20,451 30,560 53,563 58,233 35,877 336,485 Amortization 43,693 6,560 12,282 37,804 40,137 7,414 147,890 Adjusted EBITDA 715,683 157,998 122,011 178,993 85,913 (209,449 ) 1,051,149 Total Assets(1) 5,742,593 860,101 1,319,442 2,620,709 2,349,917 684,405 13,577,167 Expenditures for Segment Assets 166,908 13,708 72,560 93,373 314,242 42,831 703,622 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 103,660 13,708 41,031 56,048 279,856 39,311 533,614 Cash Paid for Acquisitions, Net of Cash Acquired 9,876 — 11,850 31,253 — 3,520 56,499 Acquisitions of Customer Relationships and Customer Inducements and Contract Fulfillment Costs and third-party commissions 53,372 — 19,679 6,072 34,386 — 113,509 As of and for the Nine Months Ended September 30, 2018 Total Revenues $ 1,605,526 $ 297,472 $ 393,869 $ 618,933 $ 164,878 $ 83,594 $ 3,164,272 Storage Rental 917,347 205,833 245,883 386,278 157,479 50,741 1,963,561 Service 688,179 91,639 147,986 232,655 7,399 32,853 1,200,711 Depreciation and Amortization 183,591 29,114 49,372 93,724 72,736 46,058 474,595 Depreciation 144,146 22,517 34,575 56,535 40,931 39,219 337,923 Amortization 39,445 6,597 14,797 37,189 31,805 6,839 136,672 Adjusted EBITDA 719,199 162,616 131,377 181,305 72,990 (202,027 ) 1,065,460 Total Assets(1) 4,961,149 823,868 1,104,221 2,328,574 2,159,955 433,103 11,810,870 Expenditures for Segment Assets 138,210 15,529 37,813 111,777 1,745,770 55,426 2,104,525 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 86,365 15,529 31,694 60,992 98,169 37,204 329,953 Cash Paid for Acquisitions, Net of Cash Acquired 1,551 — — 45,673 1,645,922 17,865 1,711,011 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 50,294 — 6,119 5,112 1,679 357 63,561 ______________________________________________________________ (1) Excludes all intercompany receivables or payables and investment in subsidiary balances. Total assets as of September 30, 2019 reflects the adoption of ASU 2016-02. The accounting policies of the reportable operating segments are the same as those described in Note 2 and in Note 2 to Notes to Consolidated Financial Statements included in our Annual Report. Adjusted EBITDA for each segment is defined as income (loss) from continuing operations before interest expense, net, provision (benefit) for income taxes, depreciation and amortization, and also excludes certain items that we believe are not indicative of our core operating results, specifically: (i) (gain) loss on disposal/write-down of property, plant and equipment, net (including real estate); (ii) intangible impairments; (iii) other (income) expense, net (which includes foreign currency transaction (gains) losses, net); and (iv) Significant Acquisition Costs (as defined below). Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocating resources to, our operating segments. A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis for the three and nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Adjusted EBITDA $ 375,701 $ 362,330 $ 1,051,149 $ 1,065,460 (Add)/Deduct: Provision (Benefit) for Income Taxes 21,928 14,023 43,127 39,957 Other (Income) Expense, Net (13,415 ) 325 (13,397 ) 1,420 Interest Expense, Net 106,677 103,938 314,427 303,836 (Gain) Loss on disposal/write-down of property, plant and equipment, net (9,284 ) (388 ) (17,087 ) (2,064 ) Depreciation and amortization 157,561 157,797 484,375 474,595 Significant Acquisition Costs(1) 3,950 9,286 8,597 38,715 Income (Loss) from Continuing Operations $ 108,284 $ 77,349 $ 231,107 $ 209,001 _______________________________________________________________________________ (1) As defined in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report. Information as to our revenues by product and service lines by segment for the three and nine months ended September 30, 2019 and 2018 are as follows: North American Records and Information Management Business North American Data Management Business Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Consolidated For the Three Months Ended September 30, 2019 Records Management(1) $ 452,336 $ — $ 103,683 $ 169,748 $ — $ 23,837 $ 749,604 Data Management(1) — 93,016 17,551 18,884 — 16,208 145,659 Information Destruction(1)(2) 89,708 3,536 203 9,096 — — 102,543 Data Center — — — — 64,418 — 64,418 Total Revenues $ 542,044 $ 96,552 $ 121,437 $ 197,728 $ 64,418 $ 40,045 $ 1,062,224 For the Three Months Ended September 30, 2018 Records Management(1) $ 441,102 $ — $ 107,388 $ 173,426 $ — $ 19,183 $ 741,099 Data Management(1) — 94,917 18,914 18,541 — 14,355 146,727 Information Destruction(1)(2) 98,501 2,560 52 8,672 — — 109,785 Data Center — — — — 63,380 — 63,380 Total Revenues $ 539,603 $ 97,477 $ 126,354 $ 200,639 $ 63,380 $ 33,538 $ 1,060,991 For the Nine Months Ended September 30, 2019 Records Management(1) $ 1,322,488 $ — $ 321,759 $ 515,158 $ — $ 74,377 $ 2,233,782 Data Management(1) — 280,157 54,345 56,898 — 45,937 437,337 Information Destruction(1)(2) 286,209 9,557 1,413 26,451 — — 323,630 Data Center — — — — 188,245 — 188,245 Total Revenues $ 1,608,697 $ 289,714 $ 377,517 $ 598,507 $ 188,245 $ 120,314 $ 3,182,994 For the Nine Months Ended September 30, 2018 Records Management(1) $ 1,317,505 $ — $ 335,072 $ 533,950 $ — $ 41,388 $ 2,227,915 Data Management(1) — 290,279 58,526 58,246 — 42,206 449,257 Information Destruction(1)(2) 288,021 7,193 271 26,737 — — 322,222 Data Center — — — — 164,878 — 164,878 Total Revenues $ 1,605,526 $ 297,472 $ 393,869 $ 618,933 $ 164,878 $ 83,594 $ 3,164,272 ____________________________________________________________________________ (1) Each of the 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. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | We are involved in litigation from time to time in the ordinary course of business. A portion of the defense and/or settlement costs associated with such litigation is covered by various commercial liability insurance policies purchased by us and, in limited cases, indemnification from third parties. Our policy is to establish reserves for loss contingencies when the losses are both probable and reasonably able to be estimated. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. There have been no material updates or changes to the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report. We believe that the resolution of the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report will not have a material impact on our consolidated financial condition, results of operations or cash flows. We have estimated a reasonably possible range for all loss contingencies, including those disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report and the item below, 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 $17,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangements. In June 2019, we received a notification of assessment from tax and customs authorities in the Netherlands related to a VAT liability of approximately 16,800 Euros. The notification of assessment is related to our customs clearing and logistics business in the Netherlands, which we acquired through the acquisition of Bonded Services of America, Inc. and Bonded Services Acquisition, Ltd. (collectively, “Bonded”) in September 2017. As part of the import and declaration services we provide in the Netherlands, we file import declaration forms to the customs authorities for all goods imported in a particular month and calculate the amount of VAT that is due on the goods being imported. In certain instances, we remit import VAT to the Dutch tax authorities and subsequently are reimbursed by the entity the goods are being imported on behalf of. In other instances, however, the payment of VAT may be deferred and paid upon the sale of the goods to the ultimate end customer in cases where the entity receiving the goods holds a valid license allowing for the deferment of VAT (referred to as an Article 23 license). In the notification of assessment, the Dutch tax authorities have asserted that (i) we inappropriately deferred VAT for goods imported under Article 23 for certain of our customers between March 2017 and August 2018 and (ii) we are liable for the amount of VAT related to those goods for which VAT was inappropriately deferred. We have responded to the notification of assessment and have requested additional information regarding the matter from the Dutch tax authorities. |
Stockholders' Equity Matters
Stockholders' Equity Matters | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity Matters | Stockholders' Equity Matters Our board of directors has adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. The amount and timing of future dividends will continue to be subject to the approval of our board of directors, in its sole discretion, and to applicable legal requirements. In fiscal year 2018 and the first nine months of 2019, our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date February 14, 2018 $ 0.5875 March 15, 2018 $ 167,969 April 2, 2018 May 24, 2018 0.5875 June 15, 2018 168,078 July 2, 2018 July 24, 2018 0.5875 September 17, 2018 168,148 October 2, 2018 October 25, 2018 0.6110 December 17, 2018 174,935 January 3, 2019 February 7, 2019 0.6110 March 15, 2019 175,242 April 2, 2019 May 22, 2019 0.6110 June 17, 2019 175,389 July 2, 2019 July 26, 2019 0.6110 September 16, 2019 175,434 October 2, 2019 At The Market (ATM) Equity Program As described in greater detail in Note 12 to Notes to Consolidated Financial Statements included in our Annual Report, we entered into a distribution agreement with a syndicate of 10 banks (the “Agents”) pursuant to which we may sell, from time to time, up to an aggregate sales price of $500,000 of our common stock through the Agents (the “At The Market (ATM) Equity Program”). There were no shares of common stock sold under the At The Market (ATM) Equity Program during the nine months ended September 30, 2019. As of September 30, 2019, the remaining aggregate sale price of shares of our common stock available for distribution under the At The Market (ATM) Equity Program was approximately $431,200 . |
Divestments
Divestments | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestments | Divestments On March 19, 2019, we contributed our customer contracts and certain intellectual property and other assets used by us to operate our consumer storage business in the United States and Canada (the "IM Consumer Storage Assets") and approximately $20,000 in cash (gross of certain transaction expenses) (the "Cash Contribution") to a joint venture entity, Makespace LLC (the "Makespace JV"), established by us and Makespace Labs, Inc. ("Makespace"), a consumer storage services provider (the "Consumer Storage Transaction"). Upon the closing of the Consumer Storage Transaction on March 19, 2019, the Makespace JV owned (i) the IM Consumer Storage Assets, (ii) the Cash Contribution and (iii) the customer contracts, intellectual property and certain other assets used by Makespace to operate its consumer storage business in the United States. As part of the Consumer Storage Transaction, we received an equity interest of approximately 34% in the Makespace JV (the "Makespace Investment"). In connection with the Consumer Storage Transaction and the Makespace Investment, we also entered into a storage and service agreement with the Makespace JV to provide certain storage and related services to the Makespace JV (see Note 12). We have concluded that the divestment of the IM Consumer Storage Assets in the Consumer Storage Transaction does not meet the criteria to be reported as a discontinued operation 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 and financial results. Accordingly, the revenues and expenses associated with this business are presented as a component of Income (loss) from continuing operations in our Condensed Consolidated Statements of Operations for the nine months ended September 30, 2019 through the closing date of the Consumer Storage Transaction and for the three and nine months ended September 30, 2018 and the cash flows associated with this business are presented as a component of cash flows from continuing operations in our Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2019 through the closing date of the Consumer Storage Transaction and for the nine months ended September 30, 2018. As a result of the Consumer Storage Transaction, we recorded a gain on sale of approximately $4,200 to Other (income) expense, net, in the first quarter of 2019, representing the excess of the fair value of the consideration received over the sum of (i) the carrying value of our consumer storage operations and (ii) the Cash Contribution. At the closing date of the Consumer Storage Transaction, the fair value of the Makespace Investment was approximately $27,500 . We account for the Makespace Investment as an equity method investment. The carrying value of the Makespace Investment at September 30, 2019 is $21,152 , and is presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheet. |
Significant Acquisition Costs
Significant Acquisition Costs | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Significant Acquisition Costs | Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Cost of sales (excluding depreciation and amortization) $ 1,945 $ 2,892 $ 4,136 $ 5,015 Selling, general and administrative expenses 2,005 6,394 4,461 33,700 Total Significant Acquisition Costs $ 3,950 $ 9,286 $ 8,597 $ 38,715 Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations by segment for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 North American Records and Information Management Business $ 796 $ 950 $ 1,174 $ 4,551 North American Data Management Business 11 83 11 434 Western European Business 4 1,806 85 5,385 Other International Business 1,307 2,001 2,760 3,434 Global Data Center Business 70 232 337 11,572 Corporate and Other Business 1,762 4,214 4,230 13,339 Total Significant Acquisition Costs $ 3,950 $ 9,286 $ 8,597 $ 38,715 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In connection with the Consumer Storage Transaction and the Makespace Investment (both as described more fully in Note 10), we also 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"). Revenues and expenses associated with the Makespace Agreement are presented as a component of our North American Records and Information Management Business segment. We recognized approximately $7,300 and $15,200 of revenue, respectively, for the three and nine months ended September 30, 2019, associated with the Makespace Agreement. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | In October 2019, we announced a global program designed to better position us for future growth and achievement of our strategic objectives (“Project Summit”). Project Summit will focus on simplifying our global structure by combining our core records and information management operations under one global leader and rebalancing our resources, streamlining managerial structures and leveraging our global and regional customer facing resources. The activities associated with Project Summit will begin 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 by the end of 2022. We estimate that the implementation of Project Summit will result in total restructuring charges (including operating and capital expenditures) of approximately $240,000 . We expect to incur restructuring charges associated with Project Summit of approximately $60,000 during the fourth quarter of 2019, substantially all of which will consist of employee severance costs and professional fees that will be settled in cash during the fourth quarter of 2019 and 2020. As a result of the realignment of our global managerial structure and changes to our internal financial reporting associated with Project Summit, during the fourth quarter of 2019, we reassessed the composition of our reportable operating segments. Subsequent to the implementation of the planned managerial structure changes associated with Project Summit, we expect to have three reportable operating segments: (i) Global Records and Information Management Business (which will consist of our existing North American Records and Information Management Business, North American Data Management Business, Western European Business and Other International Business operating segments); (ii) Global Data Center Business; and (iii) Corporate and Other Business (which includes our Adjacent Businesses operating segment). We also are in the process of reassessing the composition of our reporting units, at which level we assess goodwill for impairment. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | Cash, 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. |
Goodwill and Other Intangible Assets and Liabilities | Goodwill and Other Intangible Assets and Liabilities Goodwill Since December 31, 2018, there have been no changes to our accounting polices related to the accounting for goodwill. As of September 30, 2019 and December 31, 2018 , no factors were identified that would alter our October 1, 2018 goodwill impairment analysis. Our reporting units as of December 31, 2018 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. On March 19, 2019, we divested the business included in our former Consumer Storage reporting unit, which had no goodwill associated with it at December 31, 2018 or at the date of the divestment. See Note 10 for additional information. The goodwill associated with acquisitions completed during the first nine months of 2019 (which are described in Note 4) has been incorporated into our reporting units as they existed as of December 31, 2018. Finite-lived Intangible Assets and Liabilities Finite-lived intangible assets and liabilities are primarily comprised of customer relationship intangible assets, customer inducements and data center intangible assets and liabilities (which include data center in-place lease intangible assets, data center tenant relationship intangible assets, data center above-market in-place lease intangible assets and data center below-market in-place lease intangible assets). Since December 31, 2018, there have been no changes to our accounting policies related to the accounting for any of our finite-lived intangible assets and liabilities as disclosed in Note 2.i. to Notes to Consolidated Financial Statements included in our Annual Report. |
Revenues | Data Center Lessor Considerations Our data center business features storage rental provided to customers at contractually specified rates over a fixed contractual period. Prior to January 1, 2019, our data center revenue contracts were accounted for in accordance with Accounting Standards Codification (“ASC”) No. 840, Leases ("ASC 840"). On January 1, 2019, we adopted ASU 2016-02, as described in more detail in Note 2.d. Beginning on January 1, 2019, our data center revenue contracts are accounted for in accordance with ASU 2016-02. ASU 2016-02 provides a practical expedient which allows lessors to account for nonlease components (such as power and connectivity, in the case of our data center business) with the related lease component if both the timing and pattern of transfer are the same for nonlease components and the lease component, and the lease component would be classified as an operating lease. The single combined component is accounted for under ASU 2016-02 if the lease component is the predominant component and is accounted for under ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"), if the nonlease components are the predominant components. We have elected to take this practical expedient. Storage rental revenue associated with our data center business was approximately $62,000 and $182,300 for the three and nine months ended September 30, 2019, respectively, which includes approximately $12,000 and $31,000 of revenue associated with power and connectivity for the three and nine months ended September 30, 2019, respectively. The revenue related to the service component of our data center business remains unchanged from the adoption of ASU 2016-02 and is recognized in the period the related services are provided. Our accounting treatment for data center revenue was not significantly impacted by the adoption of ASU 2016-02. |
Leases | 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. The majority of our leased facilities are classified as operating leases that, on average, have initial lease terms of five to 10 years , with one or more lease renewal options to extend the lease term. Our lease renewal option terms generally range from one to five years . The exercise of the lease renewal option is at our sole discretion and may contain fixed rent, fair market value based rent or Consumer Price Index rent escalation clauses. We include option periods in the lease term when our failure to renew the lease would result in an economic disincentive, thereby making it reasonably certain that we will renew the lease. We recognize straight line rental expense over the life of the lease and any fair market value or Consumer Price Index rent escalations are recognized as variable lease expense in the period in which the obligation is incurred. In addition, we lease certain vehicles and equipment. Vehicle and equipment leases have lease terms ranging from one to seven years . In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases, both operating and financing (formerly referred to as capital leases under ASC 840). ASU 2016-02 requires certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. We adopted ASU 2016-02 on January 1, 2019 on a modified retrospective basis under which we recognized and measured leases existing at, or entered into after, the beginning of the period of adoption. Therefore, we applied ASC 840 to all earlier comparative periods (prior to the adoption of ASU 2016-02), including disclosures, and recognized the effects of applying ASU 2016-02 as a cumulative-effect adjustment to (Distributions in excess of earnings) Earnings in excess of distributions as of January 1, 2019, the effective date of the standard. As such, the comparative Condensed Consolidated Balance Sheet as of December 31, 2018 has not been restated to reflect the adoption of ASU 2016-02. Accordingly, the majority of the amount presented as deferred rent liabilities on our Consolidated Balance Sheet as of December 31, 2018 is now included in the calculation of operating lease right-of-use assets and any remaining amounts are now classified within other liability line items on our Condensed Consolidated Balance Sheet as of September 30, 2019. The transition guidance associated with ASU 2016-02 also permitted certain practical expedients. We elected the "package of 3" practical expedients permitted under the transition guidance which, among other things, allowed us to carryforward our historical lease classifications. We also adopted an accounting policy which provides that leases with an initial term of 12 months or less will not be included within the lease right-of-use assets and lease liabilities recognized on our Condensed Consolidated Balance Sheets after the adoption of ASU 2016-02. We will continue to recognize the lease payments for those leases with an initial term of 12 months or less in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term. The lease right-of-use assets and related lease liabilities are classified as either operating or financing. Lease right-of-use assets are calculated as the net present value of future payments plus any capitalized initial direct costs less any tenant improvements or lease incentives. Lease liabilities are calculated as the net present value of future payments. In calculating the present value of the lease payments, we will utilize the rate stated within the lease (in the limited circumstances when such rate is available) or, if no rate is explicitly stated, we have elected to utilize a rate that reflects our securitized incremental borrowing rate by geography for the lease term. In July 2018, the FASB issued ASU No. 2018-11, Leases - Targeted Improvements ("ASU 2018-11"). ASU 2018-11 provides a practical expedient which allows lessees to account for nonlease components (which include common area maintenance, taxes, and insurance) with the related lease component. Any variable nonlease components are not included within the lease right-of-use asset and lease liability on the Condensed Consolidated Balance Sheets, and instead, are reflected as an expense in the period incurred. We have elected to take this practical expedient upon adoption of ASU 2016-02. At January 1, 2019, we recognized the cumulative effect of initially applying ASU 2016-02 as an adjustment to the opening balance of (Distributions in excess of earnings) Earnings in excess of distributions, resulting in an increase of approximately $5,800 to stockholders' equity due to certain build to suit leases that were accounted for as financing leases under ASC 840, Leases , but are accounted for as operating leases under ASU 2016-02 at January 1, 2019. |
