Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 20202021
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from                        to                       
Commission file number 1-13045
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IRON MOUNTAIN INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)
Delaware23-2588479
(State or other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
One Federal Street, Boston, Massachusetts 02110
(Address of Principal Executive Offices, Including Zip Code)

(617) 535-4766
(Registrant's Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 par valueIRMNYSE

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes     No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes     No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large“large accelerated filer," "accelerated filer"” “accelerated filer”, "smaller“smaller reporting company"company” and "emerging“emerging growth company"company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes     No 
As of October 30, 2020,29, 2021, the registrant had 288,171,345289,549,498 outstanding shares of common stock, $.01 par value.


Table of Contents

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IRON MOUNTAIN INCORPORATED
Index2021 FORM 10-Q QUARTERLY REPORT
TABLE OF CONTENTS
Page
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Table of Contents
PartPART I. Financial InformationFINANCIAL INFORMATION
ItemITEM 1. Unaudited Condensed ConsolidatedUNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q1

Table of Contents
Part I. Financial StatementsInformation

IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands, except Share and Per Share Data)IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) (UNAUDITED)
(Unaudited)
 SEPTEMBER 30, 2021DECEMBER 31, 2020
ASSETS 
Current Assets: 
Cash and cash equivalents$161,439 $205,063 
Accounts receivable (less allowances of $60,214 and $56,981 as of September 30, 2021 and December 31, 2020, respectively)884,348 859,344 
Prepaid expenses and other223,266 205,380 
Total Current Assets1,269,053 1,269,787 
Property, Plant and Equipment: 
Property, plant and equipment8,503,171 8,246,337 
Less—Accumulated depreciation(3,914,553)(3,743,894)
Property, Plant and Equipment, Net4,588,618 4,502,443 
Other Assets, Net: 
Goodwill4,472,641 4,557,609 
Customer relationships, customer inducements and data center lease-based intangibles1,230,330 1,326,977 
Operating lease right-of-use assets2,308,047 2,196,502 
Other365,706 295,949 
Total Other Assets, Net8,376,724 8,377,037 
Total Assets$14,234,395 $14,149,267 
LIABILITIES AND EQUITY 
Current Liabilities: 
Current portion of long-term debt$318,144 $193,759 
Accounts payable324,210 359,863 
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)926,360 1,146,288 
Deferred revenue257,593 295,785 
Total Current Liabilities1,826,307 1,995,695 
Long-term Debt, net of current portion8,815,273 8,509,555 
Long-term Operating Lease Liabilities, net of current portion2,164,449 2,044,598 
Other Long-term Liabilities155,048 204,508 
Deferred Income Taxes236,782 198,377 
Commitments and Contingencies00
Redeemable Noncontrolling Interests61,390 59,805 
Equity:  
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)— — 
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 289,546,146 and 288,273,049 shares as of September 30, 2021 and December 31, 2020, respectively)2,895 2,883 
Additional paid-in capital4,407,253 4,340,078 
(Distributions in excess of earnings) Earnings in excess of distributions(3,101,813)(2,950,339)
Accumulated other comprehensive items, net(334,453)(255,893)
Total Iron Mountain Incorporated Stockholders' Equity973,882 1,136,729 
Noncontrolling Interests1,264 — 
Total Equity975,146 1,136,729 
Total Liabilities and Equity$14,234,395 $14,149,267 
 September 30, 2020December 31, 2019
ASSETS 
Current Assets: 
Cash and cash equivalents$151,972 $193,555 
Accounts receivable (less allowances of $53,788 and $42,856 as of September 30, 2020 and December 31, 2019, respectively) (see Note 2.d.)791,859 850,701 
Prepaid expenses and other190,194 192,083 
Total Current Assets1,134,025 1,236,339 
Property, Plant and Equipment: 
Property, plant and equipment8,100,871 8,048,906 
Less—Accumulated depreciation(3,641,804)(3,425,869)
Property, Plant and Equipment, Net4,459,067 4,623,037 
Other Assets, Net: 
Goodwill4,461,529 4,485,209 
Customer relationships, customer inducements and data center lease-based intangibles1,317,399 1,393,183 
Operating lease right-of-use assets (see Note 2.e.)1,963,019 1,869,101 
Other347,621 209,947 
Total Other Assets, Net8,089,568 7,957,440 
Total Assets$13,682,660 $13,816,816 
LIABILITIES AND EQUITY 
Current Liabilities: 
Current portion of long-term debt$392,586 $389,013 
Accounts payable302,618 324,708 
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities; see Note 2.e.)951,269 961,752 
Deferred revenue244,430 274,036 
Total Current Liabilities1,890,903 1,949,509 
Long-term Debt, net of current portion8,618,856 8,275,566 
Long-term Operating Lease Liabilities, net of current portion (see Note 2.e.)1,818,844 1,728,686 
Other Long-term Liabilities158,507 143,018 
Deferred Income Taxes194,638 188,128 
Commitments and Contingencies (see Note 7)
Redeemable Noncontrolling Interests63,666 67,682 
Equity:  
Iron Mountain Incorporated Stockholders' Equity:  
Preferred stock (par value $0.01; authorized 10,000,000 shares; NaN issued and outstanding)
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 288,162,966 and 287,299,645 shares as of September 30, 2020 and December 31, 2019, respectively)2,882 2,873 
Additional paid-in capital4,335,799 4,298,566 
(Distributions in excess of earnings) Earnings in excess of distributions(3,018,144)(2,574,896)
Accumulated other comprehensive items, net(383,178)(262,581)
Total Iron Mountain Incorporated Stockholders' Equity937,359 1,463,962 
Noncontrolling Interests(113)265 
Total Equity937,246 1,464,227 
Total Liabilities and Equity$13,682,660 $13,816,816 

The accompanying notes are an integral part of these condensed consolidated financial statements.
3

Table of Contents
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, except Per Share Data)
(Unaudited)
 Three Months Ended
September 30,
 20202019
Revenues:  
Storage rental$696,294 $673,318 
Service340,353 388,906 
Total Revenues1,036,647 1,062,224 
Operating Expenses:
Cost of sales (excluding depreciation and amortization)434,505 449,372 
Selling, general and administrative232,095 237,151 
Depreciation and amortization157,252 157,561 
Significant Acquisition Costs (see Note 2.o.)3,950 
Restructuring Charges (see Note 10)48,371 
(Gain) Loss on disposal/write-down of property, plant and equipment, net (see Note 2.l.)(75,840)(9,284)
Total Operating Expenses796,383 838,750 
Operating Income (Loss)240,264 223,474 
Interest Expense, Net (includes interest income of $2,476 and $1,558 for the three months ended September 30, 2020 and 2019, respectively)104,303 106,677 
Other Expense (Income), Net83,465 (13,415)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes52,496 130,212 
Provision (Benefit) for Income Taxes13,934 21,928 
Income (Loss) from Continuing Operations38,562 108,284 
Income (Loss) from Discontinued Operations, Net of Tax
Net Income (Loss)38,562 108,284 
Less: Net Income (Loss) Attributable to Noncontrolling Interests168 609 
Net Income (Loss) Attributable to Iron Mountain Incorporated$38,394 $107,675 
Earnings (Losses) per Share—Basic:  
Income (Loss) from Continuing Operations$0.13 $0.37 
Total Income (Loss) from Discontinued Operations, Net of Tax$$
Net Income (Loss) Attributable to Iron Mountain Incorporated$0.13 $0.37 
Earnings (Losses) per Share—Diluted:  
Income (Loss) from Continuing Operations$0.13 $0.37 
Total Income (Loss) from Discontinued Operations, Net of Tax$$
Net Income (Loss) Attributable to Iron Mountain Incorporated$0.13 $0.37 
Weighted Average Common Shares Outstanding—Basic288,403 287,152 
Weighted Average Common Shares Outstanding—Diluted288,811 287,691 

The accompanying notes are an integral part of these condensed consolidated financial statements.
4
2IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, except Per Share Data)IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
(Unaudited)
 THREE MONTHS ENDED
SEPTEMBER 30,
 20212020
Revenues:  
Storage rental$718,614 $696,294 
Service411,534 340,353 
Total Revenues1,130,148 1,036,647 
Operating Expenses:
Cost of sales (excluding depreciation and amortization)481,663 434,505 
Selling, general and administrative241,596 232,095 
Depreciation and amortization174,818 157,252 
Acquisition and Integration Costs1,138 — 
Restructuring Charges50,432 48,371 
(Gain) Loss on disposal/write-down of property, plant and equipment, net(935)(75,840)
Total Operating Expenses948,712 796,383 
Operating Income (Loss)181,436 240,264 
Interest Expense, Net (includes Interest Income of $2,160 and $2,476 for the three months ended
September 30, 2021 and 2020, respectively)
103,809 104,303 
Other (Income) Expense, Net(18,501)83,465 
Net Income (Loss) Before Provision (Benefit) for Income Taxes96,128 52,496 
Provision (Benefit) for Income Taxes28,017 13,934 
Net Income (Loss)68,111 38,562 
Less: Net Income (Loss) Attributable to Noncontrolling Interests428 168 
Net Income (Loss) Attributable to Iron Mountain Incorporated$67,683 $38,394 
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:  
Basic$0.23 $0.13 
Diluted$0.23 $0.13 
Weighted Average Common Shares Outstanding—Basic289,762 288,403 
Weighted Average Common Shares Outstanding—Diluted291,482 288,811 
 Nine Months Ended
September 30,
 20202019
Revenues:  
Storage rental$2,056,797 $2,005,580 
Service1,030,820 1,177,414 
Total Revenues3,087,617 3,182,994 
Operating Expenses:
Cost of sales (excluding depreciation and amortization)1,308,119 1,373,827 
Selling, general and administrative712,775 758,018 
Depreciation and amortization483,686 484,375 
Significant Acquisition Costs (see Note 2.o.)8,597 
Restructuring Charges (see Note 10)128,715 
Intangible impairments (see Note 2.b.)23,000 
(Gain) Loss on disposal/write-down of property, plant and equipment, net (see Note 2.l.)(78,170)(17,087)
Total Operating Expenses2,578,125 2,607,730 
Operating Income (Loss)509,492 575,264 
Interest Expense, Net (includes interest income of $6,491 and $4,804 for the nine months ended September 30, 2020 and 2019, respectively)313,408 314,427 
Other Expense (Income), Net66,439 (13,397)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes129,645 274,234 
Provision (Benefit) for Income Taxes33,304 43,127 
Income (Loss) from Continuing Operations96,341 231,107 
Income (Loss) from Discontinued Operations, Net of Tax104 
Net Income (Loss)96,341 231,211 
Less: Net Income (Loss) Attributable to Noncontrolling Interests1,058 1,534 
Net Income (Loss) Attributable to Iron Mountain Incorporated$95,283 $229,677 
Earnings (Losses) per Share—Basic:
Income (Loss) from Continuing Operations$0.33 $0.80 
Total Income (Loss) from Discontinued Operations, Net of Tax$$
Net Income (Loss) Attributable to Iron Mountain Incorporated$0.33 $0.80 
Earnings (Losses) per Share—Diluted:
Income (Loss) from Continuing Operations$0.33 $0.80 
Total Income (Loss) from Discontinued Operations, Net of Tax$$
Net Income (Loss) Attributable to Iron Mountain Incorporated$0.33 $0.80 
Weighted Average Common Shares Outstanding—Basic288,105 286,869 
Weighted Average Common Shares Outstanding—Diluted288,471 287,555 


















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

5
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q3

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)OPERATIONS
(In Thousands)IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
(Unaudited)
 Three Months Ended
September 30,
 20202019
Net Income (Loss)$38,562 $108,284 
Other Comprehensive Income (Loss):  
Foreign Currency Translation Adjustment44,883 (83,595)
Change in Fair Value of Derivative Instruments(184)(1,496)
Total Other Comprehensive Income (Loss)44,699 (85,091)
Comprehensive Income (Loss)83,261 23,193 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests522 (100)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated$82,739 $23,293 
 Nine Months Ended
September 30,
 20202019
Net Income (Loss)$96,341 $231,211 
Other Comprehensive (Loss) Income:  
Foreign Currency Translation Adjustment(109,742)(71,195)
Change in Fair Value of Derivative Instruments(11,507)(9,101)
Total Other Comprehensive (Loss) Income(121,249)(80,296)
Comprehensive (Loss) Income(24,908)150,915 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests406 1,777 
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated$(25,314)$149,138 
The accompanying notes are an integral part of these condensed consolidated financial statements.
 NINE MONTHS ENDED
 SEPTEMBER 30,
 20212020
Revenues:  
Storage rental$2,144,942 $2,056,797 
Service1,187,002 1,030,820 
Total Revenues3,331,944 3,087,617 
Operating Expenses:
Cost of sales (excluding depreciation and amortization)1,408,151 1,308,119 
Selling, general and administrative760,098 712,775 
Depreciation and amortization507,145 483,686 
Acquisition and Integration Costs3,415 — 
Restructuring Charges129,686 128,715 
Intangible impairments— 23,000 
(Gain) Loss on disposal/write-down of property, plant and equipment, net(134,321)(78,170)
Total Operating Expenses2,674,174 2,578,125 
Operating Income (Loss)657,770 509,492 
Interest Expense, Net (includes Interest Income of $5,858 and $6,491 for the nine months ended
September 30, 2021 and 2020, respectively)
313,451 313,408 
Other (Income) Expense, Net(200,018)66,439 
Net Income (Loss) Before Provision (Benefit) for Income Taxes544,337 129,645 
Provision (Benefit) for Income Taxes153,073 33,304 
Net Income (Loss)391,264 96,341 
Less: Net Income (Loss) Attributable to Noncontrolling Interests2,693 1,058 
Net Income (Loss) Attributable to Iron Mountain Incorporated$388,571 $95,283 
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:  
Basic$1.34 $0.33 
Diluted$1.34 $0.33 
Weighted Average Common Shares Outstanding—Basic289,255 288,105 
Weighted Average Common Shares Outstanding—Diluted290,697 288,471 

6




IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(In Thousands, except Share Data)
(Unaudited)
Three Month Period Ended September 30, 2020
 Iron Mountain Incorporated Stockholders' Equity
 Common StockAdditional
Paid-in Capital
(Distributions in Excess of Earnings) Earnings in Excess of DistributionsNoncontrolling
Interests
 TotalSharesAmountsAccumulated
Other
Comprehensive
Items, Net
Redeemable Noncontrolling Interests
Balance, June 30, 2020$1,024,331 288,142,703 $2,881 $4,325,803 $(2,876,861)$(427,523)$31 $63,512 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation9,997 20,263 9,996 — — — — 
Parent cash dividends declared (see Note 8)(179,677)— — — (179,677)— — — 
Foreign currency translation adjustment44,529 — — — — 44,529 — 354 
Change in fair value of derivative instruments(184)— — — — (184)— — 
Net income (loss)38,250 — — — 38,394 — (144)312 
Noncontrolling interests dividends— — — — — — — (512)
Balance, September 30, 2020$937,246 288,162,966 $2,882 $4,335,799 $(3,018,144)$(383,178)$(113)$63,666 
Nine Month Period Ended September 30, 2020
 Iron Mountain Incorporated Stockholders' Equity
 Common StockAdditional
Paid-in Capital
(Distributions in Excess of Earnings) Earnings in Excess of DistributionsNoncontrolling
Interests
 TotalSharesAmountsAccumulated
Other
Comprehensive
Items, Net
Redeemable Noncontrolling Interests
Balance, December 31, 2019$1,464,227 287,299,645 $2,873 $4,298,566 $(2,574,896)$(262,581)$265 $67,682 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation34,639 863,321 34,630 — — — — 
Change in equity related to redeemable noncontrolling interests2,603 — — 2,603 — — — (2,603)
Parent cash dividends declared
(see Note 8)
(538,531)— — — (538,531)— — — 
Foreign currency translation adjustment(109,090)— — — — (109,090)— (652)
Change in fair value of derivative instruments(11,507)— — — — (11,507)— — 
Net income (loss)94,905 — — — 95,283 — (378)1,436 
Noncontrolling interests dividends— — — — — — — (2,197)
Balance, September 30, 2020$937,246 288,162,966 $2,882 $4,335,799 $(3,018,144)$(383,178)$(113)$63,666 


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

7
4IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITYCOMPREHENSIVE INCOME (LOSS)
(In Thousands, except Share Data)IN THOUSANDS) (UNAUDITED)
(Unaudited)
 THREE MONTHS ENDED
SEPTEMBER 30,
 20212020
Net Income (Loss)$68,111 $38,562 
Other Comprehensive (Loss) Income:  
Foreign Currency Translation Adjustment(91,263)44,883 
Change in Fair Value of Derivative Instruments14,665 (184)
Total Other Comprehensive (Loss) Income(76,598)44,699 
Comprehensive (Loss) Income(8,487)83,261 
Comprehensive (Loss) Income Attributable to Noncontrolling Interests(370)522 
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated$(8,117)$82,739 
Three Month Period Ended September 30, 2019
 Iron Mountain Incorporated Stockholders' Equity
 Common StockAdditional
Paid-in Capital
(Distributions in Excess of Earnings) Earnings in Excess of DistributionsNoncontrolling
Interests
 TotalSharesAmountsAccumulated
Other
Comprehensive
Items, Net
Redeemable Noncontrolling Interests
Balance, June 30, 2019$1,658,981 287,061,769 $2,870 $4,281,584 $(2,364,812)$(261,821)$1,160 $73,113 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation6,381 73,425 6,380 — — — — 
Change in equity related to redeemable noncontrolling interests— — — — — — — (4,590)
Parent cash dividends declared (see Note 8)(176,665)— — — (176,665)— — — 
Foreign currency translation adjustment(82,886)— — — — (82,886)— (709)
Change in fair value of derivative instruments(1,496)— — — — (1,496)— — 
Net income (loss)107,534 — — — 107,675 — (141)750 
Noncontrolling interests dividends— — — — — — — (465)
Balance, September 30, 2019$1,511,849 287,135,194 $2,871 $4,287,964 $(2,433,802)$(346,203)$1,019 $68,099 
Nine Month Period Ended September 30, 2019
Iron Mountain Incorporated Stockholders' Equity
Common StockAdditional
Paid-in Capital
(Distributions in Excess of Earnings) Earnings in Excess of DistributionsNoncontrolling
Interests
TotalSharesAmountsAccumulated
Other
Comprehensive
Items, Net
Redeemable Noncontrolling Interests
Balance, December 31, 2018$1,862,463 286,321,009 $2,863 $4,263,348 $(2,139,493)$(265,664)$1,409 $70,532 
Cumulative-effect adjustment for adoption of Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842), as amended ("ASU 2016-02")5,781 — — — 5,781 — — — 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation26,078 814,185 26,070 — — — — 
Change in equity related to redeemable noncontrolling interests(1,454)— — (1,454)— — — (3,136)
Parent cash dividends declared (see Note 8)(529,767)— — — (529,767)— — — 
Foreign currency translation adjustment(71,438)— — — — (71,438)— 243 
Change in fair value of derivative instruments(9,101)— — — — (9,101)— — 
Net income (loss)229,287 — — — 229,677 — (390)1,924 
Noncontrolling interests dividends— — — — — — — (1,464)
Balance, September 30, 2019$1,511,849 287,135,194 $2,871 $4,287,964 $(2,433,802)$(346,203)$1,019 $68,099 
 NINE MONTHS ENDED
SEPTEMBER 30,
 20212020
Net Income (Loss)$391,264 $96,341 
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment(115,075)(109,742)
Change in Fair Value of Derivative Instruments35,505 (11,507)
Total Other Comprehensive (Loss) Income(79,570)(121,249)
Comprehensive Income (Loss)311,694 (24,908)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests1,683 406 
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated$310,011 $(25,314)
















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

8
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q5

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSEQUITY
(In Thousands)IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)
(Unaudited)
THREE MONTHS ENDED SEPTEMBER 30, 2021
 IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
 COMMON STOCKADDITIONAL
PAID-IN
CAPITAL
(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS
ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
 TOTALSHARESAMOUNTS
Balance, June 30, 2021$1,147,742 289,458,768 $2,895 $4,392,396 $(2,988,896)$(258,653)$— $64,660 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation14,857 87,378 — 14,857 — — — — 
Change in equity related to redeemable noncontrolling interests— — — — — — — 168
Parent cash dividends declared(180,600)— — — (180,600)— — — 
Foreign currency translation adjustment(90,512)— — — — (90,465)(47)(751)
Change in fair value of derivative instruments14,665 — — — — 14,665 — — 
Net income (loss)67,683 — — — 67,683 — — 428 
Noncontrolling interests dividends— — — — — — — (597)
Purchase of noncontrolling interests1,311 — — — — — 1,311 — 
Redemption of noncontrolling interests— — — — — — — (2,518)
Balance, September 30, 2021$975,146 289,546,146 $2,895 $4,407,253 $(3,101,813)$(334,453)$1,264 $61,390 
NINE MONTHS ENDED SEPTEMBER 30, 2021
 IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
 COMMON STOCKADDITIONAL
PAID-IN
CAPITAL
(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS
ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
 TOTALSHARESAMOUNTS
Balance, December 31, 2020$1,136,729 288,273,049 $2,883 $4,340,078 $(2,950,339)$(255,893)$— $59,805 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation66,507 1,273,097 12 66,495 — — — — 
Change in equity related to redeemable noncontrolling interests680 — — 680 — — — (512)
Parent cash dividends declared(540,045)— — — (540,045)— — — 
Foreign currency translation adjustment(114,112)— — — — (114,065)(47)(963)
Change in fair value of derivative instruments35,505 — — — — 35,505 — — 
Net income (loss)388,571 — — — 388,571 — — 2,693 
Noncontrolling interests equity contributions— — — — — — — 2,200 
Noncontrolling interests dividends— — — — — — — (1,882)
Purchase of noncontrolling interests1,311 — — — — — 1,311 2,567 
Redemption of noncontrolling interests— — — — — — — (2,518)
Balance, September 30, 2021$975,146 289,546,146 $2,895 $4,407,253 $(3,101,813)$(334,453)$1,264 $61,390 
 Nine Months Ended September 30,
 20202019
Cash Flows from Operating Activities: 
Net income (loss)$96,341 $231,211 
Loss (income) from discontinued operations(104)
Adjustments to reconcile net income (loss) to cash flows from operating activities:  
Depreciation334,780 336,485 
Amortization (includes amortization of deferred financing costs and discounts of $13,150 and $12,286 for the nine months ended September 30, 2020 and 2019, respectively)162,057 160,176 
Intangible impairments (see Note 2.b.)23,000 
Revenue reduction associated with amortization of customer inducements and above- and below-market leases7,612 10,417 
Stock-based compensation expense35,618 28,140 
(Benefit) provision for deferred income taxes(3,074)2,643 
Loss on early extinguishment of debt68,300 
(Gain) loss on disposal/write-down of property, plant and equipment, net(78,170)(17,087)
Foreign currency transactions and other, net4,043 (25,283)
(Increase) decrease in assets(10,219)(24,121)
(Decrease) increase in liabilities(13,070)(54,332)
Cash Flows from Operating Activities - Continuing Operations627,218 648,145 
Cash Flows from Operating Activities - Discontinued Operations
Cash Flows from Operating Activities627,218 648,145 
Cash Flows from Investing Activities:  
Capital expenditures(309,162)(533,614)
Cash paid for acquisitions, net of cash acquired(118,581)(56,499)
Acquisition of customer relationships(3,529)(42,990)
Customer inducements(8,269)(7,429)
Contract fulfillment costs and third-party commissions(30,705)(63,090)
Investments in joint ventures(6,850)(19,222)
Proceeds from sales of property and equipment and other, net116,965 82,148 
Cash Flows from Investing Activities - Continuing Operations(360,131)(640,696)
Cash Flows from Investing Activities - Discontinued Operations5,061 
Cash Flows from Investing Activities(360,131)(635,635)
Cash Flows from Financing Activities:  
Repayment of revolving credit facility, term loan facilities and other debt(7,354,790)(12,690,691)
Proceeds from revolving credit facility, term loan facilities and other debt7,090,842 12,256,276 
Early redemption of senior notes, including call premiums(2,942,554)
Net proceeds from sales of senior notes3,465,000 987,500 
Debt repayment and equity distribution to noncontrolling interests(2,197)(1,464)
Parent cash dividends(537,853)(528,908)
Net (payments) proceeds associated with employee stock-based awards(979)(2,059)
Payment of debt financing costs and other(24,643)(769)
Cash Flows from Financing Activities - Continuing Operations(307,174)19,885 
Cash Flows from Financing Activities - Discontinued Operations
Cash Flows from Financing Activities(307,174)19,885 
Effect of Exchange Rates on Cash and Cash Equivalents(1,496)(11,102)
(Decrease) increase in Cash and Cash Equivalents(41,583)21,293 
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period193,555 165,485 
Cash and Cash Equivalents, including Restricted Cash, End of Period$151,972 $186,778 
Supplemental Information:  
Cash Paid for Interest$357,897 $342,139 
Cash Paid for Income Taxes, Net$27,430 $54,446 
Non-Cash Investing and Financing Activities:  
Financing Leases (see Note 2.e.)$34,889 $20,699 
Accrued Capital Expenditures$58,175 $78,329 
Fair Value of Investments Applied to Acquisitions (see Note 4)$27,276 $
Accrued Purchase Price and Other Holdbacks$$4,135 
Dividends Payable$186,699 $182,859 



