UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q


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

For the Quarterly Period Ended ~~September 30, 2022~~March 31, 2023


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~~85 New Hampshire Avenue, Suite 150, Portsmouth, New Hampshire 03801

(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~~April 28, ~~2022,~~2023, the registrant had ~~290,714,037~~291,623,270 outstanding shares of common stock, $.01 par value.

Table of Contents

IRON MOUNTAIN INCORPORATED

~~2022~~2023 FORM 10-Q QUARTERLY REPORT

TABLE OF CONTENTS


PART I—FINANCIAL INFORMATION

	1	ITEM 1.	Unaudited Condensed Consolidated Financial Statements
		2	Condensed Consolidated Balance Sheets at ~~September~~March 31 ~~30, 2022~~, 202 3 and December 31, 20212
		3	Condensed Consolidated Statements of Operations for the Three Months Ended ~~Months Ended~~ March ~~September~~ 3 ~~30, 2022~~1 , 202 3 and ~~2021~~2022
		4	Condensed Consolidated Statements of ~~Operations~~Comprehensive Income (Loss) for the ~~Nine~~Three Months Ended ~~September~~ ~~30, 2022~~March 31, 2023 and ~~202~~20221
		5	Condensed Consolidated Statements of ~~Comprehensive Income (Loss)~~Equity for the Three ~~and~~ ~~Nine~~Months Ended ~~September~~ ~~30,~~March 31, 2023 and 2022 ~~and 2021~~
		6	Condensed Consolidated Statements of ~~Equity~~Cash Flows for the ~~Three and~~ ~~Nine~~Three Months Ended ~~September 30, 2022~~March 31 , 202 3 and 2022
		7	~~Condensed Consolidated Statements of Equity for the Three and~~ ~~Nine~~ ~~Months Ended~~ ~~September 30, 2021~~
		8	~~Condensed Consolidated Statements of Cash Flows for the~~ ~~Nine~~ ~~Months Ended~~ ~~September~~ ~~30, 2022 and 2021~~
		9	Notes to Condensed Consolidated Financial Statements
	3325	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	5544	ITEM 4.	Controls and Procedures

PART II—OTHER INFORMATION
	5746	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds

	5746	ITEM 6.	Exhibits
	5847	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 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, 2022		DECEMBER 31, 2021			MARCH 31, 2023		DECEMBER 31, 2022
ASSETS	ASSETS					ASSETS
Current Assets:	Current Assets:					Current Assets:
Cash and cash equivalents	Cash and cash equivalents	$	155,223	$	255,828	Cash and cash equivalents	$	146,442	$	141,797

Accounts receivable (less allowances of $52,695 and $62,009 as of September 30, 2022 and December 31, 2021, respectively)		1,133,596		961,419
Accounts receivable (less allowances of $61,039 and $54,143 as of March 31, 2023 and December 31, 2022, respectively)						Accounts receivable (less allowances of $61,039 and $54,143 as of March 31, 2023 and December 31, 2022, respectively)	1,174,326		1,174,915

Prepaid expenses and other	Prepaid expenses and other	268,030		224,020		Prepaid expenses and other	280,169		230,433

Total Current Assets	Total Current Assets	1,556,849		1,441,267		Total Current Assets	1,600,937		1,547,145
Property, Plant and Equipment:	Property, Plant and Equipment:					Property, Plant and Equipment:
Property, plant and equipment	Property, plant and equipment	8,794,078		8,647,303		Property, plant and equipment	9,286,873		9,025,765
Less—Accumulated depreciation	Less—Accumulated depreciation	(4,063,636)		(3,979,159)		Less—Accumulated depreciation	(3,944,300)		(3,910,321)
Property, Plant and Equipment, Net	Property, Plant and Equipment, Net	4,730,442		4,668,144		Property, Plant and Equipment, Net	5,342,573		5,115,444
Other Assets, Net:	Other Assets, Net:					Other Assets, Net:
Goodwill	Goodwill	4,831,306		4,463,531		Goodwill	4,896,761		4,882,734
Customer and supplier relationships and other intangible assets	Customer and supplier relationships and other intangible assets	1,444,924		1,181,043		Customer and supplier relationships and other intangible assets	1,380,316		1,423,145
Operating lease right-of-use assets	Operating lease right-of-use assets	2,556,253		2,314,422		Operating lease right-of-use assets	2,666,951		2,583,704
Other	Other	574,942		381,624		Other	578,171		588,342
Total Other Assets, Net	Total Other Assets, Net	9,407,425		8,340,620		Total Other Assets, Net	9,522,199		9,477,925
Total Assets	Total Assets	$	15,694,716	$	14,450,031	Total Assets	$	16,465,709	$	16,140,514
LIABILITIES AND EQUITY	LIABILITIES AND EQUITY					LIABILITIES AND EQUITY
Current Liabilities:	Current Liabilities:					Current Liabilities:
Current portion of long-term debt	Current portion of long-term debt	$	81,275	$	309,428	Current portion of long-term debt	$	101,608	$	87,546
Accounts payable	Accounts payable	432,384		369,145		Accounts payable	512,269		469,198
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	929,566		1,032,537		Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	1,057,320		1,031,910
Deferred revenue	Deferred revenue	282,687		307,470		Deferred revenue	335,393		328,910
Total Current Liabilities	Total Current Liabilities	1,725,912		2,018,580		Total Current Liabilities	2,006,590		1,917,564
Long-term Debt, net of current portion	Long-term Debt, net of current portion	10,228,846		8,962,513		Long-term Debt, net of current portion	10,862,188		10,481,449
Long-term Operating Lease Liabilities, net of current portion	Long-term Operating Lease Liabilities, net of current portion	2,405,751		2,171,472		Long-term Operating Lease Liabilities, net of current portion	2,513,817		2,429,167
Other Long-term Liabilities	Other Long-term Liabilities	398,830		144,053		Other Long-term Liabilities	170,391		317,376
Deferred Income Taxes	Deferred Income Taxes	307,717		223,934		Deferred Income Taxes	271,504		263,005
Commitments and Contingencies	Commitments and Contingencies					Commitments and Contingencies
Redeemable Noncontrolling Interests	Redeemable Noncontrolling Interests	93,821		72,411		Redeemable Noncontrolling Interests	95,630		95,160
Equity:	Equity:					Equity:

Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)	Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)	—		—		Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)	—		—
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 290,687,942 and 289,757,061 shares as of September 30, 2022 and December 31, 2021, respectively)		2,907		2,898
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 291,584,999 and 290,830,296 shares as of March 31, 2023 and December 31, 2022, respectively)						Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 291,584,999 and 290,830,296 shares as of March 31, 2023 and December 31, 2022, respectively)	2,916		2,908
Additional paid-in capital	Additional paid-in capital	4,445,988		4,412,553		Additional paid-in capital	4,459,265		4,468,035
(Distributions in excess of earnings) Earnings in excess of distributions	(Distributions in excess of earnings) Earnings in excess of distributions	(3,330,213)		(3,221,152)		(Distributions in excess of earnings) Earnings in excess of distributions	(3,510,949)		(3,392,272)
Accumulated other comprehensive items, net	Accumulated other comprehensive items, net	(589,481)		(338,347)		Accumulated other comprehensive items, net	(405,768)		(442,003)
Total Iron Mountain Incorporated Stockholders' Equity	Total Iron Mountain Incorporated Stockholders' Equity	529,201		855,952		Total Iron Mountain Incorporated Stockholders' Equity	545,464		636,668
Noncontrolling Interests	Noncontrolling Interests	4,638		1,116		Noncontrolling Interests	125		125
Total Equity	Total Equity	533,839		857,068		Total Equity	545,589		636,793
Total Liabilities and Equity	Total Liabilities and Equity	$	15,694,716	$	14,450,031	Total Liabilities and Equity	$	16,465,709	$	16,140,514

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 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 MARCH 31,
		2022		2021			2023		2022
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	760,370	$	718,614	Storage rental	$	810,089	$	751,070
Service	Service	526,575		411,534		Service	504,260		496,976

Total Revenues	Total Revenues	1,286,945		1,130,148		Total Revenues	1,314,349		1,248,046
Operating Expenses:	Operating Expenses:					Operating Expenses:
Cost of sales (excluding depreciation and amortization)	Cost of sales (excluding depreciation and amortization)	546,041		481,663		Cost of sales (excluding depreciation and amortization)	571,626		546,622

Selling, general and administrative	Selling, general and administrative	285,299		241,596		Selling, general and administrative	294,520		280,723
Depreciation and amortization	Depreciation and amortization	175,077		174,818		Depreciation and amortization	182,094		183,615
Acquisition and Integration Costs	Acquisition and Integration Costs	5,554		1,138		Acquisition and Integration Costs	1,595		15,661
Restructuring charges		3,382		50,432
Restructuring and other transformation						Restructuring and other transformation	36,913		—

(Gain) Loss on disposal/write-down of property, plant and equipment, net	(Gain) Loss on disposal/write-down of property, plant and equipment, net	(14,170)		(935)		(Gain) Loss on disposal/write-down of property, plant and equipment, net	(13,061)		(705)
Total Operating Expenses	Total Operating Expenses	1,001,183		948,712		Total Operating Expenses	1,073,687		1,025,916
Operating Income (Loss)	Operating Income (Loss)	285,762		181,436		Operating Income (Loss)	240,662		222,130
Interest Expense, Net (includes Interest Income of $2,176 and $2,160 for the three months ended September 30, 2022 and 2021, respectively)		121,767		103,809
Other (Income) Expense, Net		(52,870)		(18,501)
Interest Expense, Net (includes Interest Income of $2,907 and $1,648 for the three months ended March 31, 2023 and 2022, respectively)						Interest Expense, Net (includes Interest Income of $2,907 and $1,648 for the three months ended March 31, 2023 and 2022, respectively)	137,169		114,442
Other Expense (Income), Net						Other Expense (Income), Net	21,200		55,901
Net Income (Loss) Before Provision (Benefit) for Income Taxes	Net Income (Loss) Before Provision (Benefit) for Income Taxes	216,865		96,128		Net Income (Loss) Before Provision (Benefit) for Income Taxes	82,293		51,787
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	23,934		28,017		Provision (Benefit) for Income Taxes	16,758		10,080

Net Income (Loss)	Net Income (Loss)	192,931		68,111		Net Income (Loss)	65,535		41,707
Less: Net Income (Loss) Attributable to Noncontrolling Interests	Less: Net Income (Loss) Attributable to Noncontrolling Interests	767		428		Less: Net Income (Loss) Attributable to Noncontrolling Interests	940		(592)
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	192,164	$	67,683	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	64,595	$	42,299
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	$	0.66	$	0.23	Basic	$	0.22	$	0.15

Diluted	Diluted	$	0.66	$	0.23	Diluted	$	0.22	$	0.14
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	290,937		289,762		Weighted Average Common Shares Outstanding—Basic	291,442		290,328
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	292,552		291,482		Weighted Average Common Shares Outstanding—Diluted	293,049		291,846

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 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,
2022 2021
Revenues:
Storage rental $ 2,264,566 $ 2,144,942
Service 1,559,959 1,187,002
Total Revenues 3,824,525 3,331,944
Operating Expenses:
Cost of sales (excluding depreciation and amortization) 1,649,139 1,408,151
Selling, general and administrative 861,416 760,098
Depreciation and amortization 536,946 507,145
Acquisition and Integration Costs 38,093 3,415
Restructuring charges 3,382 129,686
(Gain) Loss on disposal/write-down of property, plant and equipment, net (66,124) (134,321)
Total Operating Expenses 3,022,852 2,674,174
Operating Income (Loss) 801,673 657,770
Interest Expense, Net (includes Interest Income of $5,995 and $5,858 for the nine months ended
September 30, 2022 and 2021, respectively)
351,266 313,451
Other (Income) Expense, Net (38,186) (200,018)
Net Income (Loss) Before Provision (Benefit) for Income Taxes 488,593 544,337
Provision (Benefit) for Income Taxes 52,097 153,073
Net Income (Loss) 436,496 391,264
Less: Net Income (Loss) Attributable to Noncontrolling Interests 1,952 2,693
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 434,544 $ 388,571
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic $ 1.49 $ 1.34
Diluted $ 1.49 $ 1.34
Weighted Average Common Shares Outstanding—Basic 290,673 289,255
Weighted Average Common Shares Outstanding—Diluted 292,294 290,697