Stock-Based Compensation | For our Employee Stock-Based Awards made on or after February 20, 2019, we have included the following retirement provision: Upon an employee’s retirement on or after attaining age 58, if the sum of (i) the award recipient’s age at retirement and (ii) the award recipient’s years of service with the company totals at least 70, the award recipient is entitled to continued vesting of any outstanding Employee Stock-Based Awards which include the 2019 Retirement Criteria subsequent to their retirement, provided that, for awards granted in the year of retirement, their retirement occurs on or after July 1 st (the “2019 Retirement Criteria”). Accordingly, (i) grants of Employee Stock-Based Awards to an employee who has met the 2019 Retirement Criteria on or before the date of grant, or will meet the Retirement Criteria before July 1 st of the year of the grant, will be expensed between the date of grant and July 1 st of the grant year and (ii) grants of Employee Stock-Based Awards to employees who will meet the 2019 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 2019 Retirement Criteria. Stock options and RSUs granted to recipients who meet the 2019 Retirement Criteria will continue vesting on the original vesting schedule, and the stock options will remain exercisable up to three years after retirement, or the original expiration date of the stock options, if earlier. PUs granted to recipients who meet the 2019 Retirement Criteria will continue to vest and be delivered in accordance with the original vesting schedule of the applicable PU award and remain subject to the same performance conditions. |
Income (Loss) Per Share-Basic and Diluted | Income (Loss) Per Share—Basic and Diluted Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share, but gives effect to all potential common shares (that is, securities such as stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive. |
Income Taxes | We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our estimate of the effective tax rates for the years ending December 31, 2019 and 2018 reflect the impact of the U.S. tax reform legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Reform Legislation”). See Note 7 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the impact the Tax Reform Legislation had on us. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and losses; (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate. |
Fair Value Measurements | Fair Value Measurements Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The three levels of the fair value hierarchy are as follows: Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. |
Foreign Currency Transactions | The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, include gains or losses related to (i) borrowings in certain foreign currencies under our Revolving Credit Facility (as defined and discussed more fully in Note 5), (ii) our Euro Notes (as defined in Note 5), (iii) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, and (iv) amounts that are paid or received on the net settlement amount from forward contracts (as more fully discussed in Note 3). |
New Accounting Pronouncements | New Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) ("ASU 2018-15"). ASU 2018-15 aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. We adopted ASU 2018-15 on January 1, 2019. ASU 2018-15 did not have a material impact on our consolidated financial statements. |
Correction in Presentation | Correction in Presentation |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of changes in the carrying value of goodwill attributable to each reportable operating segment | The changes in the carrying value of goodwill attributable to each reportable operating segment for the nine months ended September 30, 2019 are as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Goodwill balance, net of accumulated amortization as of December 31, 2018 $ 2,251,795 $ 493,491 $ 381,806 $ 818,223 $ 425,956 $ 69,759 $ 4,441,030 Deductible goodwill acquired during the year 5,109 — 675 10,333 — — 16,117 Non-deductible goodwill acquired during the year — — 5,011 4,638 — 1,904 11,553 Fair value and other adjustments(1) 55 — (1,012 ) 1,321 258 (417 ) 205 Currency effects 5,501 1,495 (15,717 ) (32,461 ) (5,182 ) (546 ) (46,910 ) Goodwill balance, net accumulated amortization as of September 30, 2019 $ 2,262,460 $ 494,986 $ 370,763 $ 802,054 $ 421,032 $ 70,700 $ 4,421,995 Accumulated Goodwill Impairment Balance as of December 31, 2018 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 Accumulated Goodwill Impairment Balance as of September 30, 2019 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 _______________________________________________________________________________ (1) Total fair value and other adjustments primarily include $867 in net adjustments related to property, plant and equipment, customer relationships and data center lease-based intangible assets and deferred income taxes and other liabilities offset by $662 of net cash received related to certain acquisitions completed in 2018. |
Schedule of components of amortizable intangible assets | The other finite-lived intangible assets as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Other finite-lived intangible assets (included in Other, a component of Other assets, net) $ 19,842 $ (17,385 ) $ 2,457 $ 20,310 $ (14,798 ) $ 5,512 The gross carrying amount and accumulated amortization of our finite-lived intangible assets as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Assets: Customer relationship intangible assets $ 1,747,535 $ (529,164 ) $ 1,218,371 $ 1,718,919 $ (455,705 ) $ 1,263,214 Customer inducements 53,097 (30,298 ) 22,799 56,478 (34,181 ) 22,297 Data center lease-based intangible assets(1) 264,382 (90,265 ) 174,117 271,818 (50,807 ) 221,011 Third-party commissions asset(2) 31,708 (3,001 ) 28,707 30,071 (1,089 ) 28,982 $ 2,096,722 $ (652,728 ) $ 1,443,994 $ 2,077,286 $ (541,782 ) $ 1,535,504 Liabilities: Data center below-market leases $ 12,720 $ (3,424 ) $ 9,296 $ 12,318 $ (1,642 ) $ 10,676 _______________________________________________________________________________ (1) Includes data center in-place lease intangible assets, data center tenant relationship intangible assets and data center above-market in-place lease intangible assets. (2) Third-party commissions asset is included in Other, a component of Other assets, net in the accompanying Condensed Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018. The third-party commissions asset is primarily comprised of additional payments associated with the execution of future customer contracts through the one-year anniversary of the acquisition of IODC, as described in Note 4. |
Schedule of amortization expenses | Amortization expense associated with finite-lived intangible assets, revenue reduction associated with the amortization of customer inducements and net revenue reduction associated with the amortization of data center above-market leases and data center below-market leases for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended 2019 2018 2019 2018 Amortization expense included in depreciation and amortization associated with: Customer relationship and customer inducement intangible assets $ 29,064 $ 26,782 $ 85,228 $ 84,401 Data center in-place leases and tenant relationships 11,356 12,036 35,337 30,437 Third-party commissions asset and other finite-lived intangible assets 2,515 642 5,456 3,486 Revenue reduction associated with amortization of: Customer inducements $ 2,303 $ 3,229 $ 7,641 $ 8,782 Data center above-market leases and data center below-market leases 936 1,276 2,776 3,648 |
Schedule of amortization expense associated with commissions asset and Intake Costs | The costs of the initial intake of customer records into physical storage ("Intake Costs") and capitalized commissions asset (collectively, "Contract Fulfillment Costs") as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Description Location in Balance Sheet Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intake Costs asset Other (within Other Assets, Net) $ 37,938 $ (20,974 ) $ 16,964 $ 39,748 $ (24,504 ) $ 15,244 Capitalized commissions asset Other (within Other Assets, Net) 56,585 (21,933 ) 34,652 58,424 (34,637 ) 23,787 Amortization expense associated with the Intake Costs asset and capitalized commissions asset for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Intake Costs asset $ 2,250 $ 2,294 $ 7,764 $ 7,915 Capitalized commissions asset 4,224 3,053 14,105 10,433 |
Schedule of deferred revenue liabilities | Deferred revenue liabilities are reflected as follows in our Condensed Consolidated Balance Sheets: Description Location in Balance Sheet September 30, 2019 December 31, 2018 Deferred revenue - Current Deferred revenue $ 257,328 $ 264,823 Deferred revenue - Long-term Other Long-term Liabilities 26,572 26,401 |
Schedule of operating and financing lease right-of-use assets and lease liabilities | Operating and financing lease right-of-use assets and lease liabilities as of September 30, 2019 and January 1, 2019 (date of adoption of ASU 2016-02) are as follows: Description Location in Balance Sheet September 30, 2019 January 1, 2019 Assets: Operating lease right-of-use assets(1) Operating lease right-of-use assets $ 1,765,496 $ 1,825,721 Financing lease right-of-use assets, net of accumulated depreciation(2) Property, Plant and Equipment, Net 327,264 361,078 Total $ 2,092,760 $ 2,186,799 Liabilities: Current Operating lease liabilities Accrued expenses and other current liabilities $ 216,176 $ 209,911 Financing lease liabilities Current portion of long-term debt 47,112 50,437 Total current lease liabilities 263,288 260,348 Long-term Operating lease liabilities Long-term Operating Lease Liabilities, net of current portion 1,626,907 1,685,771 Financing lease liabilities Long-term Debt, net of current portion 318,986 350,263 Total long-term lease liabilities 1,945,893 2,036,034 Total $ 2,209,181 $ 2,296,382 ______________________________________________________________ (1) At September 30, 2019, these assets are comprised of approximately 98% real estate related assets (which include land, buildings and racking) and 2% non-real estate related assets (which include warehouse equipment, vehicles, furniture and fixtures and computer hardware and software). (2) At September 30, 2019, these assets are comprised of approximately 64% real estate related assets and 36% non-real estate related assets. |
Schedule of lease, cost | Weighted average remaining lease terms and discount rates as of September 30, 2019 are as follows: Remaining Lease Term Operating leases 11.0 Years Financing leases 11.0 Years Discount Rate Operating leases 7.1 % Financing leases 5.6 % The components of the lease expense for the three and nine months ended September 30, 2019 are as follows: Description Location in Statement of Operations Three Months Ended Nine Months Ended September 30, 2019 Operating lease cost(1) Cost of sales and Selling, general and administrative $ 114,727 $ 343,282 Financing lease cost: Depreciation of financing lease right-of-use assets Depreciation and amortization $ 14,679 $ 45,950 Interest expense for financing lease liabilities Interest Expense, Net 4,905 15,972 Total financing lease cost $ 19,584 $ 61,922 ______________________________________________________________ (1) Of the $114,727 incurred for the three months ended September 30, 2019, $111,423 is included within Cost of sales and $3,304 is included within Selling, general and administrative expenses. Of the $343,282 incurred for the nine months ended September 30, 2019, $333,742 is included within Cost of sales and $9,540 is included within Selling, general and administrative expenses. Operating lease cost includes variable lease costs of $26,121 and $78,712 for the three and nine months ended September 30, 2019, respectively. Cash paid for amounts included in measurement of lease liabilities: Nine Months Ended Operating cash flows used in operating leases $ 252,277 Operating cash flows used in financing leases (interest) 15,972 Financing cash flows used in financing leases 44,808 Non-cash items: Operating lease modifications and reassessments $ 42,418 New operating leases (including acquisitions) 117,193 New financing leases, modifications and reassessments 20,699 |
Schedule of future minimum lease payments for capital leases | The estimated minimum future lease payments as of September 30, 2019, are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1) 2019 (excluding the nine months ended September 30, 2019) $ 87,009 $ (1,646 ) $ 32,386 2020 323,448 (7,520 ) 57,887 2021 298,656 (5,185 ) 52,685 2022 274,021 (4,905 ) 46,358 2023 248,066 (4,795 ) 38,695 Thereafter 1,505,195 (10,673 ) 292,903 Total minimum lease payments 2,736,395 $ (34,724 ) 520,914 Less amounts representing interest or imputed interest (893,312 ) (154,816 ) Present value of lease obligations $ 1,843,083 $ 366,098 The estimated minimum future lease payments as of December 31, 2018 are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1)(2) 2019 $ 323,454 $ (7,525 ) $ 80,513 2020 293,276 (7,200 ) 71,335 2021 267,379 (7,063 ) 61,269 2022 246,128 (6,694 ) 52,832 2023 221,808 (6,409 ) 44,722 Thereafter 1,287,807 (6,279 ) 377,750 Total minimum lease payments $ 2,639,852 $ (41,170 ) 688,421 Less amounts representing interest (241,248 ) Present value of lease obligations $ 447,173 _______________________________________________________________________________ (1) Estimated minimum future lease payments exclude variable common area maintenance charges, insurance and taxes. Differences in estimated lease payments between September 30, 2019 and December 31, 2018 are primarily related to adjustments to account for certain build to suit leases that were accounted for as financing obligations under ASC 840 but are accounted for as operating leases under ASU 2016-02 and foreign currency exchange rate impacts. (2) Includes capital lease and financing obligations associated with build to suit lease transactions at December 31, 2018. |
Schedule of finance lease, liability, maturity | The estimated minimum future lease payments as of September 30, 2019, are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1) 2019 (excluding the nine months ended September 30, 2019) $ 87,009 $ (1,646 ) $ 32,386 2020 323,448 (7,520 ) 57,887 2021 298,656 (5,185 ) 52,685 2022 274,021 (4,905 ) 46,358 2023 248,066 (4,795 ) 38,695 Thereafter 1,505,195 (10,673 ) 292,903 Total minimum lease payments 2,736,395 $ (34,724 ) 520,914 Less amounts representing interest or imputed interest (893,312 ) (154,816 ) Present value of lease obligations $ 1,843,083 $ 366,098 The estimated minimum future lease payments as of December 31, 2018 are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1)(2) 2019 $ 323,454 $ (7,525 ) $ 80,513 2020 293,276 (7,200 ) 71,335 2021 267,379 (7,063 ) 61,269 2022 246,128 (6,694 ) 52,832 2023 221,808 (6,409 ) 44,722 Thereafter 1,287,807 (6,279 ) 377,750 Total minimum lease payments $ 2,639,852 $ (41,170 ) 688,421 Less amounts representing interest (241,248 ) Present value of lease obligations $ 447,173 _______________________________________________________________________________ (1) Estimated minimum future lease payments exclude variable common area maintenance charges, insurance and taxes. Differences in estimated lease payments between September 30, 2019 and December 31, 2018 are primarily related to adjustments to account for certain build to suit leases that were accounted for as financing obligations under ASC 840 but are accounted for as operating leases under ASU 2016-02 and foreign currency exchange rate impacts. (2) Includes capital lease and financing obligations associated with build to suit lease transactions at December 31, 2018. |
Schedule of lessee, operating lease, liability, maturity | The estimated minimum future lease payments as of September 30, 2019, are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1) 2019 (excluding the nine months ended September 30, 2019) $ 87,009 $ (1,646 ) $ 32,386 2020 323,448 (7,520 ) 57,887 2021 298,656 (5,185 ) 52,685 2022 274,021 (4,905 ) 46,358 2023 248,066 (4,795 ) 38,695 Thereafter 1,505,195 (10,673 ) 292,903 Total minimum lease payments 2,736,395 $ (34,724 ) 520,914 Less amounts representing interest or imputed interest (893,312 ) (154,816 ) Present value of lease obligations $ 1,843,083 $ 366,098 The estimated minimum future lease payments as of December 31, 2018 are as follows: Year Operating Leases(1) Sublease Income Financing Leases(1)(2) 2019 $ 323,454 $ (7,525 ) $ 80,513 2020 293,276 (7,200 ) 71,335 2021 267,379 (7,063 ) 61,269 2022 246,128 (6,694 ) 52,832 2023 221,808 (6,409 ) 44,722 Thereafter 1,287,807 (6,279 ) 377,750 Total minimum lease payments $ 2,639,852 $ (41,170 ) 688,421 Less amounts representing interest (241,248 ) Present value of lease obligations $ 447,173 _______________________________________________________________________________ (1) Estimated minimum future lease payments exclude variable common area maintenance charges, insurance and taxes. Differences in estimated lease payments between September 30, 2019 and December 31, 2018 are primarily related to adjustments to account for certain build to suit leases that were accounted for as financing obligations under ASC 840 but are accounted for as operating leases under ASU 2016-02 and foreign currency exchange rate impacts. (2) Includes capital lease and financing obligations associated with build to suit lease transactions at December 31, 2018. |
Schedule of lessor, operating lease, maturity | The future minimum lease payments we expect to receive under non-cancellable data center operating leases, for which we are the lessor, excluding month to month leases, for the next five years are as follows: Year Future minimum lease payments 2019 (excluding the nine months ended September 30, 2019) $ 58,381 2020 177,528 2021 118,980 2022 83,677 2023 67,569 |
Schedule of stock option activity | A summary of stock option activity for the nine months ended September 30, 2019 is as follows: Stock Options Outstanding at December 31, 2018 4,271,834 Granted 920,706 Exercised (236,704 ) Forfeited (13,542 ) Expired (16,715 ) Outstanding at September 30, 2019 4,925,579 Options exercisable at September 30, 2019 3,128,621 Options expected to vest 1,716,446 |
Schedule of restricted stock and RSU activity | The fair value of RSUs vested during the three and nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Fair value of RSUs vested $ 3,092 $ 3,189 $ 20,802 $ 19,195 A summary of RSU activity for the nine months ended September 30, 2019 is as follows: RSUs Non-vested at December 31, 2018 1,196,566 Granted 752,555 Vested (611,828 ) Forfeited (81,437 ) Non-vested at September 30, 2019 1,255,856 |
Schedule of performance units | The fair value of earned PUs that vested during the three and nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Fair value of earned PUs that vested $ 1,176 $ 84 $ 7,679 $ 3,117 |
Schedule of Performance Unit (PU) activity | A summary of PU activity for the nine months ended September 30, 2019 is as follows: Original PU Adjustment(1) Total Non-vested at December 31, 2018 967,049 (299,948 ) 667,101 Granted 380,856 — 380,856 Vested (202,141 ) — (202,141 ) Forfeited/Performance or Market Conditions Not Achieved (13,898 ) (14,850 ) (28,748 ) Non-vested at September 30, 2019 1,131,866 (314,798 ) 817,068 _______________________________________________________________________________ (1) Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs. |
Schedule of calculation of basic and diluted net income (loss) per share attributable to the entity | The calculation of basic and diluted income (loss) per share for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Income (loss) from continuing operations $ 108,284 $ 77,349 $ 231,107 $ 209,001 Less: Net income (loss) attributable to noncontrolling interests 609 (125 ) 1,534 485 Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) $ 107,675 $ 77,474 $ 229,573 $ 208,516 (Loss) income from discontinued operations, net of tax $ — $ (11,605 ) $ 104 $ (12,427 ) Net income (loss) attributable to Iron Mountain Incorporated $ 107,675 $ 65,869 $ 229,677 $ 196,089 Weighted-average shares—basic 287,152,000 286,159,000 286,869,000 285,801,000 Effect of dilutive potential stock options 93,752 264,451 157,928 250,574 Effect of dilutive potential RSUs and PUs 445,081 558,891 528,387 463,583 Weighted-average shares—diluted 287,690,833 286,982,342 287,555,315 286,515,157 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 0.37 $ 0.27 $ 0.80 $ 0.73 (Loss) income from discontinued operations, net of tax — (0.04 ) — (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.37 $ 0.23 $ 0.80 $ 0.69 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 0.37 $ 0.27 $ 0.80 $ 0.73 (Loss) income from discontinued operations, net of tax — (0.04 ) — (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.37 $ 0.23 $ 0.80 $ 0.68 Antidilutive stock options, RSUs and PUs, excluded from the calculation 4,782,661 3,253,975 4,590,645 3,256,206 _______________________________________________________________________________ (1) Columns may not foot due to rounding. |