The accompanying notes are an integral part of these condensed consolidated financial statements.
9
6IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)
THREE MONTHS ENDED SEPTEMBER 30, 2020
 IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
 COMMON STOCKADDITIONAL
PAID-IN
CAPITAL
(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS
ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
 TOTALSHARESAMOUNTS
Balance, June 30, 2020$1,024,331 288,142,703 $2,881 $4,325,803 $(2,876,861)$(427,523)$31 $63,512 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation9,997 20,263 9,996 — — — — 
Parent cash dividends declared(179,677)— — — (179,677)— — — 
Foreign currency translation adjustment44,529 — — — — 44,529 — 354 
Change in fair value of derivative instruments(184)— — — — (184)— — 
Net income (loss)38,250 — — — 38,394 — (144)312 
Noncontrolling interests dividends— — — — — — — (512)
Balance, September 30, 2020$937,246 288,162,966 $2,882 $4,335,799 $(3,018,144)$(383,178)$(113)$63,666 
NINE MONTHS ENDED SEPTEMBER 30, 2020
 IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
 COMMON STOCKADDITIONAL
PAID-IN
CAPITAL
(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS
ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
 TOTALSHARESAMOUNTS
Balance, December 31, 2019$1,464,227 287,299,645 $2,873 $4,298,566 $(2,574,896)$(262,581)$265 $67,682 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation34,639 863,321 34,630 — — — — 
Change in equity related to redeemable noncontrolling interests2,603 — — 2,603 — — — (2,603)
Parent cash dividends declared(538,531)— — — (538,531)— — — 
Foreign currency translation adjustment(109,090)— — — — (109,090)— (652)
Change in fair value of derivative instruments(11,507)— — — — (11,507)— — 
Net income (loss)94,905 — — — 95,283 — (378)1,436 
Noncontrolling interests dividends— — — — — — — (2,197)
Balance, September 30, 2020$937,246 288,162,966 $2,882 $4,335,799 $(3,018,144)$(383,178)$(113)$63,666 









The accompanying notes are an integral part of these condensed consolidated financial statements.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q7

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)
 NINE MONTHS ENDED SEPTEMBER 30,
 20212020
Cash Flows from Operating Activities: 
Net income (loss)$391,264 $96,341 
Adjustments to reconcile net income (loss) to cash flows from operating activities:  
Depreciation347,269 334,780 
Amortization (includes amortization of deferred financing costs and discounts of $12,470 and $13,150 for the nine months ended September 30, 2021 and 2020, respectively)172,346 162,057 
Intangible impairments— 23,000 
Revenue reduction associated with amortization of customer inducements and above- and below-market leases6,578 7,612 
Stock-based compensation expense46,852 35,618 
Provision (benefit) for deferred income taxes36,333 (3,074)
Loss on early extinguishment of debt— 68,300 
Gain on IPM Divestment (as defined in Note 4)(180,569)— 
(Gain) loss on disposal/write-down of property, plant and equipment, net(134,321)(78,170)
Foreign currency transactions and other, net(13,239)4,043 
(Increase) decrease in assets(112,753)(10,219)
(Decrease) increase in liabilities(96,423)(13,070)
Cash Flows from Operating Activities463,337 627,218 
Cash Flows from Investing Activities:  
Capital expenditures(418,976)(309,162)
Cash paid for acquisitions, net of cash acquired(203,752)(118,581)
Acquisition of customer relationships(4,800)(3,529)
Customer inducements(5,148)(8,269)
Contract fulfillment costs and third-party commissions(43,699)(30,705)
Investments in joint ventures and other investments(72,153)(6,850)
Net proceeds from IPM Divestment213,878 — 
Proceeds from sales of property and equipment and other, net214,865 116,965 
Cash Flows from Investing Activities(319,785)(360,131)
Cash Flows from Financing Activities:  
Repayment of revolving credit facility, term loan facilities and other debt(2,622,555)(7,354,790)
Proceeds from revolving credit facility, term loan facilities and other debt3,037,476 7,090,842 
Early redemption of senior notes, including call premiums— (2,942,554)
Net proceeds from sales of senior notes— 3,465,000 
Debt repayment and equity distribution to noncontrolling interests(1,882)(2,197)
Repurchase of noncontrolling interest(75,000)— 
Parent cash dividends(538,902)(537,853)
Net proceeds (payments) associated with employee stock-based awards19,655 (979)
Other, net3,621 (24,643)
Cash Flows from Financing Activities(177,587)(307,174)
Effect of Exchange Rates on Cash and Cash Equivalents(9,589)(1,496)
(Decrease) increase in Cash and Cash Equivalents(43,624)(41,583)
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period205,063 193,555 
Cash and Cash Equivalents, including Restricted Cash, End of Period$161,439 $151,972 
Supplemental Information: 
Cash Paid for Interest$395,355 $357,897 
Cash Paid for Income Taxes, Net$96,174 $27,430 
Non-Cash Investing and Financing Activities:  
Financing Leases$40,590 $34,889 
Accrued Capital Expenditures$60,418 $58,175 
Fair Value of Investments Applied to Acquisitions$— $27,276 
Dividends Payable$189,010 $186,699 
The accompanying notes are an integral part of these condensed consolidated financial statements.
8IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
1. General

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

The Condensed Consolidated Financial Statements and Notes thereto, which are included herein, should be read in conjunction with the Consolidated Financial Statements and Notes thereto for the year ended December 31, 20192020 included in our Annual Report on Form 10-K filed with the SEC on February 13, 202024, 2021 (our "Annual Report"“Annual Report”).

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

In JanuaryMarch 2020, the World Health Organization declared a novel strain of coronavirus ("COVID-19"(“COVID-19”) a pandemic. This resulted in U.S. federal, state and local and foreign governments and private entities mandating various restrictions, including travel restrictions, restrictions on public gatherings and stay-at-home orders and advisories. In response, we temporarily closed certain of our offices and facilities across the world and implemented certain travel restrictions for our employees. The preventative and protective actions that governments have ordered, or we or our customers have implemented, as an organization, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. Currently, certain of the restrictions have been lifted; however, other restrictions still remain and theThe broader impacts of the COVID-19 pandemic on our financial position, results of operations and cash flows, including impacts to the estimates used throughout this Quarterly Report on Form 10-Q (this “Quarterly Report”),we use in the preparation of our financial statements, remain uncertain and difficult to predict as information continues to rapidly evolve, and the severity and duration of the pandemic remains unknown, as is our visibility of its effect on the markets we serve and our customers within those markets.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2.    Summary of Significant Accounting Policies

a.    Cash, Cash Equivalents and Restricted Cash

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. RestrictedCash and cash was less than $5,000equivalents are carried at both September 30, 2020cost, which approximates fair value.
B. ACCOUNTS RECEIVABLE
We maintain an allowance for doubtful accounts and December 31, 2019.
10

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
2.    Summary of Significant Accounting Policies (Continued)
b.    Goodwill

Our reporting units as of December 31, 2019 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed duringa credit memo reserve for estimated losses resulting from the first nine months of 2020 (described in Note 4) has been incorporated into our reporting units as they existed as of December 31, 2019.

During the first quarter of 2020, we concluded that we had a triggering event related to our Fine Arts reporting unit, requiring us to perform an interim goodwill impairment test. The primary factor contributing to our conclusion was the expected impact of the COVID-19 pandemic to this particular business and its customers and revenue sources, which caused us to believe it was more likely than not that the carrying valuepotential inability of our Fine Arts reporting unit exceeded its fair value. During the first quarter of 2020, we performed an interim goodwill impairment test for our Fine Arts reporting unit utilizing a discounted cash flow model, with updated assumptions on future revenues, operating expenditurescustomers to make required payments and capital expenditures. We concluded that the fair value of our Fine Arts reporting unit was less than its carrying value, and, therefore, we recorded a $23,000 impairment charge on the goodwill associated with this reporting unit during the first quarter of 2020. Factors that may impact these assumptions include, but are not limited to: (i) our ability to maintain, or grow, storage rentalpotential disputes regarding billing and service revenues in line with current expectations and (ii) our ability to manage our fixed and variable costs in line with potential future revenue declines.

During the second and third quarters of 2020, for each of our reporting units, no factors were identified that would alter our interim goodwill impairment analysis performed during the first quarter of 2020, or change the conclusions reached at that time. Any material adverse changes to our businesses that negatively impact their fair values could result in future goodwill impairments.

The changes in the carrying value of goodwill attributable to each reportable operating segment for the nine months ended September 30, 2020 are as follows:
Global RIM BusinessGlobal Data Center BusinessCorporate and Other BusinessTotal
Consolidated
Goodwill balance, net of accumulated amortization as of December 31, 2019$3,942,901 $424,568 $117,740 $4,485,209 
Non-deductible goodwill acquired during the period51,319 51,319 
Goodwill impairment(23,000)(23,000)
Fair value and other adjustments(4,131)403 (3,728)
Currency effects(54,428)6,026 131 (48,271)
Goodwill balance, net accumulated amortization as of
September 30, 2020
$3,935,661 $430,594 $95,274 $4,461,529 
Accumulated goodwill impairment balance as of
September 30, 2020
$132,409 $$26,011 $158,420 



11

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
2.    Summary of Significant Accounting Policies (Continued)
c.    Revenues

Contract fulfillment costs consist of the costs of the initial intake of customer records into physical storage and capitalized commissions asset (collectively, "Contract Fulfillment Costs"), which as of September 30, 2020 and December 31, 2019, are as follows:
September 30, 2020December 31, 2019
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Contract Fulfillment Costs$123,795 $(57,538)$66,257 $109,232 $(50,757)$58,475 

Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows:
DescriptionSeptember 30, 2020December 31, 2019
Deferred revenue - Current$244,430 $274,036 
Deferred revenue - Long-term35,187 36,029 

Data Center Lessor Considerations

Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with ASU 2016-02. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and nine months ended September 30, 2020 and 2019 are as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Storage rental revenue(1)$68,416 $62,001 $196,823 $182,301 

(1)Revenue associated with power and connectivity included within storage rental revenue was $12,033 and $34,986 for the three and nine months ended September 30, 2020, respectively, and $12,001 and $31,031 for the three and nine months ended September 30, 2019, respectively.

12

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
2.    Summary of Significant Accounting Policies (Continued)
d.    Accounts Receivable

In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-13, Financial Instruments-Credit Losses-Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 changes how entities will measure credit losses on most financialassets. The standard eliminates the probable initial recognition of estimated losses and provides a forward-lookingexpected credit loss model for accounts receivable, loans and other financial instruments.

On January 1, 2020 we adopted ASU 2016-13 on a modified retrospective basis for all financial assets measured at amortized cost. The adoption of ASU 2016-13 did not result in a material impact on our consolidated financial statements. We now calculate and monitor our allowance considering future potential economic and macroeconomic conditions and reasonable and supportable forecasts for expected future collectability of our outstanding receivables, in addition to considering our past loss experience, current and prior trends in our aged receivables and credit memo activity. Our considerations when calculating our allowance include, but are not limited to, the following: the location of our businesses, the composition of our customer base, our product and service lines, potential future economic unrest, and potential future macroeconomic factors, including natural disasters and any impacts associated with the COVID-19 pandemic. Continued adjustments will be made should there be any material change to reasonable and supportable forecasts that may impact our likelihood of collection, as it becomes evident. Our highly diverse global customer base, with no single customer accounting for more than 1% of revenue during the nine months ended September 30, 2020, limits our exposure to concentration of credit risk.

issues. The rollforward of the allowance for doubtful accounts and credit memo reserves for the nine months ended September 30, 20202021 is as follows:
Balance atas of December 31, 20192020$42,85656,981 
Credit memos charged to revenue29,996 42,713 
Allowance for bad debts charged to expense25,715 
Deductions and other(1)16,371 (57,496)
Deductions and other(1)
(43,134)
Balance atas of September 30, 20202021$53,78860,214 

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

13
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q9

Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2. Summary of Significant Accounting Policies (Continued)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
e.    Leases

C. LEASES
We lease facilities for certain of our warehouses, data centers and office space. We also have land leases, including those on which certain of our facilities are located. Operating and financing lease right-of-use assets and lease liabilities as of September 30, 20202021 and December 31, 20192020 are as follows:
DescriptionSeptember 30, 2020December 31, 2019
Assets:
Operating lease right-of-use assets$1,963,019 $1,869,101 
Financing lease right-of-use assets, net of accumulated depreciation(1)306,640 327,215 
Liabilities:
Current
Operating lease liabilities$236,019 $223,249 
Financing lease liabilities(1)42,620 46,582 
Long-term
Operating lease liabilities1,818,844 1,728,686 
Financing lease liabilities(1)311,387 320,600 


DESCRIPTIONSEPTEMBER 30, 2021DECEMBER 31, 2020
Assets:
Operating lease right-of-use assets$2,308,047 $2,196,502 
Financing lease right-of-use assets, net of accumulated depreciation(1)
307,032 310,534 
Liabilities:
Current
Operating lease liabilities$257,884 $250,239 
Financing lease liabilities(1)
42,442 43,149 
Long-term
Operating lease liabilities$2,164,449 $2,044,598 
Financing lease liabilities(1)
321,682 323,162 
(1)Financing lease right-of-use assets, current financing lease liabilities and long-term financing lease liabilities are included within Property, Plant and Equipment, Net, Current portion of long-term debt and Long-term Debt, net of current portion, respectively, within our Condensed Consolidated Balance Sheets.
The components of the lease expense for the three and nine months ended September 30, 20202021 and 20192020 are as follows:
Three Months Ended September 30,Nine Months Ended September 30,THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED SEPTEMBER 30,
Description2020201920202019
Operating lease cost(1)$122,737 $114,727 $365,303 $343,282 
DESCRIPTIONDESCRIPTION2021202020212020
Operating lease cost(1)
Operating lease cost(1)
$140,551 $122,737 $408,312 $365,303 
Financing lease cost:Financing lease cost:Financing lease cost:
Depreciation of financing lease right-of-use assetsDepreciation of financing lease right-of-use assets$12,973 $14,679 $38,495 $45,950 Depreciation of financing lease right-of-use assets$14,006 $12,973 $39,062 $38,495 
Interest expense for financing lease liabilitiesInterest expense for financing lease liabilities4,891 4,905 14,664 15,972 Interest expense for financing lease liabilities5,055 4,891 14,940 14,664 

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of $28,835 and $86,422 for the three and nine months ended September 30, 2021, respectively, and $27,486 and $82,287 for the three and nine months ended September 30, 2020, respectively, and $26,121 and $78,712 for the three and nine months ended September 30, 2019, respectively.

Other information: Supplemental cash flow information relating to our leases for the nine months ended September 30, 20202021 and 20192020 is as follows:
Nine Months Ended September 30,NINE MONTHS ENDED SEPTEMBER 30,
Cash paid for amounts included in measurement of lease liabilities:20202019
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:20212020
Operating cash flows used in operating leasesOperating cash flows used in operating leases$266,619 $252,277 Operating cash flows used in operating leases$291,535 $266,619 
Operating cash flows used in financing leases (interest)Operating cash flows used in financing leases (interest)14,664 15,972 Operating cash flows used in financing leases (interest)14,940 14,664 
Financing cash flows used in financing leasesFinancing cash flows used in financing leases36,008 44,808 Financing cash flows used in financing leases35,360 36,008 
Operating Lease Non-cash items:
NON-CASH ITEMS:NON-CASH ITEMS:
Operating lease modifications and reassessmentsOperating lease modifications and reassessments$89,727 $42,418 Operating lease modifications and reassessments$103,158 $89,727 
New operating leases (including acquisitions)173,635 117,193 
New operating leases (including acquisitions and sale-leaseback transactions)New operating leases (including acquisitions and sale-leaseback transactions)240,822 173,635 
14
10IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2. SummarySUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
D. GOODWILL
Our reporting units as of Significant Accounting Policies (Continued)
December 31, 2020 are described in detail in Note 2.k. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed during the first nine months of 2021 (as described in Note 3) has been incorporated into our reporting units as they existed as of December 31, 2020.
f.    Stock-Based CompensationThe changes in the carrying value of goodwill attributable to each reportable operating segment for the nine months ended September 30, 2021 are as follows:
GLOBAL RIM BUSINESSGLOBAL DATA CENTER BUSINESSCORPORATE AND OTHER BUSINESSTOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2020$4,024,182 $436,987 $96,440 $4,557,609 
Non-tax deductible goodwill acquired during the period17,180 — 9,991 27,171 
Goodwill allocated to IPM Divestment— — (46,105)(46,105)
Fair value and other adjustments(6,091)— (1,268)(7,359)
Currency effects(49,737)(7,995)(943)(58,675)
Goodwill balance, net accumulated amortization as of September 30, 2021$3,985,534 $428,992 $58,115 $4,472,641 
Accumulated goodwill impairment balance as of September 30, 2021$132,409 $— $26,011 $158,420 
E. INVESTMENTS
2021 NEWLY FORMED JOINT VENTURE
In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation of the Web Werks JV, we made an initial investment of approximately 3,750,000 Indian rupees (or approximately $50,100, based upon the exchange rate between the United States dollar and Indian rupee as of the closing date of the initial investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.
Under the terms of the Web Werks JV shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500,000 Indian rupees (or approximately $100,000, based upon the current exchange rate between the United States dollar and Indian rupee).
JOINT VENTURE SUMMARY
The following joint ventures are accounted for as equity method investments and are presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying values and equity interests in our joint ventures at September 30, 2021 and December 31, 2020 are as follows:
SEPTEMBER 30, 2021DECEMBER 31, 2020
CARRYING VALUEEQUITY INTERESTCARRYING VALUEEQUITY INTEREST
Web Werks JV$51,257 38 %$— — %
Joint venture with AGC Equity Partners (the “Frankfurt JV”)26,272 20 %26,500 20 %
Joint venture with MakeSpace Labs, Inc. (the “MakeSpace JV”)27,419 48 %16,924 39 %


IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q11

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
F. FAIR VALUE MEASUREMENTS
The assets and liabilities carried at fair value measured on a recurring basis as of September 30, 2021 and December 31, 2020 are as follows:
  FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2021 USING
DESCRIPTIONTOTAL CARRYING
VALUE AT
SEPTEMBER 30, 2021
QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1)
SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2)
SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds$9,186 $— $9,186 $— 
Time Deposits2,175 — 2,175 — 
Trading Securities11,713 11,572  141  — 
Derivative Assets1,214 — 1,214 — 
Derivative Liabilities15,412 — 15,412 — 
  FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2020 USING
DESCRIPTIONTOTAL CARRYING
VALUE AT
DECEMBER 31, 2020
QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1)
SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2)
SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds$62,657 $— $62,657 $— 
Time Deposits2,121 — 2,121 — 
Trading Securities10,892 10,636  256  — 
Derivative Liabilities49,703 — 49,703 — 
There were no material items that are measured at fair value on a non-recurring basis at September 30, 2021 and December 31, 2020, other than (i) those disclosed in Note 2.o. to Notes to Consolidated Financial Statements included in our Annual Report, (ii) our investment in the Web Werks JV, as described in Note 2.e., and (iii) those acquired in acquisitions that occurred during the nine months ended September 30, 2021, as described in Note 3, all of which are based on Level 3 inputs.
G. REDEEMABLE NONCONTROLLING INTERESTS
In 2018, one of the noncontrolling interest shareholders in one of our foreign consolidated subsidiaries exercised its option to put its ownership interest back to us. Upon the exercise of the put option, this noncontrolling interest became mandatorily redeemable by us, and, therefore, was accounted for as a liability rather than a component of redeemable noncontrolling interests. In May 2021, we agreed to final settlement terms and paid the put option price for the noncontrolling interest shares. We remain in dispute with this former shareholder with respect to whether interest from the date of the put and certain other costs should be reimbursable. We have vigorously defended that interest and costs are not owed, and are currently awaiting a ruling from an arbitration hearing.
12IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
H. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET
The changes in accumulated other comprehensive items, net for the three and nine months ended September 30, 2021 and 2020 are as follows:
THREE MONTHS ENDED SEPTEMBER 30, 2021NINE MONTHS ENDED SEPTEMBER 30, 2021
 FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS
CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS
TOTALFOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS
CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTSTOTAL
Beginning of Period$(229,790)$(28,863)$(258,653)$(206,190)$(49,703)$(255,893)
Other comprehensive (loss) income):
Foreign currency translation and other adjustments(90,465)— (90,465)(114,065)— (114,065)
Change in fair value of derivative instruments— 14,665 14,665 — 35,505 35,505 
Total other comprehensive (loss) income(90,465)14,665 (75,800)(114,065)35,505 (78,560)
End of Period$(320,255)$(14,198)$(334,453)$(320,255)$(14,198)$(334,453)
THREE MONTHS ENDED SEPTEMBER 30, 2020NINE MONTHS ENDED SEPTEMBER 30, 2020
 FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS
CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS
TOTALFOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS
CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTSTOTAL
Beginning of Period$(406,444)$(21,079)$(427,523)$(252,825)$(9,756)$(262,581)
Other comprehensive income (loss):
Foreign currency translation and other adjustments44,529 — 44,529 (109,090)— (109,090)
Change in fair value of derivative instruments— (184)(184)— (11,507)(11,507)
Total other comprehensive income (loss)44,529 (184)44,345 (109,090)(11,507)(120,597)
End of Period$(361,915)$(21,263)$(383,178)$(361,915)$(21,263)$(383,178)
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q13

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
I. REVENUES
The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, “Contract Fulfillment Costs”). Contract Fulfillment Costs as of September 30, 2021 and December 31, 2020 are as follows:
SEPTEMBER 30, 2021DECEMBER 31, 2020
GROSS
CARRYING
AMOUNT
ACCUMULATED
AMORTIZATION
NET
CARRYING
AMOUNT
GROSS
CARRYING
AMOUNT
ACCUMULATED
AMORTIZATION
NET
CARRYING
AMOUNT
Intake Costs asset$71,540 $(41,246)$30,294 $63,721 $(33,352)$30,369 
Commissions asset107,298 (48,708)58,590 91,069 (38,787)52,282 
Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows:
DESCRIPTIONLOCATION IN BALANCE SHEETSEPTEMBER 30, 2021DECEMBER 31, 2020
Deferred revenue - CurrentDeferred revenue$257,593 $295,785 
Deferred revenue - Long-termOther Long-term Liabilities34,342 35,612 
DATA CENTER LESSOR CONSIDERATIONS
Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842), as amended. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and nine months ended September 30, 2021 and 2020 are as follows:
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Storage rental revenue(1)
$72,411 $68,416 $210,805 $196,823 
(1)Revenue associated with power and connectivity included within storage rental revenue was $14,639 and $42,333 for the three and nine months ended September 30, 2021, respectively, and $12,033 and $34,986 for the three and nine months ended September 30, 2020, respectively.
14IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
J. STOCK-BASED COMPENSATION
PLAN AMENDMENTS
In May 2021, our stockholders (1) approved an amendment to the Iron Mountain Incorporated 2014 Stock and Cash Incentive Plan (the “2014 Plan”) to (i) increase the number of shares of our common stock authorized for issuance thereunder by 8,000,000 from 12,750,000 to 20,750,000, (ii) extend the termination date of the 2014 Plan from May 24, 2027 to May 12, 2031, (iii) provide that, other than in specified circumstances, no equity-based award will vest before the first anniversary of the date of grant and (iv) provide that dividends and dividend equivalents are not paid with respect to stock options or stock appreciation rights and (2) approved an amendment to the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan to increase the number of shares of Common Stock authorized for issuance thereunder by 1,000,000 from 1,000,000 to 2,000,000.
STOCK-BASED COMPENSATION EXPENSE
Stock-based compensation expense for the cost of stock options, restricted stock units ("RSUs"(“RSUs”), performance units ("PUs"(“PUs”) and shares of stock issued under our employee stock purchase plan (collectively, "Employee“Employee Stock-Based Awards"Awards”) for the three and nine months ended September 30, 20202021 and 20192020 is as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Stock-based compensation expense$8,946 $7,120 $35,618 $28,140 

THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Stock-based compensation expense$13,200 $8,946 $46,852 $35,618 
As of September 30, 2020,2021, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $49,492.is $48,494.