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


~~IRON MOUNTAIN SEPTEMBER 30, 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 SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2022		2021			2023		2022
Net Income (Loss)	Net Income (Loss)	$	192,931	$	68,111	Net Income (Loss)	$	65,535	$	41,707
Other Comprehensive (Loss) Income:
Other Comprehensive Income (Loss):						Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustment	Foreign Currency Translation Adjustment	(175,098)		(91,263)		Foreign Currency Translation Adjustment	40,226		27,453
Change in Fair Value of Derivative Instruments	Change in Fair Value of Derivative Instruments	32,233		14,665		Change in Fair Value of Derivative Instruments	(3,442)		16,766
Total Other Comprehensive (Loss) Income:		(142,865)		(76,598)
Total Other Comprehensive Income (Loss):						Total Other Comprehensive Income (Loss):	36,784		44,219
Comprehensive Income (Loss)	Comprehensive Income (Loss)	50,066		(8,487)		Comprehensive Income (Loss)	102,319		85,926
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	Comprehensive Income (Loss) Attributable to Noncontrolling Interests	408		(370)		Comprehensive Income (Loss) Attributable to Noncontrolling Interests	1,489		(362)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	49,658	$	(8,117)	Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	100,830	$	86,288

NINE MONTHS ENDED SEPTEMBER 30,
2022 2021
Net Income (Loss) $ 436,496 $ 391,264
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment (335,431) (115,075)
Change in Fair Value of Derivative Instruments 83,210 35,505
Total Other Comprehensive (Loss) Income (252,221) (79,570)
Comprehensive Income (Loss) 184,275 311,694
Comprehensive Income (Loss) Attributable to Noncontrolling Interests 865 1,683
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 183,410 $ 310,011

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									54

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, 2022
THREE MONTHS ENDED MARCH 31, 2023																										THREE MONTHS ENDED MARCH 31, 2023
				IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY																											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							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										TOTAL													SHARES				AMOUNTS
Balance, June 30, 2022		$	651,775	290,679,958	$	2,907			$	4,432,009			$	(3,340,992)				$	(446,975)		$	4,826					$	93,957
Balance, December 31, 2022																										Balance, December 31, 2022	$	636,793			290,830,296				$	2,908			$	4,468,035				$	(3,392,272)				$	(442,003)				$	125				$	95,160
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	13,979		7,984	—		13,979				—					—			—					—		Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	(8,762)				754,703				8			(8,770)					—					—					—					—

Parent cash dividends declared	Parent cash dividends declared	(181,385)		—	—		—				(181,385)					—			—					—		Parent cash dividends declared	(183,272)				—				—			—					(183,272)					—					—					—
Foreign currency translation adjustment		(175,061)		—	—		—				—					(174,739)			(322)					(37)
Change in fair value of derivative instruments		32,233		—	—		—				—					32,233			—					—
Other comprehensive income (loss)																										Other comprehensive income (loss)	36,235				—				—			—					—					36,235					—					549

Net income (loss)	Net income (loss)	192,298		—	—		—				192,164					—			134					633		Net income (loss)	64,595				—				—			—					64,595					—					—					940

Noncontrolling interests dividends	Noncontrolling interests dividends	—		—	—		—				—					—			—					(732)		Noncontrolling interests dividends	—				—				—			—					—					—					—					(1,019)

Balance, September 30, 2022		$	533,839	290,687,942	$	2,907	$	4,445,988			$	(3,330,213)				$	(589,481)		$	4,638				$	93,821
Balance, March 31, 2023																										Balance, March 31, 2023	$	545,589			291,584,999				$	2,916		$	4,459,265				$	(3,510,949)				$	(405,768)				$	125				$	95,630

NINE MONTHS ENDED SEPTEMBER 30, 2022
THREE MONTHS ENDED MARCH 31, 2022																										THREE MONTHS ENDED MARCH 31, 2022
				IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY																											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							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																TOTAL					SHARES				AMOUNTS
Balance, December 31, 2021	Balance, December 31, 2021	$	857,068	289,757,061	$	2,898			$	4,412,553						$	(3,221,152)		$	(338,347)		$	1,116						$	72,411	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	Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	36,939		930,881	9		36,930				—					—			—					—		Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	(1,502)				793,379				8					(1,510)					—					—					—					—
Changes in equity related to noncontrolling interests	Changes in equity related to noncontrolling interests	2,626		—	—		(1,009)				—					—			3,635					1,009		Changes in equity related to noncontrolling interests	(1,992)				—				—			(1,992)					—					—					—					1,992
Parent cash dividends declared	Parent cash dividends declared	(543,605)		—	—		—				(543,605)					—			—					—		Parent cash dividends declared	(181,023)				—				—			—					(181,023)					—					—					—
Foreign currency translation adjustment		(334,825)		—	—		—				—					(334,344)			(481)					(606)
Change in fair value of derivative instruments		83,210		—	—		—				—					83,210			—					—
Other comprehensive income (loss)																										Other comprehensive income (loss)	43,921				—				—			—					—					43,989					(68)					298

Net income (loss)	Net income (loss)	434,912		—	—		—				434,544					—			368					1,584		Net income (loss)	42,299				—				—			—					42,299					—					—					(592)

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

Noncontrolling interests dividends	Noncontrolling interests dividends	—		—	—		—				—					—			—					(2,124)		Noncontrolling interests dividends	—				—				—			—					—					—					—					(681)

Balance, September 30, 2022		$	533,839	290,687,942	$	2,907	$	4,445,988			$	(3,330,213)				$	(589,481)		$	4,638				$	93,821
Balance, March 31, 2022																										Balance, March 31, 2022	$	758,771			290,550,440				$	2,906		$	4,409,051				$	(3,359,876)				$	(294,358)				$	1,048				$	73,428

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									65

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF ~~EQUITY~~CASH FLOWS

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


	THREE MONTHS ENDED MARCH 31,
	2023		2022
Cash Flows from Operating Activities:
Net income (loss)	$	65,535	$	41,707


Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	120,066		120,393
Amortization (includes amortization of deferred financing costs and discounts of $4,332 and $4,389 for the three months ended March 31, 2023 and 2022, respectively)	66,360		67,611

Revenue reduction associated with amortization of customer inducements and above- and below-market leases	1,760		1,860
Stock-based compensation expense	12,509		11,341
Provision (benefit) for deferred income taxes	4,183		(10,142)
Loss on early extinguishment of debt	—		671
(Gain) loss on disposal/write-down of property, plant and equipment, net	(13,061)		(705)


Loss (gain) on divestments and deconsolidations	—		105,825

Gain associated with Clutter Transaction	—		(35,821)
Foreign currency transactions and other, net	34,435		(7,219)
(Increase) decrease in assets	(33,530)		(105,321)
(Decrease) increase in liabilities	(129,449)		(135,694)




Cash Flows from Operating Activities	128,808		54,506


Cash Flows from Investing Activities:
Capital expenditures	(265,906)		(161,050)
Cash paid for acquisitions, net of cash acquired	(1,094)		(717,907)


Customer inducements	(1,357)		(1,913)
Contract fulfillment costs	(24,014)		(14,237)