Schedule of effective income tax rate reconciliation | Our effective tax rates for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended 2019(1) 2018(1) 2019(1) 2018(2) Effective Tax Rate 16.8 % 15.3 % 15.7 % 16.0 % _______________________________________________________________________________ (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, 2019 and for the three months ended September 30, 2018 were the benefit derived from the dividends paid deduction and the impact of differences in the tax rates at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. (2) The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the nine months ended September 30, 2018 were the benefit derived from the dividends paid deduction, a discrete tax benefit of approximately $14,000 associated with the resolution of a tax matter and the impact of differences in the tax rates at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. |
Schedule of assets and liabilities carried at fair value measured on a recurring basis | The assets and liabilities carried at fair value measured on a recurring basis as of September 30, 2019 and December 31, 2018 , respectively, are as follows: Fair Value Measurements at Description Total Carrying Quoted prices Significant other Significant Money Market Funds(1) $ 30,123 $ — $ 30,123 $ — Trading Securities 9,996 9,540 (2) 456 (3) — Derivative Assets(4) 1,972 — 1,972 — Derivative Liabilities(4) 12,046 — 12,046 — Fair Value Measurements at Description Total Carrying Value at December 31, 2018 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Time Deposits(1) $ 956 $ — $ 956 $ — Trading Securities 10,753 10,248 (2) 505 (3) — Derivative Assets(4) 93 — 93 — Derivative Liabilities(4) 973 — 973 — _______________________________________________________________________________ (1) Money market funds and time deposits are measured based on quoted prices for similar assets and/or subsequent transactions. (2) Certain trading securities are measured at fair value using quoted market prices. (3) Certain trading securities are measured based on inputs that are observable other than quoted market prices. (4) |
Schedule of changes in accumulated other comprehensive items, net | The changes in accumulated other comprehensive items, net for the three and nine months ended September 30, 2019, respectively, are as follows: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Foreign Change in Fair Value of Derivative Instruments Total Foreign Change in Fair Value of Derivative Instruments Total Beginning of Period $ (253,243 ) $ (8,578 ) $ (261,821 ) $ (264,691 ) $ (973 ) $ (265,664 ) Other comprehensive (loss) income: Foreign currency translation adjustment (82,886 ) — (82,886 ) (71,438 ) — (71,438 ) Change in fair value of derivative instruments — (1,496 ) (1,496 ) — (9,101 ) (9,101 ) Total other comprehensive (loss) income (82,886 ) (1,496 ) (84,382 ) (71,438 ) (9,101 ) (80,539 ) End of Period $ (336,129 ) $ (10,074 ) $ (346,203 ) $ (336,129 ) $ (10,074 ) $ (346,203 ) The changes in accumulated other comprehensive items, net for the three and nine months ended September 30, 2018, respectively, are as follows: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Foreign Change in Fair Value of Derivative Instruments Total Foreign Change in Fair Value of Derivative Instruments Total Beginning of Period $ (209,653 ) $ 2,203 $ (207,450 ) $ (103,989 ) $ — $ (103,989 ) Other comprehensive (loss) income: Foreign currency translation adjustment (22,790 ) — (22,790 ) (128,454 ) — (128,454 ) Change in fair value of derivative instruments — 1,980 1,980 — 4,183 4,183 Total other comprehensive (loss) income (22,790 ) 1,980 (20,810 ) (128,454 ) 4,183 (124,271 ) End of Period $ (232,443 ) $ 4,183 $ (228,260 ) $ (232,443 ) $ 4,183 $ (228,260 ) |
Schedule of other expense (income), net | Other (income) expense, net for the three and nine months ended September 30, 2019 and 2018 consists of the following: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Foreign currency transaction (gains) losses, net $ (18,251 ) $ 664 $ (19,885 ) $ 3,825 Other, net 4,836 (339 ) 6,488 (2,405 ) Other (Income) Expense, Net $ (13,415 ) $ 325 $ (13,397 ) $ 1,420 |
Schedule of immaterial restatement | The following table sets forth the effect of the immaterial restatement to certain line items of our Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2018: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Selling, general and administrative $ 1,459 $ 10,798 Total Operating Expenses $ 1,459 $ 10,798 Operating Income (Loss) $ (1,459 ) $ (10,798 ) Interest Expense, Net $ 97 $ 262 Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes $ (1,556 ) $ (11,060 ) Provision (Benefit) for Income Taxes $ (277 ) $ (1,916 ) Income (Loss) from Continuing Operations $ (1,279 ) $ (9,144 ) Net Income (Loss) $ (1,279 ) $ (9,144 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ (1,279 ) $ (9,144 ) Earnings (Losses) per Share - Basic: Income (Loss) from Continuing Operations $ (0.01 ) $ (0.03 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ — $ (0.03 ) Earnings (Losses) per Share - Diluted: Income (Loss) from Continuing Operations $ — $ (0.03 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ — $ (0.04 ) The following table sets forth the effect of the immaterial restatement to certain line items of our Consolidated Balance Sheet as of December 31, 2018: December 31, 2018 Total Other Assets, Net $ 4,971 Total Assets $ 4,971 Accrued expenses and other current liabilities $ 28,097 Total Current Liabilities $ 28,097 (Distribution in excess of earnings) Earnings in excess of distributions $ (23,126 ) Total Iron Mountain Incorporated Stockholders' Equity $ (23,126 ) |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2019 acquisitions through September 30, 2019 is as follows: Nine Months Ended Cash Paid (gross of cash acquired)(1) $ 51,456 Purchase Price Holdbacks and Other 4,135 Total Consideration 55,591 Fair Value of Identifiable Assets Acquired: Cash 2,224 Accounts Receivable, Prepaid Expenses and Other Assets 3,228 Property, Plant and Equipment(2) 5,320 Customer Relationship Intangible Assets 21,584 Operating Lease Right-of-Use Assets 16,956 Accounts Payable, Accrued Expenses and Other Liabilities (2,716 ) Operating Lease Liabilities (16,956 ) Deferred Income Taxes (1,719 ) Total Fair Value of Identifiable Net Assets Acquired 27,921 Goodwill Initially Recorded(3) $ 27,670 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2019 is net cash acquired of $2,224 and contingent and other payments, net of $7,267 related to acquisitions made in previous years. (2) Consists primarily of leasehold improvements, racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.f. to Notes to Consolidated Financial Statements included in our Annual Report. (3) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. |
Schedule of Business Acquisition, Pro Forma Information | The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of us and IODC on a pro forma basis as if the IODC Transaction had occurred on January 1, 2017. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2017. The Pro Forma Financial Information, for the period presented, includes purchase accounting adjustments (including amortization expenses from acquired intangible assets and depreciation of acquired property, plant and equipment). We and IODC collectively incurred $28,064 of operating expenditures to complete the IODC Transaction (including advisory and professional fees). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2017. Three Months Ended September 30, 2018 Nine Months Ended Total Revenues $ 1,060,991 $ 3,167,762 Income from Continuing Operations $ 77,349 $ 218,953 Per Share Income from Continuing Operations - Basic $ 0.27 $ 0.76 Per Share Income from Continuing Operations - Diluted $ 0.27 $ 0.76 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Amount and Fair Value of Long-Term Debt Instruments | Long-term debt is as follows: September 30, 2019 December 31, 2018 Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Revolving Credit Facility(1) $ 354,879 $ (11,763 ) $ 343,116 $ 354,879 $ 793,832 $ (14,117 ) $ 779,715 $ 793,832 Term Loan A(1) 231,250 — 231,250 231,250 240,625 — 240,625 240,625 Term Loan B(2) 688,089 (7,806 ) 680,283 688,638 693,169 (8,742 ) 684,427 660,013 Australian Dollar Term Loan (the "AUD Term Loan")(3) 219,871 (2,389 ) 217,482 221,165 233,955 (3,084 ) 230,871 235,645 UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")(4) 172,180 (1,845 ) 170,335 172,180 178,299 (2,357 ) 175,942 178,299 4 3 / 8 % Senior Notes due 2021 (the "4 3 / 8 % Notes")(5) 500,000 (2,866 ) 497,134 503,750 500,000 (4,155 ) 495,845 488,750 6% Senior Notes due 2023 (the "6% Notes due 2023")(5) 600,000 (4,302 ) 595,698 615,000 600,000 (5,126 ) 594,874 606,000 5 3 / 8 % CAD Senior Notes due 2023 (the "CAD Notes") 188,811 (2,173 ) 186,638 194,475 183,403 (2,506 ) 180,897 186,154 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(5) 1,000,000 (6,752 ) 993,248 1,010,000 1,000,000 (7,782 ) 992,218 940,000 3% Euro Senior Notes due 2025 (the "Euro Notes")(5) 327,508 (3,622 ) 323,886 334,877 343,347 (4,098 ) 339,249 321,029 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes") 491,943 (5,651 ) 486,292 493,173 509,425 (6,573 ) 502,852 453,811 5 3 / 8 % Senior Notes due 2026 (the "5 3 / 8 % Notes") 250,000 (2,863 ) 247,137 257,500 250,000 (3,185 ) 246,815 224,375 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes due 2027")(5) 1,000,000 (11,375 ) 988,625 1,022,500 1,000,000 (12,442 ) 987,558 855,000 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes")(5) 825,000 (10,037 ) 814,963 852,844 825,000 (10,923 ) 814,077 713,625 4 7 / 8 % Senior Notes due 2029 (the "4 7 / 8 % Notes due 2029")(5) 1,000,000 (14,451 ) 985,549 1,015,000 — — — — Real Estate Mortgages, Financing Lease Liabilities and Other 533,549 (444 ) 533,105 533,549 606,702 (171 ) 606,531 606,702 Accounts Receivable Securitization Program(6) 271,562 (115 ) 271,447 271,562 221,673 (218 ) 221,455 221,673 Mortgage Securitization Program(7) 50,000 (1,019 ) 48,981 50,000 50,000 (1,128 ) 48,872 50,000 Total Long-term Debt 8,704,642 (89,473 ) 8,615,169 8,229,430 (86,607 ) 8,142,823 Less Current Portion (394,822 ) — (394,822 ) (126,406 ) — (126,406 ) Long-term Debt, Net of Current Portion $ 8,309,820 $ (89,473 ) $ 8,220,347 $ 8,103,024 $ (86,607 ) $ 8,016,417 ______________________________________________________________ (1) Collectively, the credit agreement ("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. Of the $354,879 of outstanding borrowings under the Revolving Credit Facility as of September 30, 2019, 221,900 was denominated in United States dollars, 72,000 was denominated in Canadian dollars and 72,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $16,843 . The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2019 was $1,378,278 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.5% as of September 30, 2019 . The average interest rate in effect under the Revolving Credit Facility as of September 30, 2019 was 3.3% and the interest rate in effect under Term Loan A as of September 30, 2019 was 3.8% . (2) In connection with the 2018 First Amendment (as defined in Note 5 to Notes to Consolidated Financial Statements included in our Annual Report), Iron Mountain Information Management, LLC ("IMIM") entered into an incremental term loan activation notice (the "Activation Notice") with certain lenders pursuant to which the lenders party to the Activation Notice agreed to provide commitments to fund an incremental term loan B in the amount of $700,000 (the "Term Loan B"). On March 26, 2018, IMIM borrowed the full amount of the Term Loan B. The Term Loan B is scheduled to mature on January 2, 2026. The interest rate in effect as of September 30, 2019 was 3.8% . The amount of debt for the Term Loan B reflects an unamortized original issue discount of $1,411 and $1,581 as of September 30, 2019 and December 31, 2018, respectively. (3) The interest rate in effect as of September 30, 2019 was 4.9% . We had 327,500 Australian dollars outstanding on the AUD Term Loan as of September 30, 2019. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,294 and $1,690 as of September 30, 2019 and December 31, 2018, respectively. (4) The interest rate in effect as of September 30, 2019 was 3.0% . (5) Collectively, the "Parent Notes". (6) The interest rate in effect as of September 30, 2019 was 3.1% . The Accounts Receivable Securitization Program terminates on July 30, 2020, at which point all obligations under the program become due. The full amount outstanding under the Accounts Receivable Securitization Program is classified within the current portion of long-term debt in our Condensed Consolidated Balance Sheet as of September 30, 2019. (7) The interest rate in effect as of September 30, 2019 was 3.5% . |
Schedule of Net Cash Position in Cash Pool Agreements | The approximate amount of the net cash position for our QRS Cash Pool and the TRS Cash Pool and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Gross Cash Position Outstanding Debit Balances Net Cash Position Gross Cash Position Outstanding Debit Balances Net Cash Position QRS Cash Pool $ 358,200 $ (355,800 ) $ 2,400 $ 300,800 $ (298,800 ) $ 2,000 TRS Cash Pool 302,200 (296,300 ) 5,900 281,500 (279,300 ) 2,200 |
Schedule of Leverage and Fixed Charge Ratios | Our leverage and fixed charge coverage ratios under the Credit Agreement as of September 30, 2019 and December 31, 2018, as well as our leverage ratio under our indentures as of September 30, 2019 and December 31, 2018 are as follows: September 30, 2019 December 31, 2018 Maximum/Minimum Allowable Net total lease adjusted leverage ratio 5.8 5.6 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 2.3 2.6 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 6.1 5.8 Maximum allowable of 6.5-7.0(1) Fixed charge coverage ratio 2.1 2.2 Minimum allowable of 1.5 ______________________________________________________________ (1) The maximum allowable leverage ratio under our indentures for the 4 7 / 8 % Notes due 2029, the 4 7 / 8 % Notes due 2027, the GBP Notes and the 5 1 / 4 % Notes is 7.0 , while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5 . In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant. |
Selected Consolidated Financi_2
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | |
Schedule of selected consolidated Balance sheet statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONDENSED CONSOLIDATED BALANCE SHEETS September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 10 $ 157,771 $ 162,024 $ (133,027 ) $ 186,778 Accounts receivable — 58,400 763,526 — 821,926 Intercompany receivable — 456,222 — (456,222 ) — Prepaid expenses and other — 96,737 98,481 (29 ) 195,189 Total Current Assets 10 769,130 1,024,031 (589,278 ) 1,203,893 Property, Plant and Equipment, Net 122 3,049,090 1,507,507 — 4,556,719 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 5,180,133 — — (5,180,133 ) — Investment in subsidiaries 1,940,454 1,051,609 — (2,992,063 ) — Goodwill — 2,853,466 1,568,529 — 4,421,995 Operating lease right-of-use assets — 939,631 825,865 — 1,765,496 Other 1,972 945,025 682,067 — 1,629,064 Total Other Assets, Net 7,122,559 5,789,731 3,076,461 (8,172,196 ) 7,816,555 Total Assets $ 7,122,691 $ 9,607,951 $ 5,607,999 $ (8,761,474 ) $ 13,577,167 Liabilities and Equity Intercompany Payable $ 167,220 $ — $ 289,002 $ (456,222 ) $ — Debit Balances Under Cash Pools — — 133,027 (133,027 ) — Current Portion of Long-Term Debt — 54,028 340,823 (29 ) 394,822 Total Other Current Liabilities (includes current portion of operating lease liabilities) 233,492 685,486 516,311 — 1,435,289 Long-Term Debt, Net of Current Portion 5,199,103 1,457,499 1,563,745 — 8,220,347 Long-Term Operating Lease Liabilities, Net of Current Portion — 871,377 755,530 — 1,626,907 Long-Term Notes Payable to Affiliates and Intercompany Payable — 5,180,133 — (5,180,133 ) — Other Long-term Liabilities 12,046 52,842 254,966 — 319,854 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests — — 68,099 — 68,099 Total Iron Mountain Incorporated Stockholders' Equity 1,510,830 1,306,586 1,685,477 (2,992,063 ) 1,510,830 Noncontrolling Interests — — 1,019 — 1,019 Total Equity 1,510,830 1,306,586 1,686,496 (2,992,063 ) 1,511,849 Total Liabilities and Equity $ 7,122,691 $ 9,607,951 $ 5,607,999 $ (8,761,474 ) $ 13,577,167 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at September 30, 2019 is approximately $141,300 and $0 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) December 31, 2018 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 132 $ 63,407 $ 169,318 $ (67,372 ) $ 165,485 Accounts receivable — 47,472 799,417 — 846,889 Intercompany receivable — 821,324 — (821,324 ) — Prepaid expenses and other 93 109,480 86,196 (29 ) 195,740 Total Current Assets 225 1,041,683 1,054,931 (888,725 ) 1,208,114 Property, Plant and Equipment, Net 190 3,010,767 1,478,600 — 4,489,557 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,954,686 — — (4,954,686 ) — Investment in subsidiaries 1,862,048 983,018 — (2,845,066 ) — Goodwill — 2,861,381 1,579,649 — 4,441,030 Other — 982,932 735,585 — 1,718,517 Total Other Assets, Net 6,816,734 4,827,331 2,315,234 (7,799,752 ) 6,159,547 Total Assets $ 6,817,149 $ 8,879,781 $ 4,848,765 $ (8,688,477 ) $ 11,857,218 Liabilities and Equity Intercompany Payable $ 462,927 $ — $ 358,397 $ (821,324 ) $ — Debit Balances Under Cash Pools — 10,612 56,760 (67,372 ) — Current Portion of Long-Term Debt — 63,859 62,576 (29 ) 126,406 Total Other Current Liabilities 268,373 618,513 477,483 — 1,364,369 Long-Term Debt, Net of Current Portion 4,223,822 1,878,079 1,914,516 — 8,016,417 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,954,686 — (4,954,686 ) — Other Long-term Liabilities 973 116,895 299,163 — 417,031 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests — — 70,532 — 70,532 Total Iron Mountain Incorporated Stockholders' Equity 1,861,054 1,237,137 1,607,929 (2,845,066 ) 1,861,054 Noncontrolling Interests — — 1,409 — 1,409 Total Equity 1,861,054 1,237,137 1,609,338 (2,845,066 ) 1,862,463 Total Liabilities and Equity $ 6,817,149 $ 8,879,781 $ 4,848,765 $ (8,688,477 ) $ 11,857,218 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at December 31, 2018 is approximately $58,900 and $12,700 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. |
Schedule of selected consolidated Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 416,967 $ 256,351 $ — $ 673,318 Service — 245,584 143,322 — 388,906 Intercompany revenues — 1,173 5,631 (6,804 ) — Total Revenues — 663,724 405,304 (6,804 ) 1,062,224 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 262,183 189,134 — 451,317 Intercompany — 5,631 1,173 (6,804 ) — Selling, general and administrative 161 162,052 76,943 — 239,156 Depreciation and amortization 23 100,023 57,515 — 157,561 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (8,922 ) (362 ) — (9,284 ) Total Operating Expenses 184 520,967 324,403 (6,804 ) 838,750 Operating (Loss) Income (184 ) 142,757 80,901 — 223,474 Interest Expense (Income), Net(1) 52,166 6,074 48,437 — 106,677 Other (Income) Expense, Net (596 ) 11,577 (24,396 ) — (13,415 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (51,754 ) 125,106 56,860 — 130,212 Provision (Benefit) for Income Taxes — 12,814 9,114 — 21,928 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (159,429 ) (46,345 ) — 205,774 — Income (Loss) from Continuing Operations 107,675 158,637 47,746 (205,774 ) 108,284 Income (Loss) from Discontinued Operations, Net of Tax — — — — — Net Income (Loss) 107,675 158,637 47,746 (205,774 ) 108,284 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 609 — 609 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 107,675 $ 158,637 $ 47,137 $ (205,774 ) $ 107,675 Net Income (Loss) $ 107,675 $ 158,637 $ 47,746 $ (205,774 ) $ 108,284 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments 13,101 — (96,696 ) — (83,595 ) Change in Fair Value of Derivative Instruments (1,496 ) — — — (1,496 ) Equity in Other Comprehensive (Loss) Income of Subsidiaries (95,987 ) (81,135 ) — 177,122 — Total Other Comprehensive (Loss) Income (84,382 ) (81,135 ) (96,696 ) 177,122 (85,091 ) Comprehensive Income (Loss) 23,293 77,502 (48,950 ) (28,652 ) 23,193 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (100 ) — (100 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 23,293 $ 77,502 $ (48,850 ) $ (28,652 ) $ 23,293 __________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 404,397 $ 252,576 $ — $ 656,973 Service — 250,471 153,547 — 404,018 Intercompany revenues — 1,192 4,330 (5,522 ) — Total Revenues — 656,060 410,453 (5,522 ) 1,060,991 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 254,068 193,950 — 448,018 Intercompany cost of sales — 4,330 1,192 (5,522 ) — Selling, general and administrative (427 ) 177,777 82,579 — 259,929 Depreciation and amortization 31 100,210 57,556 — 157,797 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (1,669 ) 1,281 — (388 ) Total Operating Expenses (396 ) 534,716 336,558 (5,522 ) 865,356 Operating Income (Loss) 396 121,344 73,895 — 195,635 Interest Expense (Income), Net(1) 49,964 3,151 50,823 — 103,938 Other Expense (Income), Net 439 4,155 (4,269 ) — 325 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (50,007 ) 114,038 27,341 — 91,372 Provision (Benefit) for Income Taxes — 9,012 5,011 — 14,023 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (115,876 ) (25,414 ) — 141,290 — Income (Loss) from Continuing Operations 65,869 130,440 22,330 (141,290 ) 77,349 (Loss) Income from Discontinued Operations — (11,588 ) (17 ) — (11,605 ) Net Income (Loss) 65,869 118,852 22,313 (141,290 ) 65,744 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — (125 ) — (125 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 65,869 $ 118,852 $ 22,438 $ (141,290 ) $ 65,869 Net Income (Loss) $ 65,869 $ 118,852 $ 22,313 $ (141,290 ) $ 65,744 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustment 2,139 — (26,908 ) — (24,769 ) Change in Fair Value of Derivative Instruments 1,980 — — — 1,980 Equity in Other Comprehensive (Loss) Income of Subsidiaries (24,929 ) (14,443 ) — 39,372 — Total Other Comprehensive (Loss) Income (20,810 ) (14,443 ) (26,908 ) 39,372 (22,789 ) Comprehensive Income (Loss) 45,059 104,409 (4,595 ) (101,918 ) 42,955 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (2,104 ) — (2,104 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 45,059 $ 104,409 $ (2,491 ) $ (101,918 ) $ 45,059 _____________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 1,235,353 $ 770,227 $ — $ 2,005,580 Service — 733,247 444,167 — 1,177,414 Intercompany revenues — 3,485 15,094 (18,579 ) — Total Revenues — 1,972,085 1,229,488 (18,579 ) 3,182,994 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 788,864 589,099 — 1,377,963 Intercompany cost of sales — 15,094 3,485 (18,579 ) — Selling, general and administrative 310 523,844 238,325 — 762,479 Depreciation and amortization 68 308,284 176,023 — 484,375 Loss (Gain) on disposal/write-down of property, plant and equipment, net — 18,436 (35,523 ) — (17,087 ) Total Operating Expenses 378 1,654,522 971,409 (18,579 ) 2,607,730 Operating (Loss) Income (378 ) 317,563 258,079 — 575,264 Interest Expense (Income), Net(1) 151,392 19,128 143,907 — 314,427 Other (Income) Expense, Net (55 ) 16,636 (29,978 ) — (13,397 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (151,715 ) 281,799 144,150 — 274,234 Provision (Benefit) for Income Taxes — 15,268 27,859 — 43,127 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (381,392 ) (111,897 ) — 493,289 — Income (Loss) from Continuing Operations 229,677 378,428 116,291 (493,289 ) 231,107 Income (Loss) from Discontinued Operations — 120 (16 ) — 104 Net Income (Loss) 229,677 378,548 116,275 (493,289 ) 231,211 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 1,534 — 1,534 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 229,677 $ 378,548 $ 114,741 $ (493,289 ) $ 229,677 Net Income (Loss) $ 229,677 $ 378,548 $ 116,275 $ (493,289 ) $ 231,211 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments 14,962 — (86,157 ) — (71,195 ) Change in Fair Value of Derivative Instruments (9,101 ) — — — (9,101 ) Equity in Other Comprehensive (Loss) Income of Subsidiaries (86,400 ) (72,858 ) — 159,258 — Total Other Comprehensive (Loss) Income (80,539 ) (72,858 ) (86,157 ) 159,258 (80,296 ) Comprehensive Income (Loss) 149,138 305,690 30,118 (334,031 ) 150,915 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — 1,777 — 1,777 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 149,138 $ 305,690 $ 28,341 $ (334,031 ) $ 149,138 _____________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 1,201,035 $ 762,526 $ — $ 1,963,561 Service — 726,915 473,796 — 1,200,711 Intercompany revenues — 3,613 13,126 (16,739 ) — Total Revenues — 1,931,563 1,249,448 (16,739 ) 3,164,272 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 753,837 594,366 — 1,348,203 Intercompany cost of sales — 13,126 3,613 (16,739 ) — Selling, general and administrative (348 ) 531,507 258,165 — 789,324 Depreciation and amortization 96 299,372 175,127 — 474,595 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (2,491 ) 427 — (2,064 ) Total Operating Expenses (252 ) 1,595,351 1,031,698 (16,739 ) 2,610,058 Operating Income (Loss) 252 336,212 217,750 — 554,214 Interest Expense (Income), Net(1) 150,218 4,863 148,755 — 303,836 Other Expense (Income), Net 2,049 12,323 (12,952 ) — 1,420 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (152,015 ) 319,026 81,947 — 248,958 Provision (Benefit) for Income Taxes — 14,810 25,147 — 39,957 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (348,104 ) (54,395 ) — 402,499 — Income (Loss) from Continuing Operations 196,089 358,611 56,800 (402,499 ) 209,001 (Loss) Income from Discontinued Operations — (12,283 ) (144 ) — (12,427 ) Net Income (Loss) 196,089 346,328 56,656 (402,499 ) 196,574 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 485 — 485 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 196,089 $ 346,328 $ 56,171 $ (402,499 ) $ 196,089 Net Income (Loss) $ 196,089 $ 346,328 $ 56,656 $ (402,499 ) $ 196,574 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustment 6,761 — (139,051 ) — (132,290 ) Change in Fair Value of Derivative Instruments 4,183 — — — 4,183 Equity in Other Comprehensive (Loss) Income of Subsidiaries (135,215 ) (105,967 ) — 241,182 — Total Other Comprehensive (Loss) Income (124,271 ) (105,967 ) (139,051 ) 241,182 (128,107 ) Comprehensive Income (Loss) 71,818 240,361 (82,395 ) (161,317 ) 68,467 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,351 ) — (3,351 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 71,818 $ 240,361 $ (79,044 ) $ (161,317 ) $ 71,818 ______________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. |
Schedule of selected consolidated Comprehensive Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 416,967 $ 256,351 $ — $ 673,318 Service — 245,584 143,322 — 388,906 Intercompany revenues — 1,173 5,631 (6,804 ) — Total Revenues — 663,724 405,304 (6,804 ) 1,062,224 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 262,183 189,134 — 451,317 Intercompany — 5,631 1,173 (6,804 ) — Selling, general and administrative 161 162,052 76,943 — 239,156 Depreciation and amortization 23 100,023 57,515 — 157,561 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (8,922 ) (362 ) — (9,284 ) Total Operating Expenses 184 520,967 324,403 (6,804 ) 838,750 Operating (Loss) Income (184 ) 142,757 80,901 — 223,474 Interest Expense (Income), Net(1) 52,166 6,074 48,437 — 106,677 Other (Income) Expense, Net (596 ) 11,577 (24,396 ) — (13,415 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (51,754 ) 125,106 56,860 — 130,212 Provision (Benefit) for Income Taxes — 12,814 9,114 — 21,928 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (159,429 ) (46,345 ) — 205,774 — Income (Loss) from Continuing Operations 107,675 158,637 47,746 (205,774 ) 108,284 Income (Loss) from Discontinued Operations, Net of Tax — — — — — Net Income (Loss) 107,675 158,637 47,746 (205,774 ) 108,284 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 609 — 609 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 107,675 $ 158,637 $ 47,137 $ (205,774 ) $ 107,675 Net Income (Loss) $ 107,675 $ 158,637 $ 47,746 $ (205,774 ) $ 108,284 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments 13,101 — (96,696 ) — (83,595 ) Change in Fair Value of Derivative Instruments (1,496 ) — — — (1,496 ) Equity in Other Comprehensive (Loss) Income of Subsidiaries (95,987 ) (81,135 ) — 177,122 — Total Other Comprehensive (Loss) Income (84,382 ) (81,135 ) (96,696 ) 177,122 (85,091 ) Comprehensive Income (Loss) 23,293 77,502 (48,950 ) (28,652 ) 23,193 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (100 ) — (100 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 23,293 $ 77,502 $ (48,850 ) $ (28,652 ) $ 23,293 __________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 404,397 $ 252,576 $ — $ 656,973 Service — 250,471 153,547 — 404,018 Intercompany revenues — 1,192 4,330 (5,522 ) — Total Revenues — 656,060 410,453 (5,522 ) 1,060,991 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 254,068 193,950 — 448,018 Intercompany cost of sales — 4,330 1,192 (5,522 ) — Selling, general and administrative (427 ) 177,777 82,579 — 259,929 Depreciation and amortization 31 100,210 57,556 — 157,797 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (1,669 ) 1,281 — (388 ) Total Operating Expenses (396 ) 534,716 336,558 (5,522 ) 865,356 Operating Income (Loss) 396 121,344 73,895 — 195,635 Interest Expense (Income), Net(1) 49,964 3,151 50,823 — 103,938 Other Expense (Income), Net 439 4,155 (4,269 ) — 325 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (50,007 ) 114,038 27,341 — 91,372 Provision (Benefit) for Income Taxes — 9,012 5,011 — 14,023 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (115,876 ) (25,414 ) — 141,290 — Income (Loss) from Continuing Operations 65,869 130,440 22,330 (141,290 ) 77,349 (Loss) Income from Discontinued Operations — (11,588 ) (17 ) — (11,605 ) Net Income (Loss) 65,869 118,852 22,313 (141,290 ) 65,744 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — (125 ) — (125 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 65,869 $ 118,852 $ 22,438 $ (141,290 ) $ 65,869 Net Income (Loss) $ 65,869 $ 118,852 $ 22,313 $ (141,290 ) $ 65,744 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustment 2,139 — (26,908 ) — (24,769 ) Change in Fair Value of Derivative Instruments 1,980 — — — 1,980 Equity in Other Comprehensive (Loss) Income of Subsidiaries (24,929 ) (14,443 ) — 39,372 — Total Other Comprehensive (Loss) Income (20,810 ) (14,443 ) (26,908 ) 39,372 (22,789 ) Comprehensive Income (Loss) 45,059 104,409 (4,595 ) (101,918 ) 42,955 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (2,104 ) — (2,104 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 45,059 $ 104,409 $ (2,491 ) $ (101,918 ) $ 45,059 _____________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 1,235,353 $ 770,227 $ — $ 2,005,580 Service — 733,247 444,167 — 1,177,414 Intercompany revenues — 3,485 15,094 (18,579 ) — Total Revenues — 1,972,085 1,229,488 (18,579 ) 3,182,994 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 788,864 589,099 — 1,377,963 Intercompany cost of sales — 15,094 3,485 (18,579 ) — Selling, general and administrative 310 523,844 238,325 — 762,479 Depreciation and amortization 68 308,284 176,023 — 484,375 Loss (Gain) on disposal/write-down of property, plant and equipment, net — 18,436 (35,523 ) — (17,087 ) Total Operating Expenses 378 1,654,522 971,409 (18,579 ) 2,607,730 Operating (Loss) Income (378 ) 317,563 258,079 — 575,264 Interest Expense (Income), Net(1) 151,392 19,128 143,907 — 314,427 Other (Income) Expense, Net (55 ) 16,636 (29,978 ) — (13,397 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (151,715 ) 281,799 144,150 — 274,234 Provision (Benefit) for Income Taxes — 15,268 27,859 — 43,127 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (381,392 ) (111,897 ) — 493,289 — Income (Loss) from Continuing Operations 229,677 378,428 116,291 (493,289 ) 231,107 Income (Loss) from Discontinued Operations — 120 (16 ) — 104 Net Income (Loss) 229,677 378,548 116,275 (493,289 ) 231,211 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 1,534 — 1,534 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 229,677 $ 378,548 $ 114,741 $ (493,289 ) $ 229,677 Net Income (Loss) $ 229,677 $ 378,548 $ 116,275 $ (493,289 ) $ 231,211 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments 14,962 — (86,157 ) — (71,195 ) Change in Fair Value of Derivative Instruments (9,101 ) — — — (9,101 ) Equity in Other Comprehensive (Loss) Income of Subsidiaries (86,400 ) (72,858 ) — 159,258 — Total Other Comprehensive (Loss) Income (80,539 ) (72,858 ) (86,157 ) 159,258 (80,296 ) Comprehensive Income (Loss) 149,138 305,690 30,118 (334,031 ) 150,915 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — 1,777 — 1,777 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 149,138 $ 305,690 $ 28,341 $ (334,031 ) $ 149,138 _____________________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental $ — $ 1,201,035 $ 762,526 $ — $ 1,963,561 Service — 726,915 473,796 — 1,200,711 Intercompany revenues — 3,613 13,126 (16,739 ) — Total Revenues — 1,931,563 1,249,448 (16,739 ) 3,164,272 Operating Expenses: Cost of sales (excluding depreciation and amortization) — 753,837 594,366 — 1,348,203 Intercompany cost of sales — 13,126 3,613 (16,739 ) — Selling, general and administrative (348 ) 531,507 258,165 — 789,324 Depreciation and amortization 96 299,372 175,127 — 474,595 (Gain) Loss on disposal/write-down of property, plant and equipment, net — (2,491 ) 427 — (2,064 ) Total Operating Expenses (252 ) 1,595,351 1,031,698 (16,739 ) 2,610,058 Operating Income (Loss) 252 336,212 217,750 — 554,214 Interest Expense (Income), Net(1) 150,218 4,863 148,755 — 303,836 Other Expense (Income), Net 2,049 12,323 (12,952 ) — 1,420 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (152,015 ) 319,026 81,947 — 248,958 Provision (Benefit) for Income Taxes — 14,810 25,147 — 39,957 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (348,104 ) (54,395 ) — 402,499 — Income (Loss) from Continuing Operations 196,089 358,611 56,800 (402,499 ) 209,001 (Loss) Income from Discontinued Operations — (12,283 ) (144 ) — (12,427 ) Net Income (Loss) 196,089 346,328 56,656 (402,499 ) 196,574 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 485 — 485 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 196,089 $ 346,328 $ 56,171 $ (402,499 ) $ 196,089 Net Income (Loss) $ 196,089 $ 346,328 $ 56,656 $ (402,499 ) $ 196,574 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustment 6,761 — (139,051 ) — (132,290 ) Change in Fair Value of Derivative Instruments 4,183 — — — 4,183 Equity in Other Comprehensive (Loss) Income of Subsidiaries (135,215 ) (105,967 ) — 241,182 — Total Other Comprehensive (Loss) Income (124,271 ) (105,967 ) (139,051 ) 241,182 (128,107 ) Comprehensive Income (Loss) 71,818 240,361 (82,395 ) (161,317 ) 68,467 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,351 ) — (3,351 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 71,818 $ 240,361 $ (79,044 ) $ (161,317 ) $ 71,818 ______________________________________________________ (1) Included within Interest Expense (Income), Net are intercompany management fees and royalty fees, which are eliminated in our consolidated financial statements. |
Schedule of selected consolidated cash flow statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 2019 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (161,288 ) $ 596,529 $ 212,904 $ — $ 648,145 Cash Flows from Operating Activities—Discontinued Operations — — — — — Cash Flows from Operating Activities (161,288 ) 596,529 212,904 — 648,145 Cash Flows from Investing Activities: Capital expenditures — (306,567 ) (227,047 ) — (533,614 ) Cash paid for acquisitions, net of cash acquired — (9,508 ) (46,991 ) — (56,499 ) Intercompany loans to subsidiaries (295,124 ) 6,526 — 288,598 — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (86,052 ) (27,457 ) — (113,509 ) Investments in joint ventures (see Note 10) — (19,222 ) — — (19,222 ) Proceeds from sales of property and equipment and other, net — 33,031 49,117 — 82,148 Cash Flows from Investing Activities—Continuing Operations (295,124 ) (381,792 ) (252,378 ) 288,598 (640,696 ) Cash Flows from Investing Activities—Discontinued Operations — 2,564 2,497 — 5,061 Cash Flows from Investing Activities (295,124 ) (379,228 ) (249,881 ) 288,598 (635,635 ) Cash Flows from Financing Activities: Repayment of revolving credit facility, term loan facilities and other debt — (9,507,136 ) (3,183,555 ) — (12,690,691 ) Proceeds from revolving credit facility, term loan facilities and other debt — 9,068,245 3,188,031 — 12,256,276 Net proceeds from sales of senior notes 987,500 — — — 987,500 Debit (payments) balances under cash pools — (10,612 ) 76,267 (65,655 ) — Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net — — (1,464 ) — (1,464 ) Intercompany loans from parent — 326,566 (37,968 ) (288,598 ) — Parent cash dividends (528,908 ) — — — (528,908 ) Net (payments) proceeds associated with employee stock-based awards (2,059 ) — — — (2,059 ) Payment of debt financing and stock issuance costs (243 ) — (526 ) — (769 ) Cash Flows from Financing Activities—Continuing Operations 456,290 (122,937 ) 40,785 (354,253 ) 19,885 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities 456,290 (122,937 ) 40,785 (354,253 ) 19,885 Effect of exchange rates on cash and cash equivalents — — (11,102 ) — (11,102 ) (Decrease) Increase in cash and cash equivalents (122 ) 94,364 (7,294 ) (65,655 ) 21,293 Cash and cash equivalents, including Restricted Cash, beginning of period 132 63,407 169,318 (67,372 ) 165,485 Cash and cash equivalents, including Restricted Cash, $ 10 $ 157,771 $ 162,024 $ (133,027 ) $ 186,778 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (208,384 ) $ 644,493 $ 189,429 $ — $ 625,538 Cash Flows from Operating Activities—Discontinued Operations — (995 ) — — (995 ) Cash Flows from Operating Activities (208,384 ) 643,498 189,429 — 624,543 Cash Flows from Investing Activities: Capital expenditures — (224,594 ) (105,359 ) — (329,953 ) Cash paid for acquisitions, net of cash acquired — (1,332,235 ) (378,776 ) — (1,711,011 ) Intercompany loans to subsidiaries 629,918 (23,092 ) — (606,826 ) — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (47,531 ) (16,030 ) — (63,561 ) Net proceeds from Divestments — 1,019 — — 1,019 Proceeds from sales of property and equipment and other, net — 283 430 — 713 Cash Flows from Investing Activities—Continuing Operations 629,918 (1,626,150 ) (499,735 ) (606,826 ) (2,102,793 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 629,918 (1,626,150 ) (499,735 ) (606,826 ) (2,102,793 ) Cash Flows from Financing Activities: Repayment of revolving credit facility, term loan facilities and other debt — (5,386,024 ) (5,840,147 ) — (11,226,171 ) Proceeds from revolving credit facility, term loan facilities and other debt — 6,456,050 5,980,967 — 12,437,017 Debit (payments) balances under cash pools — (832 ) (389 ) 1,221 — Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net — — (2,035 ) — (2,035 ) Intercompany loans from parent — (664,591 ) 57,765 606,826 — Parent cash dividends (505,403 ) — — — (505,403 ) Net (payments) proceeds associated with employee stock-based awards (2,800 ) — — — (2,800 ) Net proceeds associated with the Over-Allotment Option exercise 76,192 — — — 76,192 Net proceeds associated with the At the Market (ATM) Program 8,716 — — — 8,716 Payment of debt financing and stock issuance costs (412 ) (12,388 ) (3,157 ) — (15,957 ) Cash Flows from Financing Activities—Continuing Operations (423,707 ) 392,215 193,004 608,047 769,559 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (423,707 ) 392,215 193,004 608,047 769,559 Effect of exchange rates on cash and cash equivalents — — (19,332 ) — (19,332 ) (Decrease) Increase in cash and cash equivalents (2,173 ) (590,437 ) (136,634 ) 1,221 (728,023 ) Cash and cash equivalents, including Restricted Cash, beginning of period 2,433 642,408 375,584 (94,726 ) 925,699 Cash and cash equivalents, including Restricted Cash, end of period $ 260 $ 51,971 $ 238,950 $ (93,505 ) $ 197,676 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of analysis of business segment information and reconciliation | An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements is as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total For the Three Months Ended September 30, 2019 Total Revenues $ 542,044 $ 96,552 $ 121,437 $ 197,728 $ 64,418 $ 40,045 $ 1,062,224 Storage Rental 317,820 66,497 78,009 128,715 62,001 20,276 673,318 Service 224,224 30,055 43,428 69,013 2,417 19,769 388,906 Depreciation and Amortization 58,801 6,709 13,257 30,008 34,067 14,719 157,561 Depreciation 45,394 4,620 9,137 17,512 20,193 11,296 108,152 Amortization 13,407 2,089 4,120 12,496 13,874 3,423 49,409 Adjusted EBITDA 246,415 54,378 38,639 62,120 32,261 (58,112 ) 375,701 Expenditures for Segment Assets 64,098 2,822 18,125 43,290 58,060 14,883 201,278 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 46,376 2,822 16,191 28,944 57,267 14,883 166,483 Cash Paid for Acquisitions, Net of Cash Acquired — — — 11,848 — — 11,848 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs and third-party commissions 17,722 — 1,934 2,498 793 — 22,947 For the Three Months Ended September 30, 2018 Total Revenues $ 539,603 $ 97,477 $ 126,354 $ 200,639 $ 63,380 $ 33,538 $ 1,060,991 Storage Rental 306,633 67,779 79,492 124,920 60,039 18,110 656,973 Service 232,970 29,698 46,862 75,719 3,341 15,428 404,018 Depreciation and Amortization 59,869 9,472 14,316 31,487 27,965 14,688 157,797 Depreciation 46,756 7,277 9,996 19,272 16,431 13,258 112,990 Amortization 13,113 2,195 4,320 12,215 11,534 1,430 44,807 Adjusted EBITDA 248,600 53,484 40,817 60,106 27,299 (67,976 ) 362,330 Expenditures for Segment Assets 53,665 5,033 2,774 49,330 42,585 29,435 182,822 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 31,373 5,033 551 21,929 41,896 11,570 112,352 Cash Paid for Acquisitions, Net of Cash Acquired — — — 26,277 — 17,865 44,142 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 22,292 — 2,223 1,124 689 — 26,328 North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total As of and for the Nine Months Ended September 30, 2019 Total Revenues $ 1,608,697 $ 289,714 $ 377,517 $ 598,507 $ 188,245 $ 120,314 $ 3,182,994 Storage Rental 938,161 199,819 237,258 387,086 182,301 60,955 2,005,580 Service 670,536 89,895 140,259 211,421 5,944 59,359 1,177,414 Depreciation and Amortization 181,494 27,011 42,842 91,367 98,370 43,291 484,375 Depreciation 137,801 20,451 30,560 53,563 58,233 35,877 336,485 Amortization 43,693 6,560 12,282 37,804 40,137 7,414 147,890 Adjusted EBITDA 715,683 157,998 122,011 178,993 85,913 (209,449 ) 1,051,149 Total Assets(1) 5,742,593 860,101 1,319,442 2,620,709 2,349,917 684,405 13,577,167 Expenditures for Segment Assets 166,908 13,708 72,560 93,373 314,242 42,831 703,622 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 103,660 13,708 41,031 56,048 279,856 39,311 533,614 Cash Paid for Acquisitions, Net of Cash Acquired 9,876 — 11,850 31,253 — 3,520 56,499 Acquisitions of Customer Relationships and Customer Inducements and Contract Fulfillment Costs and third-party commissions 53,372 — 19,679 6,072 34,386 — 113,509 As of and for the Nine Months Ended September 30, 2018 Total Revenues $ 1,605,526 $ 297,472 $ 393,869 $ 618,933 $ 164,878 $ 83,594 $ 3,164,272 Storage Rental 917,347 205,833 245,883 386,278 157,479 50,741 1,963,561 Service 688,179 91,639 147,986 232,655 7,399 32,853 1,200,711 Depreciation and Amortization 183,591 29,114 49,372 93,724 72,736 46,058 474,595 Depreciation 144,146 22,517 34,575 56,535 40,931 39,219 337,923 Amortization 39,445 6,597 14,797 37,189 31,805 6,839 136,672 Adjusted EBITDA 719,199 162,616 131,377 181,305 72,990 (202,027 ) 1,065,460 Total Assets(1) 4,961,149 823,868 1,104,221 2,328,574 2,159,955 433,103 11,810,870 Expenditures for Segment Assets 138,210 15,529 37,813 111,777 1,745,770 55,426 2,104,525 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 86,365 15,529 31,694 60,992 98,169 37,204 329,953 Cash Paid for Acquisitions, Net of Cash Acquired 1,551 — — 45,673 1,645,922 17,865 1,711,011 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 50,294 — 6,119 5,112 1,679 357 63,561 ______________________________________________________________ (1) Excludes all intercompany receivables or payables and investment in subsidiary balances. Total assets as of September 30, 2019 reflects the adoption of ASU 2016-02. |
Schedule of reconciliation of Adjusted EBITDA to income from continuing operations | A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis for the three and nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Adjusted EBITDA $ 375,701 $ 362,330 $ 1,051,149 $ 1,065,460 (Add)/Deduct: Provision (Benefit) for Income Taxes 21,928 14,023 43,127 39,957 Other (Income) Expense, Net (13,415 ) 325 (13,397 ) 1,420 Interest Expense, Net 106,677 103,938 314,427 303,836 (Gain) Loss on disposal/write-down of property, plant and equipment, net (9,284 ) (388 ) (17,087 ) (2,064 ) Depreciation and amortization 157,561 157,797 484,375 474,595 Significant Acquisition Costs(1) 3,950 9,286 8,597 38,715 Income (Loss) from Continuing Operations $ 108,284 $ 77,349 $ 231,107 $ 209,001 _______________________________________________________________________________ (1) As defined in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report. |