Restricted Stock Units and Performance Units

RESTRICTED STOCK UNITS AND PERFORMANCE UNITS
The fair value of RSUs and earned PUs that vested during the three and nine months ended September 30, 20202021 and 20192020 is as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
2020201920202019 2021202020212020
Fair value of RSUs vestedFair value of RSUs vested$2,766 $3,092 $24,411 $20,802 Fair value of RSUs vested$8,425 $2,766 $31,404 $24,411 
Fair value of earned PUs that vestedFair value of earned PUs that vested1,370 1,176 12,421 7,679 Fair value of earned PUs that vested22,030 1,370 27,856 12,421 
As of September 30, 2020,2021, we expected 100%133%, 114% and 103% achievement of each of the predefined revenue, return on invested capital and Adjusted EBITDA (as defined in Note 6) targets associated with the awards of PUs made in 2021, 2020 and 2019, respectively.
K. ACQUISITION AND INTEGRATION COSTS
Acquisition and 2018.

integration costs represent operating expenditures directly associated with the closing and integration activities of our business acquisitions that have closed, or are highly probable of closing, and include (i) advisory, legal and professional fees to complete business acquisitions and (ii) costs to integrate acquired businesses into our existing operations, including move, severance, facility upgrade and system integration costs (collectively, "Acquisition and Integration Costs"). Acquisition and Integration Costs do not include costs associated with the formation of joint ventures or costs associated with the acquisition of customer relationships. Total Acquisition and Integration Costs for the three and nine months ended September 30, 2021 is $1,138 and $3,415, respectively.
15
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q15

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2. SummarySUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
L. (GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT AND EQUIPMENT, NET
Consolidated (gain) loss on disposal/write-down of Significant Accounting Policies (Continued)
g.    Income (Loss) Per Share—Basicproperty, plant and Diluted

The calculation of basic and diluted income (loss) per shareequipment, net for the three and nine months ended September 30, 2021 and 2020 and 2019 areis as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2020201920202019
Income (loss) from continuing operations$38,562 $108,284 $96,341 $231,107 
Less: Net income (loss) attributable to noncontrolling interests168 609 1,058 1,534 
Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation)38,394 107,675 95,283 229,573 
Income (loss) from discontinued operations, net of tax104 
Net income (loss) attributable to Iron Mountain Incorporated$38,394 $107,675 $95,283 $229,677 
Weighted-average shares—basic288,403,000 287,152,000 288,105,000 286,869,000 
Effect of dilutive potential stock options14,758 93,752 28,723 157,928 
Effect of dilutive potential RSUs and PUs392,943 445,081 337,588 528,387 
Weighted-average shares—diluted288,810,701 287,690,833 288,471,311 287,555,315 
Earnings (losses) per share—basic:    
Income (loss) from continuing operations$0.13 $0.37 $0.33 $0.80 
Income (loss) from discontinued operations, net of tax
Net income (loss) attributable to Iron Mountain Incorporated$0.13 $0.37 $0.33 $0.80 
Earnings (losses) per share—diluted:  
Income (loss) from continuing operations$0.13 $0.37 $0.33 $0.80 
Income (loss) from discontinued operations, net of tax
Net income (loss) attributable to Iron Mountain Incorporated$0.13 $0.37 $0.33 $0.80 
Antidilutive stock options, RSUs and PUs, excluded from the calculation5,529,126 4,782,661 5,959,693 4,590,645 
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
2021
2020(1)
2021(2)
2020(1)
(Gain) Loss on disposal/write-down of property, plant and equipment, net (3)
$(935)$(75,840)$(134,321)$(78,170)
(1) The gains for both the three and nine months ended September 30, 2020 primarily consisted of gains of approximately $76,400 associated with the sale-leaseback transactions of 2 facilities in the United States.
(2) The gains for the nine months ended September 30, 2021 primarily consisted of gains of approximately $127,400 associated with the sale-leaseback transactions of 5 facilities in the United Kingdom, which occurred during the second quarter of 2021.
(3) The gains recognized during both 2021 and 2020 are a result of our program to monetize a small portion of our industrial assets. The terms for these leases are consistent with the terms of our lease portfolio, which are disclosed in detail in Note 2.i. to Notes to Consolidated Financial Statements included in our Annual Report.
M. OTHER (INCOME) EXPENSE, NET
Consolidated other (income) expense, net for the three and nine months ended September 30, 2021 and 2020 consists of the following:
 THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
DESCRIPTION2021202020212020
Foreign currency transaction (gains) losses, net$(23,200)$29,635 $(16,157)$(6,293)
Debt extinguishment expense— 51,260 — 68,300 
Other, net(1)
4,699 2,570 (183,861)4,432 
Other (Income) Expense, Net$(18,501)$83,465 $(200,018)$66,439 
(1)Other, net for the nine months ended September 30, 2021 is primarily comprised of (a) a gain of approximately $180,600 associated with our IPM Divestment and (b) a gain of approximately $20,300 associated with the loss of control and related deconsolidation, as of May 18, 2021, of one of our wholly owned Netherlands subsidiaries, for which we had value-added tax liability exposure that was recorded in 2019.
16
16IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2. Summary of Significant Accounting Policies (Continued)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
h.    Income Taxes

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

Our effective tax rates for the three and nine months ended September 30, 20202021 and 20192020 are as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Effective Tax Rate(1)26.5 %16.8 %25.7 %15.7 %


 THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Effective Tax Rate(1)
29.1 %26.5 %28.1 %25.7 %
(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, 20202021 and 20192020 were the benefit derived from the dividends paid deduction and the impactimpacts 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. In addition, forpartially offset by the three and nine months ended September 30, 2020,benefits derived from the dividends paid deduction. The costs associated with Project Summit (as defined in Note 10)11) are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit.

i.    Fair Value Measurements

The assets and liabilities carried at fair value measured on a recurring basis as of September 30, 2020 and December 31, 2019 are as follows:
  Fair Value Measurements at September 30, 2020 Using
DescriptionTotal Carrying
Value at
September 30, 2020
Quoted prices
in active
markets
(Level 1)
Significant other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Money Market Funds$15,030 $$15,030 $
Trading Securities11,452 11,095  357  
Derivative Assets4,346 4,346 
Derivative Liabilities25,609 25,609 
  Fair Value Measurements at December 31, 2019 Using
DescriptionTotal Carrying
Value at
December 31, 2019
Quoted prices
in active
markets
(Level 1)
Significant other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Money Market Funds$13,653 $$13,653 $
Trading Securities10,732 10,168  564  
Derivative Liabilities9,756 9,756 

There were no material items that are measured at fair value on a non-recurring basis at September 30, 2020 and December 31, 2019, other than (i) those disclosed in Note 2.s. to Notes to Consolidated Financial Statements included in our Annual Report, (ii) those acquired in acquisitions that occurred during Additionally, the nine months ended September 30, 2021, reflects a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom.
At December 31, 2020, we concluded that it was our intent to indefinitely reinvest our current and future undistributed earnings of certain of our unconverted foreign taxable REIT subsidiaries (“TRSs”) outside the United States, with the exception of certain limited instances. During 2021, as describeda result of the enactment of a tax law and the closing of various acquisitions, we reassessed this intention and concluded that it is no longer our intention to reinvest our undistributed earnings of our foreign TRSs indefinitely outside the United States. As a REIT, future repatriation of incremental undistributed earnings of our foreign subsidiaries will not be subject to federal or state income tax, with the exception of foreign withholding taxes. However, such future repatriations may require distributions to our stockholders in Note 4accordance with REIT distribution rules, and (iii)any such distribution may then be taxable, as appropriate, at the Fine Arts reporting unit, as described in Note 2.b.,stockholder level. We expect to provide for foreign withholding taxes on the current and future earnings of all of whichour foreign subsidiaries as the result of such reassessment.
O. INCOME (LOSS) PER SHARE—BASIC AND DILUTED
The calculation of basic and diluted income (loss) per share for the three and nine months ended September 30, 2021 and 2020 are based on Level 3 inputs.as follows:



 
THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
 2021202020212020
Net Income (Loss)$68,111 $38,562 $391,264 $96,341 
Less: Net Income (Loss) Attributable to Noncontrolling Interests428 168 2,693 1,058 
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)$67,683 $38,394 $388,571 $95,283 
Weighted-average shares—basic289,762,000 288,403,000 289,255,000 288,105,000 
Effect of dilutive potential stock options869,600 14,758 522,642 28,723 
Effect of dilutive potential RSUs and PUs850,655 392,943 918,954 337,588 
Weighted-average shares—diluted291,482,255 288,810,701 290,696,596 288,471,311 
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:    
 Basic$0.23 $0.13 $1.34 $0.33 
 Diluted$0.23 $0.13 $1.34 $0.33 
Antidilutive stock options, RSUs and PUs, excluded from the calculation351,673 5,529,126 1,813,880 5,959,693 
17
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q17

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2. SummarySUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
P. RECENT ACCOUNTING PRONOUNCEMENTS
In December 2019, the Financial Accounting Standards Board issued ASU No. 2019-12, Income Taxes (Topic 740) (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions for recognizing deferred taxes for investments, performing intra-period allocation and calculating income taxes in interim periods. ASU 2019-12 also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of Significant Accounting Policies (Continued)
j.    Investments

During 2019, we formed a joint venture entity with MakeSpace Labs, Inc. (the "MakeSpace JV"). In the second quarter of 2020, we committed to participate inconsolidated group. We adopted ASU 2019-12 on January 1, 2021. ASU 2019-12 did not have a round of equity funding for the MakeSpace JV whereby we agreed tocontribute $36,000 of the $45,000 being raised in installments beginning in May 2020 through October 2021. Our equity interest in the MakeSpace JV at September 30, 2020 and December 31, 2019 was 37% and 34%, respectively, and the carrying value ofmaterial impact on our investment in the MakeSpace JV at September 30, 2020 and December 31, 2019 was$15,801 and $18,570, respectively.consolidated financial statements.

k.    Accumulated Other Comprehensive Items, Net3. ACQUISITIONS

INFOFORT ACQUISITION
The changesOn September 15, 2021, in accumulated other comprehensive items, netorder to further expand our records management operations in the Middle East and North Africa, we acquired Information Fort, LLC, a records and information management provider, for approximately $90,300.
FRANKFURT DATA CENTER ACQUISITION
On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77,900 Euros (or approximately $91,300, based upon the threeexchange rate between the Euro and the United States dollar on the closing date of this acquisition).
OTHER 2021 ACQUISITIONS
In addition to the transactions noted above, during the nine months ended September 30, 20202021, in order to enhance our existing operations in the United Kingdom and 2019 are as follows:
Three Months Ended September 30, 2020Nine Months Ended September 30, 2020
 Foreign
Currency
Translation and Other
Adjustments
Change in Fair Value of Derivative InstrumentsTotalForeign
Currency
Translation and Other
Adjustments
Change in Fair Value of Derivative InstrumentsTotal
Beginning of Period$(406,444)$(21,079)$(427,523)$(252,825)$(9,756)$(262,581)
Other comprehensive income (loss):
Foreign currency translation and other adjustments44,529 44,529 (109,090)(109,090)
Change in fair value of derivative instruments(184)(184)(11,507)(11,507)
Total other comprehensive income (loss)44,529 (184)44,345 (109,090)(11,507)(120,597)
End of Period$(361,915)$(21,263)$(383,178)$(361,915)$(21,263)$(383,178)
Three Months Ended September 30, 2019Nine Months Ended September 30, 2019
Foreign
Currency
Translation and Other
Adjustments
Change in Fair Value of Derivative InstrumentsTotalForeign
Currency
Translation and Other
Adjustments
Change in Fair Value of Derivative InstrumentsTotal
Beginning of Period$(253,243)$(8,578)$(261,821)$(264,691)$(973)$(265,664)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments(82,886)(82,886)(71,438)(71,438)
Change in fair value of derivative instruments(1,496)(1,496)(9,101)(9,101)
Total other comprehensive (loss) income(82,886)(1,496)(84,382)(71,438)(9,101)(80,539)
End of Period$(336,129)$(10,074)$(346,203)$(336,129)$(10,074)$(346,203)

Indonesia and to expand our operations into Morocco, we completed the acquisition of 2 records management companies and 1 art storage company for total cash consideration of approximately $45,100.
18
18IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2.    Summary3. ACQUISITIONS (CONTINUED)
PURCHASE PRICE ALLOCATION
A summary of Significant Accounting Policies (Continued)
the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2021 acquisitions through September 30, 2021 is as follows:
l.    Gain on Disposal/Write-Down
NINE MONTHS ENDED
SEPTEMBER 30, 2021
Cash Paid (gross of cash acquired)$224,192 
Fair Value of Noncontrolling Interests3,878 
Purchase Price Holdbacks and Other2,534 
Total Consideration230,604 
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Cash20,440 
Accounts Receivable, Prepaid Expenses and Other Assets25,392 
Property, Plant and Equipment(1)
147,132 
Customer Relationship Intangible Assets(2)
39,315 
Operating Lease Right-of-Use Assets45,209 
Data Center In-Place Leases(3)
4,994 
Data Center Tenant Relationships(4)
4,682 
Data Center Above-Market Leases(5)
1,042 
Debt Assumed(9,026)
Accounts Payable, Accrued Expenses and Other Liabilities(23,082)
Operating Lease Liabilities(45,209)
Deferred Income Taxes(7,436)
Data Center Below-Market Leases(5)
(20)
Total Fair Value of Identifiable Net Assets Acquired203,433 
Goodwill Initially Recorded$27,171 

(1)
Consists primarily of land and building.
Consolidated gain on disposal/write-down(2)The preliminary weighted average lives of customer relationship intangible assets associated with acquisitions is 9 years.
(3)     The preliminary weighted average lives of data center in-place leases associated with acquisitions is 5 years.
(4) The preliminary weighted average lives of data center tenant relationships associated with acquisitions is 5 years.
(5) The preliminary weighted average lives of data center above-market leases associated with acquisitions is 5 years and the weighted average lives of data center below-market leases associated with acquisitions is 4 years.
The preliminary purchase price allocations that are not finalized as of September 30, 2021 relate to the final assessment of the fair values of intangible assets (primarily customer relationship intangible assets) and property, plant and equipment net, for the three and nine months ended September 30, 2020 was approximately $75,800 and $78,200, respectively. These amounts primarily consisted of gains of approximately $76,400 associated with the sale-leaseback transactionsacquisitions we closed in 2021. Any adjustments to our estimates of 2 facilities duringpurchase price allocation will be made in the third quarterperiods in which the adjustments are determined, but no later than the one year measurement period, and the cumulative effect of 2020.

Consolidated gain on disposal/write-down of property, plant and equipment, net, forsuch adjustments will be calculated as if the three and nine months ended September 30, 2019 was approximately $9,300 and $17,100, respectively. These amounts consisted of (i) a gain of approximately $36,000 associated with the sale of certain land and buildings during the second quarter of 2019 and (ii) a gain of approximately $9,800 associated with a sale-leaseback transaction of 5 facilities during the third quarter of 2019, and were partially offset by losses incurred during the second quarter of 2019 primarily associated with an impairment charge on the assets associated with the select offerings within our Iron Mountain Iron Cloud portfolio of approximately $24,800.

m.    Other Expense (Income), Net

Consolidated other expense (income), net for the three and nine months ended September 30, 2020 and 2019 consistsadjustments had been completed as of the following:
 Three Months Ended September 30,Nine Months Ended September 30,
Description2020201920202019
Foreign currency transaction losses (gains), net$29,635 $(18,251)$(6,293)$(19,885)
Debt extinguishment expense51,260 68,300 
Other, net(1)2,570 4,836 4,432 6,488 
Other Expense (Income), Net$83,465 $(13,415)$66,439 $(13,397)

(1)    Other, net foracquisition dates. Adjustments recorded during the nine months ended September 30, 2020 is primarily comprised of losses on certain of2021 were not material to our equity method investments, partially offset by a gain on our previously held 25% equity investment in OSG Records Management (Europe) Limited ("OSG"), as more fully discussed in Note 4.

n.    Recent Accounting Pronouncementsresults from operations.

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”), which makes a number of changes meant to add, modify or remove certain disclosure requirements associated with the movement of our financial assets and liabilities among the three levels of the fair value hierarchy. We adopted ASU 2018-13 on January 1, 2020. ASU 2018-13 did not have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13. We adopted ASU 2016-13 on January 1, 2020 on a modified retrospective basis. See Note 2.d. for information regarding the impact of the adoption of ASU 2016-13 on our consolidated financial statements.

19
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q19

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
2.    Summary4. DIVESTMENTS
On June 7, 2021, we sold our Intellectual Property Management ("IPM") business, also known as our technology escrow services business, which we predominantly operated in the United States, for total gross consideration of Significant Accounting Policies (Continued)
o.    Change in Presentation

approximately $216,600 (the “IPM Divestment”). As a result of the IPM Divestment, we recorded a gain on sale of approximately $180,600 to Other (income) expense, net, during the nine months ended September 30, 2021, the substantial majority of which was recorded during the second quarter of 2021, representing the excess of the fair value of the consideration received over the sum of the carrying value of the IPM business.
We have historically classified our Significant Acquisition Costs (as defined in Note 2.x.concluded that the IPM Divestment does not meet the criteria to Notes to Consolidated Financial Statements includedbe reported as discontinued operations in our Annual Report)consolidated financial statements, as componentsour 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 Selling, general and administrative expenses and Cost of sales. Beginningoperating income (loss) in the fourth quarter of 2019, we present Significant Acquisition Costs as its own line item within Operating Expenses in our Condensed Consolidated Statements of Operations. The prior periods have been conformed to this presentation.

The following table sets forth the effect of the change in presentation of Significant Acquisition Costs to certain line items of our Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2019:
Three Months Ended
September 30, 2019
Nine Months Ended
September 30, 2019
Cost of sales (excluding depreciation and amortization)$(1,945)$(4,136)
Selling, general and administrative$(2,005)$(4,461)
Significant Acquisition Costs$3,950 $8,597 

All Significant Acquisition Costs were incurred by December 31, 2019.

2021 and 2020 through the closing date of the IPM Divestment and the cash flows associated with this business is presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 through the closing date of the IPM Divestment.
3.    Derivative Instruments and Hedging Activities

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

INTEREST RATE SWAP AGREEMENTS DESIGNATED AS CASH FLOW HEDGES
Interest Rate Swap Agreements Designated as Cash Flow Hedges

As of September 30, 2020 and December 31, 2019,In March 2018, we had $350,000 in notional value ofentered into interest rate swap agreements outstanding, whichto limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. TheseAs of September 30, 2021 and December 31, 2020, 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 rates as specified in the interest rate swap agreements.

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

We have designated these interest rate swap agreements, including the forward-starting interest rate swap agreements, as cash flow hedges. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities. At September 30, 2020 and December 31,
CROSS-CURRENCY SWAP AGREEMENTS DESIGNATED AS A HEDGE OF NET INVESTMENT
In August 2019, we had a derivative liability of $23,219 and $8,774, 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 items, net in our Condensed Consolidated Balance Sheets.

20

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
3.    Derivative Instruments and Hedging Activities (Continued)
Unrealized (gains) losses associated with the interest rate swap agreements for the three and nine months ended September 30, 2020 and 2019 are as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Unrealized (gains) losses associated with interest rate swap agreements$(1,185)$3,468 $14,445 $11,073 

As of September 30, 2020, cumulative net losses of $23,219 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

We enterentered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. TheUnder the terms of the cross-currency swap agreements, arewe notionally exchanged approximately $110,000 at an interest rate of 6.0% for approximately 99,055 Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023 (“August 2023 Cross-Currency Swap Agreements”).
In September 2020, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for approximately 300,000 Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026 (“February 2026 Cross-Currency Swap Agreements”).
We have designated these cross-currency swap agreements as a hedge of net investment against certain of our Euro denominated subsidiaries and they require an exchange of the notional amounts at maturity. TheThese cross-currency swapsswap agreements are marked to market at each reporting period, representing the fair values of the cross-currency swap agreements, and any changes in fair value are recognized as a component of Accumulated other comprehensive items, net. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities.
20IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q


Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In September 2020, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $359,200thousands, except share and per share data) (Unaudited)
5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)
(Liabilities) assets recognized in our Condensed Consolidated Balance Sheets at an interest rate of 4.5% for approximately 300,000 Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026. At September 30, 2021 and December 31, 2020, we had aby derivative asset of $4,346, which was recordedinstrument, are as follows:
DERIVATIVE INSTRUMENTS(1)
SEPTEMBER 30, 2021DECEMBER 31, 2020
Cash Flow Hedges(2)
  
Interest Rate Swap Agreements$(13,116)$(21,062)
Net Investment Hedges(3)
August 2023 Cross-Currency Swap Agreements$(2,296)$(8,229)
February 2026 Cross-Currency Swap Agreements1,214 (20,412)
(1)Our derivative assets are included as a component of Other within Other assets net associated with these cross-currency swap agreements.

In August 2019, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $110,000 at an interest rate of 6.0% for approximately 99,055 Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023. We had aour Condensed Consolidated Balance Sheets and our derivative liability of $2,390 and $982 at September 30, 2020 and December 31, 2019, respectively, which was recordedliabilities are included either as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities associated with these cross-currency swap agreements.

Unrealized losses (gains) associated with the cross-currency swap agreements for the three and nine months ended September 30, 2020 are as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Unrealized losses (gains) associated with cross-currency swap agreements$1,370 $(1,972)$(2,938)$(1,972)

in our Condensed Consolidated Balance Sheets. As of September 30, 2021, $1,214 is included within Other assets, $4,296 is included within Accrued expenses and other current liabilities and $11,116 is included within Other long-term liabilities. As of December 31, 2020, $49,703 is included within Other long-term liabilities.
(2)As of September 30, 2021, cumulative net gainslosses of $1,956$13,116 are recorded within Accumulated other comprehensive items, net associated with these net investment hedges.interest rate swap agreements.

(3)
As of September 30, 2021, cumulative net losses of $1,082 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements.
Unrealized gains (losses) recognized during the three and nine months ended September 30, 2021 and 2020, by derivative instrument, are as follows:
21
THREE MONTHS ENDED SEPTEMBER 30,
NINE MONTHS ENDED
 SEPTEMBER 30,
DERIVATIVE INSTRUMENTS(1)
2021202020212020
Cash Flow Hedges  
Interest Rate Swap Agreements$1,950 $1,185 $7,946 $(14,445)
Net Investment Hedges
August 2023 Cross-Currency Swap Agreements$2,655 $(5,716)$5,933 $(1,408)
February 2026 Cross-Currency Swap Agreements10,060 4,346 21,626 4,346 

Table(1)These amounts are recognized as unrealized gains (losses), a component of ContentsAccumulated other comprehensive items, net.
IRON MOUNTAIN INCORPORATED
EURO NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
3.    Derivative Instruments and Hedging Activities (Continued)
b.    Euro Notes Designated as a Hedge of Net Investment

DESIGNATED AS A HEDGE OF NET INVESTMENT
Prior to their redemption in August 2020, we designated a portion of our previously outstanding 3% Euro Senior Notes (as defined in Note 5)due 2025 (the “Euro Notes”) as a hedge of net investment of certain of our Euro denominated subsidiaries. From January 1, 2020 through the date of redemption and for the nine months ended September 30, 2019,March 31, 2020, we designated on average, 300,000 and 279,821 Euros respectively, of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange (gains) losses related to the change in fair value of such debt due to currency translation adjustments as a component of Accumulated other comprehensive items, net.

Foreign exchange losses (gains)gains (losses) associated with this hedge of net investment for the three and nine months ended September 30, 20202021 and 20192020 are as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Foreign exchange losses (gains) associated with net investment hedge$16,604 $(13,101)$17,005 $(14,962)
 THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED
SEPTEMBER 30,
2021(1)
2020
2021(1)
2020
Foreign exchange gains (losses) associated with net investment hedge$— $(16,604)$— $(17,005)
(1)As there are no hedges of net investment outstanding during the three and nine months ended September 30, 2021, no foreign exchange gains (losses) associated with hedges of net investment have been recognized.

As of September 30, 2020,2021, cumulative net gains of $3,256, net of tax, are recorded in Accumulated other comprehensive items, net associated with this net investment hedge.

IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q21
4.    Acquisitions

Prior to January 9, 2020, we owned a 25% equity interest in OSG. On January 9, 2020, we acquired the remaining 75% equity interest in OSG for cash consideration of approximately $95,500 (the "OSG Acquisition"). The OSG Acquisition enabled us to extend our Global RIM Business in Russia, Ukraine, Kazakhstan, Belarus, and Armenia. The results of OSG are fully consolidated within our condensed consolidated financial statements from the closing date of the OSG Acquisition. In connection with the OSG Acquisition, our previously held 25% equity investment in OSG was remeasured to fair value at the closing date of the OSG Acquisition; as a result, we recorded a gain of approximately $10,000 during the first quarter of 2020, which is included as a component of Other expense (income), net on our Condensed Consolidated Statements of Operations. The fair value of the 25% equity investment in OSG was determined based on the purchase price of the OSG Acquisition.

On February 17, 2020, in order to enhance our existing operations in the United Arab Emirates, we acquired Glenbeigh Records Management DWC-LLC, a storage and records management company, for total cash consideration of approximately $29,100.
22

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
4.    Acquisitions (Continued)
Purchase Price Allocation

A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2020 acquisitions through September 30, 2020 is as follows:
Nine Months Ended
September 30, 2020
Cash Paid (gross of cash acquired)(1)$124,614 
Fair Value of Investments Applied to Acquisitions27,276 
Total Consideration151,890 
Fair Value of Identifiable Assets Acquired:
Cash6,545 
Accounts Receivable, Prepaid Expenses and Other Assets16,815 
Property, Plant and Equipment(2)43,643 
Customer Relationship Intangible Assets(3)60,846 
Operating Lease Right-of-Use Assets111,251 
Debt Assumed(11,479)
Accounts Payable, Accrued Expenses and Other Liabilities(9,435)
Operating Lease Liabilities(111,251)
Deferred Income Taxes(6,364)
Total Fair Value of Identifiable Net Assets Acquired100,571 
Goodwill Initially Recorded$51,319 


(1)Included in cash paid for acquisitions in our Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2020 is net cash acquired of $6,545 and contingent and other payments of $512 related to acquisitions completed in 2019.
(2)    Consists primarily of leasehold improvements, racking structures and warehouse equipment.
(3)    The preliminary weighted average lives of customer relationship intangible assets associated with acquisitions is seven years.

