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~~June 30, ~~2021~~2022


OR

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

For the Transition Period from to

Commission file number 1-13045

IRON MOUNTAIN INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)


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

One Federal Street, Boston, Massachusetts 02110

(Address of Principal Executive Offices, Including Zip Code)

(617) 535-4766

(Registrant's Telephone Number, Including Area Code)

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.01 par value

IRM

NYSE

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

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

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


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

If an 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~~July 29, ~~2021,~~2022, the registrant had ~~289,549,498~~290,684,926 outstanding shares of common stock, $.01 par value.

Table of Contents

IRON MOUNTAIN INCORPORATED

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

TABLE OF CONTENTS


PART I—FINANCIAL INFORMATION

	1	ITEM 1.	Unaudited Condensed Consolidated Financial Statements
		2	Condensed Consolidated Balance Sheets at ~~September~~June 30 ~~30, 2021~~, 2022 and December 31, ~~2020~~2021
		3	Condensed Consolidated Statements of Operations for the Three Months Ended ~~September~~June 30 ~~30,~~, 2022 and 2021 ~~and 2020~~
		4	Condensed Consolidated Statements of Operations for the ~~Nine~~Six Months Ended ~~September~~June 30 , 202 2 ~~30, 2021~~ and ~~2020~~2021
		5	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three ~~and~~ ~~Nine~~ and Six Months Ended ~~September~~June 30 ~~30,~~, 2022 and 2021 ~~and 2020~~
		6	Condensed Consolidated Statements of Equity for the Three and ~~Nine~~ Six Months Ended ~~September~~June 30, ~~2021~~2022
		7	Condensed Consolidated Statements of Equity for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2020~~2021
		8	Condensed Consolidated Statements of Cash Flows for the N i ne Six Months Ended ~~September~~June 30 ~~30,~~, 2022 and 2021 ~~and 2020~~
		9	Notes to Condensed Consolidated Financial Statements ~~(Unaudited)~~
	3032	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	53	ITEM 4.	Controls and Procedures

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

	55	ITEM 6.	Exhibits
	56	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


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

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

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

SEPTEMBER 30, 2021 DECEMBER 31, 2020
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 other 223,266 205,380
Total Current Assets 1,269,053 1,269,787
Property, Plant and Equipment:
Property, plant and equipment 8,503,171 8,246,337
Less—Accumulated depreciation (3,914,553) (3,743,894)
Property, Plant and Equipment, Net 4,588,618 4,502,443
Other Assets, Net:
Goodwill 4,472,641 4,557,609
Customer relationships, customer inducements and data center lease-based intangibles 1,230,330 1,326,977
Operating lease right-of-use assets 2,308,047 2,196,502
Other 365,706 295,949
Total Other Assets, Net 8,376,724 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 payable 324,210 359,863
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities) 926,360 1,146,288
Deferred revenue 257,593 295,785
Total Current Liabilities 1,826,307 1,995,695
Long-term Debt, net of current portion 8,815,273 8,509,555
Long-term Operating Lease Liabilities, net of current portion 2,164,449 2,044,598
Other Long-term Liabilities 155,048 204,508
Deferred Income Taxes 236,782 198,377
Commitments and Contingencies 0 0
Redeemable Noncontrolling Interests 61,390 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 capital 4,407,253 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' Equity 973,882 1,136,729
Noncontrolling Interests 1,264 —
Total Equity 975,146 1,136,729
Total Liabilities and Equity $ 14,234,395 $ 14,149,267


	JUNE 30, 2022		DECEMBER 31, 2021
ASSETS
Current Assets:
Cash and cash equivalents	$	144,746	$	255,828

Accounts receivable (less allowances of $55,715 and $62,009 as of June 30, 2022 and December 31, 2021, respectively)	1,116,329		961,419

Prepaid expenses and other	280,944		224,020

Total Current Assets	1,542,019		1,441,267
Property, Plant and Equipment:
Property, plant and equipment	8,690,956		8,647,303
Less—Accumulated depreciation	(4,072,787)		(3,979,159)
Property, Plant and Equipment, Net	4,618,169		4,668,144
Other Assets, Net:
Goodwill	4,923,691		4,463,531
Customer and supplier relationships and other intangible assets	1,508,526		1,181,043
Operating lease right-of-use assets	2,512,377		2,314,422
Other	517,537		381,624
Total Other Assets, Net	9,462,131		8,340,620
Total Assets	$	15,622,319	$	14,450,031
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt	$	86,790	$	309,428
Accounts payable	435,475		369,145
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	957,507		1,032,537
Deferred revenue	302,494		307,470

Total Current Liabilities	1,782,266		2,018,580
Long-term Debt, net of current portion	9,993,126		8,962,513
Long-term Operating Lease Liabilities, net of current portion	2,371,270		2,171,472
Other Long-term Liabilities	404,703		144,053
Deferred Income Taxes	325,222		223,934
Commitments and Contingencies	0		0
Redeemable Noncontrolling Interests	93,957		72,411
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 290,679,958 and 289,757,061 shares as of June 30, 2022 and December 31, 2021, respectively)	2,907		2,898
Additional paid-in capital	4,432,009		4,412,553
(Distributions in excess of earnings) Earnings in excess of distributions	(3,340,992)		(3,221,152)
Accumulated other comprehensive items, net	(446,975)		(338,347)
Total Iron Mountain Incorporated Stockholders' Equity	646,949		855,952
Noncontrolling Interests	4,826		1,116
Total Equity	651,775		857,068
Total Liabilities and Equity	$	15,622,319	$	14,450,031

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


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

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

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


		THREE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,
		2021		2020			2022		2021
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	718,614	$	696,294	Storage rental	$	753,126	$	718,272
Service	Service	411,534		340,353		Service	536,408		401,484

Total Revenues	Total Revenues	1,130,148		1,036,647		Total Revenues	1,289,534		1,119,756
Operating Expenses:	Operating Expenses:					Operating Expenses:
Cost of sales (excluding depreciation and amortization)	Cost of sales (excluding depreciation and amortization)	481,663		434,505		Cost of sales (excluding depreciation and amortization)	556,476		474,579

Selling, general and administrative	Selling, general and administrative	241,596		232,095		Selling, general and administrative	295,394		259,779
Depreciation and amortization	Depreciation and amortization	174,818		157,252		Depreciation and amortization	178,254		166,685
Acquisition and Integration Costs	Acquisition and Integration Costs	1,138		—		Acquisition and Integration Costs	16,878		2,277
Restructuring Charges	Restructuring Charges	50,432		48,371		Restructuring Charges	—		39,443

(Gain) Loss on disposal/write-down of property, plant and equipment, net	(Gain) Loss on disposal/write-down of property, plant and equipment, net	(935)		(75,840)		(Gain) Loss on disposal/write-down of property, plant and equipment, net	(51,249)		(128,935)
Total Operating Expenses	Total Operating Expenses	948,712		796,383		Total Operating Expenses	995,753		813,828
Operating Income (Loss)	Operating Income (Loss)	181,436		240,264		Operating Income (Loss)	293,781		305,928
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
Interest Expense, Net (includes Interest Income of $2,171 and $1,127 for the three months ended June 30, 2022 and 2021, respectively)						Interest Expense, Net (includes Interest Income of $2,171 and $1,127 for the three months ended June 30, 2022 and 2021, respectively)	115,057		105,220
Other (Income) Expense, Net	Other (Income) Expense, Net	(18,501)		83,465		Other (Income) Expense, Net	(41,217)		(186,230)
Net Income (Loss) Before Provision (Benefit) for Income Taxes	Net Income (Loss) Before Provision (Benefit) for Income Taxes	96,128		52,496		Net Income (Loss) Before Provision (Benefit) for Income Taxes	219,941		386,938
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	28,017		13,934		Provision (Benefit) for Income Taxes	18,083		110,416

Net Income (Loss)	Net Income (Loss)	68,111		38,562		Net Income (Loss)	201,858		276,522
Less: Net Income (Loss) Attributable to Noncontrolling Interests	Less: Net Income (Loss) Attributable to Noncontrolling Interests	428		168		Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,777		1,237
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	67,683	$	38,394	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	200,081	$	275,285
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:	Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:					Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:

Basic	Basic	$	0.23	$	0.13	Basic	$	0.69	$	0.95

Diluted	Diluted	$	0.23	$	0.13	Diluted	$	0.68	$	0.95
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	289,762		288,403		Weighted Average Common Shares Outstanding—Basic	290,756		289,247
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	291,482		288,811		Weighted Average Common Shares Outstanding—Diluted	292,487		291,079

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


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

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

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

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

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


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)~~

~~(IN THOUSANDS) (UNAUDITED)~~

THREE MONTHS ENDED
SEPTEMBER 30,
2021 2020
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 Instruments 14,665 (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

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



	SIX MONTHS ENDED JUNE 30,
	2022		2021
Revenues:
Storage rental	$	1,504,196	$	1,426,328
Service	1,033,384		775,468

Total Revenues	2,537,580		2,201,796
Operating Expenses:
Cost of sales (excluding depreciation and amortization)	1,103,098		926,488

Selling, general and administrative	576,117		518,502
Depreciation and amortization	361,869		332,327
Acquisition and Integration Costs	32,539		2,277
Restructuring Charges	—		79,254


(Gain) Loss on disposal/write-down of property, plant and equipment, net	(51,954)		(133,386)
Total Operating Expenses	2,021,669		1,725,462
Operating Income (Loss)	515,911		476,334
Interest Expense, Net (includes Interest Income of $3,819 and $3,698 for the six months ended June 30, 2022 and 2021, respectively)	229,499		209,642
Other Expense (Income), Net	14,684		(181,517)
Net Income (Loss) Before Provision (Benefit) for Income Taxes	271,728		448,209
Provision (Benefit) for Income Taxes	28,163		125,056


Net Income (Loss)	243,565		323,153
Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,185		2,265
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	242,380	$	320,888
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:


Basic	$	0.83	$	1.11
Diluted	$	0.83	$	1.11
Weighted Average Common Shares Outstanding—Basic	290,542		289,001
Weighted Average Common Shares Outstanding—Diluted	292,166		290,303

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									4

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(IN THOUSANDS) (UNAUDITED)


	THREE MONTHS ENDED JUNE 30,
	2022		2021
Net Income (Loss)	$	201,858	$	276,522
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment	(187,786)		42,543
Change in Fair Value of Derivative Instruments	34,211		5,634
Total Other Comprehensive (Loss) Income:	(153,575)		48,177
Comprehensive Income (Loss)	48,283		324,699
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	819		1,156
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	47,464	$	323,543


	SIX MONTHS ENDED JUNE 30,
	2022		2021
Net Income (Loss)	$	243,565	$	323,153
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment	(160,333)		(23,812)
Change in Fair Value of Derivative Instruments	50,977		20,840
Total Other Comprehensive (Loss) Income	(109,356)		(2,972)
Comprehensive Income (Loss)	134,209		320,181
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	457		2,053
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	133,752	$	318,128

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


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									5

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

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


THREE MONTHS ENDED JUNE 30, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, March 31, 2022	$	758,771	290,550,440	$	2,906	$	4,409,051	$	(3,359,876)	$	(294,358)	$	1,048	$	73,428
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	24,462		129,518	1		24,461		—		—		—		—
Changes in equity related to noncontrolling interests	4,618		—	—		983		—		—		3,635		(983)
Parent cash dividends declared	(181,197)		—	—		—		(181,197)		—		—		—
Foreign currency translation adjustment	(186,919)		—	—		—		—		(186,828)		(91)		(867)
Change in fair value of derivative instruments	34,211		—	—		—		—		34,211		—		—

Net income (loss)	200,315		—	—		—		200,081		—		234		1,543

Noncontrolling interests equity contributions and related costs	(2,486)		—	—		(2,486)		—		—		—		21,547
Noncontrolling interests dividends	—		—	—		—		—		—		—		(711)


Balance, June 30, 2022	$	651,775	290,679,958	$	2,907	$	4,432,009	$	(3,340,992)	$	(446,975)	$	4,826	$	93,957

SIX MONTHS ENDED JUNE 30, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2021	$	857,068	289,757,061	$	2,898	$	4,412,553	$	(3,221,152)	$	(338,347)	$	1,116	$	72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	22,960		922,897	9		22,951		—		—		—		—
Changes in equity related to noncontrolling interests	2,626		—	—		(1,009)		—		—		3,635		1,009
Parent cash dividends declared	(362,220)		—	—		—		(362,220)		—		—		—
Foreign currency translation adjustment	(159,764)		—	—		—		—		(159,605)		(159)		(569)
Change in fair value of derivative instruments	50,977		—	—		—		—		50,977		—		—

Net income (loss)	242,614		—	—		—		242,380		—		234		951

Noncontrolling interests equity contributions and related costs	(2,486)		—	—		(2,486)		—		—		—		21,547
Noncontrolling interests dividends	—		—	—		—		—		—		—		(1,392)


Balance, June 30, 2022	$	651,775	290,679,958	$	2,907	$	4,432,009	$	(3,340,992)	$	(446,975)	$	4,826	$	93,957

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


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF EQUITY~~

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

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

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									6

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)


THREE MONTHS ENDED JUNE 30, 2021
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, March 31, 2021	$	959,707	288,727,747	$	2,888	$	4,347,151	$	(3,083,421)	$	(306,911)	$	61,601
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation	45,252		731,021	7		45,245		—		—		—

Parent cash dividends declared	(180,760)		—	—		—		(180,760)		—		—
Foreign currency translation adjustment	42,624		—	—		—		—		42,624		(81)
Change in fair value of derivative instruments	5,634		—	—		—		—		5,634		—
Net income (loss)	275,285		—	—		—		275,285		—		1,237
Noncontrolling interests dividends	—		—	—		—		—		—		(664)
Purchase of noncontrolling interests	—		—	—		—		—		—		2,567
Balance, June 30, 2021	$	1,147,742	289,458,768	$	2,895	$	4,392,396	$	(2,988,896)	$	(258,653)	$	64,660


SIX MONTHS ENDED JUNE 30, 2021
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2020	$	1,136,729	288,273,049	$	2,883	$	4,340,078	$	(2,950,339)	$	(255,893)	$	59,805
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation	51,650		1,185,719	12		51,638		—		—		—
Change in equity related to redeemable noncontrolling interests	680		—	—		680		—		—		(680)
Parent cash dividends declared	(359,445)		—	—		—		(359,445)		—		—
Foreign currency translation adjustment	(23,600)		—	—		—		—		(23,600)		(212)
Change in fair value of derivative instruments	20,840		—	—		—		—		20,840		—
Net income (loss)	320,888		—	—		—		320,888		—		2,265
Noncontrolling interests equity contributions	—		—	—		—		—		—		2,200
Noncontrolling interests dividends	—		—	—		—		—		—		(1,285)
Purchase of noncontrolling interests	—		—	—		—		—		—		2,567
Balance, June 30, 2021	$	1,147,742	289,458,768	$	2,895	$	4,392,396	$	(2,988,896)	$	(258,653)	$	64,660

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


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									7

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ~~(IN~~

(IN THOUSANDS) (UNAUDITED)


		NINE MONTHS ENDED SEPTEMBER 30,					SIX MONTHS ENDED JUNE 30,
		2021		2020			2022		2021
Cash Flows from Operating Activities:	Cash Flows from Operating Activities:					Cash Flows from Operating Activities:
Net income (loss)	Net income (loss)	$	391,264	$	96,341	Net income (loss)	$	243,565	$	323,153

Adjustments to reconcile net income (loss) to cash flows from operating activities:	Adjustments to reconcile net income (loss) to cash flows from operating activities:					Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	Depreciation	347,269		334,780		Depreciation	236,496		226,939
Amortization (includes amortization of deferred financing costs and discounts of $12,470 and $13,150 for the nine months ended September 30, 2021 and 2020, respectively)		172,346		162,057
Intangible impairments		—		23,000
Amortization (includes amortization of deferred financing costs and discounts of $9,064 and $8,443 for the six months ended June 30, 2022 and 2021, respectively)						Amortization (includes amortization of deferred financing costs and discounts of $9,064 and $8,443 for the six months ended June 30, 2022 and 2021, respectively)	134,437		113,831