Schedule of revenues by product and service lines by segment | Information as to our revenues by product and service lines by segment for the three and nine months ended September 30, 2019 and 2018 are as follows: North American Records and Information Management Business North American Data Management Business Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Consolidated For the Three Months Ended September 30, 2019 Records Management(1) $ 452,336 $ — $ 103,683 $ 169,748 $ — $ 23,837 $ 749,604 Data Management(1) — 93,016 17,551 18,884 — 16,208 145,659 Information Destruction(1)(2) 89,708 3,536 203 9,096 — — 102,543 Data Center — — — — 64,418 — 64,418 Total Revenues $ 542,044 $ 96,552 $ 121,437 $ 197,728 $ 64,418 $ 40,045 $ 1,062,224 For the Three Months Ended September 30, 2018 Records Management(1) $ 441,102 $ — $ 107,388 $ 173,426 $ — $ 19,183 $ 741,099 Data Management(1) — 94,917 18,914 18,541 — 14,355 146,727 Information Destruction(1)(2) 98,501 2,560 52 8,672 — — 109,785 Data Center — — — — 63,380 — 63,380 Total Revenues $ 539,603 $ 97,477 $ 126,354 $ 200,639 $ 63,380 $ 33,538 $ 1,060,991 For the Nine Months Ended September 30, 2019 Records Management(1) $ 1,322,488 $ — $ 321,759 $ 515,158 $ — $ 74,377 $ 2,233,782 Data Management(1) — 280,157 54,345 56,898 — 45,937 437,337 Information Destruction(1)(2) 286,209 9,557 1,413 26,451 — — 323,630 Data Center — — — — 188,245 — 188,245 Total Revenues $ 1,608,697 $ 289,714 $ 377,517 $ 598,507 $ 188,245 $ 120,314 $ 3,182,994 For the Nine Months Ended September 30, 2018 Records Management(1) $ 1,317,505 $ — $ 335,072 $ 533,950 $ — $ 41,388 $ 2,227,915 Data Management(1) — 290,279 58,526 58,246 — 42,206 449,257 Information Destruction(1)(2) 288,021 7,193 271 26,737 — — 322,222 Data Center — — — — 164,878 — 164,878 Total Revenues $ 1,605,526 $ 297,472 $ 393,869 $ 618,933 $ 164,878 $ 83,594 $ 3,164,272 ____________________________________________________________________________ (1) Each of the 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. |
Stockholders' Equity Matters (T
Stockholders' Equity Matters (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Schedule of dividend declared and payments | In fiscal year 2018 and the first nine months of 2019, our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date February 14, 2018 $ 0.5875 March 15, 2018 $ 167,969 April 2, 2018 May 24, 2018 0.5875 June 15, 2018 168,078 July 2, 2018 July 24, 2018 0.5875 September 17, 2018 168,148 October 2, 2018 October 25, 2018 0.6110 December 17, 2018 174,935 January 3, 2019 February 7, 2019 0.6110 March 15, 2019 175,242 April 2, 2019 May 22, 2019 0.6110 June 17, 2019 175,389 July 2, 2019 July 26, 2019 0.6110 September 16, 2019 175,434 October 2, 2019 |
Significant Acquisition Costs (
Significant Acquisition Costs (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Acquisition costs Included in Statement of Operations | Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Cost of sales (excluding depreciation and amortization) $ 1,945 $ 2,892 $ 4,136 $ 5,015 Selling, general and administrative expenses 2,005 6,394 4,461 33,700 Total Significant Acquisition Costs $ 3,950 $ 9,286 $ 8,597 $ 38,715 Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations by segment for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 North American Records and Information Management Business $ 796 $ 950 $ 1,174 $ 4,551 North American Data Management Business 11 83 11 434 Western European Business 4 1,806 85 5,385 Other International Business 1,307 2,001 2,760 3,434 Global Data Center Business 70 232 337 11,572 Corporate and Other Business 1,762 4,214 4,230 13,339 Total Significant Acquisition Costs $ 3,950 $ 9,286 $ 8,597 $ 38,715 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Cash and Cash Equivalents and Restricted Cash [Abstract] | ||
Restricted cash | $ 8,057 | $ 15,141 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | $ 4,441,030 |
Deductible goodwill acquired during the year | 16,117 |
Non-deductible goodwill acquired during the year | 11,553 |
Fair value and other adjustments | 205 |
Currency effects | (46,910) |
Goodwill ending balance | 4,421,995 |
Accumulated goodwill impairment, beginning balance | 135,420 |
Accumulated goodwill impairment, ending balance | 135,420 |
Total fair value and other adjustments | 867 |
Cash received | 662 |
North American Records and Information Management Business | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 2,251,795 |
Deductible goodwill acquired during the year | 5,109 |
Non-deductible goodwill acquired during the year | 0 |
Fair value and other adjustments | 55 |
Currency effects | 5,501 |
Goodwill ending balance | 2,262,460 |
Accumulated goodwill impairment, beginning balance | 85,909 |
Accumulated goodwill impairment, ending balance | 85,909 |
North American Data Management Business | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 493,491 |
Deductible goodwill acquired during the year | 0 |
Non-deductible goodwill acquired during the year | 0 |
Fair value and other adjustments | 0 |
Currency effects | 1,495 |
Goodwill ending balance | 494,986 |
Accumulated goodwill impairment, beginning balance | 0 |
Accumulated goodwill impairment, ending balance | 0 |
Western European Business | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 381,806 |
Deductible goodwill acquired during the year | 675 |
Non-deductible goodwill acquired during the year | 5,011 |
Fair value and other adjustments | (1,012) |
Currency effects | (15,717) |
Goodwill ending balance | 370,763 |
Accumulated goodwill impairment, beginning balance | 46,500 |
Accumulated goodwill impairment, ending balance | 46,500 |
Other International Business | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 818,223 |
Deductible goodwill acquired during the year | 10,333 |
Non-deductible goodwill acquired during the year | 4,638 |
Fair value and other adjustments | 1,321 |
Currency effects | (32,461) |
Goodwill ending balance | 802,054 |
Accumulated goodwill impairment, beginning balance | 0 |
Accumulated goodwill impairment, ending balance | 0 |
Global Data Center Business | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 425,956 |
Deductible goodwill acquired during the year | 0 |
Non-deductible goodwill acquired during the year | 0 |
Fair value and other adjustments | 258 |
Currency effects | (5,182) |
Goodwill ending balance | 421,032 |
Accumulated goodwill impairment, beginning balance | 0 |
Accumulated goodwill impairment, ending balance | 0 |
Corporate and Other Business | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 69,759 |
Deductible goodwill acquired during the year | 0 |
Non-deductible goodwill acquired during the year | 1,904 |
Fair value and other adjustments | (417) |
Currency effects | (546) |
Goodwill ending balance | 70,700 |
Accumulated goodwill impairment, beginning balance | 3,011 |
Accumulated goodwill impairment, ending balance | $ 3,011 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Components of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Net Carrying Amount | $ 1,415,287 | $ 1,506,522 |
Customer relationship intangible assets | ||
Assets: | ||
Gross Carrying Amount | 1,747,535 | 1,718,919 |
Accumulated Amortization | (529,164) | (455,705) |
Net Carrying Amount | 1,218,371 | 1,263,214 |
Customer inducements | ||
Assets: | ||
Gross Carrying Amount | 53,097 | 56,478 |
Accumulated Amortization | (30,298) | (34,181) |
Net Carrying Amount | 22,799 | 22,297 |
Data center lease-based intangible assets | ||
Assets: | ||
Gross Carrying Amount | 264,382 | 271,818 |
Accumulated Amortization | (90,265) | (50,807) |
Net Carrying Amount | 174,117 | 221,011 |
Liabilities: | ||
Gross Carrying Amount | 12,720 | 12,318 |
Accumulated Amortization | (3,424) | (1,642) |
Net Carrying Amount | 9,296 | 10,676 |
Third-party commissions asset | ||
Assets: | ||
Gross Carrying Amount | 31,708 | 30,071 |
Accumulated Amortization | (3,001) | (1,089) |
Net Carrying Amount | 28,707 | 28,982 |
Customer relationships, customer inducements and data center | ||
Assets: | ||
Gross Carrying Amount | 2,096,722 | 2,077,286 |
Accumulated Amortization | (652,728) | (541,782) |
Net Carrying Amount | $ 1,443,994 | $ 1,535,504 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule Of Other Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Net Carrying Amount | $ 1,415,287 | $ 1,506,522 |
Other finite-lived intangible assets (included in Other, a component of Other assets, net) | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 19,842 | 20,310 |
Accumulated Amortization | (17,385) | (14,798) |
Net Carrying Amount | $ 2,457 | $ 5,512 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 49,409 | $ 44,807 | $ 147,890 | $ 136,672 |
Customer relationship and customer inducement intangible assets | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 29,064 | 26,782 | 85,228 | 84,401 |
Data center in-place leases and tenant relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 11,356 | 12,036 | 35,337 | 30,437 |
Third-party commissions asset and other finite-lived intangible assets | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 2,515 | 642 | 5,456 | 3,486 |
Customer inducements | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 2,303 | 3,229 | 7,641 | 8,782 |
Data center above-market leases and data center below-market leases | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 936 | $ 1,276 | $ 2,776 | $ 3,648 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Contract Fulfillment Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Gross Carrying Amount | $ 37,938 | $ 39,748 |
Accumulated Amortization | (20,974) | (24,504) |
Net Carrying Amount | 16,964 | 15,244 |
Capitalized commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Gross Carrying Amount | 56,585 | 58,424 |
Accumulated Amortization | (21,933) | (34,637) |
Net Carrying Amount | $ 34,652 | $ 23,787 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Amortization Expense Associated with Commissions Asset and Intake Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Intake Costs asset | ||||
Capitalized Contract Cost [Line Items] | ||||
Amortization expense | $ 2,250 | $ 2,294 | $ 7,764 | $ 7,915 |
Capitalized commissions asset | ||||
Capitalized Contract Cost [Line Items] | ||||
Amortization expense | $ 4,224 | $ 3,053 | $ 14,105 | $ 10,433 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Summary of Deferred Revenue Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||
Deferred revenue | $ 257,328 | $ 264,823 |
Other Long-term Liabilities | $ 26,572 | $ 26,401 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Revenue Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | $ 1,062,224 | $ 1,060,991 | $ 3,182,994 | $ 3,164,272 |
Global Data Center Business | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | 64,418 | 63,380 | 188,245 | 164,878 |
Storage rental | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | 673,318 | 656,973 | 2,005,580 | 1,963,561 |
Storage rental | Global Data Center Business | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | 62,001 | $ 60,039 | 182,301 | $ 157,479 |
Operating Segments | Storage Rental, Power and Connectivity | Global Data Center Business | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | $ 12,000 | $ 31,000 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Future Minimum Lease Payments (Details) - Operating Segments - Storage Rental, Power and Connectivity - Global Data Center Business $ in Thousands | Sep. 30, 2019USD ($) |
Segment Information [Line Items] | |
2019 (excluding the nine months ended September 30, 2019) | $ 58,381 |
2020 | 177,528 |
2021 | 118,980 |
2022 | 83,677 |
2023 | $ 67,569 |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Leases Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | ||||
Sublease income | $ 1,667 | $ 5,221 | ||
Accounting Standards Update 2016-02 | ||||
Lessee, Lease, Description [Line Items] | ||||
Cumulative effect of new accounting principle in period of adoption | $ 5,800 | $ 5,781 | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, operating lease, term | 10 years | 10 years | ||
Lessee, operating lease, renewal term | 5 years | 5 years | ||
Maximum | Vehicle and Equipment | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, operating lease, term | 7 years | 7 years | ||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, operating lease, term | 5 years | 5 years | ||
Lessee, operating lease, renewal term | 1 year | 1 year | ||
Minimum | Vehicle and Equipment | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, operating lease, term | 1 year | 1 year |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Supplemental Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | |||
Operating lease right-of-use assets | $ 1,765,496 | $ 1,825,721 | $ 0 |
Financing lease right-of-use assets, net of accumulated depreciation | 327,264 | 361,078 | |
Total | 2,092,760 | 2,186,799 | |
Current | |||
Operating lease liabilities | 216,176 | 209,911 | |
Financing lease liabilities | 47,112 | 50,437 | |
Total current lease liabilities | 263,288 | 260,348 | |
Long-term | |||
Operating lease liabilities | 1,626,907 | 1,685,771 | $ 0 |
Financing lease liabilities | 318,986 | 350,263 | |
Total long-term lease liabilities | 1,945,893 | 2,036,034 | |
Total | $ 2,209,181 | $ 2,296,382 | |
Operating lease, right-of-use asset, real estate assets, percent | 98.00% | ||
Operating lease, right-of-use asset, non-real estate assets, percent | 2.00% | ||
Finance lease, right-of-use asset, real estate assets, percent | 64.00% | ||
Finance lease, right-of-use asset, non-real estate assets, percent | 36.00% |
Summary of Significant Accou_16
Summary of Significant Accounting Policies - Leases Costs (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 114,727 | $ 343,282 |
Depreciation of financing lease right-of-use assets | 14,679 | 45,950 |
Interest expense for financing lease liabilities | 4,905 | 15,972 |
Total financing lease cost | 19,584 | 61,922 |
Variable lease costs | $ 26,121 | $ 78,712 |
Operating leases, Remaining Lease Term | 11 years | 11 years |
Finance leases, Remaining Lease Term | 11 years | 11 years |
Operating leases, Discount Rate | 7.10% | 7.10% |
Financing leases, Discount Rate | 5.60% | 5.60% |
Cost of Sales | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 111,423 | $ 333,742 |
Selling, General and Administrative Expenses | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 3,304 | $ 9,540 |
Summary of Significant Accou_17
Summary of Significant Accounting Policies - Estimated Future Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Leases, Operating [Abstract] | ||
2019 (excluding the nine months ended September 30, 2019) | $ 87,009 | |
2020 | 323,448 | |
2021 | 298,656 | |
2022 | 274,021 | |
2023 | 248,066 | |
Thereafter | 1,505,195 | |
Total minimum lease payments | 2,736,395 | |
Less amounts representing interest or imputed interest | (893,312) | |
Present value of lease obligations | 1,843,083 | |
2019 | $ 323,454 | |
2020 | 293,276 | |
2021 | 267,379 | |
2022 | 246,128 | |
2023 | 221,808 | |
Thereafter | 1,287,807 | |
Total minimum lease payments | 2,639,852 | |
Lessee, Finance Sublease, Description [Abstract] | ||
2019 | (1,646) | (7,525) |
2020 | (7,520) | (7,200) |
2021 | (5,185) | (7,063) |
2022 | (4,905) | (6,694) |
2023 | (4,795) | (6,409) |
Thereafter | (10,673) | (6,279) |
Total minimum lease payments | (34,724) | (41,170) |
Capital Lease Obligations [Abstract] | ||
2019 (excluding the nine months ended September 30, 2019) | 32,386 | |
2020 | 57,887 | |
2021 | 52,685 | |
2022 | 46,358 | |
2023 | 38,695 | |
Thereafter | 292,903 | |
Total minimum lease payments | 520,914 | |
Less amounts representing interest or imputed interest | (154,816) | |
Present value of lease obligations | $ 366,098 | |
2019 | 80,513 | |
2020 | 71,335 | |
2021 | 61,269 | |
2022 | 52,832 | |
2023 | 44,722 | |
Thereafter | 377,750 | |
Total minimum lease payments | 688,421 | |
Less amounts representing interest or imputed interest | (241,248) | |
Present value of lease obligations | $ 447,173 |
Summary of Significant Accou_18
Summary of Significant Accounting Policies - Supplemental Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | ||
Operating cash flows used in operating leases | $ 252,277 | |
Operating cash flows used in financing leases (interest) | 15,972 | |
Financing cash flows used in financing leases | 44,808 | |
Operating lease modifications and reassessments | 42,418 | |
New operating leases (including acquisitions) | 117,193 | |
New financing leases, modifications and reassessments | $ 20,699 | $ 56,493 |
Summary of Significant Accou_19
Summary of Significant Accounting Policies - Stock-Based Compensation Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Employee Stock-Based Awards | ||||
Expiration period | 3 years | |||
Stock-based compensation | $ 7,120 | $ 7,279 | $ 28,140 | $ 23,352 |
Stock-based compensation expense (income), net of tax | $ 6,632 | $ 6,734 | $ 26,216 | $ 21,599 |
Stock-based compensation expense per basic and diluted share (in dollars per share) | $ 0.02 | $ 0.02 | $ 0.09 | $ 0.08 |
Employee stock-based awards, unrecognized compensation costs on nonvested awards | $ 50,152 | $ 50,152 | ||
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition | 1 year 10 months 24 days | |||
Stock Options | ||||
Summary of Option Activity | ||||
Options outstanding balance, beginning of period (in shares) | 4,271,834 | |||
Options granted (in shares) | 920,706 | |||
Options exercised (in shares) | (236,704) | |||
Options forfeited (in shares) | (13,542) | |||
Options expired (in shares) | (16,715) | |||
Options outstanding balance, end of period (in shares) | 4,925,579 | 4,925,579 | ||
Options exercisable balance (in shares) | 3,128,621 | 3,128,621 | ||
Options expected to vest (in shares) | 1,716,446 | 1,716,446 | ||
Restricted Stock Units | ||||
Summary of Option Activity | ||||
Total fair value of shares or units vested | $ 3,092 | $ 3,189 | $ 20,802 | $ 19,195 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 1,196,566 | |||
Granted (in shares) | 752,555 | |||
Vested (in shares) | (611,828) | |||
Forfeited (in shares) | (81,437) | |||
Non-vested at the end of the period (in shares) | 1,255,856 | 1,255,856 | ||
Performance units | ||||
Summary of Option Activity | ||||
Total fair value of shares or units vested | $ 1,176 | $ 84 | $ 7,679 | $ 3,117 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 667,101 | |||
Granted (in shares) | 380,856 | |||
Vested (in shares) | (202,141) | |||
Forfeited (in shares) | (28,748) | |||
Non-vested at the end of the period (in shares) | 817,068 | 817,068 | ||
Performance units | Two Thousand Nineteen | ||||
Performance Units Disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 100.00% | 100.00% | ||
Performance units | Two Thousand Eighteen | ||||
Performance Units Disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 50.00% | 50.00% | ||
Performance units | Two Thousand Seventeen | ||||
Performance Units Disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 100.00% | 100.00% | ||
Original PU Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 967,049 | |||
Granted (in shares) | 380,856 | |||
Vested (in shares) | (202,141) | |||
Forfeited (in shares) | (13,898) | |||
Non-vested at the end of the period (in shares) | 1,131,866 | 1,131,866 | ||
PUs Adjustment | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 299,948 | |||
Granted (in shares) | 0 | |||
Vested (in shares) | 0 | |||
Forfeited (in shares) | (14,850) | |||
Non-vested at the end of the period (in shares) | 314,798 | 314,798 |
Summary of Significant Accou_20
Summary of Significant Accounting Policies - Income Per Share, Allowance for Doubtful Accounts, Income Taxes, and Concentration of Credit Risk (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income (Loss) Per Share-Basic and Diluted | ||||
Income (loss) from continuing operations | $ 108,284 | $ 77,349 | $ 231,107 | $ 209,001 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 609 | (125) | 1,534 | 485 |
Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) | 107,675 | 77,474 | 229,573 | 208,516 |
(Loss) income from discontinued operations, net of tax | 0 | (11,605) | 104 | (12,427) |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 107,675 | $ 65,869 | $ 229,677 | $ 196,089 |
Weighted-average shares—basic (in shares) | 287,152,000 | 286,159,000 | 286,869,000 | 285,801,000 |
Effect of dilutive potential stock options (in shares) | 93,752 | 264,451 | 157,928 | 250,574 |
Effect of dilutive potential restricted stock, RSUs and PUs (in shares) | 445,081 | 558,891 | 528,387 | 463,583 |
Weighted-average shares—diluted (in shares) | 287,690,833 | 286,982,342 | 287,555,315 | 286,515,157 |
Earnings (losses) per share—basic: | ||||
Income (loss) from continuing operations (in dollars per share) | $ 0.37 | $ 0.27 | $ 0.80 | $ 0.73 |
(Loss) income from discontinued operations, net of tax (in dollars per share) | 0 | (0.04) | 0 | (0.04) |
Net income (loss) attributable to Iron Mountain Incorporated (in dollars per share) | 0.37 | 0.23 | 0.80 | 0.69 |
Earnings (losses) per share—diluted: | ||||
Income (loss) from continuing operations (in dollars per share) | 0.37 | 0.27 | 0.80 | 0.73 |
(Loss) income from discontinued operations, net of tax (in dollars per share) | 0 | (0.04) | 0 | (0.04) |
Net income (loss) attributable to Iron Mountain Incorporated (in dollars per share) | $ 0.37 | $ 0.23 | $ 0.80 | $ 0.68 |
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares) | 4,782,661 | 3,253,975 | 4,590,645 | 3,256,206 |
Summary of Significant Accou_21
Summary of Significant Accounting Policies - Effective Income Tax Rates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | ||||
Effective Tax Rate | 16.80% | 15.30% | 15.70% | 16.00% |
Federal statutory tax rate | 21.00% | 21.00% | ||
Discrete tax benefit | $ 14,000 |
Summary of Significant Accou_22
Summary of Significant Accounting Policies - Fair Value Measurements (Details) - Fair value measured on recurring basis - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Quoted prices in active markets (Level 1) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Money Market Funds | $ 0 | |
Time Deposits | $ 0 | |
Trading securities | 9,540 | 10,248 |
Derivative Assets | 0 | 0 |
Derivative Liabilities | 0 | 0 |
Significant other observable inputs (Level 2) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Money Market Funds | 30,123 | |
Time Deposits | 956 | |
Trading securities | 456 | 505 |
Derivative Assets | 1,972 | 93 |
Derivative Liabilities | 12,046 | 973 |
Significant unobservable inputs (Level 3) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Money Market Funds | 0 | |
Time Deposits | 0 | |
Trading securities | 0 | 0 |
Derivative Assets | 0 | 0 |
Derivative Liabilities | 0 | 0 |
Estimate of Fair Value Measurement | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Money Market Funds | 30,123 | |
Time Deposits | 956 | |
Trading securities | 9,996 | 10,753 |
Derivative Assets | 1,972 | 93 |
Derivative Liabilities | $ 12,046 | $ 973 |
Summary of Significant Accou_23
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
AOCI Rollforward | ||||
Beginning of Period | $ 1,861,054 | |||
Other comprehensive (loss) income: | ||||
Change in fair value of derivative instruments | $ (1,496) | $ 1,980 | (9,101) | $ 4,183 |
End of Period | 1,510,830 | 1,510,830 | ||
Foreign Currency Translation Adjustments | ||||
AOCI Rollforward | ||||
Beginning of Period | (253,243) | (209,653) | (264,691) | (103,989) |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustment | (82,886) | (22,790) | (71,438) | (128,454) |
Change in fair value of derivative instruments | 0 | 0 | 0 | 0 |
Total other comprehensive (loss) income | (82,886) | (22,790) | (71,438) | (128,454) |
End of Period | (336,129) | (232,443) | (336,129) | (232,443) |