The preliminary purchase price allocations that are not finalized as of September 30, 2020 primarily relate to the final assessment of the fair values of intangible assets (primarily customer relationship intangible assets), property, plant and equipment (primarily racking structures) and income taxes (primarily deferred income taxes) associated with the acquisitions we closed in 2020. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined, but no later than the one year measurement period, and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition dates. Adjustments recorded during the three and nine months ended September 30, 2020 were not material to our results from operations.
23

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
5.    Debt6. DEBT
Long-term debt is as follows:
 September 30, 2020December 31, 2019
 Debt (inclusive of discount)Unamortized Deferred Financing CostsCarrying AmountFair
Value
Debt (inclusive of discount)Unamortized Deferred Financing CostsCarrying AmountFair
Value
Revolving Credit Facility(1)$172,603 $(9,482)$163,121 $172,603 $348,808 $(12,053)$336,755 $348,808 
Term Loan A(1)218,750 218,750 218,750 228,125 228,125 228,125 
Term Loan B681,315 (6,557)674,758 682,500 686,395 (7,493)678,902 686,890 
Australian Dollar Term Loan (the "AUD Term Loan")226,690 (1,731)224,959 227,602 226,924 (2,313)224,611 228,156 
UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")180,204 (1,393)178,811 180,204 184,601 (1,801)182,800 184,601 
43/8% Senior Notes due 2021 (the "43/8% Notes")(2)
500,000 (2,436)497,564 503,450 
6% Senior Notes due 2023 (the "6% Notes due 2023")(2)600,000 (4,027)595,973 613,500 
53/8% CAD Senior Notes due 2023 (the "CAD Notes")
192,058 (2,071)189,987 199,380 
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)
1,000,000 (6,409)993,591 1,010,625 
3% Euro Senior Notes due 2025 (the "Euro Notes")(2)336,468 (3,462)333,006 345,660 
37/8% GBP Senior Notes due 2025 (the "GBP Notes")
514,867 (4,942)509,925 519,027 527,432 (5,809)521,623 539,892 
53/8% Senior Notes due 2026 (the "53/8% Notes")
250,000 (2,756)247,244 261,641 
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)
1,000,000 (9,954)990,046 1,012,500 1,000,000 (11,020)988,980 1,029,475 
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)
825,000 (8,857)816,143 851,813 825,000 (9,742)815,258 859,598 
5% Senior Notes due 2028 (the "5% Notes")(2)500,000 (5,667)494,333 507,500 
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)
1,000,000 (13,019)986,981 1,012,500 1,000,000 (14,104)985,896 1,015,640 
51/4% Senior Notes due 2030 (the "51/4 Notes due 2030")(2)
1,300,000 (14,792)1,285,208 1,352,000 
41/2% Senior Notes due 2031 (the "41/2% Notes")(2)
1,100,000 (12,970)1,087,030 1,102,750 
55/8% Senior Notes due 2032 (the "55/8% Notes")(2)
600,000 (6,873)593,127 630,000 
Real Estate Mortgages, Financing Lease Liabilities and Other468,906 (215)468,691 468,906 523,671 (406)523,265 523,671 
Accounts Receivable Securitization Program270,600 (168)270,432 270,600 272,062 (81)271,981 272,062 
Mortgage Securitization Program50,000 (873)49,127 50,000 50,000 (982)49,018 50,000 
Total Long-term Debt9,108,935 (97,493)9,011,442  8,751,544 (86,965)8,664,579 
Less Current Portion(392,586)(392,586) (389,013)(389,013) 
Long-term Debt, Net of Current Portion$8,716,349 $(97,493)$8,618,856  $8,362,531 $(86,965)$8,275,566  

24

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
5.    Debt (Continued)
 SEPTEMBER 30, 2021DECEMBER 31, 2020
 
DEBT
(INCLUSIVE OF
DISCOUNT)
UNAMORTIZED
DEFERRED
FINANCING
COSTS
CARRYING
AMOUNT
FAIR
VALUE
DEBT
(INCLUSIVE OF
DISCOUNT)
UNAMORTIZED
DEFERRED
FINANCING
COSTS
CARRYING
AMOUNT
FAIR
VALUE
Revolving Credit Facility(1)
$310,000 $(6,034)$303,966 $310,000 $— $(8,620)$(8,620)$— 
Term Loan A(1)
206,250 — 206,250 206,250 215,625 — 215,625 215,625 
Term Loan B674,540 (5,308)669,232 675,500 679,621 (6,244)673,377 680,750 
Australian Dollar Term Loan (the “AUD Term Loan”)(2)
223,109 (881)222,228 223,557 243,152 (1,624)241,528 244,014 
UK Bilateral Revolving Credit Facility (the “UK Bilateral Facility”)188,431 (874)187,557 188,431 191,101 (1,307)189,794 191,101 
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)
538,374 (4,151)534,223 544,431 546,003 (4,983)541,020 553,101 
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(3)
1,000,000 (8,532)991,468 1,035,000 1,000,000 (9,598)990,402 1,046,250 
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(3)
825,000 (7,676)817,324 861,094 825,000 (8,561)816,439 868,313 
5% Senior Notes due 2028 (the “5% Notes”)(3)
500,000 (4,944)495,056 521,250 500,000 (5,486)494,514 523,125 
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(3)
1,000,000 (11,573)988,427 1,047,500 1,000,000 (12,658)987,342 1,050,000 
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(3)
1,300,000 (13,287)1,286,713 1,376,375 1,300,000 (14,416)1,285,584 1,400,750 
41/2% Senior Notes due 2031 (the “41/2% Notes”)(3)
1,100,000 (11,715)1,088,285 1,111,000 1,100,000 (12,648)1,087,352 1,138,500 
55/8% Senior Notes due 2032 (the “55/8% Notes”)(3)
600,000 (6,292)593,708 642,000 600,000 (6,727)593,273 660,000 
Real Estate Mortgages, Financing Lease Liabilities and Other483,934 (905)483,029 483,934 511,922 (1,086)510,836 511,922 
Accounts Receivable Securitization Program266,400 (449)265,951 266,400 85,000 (152)84,848 85,000 
Total Long-term Debt9,216,038 (82,621)9,133,417  8,797,424 (94,110)8,703,314 
Less Current Portion(319,025)881 (318,144) (193,759)— (193,759) 
Long-term Debt, Net of Current Portion$8,897,013 $(81,740)$8,815,273  $8,603,665 $(94,110)$8,509,555  
(1)Collectively, the credit agreement (the "Credit Agreement")“Credit Agreement”. The Credit Agreement consists of a revolving credit facility (the "Revolving“Revolving Credit Facility"Facility”) and a term loan (the "Term“Term Loan A"A”). The Credit Agreement is scheduled to mature on June 3, 2023. Of the $172,603 of outstanding borrowings under the Revolving Credit Facility as of September 30, 2020, $128,000 was denominated in United States dollars, 3,200 was denominated in Canadian dollars and 36,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $3,202.$3,064. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 20202021 was $1,574,195$1,436,936 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 2.3%1.8% and 1.9% as of September 30, 2021 and December 31, 2020, andrespectively.
(2)The AUD Term Loan is scheduled to mature on September 22, 2022, at which point all obligations become due. The full amount of the average interest rateAUD Term Loan is classified within the current portion of long-term debt in effect under the Revolving Credit Facilityour Condensed Consolidated Balance Sheet as of September 30, 2020 was 2.9%.2021.
(2)(3)Collectively, the "Parent Notes"“Parent Notes”.

See Note 46 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of September 30, 20202021 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 20192020 (which are disclosed in our Annual Report).

June 2020 Offerings

On June 22, 2020, IMI completed private offerings of (i) $500,000 in aggregate principal amount of the 5% Notes, (ii) $1,300,000 in aggregate principal amount of the 51/4% Notes due 2030 and (iii) $600,000 in aggregate principal amount of the 55/8% Notes (collectively, the "June 2020 Offerings"). The 5% Notes, the 51/4% Notes due 2030 and the 55/8% Notes were issued at 100.000% of par. The total net proceeds of approximately $2,376,000 from the June 2020 Offerings, after deducting the initial purchasers' commissions, were used to redeem all of the 43/8% Notes, the 6% Notes due 2023 and the 53/4% Notes and to repay a portion of the outstanding borrowings under the Revolving Credit Facility.

On June 29, 2020, we redeemed all of the $500,000 in aggregate principal outstanding of the 43/8% Notes at 100.000% of par and all of the $600,000 in aggregate principal outstanding of the 6% Notes due 2023 at 102.000% of par, plus, in each case, accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of $17,040 to Other expense (income), net during the second quarter of 2020 related to the early extinguishment of this debt, representing the call premium associated with the early redemption of the 6% Notes due 2023, as well as a write-off of unamortized deferred financing costs associated with the early redemption of the 43/8% Notes and the 6% Notes due 2023.

On July 2, 2020, we redeemed all of the $1,000,000 in aggregate principal outstanding of the 53/4% Notes at 100.958% of par, plus accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of $15,310 to Other expense (income), net during the third quarter of 2020 related to the early extinguishment of this debt, representing the call premium and write-off of unamortized deferred financing fees.

August 2020 Offering

On August 18, 2020, IMI completed a private offering of $1,100,000 in aggregate principal amount of the 41/2% Notes. The 41/2% Notes were issued at 100.000% of par. The total net proceeds of approximately $1,089,000 from the issuance of the 41/2% Notes, after deducting the initial purchasers' commissions, were used to redeem all of the CAD Notes, the Euro Notes, and the 53/8% Notes and to repay a portion of the outstanding borrowings under the Revolving Credit Facility.

25
22IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
5.    Debt (Continued)6. DEBT (CONTINUED)
On August 21, 2020, we redeemed all of the 250,000 CAD in aggregate principal outstanding of the CAD Notes at 104.031% of par, 300,000 Euro in aggregate principal outstanding of the Euro Notes at 101.500% of par and $250,000 in aggregate principal outstanding of the 53/8% Notes at 106.628% of par, plus, in each case accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of $35,950 to Other expense (income), net during
UK BILATERAL REVOLVING CREDIT FACILITY
On May 25, 2021, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") entered into an amendment to the UK Bilateral Facility with Barclays Bank PLC to (i) modify the interest rate from LIBOR plus 2.25% to LIBOR plus 2.0% (with flexibility built in for the expected transition away from LIBOR) and (ii) add an additional option to extend the maturity date by one year. After this amendment, the UK Bilateral Facility contains 2 one-year options that allow us to extend the maturity date beyond the September 23, 2022 expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the one-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
MAXIMUM AMOUNT
£140,000

OPTIONAL ADDITIONAL
COMMITMENTS
£125,000

INTEREST RATE
2.1%
As of September 30, 2021
ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM
On June 28, 2021, we entered into an amendment to the Accounts Receivable Securitization Program to extend the maturity date from July 30, 2021 to July 1, 2023, at which point all obligations become due. The interest rate under the amended Accounts Receivable Securitization Program is LIBOR plus 1.0%. The full amount outstanding under the Accounts Receivable Securitization Program is classified within long-term debt, net of current portion at September 30, 2021 and within current portion of long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheets. There were no other changes to the terms of the Accounts Receivable Securitization Program described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
OUTSTANDING BORROWINGS
$266,400

INTEREST RATE
1.1%
As of September 30, 2021

CASH POOLING
During the third quarter of 2020 related2021, certain of our subsidiaries in the Asia Pacific region began to the early extinguishment of the CAD Notes, the Euro Notes and the 53/8% Notes, representing the call premiums and write off unamortized deferred financing costs associated with the early redemption of these debt instruments.

Accounts Receivable Securitization Program

On March 31, 2020, we amended the Accounts Receivable Securitization Program to (i) increase the maximum amount available from $275,000 to $300,000 and (ii) extend the maturity date from July 30, 2020 to July 30, 2021, at which point all obligations become due. The full amount outstanding under the Accounts Receivable Securitization Program is classified within the current portion of long-term debtparticipate in our Condensed Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

Cash Pooling

We currently utilize 2 separate cash pooling arrangements with JP Morgan Chase Bank, N.A. (“JPM”), 1 of which we utilize to manage global liquidity requirements for our qualified REIT subsidiariesQRSs in the Asia Pacific region (the "QRS“JPM QRS Cash Pool") and the other for our taxable REIT subsidiariesTRSs in the Asia Pacific region (the "TRS"JPM TRS Cash Pool") (collectively, the “JPM Cash Pools”). Under the JPM Cash Pools, cash deposited by participating subsidiaries with JPM is pledged as security against the debit balances of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Condensed Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in the JPM Cash Pools. We have executed overdraft facility agreements for the JPM QRS Cash Pool and the JPM TRS Cash Pool in amounts not to exceed $12,000 and $10,000, respectively. Each overdraft facility permits us to cover a temporary net debit position in the applicable pool.
In addition to the JPM Cash Pools, we also utilize 2 separate cash pooling arrangements with Bank Mendes Gans ("BMG"), 1 of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detail in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q23

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
6. DEBT (CONTINUED)
The approximate amount of the net cash position for our QRS Cash Pool and the TRS Cash Poolcash pools and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 20202021 and December 31, 20192020 are as follows:
September 30, 2020December 31, 2019
 Gross Cash PositionOutstanding Debit BalancesNet Cash PositionGross Cash PositionOutstanding Debit BalancesNet Cash Position
QRS Cash Pool$573,600 $(573,000)$600 $372,100 $(369,000)$3,100 
TRS Cash Pool363,800 (362,600)1,200 319,800 (301,300)18,500 

SEPTEMBER 30, 2021DECEMBER 31, 2020
 
GROSS CASH
POSITION
OUTSTANDING
DEBIT BALANCES
NET CASH
POSITION
GROSS CASH
POSITION
OUTSTANDING
DEBIT BALANCES
NET CASH
POSITION
BMG QRS Cash Pool$566,100 $(562,400)$3,700 $448,700 $(447,400)$1,300 
BMG TRS Cash Pool579,300 (578,300)1,000 555,500 (553,500)2,000 
JPM QRS Cash Pool4,200 (2,300)1,900 — — — 
JPM TRS Cash Pool5,200 (4,700)500 — — — 
The net cash position balances as of September 30, 20202021 and December 31, 20192020 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets.

Letters of Credit

LETTERS OF CREDIT
As of September 30, 2020,2021, we had outstanding letters of credit totaling $34,761,$36,506, of which $3,202$3,064 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between October 20202021 and January 2033.March 2025.

Debt Covenants

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

26

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
5.    Debt (Continued)
The Credit Agreement uses EBITDAR-based calculations and the bond indentures use EBITDA-based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The bond indentureEBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of September 30, 20202021 and December 31, 2019.2020. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition.
7. COMMITMENTS AND CONTINGENCIES
We are involved in litigation from time to time in the ordinary course of business, including litigation arising from damage to customer assets in our facilities caused by fires and other natural disasters. While the outcome of such litigation is inherently uncertain, we do not believe any current litigation will have a material adverse effect on our consolidated financial condition, results of operations or cash flows.
We have estimated a reasonably possible range for all loss contingencies and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $26,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.

6.    Segment
24IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information

IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
8. STOCKHOLDERS' EQUITY MATTERS
In fiscal year 2020 and the nine months ended September 30, 2021, our board of directors declared the following dividends:
DECLARATION DATEDIVIDEND
PER SHARE
RECORD DATETOTAL
AMOUNT
PAYMENT DATE
February 13, 2020$0.6185 March 16, 2020$178,047 April 6, 2020
May 5, 20200.6185 June 15, 2020178,212 July 2, 2020
August 5, 20200.6185 September 15, 2020178,224 October 2, 2020
November 4, 20200.6185 December 15, 2020178,290 January 6, 2021
February 24, 20210.6185 March 15, 2021178,569 April 6, 2021
May 6, 20210.6185 June 15, 2021179,026 July 6, 2021
August 5, 20210.6185 September 15, 2021179,080 October 6, 2021
On November 4, 2021, we declared a dividend to our stockholders of record as of December 15, 2021 of $0.6185 per share, payable on January 6, 2022.
9. SEGMENT INFORMATION
Our 3 reportable operating segments as of December 31, 20192020 are described in Note 910 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows:

Global Records and Information Management ("(“Global RIM"RIM”) Business
Global Data Center Business
Corporate and Other Business

The operations associated with acquisitions completed during the first nine months of 20202021 have been incorporated into our existing reportable operating segments.

An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2021 and 2020 is as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
20202019202020192021202020212020
Global RIM BusinessGlobal RIM BusinessGlobal RIM Business
Total RevenuesTotal Revenues$921,773 $949,564 $2,755,294 $2,850,303 Total Revenues$995,577 $921,773 $2,955,803 $2,755,294 
Adjusted EBITDAAdjusted EBITDA393,883 395,181 1,169,671 1,156,596  Adjusted EBITDA442,798 393,883 1,281,668 1,169,671 
Global Data Center BusinessGlobal Data Center BusinessGlobal Data Center Business
Total RevenuesTotal Revenues$72,814 $64,418 $206,939 $188,245 Total Revenues$88,587 $72,814 $236,672 $206,939 
Adjusted EBITDAAdjusted EBITDA33,359 32,261 94,812 85,913 Adjusted EBITDA35,097 33,359 98,961 94,812 
Corporate and Other BusinessCorporate and Other BusinessCorporate and Other Business
Total RevenuesTotal Revenues$42,060 $48,242 $125,384 $144,446 Total Revenues$45,984 $42,060 $139,469 $125,384 
Adjusted EBITDAAdjusted EBITDA(57,195)(51,741)(188,475)(191,360) Adjusted EBITDA(60,126)(51,230)(176,664)(163,010)
Total ConsolidatedTotal ConsolidatedTotal Consolidated
Total RevenuesTotal Revenues$1,036,647 $1,062,224 $3,087,617 $3,182,994 Total Revenues$1,130,148 $1,036,647 $3,331,944 $3,087,617 
Adjusted EBITDAAdjusted EBITDA370,047 375,701 1,076,008 1,051,149 Adjusted EBITDA417,769 376,012 1,203,965 1,101,473 

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IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q25

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
6.    Segment Information (Continued)9. SEGMENT INFORMATION (CONTINUED)
During the fourth quarter of 2020, we changed our definition of Adjusted EBITDA to (a) exclude stock-based compensation expense and (b) include our share of Adjusted EBITDA from our unconsolidated joint ventures. All prior periods have been recast to conform to these changes. We now define Adjusted EBITDA for each segment is defined as net income (loss) from continuing operations before interest expense, net, provision (benefit) for income taxes, depreciation and amortization (inclusive of our share of Adjusted EBITDA from our unconsolidated joint ventures), and also excludesexcluding certain items that we do not believe are notto be indicative of our core operating results, specifically: (1) (gain) loss on disposal/write-down of property, plant and equipment, net (including real estate); (2) intangible impairments; (3) other expense (income), net (which includes foreign currency transaction (gains) losses, net, and debt extinguishment expense); (4) Significant Acquisition Costs; (5) Restructuring Charges (as defined in Note 10); and (6) COVID-19 Costs (as defined below).
EXCLUDED
Acquisition and Integration Costs
Other (income) expense, net
Restructuring Charges
Stock-based compensation expense
Intangible impairments
COVID-19 Costs (as defined below)
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)
Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocatingallocated resources to, our operating segments.

A reconciliation of Net Income (Loss) from Continuing Operations to Adjusted EBITDA on a consolidated basis for the three and nine months ended September 30, 20202021 and 20192020 is as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Income (Loss) from Continuing Operations$38,562 $108,284 $96,341 $231,107 
Add/(Deduct):
Provision (Benefit) for Income Taxes13,934 21,928 33,304 43,127 
Other Expense (Income), Net83,465 (13,415)66,439 (13,397)
Interest Expense, Net104,303 106,677 313,408 314,427 
(Gain) Loss on disposal/write-down of property, plant and equipment, net(75,840)(9,284)(78,170)(17,087)
Depreciation and amortization157,252 157,561 483,686 484,375 
Significant Acquisition Costs3,950 8,597 
Restructuring Charges48,371 128,715 
COVID-19 Costs(1)9,285 
Intangible impairments23,000 
Adjusted EBITDA$370,047 $375,701 $1,076,008 $1,051,149 
_______________________________________________________________
 THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Net Income (Loss)$68,111 $38,562 $391,264 $96,341 
Add/(Deduct):
Interest expense, net103,809 104,303 313,451 313,408 
Provision (benefit) for income taxes28,017 13,934 153,073 33,304 
Depreciation and amortization174,818 157,252 507,145 483,686 
Acquisition and Integration Costs1,138 — 3,415 — 
Restructuring Charges50,432 48,371 129,686 128,715 
Intangible impairments— — — 23,000 
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)(935)(75,840)(134,321)(78,170)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(21,517)81,190 (209,001)59,398 
Stock-based compensation expense(1)
12,644 8,065 45,913 32,056 
COVID-19 Costs(2)
— — — 9,285 
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures1,252 175 3,340 450 
Adjusted EBITDA$417,769 $376,012 $1,203,965 $1,101,473 
(1) Stock-based compensation expense related to Project Summit is included within Restructuring Charges for the three and nine months ended September 30, 2021 and 2020.
(2)Costs that are incremental and directly attributable to the COVID-19 pandemic which are not expected to recur once the pandemic ends ("COVID-19 Costs"). For the nine months ended September 30, 2020, approximately $7,600 and $1,600 of COVID-19 Costs are included within Cost of Sales and Selling, general and administrative expenses, respectively, on our Condensed Consolidated Statement of Operations. These costs include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other direct costs.



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26IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
6.    Segment Information (Continued)9. SEGMENT INFORMATION (CONTINUED)
Information as to our revenues by product and service lines by segment for the three and nine months ended September 30, 20202021 and 20192020 are as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED SEPTEMBER 30,
20202019202020192021202020212020
Global RIM BusinessGlobal RIM BusinessGlobal RIM Business
Records Management(1)$712,182 $717,570 $2,118,767 $2,135,273 
Data Management(1)121,936 129,451 367,093 391,400 
Information Destruction(1)(2)87,655 102,543 269,434 323,630 
Data Center
Total Revenues$921,773 $949,564 $2,755,294 $2,850,303 
Records Management(1)
Records Management(1)
$767,059 $712,182 $2,285,000 $2,118,767 
Data Management(1)
Data Management(1)
115,261 121,936 351,914 367,093 
Information Destruction(1)(2)
Information Destruction(1)(2)
113,257 87,655 318,889 269,434 
Data Center(1)
Data Center(1)
— — — — 
Global Data Center BusinessGlobal Data Center BusinessGlobal Data Center Business
Records Management(1)$$$$
Data Management(1)
Information Destruction(1)(2)
Data Center72,814 64,418 206,939 188,245 
Total Revenues$72,814 $64,418 $206,939 $188,245 
Records Management(1)
Records Management(1)
$— $— $— $— 
Data Management(1)
Data Management(1)
— — — — 
Information Destruction(1)(2)
Information Destruction(1)(2)
— — — — 
Data Center(1)
Data Center(1)
88,587 72,814 236,672 206,939 
Corporate and Other BusinessCorporate and Other BusinessCorporate and Other Business
Records Management(1)$25,720 $32,034 $75,675 $98,509 
Data Management(1)16,340 16,208 49,709 45,937 
Information Destruction(1)(2)
Data Center
Total Revenues$42,060 $48,242 $125,384 $144,446 
Records Management(1)
Records Management(1)
$30,453 $25,720 $91,461 $75,675 
Data Management(1)
Data Management(1)
15,531 16,340 48,008 49,709 
Information Destruction(1)(2)
Information Destruction(1)(2)
— — — — 
Data Center(1)
Data Center(1)
— — — — 
Total ConsolidatedTotal ConsolidatedTotal Consolidated
Records Management(1)$737,902 $749,604 $2,194,442 $2,233,782 
Data Management(1)138,276 145,659 416,802 437,337 
Information Destruction(1)(2)87,655 102,543 269,434 323,630 
Data Center72,814 64,418 206,939 188,245 
Total Revenues$1,036,647 $1,062,224 $3,087,617 $3,182,994 
Records Management(1)
Records Management(1)
$797,512 $737,902 $2,376,461 $2,194,442 
Data Management(1)
Data Management(1)
130,792 138,276 399,922 416,802 
Information Destruction(1)(2)
Information Destruction(1)(2)
113,257 87,655 318,889 269,434 
Data Center(1)
Data Center(1)
88,587 72,814 236,672 206,939 

(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.

10. RELATED PARTIES


29

Table of Contents
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
7.    Commitments and Contingencies

We are involvedOctober 2020, in litigation from time to time inconnection with the ordinary course of business. A portionformation of the defense and/or settlement costsFrankfurt JV, we entered into agreements whereby we will earn various fees, including property management and construction and development fees, for services we are providing to the Frankfurt JV (the “Frankfurt JV Agreements”). Revenues and expenses associated with such litigation is covered by various commercial liability insurance policies purchased by usthe Frankfurt JV Agreements are presented as a component of our Global Data Center Business segment. During the three and in limited cases, indemnification from third parties. There have been no material updates tonine months ended September 30, 2021, we recognized revenue of approximately $1,200 and $3,100, respectively, associated with the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report, and we continue to 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 believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $5,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangements.

8.    Stockholders' Equity Matters

Frankfurt JV Agreements.
In fiscal yearMarch 2019, and the first nine months of 2020, our board of directors declared the following dividends:
Declaration DateDividend
Per Share
Record DateTotal
Amount
Payment Date
February 7, 2019$0.6110 March 15, 2019$175,242 April 2, 2019
May 22, 20190.6110 June 17, 2019175,389 July 2, 2019
July 26, 20190.6110 September 16, 2019175,434 October 2, 2019
October 31, 20190.6185 December 16, 2019177,687 January 2, 2020
February 13, 20200.6185 March 16, 2020178,047 April 6, 2020
May 5, 20200.6185 June 15, 2020178,212 July 2, 2020
August 5, 20200.6185 September 15, 2020178,224 October 2, 2020

On November 4, 2020, we declared a dividend to our stockholders of record as of December 15, 2020 of $0.6185 per share, payable on January 6, 2021.