Investments in joint ventures and other investments	(15,830)		—
Proceeds from sales of property and equipment and other, net	35,658		5,353
Cash Flows from Investing Activities	(272,543)		(889,754)


Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt	(4,649,926)		(2,278,884)
Proceeds from revolving credit facility, term loan facilities and other debt	5,008,631		3,254,197





Debt repayment and equity distribution to noncontrolling interests	(1,019)		(681)

Parent cash dividends	(186,514)		(184,361)


Net (payments) proceeds associated with employee stock-based awards	(21,271)		(12,843)

Other, net	—		(5,875)
Cash Flows from Financing Activities	149,901		771,553


Effect of Exchange Rates on Cash and Cash Equivalents	(1,521)		3,527
Increase (decrease) in Cash and Cash Equivalents	4,645		(60,168)
Cash and Cash Equivalents, Beginning of Period	141,797		255,828
Cash and Cash Equivalents, End of Period	$	146,442	$	195,660
Supplemental Information:
Cash Paid for Interest	$	204,902	$	179,079
Cash Paid for Income Taxes, Net	$	18,629	$	19,277
Non-Cash Investing and Financing Activities:

Financing Leases	$	20,194	$	5,190
Accrued Capital Expenditures	$	207,425	$	78,466

Deferred Purchase Obligations	$	197,222	$	276,300


Dividends Payable	$	191,030	$	187,220

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

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									7

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS~~

~~(IN THOUSANDS) (UNAUDITED)~~
NINE MONTHS ENDED SEPTEMBER 30,
2022 2021
Cash Flows from Operating Activities:
Net income (loss) $ 436,496 $ 391,264
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation 350,626 347,269
Amortization (includes amortization of deferred financing costs and discounts of $13,536 and $12,470 for the nine months ended September 30, 2022 and 2021, respectively) 199,856 172,346
Revenue reduction associated with amortization of customer inducements and above- and below-market leases 5,532 6,578
Stock-based compensation expense 45,923 46,852
(Benefit) provision for deferred income taxes (22,991) 36,333
Loss on early extinguishment of debt 671 —
Gain on IPM divestment — (180,569)
(Gain) loss on disposal/write-down of property, plant and equipment, net (66,124) (134,321)
Loss associated with OSG deconsolidation 105,825 —
Gain associated with Clutter Transaction (35,821) —
Foreign currency transactions and other, net (101,329) (13,239)
(Increase) decrease in assets (219,173) (112,753)
(Decrease) increase in liabilities (139,136) (96,423)
Cash Flows from Operating Activities 560,355 463,337
Cash Flows from Investing Activities:
Capital expenditures (596,801) (418,976)
Cash paid for acquisitions, net of cash acquired (724,213) (203,752)
Acquisition of customer relationships (1,901) (4,800)
Customer inducements (4,288) (5,148)
Contract fulfillment costs (49,874) (43,699)
Investments in joint ventures and other investments (46,100) (72,153)
Net proceeds from IPM Divestment — 213,878
Proceeds from sales of property and equipment and other, net 119,417 214,865
Cash Flows from Investing Activities (1,303,760) (319,785)
Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt (8,038,964) (2,622,555)
Proceeds from revolving credit facility, term loan facilities and other debt 9,240,478 3,037,476
Debt financing and equity contribution from noncontrolling interests 21,547 —
Debt repayment and equity distribution to noncontrolling interests (2,124) (1,882)
Repurchase of noncontrolling interest — (75,000)
Parent cash dividends (544,069) (538,902)
Net (payments) proceeds associated with employee stock-based awards (8,984) 19,655
Other, net (9,437) 3,621
Cash Flows from Financing Activities 658,447 (177,587)
Effect of Exchange Rates on Cash and Cash Equivalents (15,647) (9,589)
(Decrease) increase in Cash and Cash Equivalents (100,605) (43,624)
Cash and Cash Equivalents, Beginning of Period 255,828 205,063
Cash and Cash Equivalents, End of Period $ 155,223 $ 161,439
Supplemental Information:
Cash Paid for Interest $ 410,851 $ 395,355
Cash Paid for Income Taxes, Net $ 77,765 $ 96,174
Non-Cash Investing and Financing Activities:
Financing Leases $ 18,774 $ 40,590
Accrued Capital Expenditures $ 137,802 $ 60,418
Deferred Purchase Obligation, Purchase Price Holdbacks and Other $ 279,734 $ —
Dividends Payable $ 190,095 $ 189,010

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


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

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

1. GENERAL

The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation, ~~("IMI"),~~ and its subsidiaries ("we" or "us"), have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ~~("GAAP")~~ have been omitted pursuant to those rules and regulations, but we believe that the disclosures included herein are adequate to make the information presented not misleading. Certain prior year financial statement amounts have been reclassified to conform to the current year presentation. 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, ~~2021~~2022 included in ~~Exhibit 99.1 of~~ our ~~Current~~Annual Report on Form ~~8-K~~10-K filed with the SEC on ~~August 4,~~February 23, 2023 (our "Annual Report").

In September 2022, ~~(our "Current Report"~~we announced a global program designed to accelerate the growth of our business ("Project Matterhorn"). See Note 11.

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. CASH AND CASH EQUIVALENTS

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

B. ACCOUNTS RECEIVABLE

We maintain an allowance for doubtful accounts and a credit memo reserve for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. The rollforward of the allowance for doubtful accounts and credit memo reserves for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 is as follows:

Balance as of December 31, ~~2021~~2022

~~62,009~~54,143

Credit memos charged to revenue

~~41,722~~23,392

Allowance for bad debts charged to expense

~~10,691~~10,242

Deductions and other(1)

~~(61,727)~~(26,738)

Balance as of ~~September 30, 2022~~March 31, 2023

~~52,695~~61,039

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


IRON MOUNTAIN ~~SEPTEMBER 30,~~MARCH 31, 2023 FORM 10-Q									7

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. 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 March 31, 2023 and December 31, 2022 are as follows:


DESCRIPTION	MARCH 31, 2023		DECEMBER 31, 2022
Assets:
Operating lease right-of-use assets	$	2,666,951	$	2,583,704
Financing lease right-of-use assets, net of accumulated depreciation(1)	250,216		251,690
Liabilities:
Current
Operating lease liabilities	$	293,795	$	288,738
Financing lease liabilities(1)	47,516		43,857
Long-term
Operating lease liabilities	$	2,513,817	$	2,429,167
Financing lease liabilities(1)	294,517		289,048

(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 months ended March 31, 2023 and 2022 are as follows:


	THREE MONTHS ENDED MARCH 31,
DESCRIPTION	2023		2022
Operating lease cost(1)	$	155,873	$	143,530
Financing lease cost:
Depreciation of financing lease right-of-use assets	$	10,008	$	11,454
Interest expense for financing lease liabilities	4,341		4,678

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of $31,580 and $30,508 for the three months ended March 31, 2023 and 2022, respectively.