Revenue reduction associated with amortization of customer inducements and above- and below-market leases	Revenue reduction associated with amortization of customer inducements and above- and below-market leases	6,578		7,612		Revenue reduction associated with amortization of customer inducements and above- and below-market leases	3,681		4,327
Stock-based compensation expense	Stock-based compensation expense	46,852		35,618		Stock-based compensation expense	31,597		33,652
Provision (benefit) for deferred income taxes		36,333		(3,074)
(Benefit) provision for deferred income taxes						(Benefit) provision for deferred income taxes	(18,491)		30,899
Loss on early extinguishment of debt	Loss on early extinguishment of debt	—		68,300		Loss on early extinguishment of debt	671		—
Gain on IPM Divestment (as defined in Note 4)		(180,569)		—
Gain on IPM divestment						Gain on IPM divestment	—		(181,196)
(Gain) loss on disposal/write-down of property, plant and equipment, net	(Gain) loss on disposal/write-down of property, plant and equipment, net	(134,321)		(78,170)		(Gain) loss on disposal/write-down of property, plant and equipment, net	(51,954)		(133,386)

Loss associated with OSG deconsolidation						Loss associated with OSG deconsolidation	105,825		—
Gain associated with Clutter Transaction						Gain associated with Clutter Transaction	(35,821)		—
Foreign currency transactions and other, net	Foreign currency transactions and other, net	(13,239)		4,043		Foreign currency transactions and other, net	(58,821)		2,727
(Increase) decrease in assets	(Increase) decrease in assets	(112,753)		(10,219)		(Increase) decrease in assets	(194,756)		(83,975)
(Decrease) increase in liabilities	(Decrease) increase in liabilities	(96,423)		(13,070)		(Decrease) increase in liabilities	(50,505)		52,231

Cash Flows from Operating Activities	Cash Flows from Operating Activities	463,337		627,218		Cash Flows from Operating Activities	345,924		389,202

Cash Flows from Investing Activities:	Cash Flows from Investing Activities:					Cash Flows from Investing Activities:
Capital expenditures	Capital expenditures	(418,976)		(309,162)		Capital expenditures	(330,220)		(295,586)
Cash paid for acquisitions, net of cash acquired	Cash paid for acquisitions, net of cash acquired	(203,752)		(118,581)		Cash paid for acquisitions, net of cash acquired	(718,657)		(35,723)

Acquisition of customer relationships	Acquisition of customer relationships	(4,800)		(3,529)		Acquisition of customer relationships	(148)		(3,641)
Customer inducements	Customer inducements	(5,148)		(8,269)		Customer inducements	(4,624)		(3,818)
Contract fulfillment costs and third-party commissions		(43,699)		(30,705)
Contract fulfillment costs						Contract fulfillment costs	(33,951)		(29,023)

Investments in joint ventures and other investments	Investments in joint ventures and other investments	(72,153)		(6,850)		Investments in joint ventures and other investments	—		(63,135)
Net proceeds from IPM Divestment	Net proceeds from IPM Divestment	213,878		—		Net proceeds from IPM Divestment	—		213,878
Proceeds from sales of property and equipment and other, net	Proceeds from sales of property and equipment and other, net	214,865		116,965		Proceeds from sales of property and equipment and other, net	96,497		209,697
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(319,785)		(360,131)		Cash Flows from Investing Activities	(991,103)		(7,351)

Cash Flows from Financing Activities:	Cash Flows from Financing Activities:					Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt	Repayment of revolving credit facility, term loan facilities and other debt	(2,622,555)		(7,354,790)		Repayment of revolving credit facility, term loan facilities and other debt	(5,351,720)		(1,620,167)
Proceeds from revolving credit facility, term loan facilities and other debt	Proceeds from revolving credit facility, term loan facilities and other debt	3,037,476		7,090,842		Proceeds from revolving credit facility, term loan facilities and other debt	6,255,829		1,763,597
Early redemption of senior notes, including call premiums		—		(2,942,554)
Net proceeds from sales of senior notes		—		3,465,000

Debt financing and equity contribution from noncontrolling interests						Debt financing and equity contribution from noncontrolling interests	21,547		—

Debt repayment and equity distribution to noncontrolling interests	Debt repayment and equity distribution to noncontrolling interests	(1,882)		(2,197)		Debt repayment and equity distribution to noncontrolling interests	(1,392)		(1,285)
Repurchase of noncontrolling interest	Repurchase of noncontrolling interest	(75,000)		—		Repurchase of noncontrolling interest	—		(75,000)
Parent cash dividends	Parent cash dividends	(538,902)		(537,853)		Parent cash dividends	(364,223)		(359,824)

Net proceeds (payments) associated with employee stock-based awards		19,655		(979)
Net (payments) proceeds associated with employee stock-based awards						Net (payments) proceeds associated with employee stock-based awards	(8,636)		17,998

Other, net	Other, net	3,621		(24,643)		Other, net	(9,405)		3,742
Cash Flows from Financing Activities	Cash Flows from Financing Activities	(177,587)		(307,174)		Cash Flows from Financing Activities	542,000		(270,939)

Effect of Exchange Rates on Cash and Cash Equivalents	Effect of Exchange Rates on Cash and Cash Equivalents	(9,589)		(1,496)		Effect of Exchange Rates on Cash and Cash Equivalents	(7,903)		(47)
(Decrease) increase in Cash and Cash Equivalents	(Decrease) increase in Cash and Cash Equivalents	(43,624)		(41,583)		(Decrease) increase in Cash and Cash Equivalents	(111,082)		110,865
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period		205,063		193,555
Cash and Cash Equivalents, including Restricted Cash, End of Period		$	161,439	$	151,972
Cash and Cash Equivalents, Beginning of Period						Cash and Cash Equivalents, Beginning of Period	255,828		205,063
Cash and Cash Equivalents, End of Period						Cash and Cash Equivalents, End of Period	$	144,746	$	315,928
Supplemental Information:	Supplemental Information:					Supplemental Information:
Cash Paid for Interest	Cash Paid for Interest	$	395,355	$	357,897	Cash Paid for Interest	$	227,633	$	217,687
Cash Paid for Income Taxes, Net	Cash Paid for Income Taxes, Net	$	96,174	$	27,430	Cash Paid for Income Taxes, Net	$	57,135	$	45,246
Non-Cash Investing and Financing Activities:	Non-Cash Investing and Financing Activities:					Non-Cash Investing and Financing Activities:

Financing Leases	Financing Leases	$	40,590	$	34,889	Financing Leases	$	12,878	$	13,775
Accrued Capital Expenditures	Accrued Capital Expenditures	$	60,418	$	58,175	Accrued Capital Expenditures	$	98,210	$	45,665
Fair Value of Investments Applied to Acquisitions		$	—	$	27,276

Deferred Purchase Obligation and Other						Deferred Purchase Obligation and Other	$	276,017	$	—

Dividends Payable	Dividends Payable	$	189,010	$	186,699	Dividends Payable	$	188,556	$	187,488

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


8IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~8

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

1. GENERAL

The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation ~~(“IMI”~~("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, ~~2020~~2021 included in our Annual Report on Form 10-K filed with the SEC on February 24, ~~2021~~2022 (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 March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic. The preventative and protective actions that governments have ordered, or we or our customers have implemented, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. The broader impacts of the COVID-19 pandemic on our financial position, results of operations and cash flows, including impacts to the estimates we use in the preparation of our financial statements, remain uncertain and difficult to predict as information continues to evolve, and the severity and duration of the pandemic remains unknown, as is our visibility of its effect on the markets we serve and our customers within those markets.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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

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

B. ACCOUNTS RECEIVABLE

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

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

~~56,981~~62,009

Credit memos charged to revenue

~~29,996~~26,091

Allowance for bad debts charged to expense

~~16,371~~9,010

Deductions and other(1)

~~(43,134)~~(41,395)

Balance as of ~~September~~June 30, ~~2021~~2022

~~60,214~~55,715

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									9

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

C. INVENTORY

Inventories are stated at the lower of cost or net realizable value, based on a first-in, first-out methodology. Our inventory primarily consists of information technology-related assets including memory, central processing units, hard drives, adaptors and networking. All of our inventory is considered finished goods. Inventory is included as a component of Prepaid expenses and other in our Condensed Consolidated Balance Sheets. At June 30, 2022, we have inventory of approximately $22,400, net of related reserves for obsolete, excess and slow-moving inventory, which was acquired as part of the ITRenew Transaction (as defined in Note 3). We had no inventory as of December 31, 2021.

D. LEASES

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


DESCRIPTION	DESCRIPTION	SEPTEMBER 30, 2021		DECEMBER 31, 2020		DESCRIPTION	JUNE 30, 2022		DECEMBER 31, 2021
Assets:	Assets:					Assets:
Operating lease right-of-use assets	Operating lease right-of-use assets	$	2,308,047	$	2,196,502	Operating lease right-of-use assets	$	2,512,377	$	2,314,422
Financing lease right-of-use assets, net of accumulated depreciation(1)	Financing lease right-of-use assets, net of accumulated depreciation(1)	307,032		310,534		Financing lease right-of-use assets, net of accumulated depreciation(1)	261,762		298,049
Liabilities:	Liabilities:					Liabilities:
Current	Current					Current
Operating lease liabilities	Operating lease liabilities	$	257,884	$	250,239	Operating lease liabilities	$	262,044	$	259,597
Financing lease liabilities(1)	Financing lease liabilities(1)	42,442		43,149		Financing lease liabilities(1)	36,377		41,168
Long-term	Long-term					Long-term
Operating lease liabilities	Operating lease liabilities	$	2,164,449	$	2,044,598	Operating lease liabilities	$	2,371,270	$	2,171,472
Financing lease liabilities(1)	Financing lease liabilities(1)	321,682		323,162		Financing lease liabilities(1)	286,548		315,561

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

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DESCRIPTION	DESCRIPTION	2021		2020		2021		2020		DESCRIPTION	2022		2021		2022		2021
Operating lease cost(1)	Operating lease cost(1)	$	140,551	$	122,737	$	408,312	$	365,303	Operating lease cost(1)	$	139,863	$	135,086	$	283,393	$	267,761
Financing lease cost:	Financing lease cost:									Financing lease cost:
Depreciation of financing lease right-of-use assets	Depreciation of financing lease right-of-use assets	$	14,006	$	12,973	$	39,062	$	38,495	Depreciation of financing lease right-of-use assets	$	10,578	$	12,408	$	22,032	$	25,056
Interest expense for financing lease liabilities	Interest expense for financing lease liabilities	5,055		4,891		14,940		14,664		Interest expense for financing lease liabilities	4,359		4,910		9,037		9,885

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of ~~$28,835~~$28,788 and ~~$86,422~~$59,296 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, respectively, and ~~$27,486~~$29,219 and ~~$82,287~~$57,587 for the three and ~~nine~~six months ended ~~September 30, 2020, respectively.~~

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

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


10IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									10

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)

Other information: Supplemental cash flow information relating to our leases for the six months ended June 30, 2022 and 2021 is as follows:


	SIX MONTHS ENDED JUNE 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2022		2021
Operating cash flows used in operating leases	$	200,958	$	192,039

Operating cash flows used in financing leases (interest)	9,037		9,885
Financing cash flows used in financing leases	20,084		23,656

NON-CASH ITEMS:
Operating lease modifications and reassessments	$	67,699	$	63,047
New operating leases (including acquisitions and sale-leaseback transactions)	382,890		210,881


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									11

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

D.E. GOODWILL

Our reporting units as of December 31, ~~2020~~2021 are described in detail in Note 2.k. to Notes to Consolidated Financial Statements included in our Annual Report. During the second quarter of 2022, as a result of the realignment of our global managerial structure, we reassessed the composition of our reportable segments (see Note 9 for a description and definition of our reportable segments) as well as our reporting units.


We note the following changes to our reporting units as a result of the reassessment described above:
•our former Europe RIM reporting unit is now managed as 2 separate reporting units: (1) our Middle East, North Africa and Turkey ("MENAT") businesses will comprise our "MENAT RIM" reporting unit and (2) our other businesses in Europe and South Africa ("ESA") will comprise our “ESA RIM” reporting unit; •our former ANZ RIM and Asia RIM reporting units are now managed as 1 "APAC RIM" reporting unit; and •our asset lifecycle management ("ALM") business, which includes our legacy secure IT asset disposition business (which was primarily previously included in our North America RIM reporting unit) and the business acquired through our acquisition of Intercept Parent, Inc. ("ITRenew"), will comprise our newly formed "ALM" reporting unit.

There were no changes to our Latin America RIM, Global Data Center and Fine Arts reporting units. We have reassigned goodwill associated with the reporting units impacted by the reorganization on a relative fair value basis, where appropriate. The fair value of each of our new reporting units was determined based on the application of a combined weighted average approach of preliminary fair value multiples of revenue and earnings and discounted cash flow techniques. These fair values represent our best estimate and preliminary assessment of goodwill allocations to each of the new reporting units on a relative fair value basis. We have completed an interim goodwill impairment analysis before and after the reporting unit changes, and we have concluded that the goodwill associated with each of our reporting units was not impaired.

The goodwill associated with acquisitions completed during the ~~first nine~~six months of ~~2021~~2022 (as described in Note 3) has been incorporated into our current reporting ~~units as they existed as of December 31, 2020.~~units.

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

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


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

Non-tax deductible goodwill acquired during the period	696		—		581,195		581,891

Goodwill reallocation due to the change in reportable segments(1)	(3,409)		—		3,409		—
Fair value and other adjustments(2)	(12,247)		—		384		(11,863)
Currency effects	(97,746)		(10,569)		(1,553)		(109,868)
Goodwill balance, net of accumulated amortization as of June 30, 2022	$	3,863,555	$	415,505	$	644,631	$	4,923,691

Accumulated goodwill impairment balance as of June 30, 2022	$	132,409	$	—	$	26,011	$	158,420

(1)For additional information regarding the changes that were made to our reportable segments in the second quarter of 2022, see Note 9.

~~E. INVESTMENTS~~

~~2021 NEWLY FORMED JOINT VENTURE~~

~~In April 2021, we closed on~~(2)This amount represents an ~~agreement~~adjustment to ~~form~~goodwill as a ~~joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation~~result of the ~~Web Werks JV, we made an initial investment~~deconsolidation of ~~approximately 3,750,000 Indian rupees (or approximately $50,100, based upon the exchange rate between the United States dollar and Indian rupee~~certain businesses, as ~~of the closing date of the initial investment)~~described in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.

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

~~JOINT VENTURE SUMMARY~~

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

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

Note 2.l.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									1112

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~~June 30, ~~2021~~2022 and December 31, ~~2020~~2021 are as follows:

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


			FAIR VALUE MEASUREMENTS AT JUNE 30, 2022 USING
DESCRIPTION	TOTAL CARRYING VALUE AT JUNE 30, 2022		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	7,164	$	—	$	7,164	$	—
Time Deposits	1,397		—		1,397		—
Trading Securities	10,597		10,531		66		—
Derivative Assets	53,654		—		53,654		—
Deferred Purchase Obligation (as defined in Note 3)	275,100		—		—		275,100


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

There were no material items that are measured at fair value on a non-recurring basis at ~~September~~June 30, ~~2021~~2022 and December 31, ~~2020,~~2021, other than (i) those disclosed in Note 2.o. to Notes to Consolidated Financial Statements included in our Annual Report, (ii) assets acquired and liabilities assumed through the ITRenew Transaction (as defined and described in Note 3), (iii) our investment in the ~~Web Werks~~Clutter JV as(as defined in Note 4), and (iv) the fair value of our retained investment of our deconsolidated businesses (as described in Note ~~2.e.~~2.l.), ~~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~~ The fair value of the ~~noncontrolling interest shareholders in one of~~Deferred Purchase Obligation associated with the ITRenew Transaction was determined utilizing a Monte-Carlo model and takes into account our ~~foreign consolidated subsidiaries exercised its option~~forecasted projections as it relates to ~~put its ownership interest back to us. Upon~~ the ~~exercise~~underlying performance of the ~~put option, this noncontrolling interest became mandatorily redeemable by us, and, therefore, was accounted for~~business. There were no significant changes to the inputs to the model 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.