9.     Related Parties

Inin connection with the formation of the MakeSpace JV, we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the “MakeSpace Agreement”). Revenues and expenses associated with the MakeSpace Agreement are presented as a component of our Global RIM Business segment. We recognized revenue of approximately $9,300 and $24,900 for the three and nine months ended September 30, 2021, respectively, and $8,400 and $22,300 of revenue for the three and nine months ended September 30, 2020, respectively, and approximately $7,300 and $15,200 of revenue for the three and nine months ended September 30, 2019, respectively, associated with the MakeSpace Agreement.

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IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q27

Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)(CONTINUED)
(In Thousands, Except Sharethousands, except share and Per Share Data)
per share data) (Unaudited)
10.    Project Summit11. PROJECT SUMMIT
In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives (“Project Summit”). Since Project Summit was announced,As a result of the program, we expect to reduce the number of positions at vice president and above by approximately 45%. The total program is expected to reduce our total managerial and administrative workforce by approximately 700 positions by the end of 2021. We have also reduced our services and operations workforce. As of September 30, 2021, we have identified additional opportunities to streamlinecompleted approximately 95% of our business and operations, as well as accelerated the timing of certain opportunities previously identified. Such opportunities include leveraging new technology solutions to enable us to modernize our service delivery model and more efficiently utilize our fleet, labor and real estate, which has broadened the initial scope of Project Summit.planned workforce reductions. The activities associated with Project Summit began in the fourth quarter of 2019 and are expected to be substantially complete by the end of 2021.

Including the expanded scope of Project Summit, weWe estimate that the implementation of Project Summit will result in total costs of approximately $450,000, which includes (1) operating expenditures (“Restructuring Charges”) of approximately $450,000 that primarily consist of: (i)(1) employee severance costs; (ii)(2) internal costs associated with the development and implementation of Project Summit initiatives; (iii)(3) professional fees, primarily related to third party consultants who are assisting with the design and execution of various initiatives as well as project management activities and (iv)(4) system implementation and data conversion costs, and (2) capital expenditures. For the three and nine months ended September 30, 2020, Restructuring Charges primarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees.

costs.
Restructuring Charges included in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020, and from the inception of Project Summit through September 30, 2021, are as follows:
 THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED SEPTEMBER 30,FROM THE INCEPTION
OF PROJECT SUMMIT
THROUGH
SEPTEMBER 30, 2021
2021202020212020
Employee severance costs$6,797 $13,579 $14,526 $31,229 $82,725 
Professional fees and other costs43,635 34,792 115,160 97,486 289,954 
Restructuring Charges$50,432 $48,371 $129,686 $128,715 $372,679 
Restructuring Charges by segment for the three and nine months ended September 30, 2021 and 2020, and from the inception of Project Summit through September 30, 20202021, are as follows:
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED SEPTEMBER 30,FROM THE INCEPTION
OF PROJECT SUMMIT
THROUGH
SEPTEMBER 30, 2021
Three Months Ended
September 30, 2020
Nine Months Ended
September 30, 2020
From the inception of Project Summit through
September 30, 2020
2021202020212020
Global RIM BusinessGlobal RIM Business$16,183 $37,245 $59,145 Global RIM Business$11,362 $16,183 $27,528 $37,245 $116,568 
Global Data Center BusinessGlobal Data Center Business296 986 1,292 Global Data Center Business1,285 296 2,922 986 4,860 
Corporate and Other BusinessCorporate and Other Business31,892 90,484 116,875 Corporate and Other Business37,785 31,892 99,236 90,484 251,251 
Restructuring ChargesRestructuring Charges$48,371 $128,715 $177,312 Restructuring Charges$50,432 $48,371 $129,686 $128,715 $372,679 
28IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q


Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
11. PROJECT SUMMIT (CONTINUED)
A rollforward of the accrued Restructuring Charges, which is included as a component of Accrued expenses and other current liabilities in our Condensed Consolidated Balance Sheet, for the nine months endedSheets, from December 31, 2019 through September 30, 20202021, is as follows:
EMPLOYEE SEVERANCE COSTSPROFESSIONAL FEES AND OTHERTOTAL ACCRUED RESTRUCTURING CHARGES
Balance as of December 31, 2019$4,823 $12,954 $17,777 
Amounts accrued47,349 147,047 194,396 
Payments(32,455)(136,222)(168,677)
Other, including currency translation adjustments(3,439)(4)(3,443)
Balance as of December 31, 202016,278 23,775 40,053 
Amounts accrued14,525 115,161 129,686 
Payments(20,771)(112,714)(133,485)
Other, including currency translation adjustments(939)— (939)
Balance as of September 30, 2021$9,093 $26,222 $35,315 
Balance as of December 31, 2019(1)$17,777 IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Amounts accrued128,715 
Payments(97,646)
Other, including currency translation adjustments(3,604)
Balance as of September 30, 2020(2)$45,242 29

(1)    Accrued Restructuring Charges at December 31, 2019 consist of approximately $13,000 of accrued professional fees and approximately $4,800 of accrued employee severance costs.
(2)    Accrued Restructuring Charges at September 30, 2020 consist of approximately $33,400 of accrued professional fees and approximately $11,800 of accrued employee severance costs.

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Table of Content
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In Thousands, Except Share and Per Share Data)
(Unaudited)
11.    Subsequent Events

On October 1, 2020, we formed a joint venture (the “Frankfurt JV Transaction”) with AGC Equity Partners (“AGC”) to design and develop a 280,000 square foot, 27 megawatt, hyperscale data center currently under development in Frankfurt, Germany (the “Frankfurt JV”). AGC acquired an 80% equity interest in the Frankfurt JV, while we retained a 20% equity interest (the “Frankfurt JV Investment”). The total cash consideration for the 80% equity interest sold to AGC was approximately $100,000. The substantial majority of the consideration was received upon the closing of the Frankfurt JV, and we are entitled to receive an additional approximately $10,000 upon the completion of development of the data center, which we expect to occur in the second quarter of 2021. In connection with the Frankfurt JV Transaction, we also entered into agreements whereby we will earn various fees, including property management and construction and development fees, for services we are providing to the Frankfurt JV.

The assets included in the Frankfurt JV Transaction have a carrying value of approximately $100,000 at September 30, 2020, and are primarily land and land development assets which are included within our Global Data Center Business segment. The assets are classified as held for sale and are included within Other, a component of Other assets, net in our Condensed Consolidated Balance Sheet at September 30, 2020.

We will account for the Frankfurt JV Investment as an equity method investment, and the carrying value will be presented as a component of Other within Other assets, net in our Consolidated Balance Sheet beginning in the fourth quarter of 2020. During the fourth quarter of 2020, we expect to recognize a gain of approximately $25,000 associated with the Frankfurt JV Transaction, representing the excess of the fair value of the consideration received over the carrying value of the assets. The gain remains subject to customary closing adjustments. At the closing date of the Frankfurt JV Transaction, the fair value of our Frankfurt JV Investment was approximately $25,000.


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Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED

ItemITEM 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsMANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations for the three and nine months ended September 30, 20202021 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three and nine months ended September 30, 2020,2021, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, 2019,2020, included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission ("SEC"(“SEC”) on February 13, 202024, 2021 (our "Annual Report"“Annual Report”).
FORWARD-LOOKING STATEMENTS
We have made statements in this Quarterly Report on Form 10-Q (this "Quarterly Report"“Quarterly Report”) that constitute "forward-looking“forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements concern our operations, economic performance, financial condition, goals, beliefs, future growth strategies, investment objectives, plans and current expectations, such as our (1) expectations and assumptions regarding the possible impact fromof the COVID-19 (as defined below) pandemic on us and our customers, including on our businesses, financial position, results of operations and cash flows, (2) commitment to future dividend payments, (3) expected change in volume of records stored with us, (4) expected organic revenue growth, including 2021 consolidated organic storage rental revenue growth rate and the goodwill associated withconsolidated organic total revenue growth rate, (5) expectations that profits will increase in our reporting units, (2)growth portfolio, including our higher-growth markets, and that our growth portfolio will become a larger part of our business over time, (6) expectations related to our revenue management programs and continuous improvement initiatives, (7) expectations related to monetizing our owned industrial real estate assets as part of our capital recycling program, (8) expected ability to identify and complete acquisitions and other investments, including joint ventures, and drive returns on invested capital, (9) anticipated capital expenditures, (10) expected benefits, costs and actions related to, and timing of, Project Summit (as defined and discussed below), (3) anticipated capital expenditures and possible funding sources, (4) expected total consolidated revenue declines in 2020 and (5)(11) other forward-looking statements related to our business, results of operations and financial condition. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors, and you should not rely upon them except as statements of our present intentions and of our present expectations, which may or may not occur. When we use words such as "believes," "expects," "anticipates," "estimates"“believes,” “expects,” “anticipates,” “estimates”, “plans", “intends" or similar expressions, we are making forward-looking statements. Although we believe that our forward-looking statements are based on reasonable assumptions, our expected results may not be achieved, and actual results may differ materially from our expectations. In addition, important factors that could cause actual results to differ from expectations include, among others:
the severity and duration of the COVID-19 pandemic and its effects on the global economy, including its effects on us, the markets we serve and our customers and the third parties with whom we do business within those markets;
our ability to execute on Project Summit and the potential impacts of Project Summit on our ability to retain and recruit employees and execute on our strategic growth plan;employees;
our ability to remain qualified for taxation as a real estate investment trust for United States federal income tax purposes ("REIT"(“REIT”);
changes in customer preferences and demand for our storage and information management services, including as a result of the adoption ofshift from paper and tape storage to alternative technologies and shifts to storage of data through non-paper based technologies;that require less physical space;
our ability or inability to execute our strategic growth plan, including our ability to invest according to plan, incorporate new digital information technologies into our offerings, achieve satisfactory returns on new product offerings, continue our revenue management, expand internationally, complete acquisitions on satisfactory terms, integrate acquired companies efficiently and grow our business through joint ventures;
changes in the amount of our capital expenditures;
our ability to raise debt or equity capital and changes in the cost of our debt;
the costcosts of complying with, and our ability to comply with, laws, regulations and customer demands, including those relating to data security and privacy issues, as well as fire and safety and environmental standards;
the impact of litigation or disputes that may arise in connection with incidents in which we fail to protect our customers'customers’ information or our internal records or information technology (“IT”) systems and the impact of such incidents on our reputation and ability to compete;
changes in the price for our storage and information management services relative to the cost of providing such storage and information management services;
changes in the political and economic environments in the countries in which our international subsidiaries operate and changes in the global political climate;climate, particularly as we consolidate operations and move records and data across borders;
30IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
our ability to comply with our existing debt obligations and restrictions in our debt instruments;
the impact of service interruptions or equipment damage and the cost of power on our data center operations;
the cost or potential liabilities associated with real estate necessary for our business;
the performancefailures in our adoption of business partners upon whom we depend for technical assistance or management expertise;new IT systems;
unexpected events, including those resulting from climate change, could disrupt our operations and adversely affect our reputation and results of operations;
other trends in competitive or economic conditions affecting our financial condition or results of operations not presently contemplated; and
the other risks described in our periodic reports filed with the SEC, including under the caption "Risk Factors"“Risk Factors” in Part I, Item 1A of our Annual Report and in Part II, Item 1A of our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 (the "March 31, 2020 Quarterly Report").Report.
Except as required by law, we undertake no obligation to update any forward-looking statements appearing in this report.
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Part I. Financial Information
Overview

OVERVIEW
The following discussions set forth, for the periods indicated, management's discussion and analysis of financial condition and results of operations. Significant trends and changes are discussed for the three and nine months ended September 30, 20202021 within each section. Trends and changes that are consistent withfor both the three and nine month periods are not repeated and are discussed on a year to date basis only.

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

In January 2020, the World Health Organization declared a novel strain of coronavirus ("COVID-19") a pandemic. This resulted in U.S. federal, state and local and foreign governments and private entities mandating various restrictions, including travel restrictions, restrictions on public gatherings, stay-at-home orders and advisories. In response, we temporarily closed certain of our offices and facilities across the world and implemented certain travel restrictions for our employees. The preventative and protective actions that governments have ordered, or we have implemented as an organization, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. While we have broad geographic and customer diversification with operations in approximately 50 countries, and no single customer accounting for more than 1% of our revenue during the nine months ended September 30, 2020, COVID-19 is a global pandemic impacting numerous industries and geographies. While we do not currently believe that the implications of the COVID-19 pandemic have had a material adverse impact on our ability to collect our accounts receivable, global economic conditions related to the COVID-19 pandemic may have a material adverse effect on our customers, which could impact our future ability to collect our accounts receivable. We continue to monitor the credit worthiness of our customers and customer payment trends, as well as the related impact on our liquidity.

We have taken certain actions during the nine months ended September 30, 2020 to manage our costs and capital expenditures, including, but not limited to: (i) the termination of nearly all of our temporary and contract workers; (ii) reductions in our full-time and part-time work forces; (iii) temporary furloughs, reduced hours or other temporary reduction measures; (iv) the deferral of certain previously planned non-essential capital investments and (v) the implementation of a temporary freeze on future acquisitions. We can provide no assurance that the cost savings measures we have taken, or may take in future periods, will be sufficient to offset any future service level declines, and we continue to evaluate the need for these cost saving measures and additional cost saving measures as additional information regarding the COVID-19 pandemic and the related economic downturn become known. We have incurred certain costs due to the COVID-19 pandemic which are direct, incremental and not expected to recur once the pandemic ends, which include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other direct costs. We have excluded these costs in calculating our various non-GAAP measures (as described below).

Project Summit
Compelling Adjusted EBITDA BenefitsImplementation Details
~$375M
Expected annual run-rate
benefits realized exiting 2021

Project Summit began in Q4 2019 and is expected to be substantially complete by the end of 2021
Cost to implement is estimated to be ~$450M
In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives ("(“Project Summit"Summit”). Since Project Summit was announced,As a result of the program, we expect to reduce the number of positions at vice president and above by approximately 45%. The total program is expected to reduce our total managerial and administrative workforce by approximately 700 positions by the end of 2021. We have also reduced our services and operations workforce. As of September 30, 2021, we have identified additional opportunities to streamlinecompleted approximately 95% of our business and operations, as well as accelerated the timing of certain opportunities previously identified. Such opportunities include leveraging new technology solutions to enable us to modernize our service delivery model and more efficiently utilize our fleet, labor and real estate, which has broadened the initial scope of Project Summit.planned workforce reductions.

The activities associated with Project Summit began in the fourth quarter of 2019 and are expected to be substantially complete by the end of 2021. We expect the total program benefits associated with Project Summit to be fully realized exiting 2021. Including the expanded scope of Project Summit described above, we estimateWe expect that Project Summit will improve annual Adjusted EBITDA (as defined below) by approximately $375.0 million exiting 2021. In addition, we expect Project Summit to improve annual Adjusted EBITDA by approximately $165.0 million in 2020. We will continue to evaluate our overall operating model, as well as various opportunities and initiatives, including those associated with real estate consolidation, system implementation and process changes, which could result in the identification and implementation of additional actions associated with Project Summit and incremental costs and benefits.
Exiting 2021
irm-20210930_g4.jpg
$375 million
(expected)

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32IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
Including the expanded scope of Project Summit described above, we
We estimate that the implementation of Project Summit will result in total costsoperating expenditures (“Restructuring Charges”) of approximately $450.0 million of which we expect to incur approximately $200.0 million in 2020. These costs include (1) operating expenditures ("Restructuring Charges") that primarily consist of: (i)(1) employee severance costs; (ii)(2) internal costs associated with the development and implementation of Project Summit initiatives; (iii)(3) professional fees, primarily related to third party consultants who are assisting with the design and execution of various initiatives as well as project management activities and (iv)(4) system implementation and data conversion costs, and (2) capital expenditures.costs. The following table presents (in thousands) the total costsRestructuring Charges related to Project Summit comprised of Restructuring Charges (primarilyprimarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees) and capital expenditures for both the three and nine months ended September 30, 2020 andfees from the inception of Project Summit through September 30, 2020.2021, and for the three and nine months ended September 30, 2021:
 For the Three
Months Ended September 30, 2020
For the Nine
Months Ended September 30, 2020
From the inception of Project Summit through
September 30, 2020
Restructuring Charges$48,371 $128,715 $177,312 
Capital Expenditures associated with Project Summit2,567 4,672 4,672 
Total$50,938 $133,387 $181,984 
TOTAL
From the Inception of Project Summit through September 30, 2021
$372,679$372.7 million

For the Three Months Ended September 30, 2021
$50,432$50.4 million
For the Nine Months Ended September 30, 2021
$129,686$129.7 million
We have also incurred approximately $6.6 million and $16.6 million in capital expenditures related to Project Summit during the three and nine months ended September 30, 2021 and approximately $26.7 million from the inception of Project Summit through September 30, 2021.
See Note 1011 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for more information on the Restructuring Charges.

DIVESTMENTS
During the fourth quarter of 2019,On June 7, 2021, as a result of the realignment of our global managerial structure and changes to our internal financial reporting associated with Project Summit, we reassessed the composition of our reportable operating segments and reporting units, as discusseddisclosed in Note 2.h.4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report, we sold our Annual Report.Intellectual Property Management ("IPM") business, also known as our technology escrow services business, which we predominantly operated in the United States, for total gross consideration of approximately $216.6 million (the “IPM Divestment”). As a result of these changes, previously reported segment information has been restated to conform to the current presentation.

Change in Presentation

We have historically classified our Significant Acquisition Costs (as defineddescribed in Note 2.x.4 to Notes to Condensed Consolidated Financial Statements included in our Annual Report)this Quarterly Report, the IPM Divestment does not meet the criteria to be reported as components of Selling, general and administrative expenses and Cost of sales. Beginning in the fourth quarter of 2019, we present Significant Acquisition Costs as its own line item within Operating Expensesdiscontinued operations in our Condensed Consolidated Statementscondensed consolidated financial statements. Our IPM business represented approximately $0.0 million and $14.2 million of Operations. The prior periods have been conformed to this presentation.

All Significant Acquisition Costs were incurred by December 31, 2019. Significant Acquisition Coststotal revenues and approximately $0.0 million and $6.8 million of total net income for the three and nine months ended September 30, 2019 were2021, respectively. Our IPM business represented approximately $4.0$8.2 million and $8.6$24.7 million of total revenues and approximately $4.4 million and $14.1 million of total net income for the three and nine months ended September 30, 2020, respectively.
CHANGES IMPACTING COMPARABILITY WITH PRIOR YEAR
During the fourth quarter of 2020, we made changes to the definitions of the following non-GAAP measures: Adjusted EBITDA, Adjusted EPS, FFO (Nareit) and FFO (Normalized) (each as defined below). These changes were implemented to align our definitions more closely with our peers. All prior periods have been recast to conform to these changes.

Non-GAAP Measures
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q33

Part I. Financial Information
GENERAL
RESULTS OF OPERATIONS - KEY TRENDS

In spite of the COVID-19 pandemic, we have experienced relatively steady volume in our Global RIM Business segment, with organic storage rental revenue growth driven primarily by revenue management. We expect organic storage rental revenue growth to benefit from revenue management and volume, which we expect will be flat to slightly positive when compared to the prior year. We expect low single digit organic storage rental revenue growth for the remainder of 2021.
AdjustedOur organic service revenue growth is primarily due to increases in our service activity, particularly in regions where governments have lifted or eased restrictions on our customers’ non-essential business operations. While our service operations have increased from the reductions we experienced during the peak of the COVID-19 pandemic, future service revenues remain uncertain and will be dependent on the severity of the COVID-19 pandemic, including new variants of COVID-19 that may emerge.
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative expenses for the nine months ended September 30, 2021 consists of the following:
COST OF SALESSELLING, GENERAL AND ADMINISTRATIVE EXPENSES
irm-20210930_g5.jpg
irm-20210930_g6.jpg
NON-GAAP MEASURES
ADJUSTED EBITDA

We define Adjusted EBITDA is defined as net income (loss) from continuing operations before interest expense, net, provision (benefit) for income taxes, depreciation and amortization (inclusive of our share of Adjusted EBITDA from our unconsolidated joint ventures), and also excludesexcluding certain items that we do not believe are notto be indicative of our core operating results, specifically: (1) (gain) loss on disposal/write-down of property, plant and equipment, net (including real estate); (2) intangible impairments; (3) other expense (income), net (which includes foreign currency transaction (gains) losses, net, and debt extinguishment expense); (4) Significant Acquisition Costs; (5) Restructuring Charges; and (6) COVID-19 Costs (as defined below).
EXCLUDED
Acquisition and Integration Costs (as defined below)
Other (income) expense, net
Restructuring Charges
Stock-based compensation expense
Intangible impairments
COVID-19 Costs (as defined below)
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)
Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by total revenues. We use multiples of current or projected Adjusted EBITDA in conjunction with our discounted cash flow models to determine our estimated overall enterprise valuation and to evaluate acquisition targets. We believe Adjusted EBITDA and Adjusted EBITDA Margin provide our current and potential investors with relevant and useful information regarding our ability to generate cash flows to support business investment. These measures are an integral part of the internal reporting system we use to assess and evaluate the operating performance of our business. We also show Adjusted EBITDA and Adjusted EBITDA Margin for each of our reportable operating segments under “Results of Operations – Segment Analysis” below.

irm-20210930_g7.jpg
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34IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
Adjusted EBITDA excludes both interest expense, net and the provision (benefit) for income taxes. These expenses are associated with our capitalization and tax structures, which we do not consider when evaluating the operating profitability of our core operations. Finally, Adjusted EBITDA does not include depreciation and amortization expenses, in order to eliminate the impact of capital investments, which we evaluate by comparing capital expenditures to incremental revenue generated and as a percentage of total revenues. Adjusted EBITDA and Adjusted EBITDA Margin should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with accounting principles generally accepted in the United States of America ("GAAP"(“GAAP”), such as operating income, income (loss) from continuing operations, net income (loss) or cash flows from operating activities from continuing operations (as determined in accordance with GAAP).
RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA (IN THOUSANDS):
THREE MONTHS ENDED SEPTEMBER 30,NINE MONTHS ENDED SEPTEMBER 30,
2021202020212020
Net Income (Loss)$68,111 $38,562 $391,264 $96,341 
Add/(Deduct):
Interest expense, net103,809 104,303 313,451 313,408 
Provision (benefit) for income taxes28,017 13,934 153,073 33,304 
Depreciation and amortization174,818 157,252 507,145 483,686 
Acquisition and Integration Costs(1)
1,138 — 3,415 — 
Restructuring Charges50,432 48,371 129,686 128,715 
Intangible impairments— — — 23,000 
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)(935)(75,840)(134,321)(78,170)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(21,517)81,190 (209,001)59,398 
Stock-based compensation expense(2)
12,644 8,065 45,913 32,056 
COVID-19 Costs(3)
— — — 9,285 
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures1,252 175 3,340 450 
Adjusted EBITDA$417,769 $376,012 $1,203,965 $1,101,473 

(1)
Represent operating expenditures directly associated with the closing and integration activities of our business acquisitions that have closed, or are highly probable of closing, and include (i) advisory, legal and professional fees to complete business acquisitions and (ii) costs to integrate acquired businesses into our existing operations, including move, severance, facility upgrade and system integration costs (collectively, "Acquisition and Integration Costs"). Acquisition and Integration Costs do not include costs associated with the formation of joint ventures or costs associated with the acquisition of customer relationships.
Reconciliation of Income (Loss) from Continuing Operations(2) Stock-based compensation expense related to Adjusted EBITDA (in thousands):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Income (Loss) from Continuing Operations$38,562 $108,284 $96,341 $231,107 
Add/(Deduct):
Provision (Benefit) for Income Taxes13,934 21,928 33,304 43,127 
Other Expense (Income), Net83,465 (13,415)66,439 (13,397)
Interest Expense, Net104,303 106,677 313,408 314,427 
(Gain) Loss on disposal/write-down of property, plant and equipment, net(75,840)(9,284)(78,170)(17,087)
Depreciation and amortization157,252 157,561 483,686 484,375 
Significant Acquisition Costs— 3,950 — 8,597 
Restructuring Charges48,371 — 128,715 — 
COVID-19 Costs(1)— — 9,285 — 
Intangible impairments— — 23,000 — 
Adjusted EBITDA$370,047 $375,701 $1,076,008 $1,051,149 


Project Summit is included within Restructuring Charges for the three and nine months ended September 30, 2021 and 2020.
(1)(3) Costs that are incremental and directly attributable to the COVID-19 pandemic which are not expected to recur once the pandemic ends ("COVID-19 Costs"). These costs include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other direct costs.
36
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q35

Part I. Financial Information
ADJUSTED EPS
We define Adjusted EPS

Adjusted EPS is defined as reported earnings per share fully diluted from continuing operations excluding: (1) (gain) loss on disposal/write-down of property, plant and equipment, net (including real estate); (2) intangible impairments; (3) other expense (income), net (which includes foreign currency transaction (gains) losses, net, and debt extinguishment expense); (4) Significant Acquisition Costs; (5) Restructuring Charges; (6) COVID-19 Costs; and (7) the tax impact of reconciling items and discrete tax items. Adjusted EPS includes income (loss) attributable to noncontrolling interests. Iron Mountain Incorporated (inclusive of our share of adjusted losses (gains) from our unconsolidated joint ventures) and excluding certain items, specifically:
EXCLUDED
Acquisition and Integration Costs
Restructuring Charges
Intangible impairments
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)
Other (income) expense, net
Stock-based compensation expense
COVID-19 Costs
Tax impact of reconciling items and discrete tax items
We do not believe these excluded items to be indicative of our ongoing operating results, and they are not considered when we are forecasting our future results. We believe Adjusted EPS is of value to our current and potential investors when comparing our results from past, present and future periods.