Change in Fair Value of Derivative Instruments | ||||
AOCI Rollforward | ||||
Beginning of Period | (8,578) | 2,203 | (973) | 0 |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustment | 0 | 0 | 0 | 0 |
Change in fair value of derivative instruments | (1,496) | 1,980 | (9,101) | 4,183 |
Total other comprehensive (loss) income | (1,496) | 1,980 | (9,101) | 4,183 |
End of Period | (10,074) | 4,183 | (10,074) | 4,183 |
Total | ||||
AOCI Rollforward | ||||
Beginning of Period | (261,821) | (207,450) | (265,664) | (103,989) |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustment | (82,886) | (22,790) | (71,438) | (128,454) |
Change in fair value of derivative instruments | (1,496) | 1,980 | (9,101) | 4,183 |
Total other comprehensive (loss) income | (84,382) | (20,810) | (80,539) | (124,271) |
End of Period | $ (346,203) | $ (228,260) | $ (346,203) | $ (228,260) |
Summary of Significant Accou_24
Summary of Significant Accounting Policies - Gain on Disposal/Write-Down of Property, Plant and Equipment, (net) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019USD ($)facility | Jun. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (loss) on disposal/write-down of property, plant and equipment, net | $ 9,284 | $ 388 | $ 17,087 | $ 2,064 | |
Gain associated with a sale-leaseback transaction | $ 9,800 | ||||
Number of facilities | facility | 5 | ||||
United Kingdom | Disposed of by sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on sale of real estate, net of tax | $ 36,000 | ||||
North American Records and Information Management Business | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (loss) on disposal/write-down of property, plant and equipment, net | (3,100) | ||||
Iron Mountain Iron Cloud | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (loss) on disposal/write-down of property, plant and equipment, net | $ (800) | $ (24,800) |
Summary of Significant Accou_25
Summary of Significant Accounting Policies - Other Expense (Income), Net - Foreign Currency Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | ||||
Foreign currency transaction (gains) losses, net | $ (18,251) | $ 664 | $ (19,885) | $ 3,825 |
Other, net | 4,836 | (339) | 6,488 | (2,405) |
Other (Income) Expense, Net | $ (13,415) | $ 325 | $ (13,397) | $ 1,420 |
Summary of Significant Accou_26
Summary of Significant Accounting Policies - Correction in Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | ||
Gain on sale of real estate | $ 54,000 | $ 1,300 |
Summary of Significant Accou_27
Summary of Significant Accounting Policies - Immaterial Restatement Narrative (Details) € in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019EUR (€) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
(Distributions in excess of earnings) Earnings in excess of distributions | $ (2,139,493) | $ (2,433,802) | ||||
Foreign | Tax and Customs Administration, Netherlands | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
VAT liability | € | € 16,800 | |||||
Selling, General and Administrative Expenses | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Overstated (understated) misstatement amount | (11,000) | $ (16,600) | ||||
Interest Expense | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Overstated (understated) misstatement amount | (400) | (100) | ||||
Provision for Income Taxes | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Overstated (understated) misstatement amount | 2,000 | 3,000 | ||||
Net Income from Continuing Operations | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Overstated (understated) misstatement amount | 9,400 | 13,700 | ||||
Restatement | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Retained earnings | 23,100 | |||||
(Distributions in excess of earnings) Earnings in excess of distributions | $ (23,126) | $ (13,708) | $ (22,852) | $ (21,573) |
Summary of Significant Accou_28
Summary of Significant Accounting Policies - Immaterial Restatements (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Selling, general and administrative | $ 239,156 | $ 259,929 | $ 762,479 | $ 789,324 | |||
Total Operating Expenses | 838,750 | 865,356 | 2,607,730 | 2,610,058 | |||
Operating Income (Loss) | 223,474 | 195,635 | 575,264 | 554,214 | |||
Interest Expense, Net | (106,677) | (103,938) | (314,427) | (303,836) | |||
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes | 130,212 | 91,372 | 274,234 | 248,958 | |||
Provision (Benefit) for Income Taxes | 21,928 | 14,023 | 43,127 | 39,957 | |||
Income (Loss) from Continuing Operations | 108,284 | 77,349 | 231,107 | 209,001 | |||
Net Income (Loss) | 108,284 | 65,744 | 231,211 | 196,574 | |||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 107,675 | $ 65,869 | $ 229,677 | $ 196,089 | |||
Income (Loss) from Continuing Operations (in dollars per share) | $ 0.37 | $ 0.27 | $ 0.80 | $ 0.73 | |||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | 0.37 | 0.23 | 0.80 | 0.69 | |||
Income (Loss) from Continuing Operations (in dollars per share) | 0.37 | 0.27 | 0.80 | 0.73 | |||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ 0.37 | $ 0.23 | $ 0.80 | $ 0.68 | |||
Total Other Assets, Net | $ 7,816,555 | $ 7,816,555 | $ 6,159,547 | ||||
Total Assets | 13,577,167 | $ 11,810,870 | 13,577,167 | $ 11,810,870 | 11,857,218 | ||
Accrued expenses and other current liabilities | 888,021 | 888,021 | 780,781 | ||||
Total Current Liabilities | 1,830,111 | 1,830,111 | 1,490,775 | ||||
(Distributions in excess of earnings) Earnings in excess of distributions | (2,433,802) | (2,433,802) | (2,139,493) | ||||
Total Iron Mountain Incorporated Stockholders' Equity | $ 1,510,830 | $ 1,510,830 | 1,861,054 | ||||
Restatement | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Selling, general and administrative | 1,459 | 10,798 | |||||
Total Operating Expenses | 1,459 | 10,798 | |||||
Operating Income (Loss) | (1,459) | (10,798) | |||||
Interest Expense, Net | 97 | 262 | |||||
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes | (1,556) | (11,060) | |||||
Provision (Benefit) for Income Taxes | (277) | (1,916) | |||||
Income (Loss) from Continuing Operations | (1,279) | (9,144) | |||||
Net Income (Loss) | (1,279) | (9,144) | |||||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ (1,279) | $ (9,144) | |||||
Income (Loss) from Continuing Operations (in dollars per share) | $ (0.01) | $ (0.03) | |||||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | 0 | (0.03) | |||||
Income (Loss) from Continuing Operations (in dollars per share) | 0 | (0.03) | |||||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ 0 | $ (0.04) | |||||
Total Other Assets, Net | 4,971 | ||||||
Total Assets | 4,971 | ||||||
Accrued expenses and other current liabilities | 28,097 | ||||||
Total Current Liabilities | 28,097 | ||||||
(Distributions in excess of earnings) Earnings in excess of distributions | $ (22,852) | $ (22,852) | (23,126) | $ (21,573) | $ (13,708) | ||
Total Iron Mountain Incorporated Stockholders' Equity | $ (23,126) |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities - Interest Rate Swap Agreements (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jul. 31, 2019 | Dec. 31, 2018 | |
Derivative [Line Items] | ||||||
Unrealized gain (loss) on cash flow hedges | $ (1,496,000) | $ 1,980,000 | $ (9,101,000) | $ 4,183,000 | ||
Interest rate swap agreements | ||||||
Derivative [Line Items] | ||||||
Notional amount | 350,000,000 | 350,000,000 | $ 350,000,000 | $ 350,000,000 | ||
Unrealized gain (loss) on cash flow hedges | (3,468,000) | $ 1,980,000 | (11,073,000) | $ 4,183,000 | ||
Cumulative net losses in AOCI | 12,046,000 | 12,046,000 | ||||
Other Long-Term Liabilities | Interest rate swap agreements | ||||||
Derivative [Line Items] | ||||||
Derivative liability | $ 12,046,000 | $ 12,046,000 | $ 973,000 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Net Investment Hedges (Details) - Net Investment Hedges - Cross-currency swap agreements € in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Aug. 31, 2019USD ($) | Aug. 31, 2019EUR (€) | |
Derivative [Line Items] | ||||
Notional amount | $ 110,000 | € 99,055 | ||
Interest rate | 6.00% | 6.00% | ||
Weighted average interest rate | 3.65% | 3.65% | ||
Unrealized gains | $ 1,972 | $ 1,972 | ||
Other Assets, Net | ||||
Derivative [Line Items] | ||||
Derivative asset | $ 1,972 | $ 1,972 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Hedge of Net Investment (Details) - Euro Notes - Net Investment Hedges - Designated as Hedging Instrument € in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019EUR (€) | Sep. 30, 2018EUR (€) | |
Derivative [Line Items] | ||||||
Hedged notes | € | € 279,821 | € 209,276 | ||||
Foreign exchange gains (losses) | $ 13,101 | $ 2,139 | $ 14,962 | $ 6,761 | ||
Cumulative net gains | $ 29,220 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Forward Currency Contracts (Details) - Foreign Exchange Currency Forward Contracts € in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018EUR (€) | |
Derivative [Line Items] | ||||||
Losses on derivatives | $ 0 | $ 616,000 | $ 737,000 | $ 4,172,000 | ||
Not Designated as Hedging Instrument | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 0 | $ 0 | ||||
Not Designated as Hedging Instrument | Purchase | ||||||
Derivative [Line Items] | ||||||
Notional amount | € | € 29,000 | |||||
Not Designated as Hedging Instrument | Sell | ||||||
Derivative [Line Items] | ||||||
Notional amount | $ 33,374,000 | |||||
Not Designated as Hedging Instrument | Prepaid expenses and other | ||||||
Derivative [Line Items] | ||||||
Derivative asset | $ 93,000 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Thousands | Jan. 10, 2018USD ($) | Feb. 28, 2019USD ($) | Sep. 30, 2019USD ($)company |
Storage and Data Management Company | |||
Business Acquisition [Line Items] | |||
Number of businesses acquired | company | 9 | ||
Art Storage Company | |||
Business Acquisition [Line Items] | |||
Number of businesses acquired | company | 1 | ||
Storage, Records Management and Art Storage Companies | |||
Business Acquisition [Line Items] | |||
Cash consideration | $ 49,200 | ||
IO Data Center LLC | |||
Business Acquisition [Line Items] | |||
Consideration transferred | $ 1,347,000 | $ 31,000 | |
Business combination separately recognized transactions expenses and losses recognized, acquisition costs incurred to date | $ 28,064 |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | ||||
Purchase Price Holdbacks and Other | $ 4,135 | $ 27,919 | ||
Fair Value of Identifiable Assets Acquired: | ||||
Operating Lease Right-of-Use Assets | 1,765,496 | $ 1,825,721 | $ 0 | |
Operating Lease Liabilities | (1,626,907) | $ (1,685,771) | 0 | |
Goodwill Initially Recorded | 4,421,995 | $ 4,441,030 | ||
2019 Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 51,456 | |||
Purchase Price Holdbacks and Other | 4,135 | |||
Total Consideration | 55,591 | |||
Fair Value of Identifiable Assets Acquired: | ||||
Cash | 2,224 | |||
Accounts Receivable, Prepaid Expenses and Other Assets | 3,228 | |||
Property, Plant and Equipment | 5,320 | |||
Customer Relationship Intangible Assets | 21,584 | |||
Operating Lease Right-of-Use Assets | 16,956 | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (2,716) | |||
Operating Lease Liabilities | (16,956) | |||
Deferred Income Taxes | (1,719) | |||
Total Fair Value of Identifiable Net Assets Acquired | 27,921 | |||
Goodwill Initially Recorded | 27,670 | |||
Net cash acquired | 2,224 | |||
Payments for previous acquisitions | $ 7,267 |
Acquisitions - Pro Forma Financ
Acquisitions - Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Business Combinations [Abstract] | ||
Total Revenues | $ 1,060,991 | $ 3,167,762 |
Income from Continuing Operations | $ 77,349 | $ 218,953 |
Per Share Income from Continuing Operations - Basic (in dollars per share) | $ 0.27 | $ 0.76 |
Per Share Income from Continuing Operations - Diluted (in dollars per share) | $ 0.27 | $ 0.76 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Details) € in Thousands, $ in Thousands, $ in Thousands | 1 Months Ended | ||||||
Sep. 22, 2019USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019EUR (€) | Sep. 30, 2019AUD ($) | Sep. 30, 2019CAD ($) | Dec. 31, 2018USD ($) | Mar. 22, 2018USD ($) | |
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 8,704,642,000 | $ 8,229,430,000 | |||||
Long-term debt, gross, current maturities | (394,822,000) | (126,406,000) | |||||
Long term debt, gross, net of current portion | 8,309,820,000 | 8,103,024,000 | |||||
Unamortized Deferred Financing Costs | (89,473,000) | (86,607,000) | |||||
Unamortized debt issuance expense, current | 0 | 0 | |||||
Unamortized debt issuance expense, net | (89,473,000) | (86,607,000) | |||||
Carrying Amount | 8,615,169,000 | 8,142,823,000 | |||||
Carrying Amount, current maturities | (394,822,000) | (126,406,000) | |||||
Carrying Amount, excluding current maturities | 8,220,347,000 | 8,016,417,000 | |||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Letters of credit outstanding | 16,843,000 | ||||||
Remaining capacity | 1,378,278,000 | ||||||
Australian Dollar Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | 219,871,000 | 233,955,000 | |||||
Unamortized Deferred Financing Costs | (2,389,000) | (3,084,000) | |||||
Carrying Amount | 217,482,000 | $ 327,500 | 230,871,000 | ||||
Fair Value | $ 221,165,000 | 235,645,000 | |||||
Average interest rate (as a percent) | 4.90% | 4.90% | 4.90% | 4.90% | |||
Debt instrument, unamortized discount | $ 1,294,000 | 1,690,000 | |||||
Senior Notes 4.375 Percent due 2021 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | 500,000,000 | 500,000,000 | |||||
Unamortized Deferred Financing Costs | (2,866,000) | (4,155,000) | |||||
Carrying Amount | 497,134,000 | 495,845,000 | |||||
Fair Value | $ 503,750,000 | 488,750,000 | |||||
Stated interest rate (as a percent) | 4.375% | 4.375% | 4.375% | 4.375% | |||
Senior Notes 6% percent due 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 600,000,000 | 600,000,000 | |||||
Unamortized Deferred Financing Costs | (4,302,000) | (5,126,000) | |||||
Carrying Amount | 595,698,000 | 594,874,000 | |||||
Fair Value | $ 615,000,000 | 606,000,000 | |||||
Stated interest rate (as a percent) | 6.00% | 6.00% | 6.00% | 6.00% | |||
CAD Senior Notes 5.375 Percent due 2023 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 188,811,000 | 183,403,000 | |||||
Unamortized Deferred Financing Costs | (2,173,000) | (2,506,000) | |||||
Carrying Amount | 186,638,000 | 180,897,000 | |||||
Fair Value | $ 194,475,000 | 186,154,000 | |||||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | 5.375% | |||
Senior Subordinated Notes 5 3/4% percent due 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 1,000,000,000 | 1,000,000,000 | |||||
Unamortized Deferred Financing Costs | (6,752,000) | (7,782,000) | |||||
Carrying Amount | 993,248,000 | 992,218,000 | |||||
Fair Value | $ 1,010,000,000 | 940,000,000 | |||||
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% | 5.75% | |||
Euro Senior Notes 3 Percent due 2025 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 327,508,000 | 343,347,000 | |||||
Unamortized Deferred Financing Costs | (3,622,000) | (4,098,000) | |||||
Carrying Amount | 323,886,000 | 339,249,000 | |||||
Fair Value | $ 334,877,000 | 321,029,000 | |||||
Stated interest rate (as a percent) | 3.00% | 3.00% | 3.00% | 3.00% | |||
GBP Senior Notes due 2025 3.875 Percent | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 491,943,000 | 509,425,000 | |||||
Unamortized Deferred Financing Costs | (5,651,000) | (6,573,000) | |||||
Carrying Amount | 486,292,000 | 502,852,000 | |||||
Fair Value | $ 493,173,000 | 453,811,000 | |||||
Stated interest rate (as a percent) | 3.875% | 3.875% | 3.875% | 3.875% | |||
Senior Notes 5.375 Percent due 2026 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 250,000,000 | 250,000,000 | |||||
Unamortized Deferred Financing Costs | (2,863,000) | (3,185,000) | |||||
Carrying Amount | 247,137,000 | 246,815,000 | |||||
Fair Value | $ 257,500,000 | 224,375,000 | |||||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | 5.375% | |||
Senior Notes 4.875 Percent due 2027 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 1,000,000,000 | 1,000,000,000 | |||||
Unamortized Deferred Financing Costs | (11,375,000) | (12,442,000) | |||||
Carrying Amount | 988,625,000 | 987,558,000 | |||||
Fair Value | $ 1,022,500,000 | 855,000,000 | |||||
Stated interest rate (as a percent) | 4.875% | 4.875% | 4.875% | 4.875% | |||
Senior Notes 5.25 Percent due 2028 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 825,000,000 | 825,000,000 | |||||
Unamortized Deferred Financing Costs | (10,037,000) | (10,923,000) | |||||
Carrying Amount | 814,963,000 | 814,077,000 | |||||
Fair Value | $ 852,844,000 | 713,625,000 | |||||
Stated interest rate (as a percent) | 5.25% | 5.25% | 5.25% | 5.25% | |||
Senior Notes 4.875 Percent due 2029 | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 1,000,000,000 | 0 | |||||
Unamortized Deferred Financing Costs | (14,451,000) | 0 | |||||
Carrying Amount | 985,549,000 | 0 | |||||
Fair Value | $ 1,015,000,000 | 0 | |||||
Stated interest rate (as a percent) | 4.875% | 4.875% | 4.875% | 4.875% | |||
Principal amount | $ 1,000,000,000 | ||||||
Net proceeds | $ 987,500,000 | ||||||
Real Estate Mortgages, Capital Leases and Other | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | 533,549,000 | 606,702,000 | |||||
Unamortized Deferred Financing Costs | (444,000) | (171,000) | |||||
Carrying Amount | 533,105,000 | 606,531,000 | |||||
Fair Value | 533,549,000 | 606,702,000 | |||||
Accounts Receivable Securitization Program | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | 271,562,000 | 221,673,000 | |||||
Unamortized Deferred Financing Costs | (115,000) | (218,000) | |||||
Carrying Amount | 271,447,000 | 221,455,000 | |||||
Fair Value | $ 271,562,000 | 221,673,000 | |||||
Average interest rate (as a percent) | 3.10% | 3.10% | 3.10% | 3.10% | |||
Mortgage Securitization Program | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 50,000,000 | 50,000,000 | |||||
Unamortized Deferred Financing Costs | (1,019,000) | (1,128,000) | |||||
Carrying Amount | 48,981,000 | 48,872,000 | |||||
Fair Value | $ 50,000,000 | 50,000,000 | |||||
Average interest rate (as a percent) | 3.50% | 3.50% | 3.50% | 3.50% | |||
New Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Average interest rate (as a percent) | 3.50% | 3.50% | 3.50% | 3.50% | |||
New Credit Agreement | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 354,879,000 | 793,832,000 | |||||
Unamortized Deferred Financing Costs | (11,763,000) | (14,117,000) | |||||
Carrying Amount | 343,116,000 | 779,715,000 | |||||
Fair Value | $ 354,879,000 | 793,832,000 | |||||
Average interest rate (as a percent) | 3.30% | 3.30% | 3.30% | 3.30% | |||
Term Loan A | Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 231,250,000 | 240,625,000 | |||||
Unamortized Deferred Financing Costs | 0 | 0 | |||||
Carrying Amount | 231,250,000 | 240,625,000 | |||||
Fair Value | $ 231,250,000 | 240,625,000 | |||||
Average interest rate (as a percent) | 3.80% | 3.80% | 3.80% | 3.80% | |||
Term Loan B | Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 688,089,000 | 693,169,000 | |||||
Unamortized Deferred Financing Costs | (7,806,000) | (8,742,000) | |||||
Carrying Amount | 680,283,000 | 684,427,000 | |||||
Fair Value | $ 688,638,000 | 660,013,000 | |||||
Average interest rate (as a percent) | 3.80% | 3.80% | 3.80% | 3.80% | |||
Debt instrument, unamortized discount | $ 1,411,000 | 1,581,000 | |||||
UK Bilateral Revolving Credit Facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | 172,180,000 | 178,299,000 | |||||
Unamortized Deferred Financing Costs | (1,845,000) | (2,357,000) | |||||
Carrying Amount | 170,335,000 | 175,942,000 | |||||
Fair Value | $ 172,180,000 | $ 178,299,000 | |||||
Line of credit facility, interest rate at period end | 3.00% | 3.00% | 3.00% | 3.00% | |||
Term Loan Facility | Term Loan B | Loans Payable | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 700,000,000 | ||||||
US Dollars | New Credit Agreement | Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 221,900,000 | ||||||
Canadian dollars | New Credit Agreement | Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | $ 72,000 | ||||||
Euro | New Credit Agreement | Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt (inclusive of discount) | € | € 72,000 |
Debt - Cash Pool (Details)
Debt - Cash Pool (Details) $ in Thousands | Sep. 30, 2019USD ($)cash_pool | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 2 | |
QRS Cash Pool | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 1 | |
Gross Cash Position | $ 358,200 | $ 300,800 |
Outstanding Debit Balances | (355,800) | (298,800) |
Net Cash Position | $ 2,400 | 2,000 |
TRS Cash Pool | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 1 | |
Gross Cash Position | $ 302,200 | 281,500 |
Outstanding Debit Balances | (296,300) | (279,300) |
Net Cash Position | $ 5,900 | $ 2,200 |
Debt - Covenant Ratios (Details
Debt - Covenant Ratios (Details) $ in Thousands | Sep. 30, 2019USD ($) | Dec. 31, 2018 |
Credit Agreement | ||
Debt Instrument [Line Items] | ||
Letters of credit outstanding | $ 35,241 | |
Net total lease adjusted leverage ratio | 5.8 | 5.6 |
Net secured debt lease adjusted leverage ratio | 2.3 | 2.6 |
Bond leverage ratio (not lease adjusted) | 6.1 | 5.8 |
Fixed charge coverage ratio | 2.1 | 2.2 |
Credit Agreement | Maximum | ||
Debt Instrument [Line Items] | ||
Net total lease adjusted leverage ratio | 6.5 | |
Net secured debt lease adjusted leverage ratio | 4 | |
Bond leverage ratio (not lease adjusted) | 7 | |
Credit Agreement | Minimum | ||
Debt Instrument [Line Items] | ||
Bond leverage ratio (not lease adjusted) | 6.5 | |
Fixed charge coverage ratio | 1.5 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Letters of credit outstanding | $ 16,843 | |
Senior Notes | Maximum | ||
Debt Instrument [Line Items] | ||
Bond leverage ratio (not lease adjusted) | 6.5 | |
Senior Notes 4.875 Percent due 2029, Senior Notes 4.875 Percent due 2027, GBP Notes due 2025 and 5.25 Percent Notes | ||
Debt Instrument [Line Items] | ||
Debt instrument covenant, indenture, leverage ratio maximum | 7 |
Selected Consolidated Financi_3
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors - Narrative (Details) - 5.375% Senior Notes | Sep. 30, 2019 |
Guarantors | |
Debt Instrument [Line Items] | |
Stated interest rate (as a percent) | 5.375% |
Non- Guarantors | |
Debt Instrument [Line Items] | |
Stated interest rate (as a percent) | 5.375% |
Selected Consolidated Financi_4
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors - Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Current Assets: | |||||||
Cash and cash equivalents | $ 186,778 | $ 165,485 | |||||
Accounts receivable | 821,926 | 846,889 | |||||
Intercompany receivable | 0 | 0 | |||||
Prepaid expenses and other | 195,189 | 195,740 | |||||
Total Current Assets | 1,203,893 | 1,208,114 | |||||
Property, Plant and Equipment, Net | 4,556,719 | 4,489,557 | |||||
Other Assets, Net: | |||||||
Long-term notes receivable from affiliates and intercompany receivable | 0 | 0 | |||||
Investment in subsidiaries | 0 | 0 | |||||