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

~~H. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET~~

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

THREE MONTHS ENDED SEPTEMBER 30, 2021 NINE MONTHS ENDED SEPTEMBER 30, 2021
FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS TOTAL
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, 2020 NINE MONTHS ENDED SEPTEMBER 30, 2020
FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS TOTAL
Beginning of Period $ (406,444) $ (21,079) $ (427,523) $ (252,825) $ (9,756) $ (262,581)
Other comprehensive income (loss):
Foreign currency translation and other adjustments 44,529 — 44,529 (109,090) — (109,090)
Change in fair value of derivative instruments — (184) (184) — (11,507) (11,507)
Total other comprehensive income (loss) 44,529 (184) 44,345 (109,090) (11,507) (120,597)
End of Period $ (361,915) $ (21,263) $ (383,178) $ (361,915) $ (21,263) $ (383,178)
2022.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									13

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.G. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

The changes in accumulated other comprehensive items, net for the three and six months ended June 30, 2022 and 2021 are as follows:


	THREE MONTHS ENDED JUNE 30, 2022						THREE MONTHS ENDED JUNE 30, 2021
	FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL
Beginning of Period	$	(313,801)	$	19,443	$	(294,358)	$	(272,414)	$	(34,497)	$	(306,911)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments	(186,828)		—		(186,828)		42,624		—		42,624
Change in fair value of derivative instruments	—		34,211		34,211		—		5,634		5,634
Total other comprehensive (loss) income	(186,828)		34,211		(152,617)		42,624		5,634		48,258
End of Period	$	(500,629)	$	53,654	$	(446,975)	$	(229,790)	$	(28,863)	$	(258,653)


	SIX MONTHS ENDED JUNE 30, 2022						SIX MONTHS ENDED JUNE 30, 2021
	FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL
Beginning of Period	$	(341,024)	$	2,677	$	(338,347)	$	(206,190)	$	(49,703)	$	(255,893)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments	(159,605)		—		(159,605)		(23,600)		—		(23,600)
Change in fair value of derivative instruments	—		50,977		50,977		—		20,840		20,840
Total other comprehensive (loss) income	(159,605)		50,977		(108,628)		(23,600)		20,840		(2,760)
End of Period	$	(500,629)	$	53,654	$	(446,975)	$	(229,790)	$	(28,863)	$	(258,653)

H. REVENUES

The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, ~~“Contract~~"Contract Fulfillment ~~Costs”~~Costs"). Contract Fulfillment Costs as of ~~September~~June 30, ~~2021~~2022 and December 31, ~~2020~~2021 are as follows:


		SEPTEMBER 30, 2021						DECEMBER 31, 2020							JUNE 30, 2022						DECEMBER 31, 2021
		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT			GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
Intake Costs asset	Intake Costs asset	$	71,540	$	(41,246)	$	30,294	$	63,721	$	(33,352)	$	30,369	Intake Costs asset	$	67,334	$	(44,086)	$	23,248	$	71,336	$	(42,678)	$	28,658
Commissions asset	Commissions asset	107,298		(48,708)		58,590		91,069		(38,787)		52,282		Commissions asset	130,277		(55,952)		74,325		114,791		(50,553)		64,238


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									14

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)

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

DESCRIPTION

LOCATION IN BALANCE SHEET

SEPTEMBER 30, 2021

DECEMBER 31, 2020

DESCRIPTION

LOCATION IN BALANCE SHEET

JUNE 30, 2022

DECEMBER 31, 2021

Deferred revenue - Current

Deferred revenue

257,593

295,785

Deferred revenue - Current

Deferred revenue

302,494

307,470

Deferred revenue - Long-term

Other Long-term Liabilities

34,342

35,612

Deferred revenue - Long-term

Other Long-term Liabilities

33,308

33,691

DATA CENTER LESSOR CONSIDERATIONS

Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards ~~Update~~Codification ("~~ASU"~~ASC") No. ~~2016-02,~~842 ("ASC 842"), 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~~six months ended ~~September~~June 30, ~~2021~~2022 and ~~2020~~2021 are as follows:

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


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022		2021		2022		2021
Storage rental revenue(1)	$	89,768	$	71,237	$	177,219	$	138,394

(1)Revenue associated with power and connectivity included within storage rental revenue was ~~$14,639~~$30,713 and ~~$42,333~~$59,031 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, respectively, and ~~$12,033~~$14,561 and ~~$34,986~~$27,694 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2020,~~2021, respectively.


14IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									15

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

I. STOCK-BASED COMPENSATION

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

2022 RETIREMENT ELIGIBLE CRITERIA

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

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

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

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

STOCK-BASED COMPENSATION EXPENSE

Stock-based compensation expense for the Employee Stock-Based Awards for the three and six months ended June 30, 2022 and 2021 is as follows:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022		2021		2022		2021
Stock-based compensation expense	$	20,256	$	22,699	$	31,597	$	33,652

As of June 30, 2022, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is $69,595.

RESTRICTED STOCK UNITS AND PERFORMANCE UNITS

The fair value of RSUs and earned PUs that vested during the three and six months ended June 30, 2022 and 2021 is as follows:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022		2021		2022		2021
Fair value of RSUs vested	$	3,144	$	3,118	$	21,559	$	22,979
Fair value of earned PUs that vested	—		235		4,346		5,826


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									16

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”), performance units (“PUs”) and shares of stock issued under our employee stock purchase plan (collectively, “Employee Stock-Based Awards”) for the three and nine months ended September 30, 2021 and 2020 is as follows:

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

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

~~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, 2021 and 2020 is as follows:~~

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

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

K. ACQUISITION AND INTEGRATION COSTS

Acquisition and integration costs represent operating expenditures directly associated with the closing and integration activities of our business acquisitions that have closed, or are highly probable of closing, and include (i) advisory, legal and professional fees to complete business acquisitions and (ii) costs to integrate acquired businesses into our existing operations, including move, severance, facility upgrade and system integration costs (collectively, "Acquisition 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 is $16,878 and $32,539 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021 is $1,138~~2022, respectively, and ~~$3,415, respectively.~~


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

$2,277 for both the three and six months ended June 30, 2021.

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

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

Consolidated (gain) loss on disposal/write-down of property, plant and equipment, net for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 and ~~2020~~2021 is as follows:

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


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022(1)		2021(2)		2022(1)		2021(2)
(Gain) Loss on disposal/write-down of property, plant and equipment, net	$	(51,249)	$	(128,935)	$	(51,954)	$	(133,386)

(1) The gains for ~~both~~ the three and ~~nine~~six months ended ~~September~~June 30, ~~2020~~2022 primarily consisted of gains of approximately ~~$76,400~~$49,000 associated with the sale and sale-leaseback transactions of 211 facilities and parcels of land in the United ~~States.~~States, as part of our program to monetize a 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.

(2)The gains for the ~~nine~~three and six months ended ~~September~~June 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~~as part 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.L. OTHER (INCOME) EXPENSE, NET

Consolidated other (income) expense, net for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 and ~~2020~~2021 consists of the following:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DESCRIPTION	DESCRIPTION	2021		2020		2021		2020		DESCRIPTION	2022		2021		2022		2021
Foreign currency transaction (gains) losses, net(1)	Foreign currency transaction (gains) losses, net(1)	$	(23,200)	$	29,635	$	(16,157)	$	(6,293)	Foreign currency transaction (gains) losses, net(1)	$	(55,039)	$	4,729	$	(68,240)	$	7,043
Debt extinguishment expense	Debt extinguishment expense	—		51,260		—		68,300		Debt extinguishment expense	—		—		671		—
Other, net~~(1)~~(3)	Other, net~~(1)~~(3)	4,699		2,570		(183,861)		4,432		Other, net~~(1)~~(3)	13,822		(190,959)		82,253		(188,560)
Other (Income) Expense, Net	Other (Income) Expense, Net	$	(18,501)	$	83,465	$	(200,018)	$	66,439	Other (Income) Expense, Net	$	(41,217)	$	(186,230)	$	14,684	$	(181,517)

(1)We recognized net foreign currency transaction gains of $55,039 and $68,240 for the three and six months ended June 30, 2022, respectively. These gains primarily consist of the impact of changes in the exchange rate of the Euro and the British pound sterling against the United States dollar on our intercompany balances with and between certain of our subsidiaries.

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

(3)Other, net for the ~~nine~~three and six months ended ~~September~~June 30, 2021 is primarily comprised of (a) a gain of approximately ~~$180,600~~$181,200 associated with our IPM Divestment (as defined and discussed in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report) 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									IRON MOUNTAIN ~~SEPTEMBER~~JUNE 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)~~

~~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, 2021 and 2020 are as follows:~~

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

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

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

~~O. 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 as follows:~~

THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Net Income (Loss) $ 68,111 $ 38,562 $ 391,264 $ 96,341
Less: Net Income (Loss) Attributable to Noncontrolling Interests 428 168 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—basic 289,762,000 288,403,000 289,255,000 288,105,000
Effect of dilutive potential stock options 869,600 14,758 522,642 28,723
Effect of dilutive potential RSUs and PUs 850,655 392,943 918,954 337,588
Weighted-average shares—diluted 291,482,255 288,810,701 290,696,596 288,471,311
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 calculation 351,673 5,529,126 1,813,880 5,959,693


~~IRON MOUNTAIN SEPTEMBER 30, 2021~~2022 FORM 10-Q									17

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)

~~P. RECENT ACCOUNTING PRONOUNCEMENTS~~M. INCOME TAXES

~~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~~We provide for income taxes ~~by removing certain exceptions for recognizing deferred taxes for investments, performing intra-period allocation and calculating income taxes in~~during interim periods. ASU 2019-12 also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. We adopted ASU 2019-12 on January 1, 2021. ASU 2019-12 did not have a material impactperiods based on our ~~consolidated financial statements.~~estimate of the effective tax rate for the year.

Our effective tax rates for the three and six months ended June 30, 2022 and 2021 are as follows:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022(1)		2021(2)		2022(1)		2021(2)
Effective Tax Rate	8.2	%	28.5	%	10.4	%	27.9	%

~~3. ACQUISITIONS~~

~~INFOFORT ACQUISITION~~(1)

~~On September 15, 2021, in order to further expand~~The primary reconciling items between the federal statutory tax rate of 21.0% and our ~~records management operations~~overall effective tax rate for the three and six months ended June 30, 2022 were the benefits derived from the dividends paid deduction and the differences in the ~~Middle East~~tax rates to which our foreign earnings are subject. In addition, there were gains and ~~North Africa, we acquired Information Fort, LLC,~~losses recorded in Other expense (income), net and Gain (loss) on disposal/write-down of property, plant and equipment net, during the period for which there was an insignificant tax impact. During the first quarter of 2022, there was also a ~~records and information management provider, for~~release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries ("TRS") of approximately ~~$90,300.~~$9,900 as a result of the ITRenew Transaction.

~~FRANKFURT DATA CENTER ACQUISITION~~(2)

On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77,900 Euros (or approximately $91,300, based upon the exchange rateThe primary reconciling items between the ~~Euro~~federal statutory tax rate of 21.0% and our overall effective tax rate for the ~~United States dollar on the closing date of this acquisition).~~

~~OTHER 2021 ACQUISITIONS~~

~~In addition to the transactions noted above, during the nine~~three and six months ended ~~September~~June 30, 2021 were the impacts of differences in ~~order to enhance~~the tax rates at which our ~~existing operations~~foreign earnings are subject and a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom, partially offset by the benefits derived from the dividends paid deduction.

N. INCOME (LOSS) PER SHARE—BASIC AND DILUTED

The calculation of basic and ~~Indonesia~~diluted income (loss) per share for the three and ~~to expand our operations into Morocco, we completed the acquisition of 2 records management companies~~six months ended June 30, 2022 and ~~1 art storage company for total cash consideration of approximately $45,100.~~2021 are as follows:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022		2021		2022		2021
Net Income (Loss)	$	201,858	$	276,522	$	243,565	$	323,153
Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,777		1,237		1,185		2,265
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	200,081	$	275,285	$	242,380	$	320,888
Weighted-average shares—basic	290,756,000		289,247,000		290,542,000		289,001,000
Effect of dilutive potential stock options	1,249,262		641,888		1,122,444		349,163
Effect of dilutive potential RSUs and PUs	481,972		1,190,357		501,975		953,104
Weighted-average shares—diluted	292,487,234		291,079,245		292,166,419		290,303,267
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic	$	0.69	$	0.95	$	0.83	$	1.11
Diluted	$	0.68	$	0.95	$	0.83	$	1.11
Antidilutive stock options, RSUs and PUs, excluded from the calculation	234,085		381,900		494,833		2,544,984


18IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									18

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

3. ACQUISITIONS

On January 25, 2022, in order to expand our ALM operations, we acquired an approximately 80% interest in ITRenew at an agreed upon purchase price of $725,000, subject to certain working capital adjustments at, and subsequent to, the closing (the "ITRenew Transaction"). At closing, we paid $748,846 and acquired $30,720 of cash on hand, for a net purchase price of $718,126 for the ITRenew Transaction. The acquisition agreement provides us the option to purchase, and provides the shareholders of ITRenew the option to sell, the remaining approximately 20% interest in ITRenew as follows: (i) approximately 16% on or after the second anniversary of the ITRenew Transaction and (ii) approximately 4% on or after the third anniversary of the ITRenew Transaction (collectively, the "Remaining Interests"). The total payments for the Remaining Interests, based on the achievement of certain targeted performance metrics, will be no less than $200,000 and no more than $531,000 (the "Deferred Purchase Obligation"). The maximum amount of the Deferred Purchase Obligation would require achievement of the targeted performance metrics at approximately two times the level that is assumed in our current fair value estimate of the Deferred Purchase Obligation of $275,100. From January 25, 2022, we consolidate 100% of the revenues and expenses associated with this business. The Deferred Purchase Obligation is reflected as a long-term liability in our Condensed Consolidated Balance Sheet at June 30, 2022, and, accordingly, we have not reflected any non-controlling interests associated with the ITRenew Transaction as the Remaining Interests have non-substantive equity interest rights. Subsequent increases or decreases in the fair value estimate of the Deferred Purchase Obligation will be included as a component of Other expense (income), net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid. ITRenew is presented in Corporate and Other Business (as disclosed in Note 9) and primarily operates in the United States.

PRO FORMA FINANCIAL INFORMATION

The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of Iron Mountain and ITRenew on a pro forma basis as if the ITRenew Transaction had occurred on January 1, 2021. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2021. The Pro Forma Financial Information, for the periods presented, includes purchase accounting adjustments (including amortization of acquired customer and supplier intangible assets and depreciation of acquired property, plant and equipment) and related tax effects. Through June 30, 2022, we and ITRenew collectively incurred $59,370 of operating expenditures to complete the ITRenew Transaction (including advisory and professional fees required to complete the ITRenew Transaction). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2021.


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022		2021		2022		2021
Total Revenues	$	1,289,534	$	1,239,034	$	2,555,554	$	2,441,010
Income from Continuing Operations	$	201,858	$	275,988	$	243,696	$	270,605

In addition to our acquisition of ITRenew, we completed 1 additional acquisition during the first six months of 2022. The Pro Forma Financial Information does not reflect this acquisition due to the insignificant impact of the acquisition on our consolidated results of operations.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									19

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

3. ACQUISITIONS (CONTINUED)

PRELIMINARY PURCHASE PRICE ALLOCATION

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


	~~NINE~~SIX MONTHS ENDED ~~SEPTEMBER~~JUNE 30, ~~2021~~2022
Cash Paid (gross of cash acquired)(1)	$	~~224,192~~749,596
~~Fair Value of Noncontrolling Interests~~	~~3,878~~
Deferred Purchase ~~Price Holdbacks~~Obligation and Other(2)	~~2,534~~276,017
Total Consideration	~~230,604~~1,025,613
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Cash	~~20,440~~30,720
Accounts Receivable, Prepaid Expenses and Other Assets	~~25,392~~71,838
Property, Plant and Equipment~~(1)~~	~~147,132~~7,600
Customer and Supplier Relationship Intangible Assets~~(2)~~(3)	~~39,315~~488,080
Other Intangible Assets(3)	47,300
Operating Lease Right-of-Use Assets	~~45,209~~30,395
~~Data Center In-Place Leases(3)~~	~~4,994~~
~~Data Center Tenant Relationships(4)~~	~~4,682~~
~~Data Center Above-Market Leases(5)~~	~~1,042~~
~~Debt Assumed~~	~~(9,026)~~
Accounts Payable, Accrued Expenses and Other Liabilities	~~(23,082)~~(60,256)
Operating Lease Liabilities	~~(45,209)~~(30,395)
Deferred Income Taxes	~~(7,436)~~(141,560)
~~Data Center Below-Market Leases(5)~~	~~(20)~~
Total Fair Value of Identifiable Net Assets Acquired	~~203,433~~443,722
Goodwill Initially Recorded(4)	$	~~27,171~~581,891

(1)~~Consists primarily~~Cash paid for acquisitions, net of ~~land~~cash acquired in our Condensed Consolidated Statement of Cash Flows includes contingent and ~~building.~~other payments received of $219 for the six months ended June 30, 2022 related to acquisitions made in the years prior to 2022.