RECONCILIATION OF REPORTED EPS—FULLY DILUTED FROM NET INCOME (LOSS) ATTRIBUTABLE TO IRON MOUNTAIN INCORPORATED TO ADJUSTED EPS—FULLY DILUTED FROM NET INCOME (LOSS) ATTRIBUTABLE TO IRON MOUNTAIN INCORPORATED:
Reconciliation of Reported EPS—Fully Diluted from Continuing Operations to Adjusted EPS—Fully Diluted from Continuing Operations:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Reported EPS—Fully Diluted from Continuing Operations$0.13 $0.37 $0.33 $0.80 
Add/(Deduct):
Income (Loss) Attributable to Noncontrolling Interests— — — 0.01 
Other Expense (Income), Net0.29 (0.05)0.23 (0.05)
(Gain) Loss on disposal/write-down of property, plant and equipment, net(0.26)(0.03)(0.27)(0.06)
Significant Acquisition Costs— 0.01 — 0.03 
Restructuring Charges0.17 — 0.45 — 
COVID-19 Costs— — 0.03 — 
Intangible impairments— — 0.08 — 
Tax Impact of Reconciling Items and Discrete Tax Items(1)(0.01)— (0.05)(0.01)
Adjusted EPS—Fully Diluted from Continuing Operations(2)$0.31 $0.32 $0.80 $0.71 


THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated$0.23 $0.13 $1.34 $0.33 
Add/(Deduct):
Acquisition and Integration Costs— — 0.01 — 
Restructuring Charges0.17 0.17 0.45 0.45 
Intangible impairments— — — 0.08 
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)(0.01)(0.26)(0.46)(0.27)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(0.07)0.28 (0.72)0.21 
Stock-based compensation expense0.04 0.03 0.16 0.11 
COVID-19 Costs— — — 0.03 
Tax impact of reconciling items and discrete tax items(1)
0.02 (0.02)0.31 (0.06)
Income (Loss) Attributable to Noncontrolling Interests— — 0.01 — 
Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)
$0.40 $0.33 $1.09 $0.88 
(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three and nine months ended September 30, 20202021 and 20192020 is primarily due to (i) the reconciling items above, which impact our reported net income (loss) from continuing operations before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the three and nine months ended September 30, 2021 and 2020 was 16.5% and 2019 was 16.8% and 18.6%16.3%, respectively.
(2)Columns may not foot due to rounding.

36IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
FFO (Nareit) and(NAREIT) AND FFO (Normalized)

(NORMALIZED)
Funds from operations (“FFO”) is defined by the National Association of Real Estate Investment Trusts ("Nareit"(“Nareit”) and us as net income (loss) excluding depreciation on real estate assets, losses and gains on sale of real estate, net of tax, and amortization of data center leased-based intangibles ("and adjusting for our share of reconciling items from our unconsolidated joint ventures from FFO (“FFO (Nareit)"). FFO (Nareit) does not give effect to real estate depreciation because these amounts are computed, under GAAP, to allocate the cost of a property over its useful life. Because values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, we believe that FFO (Nareit) provides investors with a clearer view of our operating performance. Our most directly comparable GAAP measure to FFO (Nareit) is net income (loss).
Although Nareit has published a definition of FFO, modifications towe modify FFO (Nareit) are, as is common among REITs as companies seekseeking to provide financial measures that most meaningfully reflect their particular business.business (“FFO (Normalized)”). Our definition of FFO (Normalized) excludes certain items included in FFO (Nareit) that we believe are not indicative of our core operating results, specifically:
EXCLUDED
Acquisition and Integration Costs
Restructuring Charges
Intangible impairments
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)
Other (income) expense, net
Stock-based compensation expense
COVID-19 Costs
Real estate financing lease depreciation
Tax impact of reconciling items and discrete tax items

RECONCILIATION OF NET INCOME (LOSS) TO FFO (NAREIT) AND FFO (NORMALIZED) (IN THOUSANDS):
THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Net Income (Loss)$68,111 $38,562 $391,264 $96,341 
Add/(Deduct):
Real estate depreciation79,463 72,019 230,294 224,325 
Loss (gain) on sale of real estate, net of tax748 (75,880)(106,033)(77,461)
Data center lease-based intangible assets amortization10,458 10,441 31,423 32,173 
FFO (Nareit)158,780 45,142 546,948 275,378 
Add/(Deduct):
Acquisition and Integration Costs1,138 — 3,415 — 
Restructuring Charges50,432 48,371 129,686 128,715 
Intangible impairments— — — 23,000 
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)(1,668)40 (2,890)(359)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)
(21,517)81,190 (209,001)59,398 
Stock-based compensation expense12,644 8,065 45,913 32,056 
COVID-19 Costs— — — 9,285 
Real estate financing lease depreciation3,740 3,501 10,791 10,095 
Tax impact of reconciling items and discrete tax items(2)
5,304 (4,648)65,120 (16,464)
Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures(17)(1)(30)(31)
FFO (Normalized)$208,836 $181,660 $589,952 $521,073 
(1) (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net; (2) intangible impairments; (3) other expense (income), net (which includesIncludes foreign currency transaction (gains) losses, net and debt extinguishment expense); (4) real estate financing lease depreciation; (5) Significant Acquisition Costs; (6) Restructuring Charges; (7) COVID-19 Costs; (8)other, net. See Note 2.m. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding the tax impactcomponents of reconciling items and discrete tax items; (9)Other (income) loss from discontinued operations, net of tax; and (10) (gain) loss on sale of discontinued operations, net of tax.
37

Table of Contents
Reconciliation of Net Income (Loss) to FFO (Nareit) and FFO (Normalized) (in thousands):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Net Income (Loss)$38,562 $108,284 $96,341 $231,211 
Add/(Deduct):
Real Estate Depreciation72,019 72,939 224,325 220,179 
Gains on Sale of Real Estate, Net of Tax(75,880)(9,740)(77,461)(40,252)
Data Center Lease-Based Intangible Assets Amortization10,441 11,356 32,173 35,337 
FFO (Nareit)45,142 182,839 275,378 446,475 
Add/(Deduct):
Loss (Gain) on disposal/write-down of property, plant and equipment (excluding real estate), net40 369 (359)28,558 
Other Expense (Income), Net(1)83,465 (13,415)66,439 (13,397)
Real Estate Financing Lease Depreciation3,501 3,115 10,095 9,732 
Significant Acquisition Costs— 3,950 — 8,597 
Restructuring Charges48,371 — 128,715 — 
COVID-19 Costs— — 9,285 — 
Intangible impairments— — 23,000 — 
Tax Impact of Reconciling Items and Discrete Tax Items(2)(4,314)1,283 (13,959)(9,202)
(Income) Loss from Discontinued Operations, Net of Tax(3)— — — (104)
FFO (Normalized)$176,205 $178,141 $498,594 $470,659 


(1)Includes (i) foreign currency transaction losses (gains), net of $29.6 million and $(6.3) million for the three and nine months ended September 30, 2020, respectively, and $(18.3) million and $(19.9) million for the three and nine months ended September 30, 2019, respectively and (ii) debt extinguishment expense, of $51.3 million and $68.3 million for the three and nine months ended September 30, 2020, respectively.net.
(2)Represents the tax impact of (i) the reconciling items above, which impact our reported net income (loss) from continuing operations before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a provision (benefit) provision for income taxes of $(3.8)$5.0 million and $(1.6)$19.4 million for the three and nine months ended September 30, 2021, respectively, and $(3.9) million and $(2.7) million for the three and nine months ended September 30, 2020, respectively, and $1.0 million and $(5.5) million for the three and nine months ended September 30, 2019, respectively.
(3)Net of a de minimis tax benefit for the nine months ended September 30, 2019.
38
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q37

Part I. Financial Information
Critical Accounting Policies

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

Further detail regarding our critical accounting policiesestimates can be found in "Item“Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report, and the Consolidated Financial Statements and the Notes included therein and should be read in conjunction with the disclosure below which addresses updates in light of the COVID-19 pandemic.

Impairment of Tangible and Intangible Assets

Goodwill and other indefinite-lived intangible assets not subject to amortization: Our reporting units as oftherein. We have determined that no material changes concerning our critical accounting estimates have occurred since December 31, 2019 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed during the first 2020.
RESULTS OF OPERATIONS
COMPARISON OF THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021 TO THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020 (IN THOUSANDS):
THREE MONTHS ENDED SEPTEMBER 30,DOLLAR
CHANGE
PERCENTAGE
CHANGE
20212020
Revenues$1,130,148$1,036,647$93,501 9.0 %
Operating Expenses948,712796,383152,329 19.1 %
Operating Income181,436240,264(58,828)(24.5)%
Other Expenses, Net113,325201,702(88,377)(43.8)%
Net Income (Loss)68,11138,56229,549 76.6 %
Net Income (Loss) Attributable to Noncontrolling Interests428168260 154.8 %
Net Income (Loss) Attributable to Iron Mountain Incorporated$67,683$38,394$29,289 76.3 %
Adjusted EBITDA(1)
$417,769$376,012$41,757 11.1 %
Adjusted EBITDA Margin(1)
37.0 %36.3 %
NINE MONTHS ENDED
SEPTEMBER 30,
DOLLAR
CHANGE
PERCENTAGE
CHANGE
20212020
Revenues$3,331,944$3,087,617$244,327 7.9 %
Operating Expenses2,674,1742,578,12596,049 3.7 %
Operating Income657,770509,492148,278 29.1 %
Other Expenses, Net266,506413,151(146,645)(35.5)%
Net Income (Loss)391,26496,341294,923 306.1 %
Net Income (Loss) Attributable to Noncontrolling Interests2,6931,0581,635 154.5 %
Net Income (Loss) Attributable to Iron Mountain Incorporated$388,571$95,283$293,288 307.8 %
Adjusted EBITDA(1)
$1,203,965$1,101,473$102,492 9.3 %
Adjusted EBITDA Margin(1)
36.1 %35.7 %
(1)nine months of 2020 (which are described in Note 4 to Notes to Condensed Consolidated Financial Statements includedSee “Non-GAAP Measures—Adjusted EBITDA” in this Quarterly Report) has been incorporated into our reporting units as they existed asReport for the definitions of December 31, 2019.

During the first quarterAdjusted EBITDA and Adjusted EBITDA Margin, reconciliation of 2020,Net Income (Loss) to Adjusted EBITDA and a discussion of why we concluded that we had a triggering event relatedbelieve these non-GAAP measures provide relevant and useful information to our Fine Arts reporting unit, requiring us to perform an interim goodwill impairment test. The primary factor contributing to our conclusion was the expected impact of the COVID-19 pandemic to this particular businesscurrent and its customers and revenue sources, which caused us to believe it was more likely than not that the carrying value of our Fine Arts reporting unit exceeded its fair value. During the first quarter of 2020, we performed an interim goodwill impairment test for our Fine Arts reporting unit utilizing a discounted cash flow model, with updated assumptions on future revenues, operating expenditures and capital expenditures. We concluded that the fair value of the Fine Arts reporting unit was less than its carrying value, primarily due to near-term revenue declines that are unable to be fully mitigated by the cost reduction measures we have taken. Therefore, we recorded a $23.0 million impairment charge on the goodwill associated with this reporting unit during the first quarter of 2020. As disclosed in our Annual Report, our Global Data Center reporting unit had an estimated fair value that exceeded its carrying value by less than 20%. At March 31, 2020, we determined we did not have a triggering event requiring an interim impairment test on the goodwill associated with our Global Data Center reporting unit. During the second and third quarters of 2020, for each of our reporting units, potential investors.no factors were identified that would alter our interim goodwill impairment analysis performed during the first quarter of 2020, or change the conclusions reached at that time.

39
38IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
Reporting unit valuations have generally been determined using a combined approach based on the present value of future cash flows (the “Discounted Cash Flow Model”) and market multiples. There are inherent uncertainties and judgments involved when determining the fair value of our reporting units for purposes of our annual impairment testing or upon a triggering event. The success of each of these businesses and the achievement of certain key assumptions developed by management and used in the Discounted Cash Flow Model are contingent upon various factors, which may be impacted by the economic effects of the COVID-19 pandemic. Such factors include, but are not limited to: (i) our ability to maintain, or grow, storage rental and service revenues in line with current expectations and (ii) our ability to manage our fixed and variable costs in line with potential future revenue declines. These factors are incremental to those previously outlined in our Annual Report, which included, but were not limited to: (i) achieving growth from existing customers, (ii) sales to new customers, (iii) increased market penetration and (iv) accurately timing the capital investments related to expansions. In addition, the discount rates utilized in our valuation models could be impacted by changes in the underlying interest rates and risk premiums which could also result in future goodwill impairments. However, the duration and severity of the COVID-19 pandemic, as well as the related economic impact on both our business and the businesses of our customers, remain uncertain as of the filing of this Quarterly Report. As such, the current assumptions we used in determining the fair values of our reporting units may materially change as we gain additional visibility into the impact to our business and our customers’ businesses. If our reporting units are not able to meet the assumptions we used in the Discounted Cash Flow Model, or there are any future adverse market conditions that are not currently known or are more severe than we currently expect, including relating to the COVID-19 pandemic, it could potentially lead to a fair value that is less than the carrying value in any one of our reporting units and cause future goodwill impairments.

Recent Accounting Pronouncements

See Note 2.n. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for a description of recently adopted accounting pronouncements.
40

Results of Operations

Comparison of the three and nine months ended September 30, 2020 to the three and nine months ended September 30, 2019 (in thousands):
Three Months Ended
September 30,
Dollar
Change
Percentage
Change
20202019
Revenues$1,036,647$1,062,224$(25,577)(2.4)%
Operating Expenses796,383838,750(42,367)(5.1)%
Operating Income240,264223,47416,790 7.5 %
Other Expenses, Net201,702115,19086,512 75.1 %
Income (Loss) from Continuing Operations38,562108,284(69,722)(64.4)%
Income (Loss) from Discontinued Operations, Net of Tax— — %
Net Income (Loss)38,562108,284(69,722)(64.4)%
Net Income (Loss) Attributable to Noncontrolling Interests168609(441)(72.4)%
Net Income (Loss) Attributable to Iron Mountain Incorporated$38,394$107,675$(69,281)(64.3)%
Adjusted EBITDA$370,047$375,701$(5,654)(1.5)%
Adjusted EBITDA Margin35.7 %35.4 %
Nine Months Ended
September 30,
Dollar
Change
Percentage
Change
20202019
Revenues$3,087,617$3,182,994$(95,377)(3.0)%
Operating Expenses2,578,1252,607,730(29,605)(1.1)%
Operating Income509,492575,264(65,772)(11.4)%
Other Expenses, Net413,151344,15768,994 20.0 %
Income (Loss) from Continuing Operations96,341231,107(134,766)(58.3)%
Income (Loss) from Discontinued Operations, Net of Tax104(104)(100.0)%
Net Income (Loss)96,341231,211(134,870)(58.3)%
Net Income (Loss) Attributable to Noncontrolling Interests1,0581,534(476)(31.0)%
Net Income (Loss) Attributable to Iron Mountain Incorporated$95,283$229,677$(134,394)(58.5)%
Adjusted EBITDA$1,076,008$1,051,149$24,859 2.4 %
Adjusted EBITDA Margin34.8 %33.0 %
41

REVENUES
Consolidated revenues consist of the following (in thousands):
Three Months Ended
September 30,
Percentage Change
Dollar
Change
ActualConstant
Currency(1)
Organic
Growth(2)
Impact of Acquisitions
20202019
Storage Rental$696,294 $673,318 $22,976 3.4 %3.8 %2.5 %1.3 %
Service340,353 388,906 (48,553)(12.5)%(12.2)%(13.5)%1.3 %
Total Revenues$1,036,647 $1,062,224 $(25,577)(2.4)%(2.1)%(3.4)%1.3 %
THREE MONTHS ENDED SEPTEMBER 30,PERCENTAGE CHANGE
20212020DOLLAR
CHANGE
ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental$718,614 $696,294 $22,320 3.2 %2.2 %2.3 %(0.1)%
Service411,534 340,353 71,181 20.9 %19.7 %17.7 %2.0 %
Total Revenues$1,130,148 $1,036,647 $93,501 9.0 %7.9 %7.4 %0.5 %
NINE MONTHS ENDED
SEPTEMBER 30,
PERCENTAGE CHANGE
20212020DOLLAR
CHANGE
ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental$2,144,942 $2,056,797 $88,145 4.3 %2.2 %2.2 %— %
Service1,187,002 1,030,820 156,182 15.2 %12.7 %11.6 %1.1 %
Total Revenues$3,331,944 $3,087,617 $244,327 7.9 %5.7 %5.4 %0.3 %
Nine Months Ended
September 30,
Percentage Change
Dollar
Change
ActualConstant
Currency(1)
Organic
Growth(2)
Impact of Acquisitions
20202019
Storage Rental$2,056,797 $2,005,580 $51,217 2.6 %4.2 %2.6 %1.6 %
Service1,030,820 1,177,414 (146,594)(12.5)%(11.1)%(13.0)%1.9 %
Total Revenues$3,087,617 $3,182,994 $(95,377)(3.0)%(1.5)%(3.2)%1.7 %

(1)Constant currency growth rates, which are a non-GAAP measure, are calculated by translating the 20192020 results at the 20202021 average exchange rates.
(2)Our organic revenue growth rate, which is a non-GAAP measure, represents the year-over-year growth rate of our revenues excluding the impact of business acquisitions, divestitures and foreign currency exchange rate fluctuations. Our organic revenue growth rate includes the impact of acquisitions of customer relationships.

Total Revenues

TOTAL REVENUES
For the nine months ended September 30, 2020,2021, the decreaseincrease in reported consolidated revenue was driven by declines in reported service revenue, partially offset by reported storage rental revenue growth and reported service revenue growth. Foreign currency exchange rate fluctuations decreasedincreased our reported consolidated revenue growth rate for the nine months ended September 30, 20202021 by 1.5%2.2% compared to the prior year period. We expect low single digit total consolidated revenue declines for the full year 2020.

Storage Rental Revenues

STORAGE RENTAL REVENUES AND SERVICE REVENUES
Primary factors influencing the change in reported consolidated storage rental revenue and reported service revenues for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 include the following:
STORAGE RENTAL REVENUES
organic storage rental revenue growth driven by increased volume growth in faster growing markets and our Global Data Center Business segment and revenue management;
a 2.4% increase in total global volume (excluding acquisitions, total global volume increased 0.3%); and
an increase of $41.1 million due to foreign currency exchange rate fluctuations.
SERVICE REVENUES
an increase in service activity levels, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations;
organic service revenue growth reflecting increased service activity levels; and
an increase of $22.3 million due to foreign currency exchange rate fluctuations.
a 2.1% increase in global records management net volume due to acquisitions (excluding acquisitions, global records management net volume decreased 1.2%); and
a decrease of $30.9 million due to foreign currency exchange rate fluctuations.
Service Revenues

Primary factors influencing the change in reported consolidated service revenue for the nine months ended September 30, 2020 include the following:
a decrease in service activity as a result of the COVID-19 pandemic in the second quarter and, to a lesser extent, the third quarter of 2020, particularly in regions where governments have imposed restrictions on non-essential business operations;
organic service revenue declines reflecting lower service activity levels; and
a decrease of $18.0 million due to foreign currency exchange rate fluctuations.

The severity of future service level declines is uncertain and is dependent on the duration and severity of the COVID-19 pandemic, the resulting governmental and business actions and the duration and strength of any ensuing economic recovery that may follow, specifically within the markets in which we operate and among our customers.

42
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q39

Part I. Financial Information
OPERATING EXPENSES

Cost of Sales

COST OF SALES
Consolidated Cost of sales (excluding depreciation and amortization) consists of the following expenses (in thousands):
Three Months Ended
September 30,
Percentage Change% of
Consolidated
Revenues
Percentage
Change
(Favorable)/
Unfavorable
Dollar
Change
ActualConstant
Currency
2020201920202019
Labor$183,878 $200,471 $(16,593)(8.3)%(7.4)%17.7 %18.9 %(1.2)%
Facilities179,031 171,700 7,331 4.3 %4.5 %17.3 %16.2 %1.1 %
Transportation30,890 40,137 (9,247)(23.0)%(23.4)%3.0 %3.8 %(0.8)%
Product Cost of Sales and Other40,706 37,064 3,642 9.8 %10.9 %3.9 %3.5 %0.4 %
Total Cost of sales$434,505 $449,372 $(14,867)(3.3)%(2.8)%41.9 %42.3 %(0.4)%
Nine Months Ended
September 30,
Percentage Change% of
Consolidated
Revenues
Percentage
Change
(Favorable)/
Unfavorable
Dollar
Change
ActualConstant
Currency
THREE MONTHS ENDED SEPTEMBER 30,PERCENTAGE
CHANGE
% OF
CONSOLIDATED
REVENUES
PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
202020192020201920212020DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
20212020
LaborLabor$552,396 $612,385 $(59,989)(9.8)%(7.8)%17.9 %19.2 %(1.3)%Labor$190,285 $183,878 $6,407 3.5 %2.6 %16.8 %17.7 %(0.9)%
FacilitiesFacilities537,181 523,369 13,812 2.6 %4.3 %17.4 %16.4 %1.0 %Facilities202,426 179,031 23,395 13.1 %11.7 %17.9 %17.3 %0.6 %
TransportationTransportation97,990 123,136 (25,146)(20.4)%(19.6)%3.2 %3.9 %(0.7)%Transportation33,314 30,890 2,424 7.8 %7.0 %2.9 %3.0 %(0.1)%
Product Cost of Sales and OtherProduct Cost of Sales and Other112,904 114,937 (2,033)(1.8)%0.6 %3.7 %3.6 %0.1 %Product Cost of Sales and Other55,638 40,706 14,932 36.7 %35.5 %4.9 %3.9 %1.0 %
COVID-19 Costs7,648 — 7,648 100.0 %100.0 %0.2 %— %0.2 %
Total Cost of salesTotal Cost of sales$1,308,119 $1,373,827 $(65,708)(4.8)%(3.0)%42.4 %43.2 %(0.8)%Total Cost of sales$481,663 $434,505 $47,158 10.9 %9.7 %42.6 %41.9 %0.7 %

NINE MONTHS ENDED SEPTEMBER 30,PERCENTAGE
CHANGE
% OF
CONSOLIDATED
REVENUES
PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
20212020DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
20212020
Labor$578,765 $552,396 $26,369 4.8 %2.8 %17.4 %17.9 %(0.5)%
Facilities593,487 537,181 56,306 10.5 %8.0 %17.8 %17.4 %0.4 %
Transportation101,241 97,990 3,251 3.3 %0.8 %3.0 %3.2 %(0.2)%
Product Cost of Sales and Other134,658 112,904 21,754 19.3 %16.6 %4.0 %3.7 %0.3 %
COVID-19 Costs— 7,648 (7,648)(100.0)%(100.0)%— %0.2 %(0.2)%
Total Cost of sales$1,408,151 $1,308,119 $100,032 7.6 %6.0 %42.3 %42.4 %(0.1)%
Primary factors influencing the change in reported consolidated Cost of sales for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 include the following:
a decreasean increase in labor costs driven by cost containment actions takenan increase in response to lower service activity, levels due to theparticularly in regions where governments have lifted or eased COVID-19 pandemic,related restrictions on our customers' non-essential business operations, partially offset by incremental labor costs associated with recent acquisitions;
a decrease in transportation costs, primarily driven by lower third-party carrier costs and fuel costs, reflecting cost containment actions taken in response to lower service activity levels;benefits from Project Summit;
an increase in facilities expenses driven by increases in rent expense, reflecting the impact from our sale-leaseback activity during the second half of 2020 and first nine months of 2021 (which we expect to continue for the remainder of 2021 as we continue to look for future opportunities to monetize a small portion of our owned industrial real estate assets as part of our ongoing capital recycling program), as well as increases in part due to recent acquisitions;property taxes, insurance and building maintenance costs;
an increase in product cost of sales and other driven by an increase in project activity; and
a decreasean increase of $25.4$28.4 million due to foreign currency exchange rate fluctuations.



43
40IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
Selling, General and Administrative Expenses

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Consolidated Selling, general and administrative expenses consists of the following expenses (in thousands):
Three Months Ended
September 30,
Percentage Change% of
Consolidated
Revenues
Percentage
Change
(Favorable)/
Unfavorable
Dollar
Change
ActualConstant
Currency
2020201920202019
General and Administrative$131,911 $133,796 $(1,885)(1.4)%(1.0)%12.7 %12.6 %0.1 %
Sales, Marketing and Account Management55,294 58,011 (2,717)(4.7)%(4.6)%5.3 %5.5 %(0.2)%
Information Technology40,351 37,781 2,570 6.8 %6.9 %3.9 %3.6 %0.3 %
Bad Debt Expense4,539 7,563 (3,024)(40.0)%(40.5)%0.4 %0.7 %(0.3)%
Total Selling, general and administrative expenses$232,095 $237,151 $(5,056)(2.1)%(1.9)%22.4 %22.3 %0.1 %
THREE MONTHS ENDED SEPTEMBER 30,PERCENTAGE CHANGE% OF
CONSOLIDATED
REVENUES
PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
20212020DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
20212020
General, Administrative and Other$183,476 $176,801 $6,675 3.8 %3.1 %16.2 %17.1 %(0.9)%
Sales, Marketing and Account Management58,120 55,294 2,826 5.1 %4.1 %5.1 %5.3 %(0.2)%
Total Selling, general and administrative expenses$241,596 $232,095 $9,501 4.1 %3.3 %21.4 %22.4 %(1.0)%
Nine Months Ended
September 30,
Percentage Change% of
Consolidated Revenues
Percentage
Change
(Favorable)/
Unfavorable
Dollar
Change
ActualConstant
Currency
2020201920202019
General and Administrative$397,290 $428,970 $(31,680)(7.4)%(6.1)%12.9 %13.5 %(0.6)%
Sales, Marketing and Account Management167,138 186,717 (19,579)(10.5)%(9.3)%5.4 %5.9 %(0.5)%
Information Technology120,995 125,981 (4,986)(4.0)%(3.0)%3.9 %4.0 %(0.1)%
Bad Debt Expense25,715 16,350 9,365 57.3 %57.4 %0.8 %0.5 %0.3 %
COVID-19 Costs1,637 — 1,637 100.0 %100.0 %0.1 %— %0.1 %
Total Selling, general and administrative expenses$712,775 $758,018 $(45,243)(6.0)%(4.7)%23.1 %23.8 %(0.7)%

Primary factors influencing the change in reported consolidated Selling, general and administrative expenses for the three months ended September 30, 2020 include the following:
a decrease in bad debt expense, primarily driven by improved collection activity; and
a decrease of $0.5 million due to foreign currency exchange rate fluctuations.