Other information: Supplemental cash flow information relating to our leases for the three months ended March 31, 2023 and 2022 is as follows:


	THREE MONTHS ENDED MARCH 31,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2023		2022
Operating cash flows used in operating leases	$	108,723	$	101,605

Operating cash flows used in financing leases (interest)	4,341		4,678
Financing cash flows used in financing leases	11,714		10,362

NON-CASH ITEMS:
Operating lease modifications and reassessments	$	18,163	$	23,767
New operating leases (including acquisitions and sale-leaseback transactions)	113,853		125,902

In addition to the leases signed but not yet commenced that were disclosed in Note 2.j. to Notes to Consolidated Financial Statements included in our Annual Report, we entered into an operating lease in March 2023 that is expected to commence in July 2024, with an initial lease term of 25 years. The total undiscounted minimum lease payments for this lease are approximately $170,100.


IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q									8

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. GOODWILL

Our reporting units as of December 31, 2022 are described in detail in Note 2.l. to Notes to Consolidated Financial Statements included in our Annual Report.

The changes in the carrying value of goodwill attributable to each reportable segment for the three months ended March 31, 2023 are as follows:


	GLOBAL RIM BUSINESS		GLOBAL DATA CENTER BUSINESS		CORPORATE AND OTHER		TOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2022	$	3,852,946	$	418,502	$	611,286	$	4,882,734




Fair value and other adjustments	71		—		2,333		2,404
Currency effects	9,239		2,064		320		11,623
Goodwill balance, net of accumulated amortization as of March 31, 2023	$	3,862,256	$	420,566	$	613,939	$	4,896,761
Accumulated goodwill impairment balance as of March 31, 2023	$	132,409	$	—	$	26,011	$	158,420


IRON MOUNTAIN MARCH 31, 2023 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)

E. FAIR VALUE MEASUREMENTS

~~C. INVENTORY~~

~~Inventories are stated~~The assets and liabilities carried at ~~the lower of cost or net realizable~~fair value ~~based~~measured 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 September 30, 2022, we have inventory of approximately $14,565, net of related reserves for obsolete, excess and slow-moving inventory, related to our asset lifecycle management ("ALM") business. We had no inventoryrecurring basis as of ~~December~~March 31, ~~2021.~~

~~D. LEASES~~

We lease facilities for certain warehouses, data centers and office space. We also have land leases, including those on which certain facilities are located. Operating and financing lease right-of-use assets and lease liabilities as of September 30, 20222023 and December 31, ~~2021~~2022 are as follows:

DESCRIPTION SEPTEMBER 30, 2022 DECEMBER 31, 2021
Assets:
Operating lease right-of-use assets $ 2,556,253 $ 2,314,422
Financing lease right-of-use assets, net of accumulated depreciation(1)
250,627 298,049
Liabilities:
Current
Operating lease liabilities $ 270,311 $ 259,597
Financing lease liabilities(1)
34,622 41,168
Long-term
Operating lease liabilities $ 2,405,751 $ 2,171,472
Financing lease liabilities(1)
276,627 315,561


			FAIR VALUE MEASUREMENTS AT MARCH 31, 2023 USING
DESCRIPTION	TOTAL CARRYING VALUE AT MARCH 31, 2023		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	9,786	$	—	$	9,786	$	—
Time Deposits	1,721		—		1,721		—
Trading Securities	9,380		9,347		33		—
Derivative Assets	42,105		—		42,105		—
Derivative Liabilities	3,443		—		3,443		—
Deferred Purchase Obligations(1)	197,222		—		—		197,222


			FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2022 USING
DESCRIPTION	TOTAL CARRYING VALUE AT DECEMBER 31, 2022		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	11,311	$	—	$	11,311	$	—
Time Deposits	1,102		—		1,102		—
Trading Securities	9,462		9,426		36		—
Derivative Assets	51,396		—		51,396		—
Derivative Liabilities	489		—		489		—
Deferred Purchase Obligations(1)	193,033		—		—		193,033

~~The components~~Primarily relates to the fair value of the ~~lease expense~~Deferred Purchase Obligation (as defined in Note 3 to Notes to Consolidated Financial Statements included in our Annual Report) associated with the ITRenew Transaction (as defined below in Note 3), which was determined utilizing a Monte-Carlo model and takes into account our forecasted projections as it relates to the underlying performance of the business. The Monte-Carlo simulation model incorporates assumptions as to expected gross profits over the applicable achievement period, including adjustments for the ~~three~~volatility of timing and ~~nine~~amount of the associated revenue and costs, as well as discount rates that account for the risk of the underlying arrangement and overall market risks. Any material change to these assumptions may result in a significantly higher or lower fair value of the Deferred Purchase Obligation. The change in value of the Deferred Purchase Obligation during the three months ended ~~September 30,~~March 31, 2023 was driven by the accretion of the obligation to present value.

There were no material items that were measured at fair value on a non-recurring basis at March 31, 2023 and December 31, 2022 ~~and 2021 are as follows:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
DESCRIPTION 2022 2021 2022 2021
Operating lease cost(1)
$ 145,293 $ 140,551 $ 428,686 $ 408,312
Financing lease cost:
Depreciation of financing lease right-of-use assets $ 10,186 $ 14,006 $ 32,218 $ 39,062
Interest expense for financing lease liabilities 4,126 5,055 13,163 14,940

~~(1)Operating lease cost, the majority of which is~~other than those disclosed in Note 2.p. to Notes to Consolidated Financial Statements included in Cost of sales, includes variable lease costs of $30,730 and $89,647 for the three and nine months ended September 30, 2022, respectively, and $28,835 and $86,422 for the three and nine months ended September 30, 2021, respectively.our Annual Report.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 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 nine months ended September 30, 2022 and 2021 is as follows:~~

NINE MONTHS ENDED SEPTEMBER 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES: 2022 2021
Operating cash flows used in operating leases $ 302,442 $ 291,535
Operating cash flows used in financing leases (interest) 13,163 14,940
Financing cash flows used in financing leases 29,254 35,360
NON-CASH ITEMS:
Operating lease modifications and reassessments $ 145,133 $ 103,158
New operating leases (including acquisitions and sale-leaseback transactions) 485,673 240,822