(2)At June 30, 2022, we included approximately $275,100 in Other long-term liabilities related to the fair value estimate of the Deferred Purchase Obligation for the Remaining Interests. Deferred Purchase Obligation and Other also includes $917 of purchase price associated with the acquisition of a records and information management business completed in 2022.

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

~~(3)~~ ~~The preliminary weighted average lives~~ Intangible assets are included as a component of ~~data center in-place leases associated with acquisitions is 5 years.~~Other assets, net in our Condensed Consolidated Balance Sheets.

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

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

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									1920

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

4. ~~DIVESTMENTS~~INVESTMENTS

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

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


	JUNE 30, 2022				DECEMBER 31, 2021
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Joint venture with Web Werks India Private Limited	$	51,427	38.50	%	$	51,140	38.50	%
Joint venture with AGC Equity Partners (the "Frankfurt JV")	26,798		20.00	%	26,167		20.00	%
MakeSpace JV	—		—	%	30,154		49.99	%
Clutter JV	60,984		26.73	%	—		—	%

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

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

INTEREST RATE SWAP AGREEMENTS DESIGNATED AS CASH FLOW HEDGES

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

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

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


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									21

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)

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

In August 2019, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $110,000 at an interest rate of 6.0% for approximately 99,055 Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023 (“("August 2023 Cross-Currency Swap ~~Agreements”~~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 were set to expire in February ~~2026 (“~~2026. In May 2022, these cross-currency swaps were amended ("February 2026 Cross-Currency Swap ~~Agreements”~~Agreements"). Under the terms of the February 2026 Cross-Currency Swap Agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for approximately 340,500 Euros at a weighted average interest rate of approximately 1.2%. These February 2026 Cross-Currency Swap Agreements are set to expire in February 2026.

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


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

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


DERIVATIVE INSTRUMENTS(1)	DERIVATIVE INSTRUMENTS(1)	SEPTEMBER 30, 2021		DECEMBER 31, 2020		DERIVATIVE INSTRUMENTS(1)	JUNE 30, 2022		DECEMBER 31, 2021
Cash Flow Hedges(2)	Cash Flow Hedges(2)					Cash Flow Hedges(2)
Interest Rate Swap Agreements	Interest Rate Swap Agreements	$	(13,116)	$	(21,062)	Interest Rate Swap Agreements	$	7,722	$	(7,680)
Net Investment Hedges(3)	Net Investment Hedges(3)					Net Investment Hedges(3)
August 2023 Cross-Currency Swap Agreements	August 2023 Cross-Currency Swap Agreements	$	(2,296)	$	(8,229)	August 2023 Cross-Currency Swap Agreements	6,167		(664)
February 2026 Cross-Currency Swap Agreements	February 2026 Cross-Currency Swap Agreements	1,214		(20,412)		February 2026 Cross-Currency Swap Agreements	39,765		11,021

(1)Our derivative assets are included as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets and our derivative liabilities are included ~~either~~ as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of ~~September~~June 30, 2022, $53,654 is included within Other assets. As of December 31, 2021, ~~$1,214~~$11,021 is included within Other assets, ~~$4,296~~$2,082 is included within Accrued ~~expenses~~expense and other current liabilities and ~~$11,116 is included within Other long-term liabilities. As of December 31, 2020, $49,703~~$6,262 is included within Other long-term liabilities.

(2)As of ~~September~~June 30, ~~2021,~~2022, cumulative net ~~losses~~gains of ~~$13,116~~$7,722 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements.

(3)As of ~~September~~June 30, ~~2021,~~2022, cumulative net ~~losses~~gains of ~~$1,082~~$45,932 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements.

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DERIVATIVE INSTRUMENTS(1)	DERIVATIVE INSTRUMENTS(1)	2021		2020		2021		2020		DERIVATIVE INSTRUMENTS(1)	2022		2021		2022		2021
Cash Flow Hedges	Cash Flow Hedges									Cash Flow Hedges
Interest Rate Swap Agreements	Interest Rate Swap Agreements	$	1,950	$	1,185	$	7,946	$	(14,445)	Interest Rate Swap Agreements	$	3,932	$	1,795	$	15,402	$	5,996
Net Investment Hedges	Net Investment Hedges									Net Investment Hedges
August 2023 Cross-Currency Swap Agreements	August 2023 Cross-Currency Swap Agreements	$	2,655	$	(5,716)	$	5,933	$	(1,408)	August 2023 Cross-Currency Swap Agreements	5,948		(1,473)		6,831		3,278
February 2026 Cross-Currency Swap Agreements	February 2026 Cross-Currency Swap Agreements	10,060		4,346		21,626		4,346		February 2026 Cross-Currency Swap Agreements	24,331		5,312		28,744		11,566

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

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

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

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

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

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

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									2122

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

6. DEBT

Long-term debt is as follows:

SEPTEMBER 30, 2021 DECEMBER 31, 2020

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 B 674,540 (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 Other 483,934 (905) 483,029 483,934 511,922 (1,086) 510,836 511,922
Accounts Receivable Securitization Program 266,400 (449) 265,951 266,400 85,000 (152) 84,848 85,000
Total Long-term Debt 9,216,038 (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


	JUNE 30, 2022								DECEMBER 31, 2021
	DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE
Revolving Credit Facility	$	578,000	$	(9,006)	$	568,994	$	578,000	$	—	$	(5,174)	$	(5,174)	$	—
Term Loan A	246,875		—		246,875		246,875		203,125		—		203,125		203,125
Term Loan B	669,460		(4,371)		665,089		670,250		672,847		(4,995)		667,852		675,500
Australian Dollar Term Loan (the "AUD Term Loan")	207,221		(519)		206,702		207,221		223,182		(656)		222,526		223,530
UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")	170,057		(334)		169,723		170,057		189,168		(709)		188,459		189,168
37/8% GBP Senior Notes due 2025 (the "GBP Notes")	485,875		(3,058)		482,817		436,996		540,481		(3,912)		536,569		542,508
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(1)	1,000,000		(7,465)		992,535		895,000		1,000,000		(8,176)		991,824		1,030,000
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(1)	825,000		(6,790)		818,210		738,375		825,000		(7,380)		817,620		862,125
5% Senior Notes due 2028 (the "5% Notes due 2028")(1)	500,000		(4,401)		495,599		442,500		500,000		(4,763)		495,237		513,750
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(1)	1,000,000		(10,488)		989,512		850,000		1,000,000		(11,211)		988,789		1,022,500
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(1)	1,300,000		(12,159)		1,287,841		1,118,000		1,300,000		(12,911)		1,287,089		1,355,250
41/2% Senior Notes due 2031 (the "41/2% Notes")(1)	1,100,000		(10,782)		1,089,218		888,250		1,100,000		(11,404)		1,088,596		1,094,500
5% Senior Notes due 2032 (the "5% Notes due 2032")	750,000		(13,164)		736,836		607,500		750,000		(13,782)		736,218		767,813
55/8% Senior Notes due 2032 (the "55/8% Notes")(1)	600,000		(5,856)		594,144		507,000		600,000		(6,147)		593,853		637,500
Real Estate Mortgages, Financing Lease Liabilities and Other	423,934		(706)		423,228		423,934		460,648		(840)		459,808		460,648
Accounts Receivable Securitization Program	313,200		(607)		312,593		313,200		—		(450)		(450)		—
Total Long-term Debt	10,169,622		(89,706)		10,079,916				9,364,451		(92,510)		9,271,941
Less Current Portion	(86,790)		—		(86,790)				(310,084)		656		(309,428)
Long-term Debt, Net of Current Portion	$	10,082,832	$	(89,706)	$	9,993,126			$	9,054,367	$	(91,854)	$	8,962,513

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

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

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

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


22IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									23

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

6. DEBT (CONTINUED)

CREDIT AGREEMENT

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

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

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

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

On March 18, 2022, we borrowed the full amount of the Term Loan A. As of June 30, 2022, we had $578,000, $246,875 and $670,250 of outstanding borrowings under the Revolving Credit Facility, Term Loan A and Term Loan B, respectively. In addition, we also had various outstanding letters of credit totaling $3,831. The remaining amount available for borrowing under the Revolving Credit Facility as of June 30, 2022 was $1,668,169 (which represents the maximum availability as of such date). Additionally, the Credit Agreement permits us to incur incremental indebtedness thereunder by adding new term loans or revolving loans or by increasing the principal amount of any existing loans thereunder, subject to a cap contained therein.

The average interest rate in effect under the Credit Agreement was 3.4% and 1.9% as of June 30, 2022 and December 31, 2021, respectively.

REVOLVING CREDIT FACILITY

$2,250,000

TERM LOAN A

$250,000

TERM LOAN B

$700,000

Outstanding borrowings

$578,000

Aggregate outstanding principal amount

$246,875

Aggregate outstanding principal amount

$670,250

3.4%

Interest rate

3.4%

Interest rate

3.5%

Interest rate

As of June 30, 2022

AUSTRALIAN DOLLAR TERM LOAN

On March 18, 2022, Iron Mountain Australia Group Pty, Ltd. ("IM Australia"), a wholly owned

subsidiary of IMI, amended its AUD Term Loan to (i) extend the maturity date from September 22,

2022 to September 30, 2026 and (ii) decrease the interest rate from BBSY (an Australian

benchmark variable interest rate) plus 3.875% to BBSY plus 3.625%. All other terms of the AUD

Term Loan remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial

Statements included in our Annual Report.

The interest rate in effect under the AUD Term Loan was 5.5% and 4.0% as of June 30, 2022 and

December 31, 2021, respectively.

OUTSTANDING BORROWINGS

AU$303,965

INTEREST RATE

5.5%

As of June 30, 2022


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									24

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)

~~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,~~29, 2022, we ~~entered into an amendment to~~amended the Accounts Receivable Securitization Program to (i) increase the maximum borrowing capacity from $300,000 to $325,000, with an option to increase the borrowing capacity to $400,000, (ii) change the interest rate under Accounts Receivable Securitization Program from LIBOR plus 1.0% to SOFR plus 0.95%, with a credit spread adjustment of 0.10% and (iii) extend the maturity date from July ~~30, 2021~~1, 2023 to July 1, ~~2023,~~2025, 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 noAll other ~~changes to the~~material terms of the Accounts Receivable Securitization Program ~~described~~remain consistent with what was disclosed in Note 67 to Notes to Consolidated Financial Statements included in our Annual Report.

~~OUTSTANDING BORROWINGS~~MAXIMUM AMOUNT

$~~266,400~~325,000

OUTSTANDING BORROWING

$313,200

INTEREST RATE

~~1.1%~~2.6%

As of ~~September~~June 30, ~~2021~~

2022

CASH POOLING

~~During the third quarter of 2021, certain of our subsidiaries in the Asia Pacific region began to participate in 2~~We currently utilize 4 separate cash pooling arrangements with JP Morgan Chase Bank, N.A. (“JPM”), 1 of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the “JPM QRS Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS Cash Pool") (collectively, the “JPM Cash Pools”). 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.arrangements. 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~~qualified REIT subsidiaries ("QRS") (the ~~“BMG~~"BMG QRS Cash ~~Pool”~~Pool") and the other for our TRSs (the ~~“BMG~~"BMG TRS Cash ~~Pool”~~Pool"). We utilize 2 separate cash pooling arrangements with JP Morgan Chase Bank, N.A. ("JPM"), ~~each as described~~1 of which we utilize to manage global liquidity requirements for our QRSs in ~~more detail~~the Asia Pacific region (the "JPM QRS Cash Pool") and the other for our TRSs in ~~Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.~~


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~									23

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~6. DEBT (CONTINUED)~~

the Asia Pacific region (the "JPM TRS Cash Pool") (collectively, the "JPM Cash Pools").

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


		SEPTEMBER 30, 2021						DECEMBER 31, 2020							JUNE 30, 2022						DECEMBER 31, 2021
		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION			GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION
BMG QRS Cash Pool	BMG QRS Cash Pool	$	566,100	$	(562,400)	$	3,700	$	448,700	$	(447,400)	$	1,300	BMG QRS Cash Pool	$	586,400	$	(583,200)	$	3,200	$	552,900	$	(552,100)	$	800
BMG TRS Cash Pool	BMG TRS Cash Pool	579,300		(578,300)		1,000		555,500		(553,500)		2,000		BMG TRS Cash Pool	542,700		(541,300)		1,400		606,000		(603,900)		2,100
JPM QRS Cash Pool	JPM QRS Cash Pool	4,200		(2,300)		1,900		—		—		—		JPM QRS Cash Pool	17,100		(16,900)		200		9,400		(9,200)		200
JPM TRS Cash Pool	JPM TRS Cash Pool	5,200		(4,700)		500		—		—		—		JPM TRS Cash Pool	20,800		(20,000)		800		12,000		(9,900)		2,100

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

LETTERS OF CREDIT

As of ~~September~~June 30, ~~2021,~~2022, we had outstanding letters of credit totaling ~~$36,506,~~$37,272, of which ~~$3,064~~$3,831 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between ~~October 2021~~September 2022 and ~~March 2025.~~January 2033.

DEBT COVENANTS

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


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									25

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 Credit Agreement uses ~~EBITDAR-based~~earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR") based calculations and the bond indentures use ~~EBITDA-based~~earnings before interest, taxes, depreciation and amortization ("EBITDA") based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as ~~“Unrestricted Subsidiaries”~~"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~~June 30, ~~2021~~2022 and December 31, ~~2020.~~2021. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition.

7. ~~COMMITMENTS~~COMMITMENT 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~~$23,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

8. STOCKHOLDERS' EQUITY MATTERS

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

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

February 13, 2020

0.6185

March 16, 2020

178,047

April 6, 2020

May 5, 2020

0.6185

June 15, 2020

178,212

July 2, 2020

August 5, 2020

0.6185

September 15, 2020

178,224

October 2, 2020

November 4, 2020

0.6185

December 15, 2020

178,290

January 6, 2021

February 24, 2021

0.6185

March 15, 2021

178,569

April 6, 2021

February 24, 2021

0.6185

March 15, 2021

178,569

April 6, 2021

May 6, 2021

0.6185

June 15, 2021

179,026

July 6, 2021

May 6, 2021

0.6185

June 15, 2021

179,026

July 6, 2021

August 5, 2021

0.6185

September 15, 2021

179,080

October 6, 2021

August 5, 2021

0.6185

September 15, 2021

179,080

October 6, 2021

November 4, 2021

0.6185

December 15, 2021

179,132

January 6, 2022

February 24, 2022

0.6185

March 15, 2022

179,661

April 6, 2022

April 28, 2022

0.6185

June 15, 2022

179,781

July 6, 2022

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

9. SEGMENT INFORMATION

~~Our 3~~In the second quarter of 2022, as a result of the realignment of our global managerial structure, we reassessed the composition of our reportable ~~operating~~ segments and note that (i) our Entertainment Services offerings are now managed as part of ~~December 31, 2020 are described in Note 10 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~~

• segment; (ii) certain commercial costs that were previously managed as part of Corporate and Other Business

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

~~An analysis~~ are now managed as part of our Global RIM Business segment; and (iii) our ALM services, which includes our legacy secure IT disposition business and our business acquired from ITRenew, are now managed as a separate operating segment that is included in Corporate and Other Business. Our reportable segments are described in more detail below, and previously reported segment information ~~and reconciliation~~has been restated to reflect the ~~accompanying Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2021 and 2020 is as follows:~~

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

changes described above.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									2526

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

~~During~~(1)Global RIM Business includes several distinct offerings:

(i)Records Management, which stores physical records and provides healthcare information services, vital records services, courier operations, and the ~~fourth quarter~~collection, handling and disposal of ~~2020,~~sensitive documents (collectively, "Records Management") for customers in 59 countries around the globe.