NINE MONTHS ENDED SEPTEMBER 30,PERCENTAGE CHANGE% OF
CONSOLIDATED
REVENUES
PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
20212020DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
20212020
General, Administrative and Other$561,686 $544,000 $17,686 3.3 %1.8 %16.9 %17.6 %(0.7)%
Sales, Marketing and Account Management198,412 167,138 31,274 18.7 %16.3 %6.0 %5.4 %0.6 %
COVID-19 Costs— 1,637 (1,637)(100.0)%(100.0)%— %0.1 %(0.1)%
Total Selling, general and administrative expenses$760,098 $712,775 $47,323 6.6 %5.0 %22.8 %23.1 %(0.3)%
Primary factors influencing the change in reported consolidated Selling, general and administrative expenses for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 include the following:
a decreasean increase in general, administrative and administrativeother expenses, driven by decreasedhigher wages and benefits and stock-based compensation expense, andpartially offset by other employee related costs, reflecting ongoing cost containment measures and benefits from Project Summit, as well as lower professional fees reflecting benefits from Project Summit and ongoing cost containment measures, partially offset by higher bonus compensation accruals;bad debt expense;
a decreasean increase in sales, marketing and account management expenses, driven by decreasedhigher compensation expense, primarily reflecting increased salaries and other employee related costs, reflecting benefits from Project Summit and ongoing cost containment measures;
higher bad debt expense, primarily driven bysales commissions, as well as increased collectability risk resulting from the COVID-19 pandemic;marketing costs; and
an increase of $11.4 million due to foreign currency exchange rate fluctuations decreased reported consolidated Selling, general and administrative expenses by $9.8 million.fluctuations.

44

Table of Contents
Depreciation and Amortization

DEPRECIATION AND AMORTIZATION
Depreciation expense decreasedincreased by $1.7$12.5 million, or 0.5%3.7%, for the nine months ended September 30, 20202021 compared to the prior year period. See Note 2.f.2.h. to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense increased by $1.0$11.0 million, or 0.7%7.4%, for the nine months ended September 30, 20202021 compared to the prior year period.

ACQUISITION AND INTEGRATION COSTS
Restructuring ChargesAcquisition and Integration Costs for the nine months ended September 30, 2021 were approximately $3.4 million and primarily consist of legal and professional fees.

RESTRUCTURING CHARGES
Restructuring Charges for the nine months ended September 30, 2021 and 2020 were approximately $129.7 million and $128.7 million, respectively, and primarily consist of employee severance costs internal costsand professional fees associated with the development and implementationProject Summit.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q41

Intangible impairmentsPart I. Financial Information

The intangible impairment charge for the nine months ended September 30, 2020 was $23.0 million and related to the write-down of goodwill associated with our Fine Arts reporting unit in the first quarter of 2020, as discussed above.

Gain on disposal/write-down of property, plant and equipment, net

(GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT AND EQUIPMENT, NET
Consolidated gain on disposal/write-down of property, plant and equipment, net for the threenine months ended September 30, 2021 was approximately $134.3 million, which primarily consisted of gains of approximately $127.4 million associated with the sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021.
Consolidated gain on disposal/write-down of property, plant and equipment, net for the nine months ended September 30, 2020 was approximately $75.8 million and $78.2 million, respectively. These amountswhich primarily consisted of gains of approximately $76.4 million associated with the sale-leaseback transactions of two facilities in the United States during the third quarter of 2020.

Consolidated gain on disposal/write-down of property, plant and equipment net, for the threerecognized during both 2021 and nine months ended September 30, 2019 was approximately $9.3 million and $17.1 million, respectively. These amounts consisted2020 are a result of (i)our program to monetize a gainsmall portion of approximately $36.0 million associated with the sale of certain land and buildings during the second quarter of 2019 and (ii) a gain of approximately $9.8 million associated with a sale-leaseback transaction of five facilities during the third quarter of 2019, and were partially offset by losses incurred during the second quarter of 2019 primarily associated with an impairment charge on the assets associated with the select offerings within our Iron Mountain Iron Cloud portfolio of approximately $24.8 million.

industrial assets.
OTHER EXPENSES, NET

Interest Expense, Net

INTEREST EXPENSE, NET
Consolidated interest expense, net decreasedincreased by $1.0$0.1 million, to $313.4$313.5 million in the nine months ended September 30, 20202021 from $314.4$313.4 million in the prior year period. This decrease was mainly driven by a decrease in the weighted average interest rate on our outstanding debt, partially offset by higher average debt outstanding during the nine months ended September 30, 2020. See Note 56 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our indebtedness.

45

Table of Contents
Other Expense (Income), Net

OTHER (INCOME) EXPENSE, NET
Consolidated other (income) expense, (income), net consists of the following (in thousands):
Three Months Ended
September 30,
Dollar
Change
Nine Months Ended
September 30,
Dollar
Change
Description2020201920202019
Foreign currency transaction losses (gains), net$29,635 $(18,251)$47,886 $(6,293)$(19,885)$13,592 
Debt extinguishment expense51,260 — 51,260 68,300 — 68,300 
Other, net2,570 4,836 (2,266)4,432 6,488 (2,056)
Other Expense (Income), Net$83,465 $(13,415)$96,880 $66,439 $(13,397)$79,836 
Foreign currency transaction losses (gains), net
THREE MONTHS ENDED
SEPTEMBER 30,
DOLLAR
CHANGE
NINE MONTHS ENDED
SEPTEMBER 30,
DOLLAR CHANGE
DESCRIPTION2021202020212020
Foreign currency transaction losses (gains), net$(23,200)$29,635 $(52,835)$(16,157)$(6,293)$(9,864)
Debt extinguishment expense— 51,260 (51,260)— 68,300 (68,300)
Other, net(1)
4,699 2,570 2,129 (183,861)4,432 (188,293)
Other (Income) Expense, Net$(18,501)$83,465 $(101,966)$(200,018)$66,439 $(266,457)

(1)
We recordedOther, net foreign currency transaction gains of $6.3 million infor the nine months ended September 30, 2020, based on period-end exchange rates. These gains resulted2021 is primarily from the impactcomprised of changes in the exchange rate of the British pound sterling against the United States dollar compared to December 31, 2019 on our intercompany balances with and between certain of our subsidiaries.

We recorded net foreign currency transaction gains of $19.9 million in the nine months ended September 30, 2019, based on period-end exchange rates. These gains resulted primarily from the impact of changes in the exchange rate of the British pound sterling against the United States dollar compared to December 31, 2018 on our intercompany balances with and between certain of our subsidiaries.

Debt extinguishment expense

Debt extinguishment expense represents the call premiums and write-off of unamortized deferred financing costs associated with the early redemption of the 6% Notes due 2023, the 43/8% Notes, the 53/4% Notes, the CAD Notes, the Euro Notes and the 53/8% Notes (as defined below).

Other, net

Included in Other, net are losses on certain of our equity method investments, which are partially offset by(a) a gain of approximately $10.0$180.6 million recorded during the first quarter of 2020 in connectionassociated with our acquisitionIPM Divestment and (b) a gain of approximately $20.3 million associated with the remaining 75% equity interestloss of control and related deconsolidation, as of May 18, 2021, of one of our wholly owned Netherlands subsidiaries, for which we had value-added tax liability exposure that was recorded in OSG Records Management (Europe) Limited ("OSG" and such acquisition, the "OSG Acquisition"), as our previously held 25% equity investment in OSG was remeasured to fair value at the closing date of the OSG Acquisition.

2019.
Provision for Income Taxes

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

Our effective tax rates for the three and nine months ended September 30, 20202021 and 20192020 are as follows:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Effective Tax Rate(1)26.5 %16.8 %25.7 %15.7 %
 THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
2021202020212020
Effective Tax Rate(1)
29.1 %26.5 %28.1 %25.7 %

(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, 20202021 and 20192020 were the benefit derived from the dividends paid deduction and the impactimpacts 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. In addition, forpartially offset by the three and nine months ended September 30, 2020,benefits derived from the dividends paid deduction. The costs associated with Project Summit are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021,reflects a discrete tax expense of approximately $12.0 million primarily resulting from a tax law change in the United Kingdom.

At December 31, 2020, we concluded that it was our intent to indefinitely reinvest our current and future undistributed earnings of certain of our unconverted foreign taxable REIT subsidiaries (“TRSs”) outside the United States, with the exception of certain limited instances. During 2021, as a result of the enactment of a tax law and the closing of various acquisitions, we reassessed this intention and concluded that it is no longer our intention to reinvest our undistributed earnings of our foreign TRSs indefinitely outside the United States. As a REIT, future repatriation of incremental undistributed earnings of our foreign subsidiaries will not be subject to federal or state income tax, with the exception of foreign withholding taxes. However, such future repatriations may require distribution to our stockholders in accordance with REIT distribution rules, and any such distribution may then be taxable, as appropriate, at the stockholder level. We expect to provide for foreign withholding taxes on the current and future earnings of all of our foreign subsidiaries as the result of such reassessment.
46
42IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Part I. Financial Information
NET INCOME (LOSS) FROM CONTINUING OPERATIONS AND ADJUSTED EBITDA

The following table reflects the effect of the foregoing factors on our consolidated Net Income (Loss) From Continuing Operations and Adjusted EBITDA (in thousands):
Three Months Ended
September 30,
Dollar
Change
Percentage ChangeTHREE MONTHS ENDED SEPTEMBER 30,DOLLAR
CHANGE
PERCENTAGE CHANGE
2020201920212020
Income (Loss) from Continuing Operations$38,562 $108,284 $(69,722)(64.4)%
Income (Loss) from Continuing Operations as a percentage of Consolidated Revenue3.7 %10.2 %
Net Income (Loss)Net Income (Loss)$68,111 $38,562 $29,549 76.6 %
Net Income (Loss) as a percentage of Consolidated RevenueNet Income (Loss) as a percentage of Consolidated Revenue6.0 %3.7 %
Adjusted EBITDAAdjusted EBITDA$370,047 $375,701 $(5,654)(1.5)%Adjusted EBITDA$417,769 $376,012 $41,757 11.1 %
Adjusted EBITDA MarginAdjusted EBITDA Margin35.7 %35.4 %Adjusted EBITDA Margin37.0 %36.3 %
Nine Months Ended
September 30,
Dollar
Change
Percentage ChangeNINE MONTHS ENDED
 SEPTEMBER 30,
DOLLAR CHANGEPERCENTAGE CHANGE
2020201920212020
Income (Loss) from Continuing Operations$96,341 $231,107 $(134,766)(58.3)%
Income (Loss) from Continuing Operations as a percentage of Consolidated Revenue3.1 %7.3 %
Net Income (Loss)Net Income (Loss)$391,264 $96,341 $294,923 306.1 %
Net Income (Loss) as a percentage of Consolidated RevenueNet Income (Loss) as a percentage of Consolidated Revenue11.7 %3.1 %
Adjusted EBITDAAdjusted EBITDA$1,076,008 $1,051,149 $24,859 2.4 %Adjusted EBITDA$1,203,965 $1,101,473 $102,492 9.3 %
Adjusted EBITDA MarginAdjusted EBITDA Margin34.8 %33.0 %Adjusted EBITDA Margin36.1 %35.7 %

Adjusted EBITDA Margin increased by 180 basis points for the nine months ended September 30, 2020 compared to the same prior year period, reflecting benefits from Project Summit, revenue management, favorable revenue mix and ongoing cost containment measures, partially offset by fixed cost deleverage on lower service revenue and higher bonus compensation accruals. Adjusted EBITDA for the nine months ended September 30, 2020 excludes $9.3 million of direct and incremental costs related to COVID-19 incurred in the second quarter.

The decrease in Adjusted EBITDA for the three months ended September 30, 2020 compared to the same prior year period, reflects the impact of lower service activity levels and higher bonus compensation accruals, partially offset by benefits from Project Summit. Adjusted EBITDA for the three months ended September 30, 2020 includes direct and incremental costs related to COVID-19.
Consolidated Adjusted EBITDA Margin for the nine months ended September 30, 2021 increased by 40 basis points compared to the same prior year period, reflecting improved service revenue trends, benefits from Project Summit, revenue management and ongoing cost containment measures, partially offset by higher compensation expense and sales commissions.
↑ INCREASED BY $102.5 MILLION OR 9.3%
Consolidated Adjusted EBITDA
47
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q43

Table of Contents
Part I. Financial Information
Segment Analysis (in thousands)

SEGMENT ANALYSIS
See Note 9 to Notes to Consolidated Financial Statements included in our Annual Report for a description of our reportable operating segments.
GLOBAL RIM BUSINESS (IN THOUSANDS)
THREE MONTHS ENDED
 SEPTEMBER 30,
PERCENTAGE CHANGE
DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
ORGANIC
GROWTH
IMPACT OF ACQUISITIONS
20212020
Storage Rental$621,615$598,949$22,666 3.8 %2.7 %1.8 %0.9 %
Service373,962322,82451,138 15.8 %14.6 %13.8 %0.8 %
Segment Revenue$995,577$921,773$73,804 8.0 %6.9 %6.0 %0.9 %
Segment Adjusted EBITDA$442,798$393,883$48,915 
Segment Adjusted EBITDA Margin44.5 %42.7 %
NINE MONTHS ENDED
SEPTEMBER 30,
PERCENTAGE CHANGE
DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
ORGANIC
GROWTH
IMPACT OF ACQUISITIONS
20212020
Storage Rental$1,849,387$1,773,364$76,023 4.3 %2.1 %1.7 %0.4 %
Service1,106,416981,930124,486 12.7 %10.3 %10.0 %0.3 %
Segment Revenue$2,955,803$2,755,294$200,509 7.3 %5.0 %4.6 %0.4 %
Segment Adjusted EBITDA$1,281,668$1,169,671$111,997 
Segment Adjusted EBITDA Margin43.4 %42.5 %
NINE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL RIM BUSINESS (IN MILLIONS)

Global RIM Business
Storage Rental
Revenue
Service
Revenue
Segment
Revenue
Segment Adjusted
EBITDA
Three Months Ended
September 30,
Percentage Change
Dollar
Change
ActualConstant
Currency
Organic
Growth
Impact of Acquisitions
20202019
Storage Rental$598,949$582,844$16,105 2.8 %3.4 %1.8 %1.6 %
Service322,824366,720(43,896)(12.0)%(11.7)%(13.0)%1.3 %
Segment Revenue$921,773$949,564$(27,791)(2.9)%(2.5)%(3.9)%1.4 %
Segment Adjusted EBITDA$393,883$395,181$(1,298)
Segment Adjusted EBITDA Margin42.7 %41.6 %
Nine Months Ended
September 30,
Percentage Change
Dollar
Change
ActualConstant
Currency
Organic
Growth
Impact of Acquisitions
20202019
Storage Rental$1,773,364$1,738,192$35,172 2.0 %3.9 %2.0 %1.9 %
Service981,9301,112,111(130,181)(11.7)%(10.3)%(12.3)%2.0 %
Segment Revenue$2,755,294$2,850,303$(95,009)(3.3)%(1.7)%(3.6)%1.9 %
Segment Adjusted EBITDA$1,169,671$1,156,596$13,075 
Segment Adjusted EBITDA Margin42.5 %40.6 %

irm-20210930_g8.jpgirm-20210930_g9.jpg
Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the nine months ended September 30, 20202021 compared to the prior year period include the following:
a decline in organic service revenue mainly driven by reduced service activity levels, primarily related to the COVID-19 pandemic;
organic storage rental revenue growth driven by revenue management;management and volume;
a decreaseorganic service revenue growth mainly driven by increased traditional service activity levels, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations, and growth in our Global Digital Solutions and Secure Information Technology Asset Disposition businesses;
an increase in revenue of $48.7$58.9 million due to foreign currency exchange rate fluctuations;
a 2.1%2.3% increase in global records management net volume due to acquisitions (excluding acquisitions, global records management net volume decreased 1.2%increased 0.1%); and
a 19090 basis point increase in Adjusted EBITDA Margin primarily driven by benefits from Project Summit, revenue management, favorable revenue mix and ongoing cost containment measures and lower bad debt expense, partially offset by fixed cost deleverage on lower service revenueincreases in compensation, benefits, sales commissions and higher bonus compensation accruals.

rent expense.
48
44IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q

Table of Contents
Part I. Financial Information
Global Data Center Business
Three Months Ended
September 30,
Percentage Change
Dollar
Change
ActualConstant
Currency
Organic
Growth
Impact of Acquisitions
20202019
Storage Rental$68,416$62,001$6,415 10.3 %9.5 %9.5 %— %
Service4,3982,4171,981 82.0 %79.9 %79.9 %— %
Segment Revenue$72,814$64,418$8,396 13.0 %12.1 %12.1 %— %
Segment Adjusted EBITDA$33,359$32,261$1,098 
Segment Adjusted EBITDA Margin45.8 %50.1 %
GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)
Nine Months Ended
September 30,
Percentage ChangeTHREE MONTHS ENDED
SEPTEMBER 30,
PERCENTAGE CHANGE
Dollar
Change
ActualConstant
Currency
Organic
Growth
Impact of AcquisitionsDOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
ORGANIC
GROWTH
IMPACT OF ACQUISITIONS
2020201920212020
Storage RentalStorage Rental$196,823$182,301$14,522 8.0 %8.0 %8.0 %— %Storage Rental$72,411$68,416$3,995 5.8 %5.4 %5.4 %— %
ServiceService10,1165,9444,172 70.2 %69.6 %69.6 %— %Service16,1764,39811,778 267.8 %266.1 %266.1 %— %
Segment RevenueSegment Revenue$206,939$188,245$18,694 9.9 %9.9 %9.9 %— %Segment Revenue$88,587$72,814$15,773 21.7 %21.2 %21.2 %— %
Segment Adjusted EBITDASegment Adjusted EBITDA$94,812$85,913$8,899 Segment Adjusted EBITDA$35,097$33,359$1,738 
Segment Adjusted EBITDA MarginSegment Adjusted EBITDA Margin45.8 %45.6 %Segment Adjusted EBITDA Margin39.6 %45.8 %
NINE MONTHS ENDED
SEPTEMBER 30,
PERCENTAGE CHANGE
DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
ORGANIC
GROWTH
IMPACT OF ACQUISITIONS
20212020
Storage Rental$210,805$196,823$13,982 7.1 %5.8 %5.8 %— %
Service25,86710,11615,751 155.7 %152.4 %152.4 %— %
Segment Revenue$236,672$206,939$29,733 14.4 %13.0 %13.0 %— %
Segment Adjusted EBITDA$98,961$94,812$4,149 
Segment Adjusted EBITDA Margin41.8 %45.8 %
NINE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL DATA CENTER BUSINESS (IN MILLIONS)

Storage Rental
Revenue
Service
Revenue
Segment
Revenue
Segment Adjusted
EBITDA
irm-20210930_g10.jpgirm-20210930_g11.jpg
Primary factors influencing the change in revenue, Adjusted EBITDA and Adjusted EBITDA Margin in our Global Data Center Business segment for the nine months ended September 30, 20202021 compared to the prior year period include the following:
organic totalstorage rental revenue growth from leases signed during the first nine months of 2021 and in prior periods, and service revenue growth from project revenue, partially offset by churn of 290810 basis points;
non-recurringan increase in Adjusted EBITDA primarily driven by organic storage rental revenue benefits in the prior year include a previously disclosed lease modification fee of $3.4 million, while non-recurring revenue benefits in the current year were $1.8 million;growth; and
a 20400 basis point increasedecrease in Adjusted EBITDA Margin driven by ongoing cost containment measures, partially offset by headwinds from flow through of non-recurringreflecting a change in revenue items described above.mix due to lower margin project revenue during the period, which is expected to have a temporary impact on segment margins.

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Table of Contents
Part I. Financial Information
Corporate and Other Business
Three Months Ended
September 30,
Percentage Change
Dollar
Change
ActualConstant
Currency
Organic
Growth
Impact of Acquisitions
20202019
Storage Rental$28,929$28,473$456 1.6 %1.0 %1.1 %(0.1)%
Service13,13119,769(6,638)(33.6)%(34.1)%(34.0)%(0.1)%
Segment Revenue$42,060$48,242$(6,182)(12.8)%(13.4)%(13.3)%(0.1)%
Segment Adjusted EBITDA$(57,195)$(51,741)$(5,454)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue(5.5)%(4.9)%
CORPORATE AND OTHER BUSINESS (IN THOUSANDS)
Nine Months Ended
September 30,
Percentage ChangeTHREE MONTHS ENDED
SEPTEMBER 30,
PERCENTAGE CHANGE
Dollar
Change
ActualConstant
Currency
Organic
Growth
Impact of AcquisitionsDOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
ORGANIC
GROWTH
IMPACT OF ACQUISITIONS
2020201920212020
Storage RentalStorage Rental$86,610$85,087$1,523 1.8 %1.8 %3.3 %(1.5)%Storage Rental$24,588$28,929$(4,341)(15.0)%(15.5)%8.7 %(24.2)%
ServiceService38,77459,359(20,585)(34.7)%(34.4)%(34.9)%0.5 %Service21,39613,1318,265 62.9 %61.9 %29.6 %32.3 %
Segment RevenueSegment Revenue$125,384$144,446$(19,062)(13.2)%(13.0)%(12.5)%(0.5)%Segment Revenue$45,984$42,060$3,924 9.3 %8.6 %16.8 %(8.2)%
Segment Adjusted EBITDASegment Adjusted EBITDA$(188,475)$(191,360)$2,885 Segment Adjusted EBITDA$(60,126)$(51,230)$(8,896)
Segment Adjusted EBITDA as a percentage of Consolidated RevenueSegment Adjusted EBITDA as a percentage of Consolidated Revenue(6.1)%(6.0)%Segment Adjusted EBITDA as a percentage of Consolidated Revenue(5.3)%(4.9)%

NINE MONTHS ENDED
SEPTEMBER 30,
PERCENTAGE CHANGE
DOLLAR
CHANGE
ACTUALCONSTANT
CURRENCY
ORGANIC
GROWTH
IMPACT OF ACQUISITIONS
20212020
Storage Rental$84,750$86,610$(1,860)(2.1)%(3.1)%5.5 %(8.6)%
Service54,71938,77415,945 41.1 %37.1 %15.2 %21.9 %
Segment Revenue$139,469$125,384$14,085 11.2 %9.5 %8.8 %0.7 %
Segment Adjusted EBITDA$(176,664)$(163,010)$(13,654)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue(5.3)%(5.3)%
Primary factors influencing the change in revenue and Adjusted EBITDA in our Corporate and Other Business segment for the nine months ended September 30, 20202021 compared to the prior year period include the following:
a decline in organic service revenue due to lowergrowth mainly driven by increased service activity levels in our Fine Arts business, primarilyparticularly in regions where governments have lifted or eased COVID-19 related to the COVID-19 pandemic;restrictions on our customers' non-essential business operations; and
an increasea decrease in Adjusted EBITDA driven by higher wages and benefits, partially offset by benefits from Project Summit and ongoing cost containment measures, partially offset by the impact of lower service activity in our Fine Arts business in addition to higher corporate bonus compensation accruals.measures.
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Table of Contents
Part I. Financial Information
Liquidity
LIQUIDITY AND CAPITAL RESOURCES
GENERAL
We expect to meet our short-term and Capital Resources

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

PROJECT SUMMIT
As disclosed above, in October 2019, we announced Project Summit. We estimate that the implementation of Project Summit will result in total costsRestructuring Charges of $450.0 million. DuringFrom the nine months endedinception of Project Summit through September 30, 2020,2021, we have incurred approximately $133.4$372.7 million of costsRestructuring Charges related to Project Summit, which were comprised of $128.7 million of Restructuring Charges, primarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees, and $4.7fees. From the inception of Project Summit through September 30, 2021, we have also incurred $26.7 million of capital expenditures.