Goodwill | 4,421,995 | 4,441,030 | |||||
Operating lease right-of-use assets (see Note 2.d.) | 1,765,496 | $ 1,825,721 | 0 | ||||
Other | 1,629,064 | 1,718,517 | |||||
Total Other Assets, Net | 7,816,555 | 6,159,547 | |||||
Total Assets | 13,577,167 | 11,857,218 | $ 11,810,870 | ||||
Liabilities and Equity | |||||||
Intercompany Payable | 0 | 0 | |||||
Debit Balances Under Cash Pools | 0 | 0 | |||||
Current Portion of Long-Term Debt | 394,822 | 126,406 | |||||
Total Other Current Liabilities (includes current portion of operating lease liabilities) | 1,435,289 | 1,364,369 | |||||
Long-Term Debt, Net of Current Portion | 8,220,347 | 8,016,417 | |||||
Long-Term Operating Lease Liabilities, Net of Current Portion | 1,626,907 | $ 1,685,771 | 0 | ||||
Long-Term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | |||||
Other Long-term Liabilities | 319,854 | 417,031 | |||||
Commitments and Contingencies (See Note 8) | |||||||
Redeemable Noncontrolling Interests | 68,099 | 70,532 | |||||
Total Iron Mountain Incorporated Stockholders' Equity | 1,510,830 | 1,861,054 | |||||
Noncontrolling Interests | 1,019 | 1,409 | |||||
Total Equity | 1,511,849 | $ 1,658,981 | 1,862,463 | $ 1,916,024 | $ 2,035,874 | $ 2,285,134 | |
Total Liabilities and Equity | 13,577,167 | 11,857,218 | |||||
Eliminations | |||||||
Current Assets: | |||||||
Cash and cash equivalents | (133,027) | (67,372) | |||||
Accounts receivable | 0 | 0 | |||||
Intercompany receivable | (456,222) | (821,324) | |||||
Prepaid expenses and other | (29) | (29) | |||||
Total Current Assets | (589,278) | (888,725) | |||||
Property, Plant and Equipment, Net | 0 | 0 | |||||
Other Assets, Net: | |||||||
Long-term notes receivable from affiliates and intercompany receivable | (5,180,133) | (4,954,686) | |||||
Investment in subsidiaries | (2,992,063) | (2,845,066) | |||||
Goodwill | 0 | 0 | |||||
Operating lease right-of-use assets (see Note 2.d.) | 0 | ||||||
Other | 0 | 0 | |||||
Total Other Assets, Net | (8,172,196) | (7,799,752) | |||||
Total Assets | (8,761,474) | (8,688,477) | |||||
Liabilities and Equity | |||||||
Intercompany Payable | (456,222) | (821,324) | |||||
Debit Balances Under Cash Pools | (133,027) | (67,372) | |||||
Current Portion of Long-Term Debt | (29) | (29) | |||||
Total Other Current Liabilities (includes current portion of operating lease liabilities) | 0 | 0 | |||||
Long-Term Debt, Net of Current Portion | 0 | 0 | |||||
Long-Term Operating Lease Liabilities, Net of Current Portion | 0 | ||||||
Long-Term Notes Payable to Affiliates and Intercompany Payable | (5,180,133) | (4,954,686) | |||||
Other Long-term Liabilities | 0 | 0 | |||||
Commitments and Contingencies (See Note 8) | |||||||
Redeemable Noncontrolling Interests | 0 | 0 | |||||
Total Iron Mountain Incorporated Stockholders' Equity | (2,992,063) | (2,845,066) | |||||
Noncontrolling Interests | 0 | 0 | |||||
Total Equity | (2,992,063) | (2,845,066) | |||||
Total Liabilities and Equity | (8,761,474) | (8,688,477) | |||||
Parent | Reportable legal entities | |||||||
Current Assets: | |||||||
Cash and cash equivalents | 10 | 132 | |||||
Accounts receivable | 0 | 0 | |||||
Intercompany receivable | 0 | 0 | |||||
Prepaid expenses and other | 0 | 93 | |||||
Total Current Assets | 10 | 225 | |||||
Property, Plant and Equipment, Net | 122 | 190 | |||||
Other Assets, Net: | |||||||
Long-term notes receivable from affiliates and intercompany receivable | 5,180,133 | 4,954,686 | |||||
Investment in subsidiaries | 1,940,454 | 1,862,048 | |||||
Goodwill | 0 | 0 | |||||
Operating lease right-of-use assets (see Note 2.d.) | 0 | ||||||
Other | 1,972 | 0 | |||||
Total Other Assets, Net | 7,122,559 | 6,816,734 | |||||
Total Assets | 7,122,691 | 6,817,149 | |||||
Liabilities and Equity | |||||||
Intercompany Payable | 167,220 | 462,927 | |||||
Debit Balances Under Cash Pools | 0 | 0 | |||||
Current Portion of Long-Term Debt | 0 | 0 | |||||
Total Other Current Liabilities (includes current portion of operating lease liabilities) | 233,492 | 268,373 | |||||
Long-Term Debt, Net of Current Portion | 5,199,103 | 4,223,822 | |||||
Long-Term Operating Lease Liabilities, Net of Current Portion | 0 | ||||||
Long-Term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | |||||
Other Long-term Liabilities | 12,046 | 973 | |||||
Commitments and Contingencies (See Note 8) | |||||||
Redeemable Noncontrolling Interests | 0 | 0 | |||||
Total Iron Mountain Incorporated Stockholders' Equity | 1,510,830 | 1,861,054 | |||||
Noncontrolling Interests | 0 | 0 | |||||
Total Equity | 1,510,830 | 1,861,054 | |||||
Total Liabilities and Equity | 7,122,691 | 6,817,149 | |||||
Guarantors | |||||||
Current Assets: | |||||||
Deposits | 141,300 | 58,900 | |||||
Guarantors | Reportable legal entities | |||||||
Current Assets: | |||||||
Cash and cash equivalents | 157,771 | 63,407 | |||||
Accounts receivable | 58,400 | 47,472 | |||||
Intercompany receivable | 456,222 | 821,324 | |||||
Prepaid expenses and other | 96,737 | 109,480 | |||||
Total Current Assets | 769,130 | 1,041,683 | |||||
Property, Plant and Equipment, Net | 3,049,090 | 3,010,767 | |||||
Other Assets, Net: | |||||||
Long-term notes receivable from affiliates and intercompany receivable | 0 | 0 | |||||
Investment in subsidiaries | 1,051,609 | 983,018 | |||||
Goodwill | 2,853,466 | 2,861,381 | |||||
Operating lease right-of-use assets (see Note 2.d.) | 939,631 | ||||||
Other | 945,025 | 982,932 | |||||
Total Other Assets, Net | 5,789,731 | 4,827,331 | |||||
Total Assets | 9,607,951 | 8,879,781 | |||||
Liabilities and Equity | |||||||
Intercompany Payable | 0 | 0 | |||||
Debit Balances Under Cash Pools | 0 | 10,612 | |||||
Current Portion of Long-Term Debt | 54,028 | 63,859 | |||||
Total Other Current Liabilities (includes current portion of operating lease liabilities) | 685,486 | 618,513 | |||||
Long-Term Debt, Net of Current Portion | 1,457,499 | 1,878,079 | |||||
Long-Term Operating Lease Liabilities, Net of Current Portion | 871,377 | ||||||
Long-Term Notes Payable to Affiliates and Intercompany Payable | 5,180,133 | 4,954,686 | |||||
Other Long-term Liabilities | 52,842 | 116,895 | |||||
Commitments and Contingencies (See Note 8) | |||||||
Redeemable Noncontrolling Interests | 0 | 0 | |||||
Total Iron Mountain Incorporated Stockholders' Equity | 1,306,586 | 1,237,137 | |||||
Noncontrolling Interests | 0 | 0 | |||||
Total Equity | 1,306,586 | 1,237,137 | |||||
Total Liabilities and Equity | 9,607,951 | 8,879,781 | |||||
Non- Guarantors | |||||||
Current Assets: | |||||||
Deposits | 0 | 12,700 | |||||
Non- Guarantors | Reportable legal entities | |||||||
Current Assets: | |||||||
Cash and cash equivalents | 162,024 | 169,318 | |||||
Accounts receivable | 763,526 | 799,417 | |||||
Intercompany receivable | 0 | 0 | |||||
Prepaid expenses and other | 98,481 | 86,196 | |||||
Total Current Assets | 1,024,031 | 1,054,931 | |||||
Property, Plant and Equipment, Net | 1,507,507 | 1,478,600 | |||||
Other Assets, Net: | |||||||
Long-term notes receivable from affiliates and intercompany receivable | 0 | 0 | |||||
Investment in subsidiaries | 0 | 0 | |||||
Goodwill | 1,568,529 | 1,579,649 | |||||
Operating lease right-of-use assets (see Note 2.d.) | 825,865 | ||||||
Other | 682,067 | 735,585 | |||||
Total Other Assets, Net | 3,076,461 | 2,315,234 | |||||
Total Assets | 5,607,999 | 4,848,765 | |||||
Liabilities and Equity | |||||||
Intercompany Payable | 289,002 | 358,397 | |||||
Debit Balances Under Cash Pools | 133,027 | 56,760 | |||||
Current Portion of Long-Term Debt | 340,823 | 62,576 | |||||
Total Other Current Liabilities (includes current portion of operating lease liabilities) | 516,311 | 477,483 | |||||
Long-Term Debt, Net of Current Portion | 1,563,745 | 1,914,516 | |||||
Long-Term Operating Lease Liabilities, Net of Current Portion | 755,530 | ||||||
Long-Term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | |||||
Other Long-term Liabilities | 254,966 | 299,163 | |||||
Commitments and Contingencies (See Note 8) | |||||||
Redeemable Noncontrolling Interests | 68,099 | 70,532 | |||||
Total Iron Mountain Incorporated Stockholders' Equity | 1,685,477 | 1,607,929 | |||||
Noncontrolling Interests | 1,019 | 1,409 | |||||
Total Equity | 1,686,496 | 1,609,338 | |||||
Total Liabilities and Equity | $ 5,607,999 | $ 4,848,765 |
Selected Consolidated Financi_5
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Consolidating financial statements | ||||
Revenues | $ 1,062,224 | $ 1,060,991 | $ 3,182,994 | $ 3,164,272 |
Intercompany revenues | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 451,317 | 448,018 | 1,377,963 | 1,348,203 |
Intercompany | 0 | 0 | 0 | 0 |
Selling, general and administrative | 239,156 | 259,929 | 762,479 | 789,324 |
Depreciation and amortization | 157,561 | 157,797 | 484,375 | 474,595 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | (9,284) | (388) | (17,087) | (2,064) |
Total Operating Expenses | 838,750 | 865,356 | 2,607,730 | 2,610,058 |
Operating Income (Loss) | 223,474 | 195,635 | 575,264 | 554,214 |
Interest Expense (Income), Net | 106,677 | 103,938 | 314,427 | 303,836 |
Other (Income) Expense, Net | (13,415) | 325 | (13,397) | 1,420 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes | 130,212 | 91,372 | 274,234 | 248,958 |
Provision (Benefit) for Income Taxes | 21,928 | 14,023 | 43,127 | 39,957 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations | 108,284 | 77,349 | 231,107 | 209,001 |
Income (Loss) from Discontinued Operations, Net of Tax | 0 | (11,605) | 104 | (12,427) |
Net Income (Loss) | 108,284 | 65,744 | 231,211 | 196,574 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 609 | (125) | 1,534 | 485 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | 107,675 | 65,869 | 229,677 | 196,089 |
Net Income (Loss) | 108,284 | 65,744 | 231,211 | 196,574 |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | (83,595) | (24,769) | (71,195) | (132,290) |
Change in Fair Value of Derivative Instruments | (1,496) | 1,980 | (9,101) | 4,183 |
Equity in Other Comprehensive (Loss) Income of Subsidiaries | 0 | 0 | 0 | 0 |
Total Other Comprehensive (Loss) Income | (85,091) | (22,789) | (80,296) | (128,107) |
Comprehensive Income (Loss) | 23,193 | 42,955 | 150,915 | 68,467 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | (100) | (2,104) | 1,777 | (3,351) |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 23,293 | 45,059 | 149,138 | 71,818 |
Eliminations | ||||
Consolidating financial statements | ||||
Revenues | (6,804) | (5,522) | (18,579) | (16,739) |
Intercompany revenues | (6,804) | (5,522) | (18,579) | (16,739) |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 0 | 0 | 0 | 0 |
Intercompany | (6,804) | (5,522) | (18,579) | (16,739) |
Selling, general and administrative | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | 0 | 0 | 0 | 0 |
Total Operating Expenses | (6,804) | (5,522) | (18,579) | (16,739) |
Operating Income (Loss) | 0 | 0 | 0 | 0 |
Interest Expense (Income), Net | 0 | 0 | 0 | 0 |
Other (Income) Expense, Net | 0 | 0 | 0 | 0 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 205,774 | 141,290 | 493,289 | 402,499 |
Income (Loss) from Continuing Operations | (205,774) | (141,290) | (493,289) | (402,499) |
Income (Loss) from Discontinued Operations, Net of Tax | 0 | 0 | 0 | 0 |
Net Income (Loss) | (205,774) | (141,290) | (493,289) | (402,499) |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | (205,774) | (141,290) | (493,289) | (402,499) |
Net Income (Loss) | (205,774) | (141,290) | (493,289) | (402,499) |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | 0 | 0 | 0 | 0 |
Change in Fair Value of Derivative Instruments | 0 | 0 | 0 | 0 |
Equity in Other Comprehensive (Loss) Income of Subsidiaries | 177,122 | 39,372 | 159,258 | 241,182 |
Total Other Comprehensive (Loss) Income | 177,122 | 39,372 | 159,258 | 241,182 |
Comprehensive Income (Loss) | (28,652) | (101,918) | (334,031) | (161,317) |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (28,652) | (101,918) | (334,031) | (161,317) |
Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Intercompany revenues | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 0 | 0 | 0 | 0 |
Intercompany | 0 | 0 | 0 | 0 |
Selling, general and administrative | 161 | (427) | 310 | (348) |
Depreciation and amortization | 23 | 31 | 68 | 96 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | 0 | 0 | 0 | 0 |
Total Operating Expenses | 184 | (396) | 378 | (252) |
Operating Income (Loss) | (184) | 396 | (378) | 252 |
Interest Expense (Income), Net | 52,166 | 49,964 | 151,392 | 150,218 |
Other (Income) Expense, Net | (596) | 439 | (55) | 2,049 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes | (51,754) | (50,007) | (151,715) | (152,015) |
Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (159,429) | (115,876) | (381,392) | (348,104) |
Income (Loss) from Continuing Operations | 107,675 | 65,869 | 229,677 | 196,089 |
Income (Loss) from Discontinued Operations, Net of Tax | 0 | 0 | 0 | 0 |
Net Income (Loss) | 107,675 | 65,869 | 229,677 | 196,089 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | 107,675 | 65,869 | 229,677 | 196,089 |
Net Income (Loss) | 107,675 | 65,869 | 229,677 | 196,089 |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | 13,101 | 2,139 | 14,962 | 6,761 |
Change in Fair Value of Derivative Instruments | (1,496) | 1,980 | (9,101) | 4,183 |
Equity in Other Comprehensive (Loss) Income of Subsidiaries | (95,987) | (24,929) | (86,400) | (135,215) |
Total Other Comprehensive (Loss) Income | (84,382) | (20,810) | (80,539) | (124,271) |
Comprehensive Income (Loss) | 23,293 | 45,059 | 149,138 | 71,818 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 23,293 | 45,059 | 149,138 | 71,818 |
Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 663,724 | 656,060 | 1,972,085 | 1,931,563 |
Intercompany revenues | 1,173 | 1,192 | 3,485 | 3,613 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 262,183 | 254,068 | 788,864 | 753,837 |
Intercompany | 5,631 | 4,330 | 15,094 | 13,126 |
Selling, general and administrative | 162,052 | 177,777 | 523,844 | 531,507 |
Depreciation and amortization | 100,023 | 100,210 | 308,284 | 299,372 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | (8,922) | (1,669) | 18,436 | (2,491) |
Total Operating Expenses | 520,967 | 534,716 | 1,654,522 | 1,595,351 |
Operating Income (Loss) | 142,757 | 121,344 | 317,563 | 336,212 |
Interest Expense (Income), Net | 6,074 | 3,151 | 19,128 | 4,863 |
Other (Income) Expense, Net | 11,577 | 4,155 | 16,636 | 12,323 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes | 125,106 | 114,038 | 281,799 | 319,026 |
Provision (Benefit) for Income Taxes | 12,814 | 9,012 | 15,268 | 14,810 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (46,345) | (25,414) | (111,897) | (54,395) |
Income (Loss) from Continuing Operations | 158,637 | 130,440 | 378,428 | 358,611 |
Income (Loss) from Discontinued Operations, Net of Tax | 0 | (11,588) | 120 | (12,283) |
Net Income (Loss) | 158,637 | 118,852 | 378,548 | 346,328 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | 158,637 | 118,852 | 378,548 | 346,328 |
Net Income (Loss) | 158,637 | 118,852 | 378,548 | 346,328 |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | 0 | 0 | 0 | 0 |
Change in Fair Value of Derivative Instruments | 0 | 0 | 0 | 0 |
Equity in Other Comprehensive (Loss) Income of Subsidiaries | (81,135) | (14,443) | (72,858) | (105,967) |
Total Other Comprehensive (Loss) Income | (81,135) | (14,443) | (72,858) | (105,967) |
Comprehensive Income (Loss) | 77,502 | 104,409 | 305,690 | 240,361 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 77,502 | 104,409 | 305,690 | 240,361 |
Non- Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 405,304 | 410,453 | 1,229,488 | 1,249,448 |
Intercompany revenues | 5,631 | 4,330 | 15,094 | 13,126 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 189,134 | 193,950 | 589,099 | 594,366 |
Intercompany | 1,173 | 1,192 | 3,485 | 3,613 |
Selling, general and administrative | 76,943 | 82,579 | 238,325 | 258,165 |
Depreciation and amortization | 57,515 | 57,556 | 176,023 | 175,127 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | (362) | 1,281 | (35,523) | 427 |
Total Operating Expenses | 324,403 | 336,558 | 971,409 | 1,031,698 |
Operating Income (Loss) | 80,901 | 73,895 | 258,079 | 217,750 |
Interest Expense (Income), Net | 48,437 | 50,823 | 143,907 | 148,755 |
Other (Income) Expense, Net | (24,396) | (4,269) | (29,978) | (12,952) |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes | 56,860 | 27,341 | 144,150 | 81,947 |
Provision (Benefit) for Income Taxes | 9,114 | 5,011 | 27,859 | 25,147 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations | 47,746 | 22,330 | 116,291 | 56,800 |
Income (Loss) from Discontinued Operations, Net of Tax | 0 | (17) | (16) | (144) |
Net Income (Loss) | 47,746 | 22,313 | 116,275 | 56,656 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 609 | (125) | 1,534 | 485 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | 47,137 | 22,438 | 114,741 | 56,171 |
Net Income (Loss) | 47,746 | 22,313 | 116,275 | 56,656 |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | (96,696) | (26,908) | (86,157) | (139,051) |
Change in Fair Value of Derivative Instruments | 0 | 0 | 0 | 0 |
Equity in Other Comprehensive (Loss) Income of Subsidiaries | 0 | 0 | 0 | 0 |
Total Other Comprehensive (Loss) Income | (96,696) | (26,908) | (86,157) | (139,051) |
Comprehensive Income (Loss) | (48,950) | (4,595) | 30,118 | (82,395) |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | (100) | (2,104) | 1,777 | (3,351) |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (48,850) | (2,491) | 28,341 | (79,044) |
Storage rental | ||||
Consolidating financial statements | ||||
Revenues | 673,318 | 656,973 | 2,005,580 | 1,963,561 |
Storage rental | Eliminations | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Storage rental | Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Storage rental | Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 416,967 | 404,397 | 1,235,353 | 1,201,035 |
Storage rental | Non- Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 256,351 | 252,576 | 770,227 | 762,526 |
Service | ||||
Consolidating financial statements | ||||
Revenues | 388,906 | 404,018 | 1,177,414 | 1,200,711 |
Service | Eliminations | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Service | Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Service | Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 245,584 | 250,471 | 733,247 | 726,915 |
Service | Non- Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | $ 143,322 | $ 153,547 | $ 444,167 | $ 473,796 |
Selected Consolidated Financi_6
Selected Consolidated Financial Statements of Parent, Guarantors and Non-Guarantors - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | $ 648,145 | $ 625,538 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | (995) | ||
Cash Flows from Operating Activities | 648,145 | 624,543 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | $ (166,483) | $ (112,352) | (533,614) | (329,953) |
Cash paid for acquisitions, net of cash acquired | (11,848) | (44,142) | (56,499) | (1,711,011) |
Intercompany loans to subsidiaries | 0 | 0 | ||
Acquisitions of customer relationships, customer inducements and data center lease-based intangibles | (22,947) | (26,328) | (113,509) | (63,561) |
Net proceeds from Divestments | 0 | 1,019 | ||
Investments in joint ventures (see Note 10) | (19,222) | 0 | ||
Proceeds from sales of property and equipment and other, net | 82,148 | 713 | ||
Cash Flows from Investing Activities—Continuing Operations | (640,696) | (2,102,793) | ||
Cash Flows from Investing Activities—Discontinued Operations | 5,061 | 0 | ||
Cash Flows from Investing Activities | (635,635) | (2,102,793) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facility, term loan facilities and other debt | (12,690,691) | (11,226,171) | ||
Proceeds from revolving credit facility, term loan facilities and other debt | 12,256,276 | 12,437,017 | ||
Net proceeds from sales of senior notes | 987,500 | 0 | ||
Debit (payments) balances under cash pools | 0 | 0 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | (1,464) | (2,035) | ||
Intercompany loans from parent | 0 | 0 | ||
Parent cash dividends | (528,908) | (505,403) | ||
Net (payments) proceeds associated with employee stock-based awards | (2,059) | (2,800) | ||
Net proceeds associated with the Over-Allotment Option | 0 | 76,192 | ||
Net proceeds associated with the At the Market (ATM) Program | 0 | 8,716 | ||
Payment of debt financing and stock issuance costs | (769) | (15,957) | ||
Cash Flows from Financing Activities - Continuing Operations | 19,885 | 769,559 | ||
Cash Flows from Financing Activities - Discontinued Operations | 0 | 0 | ||
Cash Flows from Financing Activities | 19,885 | 769,559 | ||
Effect of Exchange Rates on Cash and Cash Equivalents | (11,102) | (19,332) | ||
Increase (decrease) in Cash and Cash Equivalents | 21,293 | (728,023) | ||
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period | 165,485 | 925,699 | ||
Cash and Cash Equivalents, including Restricted Cash, End of Period | 186,778 | 197,676 | 186,778 | 197,676 |
Eliminations | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 0 | 0 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | 0 | 0 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Intercompany loans to subsidiaries | 288,598 | (606,826) | ||
Acquisitions of customer relationships, customer inducements and data center lease-based intangibles | 0 | 0 | ||
Net proceeds from Divestments | 0 | |||
Investments in joint ventures (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net | 0 | 0 | ||
Cash Flows from Investing Activities—Continuing Operations | 288,598 | (606,826) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | 288,598 | (606,826) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facility, term loan facilities and other debt | 0 | 0 | ||
Proceeds from revolving credit facility, term loan facilities and other debt | 0 | 0 | ||
Net proceeds from sales of senior notes | 0 | |||
Debit (payments) balances under cash pools | (65,655) | 1,221 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | (288,598) | 606,826 | ||
Parent cash dividends | 0 | 0 | ||
Net (payments) proceeds associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option | 0 | |||
Net proceeds associated with the At the Market (ATM) Program | 0 | |||
Payment of debt financing and stock issuance costs | 0 | 0 | ||
Cash Flows from Financing Activities - Continuing Operations | (354,253) | 608,047 | ||
Cash Flows from Financing Activities - Discontinued Operations | 0 | 0 | ||
Cash Flows from Financing Activities | (354,253) | 608,047 | ||
Effect of Exchange Rates on Cash and Cash Equivalents | 0 | 0 | ||
Increase (decrease) in Cash and Cash Equivalents | (65,655) | 1,221 | ||
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period | (67,372) | (94,726) | ||
Cash and Cash Equivalents, including Restricted Cash, End of Period | (133,027) | (93,505) | (133,027) | (93,505) |
Parent | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | (161,288) | (208,384) | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | (161,288) | (208,384) | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Intercompany loans to subsidiaries | (295,124) | 629,918 | ||