(ii)Data Management, which provides storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection & Recovery"); server and computer backup services; and related services offerings, (collectively, "Data Management").

(iii)Global Digital Solutions, which develops, implements and supports comprehensive storage and information management solutions for the complete lifecycle of our customers’ information, including the management of physical records, conversion of documents to digital formats and digital storage of information.

(iv)Secure Shredding, which includes the scheduled pick-up of office records that customers accumulate in specially designed secure containers we ~~changed~~provide and is a natural extension of our ~~definition~~hardcopy records management operations, completing the lifecycle of ~~Adjusted EBITDA~~a record. Through a combination of shredding facilities and mobile shredding units consisting of custom built trucks, we are able to ~~(a) exclude stock-based compensation expense~~offer secure shredding services to our customers.

(v)Entertainment Services, which includes entertainment and ~~(b) include~~media services which help industry clients store, safeguard and deliver physical media of all types, and provides digital content repository systems that house, distribute, and archive key media assets.

(vi)Consumer Storage, which provides on-demand, valet storage for consumers ("Consumer Storage") in markets across North America through a strategic partnership that utilizes data analytics and machine learning to provide effective customer acquisition and a convenient and seamless consumer storage experience.

(2)Global Data Center Business, which provides enterprise-class data center facilities and hyperscale-ready capacity to protect mission-critical assets and ensure the continued operation of our ~~share~~customers’ IT infrastructure, with secure, reliable and flexible data center options.

(3) Corporate and Other Business consists primarily of ~~Adjusted EBITDA from~~ our ~~unconsolidated joint ventures. All prior periods~~Fine Arts and ALM businesses and other corporate items.

(i) Fine Arts provides technical expertise in the handling, installation and storing of art.

(ii) ALM provides hyperscale and corporate IT infrastructure managers with services and solutions that enable the decommissioning and disposition or sale of IT hardware and component assets. ALM services are enabled by: secure logistics and chain of custody practices, environmentally-responsible asset processing and recycling, and data sanitization and asset refurbishment services that enable value recovery through asset remarketing. Our ALM services focus on protecting and eradicating customer data while maintaining strong, auditable and transparent chain of custody practices.

Corporate and Other Business also includes costs related to executive and staff functions, including finance, human resources and IT, which benefit the enterprise as a whole.

The operations associated with acquisitions completed during the first six months of 2022 have been ~~recast~~incorporated as detailed above.


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									27

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

An analysis of our business segment information and reconciliation to ~~conform to these changes. We now define~~ the accompanying Condensed Consolidated Financial Statements for the three and six months ended June 30, 2022 and 2021 is as follows:


	GLOBAL RIM BUSINESS		GLOBAL DATA CENTER BUSINESS		CORPORATE AND OTHER BUSINESS		TOTAL CONSOLIDATED
As of and for the Three Months Ended June 30, 2022
Total Revenues	$	1,070,476	$	100,088	$	118,970	$	1,289,534
Adjusted EBITDA	469,368		42,307		(56,969)		454,706
As of and for the Three Months Ended June 30, 2021
Total Revenues	$	996,324	$	76,977	$	46,455	$	1,119,756
Adjusted EBITDA	423,940		33,432		(51,741)		405,631
As of and for the Six Months Ended June 30, 2022
Total Revenues	$	2,119,367	$	197,075	$	221,138	$	2,537,580
Adjusted EBITDA	918,163		84,284		(116,747)		885,700
As of and for the Six Months Ended June 30, 2021
Total Revenues	$	1,973,242	$	148,085	$	80,469	$	2,201,796
Adjusted EBITDA	827,373		63,864		(105,041)		786,196


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									28

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

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



EXCLUDED
•Acquisition and Integration Costs						•~~Other (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)						•Other (income) expense, net •Stock-based compensation expense

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

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	201,858	$	276,522	$	243,565	$	323,153
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Interest expense, net	Interest expense, net	103,809		104,303		313,451		313,408		Interest expense, net	115,057		105,220		229,499		209,642
Provision (benefit) for income taxes	Provision (benefit) for income taxes	28,017		13,934		153,073		33,304		Provision (benefit) for income taxes	18,083		110,416		28,163		125,056
Depreciation and amortization	Depreciation and amortization	174,818		157,252		507,145		483,686		Depreciation and amortization	178,254		166,685		361,869		332,327
Acquisition and Integration Costs	Acquisition and Integration Costs	1,138		—		3,415		—		Acquisition and Integration Costs	16,878		2,277		32,539		2,277
Restructuring Charges	Restructuring Charges	50,432		48,371		129,686		128,715		Restructuring Charges	—		39,443		—		79,254
Intangible impairments		—		—		—		23,000

(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(935)		(75,840)		(134,321)		(78,170)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(51,249)		(128,935)		(51,954)		(133,386)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(21,517)		81,190		(209,001)		59,398		Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(46,103)		(189,605)		7,412		(187,484)
Stock-based compensation expense~~(1)~~	Stock-based compensation expense~~(1)~~	12,644		8,065		45,913		32,056		Stock-based compensation expense~~(1)~~	20,256		22,536		31,597		33,269
COVID-19 Costs(2)		—		—		—		9,285
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,252		175		3,340		450		Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,672		1,072		3,010		2,088
Adjusted EBITDA	Adjusted EBITDA	$	417,769	$	376,012	$	1,203,965	$	1,101,473	Adjusted EBITDA	$	454,706	$	405,631	$	885,700	$	786,196

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

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


26IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~29

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Global RIM Business	Global RIM Business									Global RIM Business
Records Management(1)	Records Management(1)	$	767,059	$	712,182	$	2,285,000	$	2,118,767	Records Management(1)	$	818,993	$	765,818	$	1,621,546	$	1,517,941
Data Management(1)	Data Management(1)	115,261		121,936		351,914		367,093		Data Management(1)	124,394		133,876		258,050		268,741
Information Destruction(1)(2)	Information Destruction(1)(2)	113,257		87,655		318,889		269,434		Information Destruction(1)(2)	127,089		96,630		239,771		186,560
Data Center(1)	Data Center(1)	—		—		—		—		Data Center(1)	—		—		—		—

Global Data Center Business	Global Data Center Business									Global Data Center Business
Records Management(1)	Records Management(1)	$	—	$	—	$	—	$	—	Records Management(1)	$	—	$	—	$	—	$	—
Data Management(1)	Data Management(1)	—		—		—		—		Data Management(1)	—		—		—		—
Information Destruction(1)(2)		—		—		—		—
Information Destruction(1)										Information Destruction(1)	—		—		—		—
Data Center(1)	Data Center(1)	88,587		72,814		236,672		206,939		Data Center(1)	100,088		76,977		197,075		148,085

Corporate and Other Business	Corporate and Other Business									Corporate and Other Business
Records Management(1)	Records Management(1)	$	30,453	$	25,720	$	91,461	$	75,675	Records Management(1)	$	36,141	$	34,210	$	68,039	$	61,397
Data Management(1)	Data Management(1)	15,531		16,340		48,008		49,709		Data Management(1)	—		—		—		—
Information Destruction(1)(2)		—		—		—		—
Information Destruction(1)(3)										Information Destruction(1)(3)	82,829		12,245		153,099		19,072
Data Center(1)	Data Center(1)	—		—		—		—		Data Center(1)	—		—		—		—

Total Consolidated	Total Consolidated									Total Consolidated
Records Management(1)	Records Management(1)	$	797,512	$	737,902	$	2,376,461	$	2,194,442	Records Management(1)	$	855,134	$	800,028	$	1,689,585	$	1,579,338
Data Management(1)	Data Management(1)	130,792		138,276		399,922		416,802		Data Management(1)	124,394		133,876		258,050		268,741
Information Destruction(1)(2)		113,257		87,655		318,889		269,434
Information Destruction(1)(2)(3)										Information Destruction(1)(2)(3)	209,918		108,875		392,870		205,632
Data Center(1)	Data Center(1)	88,587		72,814		236,672		206,939		Data Center(1)	100,088		76,977		197,075		148,085

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

(2)Includes secure shredding services.

(3)Includes product revenue from ITRenew.

10. RELATED PARTIES

In October 2020, in connection with the formation of the Frankfurt JV, we entered into agreements whereby we will earn various fees, including (i) special project revenue and (ii) property management and construction and development fees for services we are providing to the Frankfurt JV (the ~~“Frankfurt~~"Frankfurt JV ~~Agreements”~~Agreements"). Revenues and expenses associated with the Frankfurt JV Agreements are presented as a component of our Global Data Center Business segment. During the three and ~~nine~~six months ended ~~September~~June 30, 2022, we recognized revenue of approximately $5,700 and $12,800, respectively, and during the three and six months ended June 30, 2021, we recognized revenue of approximately ~~$1,200~~$800 and ~~$3,100,~~$1,900, respectively, associated with the Frankfurt JV Agreements.

In March 2019, in connection with the formation of the MakeSpace JV, we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the “MakeSpace Agreement”). 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 for the three and nine months ended September 30, 2020, respectively, associated with the MakeSpace Agreement.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									27

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~11. PROJECT SUMMIT~~

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

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

Restructuring Charges included in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020, and from the inception of Project Summit through September 30, 2021, are as follows:

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

~~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, 2021, are as follows:~~

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


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

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

~~11. PROJECT SUMMIT~~10. RELATED PARTIES (CONTINUED)

~~A rollforward~~In March 2019, in connection with the formation of the ~~accrued Restructuring Charges, which is included~~MakeSpace JV, we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the "MakeSpace Agreement"). In February 2022, in connection with the formation of the Clutter JV, we terminated the MakeSpace Agreement and entered into a storage and service agreement with the Clutter JV to provide certain storage and related services to the Clutter JV (the "Clutter Agreement"). Revenues and expenses associated with the MakeSpace Agreement and Clutter Agreement are presented as a component of ~~Accrued expenses~~our Global RIM Business segment. During the three and six months ended June 30, 2022, we recognized revenue of approximately $7,400 and $14,400, respectively, and during the three and six months ended June 30, 2021, we recognized revenue of approximately $8,100 and $15,600, respectively, associated with the MakeSpace Agreement and Clutter Agreement.

11. PROJECT SUMMIT

In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives (“Project Summit”) which we completed as of December 31, 2021.

The implementation of Project Summit resulted in total operating expenditures (“Restructuring Charges”) of approximately $450,000 that primarily consisted of: (1) employee severance costs; (2) internal costs associated with the development and implementation of Project Summit initiatives; (3) professional fees, primarily related to third party consultants who assisted with the design and execution of various initiatives as well as project management activities and (4) system implementation and data conversion costs. As Project Summit was completed as of December 31, 2021, there were no Restructuring Charges for the three and six months ended June 30, 2022. Total Restructuring Charges for the three and six months ended June 30, 2021 was $39,443 and $79,254, respectively, and consisted of (i) employee severance costs of $3,921 and $7,729, respectively, and (ii) professional fees and other ~~current liabilities in our Condensed Consolidated Balance Sheets, from December 31, 2019 through September 30, 2021, is as follows:~~

EMPLOYEE SEVERANCE COSTS PROFESSIONAL FEES AND OTHER TOTAL ACCRUED RESTRUCTURING CHARGES
Balance as of December 31, 2019 $ 4,823 $ 12,954 $ 17,777
Amounts accrued 47,349 147,047 194,396
Payments (32,455) (136,222) (168,677)
Other, including currency translation adjustments (3,439) (4) (3,443)
Balance as of December 31, 2020 16,278 23,775 40,053
Amounts accrued 14,525 115,161 129,686
Payments (20,771) (112,714) (133,485)
Other, including currency translation adjustments (939) — (939)
Balance as of September 30, 2021 $ 9,093 $ 26,222 $ 35,315
costs of $35,522 and $71,525, respectively.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									2931

Table of Contents

Part I. Financial Information

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

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

FORWARD-LOOKING STATEMENTS

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

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

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

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

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

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

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

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

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

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

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

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

•~~changes~~compete and any litigation or disputes that may arise in ~~the price for our storage and information management services relative to the cost of providing~~connection with such ~~storage and information management services;~~incidents;

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


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

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

~~Part I. Financial Information~~

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

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

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

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

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

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

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

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									3132

Table of Contents

Part I. Financial Information

OVERVIEW

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


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

PROJECT SUMMIT


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

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

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

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

ACQUISITION OF ITRENEW

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


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

information.

DIVESTMENTS AND DECONSOLIDATIONS


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

~~Table of Contents~~

~~Part I. Financial Information~~

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

~~TOTAL~~

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

~~$372,679~~

~~$372.7 million~~

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

~~$50,432~~

~~$50.4 million~~

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

~~$129,686~~

~~$129.7 million~~

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

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

~~DIVESTMENTS~~IPM DIVESTMENT

On June 7, 2021, ~~as disclosed in Note 4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report,~~ we sold our Intellectual Property Management ("IPM") business, also known as our technology escrow services business, which we predominantly operated in the United States, for total gross consideration of approximately ~~$216.6~~$215.4 million (the ~~“IPM Divestment”~~"IPM Divestment"). ~~As described in Note 4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report,~~We have concluded that the IPM Divestment does not meet the criteria to be reported as discontinued operations in our ~~condensed~~ consolidated financial ~~statements.~~statements, as our decision to divest this business does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with this business are presented as a component of operating income (loss) in our Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021 and the cash flows associated with this business is presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2021. Our IPM business represented approximately ~~$0.0~~$6.0 million and $14.2 million of total revenues and approximately ~~$0.0~~$2.5 million and $6.8 million of total net income for the three and ~~nine~~six months ended ~~September~~June 30, 2021, respectively. ~~Our IPM business~~

DECONSOLIDATIONS

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

~~CHANGES IMPACTING COMPARABILITY WITH PRIOR YEAR~~

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

December 31, 2021.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									33

Table of Contents

Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

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

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

•Weexpect total revenue and Adjusted EBITDA growth to accelerate in 2022 with continued focus on ~~our customers’ non-essential business operations. While our~~new product and service ~~operations have increased from~~offerings, innovation, customer solutions and market expansion.

•We expect the ~~reductions we experienced during~~impact of a stronger US dollar to create headwinds on reported total revenue and Adjusted EBITDA growth against prior periods through the ~~peak~~remainder of ~~the COVID-19 pandemic, future service revenues remain uncertain~~2022 and ~~will be dependent on the severity of the COVID-19 pandemic, including new variants of COVID-19 that may emerge.~~into 2023.

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


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

NON-GAAP MEASURES

ADJUSTED EBITDA

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



EXCLUDED
•Acquisition and Integration Costs (as defined below)						•~~Other (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)						•Other (income) expense, net •Stock-based compensation expense

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


34IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~34

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Part I. Financial Information

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

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	201,858	$	276,522	$	243,565	$	323,153
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Interest expense, net	Interest expense, net	103,809		104,303		313,451		313,408		Interest expense, net	115,057		105,220		229,499		209,642
Provision (benefit) for income taxes	Provision (benefit) for income taxes	28,017		13,934		153,073		33,304		Provision (benefit) for income taxes	18,083		110,416		28,163		125,056
Depreciation and amortization	Depreciation and amortization	174,818		157,252		507,145		483,686		Depreciation and amortization	178,254		166,685		361,869		332,327
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	1,138		—		3,415		—		Acquisition and Integration Costs(1)	16,878		2,277		32,539		2,277
Restructuring Charges(2)	Restructuring Charges(2)	50,432		48,371		129,686		128,715		Restructuring Charges(2)	—		39,443		—		79,254
Intangible impairments		—		—		—		23,000
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(935)		(75,840)		(134,321)		(78,170)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(51,249)		(128,935)		(51,954)		(133,386)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(21,517)		81,190		(209,001)		59,398		Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(46,103)		(189,605)		7,412		(187,484)
Stock-based compensation expense(2)		12,644		8,065		45,913		32,056
COVID-19 Costs(3)		—		—		—		9,285
Stock-based compensation expense										Stock-based compensation expense	20,256		22,536		31,597		33,269
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,252		175		3,340		450		Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	1,672		1,072		3,010		2,088
Adjusted EBITDA	Adjusted EBITDA	$	417,769	$	376,012	$	1,203,965	$	1,101,473	Adjusted EBITDA	$	454,706	$	405,631	$	885,700	$	786,196

(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.