~~E. GOODWILL~~

~~Our reporting units as of December 31, 2021 are described in detail in Note 2.k. to Notes to Consolidated Financial Statements included in our Current Report.~~

~~The goodwill associated with acquisitions completed during the first nine months of 2022 (as described in Note 3) has been incorporated into our current reporting units.~~

~~The changes in the carrying value of goodwill attributable to each reportable segment for the nine months ended September 30, 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, 2021(1)
$ 3,972,852 $ 426,074 $ 64,605 $ 4,463,531
Tax deductible goodwill acquired during the year — — 762 762
Non-tax deductible goodwill acquired during the period 696 — 585,444 586,140
Fair value and other adjustments(2)
(12,101) — 384 (11,717)
Currency effects (186,056) (18,287) (3,067) (207,410)
Goodwill balance, net of accumulated amortization as of September 30, 2022 $ 3,775,391 $ 407,787 $ 648,128 $ 4,831,306
Accumulated goodwill impairment balance as of September 30, 2022 $ 132,409 $ — $ 26,011 $ 158,420

~~(1)The balances as of December 31, 2021 have been recast to reflect the segment changes described in our Current Report.~~

~~(2)This amount primarily represents an adjustment to goodwill as a result of the deconsolidation of certain businesses, as described in Note 2.l.~~


~~IRON MOUNTAIN SEPTEMBER 30, 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)

F. ~~FAIR VALUE MEASUREMENTS~~

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

FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2022 USING
DESCRIPTION TOTAL CARRYING
VALUE AT
SEPTEMBER 30, 2022 QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1) SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2) SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds $ 18,861 $ — $ 18,861 $ —
Time Deposits 1,123 — 1,123 —
Trading Securities 9,085 9,049 36 —
Derivative Assets 85,887 — 85,887 —
Deferred Purchase Obligation (as defined in Note 3) 275,100 — — 275,100

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

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


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									12

~~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)~~

G. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

The changes in Accumulated other comprehensive items, net for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ are as follows:

THREE MONTHS ENDED SEPTEMBER 30, 2022 THREE 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 $ (500,629) $ 53,654 $ (446,975) $ (229,790) $ (28,863) $ (258,653)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments (174,739) — (174,739) (90,465) — (90,465)
Change in fair value of derivative instruments — 32,233 32,233 — 14,665 14,665
Total other comprehensive (loss) income (174,739) 32,233 (142,506) (90,465) 14,665 (75,800)
End of Period $ (675,368) $ 85,887 $ (589,481) $ (320,255) $ (14,198) $ (334,453)


		NINE MONTHS ENDED SEPTEMBER 30, 2022						NINE MONTHS ENDED SEPTEMBER 30, 2021							THREE MONTHS ENDED MARCH 31, 2023						THREE MONTHS ENDED MARCH 31, 2022
		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL			FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL
Beginning of Period	Beginning of Period	$	(341,024)	$	2,677	$	(338,347)	$	(206,190)	$	(49,703)	$	(255,893)	Beginning of Period	$	(454,509)	$	12,506	$	(442,003)	$	(341,024)	$	2,677	$	(338,347)
Other comprehensive (loss) income:
Other comprehensive income (loss):														Other comprehensive income (loss):
Foreign currency translation and other adjustments	Foreign currency translation and other adjustments	(334,344)		—		(334,344)		(114,065)		—		(114,065)		Foreign currency translation and other adjustments	39,677		—		39,677		27,223		—		27,223
Change in fair value of derivative instruments	Change in fair value of derivative instruments	—		83,210		83,210		—		35,505		35,505		Change in fair value of derivative instruments	—		(3,442)		(3,442)		—		16,766		16,766
Total other comprehensive (loss) income		(334,344)		83,210		(251,134)		(114,065)		35,505		(78,560)
Total other comprehensive income (loss)														Total other comprehensive income (loss)	39,677		(3,442)		36,235		27,223		16,766		43,989
End of Period	End of Period	$	(675,368)	$	85,887	$	(589,481)	$	(320,255)	$	(14,198)	$	(334,453)	End of Period	$	(414,832)	$	9,064	$	(405,768)	$	(313,801)	$	19,443	$	(294,358)

H.G. REVENUES

The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, "Contract Fulfillment Costs"). Contract Fulfillment Costs as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022 are as follows:

SEPTEMBER 30, 2022 DECEMBER 31, 2021
GROSS
CARRYING
AMOUNT ACCUMULATED
AMORTIZATION NET
CARRYING
AMOUNT GROSS
CARRYING
AMOUNT ACCUMULATED
AMORTIZATION NET
CARRYING
AMOUNT
Intake Costs asset $ 63,856 $ (40,045) $ 23,811 $ 71,336 $ (42,678) $ 28,658
Commissions asset 124,081 (54,948) 69,133 114,791 (50,553) 64,238


~~IRON MOUNTAIN SEPTEMBER 30, 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)~~


	MARCH 31, 2023						DECEMBER 31, 2022
	GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
Intake Costs asset	$	71,426	$	(45,700)	$	25,726	$	68,345	$	(42,132)	$	26,213
Commissions asset	142,763		(63,244)		79,519		133,145		(58,949)		74,196

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

DESCRIPTION

LOCATION IN BALANCE SHEET

SEPTEMBER 30, 2022

DECEMBER 31, 2021

DESCRIPTION

LOCATION IN BALANCE SHEET

MARCH 31, 2023

DECEMBER 31, 2022

Deferred revenue - Current

Deferred revenue

282,687

307,470

Deferred revenue - Current

Deferred revenue

335,393

328,910

Deferred revenue - Long-term

Other Long-term Liabilities

31,234

33,691

Deferred revenue - Long-term

Other Long-term Liabilities

29,482

32,960

DATA CENTER LESSOR CONSIDERATIONS

Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Codification ("ASC") No. 842 ("ASC 842"), Leases, as amended. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021 are~~is as follows:

THREE MONTHS ENDED
SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021 2022 2021
Storage rental revenue(1)
$ 96,328 $ 72,411 $ 273,547 $ 210,805


	THREE MONTHS ENDED MARCH 31,
	2023		2022
Storage rental revenue(1)	$	107,435	$	87,451

(1)Revenue associated with power and connectivity included within storage rental revenue was ~~$34,621~~$40,672 and ~~$93,652~~$28,318 for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022, ~~respectively, and $14,639 and $42,333 for the three and nine months ended September 30, 2021,~~ respectively.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									1411

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.H. STOCK-BASED COMPENSATION

Our stock-based compensation expense includes the cost of stock options, restricted stock units ("RSUs"), and 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 nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ is as follows:

THREE MONTHS ENDED
SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021 2022 2021
Stock-based compensation expense $ 14,326 $ 13,200 $ 45,923 $ 46,852


	THREE MONTHS ENDED MARCH 31,
	2023		2022
Stock-based compensation expense	$	12,509	$	11,341

As of ~~September 30, 2022,~~March 31, 2023, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is ~~$52,664.~~

~~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, 2022 and 2021 is as follows:~~

THREE MONTHS ENDED
SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021 2022 2021
Fair value of RSUs vested $ 4,748 $ 8,425 $ 26,307 $ 31,404
Fair value of earned PUs that vested 13,622 22,030 17,968 27,856


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									15

$115,329.