Acquisitions of customer relationships, customer inducements and data center lease-based intangibles | 0 | 0 | ||
Net proceeds from Divestments | 0 | |||
Investments in joint ventures (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net | 0 | 0 | ||
Cash Flows from Investing Activities—Continuing Operations | (295,124) | 629,918 | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (295,124) | 629,918 | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facility, term loan facilities and other debt | 0 | 0 | ||
Proceeds from revolving credit facility, term loan facilities and other debt | 0 | 0 | ||
Net proceeds from sales of senior notes | 987,500 | |||
Debit (payments) balances under cash pools | 0 | 0 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 0 | 0 | ||
Parent cash dividends | (528,908) | (505,403) | ||
Net (payments) proceeds associated with employee stock-based awards | (2,059) | (2,800) | ||
Net proceeds associated with the Over-Allotment Option | 76,192 | |||
Net proceeds associated with the At the Market (ATM) Program | 8,716 | |||
Payment of debt financing and stock issuance costs | (243) | (412) | ||
Cash Flows from Financing Activities - Continuing Operations | 456,290 | (423,707) | ||
Cash Flows from Financing Activities - Discontinued Operations | 0 | 0 | ||
Cash Flows from Financing Activities | 456,290 | (423,707) | ||
Effect of Exchange Rates on Cash and Cash Equivalents | 0 | 0 | ||
Increase (decrease) in Cash and Cash Equivalents | (122) | (2,173) | ||
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period | 132 | 2,433 | ||
Cash and Cash Equivalents, including Restricted Cash, End of Period | 10 | 260 | 10 | 260 |
Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 596,529 | 644,493 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | (995) | ||
Cash Flows from Operating Activities | 596,529 | 643,498 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | (306,567) | (224,594) | ||
Cash paid for acquisitions, net of cash acquired | (9,508) | (1,332,235) | ||
Intercompany loans to subsidiaries | 6,526 | (23,092) | ||
Acquisitions of customer relationships, customer inducements and data center lease-based intangibles | (86,052) | (47,531) | ||
Net proceeds from Divestments | 1,019 | |||
Investments in joint ventures (see Note 10) | (19,222) | |||
Proceeds from sales of property and equipment and other, net | 33,031 | 283 | ||
Cash Flows from Investing Activities—Continuing Operations | (381,792) | (1,626,150) | ||
Cash Flows from Investing Activities—Discontinued Operations | 2,564 | 0 | ||
Cash Flows from Investing Activities | (379,228) | (1,626,150) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facility, term loan facilities and other debt | (9,507,136) | (5,386,024) | ||
Proceeds from revolving credit facility, term loan facilities and other debt | 9,068,245 | 6,456,050 | ||
Net proceeds from sales of senior notes | 0 | |||
Debit (payments) balances under cash pools | (10,612) | (832) | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 326,566 | (664,591) | ||
Parent cash dividends | 0 | 0 | ||
Net (payments) proceeds associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option | 0 | |||
Net proceeds associated with the At the Market (ATM) Program | 0 | |||
Payment of debt financing and stock issuance costs | 0 | (12,388) | ||
Cash Flows from Financing Activities - Continuing Operations | (122,937) | 392,215 | ||
Cash Flows from Financing Activities - Discontinued Operations | 0 | 0 | ||
Cash Flows from Financing Activities | (122,937) | 392,215 | ||
Effect of Exchange Rates on Cash and Cash Equivalents | 0 | 0 | ||
Increase (decrease) in Cash and Cash Equivalents | 94,364 | (590,437) | ||
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period | 63,407 | 642,408 | ||
Cash and Cash Equivalents, including Restricted Cash, End of Period | 157,771 | 51,971 | 157,771 | 51,971 |
Non- Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 212,904 | 189,429 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | 212,904 | 189,429 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | (227,047) | (105,359) | ||
Cash paid for acquisitions, net of cash acquired | (46,991) | (378,776) | ||
Intercompany loans to subsidiaries | 0 | 0 | ||
Acquisitions of customer relationships, customer inducements and data center lease-based intangibles | (27,457) | (16,030) | ||
Net proceeds from Divestments | 0 | |||
Investments in joint ventures (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net | 49,117 | 430 | ||
Cash Flows from Investing Activities—Continuing Operations | (252,378) | (499,735) | ||
Cash Flows from Investing Activities—Discontinued Operations | 2,497 | 0 | ||
Cash Flows from Investing Activities | (249,881) | (499,735) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facility, term loan facilities and other debt | (3,183,555) | (5,840,147) | ||
Proceeds from revolving credit facility, term loan facilities and other debt | 3,188,031 | 5,980,967 | ||
Net proceeds from sales of senior notes | 0 | |||
Debit (payments) balances under cash pools | 76,267 | (389) | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | (1,464) | (2,035) | ||
Intercompany loans from parent | (37,968) | 57,765 | ||
Parent cash dividends | 0 | 0 | ||
Net (payments) proceeds associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option | 0 | |||
Net proceeds associated with the At the Market (ATM) Program | 0 | |||
Payment of debt financing and stock issuance costs | (526) | (3,157) | ||
Cash Flows from Financing Activities - Continuing Operations | 40,785 | 193,004 | ||
Cash Flows from Financing Activities - Discontinued Operations | 0 | 0 | ||
Cash Flows from Financing Activities | 40,785 | 193,004 | ||
Effect of Exchange Rates on Cash and Cash Equivalents | (11,102) | (19,332) | ||
Increase (decrease) in Cash and Cash Equivalents | (7,294) | (136,634) | ||
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period | 169,318 | 375,584 | ||
Cash and Cash Equivalents, including Restricted Cash, End of Period | $ 162,024 | $ 238,950 | $ 162,024 | $ 238,950 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2018segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 6 |
Segment Information - Segment R
Segment Information - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Segment Information [Line Items] | |||||
Revenues | $ 1,062,224 | $ 1,060,991 | $ 3,182,994 | $ 3,164,272 | |
Depreciation and Amortization | 157,561 | 157,797 | 484,375 | 474,595 | |
Depreciation | 108,152 | 112,990 | 336,485 | 337,923 | |
Amortization | 49,409 | 44,807 | 147,890 | 136,672 | |
Adjusted EBITDA | 375,701 | 362,330 | 1,051,149 | 1,065,460 | |
Total Assets | 13,577,167 | 11,810,870 | 13,577,167 | 11,810,870 | $ 11,857,218 |
Expenditures for Segment Assets | 201,278 | 182,822 | 703,622 | 2,104,525 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 166,483 | 112,352 | 533,614 | 329,953 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 11,848 | 44,142 | 56,499 | 1,711,011 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 22,947 | 26,328 | 113,509 | 63,561 | |
North American Records and Information Management Business | |||||
Segment Information [Line Items] | |||||
Revenues | 542,044 | 539,603 | 1,608,697 | 1,605,526 | |
Depreciation and Amortization | 58,801 | 59,869 | 181,494 | 183,591 | |
Depreciation | 45,394 | 46,756 | 137,801 | 144,146 | |
Amortization | 13,407 | 13,113 | 43,693 | 39,445 | |
Adjusted EBITDA | 246,415 | 248,600 | 715,683 | 719,199 | |
Total Assets | 5,742,593 | 4,961,149 | 5,742,593 | 4,961,149 | |
Expenditures for Segment Assets | 64,098 | 53,665 | 166,908 | 138,210 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 46,376 | 31,373 | 103,660 | 86,365 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 9,876 | 1,551 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 17,722 | 22,292 | 53,372 | 50,294 | |
North American Data Management Business | |||||
Segment Information [Line Items] | |||||
Revenues | 96,552 | 97,477 | 289,714 | 297,472 | |
Depreciation and Amortization | 6,709 | 9,472 | 27,011 | 29,114 | |
Depreciation | 4,620 | 7,277 | 20,451 | 22,517 | |
Amortization | 2,089 | 2,195 | 6,560 | 6,597 | |
Adjusted EBITDA | 54,378 | 53,484 | 157,998 | 162,616 | |
Total Assets | 860,101 | 823,868 | 860,101 | 823,868 | |
Expenditures for Segment Assets | 2,822 | 5,033 | 13,708 | 15,529 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 2,822 | 5,033 | 13,708 | 15,529 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 0 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | 0 | 0 | 0 | |
Western European Business | |||||
Segment Information [Line Items] | |||||
Revenues | 121,437 | 126,354 | 377,517 | 393,869 | |
Depreciation and Amortization | 13,257 | 14,316 | 42,842 | 49,372 | |
Depreciation | 9,137 | 9,996 | 30,560 | 34,575 | |
Amortization | 4,120 | 4,320 | 12,282 | 14,797 | |
Adjusted EBITDA | 38,639 | 40,817 | 122,011 | 131,377 | |
Total Assets | 1,319,442 | 1,104,221 | 1,319,442 | 1,104,221 | |
Expenditures for Segment Assets | 18,125 | 2,774 | 72,560 | 37,813 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 16,191 | 551 | 41,031 | 31,694 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 11,850 | 0 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 1,934 | 2,223 | 19,679 | 6,119 | |
Other International Business | |||||
Segment Information [Line Items] | |||||
Revenues | 197,728 | 200,639 | 598,507 | 618,933 | |
Depreciation and Amortization | 30,008 | 31,487 | 91,367 | 93,724 | |
Depreciation | 17,512 | 19,272 | 53,563 | 56,535 | |
Amortization | 12,496 | 12,215 | 37,804 | 37,189 | |
Adjusted EBITDA | 62,120 | 60,106 | 178,993 | 181,305 | |
Total Assets | 2,620,709 | 2,328,574 | 2,620,709 | 2,328,574 | |
Expenditures for Segment Assets | 43,290 | 49,330 | 93,373 | 111,777 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 28,944 | 21,929 | 56,048 | 60,992 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 11,848 | 26,277 | 31,253 | 45,673 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 2,498 | 1,124 | 6,072 | 5,112 | |
Global Data Center Business | |||||
Segment Information [Line Items] | |||||
Revenues | 64,418 | 63,380 | 188,245 | 164,878 | |
Depreciation and Amortization | 34,067 | 27,965 | 98,370 | 72,736 | |
Depreciation | 20,193 | 16,431 | 58,233 | 40,931 | |
Amortization | 13,874 | 11,534 | 40,137 | 31,805 | |
Adjusted EBITDA | 32,261 | 27,299 | 85,913 | 72,990 | |
Total Assets | 2,349,917 | 2,159,955 | 2,349,917 | 2,159,955 | |
Expenditures for Segment Assets | 58,060 | 42,585 | 314,242 | 1,745,770 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 57,267 | 41,896 | 279,856 | 98,169 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 1,645,922 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 793 | 689 | 34,386 | 1,679 | |
Corporate and Other Business | |||||
Segment Information [Line Items] | |||||
Revenues | 40,045 | 33,538 | 120,314 | 83,594 | |
Depreciation and Amortization | 14,719 | 14,688 | 43,291 | 46,058 | |
Depreciation | 11,296 | 13,258 | 35,877 | 39,219 | |
Amortization | 3,423 | 1,430 | 7,414 | 6,839 | |
Adjusted EBITDA | (58,112) | (67,976) | (209,449) | (202,027) | |
Total Assets | 684,405 | 433,103 | 684,405 | 433,103 | |
Expenditures for Segment Assets | 14,883 | 29,435 | 42,831 | 55,426 | |
Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 14,883 | 11,570 | 39,311 | 37,204 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 17,865 | 3,520 | 17,865 | |
Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | 0 | 0 | 357 | |
Storage rental | |||||
Segment Information [Line Items] | |||||
Revenues | 673,318 | 656,973 | 2,005,580 | 1,963,561 | |
Storage rental | North American Records and Information Management Business | |||||
Segment Information [Line Items] | |||||
Revenues | 317,820 | 306,633 | 938,161 | 917,347 | |
Storage rental | North American Data Management Business | |||||
Segment Information [Line Items] | |||||
Revenues | 66,497 | 67,779 | 199,819 | 205,833 | |
Storage rental | Western European Business | |||||
Segment Information [Line Items] | |||||
Revenues | 78,009 | 79,492 | 237,258 | 245,883 | |
Storage rental | Other International Business | |||||
Segment Information [Line Items] | |||||
Revenues | 128,715 | 124,920 | 387,086 | 386,278 | |
Storage rental | Global Data Center Business | |||||
Segment Information [Line Items] | |||||
Revenues | 62,001 | 60,039 | 182,301 | 157,479 | |
Storage rental | Corporate and Other Business | |||||
Segment Information [Line Items] | |||||
Revenues | 20,276 | 18,110 | 60,955 | 50,741 | |
Service | |||||
Segment Information [Line Items] | |||||
Revenues | 388,906 | 404,018 | 1,177,414 | 1,200,711 | |
Service | North American Records and Information Management Business | |||||
Segment Information [Line Items] | |||||
Revenues | 224,224 | 232,970 | 670,536 | 688,179 | |
Service | North American Data Management Business | |||||
Segment Information [Line Items] | |||||
Revenues | 30,055 | 29,698 | 89,895 | 91,639 | |
Service | Western European Business | |||||
Segment Information [Line Items] | |||||
Revenues | 43,428 | 46,862 | 140,259 | 147,986 | |
Service | Other International Business | |||||
Segment Information [Line Items] | |||||
Revenues | 69,013 | 75,719 | 211,421 | 232,655 | |
Service | Global Data Center Business | |||||
Segment Information [Line Items] | |||||
Revenues | 2,417 | 3,341 | 5,944 | 7,399 | |
Service | Corporate and Other Business | |||||
Segment Information [Line Items] | |||||
Revenues | $ 19,769 | $ 15,428 | $ 59,359 | $ 32,853 |
Segment Information - Reconcili
Segment Information - Reconciliation to Income from Continuing Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Reconciliation of Adjusted EBITDA to income from continuing operations | ||||
Adjusted EBITDA | $ 375,701 | $ 362,330 | $ 1,051,149 | $ 1,065,460 |
Provision (Benefit) for Income Taxes | 21,928 | 14,023 | 43,127 | 39,957 |
Other (Income) Expense, Net | (13,415) | 325 | (13,397) | 1,420 |
Interest Expense, Net | 106,677 | 103,938 | 314,427 | 303,836 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | (9,284) | (388) | (17,087) | (2,064) |
Depreciation and amortization | 157,561 | 157,797 | 484,375 | 474,595 |
Income (Loss) from Continuing Operations | 108,284 | 77,349 | 231,107 | 209,001 |
Recall Transaction and IODC Transaction | ||||
Reconciliation of Adjusted EBITDA to income from continuing operations | ||||
Significant Acquisition Costs | $ 3,950 | $ 9,286 | $ 8,597 | $ 38,715 |
Segment Information - Revenues
Segment Information - Revenues by Product and Service Lines by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Information [Line Items] | ||||
Revenues | $ 1,062,224 | $ 1,060,991 | $ 3,182,994 | $ 3,164,272 |
North American Records and Information Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 542,044 | 539,603 | 1,608,697 | 1,605,526 |
North American Data Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 96,552 | 97,477 | 289,714 | 297,472 |
Western European Business | ||||
Segment Information [Line Items] | ||||
Revenues | 121,437 | 126,354 | 377,517 | 393,869 |
Other International Business | ||||
Segment Information [Line Items] | ||||
Revenues | 197,728 | 200,639 | 598,507 | 618,933 |
Global Data Center Business | ||||
Segment Information [Line Items] | ||||
Revenues | 64,418 | 63,380 | 188,245 | 164,878 |
Corporate and Other Business | ||||
Segment Information [Line Items] | ||||
Revenues | 40,045 | 33,538 | 120,314 | 83,594 |
Records Management | ||||
Segment Information [Line Items] | ||||
Revenues | 749,604 | 741,099 | 2,233,782 | 2,227,915 |
Records Management | North American Records and Information Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 452,336 | 441,102 | 1,322,488 | 1,317,505 |
Records Management | North American Data Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Records Management | Western European Business | ||||
Segment Information [Line Items] | ||||
Revenues | 103,683 | 107,388 | 321,759 | 335,072 |
Records Management | Other International Business | ||||
Segment Information [Line Items] | ||||
Revenues | 169,748 | 173,426 | 515,158 | 533,950 |
Records Management | Global Data Center Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Records Management | Corporate and Other Business | ||||
Segment Information [Line Items] | ||||
Revenues | 23,837 | 19,183 | 74,377 | 41,388 |
Data Management | ||||
Segment Information [Line Items] | ||||
Revenues | 145,659 | 146,727 | 437,337 | 449,257 |
Data Management | North American Records and Information Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Management | North American Data Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 93,016 | 94,917 | 280,157 | 290,279 |
Data Management | Western European Business | ||||
Segment Information [Line Items] | ||||
Revenues | 17,551 | 18,914 | 54,345 | 58,526 |
Data Management | Other International Business | ||||
Segment Information [Line Items] | ||||
Revenues | 18,884 | 18,541 | 56,898 | 58,246 |
Data Management | Global Data Center Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Management | Corporate and Other Business | ||||
Segment Information [Line Items] | ||||
Revenues | 16,208 | 14,355 | 45,937 | 42,206 |
Information Destruction | ||||
Segment Information [Line Items] | ||||
Revenues | 102,543 | 109,785 | 323,630 | 322,222 |
Information Destruction | North American Records and Information Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 89,708 | 98,501 | 286,209 | 288,021 |
Information Destruction | North American Data Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 3,536 | 2,560 | 9,557 | 7,193 |
Information Destruction | Western European Business | ||||
Segment Information [Line Items] | ||||
Revenues | 203 | 52 | 1,413 | 271 |
Information Destruction | Other International Business | ||||
Segment Information [Line Items] | ||||
Revenues | 9,096 | 8,672 | 26,451 | 26,737 |
Information Destruction | Global Data Center Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Information Destruction | Corporate and Other Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Center | ||||
Segment Information [Line Items] | ||||
Revenues | 64,418 | 63,380 | 188,245 | 164,878 |
Data Center | North American Records and Information Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Center | North American Data Management Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Center | Western European Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Center | Other International Business | ||||
Segment Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Center | Global Data Center Business | ||||
Segment Information [Line Items] | ||||
Revenues | 64,418 | 63,380 | 188,245 | 164,878 |
Data Center | Corporate and Other Business | ||||
Segment Information [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) € in Thousands, $ in Thousands | Sep. 30, 2019USD ($) | Jun. 30, 2019EUR (€) |
Insurance Settlement | ||
Commitments and Contingencies | ||
Reasonably possible additional losses | $ | $ 17,000 | |
Tax and Customs Administration, Netherlands | Foreign | ||
Commitments and Contingencies | ||
VAT liability | € | € 16,800 |
Stockholders' Equity Matters -
Stockholders' Equity Matters - Dividends Declared (Details) $ / shares in Units, $ in Thousands | Oct. 02, 2019USD ($) | Jul. 26, 2019$ / shares | Jul. 02, 2019USD ($) | May 22, 2019$ / shares | Apr. 02, 2019USD ($) | Feb. 07, 2019$ / shares | Jan. 03, 2019USD ($) | Oct. 25, 2018$ / shares | Oct. 02, 2018USD ($) | Jul. 24, 2018$ / shares | Jul. 02, 2018USD ($) | May 24, 2018$ / shares | Apr. 02, 2018USD ($) | Feb. 14, 2018$ / shares | Oct. 31, 2017USD ($)bank | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)shares | Sep. 30, 2018USD ($) |
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Dividend Per Share (in dollars per share) | $ / shares | $ 0.6110 | $ 0.6110 | $ 0.6110 | $ 0.6110 | $ 0.5875 | $ 0.5875 | $ 0.5875 | ||||||||||||
Total Amount | $ 175,389 | $ 175,242 | $ 174,935 | $ 168,148 | $ 168,078 | $ 167,969 | $ 176,665 | $ 169,186 | $ 529,767 | $ 507,437 | |||||||||
Subsequent Event | |||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Total Amount | $ 175,434 | ||||||||||||||||||
At The Market (ATM) Equity Program | |||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Number of banks | bank | 10 | ||||||||||||||||||
Aggregate sales price of common stock | $ 500,000 | ||||||||||||||||||
Shares of common stock sold (in shares) | shares | 0 | ||||||||||||||||||
Remaining aggregate sale price of shares of common stock | $ 431,200 | $ 431,200 |
Divestments (Details)
Divestments (Details) - USD ($) $ in Thousands | Mar. 19, 2019 | Mar. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Investments in joint ventures | $ 19,222 | $ 0 | ||
Consumer Storage | Disposal Group, Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on disposal | $ 4,200 | |||
Corporate Joint Venture | Makespace | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Investments in joint ventures | $ 20,000 | |||
Equity interest | 34.00% | |||
Equity method investment, fair value | $ 27,500 | |||
Carrying value of investment | $ 21,152 |
Significant Acquisition Costs -
Significant Acquisition Costs - Significant Acquisition Costs Included in Statements of Operations (Details) - Recall Transaction and IODC Transaction - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 3,950 | $ 9,286 | $ 8,597 | $ 38,715 |
Cost of sales (excluding depreciation and amortization) | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 1,945 | 2,892 | 4,136 | 5,015 |
Selling, general and administrative expenses | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 2,005 | $ 6,394 | $ 4,461 | $ 33,700 |
Significant Acquisition Costs_2
Significant Acquisition Costs - Significant Acquisition Costs by Segment (Details) - Recall Transaction and IODC Transaction - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 3,950 | $ 9,286 | $ 8,597 | $ 38,715 |
North American Records and Information Management Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 796 | 950 | 1,174 | 4,551 |
North American Data Management Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 11 | 83 | 11 | 434 |
Western European Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 4 | 1,806 | 85 | 5,385 |
Other International Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 1,307 | 2,001 | 2,760 | 3,434 |
Global Data Center Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 70 | 232 | 337 | 11,572 |
Corporate and Other Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 1,762 | $ 4,214 | $ 4,230 | $ 13,339 |
Related Party Transactions - (D
Related Party Transactions - (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Makespace | ||
Related Party Transaction [Line Items] | ||
Revenue | $ 7,300 | $ 15,200 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | 3 Months Ended | 27 Months Ended |
Dec. 31, 2019 | Dec. 31, 2021 | |
Project Summit | Forecast | ||
Subsequent Event [Line Items] | ||
Restructuring costs pursuant to plan | $ 60,000 | $ 240,000 |