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

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									35

Table of Contents

Part I. Financial Information

ADJUSTED EPS

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



EXCLUDED
•Acquisition and Integration Costs •Restructuring Charges •~~Intangible impairments~~Amortization related to the write-off of certain customer relationship intangible assets •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other (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:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.23	$	0.13	$	1.34	$	0.33	Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.68	$	0.95	$	0.83	$	1.11
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	—		—		0.01		—		Acquisition and Integration Costs	0.06		0.01		0.11		0.01
Restructuring Charges	Restructuring Charges	0.17		0.17		0.45		0.45		Restructuring Charges	—		0.14		—		0.27
Intangible impairments		—		—		—		0.08
Amortization related to the write-off of certain customer relationship intangible assets										Amortization related to the write-off of certain customer relationship intangible assets	—		—		0.02		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(0.01)		(0.26)		(0.46)		(0.27)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(0.18)		(0.44)		(0.18)		(0.46)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(0.07)		0.28		(0.72)		0.21		Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(0.16)		(0.65)		0.03		(0.65)
Stock-based compensation expense	Stock-based compensation expense	0.04		0.03		0.16		0.11		Stock-based compensation expense	0.07		0.08		0.11		0.11
COVID-19 Costs		—		—		—		0.03
Tax impact of reconciling items and discrete tax items(1)	Tax impact of reconciling items and discrete tax items(1)	0.02		(0.02)		0.31		(0.06)		Tax impact of reconciling items and discrete tax items(1)	(0.03)		0.31		(0.07)		0.30
Income (Loss) Attributable to Noncontrolling Interests		—		—		0.01		—
Net Income (Loss) Attributable to Noncontrolling Interests										Net Income (Loss) Attributable to Noncontrolling Interests	0.01		—		—		0.01

Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	$	0.40	$	0.33	$	1.09	$	0.88	Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	$	0.46	$	0.38	$	0.85	$	0.70

(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 and ~~2020~~2021 is primarily due to (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 and ~~2020~~2021 was 16.5% and ~~16.3%~~16.2%, respectively. The Tax Impact of Reconciling Items and Discrete Tax Items is calculated using the current quarter's estimate of the annual structural tax rate for the full year. This may result in the current period adjustment plus prior period reported quarterly adjustments not summing to the full year adjustment.

(2)Columns may not foot due to rounding.


36IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~36

Table of Contents

Part I. Financial Information

FFO (NAREIT) AND FFO (NORMALIZED)

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

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



EXCLUDED
•Acquisition and Integration Costs •Restructuring Charges •~~Intangible impairments~~ •(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate) •Other (income) expense, 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,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Net Income (Loss)	Net Income (Loss)	$	68,111	$	38,562	$	391,264	$	96,341	Net Income (Loss)	$	201,858	$	276,522	$	243,565	$	323,153
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Real estate depreciation	Real estate depreciation	79,463		72,019		230,294		224,325		Real estate depreciation	75,008		74,784		154,341		150,831
Loss (gain) on sale of real estate, net of tax		748		(75,880)		(106,033)		(77,461)
(Gain) loss on sale of real estate, net of tax										(Gain) loss on sale of real estate, net of tax	(48,978)		(102,476)		(48,764)		(106,781)
Data center lease-based intangible assets amortization	Data center lease-based intangible assets amortization	10,458		10,441		31,423		32,173		Data center lease-based intangible assets amortization	4,040		10,482		8,163		20,965

FFO (Nareit)	FFO (Nareit)	158,780		45,142		546,948		275,378		FFO (Nareit)	231,928		259,312		357,305		388,168
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	1,138		—		3,415		—		Acquisition and Integration Costs	16,878		2,277		32,539		2,277
Restructuring Charges	Restructuring Charges	50,432		48,371		129,686		128,715		Restructuring Charges	—		39,443		—		79,254
Intangible impairments		—		—		—		23,000
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(1,668)		40		(2,890)		(359)		(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(2,270)		(1,076)		(3,189)		(1,222)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)	Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)	(21,517)		81,190		(209,001)		59,398		Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)	(46,103)		(189,605)		7,412		(187,484)
Stock-based compensation expense	Stock-based compensation expense	12,644		8,065		45,913		32,056		Stock-based compensation expense	20,256		22,536		31,597		33,269
COVID-19 Costs		—		—		—		9,285
Real estate financing lease depreciation	Real estate financing lease depreciation	3,740		3,501		10,791		10,095		Real estate financing lease depreciation	3,427		3,515		7,207		7,051
Tax impact of reconciling items and discrete tax items(2)	Tax impact of reconciling items and discrete tax items(2)	5,304		(4,648)		65,120		(16,464)		Tax impact of reconciling items and discrete tax items(2)	(8,250)		63,570		(20,876)		60,494

Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	(17)		(1)		(30)		(31)		Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	374		(9)		354		(13)
FFO (Normalized)	FFO (Normalized)	$	208,836	$	181,660	$	589,952	$	521,073	FFO (Normalized)	$	216,240	$	199,963	$	412,349	$	381,794

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

(2)Represents the tax impact of (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a (benefit) provision ~~(benefit)~~ for income taxes of ~~$5.0~~$(0.2) million and ~~$19.4~~$(10.2) million for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, respectively, and ~~$(3.9)~~$13.3 million and ~~$(2.7)~~$14.4 million for the three and ~~nine~~six months ended ~~September~~June 30, ~~2020,~~2021, respectively.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									37

Table of Contents

Part I. Financial Information

CRITICAL ACCOUNTING ESTIMATES

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

•Revenue Recognition

•Accounting for Acquisitions

•Impairment of Tangible and Intangible Assets

•Income Taxes

Further detail regarding our critical accounting estimates can be found in ~~“Item~~"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. We have determined that no material changes concerning our critical accounting estimates have occurred since December 31, ~~2020.~~2021. See Note 2.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information regarding the reassessment of the composition of our reporting units as a result of the realignment of our global managerial structure during the second quarter of 2022.

RESULTS OF OPERATIONS

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


		THREE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE					PERCENTAGE CHANGE			THREE MONTHS ENDED JUNE 30,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2021			2020							2022					2021
Revenues	Revenues	$	1,130,148		$	1,036,647				$	93,501					9.0		%	Revenues	$	1,289,534			$	1,119,756		$	169,778		15.2	%
Operating Expenses	Operating Expenses	948,712			796,383			152,329					19.1	%	Operating Expenses	995,753					813,828				181,925			22.4	%
Operating Income	Operating Income	181,436			240,264			(58,828)					(24.5)	%	Operating Income	293,781					305,928				(12,147)			(4.0)	%
Other Expenses, Net	Other Expenses, Net	113,325			201,702			(88,377)					(43.8)	%	Other Expenses, Net	91,923					29,406				62,517			212.6	%

Net Income (Loss)	Net Income (Loss)	68,111			38,562			29,549					76.6	%	Net Income (Loss)	201,858					276,522				(74,664)			(27.0)	%
Net Income (Loss) Attributable to Noncontrolling Interests	Net Income (Loss) Attributable to Noncontrolling Interests	428			168			260					154.8	%	Net Income (Loss) Attributable to Noncontrolling Interests	1,777					1,237				540			43.7	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	67,683		$	38,394		$	29,289				76.3	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	200,081				$	275,285			$	(75,204)		(27.3)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	417,769		$	376,012		$	41,757				11.1	%	Adjusted EBITDA(1)	$	454,706				$	405,631			$	49,075		12.1	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	37.0		%	36.3		%								Adjusted EBITDA Margin(1)	35.3		%			36.2		%


		NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE					PERCENTAGE CHANGE			SIX MONTHS ENDED JUNE 30,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2021			2020							2022					2021
Revenues	Revenues	$	3,331,944		$	3,087,617				$	244,327					7.9		%	Revenues	$	2,537,580			$	2,201,796		$	335,784		15.3	%
Operating Expenses	Operating Expenses	2,674,174			2,578,125			96,049					3.7	%	Operating Expenses	2,021,669					1,725,462				296,207			17.2	%
Operating Income	Operating Income	657,770			509,492			148,278					29.1	%	Operating Income	515,911					476,334				39,577			8.3	%
Other Expenses, Net	Other Expenses, Net	266,506			413,151			(146,645)					(35.5)	%	Other Expenses, Net	272,346					153,181				119,165			77.8	%

Net Income (Loss)	Net Income (Loss)	391,264			96,341			294,923					306.1	%	Net Income (Loss)	243,565					323,153				(79,588)			(24.6)	%
Net Income (Loss) Attributable to Noncontrolling Interests	Net Income (Loss) Attributable to Noncontrolling Interests	2,693			1,058			1,635					154.5	%	Net Income (Loss) Attributable to Noncontrolling Interests	1,185					2,265				(1,080)			(47.7)	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	388,571		$	95,283		$	293,288				307.8	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	242,380				$	320,888			$	(78,508)		(24.5)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	1,203,965		$	1,101,473		$	102,492				9.3	%	Adjusted EBITDA(1)	$	885,700				$	786,196			$	99,504		12.7	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	36.1		%	35.7		%								Adjusted EBITDA Margin(1)	34.9		%			35.7		%

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


38IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~38

Table of Contents

Part I. Financial Information

REVENUES

Consolidated revenues consist of the following (in thousands):

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


	THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE
	2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
Storage Rental	$	753,126	$	718,272	$	34,854	4.9	%	7.8	%	8.2	%	(0.4)	%
Service	536,408		401,484		134,924		33.6	%	37.6	%	21.1	%	16.5	%
Total Revenues	$	1,289,534	$	1,119,756	$	169,778	15.2	%	18.5	%	12.8	%	5.7	%


	SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE
	2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
Storage Rental	$	1,504,196	$	1,426,328	$	77,868	5.5	%	7.8	%	8.0	%	(0.2)	%
Service	1,033,384		775,468		257,916		33.3	%	36.5	%	19.2	%	17.3	%
Total Revenues	$	2,537,580	$	2,201,796	$	335,784	15.3	%	17.9	%	12.0	%	5.9	%

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

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

TOTAL REVENUES

For the ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, the increase in reported consolidated revenue was primarily driven by ~~reported~~organic storage rental revenue growth and ~~reported~~organic service revenue ~~growth.~~growth and the impact of acquisitions, primarily ITRenew. Foreign currency exchange rate fluctuations ~~increased~~decreased our reported consolidated revenue growth rate for the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 by ~~2.2%~~2.6% compared to the prior year period.

STORAGE RENTAL REVENUES AND SERVICE REVENUES

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



STORAGE RENTAL REVENUES						•organic storage rental revenue growth driven by increased volume in faster growing markets and our Global Data Center Business segment and revenue management; •a ~~2.4%~~2.0% increase in total global volume ~~(excluding~~excluding deconsolidations (also excluding acquisitions, total global volume increased ~~0.3%~~0.5%); and •~~an increase~~a decrease of ~~$41.1~~$31.4 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~~$124.4 million due to our recent acquisition of ITRenew; and •a decrease of $18.6 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									39

Table of Contents

Part I. Financial Information

OPERATING EXPENSES

COST OF SALES

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

THREE MONTHS ENDED SEPTEMBER 30, PERCENTAGE
CHANGE % OF
CONSOLIDATED
REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2021 2020
Labor $ 190,285 $ 183,878 $ 6,407 3.5 % 2.6 % 16.8 % 17.7 % (0.9) %
Facilities 202,426 179,031 23,395 13.1 % 11.7 % 17.9 % 17.3 % 0.6 %
Transportation 33,314 30,890 2,424 7.8 % 7.0 % 2.9 % 3.0 % (0.1) %
Product Cost of Sales and Other 55,638 40,706 14,932 36.7 % 35.5 % 4.9 % 3.9 % 1.0 %
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			THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2021		2020		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2021		2020					2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021
Labor	Labor	$	578,765	$	552,396	$	26,369	4.8	%	2.8	%	17.4	%	17.9	%	(0.5)	%	Labor	$	203,459	$	199,084	$	4,375	2.2	%	5.4	%	15.8	%	17.8	%	(2.0)	%
Facilities	Facilities	593,487		537,181		56,306		10.5	%	8.0	%	17.8	%	17.4	%	0.4	%	Facilities	213,795		196,098		17,697		9.0	%	12.2	%	16.6	%	17.5	%	(0.9)	%
Transportation	Transportation	101,241		97,990		3,251		3.3	%	0.8	%	3.0	%	3.2	%	(0.2)	%	Transportation	42,391		37,084		5,307		14.3	%	17.4	%	3.3	%	3.3	%	—	%
Product Cost of Sales and Other		134,658		112,904		21,754		19.3	%	16.6	%	4.0	%	3.7	%	0.3	%
COVID-19 Costs		—		7,648		(7,648)		(100.0)	%	(100.0)	%	—	%	0.2	%	(0.2)	%
Product Cost of Sales and Others																		Product Cost of Sales and Others	96,831		42,313		54,518		128.8	%	136.1	%	7.5	%	3.8	%	3.7	%

Total Cost of sales	Total Cost of sales	$	1,408,151	$	1,308,119	$	100,032	7.6	%	6.0	%	42.3	%	42.4	%	(0.1)	%	Total Cost of sales	$	556,476	$	474,579	$	81,897	17.3	%	20.8	%	43.2	%	42.4	%	0.8	%


	SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021
Labor	$	404,960	$	388,480	$	16,480	4.2	%	6.9	%	16.0	%	17.6	%	(1.6)	%
Facilities	432,114		391,061		41,053		10.5	%	13.1	%	17.0	%	17.8	%	(0.8)	%
Transportation	77,659		67,927		9,732		14.3	%	17.0	%	3.1	%	3.1	%	—	%
Product Cost of Sales and Other	188,365		79,020		109,345		138.4	%	144.8	%	7.4	%	3.6	%	3.8	%

Total Cost of sales	$	1,103,098	$	926,488	$	176,610	19.1	%	22.0	%	43.5	%	42.1	%	1.4	%

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

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

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

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

•~~an increase~~a decrease of ~~$28.4~~$22.2 million due to foreign currency exchange rate fluctuations.


40IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~40

Table of Contents

Part I. Financial Information

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

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


		THREE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2021		2020		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2021		2020					2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021
General, Administrative and Other	General, Administrative and Other	$	183,476	$	176,801	$	6,675	3.8	%	3.1	%	16.2	%	17.1	%	(0.9)	%	General, Administrative and Other	$	220,891	$	189,217	$	31,674	16.7	%	19.2	%	17.1	%	16.9	%	0.2	%
Sales, Marketing and Account Management	Sales, Marketing and Account Management	58,120		55,294		2,826		5.1	%	4.1	%	5.1	%	5.3	%	(0.2)	%	Sales, Marketing and Account Management	74,503		70,562		3,941		5.6	%	8.6	%	5.8	%	6.3	%	(0.5)	%

Total Selling, general and administrative expenses	Total Selling, general and administrative expenses	$	241,596	$	232,095	$	9,501	4.1	%	3.3	%	21.4	%	22.4	%	(1.0)	%	Total Selling, general and administrative expenses	$	295,394	$	259,779	$	35,615	13.7	%	16.3	%	22.9	%	23.2	%	(0.3)	%


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF CONSOLIDATED REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2021		2020		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2021		2020					2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021
General, Administrative and Other	General, Administrative and Other	$	561,686	$	544,000	$	17,686	3.3	%	1.8	%	16.9	%	17.6	%	(0.7)	%	General, Administrative and Other	$	427,207	$	378,210	$	48,997	13.0	%	14.9	%	16.8	%	17.2	%	(0.4)	%
Sales, Marketing and Account Management	Sales, Marketing and Account Management	198,412		167,138		31,274		18.7	%	16.3	%	6.0	%	5.4	%	0.6	%	Sales, Marketing and Account Management	148,910		140,292		8,618		6.1	%	8.4	%	5.9	%	6.4	%	(0.5)	%
COVID-19 Costs		—		1,637		(1,637)		(100.0)	%	(100.0)	%	—	%	0.1	%	(0.1)	%
Total Selling, general and administrative expenses	Total Selling, general and administrative expenses	$	760,098	$	712,775	$	47,323	6.6	%	5.0	%	22.8	%	23.1	%	(0.3)	%	Total Selling, general and administrative expenses	$	576,117	$	518,502	$	57,615	11.1	%	13.1	%	22.7	%	23.5	%	(0.8)	%

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

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

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

•~~an increase~~a decrease of ~~$11.4~~$9.2 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense increased by ~~$12.5~~$9.6 million, or ~~3.7%~~4.2%, for the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 compared to the prior year period. See Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense increased by ~~$11.0~~$20.0 million, or ~~7.4%~~19.0%, for the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 compared to the prior year period.