Cash Flows

CASH FLOWS
The following is a summary of our cash balances and cash flows (in thousands) as of and for the nine months ended September 30,
20202019
Cash Flows from Operating Activities - Continuing Operations$627,218 $648,145 
Cash Flows from Investing Activities - Continuing Operations(360,131)(640,696)
Cash Flows from Financing Activities - Continuing Operations(307,174)19,885 
Cash and Cash Equivalents, including Restricted Cash, End of Period151,972 186,778 
20212020
Cash Flows from Operating Activities$463,337 $627,218 
Cash Flows from Investing Activities(319,785)(360,131)
Cash Flows from Financing Activities(177,587)(307,174)
Cash and Cash Equivalents, including Restricted Cash, End of Period161,439 151,972 

    a.    Cash Flows from Operating Activities

A. CASH FLOWS FROM OPERATING ACTIVITIES
For the nine months ended September 30, 2020,2021, net cash flows provided by operating activities decreased by $20.9$163.9 million compared to the prior year period, primarily due to a decrease in net income (including non-cash charges) of $76.1 million partially offset by an increase in cash from working capital of $55.2$185.9 million, primarily related to the timing of accounts payable and accrued expenses and collections of accounts receivable, and certain prepaid and accrued expenses.partially offset by an increase in net income (including non-cash charges) of $22.0 million.

    b.    Cash Flows from Investing Activities

B. CASH FLOWS FROM INVESTING ACTIVITIES
Our significant investing activitiesactivity during the nine months ended September 30, 2020 are2021 is highlighted below:

We paid cash for capital expenditures of $309.2$419.0 million. Additional details of our capital spending are included in the "Capital“Capital Expenditures" section below.
We paid cash for acquisitions (net of cash acquired) of $118.6$203.8 million, primarily funded by cash on hand and borrowings under the revolving credit facility (the "Revolvingour Revolving Credit Facility")Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).
We received $117.0$214.9 million in proceeds from sales of property, plant and equipment, primarily related to theproceeds from sale-leaseback transactions of twofive facilities in the United Kingdom during the thirdsecond quarter of 2020. We plan to monetize a small portion of our total industrial real estate assets going forward.2021.
We acquired customer relationships and incurred both (i) customer inducements (which primarily consist of permanent withdrawal fees) and (ii) Contract Fulfillment Costs (as definedreceived $213.9 million in Note 2.c. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report) duringnet proceeds from the nine months ended September 30, 2020 of $3.5 million, $8.3 million and $30.7 million, respectively.IPM Divestment.

    c.    Cash Flows from Financing Activities

C. CASH FLOWS FROM FINANCING ACTIVITIES
Our significant financing activities during the nine months ended September 30, 20202021 included:

Net proceeds of $2,376.0 million associated with the June 2020 Offerings (as defined below).
Net proceeds of $1,089.0 million associated with the issuance of the 41/2% Notes (as defined below).
Payments, including call premiums, of $2,942.6 million associated with the early redemption of the 43/8% Notes, the 6% Notes due 2023, the 53/4% Notes, the CAD Notes, the Euro Notes and the 53/8% Notes.
Net payments of $263.9$414.9 million primarily associated with repayments onborrowings under the Revolving Credit Facility.Facility and the Accounts Receivable Securitization Program.
Repurchase of noncontrolling interest of $75.0 million.
Payment of dividends in the amount of $537.9$538.9 million on our common stock.

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Table of Contents
Part I. Financial Information
CAPITAL EXPENDITURES
During 2020, a portion of what was previously categorized as Non-Real Estate Growth Capital Expenditures

was recategorized as Real Estate Growth Capital Expenditures and the remaining portion was recategorized as Recurring Capital Expenditures. In addition, capital expenditures associated with restructuring (including Project Summit) and integration of acquisitions, which was previously categorized as recurring capital expenditures, have been recategorized as Innovation and Other. We have reclassified the categorization of our prior year capital expenditures to conform with our current presentation.
The following table presents our capital spend for the nine months ended September 30, 20202021 and 2019,2020, organized by the type of the spending as described in our Annual Report (in thousands):
 Nine Months Ended
September 30,
Nature of Capital Spend20202019
Growth Investment Capital Expenditures:
Real Estate$45,888 $107,895 
Non-Real Estate35,538 20,813 
Data Center151,692 316,932 
Innovation1,145 14,596 
Total Growth Investment Capital Expenditures234,263 460,236 
Recurring Capital Expenditures:
Real Estate28,242 42,997 
Non-Real Estate12,183 19,255 
Data Center8,083 4,951 
Total Recurring Capital Expenditures48,508 67,203 
Total Capital Spend (on accrual basis)282,771 527,439 
Net increase (decrease) in prepaid capital expenditures2,221 361 
Net decrease (increase) in accrued capital expenditures24,170 5,814 
Total Capital Spend (on cash basis)$309,162 $533,614 

 NINE MONTHS ENDED SEPTEMBER 30,
NATURE OF CAPITAL SPEND20212020
Growth Investment Capital Expenditures:
Data Center$209,097 $151,692 
Real Estate60,558 45,888 
Innovation and Other15,445 5,670 
Total Growth Investment Capital Expenditures285,100 203,250 
Recurring Capital Expenditures:
Real Estate$43,398 $28,242 
Non-Real Estate52,153 43,196 
Data Center6,936 8,083 
Total Recurring Capital Expenditures102,487 79,521 
Total Capital Spend (on accrual basis)$387,587 $282,771 
Net increase (decrease) in prepaid capital expenditures279 2,221 
Net decrease (increase) in accrued capital expenditures31,110 24,170 
Total Capital Spend (on cash basis)$418,976 $309,162 
Excluding capital expenditures associated with potential future acquisitions, opportunistic real estate investments andwe expect total capital expenditures associated with Project Summit,of approximately $550.0 million for the year ending December 31, 2021. Of this, we expect our capital expenditures for growth investment to be approximately $450.0$410.0 million, in the year ending December 31, 2020.

and our recurring capital expenditures to be approximately $140.0 million. Our capital expenditures for growth investment includes Global Data Center Business development spend of approximately $300.0 million.
Dividends

DIVIDENDS
See Note 8 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for a listing of dividends that we declared during the first nine months of 20202021 and fiscal year 2019.

2020.
On November 4, 2020,2021, we declared a dividend to our stockholders of record as of December 15, 20202021 of $0.6185 per share, payable on January 6, 2021.2022.
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Table of Contents
Part I. Financial Information
Financial Instruments and Debt

FINANCIAL INSTRUMENTS AND DEBT
Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents (including money market funds)funds and time deposits) and accounts receivable. The only significant concentration of liquid investmentinvestments as of September 30, 20202021 is related to cash and cash equivalents. See Note 2.i.2.f. to Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market funds.
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funds and time deposits.
Long-term debt as of September 30, 20202021 is as follows (in thousands):
September 30, 2020 SEPTEMBER 30, 2021
Debt (inclusive of discount)Unamortized Deferred
Financing Costs
 Carrying Amount DEBT (INCLUSIVE OF DISCOUNT)UNAMORTIZED DEFERRED FINANCING COSTSCARRYING AMOUNT
Revolving Credit FacilityRevolving Credit Facility$172,603 $(9,482)$163,121 Revolving Credit Facility$310,000 $(6,034)$303,966 
Term Loan ATerm Loan A218,750 — 218,750 Term Loan A206,250 — 206,250 
Term Loan BTerm Loan B681,315 (6,557)674,758 Term Loan B674,540 (5,308)669,232 
Australian Dollar Term LoanAustralian Dollar Term Loan226,690 (1,731)224,959 Australian Dollar Term Loan223,109 (881)222,228 
UK Bilateral Revolving Credit FacilityUK Bilateral Revolving Credit Facility180,204 (1,393)178,811 UK Bilateral Revolving Credit Facility188,431 (874)187,557 
37/8% GBP Senior Notes due 2025 (the "GBP Notes")
514,867 (4,942)509,925 
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(1)
1,000,000 (9,954)990,046 
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(1)
825,000 (8,857)816,143 
5% Senior Notes due 2028 (the "5% Notes")(1)500,000 (5,667)494,333 
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(1)
1,000,000 (13,019)986,981 
51/4% Senior Notes due 2030 (the "51/4 Notes due 2030")(1)
1,300,000 (14,792)1,285,208 
41/2% Senior Notes due 2031 (the "41/2 Notes")(1)
1,100,000 (12,970)1,087,030 
55/8% Senior Notes due 2032 (the "55/8% Notes")(1)
600,000 (6,873)593,127 
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)
538,374 (4,151)534,223 
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)
1,000,000 (8,532)991,468 
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)
825,000 (7,676)817,324 
5% Senior Notes due 2028 (the “5% Notes”)(1)
5% Senior Notes due 2028 (the “5% Notes”)(1)
500,000 (4,944)495,056 
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)
1,000,000 (11,573)988,427 
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)
1,300,000 (13,287)1,286,713 
41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)
41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)
1,100,000 (11,715)1,088,285 
55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)
55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)
600,000 (6,292)593,708 
Real Estate Mortgages, Financing Lease Liabilities and OtherReal Estate Mortgages, Financing Lease Liabilities and Other468,906 (215)468,691 Real Estate Mortgages, Financing Lease Liabilities and Other483,934 (905)483,029 
Accounts Receivable Securitization ProgramAccounts Receivable Securitization Program270,600 (168)270,432 Accounts Receivable Securitization Program266,400 (449)265,951 
Mortgage Securitization Program50,000 (873)49,127 
Total Long-term DebtTotal Long-term Debt9,108,935 (97,493)9,011,442 Total Long-term Debt9,216,038 (82,621)9,133,417 
Less Current PortionLess Current Portion(392,586)— (392,586)Less Current Portion(319,025)881 (318,144)
Long-term Debt, Net of Current PortionLong-term Debt, Net of Current Portion$8,716,349 $(97,493)$8,618,856 Long-term Debt, Net of Current Portion$8,897,013 $(81,740)$8,815,273 

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

See Note 46 to Notes to Consolidated Financial Statements included in our Annual Report and Note 56 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our long-term debt.

UK BILATERAL REVOLVING CREDIT FACILITY
June 2020 OfferingsOn May 25, 2021, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") entered into an amendment to the UK Bilateral Facility with Barclays Bank PLC to (i) modify the interest rate from LIBOR plus 2.25% to LIBOR plus 2.0% (with flexibility built in for the expected transition away from LIBOR) and (ii) add an additional option to extend the maturity date by one year. After this amendment, the UK Bilateral Facility contains two one-year options that allow us to extend the maturity date beyond the September 23, 2022 expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the one-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.

ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM
On June 22, 2020, IMI completed private offerings of (i) $500.0 million in aggregate principal amount of the 5% Notes, (ii) $1,300.0 million in aggregate principal amount of the 51/4% Notes due 2030 and (iii) $600.0 million in aggregate principal amount of the 55/8% Notes (collectively, the "June 2020 Offerings"). The 5% Notes, the 51/4% Notes due 2030 and the 55/8% Notes were issued at 100.000% of par. The total net proceeds of approximately $2,376.0 million from the June 2020 Offerings, after deducting the initial purchasers' commissions, were used28, 2021, we entered into an amendment to redeem all of the 43/8% Senior Notes due 2021 ("the 43/8% Notes"), the 6% Senior Notes due 2023 (the "6% Notes due 2023") and the 53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes") and to repay a portion of the outstanding borrowings under the Revolving Credit Facility.

On June 29, 2020, we redeemed all of the $500.0 million in aggregate principal outstanding of the 43/8% Notes at 100.000% of par and all of the $600.0 million in aggregate principal outstanding of the 6% Notes due 2023 at 102.000% of par, plus, in each case, accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of $17.0 million to Other expense (income), net during the second quarter of 2020 related to the early extinguishment of this debt, representing the call premium associated with the early redemption of the 6% Notes due 2023, as well as a write-off of unamortized deferred financing costs associated with the early redemption of the 43/8% Notes and the 6% Notes due 2023.

On July 2, 2020, we redeemed all of the $1,000.0 million in aggregate principal outstanding of the 53/4% Notes at 100.958% of par, plus accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of $15.3 million to Other expense (income), net during the third quarter of 2020 related to the early extinguishment of this debt, representing the call premium and write-off of unamortized deferred financing fees.
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August 2020 Offering

On August 18, 2020, IMI completed a private offering of $1,100.0 million in aggregate principal amount of the 41/2% Notes. The 41/2% Notes were issued at 100.000% of par. The total net proceeds of approximately $1,089.0 million from the issuance of the 41/2% Notes, after deducting the initial purchasers' commissions, were used to redeem all of the 53/8% CAD Senior Notes due 2023 (the "CAD Notes"), the 3% Euro Senior Notes due 2025 (the "Euro Notes") and the 53/8% Senior Notes due 2026 (the "53/8% Notes") and to repay a portion of the outstanding borrowings under the Revolving Credit Facility.
On August 21, 2020, we redeemed all of the 250.0 million CAD in aggregate principal outstanding of the CAD Notes at 104.031% of par, 300.0 million Euro in aggregate principal outstanding of the Euro Notes at 101.500% of par and $250.0 million in aggregate principal outstanding of the 53/8% Notes at 106.628% of par, plus, in each case accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of approximately $36.0 million to Other expense (income), net during the third quarter of 2020 related to the early extinguishment of the CAD Notes, the Euro Notes and the 53/8% Notes, representing the call premiums and write off unamortized deferred financing costs associated with the early redemption of these debt instruments.

Accounts Receivable Securitization Program

On March 31, 2020, we amended the Accounts Receivable Securitization Program to (i) increase the maximum amount available from $275.0 million to $300.0 million and (ii) extend the maturity date from July 30, 20202021 to July 30, 2021,1, 2023, at which point all obligations become due. The interest rate under the amended Accounts Receivable Securitization Program is LIBOR plus 1.0%. The full amount outstanding under the Accounts Receivable Securitization Program is classified within thelong-term debt, net of current portion at September 30, 2021 and within current portion of long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheet asSheets. There were no other changes to the terms of September 30, 2020.the Accounts Receivable Securitization Program described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.

Letters of Credit

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Part I. Financial Information
CASH POOLING
During the third quarter of 2021, certain of our subsidiaries in the Asia Pacific region began to participate in two cash pooling arrangements with JP Morgan Chase Bank, N.A. (“JPM”), one of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the “JPM QRS Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS Cash Pool") (collectively, the “JPM Cash Pools”). Under the JPM Cash Pools, cash deposited by participating subsidiaries with JPM is pledged as security against the debit balances of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Condensed Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in the JPM Cash Pools. We have executed overdraft facility agreements for the JPM QRS Cash Pool and the JPM TRS Cash Pool in amounts not to exceed $12.0 million and $10.0 million, respectively. Each overdraft facility permits us to cover a temporary net debit position in the applicable pool.
In addition to the JPM Cash Pools, we also utilize two separate cash pooling arrangements with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detail in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
LETTERS OF CREDIT
As of September 30, 2020,2021, we had outstanding letters of credit totaling $34.8$36.5 million, of which $3.2$3.1 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between October 20202021 and January 2033.March 2025.

Debt Covenants

DEBT COVENANTS
The Credit Agreement (as defined in Note 56 to Notes of Condensed Consolidated Financial Statements included in this Quarterly Report), our bond indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other specified corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our bond indentures or other agreements governing our indebtedness. The Credit Agreement requires that we satisfy a fixed charge coverage ratio, a net total lease adjusted leverage ratio and a net secured debt lease adjusted leverage ratio on a quarterly basis and our bond indentures require that, among other things, we satisfy a leverage ratio (not lease adjusted) or a fixed charge coverage ratio (not lease adjusted), as a condition to taking actions such as paying dividends and incurring indebtedness.

The Credit Agreement uses EBITDAR-based calculations and the bond indentures use EBITDA-based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The bond indentureEBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. These adjustments can be significant. For example, the calculation of financial performance under the Credit Agreement and the 47/8% Notes due 2029 includescertain of our bond indentures (subject to specified exceptions and caps) adjustments for non-cash charges and for expected benefits associated with (i) completed acquisitions, (ii) certain executed lease agreements associated with our data center business that have yet to commence, and (iii) restructuring and other strategic initiatives, such as Project Summit. The calculation of financial performance under our other bond indentures includes, for example, adjustments (i) for non-cash charges and for expected benefits associated with (i) completed acquisitions, and (ii) to exclude the effects of events that are extraordinary, unusual or non-recurring, such as the COVID-19 pandemic.

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Our leverage and fixed charge coverage ratios under the Credit Agreement and our indentures as of September 30, 20202021 are as follows:
 SeptemberSEPTEMBER 30, 20202021Maximum/Minimum AllowableMAXIMUM/MINIMUM ALLOWABLE
Net total lease adjusted leverage ratio5.35.4 Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio2.02.1 Maximum allowable of 4.0
Fixed charge coverage ratio2.42.3 Minimum allowable of 1.5
Bond leverage ratio (not lease adjusted)5.95.8 
Maximum allowable of 7.0(1)7.0(1)
Bond fixed charge coverage ratio (not lease adjusted)3.3 
Minimum allowable of 2.0(1)2.0(1)

(1)The maximum leverage ratio permitted under our indentures for the GBP Notes, the 47/8% Notes due 2027, the 51/4% Notes due 2028 and the 47/8% Notes due 2029 is 7.0. As of September 30, 2020, we no longer have any indentures subject toinclude a maximum leverage ratio of 6.5.covenant. The indentures for the 5% Notes, the 51/4% Notes due 2030, the 41/2% Notes and the 55/8% Notes do not include a maximum leverage ratio covenant; the indentures for these notes instead require us to maintain a minimum fixed charge coverage ratio of 2.0.ratio. In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio or bond fixed charge coverage ratio exceeding or falling below the maximum or minimum permitted ratio under our indentures and still remain in compliance with the applicable covenant.
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Part I. Financial Information
Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.


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

Derivative InstrumentsDERIVATIVE INSTRUMENTS

A. INTEREST RATE SWAP AGREEMENTS
a.    Interest Rate Swap Agreements

In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. As of September 30, 2021, we had $350.0 million 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 rates as specified in the interest rate swap agreements.
In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness once our current interest rate swap agreements expire in March 2022. The forward-starting interest rate swap agreements have $350.0 million in notional value, commence in March 2022 and expire in March 2024. Under the forward-starting interest rate swap agreements, we will receive variable rate interest payments based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements.
We have designated these interest rate swap agreements, including the forward-starting interest rate swap agreements, as cash flow hedges.

b.    Cross-Currency Swap Agreements

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

In August 2019, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $110.0 million at an interest rate of 6.0% for approximately 99.1 million Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023.
In September 2020, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $359.2 million at an interest rate of 4.5% for approximately 300.0 million Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026.

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

See Note 35 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information on our derivative instruments.
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Equity Financing

EQUITY FINANCING
In 2017, we entered into a distribution agreement pursuant to which we may sell, from time to time, up to an aggregate sales price of $500.0 million of our common stock through the agents under the agreement (the “At The Market (ATM) Equity Program”). During the nine months ended September 30, 2020,2021, there were no shares of common stock sold under the At The Market (ATM) Equity Program. As of September 30, 2020,2021, the remaining aggregate sale price of shares of our common stock available for distribution under the At The Market (ATM) Equity Program was approximately $431.2 million.
ACQUISITIONS

INFOFORT ACQUISITION
On September 15, 2021, in order to further expand our records management operations in the Middle East and North Africa, we acquired Information Fort, LLC, a records and information management provider, for approximately $90.3 million.
FRANKFURT DATA CENTER ACQUISITION
On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77.9 million Euros (or approximately $91.3 million, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition).
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Part I. Financial Information
OTHER 2021 ACQUISITIONS
In addition to the transactions noted above, during the nine months ended September 30,2021, in order to enhance our existing operations in the United Kingdom and Indonesia and to expand our operations into Morocco, we completed the acquisition of two records management companies and one art storage company for total cash consideration of approximately $45.1 million.
AcquisitionsINVESTMENTS
2021 NEWLY FORMED JOINT VENTURE
In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation of the Web Werks JV, we made an initial investment of approximately 3,750.0 million Indian rupees (or approximately $50.1 million, based upon the exchange rate between the United States dollar and Joint VenturesIndian rupee as of the closing date of the initial investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.
Under the terms of the Web Werks JV shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500.0 million Indian rupees (or approximately $100.0 million, based upon the current exchange rate between the United States dollar and Indian rupee), and, over time, we expect to acquire a majority interest in the Web Werks JV.
JOINT VENTURE SUMMARY
The following joint ventures are accounted for as equity method investments and are presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying values and equity interests in our joint ventures at September 30, 2021 and December 31, 2020 are as follows (in thousands):
SEPTEMBER 30, 2021DECEMBER 31, 2020
CARRYING VALUEEQUITY INTERESTCARRYING VALUEEQUITY INTEREST
Web Werks JV$51,257 38 %$— — %
Joint venture with AGC Equity Partners26,272 20 %26,500 20 %
Joint venture with MakeSpace Labs, Inc.(1)
27,419 48 %16,924 39 %

(1)    
During the first, second and third quarters of 2021, we made capital contributions of $6.5 million to this joint venture.
See Note 4 and Note 112.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information regarding our 2020 acquisitions and2021 joint ventures.

a.    OSG Acquisition

On January 9, 2020, we completed the OSG Acquisition for cash consideration of approximately $95.5 million. The OSG Acquisition enabled us to extend our Global RIM Business in Russia, Ukraine, Kazakhstan, Belarus, and Armenia. The results of OSG are fully consolidated within our condensed consolidated financial statements from the closing date of the OSG Acquisition.

b.    Glenbeigh Acquisition

On February 17, 2020, in order to enhance our existing operations in the United Arab Emirates, we acquired Glenbeigh Records Management DWC-LLC, a storage and records management company, for total cash consideration of approximately $29.1 million.

c.    MakeSpace Capital Contribution

During 2019, we formed a joint venture entity with MakeSpace Labs, Inc. (the "MakeSpace JV"). In the second quarter of 2020, we committed to participate in a round of equity funding for the MakeSpace JV whereby we agreed tocontribute $36.0 million of the $45.0 million being raised in installments beginning in May 2020 through October 2021. Our equity interest in the MakeSpace JV at September 30, 2020 and December 31, 2019 was 37% and 34%, respectively, and the carrying value of our investment in the MakeSpace JV at September 30, 2020 and December 31, 2019 was approximately $15.8 million and $18.6 million, respectively.

d.     Frankfurt Joint Venture

On October 1, 2020, we formed a joint venture (the “Frankfurt JV Transaction”) with AGC Equity Partners (“AGC”) to design and develop a 280,000 square foot, 27 megawatt, hyperscale data center currently under development in Frankfurt, Germany (the “Frankfurt JV”). AGC acquired an 80% equity interest in the Frankfurt JV, while we retained a 20% equity interest (the “Frankfurt JV Investment”). The total cash consideration for the 80% equity interest sold to AGC was approximately $100.0 million. The substantial majority of the consideration was received upon the closing of the Frankfurt JV, and we are entitled to receive an additional approximately $10.0 million upon the completion of development of the data center, which we expect to occur in the second quarter of 2021. In connection with the Frankfurt JV Transaction, we also entered into agreements whereby we will earn various fees, including property management and construction and development fees, for services we are providing to the Frankfurt JV.

The assets included in the Frankfurt JV Transaction have a carrying value of approximately $100.0 million at September 30, 2020, and are primarily land and land development assets which are included within our Global Data Center Business segment. The assets are classified as held for sale and are included within Other, a component of Other assets, net in our Condensed Consolidated Balance Sheet at September 30, 2020.

During the fourth quarter of 2020, we expect to recognize a gain of approximately $25.0 million associated with the Frankfurt JV Transaction, representing the excess of the fair value of the consideration received over the carrying value of the assets. The gain remains subject to customary closing adjustments.

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Part I. Financial Information
Contractual Obligations

We expect to meet our cash flow requirements for the next twelve months by utilizing cash on hand, cash generated from operations, borrowings under the Credit Agreement and other financings (including the issuance of equity under the At The Market (ATM) Equity Program). We expect to meet our long-term cash flow requirements using the same resources described above.

Inflation

Certain of our expenses, such as wages and benefits, insurance, occupancy costs and equipment repair and replacement, are subject to normal inflationary pressures. Although to date we have been able to offset inflationary cost increases with increased operating efficiencies, the negotiation of favorable long-term real estate leases and an ability to increase prices in our customer contracts (many of which contain provisions for inflationary price escalators), we can give no assurance that we will be able to offset any future inflationary cost increases through similar efficiencies, leases or increased storage rental or service charges.

ItemITEM 4. Controls and ProceduresCONTROLS AND PROCEDURES

Disclosure Controls and Procedures

DISCLOSURE CONTROLS AND PROCEDURES
The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"Act”). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, accumulated, summarized, communicated and reported to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of September 30, 20202021 (the "Evaluation Date"Date”), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

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

There were no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2020,2021, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. In March 2020, many of our employees began working remotely due to the COVID-19 pandemic. We have not implemented any material changes in our internal control over financial reporting due to the changes in the way we are working. We are monitoring and assessing the effects of the COVID-19 pandemic to determine any potential impacts on the design and operating effectiveness of our internal controls over financial reporting.
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Part II. Other Information

PART II. OTHER INFORMATION
ItemITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
We did not sell any unregistered equity securities during the three months ended September 30, 2020,2021, nor did we repurchase any shares of our common stock during the three months ended September 30, 2020.

2021.
ItemITEM 6. ExhibitsEXHIBITS

(a)    Exhibits

(A) EXHIBITS
Certain exhibits indicated below are incorporated by reference to documents we have filed with the SEC.
Exhibit No.EXHIBIT NO.DescriptionDESCRIPTION
4.1 10.1
(Incorporated by reference to the Company's Current Report on Form 8-K dated August 18, 2020.Filed herewith.)
31.1
31.2
32.1
32.2
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.

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Part II. Other Information
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
IRON MOUNTAIN INCORPORATED
By:/s/ DANIEL BORGES
Daniel Borges
 Senior Vice President, Chief Accounting Officer
Dated: November 5, 20204, 2021
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