~~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. 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 $5,554~~were $1,595 and ~~$38,093~~$15,661 for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022, ~~respectively, and $1,138 and $3,415 for the three and nine months ended September 30, 2021,~~ respectively.

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

(Gain) loss on disposal/write-down of property, plant and equipment, net for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ is as follows:

THREE MONTHS ENDED
SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022(1)
2021
2022(1)
2021(2)
(Gain) Loss on disposal/write-down of property, plant and equipment, net(3)
$ (14,170) $ (935) $ (66,124) $ (134,321)


	THREE MONTHS ENDED MARCH 31,
	2023(1)		2022
(Gain) Loss on disposal/write-down of property, plant and equipment, net	$	(13,061)	$	(705)

(1) The ~~gain~~gains for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 primarily ~~consists~~consist of ~~gains~~a gain of approximately ~~$66,000~~$18,500 associated with ~~sale and~~a sale-leaseback ~~transactions,~~transaction of ~~which (i) approximately $17,000 relates to sale-leaseback transactions of two facilities~~a facility in the United States and one in Canada during the third quarter of 2022 and (ii) approximately $49,000 relates to sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States during the second quarter of 2022.

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

~~(3)~~ ~~The gains recognized during both 2022 and 2021 are the result~~Singapore, as part of our program to monetize a small portion of our industrial assets through sale and sale-leaseback transactions. The terms for ~~these leases~~this lease are consistent with the terms of our lease portfolio, which are disclosed in detail in Note ~~2.i.~~2.j. to Notes to Consolidated Financial Statements included in our ~~Current~~Annual Report.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									1612

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

Other expense (income) ~~expense,~~, net for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ consists of the following:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
DESCRIPTION	DESCRIPTION	2022		2021		2022		2021		DESCRIPTION	2023		2022
Foreign currency transaction (gains) losses, net(1)		$	(58,519)	$	(23,200)	$	(126,759)	$	(16,157)
Foreign currency transaction losses (gains), net										Foreign currency transaction losses (gains), net	$	14,424	$	(13,201)
Debt extinguishment expense	Debt extinguishment expense	—		—		671		—		Debt extinguishment expense	—		671
Other, net~~(3)~~(1)	Other, net~~(3)~~(1)	5,649		4,699		87,902		(183,861)		Other, net~~(3)~~(1)	6,776		68,431
Other (Income) Expense, Net		$	(52,870)	$	(18,501)	$	(38,186)	$	(200,018)
Other Expense (Income), Net										Other Expense (Income), Net	$	21,200	$	55,901

(1)~~We recognized~~Other, net ~~foreign currency transaction gains of $58,519 and $126,759~~ for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 ~~respectively. These gains~~consists 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~~(i) a loss of approximately $105,800 associated with the ~~deconsolidation~~OSG Deconsolidation (as defined in Note 4 to ~~Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior~~Notes to the deconsolidation and the subsequent remeasurement of the retained investment to a fair value of zero. We have concluded that the deconsolidation does not meet the criteria to be reported as discontinued operationsConsolidated Financial Statements included 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~~Annual Report), partially offset by (ii) 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 months ended September 30, 2021 is primarily comprised of (a) a gain of approximately $180,600 associated with our IPM Divestment (as defined and discussed in Note 4~~5 to Notes to Consolidated Financial Statements included in our ~~Current~~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..

M.L. INCOME TAXES

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

Our effective tax rates for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ are as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022(1)
2021(2)
2022(1)
2021(2)
Effective Tax Rate 11.0 % 29.1 % 10.7 % 28.1 %


	THREE MONTHS ENDED MARCH 31,
	2023(1)		2022(2)
Effective Tax Rate	20.4	%	19.5	%

(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, 2022~~March 31, 2023 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other (income) expense, 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 U.S. taxable REIT subsidiaries ("TRS") of approximately $9,900 as a result of the ITRenew Transaction.

(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 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 (as defined~~deduction, the differences in ~~Note 11)~~the tax rates to which our foreign earnings are ~~more heavily weighted to~~subject, and a release of valuation allowances on deferred tax assets of our ~~United States qualified~~U.S. taxable REIT subsidiaries of approximately $9,900 as a result of our acquisition of Intercept Parent, Inc. ("~~QRSs"~~ITRenew"),.

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

The calculation of basic and ~~therefore, provide no tax benefit. Additionally,~~diluted income (loss) per share for the ~~nine~~three 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.~~March 31, 2023 and 2022 are as follows:


	THREE MONTHS ENDED MARCH 31,
	2023		2022
Net Income (Loss)	$	65,535	$	41,707
Less: Net Income (Loss) Attributable to Noncontrolling Interests	940		(592)
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	64,595	$	42,299
Weighted-average shares—basic	291,442,000		290,328,000
Effect of dilutive potential stock options	1,216,000		995,625
Effect of dilutive potential RSUs and PUs	391,000		521,977
Weighted-average shares—diluted	293,049,000		291,845,602
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic	$	0.22	$	0.15
Diluted	$	0.22	$	0.14
Antidilutive stock options, RSUs and PUs, excluded from the calculation	145,730		755,580


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									1713

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

N. ~~INCOME (LOSS) PER SHARE—BASIC AND DILUTED~~RECENT ACCOUNTING PRONOUNCEMENTS

~~The calculation of basic~~In December 2021, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and ~~diluted income (loss) per share~~Contract Liabilities from Contracts with Customers ("ASU 2021-08"). ASU 2021-08 requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, Revenue from Contracts with Customers, and for the ~~three~~related revenue contracts in accordance with ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), as if it had originated the contracts. We adopted ASU 2021-08 on January 1, 2023 on a prospective basis, and ~~nine months ended September 30, 2022 and 2021 are as follows:~~