ACQUISITION AND INTEGRATION COSTS

Acquisition and Integration Costs for the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 were approximately ~~$3.4~~$32.5 million and primarily consist of legal and professional fees.

~~RESTRUCTURING CHARGES~~

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


~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~									41

~~Table of Contents~~

~~Part I. Financial Information~~

(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 ~~nine~~three and six months ended ~~September~~June 30, ~~2021~~2022 was approximately ~~$134.3~~$51.2 million ~~which~~and $52.0 million, respectively. The gains for the three and six months ended June 30, 2022 primarily consisted of gains of approximately ~~$127.4~~$49.0 million associated with the sale and sale-leaseback transactions of ~~five~~11 facilities and parcels of land in the United ~~Kingdom during the second quarter~~States, as part of ~~2021.~~our program to monetize a portion of our industrial assets.

Consolidated gain on disposal/write-down of property, plant and equipment, net for the ~~nine~~three and six months ended ~~September~~June 30, ~~2020~~2021 was approximately ~~$78.2~~$128.9 million ~~which primarily consisted~~and $133.4 million, respectively.


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									41

Table 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.~~Contents

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

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Consolidated interest expense, net increased by ~~$0.1~~$19.9 million to ~~$313.5~~$229.5 million in the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 from ~~$313.4~~$209.6 million in the prior year ~~period.~~period, primarily driven by an increase in average debt balances at June 30, 2022. See Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our indebtedness.

OTHER (INCOME) EXPENSE, NET

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


		THREE MONTHS ENDED SEPTEMBER 30,				DOLLAR CHANGE				NINE MONTHS ENDED SEPTEMBER 30,								DOLLAR CHANGE					THREE MONTHS ENDED JUNE 30,					DOLLAR CHANGE			SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE
DESCRIPTION	DESCRIPTION	2021		2020				2021				2020				DESCRIPTION				2022				2021			2022				2021
Foreign currency transaction losses (gains), net		$	(23,200)	$	29,635			$	(52,835)			$	(16,157)			$	(6,293)				$	(9,864)
Foreign currency transaction (gains) losses, net(1)																				Foreign currency transaction (gains) losses, net(1)			$	(55,039)	$	4,729			$	(59,768)		$	(68,240)		$	7,043		$	(75,283)
Debt extinguishment expense	Debt extinguishment expense	—		51,260		(51,260)				—				68,300				(68,300)		Debt extinguishment expense			—		—			—			671			—			671
Other, net~~(1)~~(2)	Other, net~~(1)~~(2)	4,699		2,570		2,129				(183,861)				4,432				(188,293)		Other, net~~(1)~~(2)			13,822		(190,959)			204,781			82,253			(188,560)			270,813
Other (Income) Expense, Net	Other (Income) Expense, Net	$	(18,501)	$	83,465	$	(101,966)			$	(200,018)			$	66,439			$	(266,457)	Other (Income) Expense, Net			$	(41,217)	$	(186,230)		$	145,013		$	14,684		$	(181,517)		$	196,201

(1)~~Other,~~We recognized net foreign currency transaction gains of $55.0 million and $68.2 million for the ~~nine~~three and six months ended ~~September~~June 30, ~~2021 is~~2022, respectively. These gains primarily ~~comprised~~consist of ~~(a)~~the impact of changes in the exchange rate of the Euro and the British pound sterling against the United States dollar on our intercompany balances with and between certain of our subsidiaries.

(2)On March 24, 2022, as a ~~gain~~result of our loss of control, we deconsolidated the businesses included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately ~~$180.6 million associated with our IPM Divestment and (b) a gain of approximately $20.3~~$105.8 million associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidation and subsequent remeasurement of the retained investment to fair value of zero. We have concluded that the deconsolidation does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as it does not represent a strategic shift that will have a major effect on our operations and financial results. 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 partially offset by a gain recorded in ~~2019.~~the first quarter of 2022 of approximately $35.8 million associated with the Clutter Transaction (as defined below).

PROVISION FOR INCOME TAXES

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

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

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


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2022(1)		2021		2022(1)		2021
Effective Tax Rate	8.2	%	28.5	%	10.4	%	27.9	%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021 and 2020~~2022 were ~~the impacts of differences in the tax rates at which our foreign earnings are subject, partially offset by~~ the benefits derived from the dividends paid ~~deduction. The costs associated with Project Summit~~deduction and the differences in the tax rates to which our foreign earnings are ~~more heavily weighted to~~subject. In addition, there were gains and losses recorded in Other expense (income), net and Gain (loss) on disposal/write-down of property, plant and equipment net, during the period for which there was an insignificant tax impact. During the first quarter of 2022, there was also a release of valuation allowances on deferred tax assets of our ~~United States qualified~~U.S. taxable REIT subsidiaries ("~~QRSs"~~TRS")~~, and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021,reflects a discrete tax expense~~ of approximately ~~$12.0~~$9.9 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.ITRenew Transaction.


42IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~42

Table of Contents

Part I. Financial Information

NET INCOME (LOSS) AND ADJUSTED EBITDA

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


		THREE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE		PERCENTAGE CHANGE			THREE MONTHS ENDED JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
		2021			2020								2022			2021
Net Income (Loss)	Net Income (Loss)	$	68,111		$	38,562		$	29,549	76.6	%	Net Income (Loss)	$	201,858		$	276,522		$	(74,664)	(27.0)	%
Net Income (Loss) as a percentage of Consolidated Revenue	Net Income (Loss) as a percentage of Consolidated Revenue	6.0		%	3.7		%					Net Income (Loss) as a percentage of Consolidated Revenue	15.7		%	24.7		%
Adjusted EBITDA	Adjusted EBITDA	$	417,769		$	376,012		$	41,757	11.1	%	Adjusted EBITDA	$	454,706		$	405,631		$	49,075	12.1	%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	37.0		%	36.3		%					Adjusted EBITDA Margin	35.3		%	36.2		%


		NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE		PERCENTAGE CHANGE			SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
		2021			2020								2022			2021
Net Income (Loss)	Net Income (Loss)	$	391,264		$	96,341		$	294,923	306.1	%	Net Income (Loss)	$	243,565		$	323,153		$	(79,588)	(24.6)	%
Net Income (Loss) as a percentage of Consolidated Revenue	Net Income (Loss) as a percentage of Consolidated Revenue	11.7		%	3.1		%					Net Income (Loss) as a percentage of Consolidated Revenue	9.6		%	14.7		%
Adjusted EBITDA	Adjusted EBITDA	$	1,203,965		$	1,101,473		$	102,492	9.3	%	Adjusted EBITDA	$	885,700		$	786,196		$	99,504	12.7	%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	36.1		%	35.7		%					Adjusted EBITDA Margin	34.9		%	35.7		%



~~Consolidated~~ Adjusted EBITDA Margin for the ~~nine~~six months ended ~~September~~June 30, ~~2021 increased~~2022 decreased by 4080 basis points compared to the same prior year period, primarily reflecting a 130 basis point decrease from the acquisition of ITRenew, partially offset by improved service revenue trends, benefits from Project Summit, revenue management and ongoing cost containment ~~measures, partially offset by higher compensation expense and sales commissions.~~measures.			↑ INCREASED BY ~~$102.5~~$99.5 MILLION OR ~~9.3%~~12.7% ~~Consolidated~~ Adjusted EBITDA


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									43

Table of Contents

Part I. Financial Information

SEGMENT ANALYSIS

See Note 9 to Notes to Condensed Consolidated Financial Statements included in ~~our Annual~~this Quarterly Report, for a description of our reportable ~~operating~~ segments. Previously reported segment information has been restated to conform to the current presentation.

GLOBAL RIM BUSINESS (IN THOUSANDS)


		THREE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2021					2020													2022					2021
Storage Rental	Storage Rental	$	621,615			$	598,949			$	22,666		3.8	%					2.7	%		1.8	%			0.9		%	Storage Rental	$	649,771						$	628,678			$	21,093			3.4	%		6.4	%	6.3	%	0.1	%
Service	Service	373,962				322,824				51,138			15.8	%		14.6	%		13.8	%		0.8	%	Service	420,705					367,646				53,059			14.4		%		17.8		%		17.7	%		0.1	%
Segment Revenue	Segment Revenue	$	995,577			$	921,773			$	73,804		8.0	%		6.9	%		6.0	%		0.9	%	Segment Revenue	$	1,070,476				$	996,324			$	74,152		7.4		%		10.6		%		10.5	%		0.1	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	442,798			$	393,883			$	48,915													Segment Adjusted EBITDA	$	469,368				$	423,940			$	45,428
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	44.5		%		42.7		%																Segment Adjusted EBITDA Margin	43.8		%			42.6		%


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												SIX MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2021					2020													2022					2021
Storage Rental	Storage Rental	$	1,849,387			$	1,773,364			$	76,023		4.3	%					2.1	%		1.7	%			0.4		%	Storage Rental	$	1,299,858						$	1,250,564			$	49,294			3.9	%		6.4	%	6.1	%	0.3	%
Service	Service	1,106,416				981,930				124,486			12.7	%		10.3	%		10.0	%		0.3	%	Service	819,509					722,678				96,831			13.4		%		16.1		%		15.8	%		0.3	%
Segment Revenue	Segment Revenue	$	2,955,803			$	2,755,294			$	200,509		7.3	%		5.0	%		4.6	%		0.4	%	Segment Revenue	$	2,119,367				$	1,973,242			$	146,125		7.4		%		10.0		%		9.7	%		0.3	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	1,281,668			$	1,169,671			$	111,997													Segment Adjusted EBITDA	$	918,163				$	827,373			$	90,790
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	43.4		%		42.5		%																Segment Adjusted EBITDA Margin	43.3		%			41.9		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

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

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

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

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

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

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

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

~~Table of Contents~~

~~Part I. Financial Information~~

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

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

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

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the six months ended June 30, 2022 compared to the prior year period include the following:

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

•a 2.0% increase in Global RIM volume excluding deconsolidations (also excluding acquisitions, Global RIM volume increased 0.5%);

•organic service revenue growth mainly driven by increases in our traditional service activity levels and growth in our Global Digital Solutions business;

•a decrease in revenue of $45.7 million due to foreign currency exchange rate fluctuations; and

•a 140 basis point increase in Adjusted EBITDA Margin primarily driven by revenue management, benefits from Project Summit and ongoing cost containment measures.


IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									44

Table of Contents

Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)


	THREE MONTHS ENDED JUNE 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2022			2021
Storage Rental	$	89,768		$	71,237		$	18,531	26.0	%	28.9	%	23.8	%	5.1	%
Service	10,320			5,740			4,580		79.8	%	91.4	%	95.5	%	(4.1)	%
Segment Revenue	$	100,088		$	76,977		$	23,111	30.0	%	33.4	%	29.0	%	4.4	%
Segment Adjusted EBITDA	$	42,307		$	33,432		$	8,875
Segment Adjusted EBITDA Margin	42.3		%	43.4		%


	SIX MONTHS ENDED JUNE 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2022			2021
Storage Rental	$	177,219		$	138,394		$	38,825	28.1	%	30.3	%	25.0	%	5.3	%
Service	19,856			9,691			10,165		104.9	%	114.8	%	115.5	%	(0.7)	%
Segment Revenue	$	197,075		$	148,085		$	48,990	33.1	%	35.7	%	30.9	%	4.8	%
Segment Adjusted EBITDA	$	84,284		$	63,864		$	20,420
Segment Adjusted EBITDA Margin	42.8		%	43.1		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

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

•organic storage rental revenue growth from leases ~~signed~~that commenced during the first ~~nine~~six months of ~~2021~~2022 and in prior periods, and service revenue growth from project revenue, partially offset by churn of ~~810~~260 basis points;

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

•a ~~400~~30 basis point decrease in Adjusted EBITDA Margin reflecting higher pass-through power costs, and a change in revenue mix due to lower margin project revenue during the period, which is expected to have a temporary impact on segment ~~margins.~~

margins, partially offset by ongoing overhead cost management.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									45

Table of Contents

Part I. Financial Information

CORPORATE AND OTHER BUSINESS (IN THOUSANDS)

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


	THREE MONTHS ENDED JUNE 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2022			2021
Storage Rental	$	13,587		$	18,357		$	(4,770)	(26.0)	%	(25.2)	%	9.4	%	(34.6)	%
Service	105,383			28,098			77,285		275.1	%	288.7	%	49.5	%	239.2	%
Revenue	$	118,970		$	46,455		$	72,515	156.1	%	162.8	%	37.0	%	125.8	%
Adjusted EBITDA	$	(56,969)		$	(51,741)		$	(5,228)
Adjusted EBITDA as a percentage of Consolidated Revenue	(4.4)		%	(4.6)		%

NINE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 84,750 $ 86,610 $ (1,860) (2.1) % (3.1) % 5.5 % (8.6) %
Service 54,719 38,774 15,945 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) %


	SIX MONTHS ENDED JUNE 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2022			2021
Storage Rental	$	27,119		$	37,370		$	(10,251)	(27.4)	%	(27.0)	%	8.4	%	(35.4)	%
Service	194,019			43,099			150,920		350.2	%	363.2	%	53.6	%	309.6	%
Revenue	$	221,138		$	80,469		$	140,669	174.8	%	179.8	%	37.5	%	142.3	%
Adjusted EBITDA	$	(116,747)		$	(105,041)		$	(11,706)
Adjusted EBITDA as a percentage of Consolidated Revenue	(4.6)		%	(4.8)		%

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

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

•reported service revenue for the six months ended June 30, 2022 includes $124.4 million from the acquisition of ITRenew;

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

•a decrease in Adjusted EBITDA driven by higher ~~wages~~compensation expense and ~~benefits,~~employee related costs, professional fees and the impact of the IPM Divestment in the second quarter of 2021, partially offset by benefits from Project Summit, improved service revenue trends and ~~ongoing cost containment measures.~~the impact of the acquisition of ITRenew.


46IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~46

Table of Contents

Part I. Financial Information

LIQUIDITY AND CAPITAL RESOURCES

GENERAL

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

~~PROJECT SUMMIT~~

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

CASH FLOWS

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


		2021		2020			2022		2021
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	463,337	$	627,218	Cash Flows from Operating Activities	$	345,924	$	389,202
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(319,785)		(360,131)		Cash Flows from Investing Activities	(991,103)		(7,351)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	(177,587)		(307,174)		Cash Flows from Financing Activities	542,000		(270,939)
Cash and Cash Equivalents, including Restricted Cash, End of Period	Cash and Cash Equivalents, including Restricted Cash, End of Period	161,439		151,972		Cash and Cash Equivalents, including Restricted Cash, End of Period	144,746		315,928

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, net cash flows provided by operating activities decreased by ~~$163.9~~$43.3 million compared to the prior year period, primarily due to a decrease in cash from working capital of ~~$185.9~~$213.5 million, primarily related to the timing of accounts payable and accrued expenses and collections of accounts receivable, partially offset by an increase in net income (including non-cash charges) of ~~$22.0~~$170.2 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

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

•We paid cash for capital expenditures of ~~$419.0~~$330.2 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 ~~$203.8~~$718.7 million, primarily funded by cash on hand and borrowings under our Revolving Credit Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).

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

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

C. CASH FLOWS FROM FINANCING ACTIVITIES

Our significant financing activities during the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 included:

•Net proceeds of ~~$414.9~~$904.1 million primarily associated with borrowings under the Revolving Credit Facility, Term Loan A and the Accounts Receivable Securitization Program.

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

•Payment of dividends in the amount of ~~$538.9~~$364.2 million on our common stock.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									47

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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~~six months ended ~~September~~June 30, ~~2021~~2022 and ~~2020,~~2021, organized by the type of the spending as described in our Annual Report (in thousands):


		NINE MONTHS ENDED SEPTEMBER 30,					SIX MONTHS ENDED JUNE 30,
NATURE OF CAPITAL SPEND	NATURE OF CAPITAL SPEND	2021		2020		NATURE OF CAPITAL SPEND	2022		2021
Growth Investment Capital Expenditures:	Growth Investment Capital Expenditures:					Growth Investment Capital Expenditures:
Data Center	Data Center	$	209,097	$	151,692	Data Center	$	183,815	$	136,446
Real Estate	Real Estate	60,558		45,888		Real Estate	66,855		39,525
Innovation and Other	Innovation and Other	15,445		5,670		Innovation and Other	20,958		9,144
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	285,100		203,250		Total Growth Investment Capital Expenditures	271,628		185,115
Recurring Capital Expenditures:	Recurring Capital Expenditures:					Recurring Capital Expenditures:
Real Estate	Real Estate	$	43,398	$	28,242	Real Estate	$	23,672	$	29,813
Non-Real Estate	Non-Real Estate	52,153		43,196		Non-Real Estate	37,834		31,656
Data Center	Data Center	6,936		8,083		Data Center	5,678		3,023
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	102,487		79,521		Total Recurring Capital Expenditures	67,184		64,492
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	$	387,587	$	282,771	Total Capital Spend (on accrual basis)	$	338,812	$	249,607
Net increase (decrease) in prepaid capital expenditures	Net increase (decrease) in prepaid capital expenditures	279		2,221		Net increase (decrease) in prepaid capital expenditures	1,407		116
Net decrease (increase) in accrued capital expenditures		31,110		24,170
Net (increase) decrease in accrued capital expenditures						Net (increase) decrease in accrued capital expenditures	(9,999)		45,863
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	418,976	$	309,162	Total Capital Spend (on cash basis)	$	330,220	$	295,586

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

DIVIDENDS

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


48IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~48

Table of Contents

Part I. Financial Information

FINANCIAL INSTRUMENTS AND DEBT

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

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

SEPTEMBER 30, 2021
DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT
Revolving Credit Facility $ 310,000 $ (6,034) $ 303,966
Term Loan A 206,250 — 206,250
Term Loan B 674,540 (5,308) 669,232
Australian Dollar Term Loan 223,109 (881) 222,228
UK Bilateral Revolving Credit Facility 188,431 (874) 187,557
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)
1,000,000 (8,532) 991,468
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)
500,000 (4,944) 495,056
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)
1,300,000 (13,287) 1,286,713
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)
600,000 (6,292) 593,708
Real Estate Mortgages, Financing Lease Liabilities and Other 483,934 (905) 483,029
Accounts Receivable Securitization Program 266,400 (449) 265,951
Total Long-term Debt 9,216,038 (82,621) 9,133,417
Less Current Portion (319,025) 881 (318,144)
Long-term Debt, Net of Current Portion $ 8,897,013 $ (81,740) $ 8,815,273


	JUNE 30, 2022
	DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT
Revolving Credit Facility	$	578,000	$	(9,006)	$	568,994
Term Loan A	246,875		—		246,875
Term Loan B	669,460		(4,371)		665,089
Australian Dollar Term Loan (the "AUD Term Loan")	207,221		(519)		206,702
UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")	170,057		(334)		169,723

37/8% GBP Senior Notes due 2025 (the "GBP Notes")	485,875		(3,058)		482,817
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(1)	1,000,000		(7,465)		992,535
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(1)	825,000		(6,790)		818,210
5% Senior Notes due 2028 (the "5% Notes due 2028")(1)	500,000		(4,401)		495,599
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(1)	1,000,000		(10,488)		989,512
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(1)	1,300,000		(12,159)		1,287,841
41/2% Senior Notes due 2031 (the "41/2% Notes")(1)	1,100,000		(10,782)		1,089,218
5% Senior Notes due 2032 (the "5% Notes due 2032")	750,000		(13,164)		736,836
55/8% Senior Notes due 2032 (the "55/8% Notes")(1)	600,000		(5,856)		594,144
Real Estate Mortgages, Financing Lease Liabilities and Other	423,934		(706)		423,228
Accounts Receivable Securitization Program	313,200		(607)		312,593
Total Long-term Debt	10,169,622		(89,706)		10,079,916
Less Current Portion	(86,790)		—		(86,790)
Long-term Debt, Net of Current Portion	$	10,082,832	$	(89,706)	$	9,993,126

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

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

~~UK BILATERAL REVOLVING~~ CREDIT ~~FACILITY~~AGREEMENT

Our credit agreement (the "Credit Agreement") consists of a revolving credit facility (the "Revolving Credit Facility"), a term loan A (the "Term Loan A") and a term loan B (the "Term Loan B"). On 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,March 18, 2022, expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the one-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.

~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM~~

~~On June 28, 2021,~~ we entered into an amendment to the ~~Accounts Receivable Securitization Program to extend~~Credit Agreement which included the following changes:

(i) extended the maturity date of the Revolving Credit Facility and Term Loan A from ~~July 30, 2021~~June 3, 2023 to ~~July 1, 2023, at which point all obligations become due. The interest rate~~March 18, 2027;

(ii) refinanced and increased the borrowing capacity that IMI and certain of its United States and foreign subsidiaries are able to borrow under the ~~amended Accounts Receivable Securitization Program is LIBOR plus 1.0%. The~~Revolving Credit Facility from $1,750.0 million to $2,250.0 million;

(iii) refinanced the existing Term Loan A with a new $250.0 million Term Loan A; and

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

On March 18, 2022, we borrowed the full amount of the Term Loan A. As of June 30, 2022, we had $578.0 million, $246.9 million and $670.3 million of outstanding borrowings under the ~~Accounts Receivable Securitization Program is classified within long-term debt, net~~Revolving Credit Facility, Term Loan A and Term Loan B, respectively. In addition, we also had various outstanding letters of ~~current portion at September~~credit totaling $3.8 million. The remaining amount available for borrowing under the Revolving Credit Facility as of June 30, ~~2021 and within current portion~~2022 was $1,668.2 million (which represents the maximum availability as of ~~long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheets. There were no other changes~~such date). Additionally, the Credit Agreement permits us to incur incremental indebtedness thereunder by adding new term loans or revolving loans or by increasing the ~~terms~~principal amount of ~~the Accounts Receivable Securitization Program described in Note 6~~any existing loans thereunder, subject to ~~Notes to Consolidated Financial Statements included in our Annual Report.~~

a cap contained therein.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									49

Table of Contents

Part I. Financial Information

~~CASH POOLING~~AUSTRALIAN DOLLAR TERM LOAN

~~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”~~On March 18, 2022, Iron Mountain Australia Group Pty, Ltd. ("IM Australia"), ~~one~~a wholly owned subsidiary of ~~which we utilize~~IMI, amended its AUD Term Loan to ~~manage global liquidity requirements for our QRSs~~(i) extend the maturity date from September 22, 2022 to September 30, 2026 and (ii) decrease the interest rate from BBSY (an Australian benchmark variable interest rate) plus 3.875% to BBSY plus 3.625%. All other terms of the AUD Term Loan remain consistent with what was disclosed 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 presentedNote 7 to Notes to Consolidated Financial Statements included in our ~~Condensed Consolidated Balance Sheets on~~Annual Report.

ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM

On June 29, 2022, we amended the Accounts Receivable Securitization Program to (i) increase the maximum borrowing capacity from $300.0 million to $325.0 million, with an option to increase the borrowing capacity to $400.0 million, (ii) change the interest rate under Accounts Receivable Securitization Program from LIBOR plus 1.0% to SOFR plus 0.95%, with a ~~net basis. Each subsidiary receives interest on~~credit spread adjustment of 0.10% and (iii) extend the ~~cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in~~maturity date from July 1, 2023 to July 1, 2025, at which point all obligations become due. All other material terms of 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~~Accounts Receivable Securitization Program remain consistent with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detailwhat was disclosed in Note 67 to Notes to Consolidated Financial Statements included in our Annual Report.

LETTERS OF CREDIT

As of ~~September~~June 30, ~~2021,~~2022, we had outstanding letters of credit totaling ~~$36.5~~$37.3 million, of which ~~$3.1~~$3.8 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~October 2021~~September 2022 and ~~March 2025.~~January 2033.

DEBT COVENANTS

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

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

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

~~SEPTEMBER~~JUNE 30, ~~2021~~2022

MAXIMUM/MINIMUM ALLOWABLE

Net total lease adjusted leverage ratio

~~5.4~~5.3

Maximum allowable of ~~6.5~~

~~Net secured debt lease adjusted leverage ratio~~

~~2.1~~

~~Maximum allowable of 4.0~~7.0

Fixed charge coverage ratio

~~2.3~~2.5

Minimum allowable of 1.5

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

~~5.8~~

~~Maximum allowable of 7.0(1)~~

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

~~3.3~~

~~Minimum allowable of 2.0(1)~~

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

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

~~Table of Contents~~

~~Part I. Financial Information~~

We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of June 30, 2022. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

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


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Part I. Financial Information

DERIVATIVE INSTRUMENTS

A. INTEREST RATE SWAP AGREEMENTS

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

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

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

B. CROSS-CURRENCY SWAP AGREEMENTS

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

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

In September 2020, we entered into cross-currency swap agreements ~~whereby~~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 $359.2 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 were set to expire in February 2026. In May 2022, these cross-currency swaps were amended ("February 2026 Cross-Currency Swap Agreements"). Under the terms of the February 2026 Cross-Currency Swap Agreements we notionally exchanged approximately $359.2 million at an interest rate of 4.5% for approximately 340.5 million Euros at a weighted average interest rate of approximately 1.2%. These February 2026 Cross-Currency Swap Agreements are set to expire in February 2026.

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

~~EQUITY FINANCING~~ACQUISITIONS

On January 25, 2022, we acquired an approximately 80% interest in ITRenew, at an agreed upon purchase price of $725.0 million, subject to certain working capital adjustments at, and subsequent to, the closing (the "ITRenew Transaction"). At closing, we paid approximately $748.8 million and acquired approximately $30.7 million of cash on hand, for a net purchase price of approximately $718.1 million for the ITRenew Transaction. The acquisition agreement provides us the option to purchase, and provides the shareholders of ITRenew the option to sell, the remaining approximately 20% interest in ITRenew as follows: (i) approximately 16% on or after the second anniversary of the ITRenew Transaction and (ii) approximately 4% on or after the third anniversary of the ITRenew Transaction (collectively, the "Remaining Interests"). The total payments for the Remaining Interests, based on the achievement of certain targeted performance metrics, will be no less than $200.0 million and no more than $531.0 million (the "Deferred Purchase Obligation"). The maximum amount of the Deferred Purchase Obligation would require achievement of the targeted performance metrics at approximately two times the level that is assumed in our current fair value estimate of the Deferred Purchase Obligation of $275.1 million. From January 25, 2022, we consolidate 100% of the revenues and expenses associated with this business. The Deferred Purchase Obligation is reflected as a long-term liability in our Condensed Consolidated Balance Sheet at June 30, 2022, and, accordingly, we have not reflected any non-controlling interests associated with the ITRenew Transaction as the Remaining Interests have non-substantive equity interest rights. Subsequent increases or decreases in the fair value estimate of the Deferred Purchase Obligation will be included as a component of Other expense (income), net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid.

INVESTMENTS

In ~~2017, we~~February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the "MakeSpace JV") entered into ~~a distribution~~an agreement with Clutter, Inc. ("Clutter") pursuant to which ~~we may sell, from time to time, up to an aggregate sales price~~the equityholders 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, 2021, there were no shares of common stock sold under the At The Market (ATM) Equity Program. As of September 30, 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~~MakeSpace JV contributed their ownership interests in the ~~Middle East~~MakeSpace JV and ~~North Africa,~~Clutter’s shareholders contributed their ownership interests in Clutter to create a newly formed venture (the "Clutter JV"). In exchange for our 49.99% interest in the MakeSpace JV, we ~~acquired Information Fort, LLC,~~received an approximate 27% interest in the Clutter JV (the "Clutter Transaction"). As a ~~records and information management provider, for~~result of the Clutter Transaction, we recognized a gain related to our contributed interest in the MakeSpace JV of approximately ~~$90.3 million.~~

~~FRANKFURT DATA CENTER ACQUISITION~~

~~On September 23, 2021, in order~~$35.8 million, which was recorded to ~~further enhance our data center operations in Germany, we acquired~~Other, net, a ~~Frankfurt data center for approximately 77.9 million Euros (or approximately $91.3 million, based upon~~component of Other expense (income), net during the ~~exchange rate between the Euro and the United States dollar on the closing date~~first quarter of ~~this acquisition).~~2022.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									51

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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.

~~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 3,750.0 million Indian rupees (or approximately $50.1 million, based upon the exchange rate between the United States dollar and Indian rupee as of the closing date of the initial investment) in exchange for a noncontrolling 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~~June 30, ~~2021~~2022 and December 31, ~~2020~~2021 are as follows (in thousands):

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


	JUNE 30, 2022				DECEMBER 31, 2021
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Joint venture with Web Werks India Private Limited	$	51,427	38.50	%	$	51,140	38.50	%
Joint venture with AGC Equity Partners	26,798		20.00	%	26,167		20.00	%
MakeSpace JV	—		—	%	30,154		49.99	%
Clutter JV	60,984		26.73	%	—		—	%

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

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


52IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~52

Table of Contents

Part I. Financial Information

ITEM 4. 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~~June 30, ~~2021~~2022 (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

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~~June 30, ~~2021,~~2022, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									53

Table of Contents

Part II. Other Information

PART II. OTHER INFORMATION

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

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

ITEM 6. EXHIBITS

(A) EXHIBITS

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


EXHIBIT NO.						DESCRIPTION
~~10.1~~						~~Separation Agreement, dated August 6, 2021,~~ ~~between the Company and Ernest~~ ~~Cloutier~~.~~(Filed herewith.)~~
31.1						Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 FORM 10-Q									55

Table of Contents

Part II. Other Information

SIGNATURES

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


			IRON MOUNTAIN INCORPORATED
			By:			/s/ DANIEL BORGES


						Daniel Borges Senior Vice President, Chief Accounting Officer

Dated: ~~November~~August 4, ~~2021~~2022


56IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q									~~IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q~~56


THREE MONTHS ENDED SEPTEMBER 30, 2021
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, June 30, 2021	$	1,147,742	289,458,768	$	2,895	$	4,392,396	$	(2,988,896)	$	(258,653)	$	—	$	64,660
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation	14,857		87,378	—		14,857		—		—		—		—
Change in equity related to redeemable noncontrolling interests	—		—	—		—		—		—		—		168
Parent cash dividends declared	(180,600)		—	—		—		(180,600)		—		—		—
Foreign currency translation adjustment	(90,512)		—	—		—		—		(90,465)		(47)		(751)
Change in fair value of derivative instruments	14,665		—	—		—		—		14,665		—		—
Net income (loss)	67,683		—	—		—		67,683		—		—		428

Noncontrolling interests dividends	—		—	—		—		—		—		—		(597)
Purchase of noncontrolling interests	1,311		—	—		—		—		—		1,311		—
Redemption of noncontrolling interests	—		—	—		—		—		—		—		(2,518)
Balance, September 30, 2021	$	975,146	289,546,146	$	2,895	$	4,407,253	$	(3,101,813)	$	(334,453)	$	1,264	$	61,390

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


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

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

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


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


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


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



	EMPLOYEE SEVERANCE COSTS		PROFESSIONAL FEES AND OTHER		TOTAL ACCRUED RESTRUCTURING CHARGES




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