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021 2022 2021
Net Income (Loss) $ 192,931 $ 68,111 $ 436,496 $ 391,264
Less: Net Income (Loss) Attributable to Noncontrolling Interests 767 428 1,952 2,693
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation) $ 192,164 $ 67,683 $ 434,544 $ 388,571
Weighted-average shares—basic 290,937,000 289,762,000 290,673,000 289,255,000
Effect of dilutive potential stock options 1,133,952 869,600 1,126,280 522,642
Effect of dilutive potential RSUs and PUs 480,919 850,655 494,956 918,954
Weighted-average shares—diluted 292,551,871 291,482,255 292,294,236 290,696,596
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic $ 0.66 $ 0.23 $ 1.49 $ 1.34
Diluted $ 0.66 $ 0.23 $ 1.49 $ 1.34
Antidilutive stock options, RSUs and PUs, excluded from the calculation 220,421 351,673 403,362 1,813,880
there was no material impact on our condensed consolidated financial statements.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									1814

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

ITRENEW ~~ACQUISITION~~PRO FORMA FINANCIAL INFORMATION

On January 25, 2022, in order to expand our ~~ALM~~asset lifecycle management operations, we acquired an approximately 80% interest in ~~Intercept Parent, Inc. ("ITRenew")~~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 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 September 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 (income) expense, 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 September 30, 2022, we~~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)~~fees). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2021.

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2022 2021 2022 2021
Total Revenues $ 1,286,945 $ 1,234,386 $ 3,842,499 $ 3,675,396
Income from Continuing Operations $ 192,931 $ 70,491 $ 436,627 $ 341,096


	THREE MONTHS ENDED MARCH 31, 2022
Total Revenues	$	1,266,020
Income from Continuing Operations	$	41,838

In addition to our acquisition of ITRenew, we completed certain other acquisitions in ~~2021 and~~ 2022. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations.


~~IRON MOUNTAIN SEPTEMBER 30, 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)~~

~~OTHER 2022 ACQUISITIONS~~

~~In addition to the ITRenew Transaction, during the nine months ended September 30~~, 2022, in order to enhance our existing operations in Morocco and expand our fine arts operations in China - Hong Kong S.A.R. and North America, we completed the acquisitions of a records management company, a fine arts company and the assets of a second fine arts company, for a total purchase price of approximately $11,000, including deferred purchase obligation, purchase price holdbacks and other deferred payments of approximately $4,600.

~~PRELIMINARY PURCHASE PRICE ALLOCATION~~

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


	~~NINE MONTHS ENDED~~ ~~SEPTEMBER 30, 2022~~
~~Cash Paid (gross of cash acquired)(1)~~	$	~~756,003~~

~~Deferred Purchase Obligation, Purchase Price Holdbacks and Other(2)~~	~~279,734~~
~~Total Consideration~~	~~1,035,737~~
~~Fair Value of Identifiable Assets Acquired and Liabilities Assumed:~~
~~Cash~~	~~31,571~~
~~Accounts Receivable, Prepaid Expenses and Other Assets~~	~~73,351~~
~~Property, Plant and Equipment~~	~~7,893~~
~~Customer and Supplier Relationship Intangible Assets(3)~~	~~491,422~~
~~Other Intangible Assets(3)~~	~~47,300~~
~~Operating Lease Right-of-Use Assets~~	~~32,680~~




~~Accounts Payable, Accrued Expenses and Other Liabilities~~	~~(60,683)~~
~~Operating Lease Liabilities~~	~~(32,680)~~
~~Deferred Income Taxes~~	~~(142,019)~~

~~Total Fair Value of Identifiable Net Assets Acquired~~	~~448,835~~
~~Goodwill Initially Recorded(4)~~	$	~~586,902~~

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

~~(2)~~Deferred purchase obligation, purchase price holdbacks and other includes $275,100 related to the fair value estimate of the Deferred Purchase Obligation for the Remaining Interests and approximately $4,600 of deferred purchase obligation, purchase price holdbacks and other associated with our other business and asset acquisitions completed in 2022.

~~(3)~~The preliminary weighted average life of the intangible assets acquired in the ITRenew Transaction is approximately 11 years. Intangible assets are included as a component of Other assets, net in our Condensed Consolidated Balance Sheets.

~~(4)~~Goodwill is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses.

The preliminary purchase price allocations that are not finalized as of September 30, 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 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 months ended September 30, 2022 were not material to our results from operations.


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									20

~~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. INVESTMENTS

In February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the "MakeSpace JV") entered into an agreement with Clutter, Inc. ("Clutter") pursuant to which the equityholders of the MakeSpace JV contributed their ownership interests in the MakeSpace JV and 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 received an approximate 27% interest in the Clutter JV (the "Clutter Transaction"). As a result of the Clutter Transaction, we recognized a gain related to our contributed interest in the MakeSpace JV of approximately $35,800, which was recorded to Other, net, a component of Other expense (income), net during the first quarter of 2022.

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,~~Through December 31, 2022, we made ~~an initial investment of~~two investments totaling approximately ~~3,750,000~~7,500,000 Indian rupees (or approximately ~~$50,100,~~$96,200, based upon the exchange ~~rate~~rates between the United States dollar and Indian rupee ~~as of~~on the closing date of ~~the initial~~each 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").~~JV. Under the terms of the original Web Werks JV shareholder agreement, we ~~are~~were required to make ~~additional investments over a period ending May 2023 totaling approximately 7,500,000 Indian rupees. In August 2022, we made~~ an additional investment of ~~approximately~~ 3,750,000 Indian rupees ~~(or approximately $46,100, based on~~by May 2023. In April 2023, the ~~exchange rate between the United States dollar and Indian rupee as of the date of the additional investment) in exchange for an additional interest in the form of convertible preference shares in the~~original Web Werks JV ~~(the "Second Web Werks JV Investment"). The shares we received from~~shareholder agreement was amended to extend the ~~Initial Web Werks JV Investment and~~period by which the Second Web Werks JV Investment are convertible into a to-be-determined amount of equity shares determined by a valuation based on the earnings before interest, taxes, depreciation and amortization ("EBITDA") of the Web Werks JV for the trailing twelve months ending July 31, 2022. Subsequentinvestment is required to the Second Web Werks JV Investment, the shareholders of Web Werks retained control of the financial and operating decisions of the Web Werks JV through their control of Web Werks' board of directors. As we do not control the board of directors or the key management decisions of the Web Werks JV, we account for our interest in the Web Werks JV as an equity method investment.be made to May 2024.

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, 2022~~March 31, 2023 and December 31, ~~2021~~2022 are as follows:


		SEPTEMBER 30, 2022				DECEMBER 31, 2021					MARCH 31, 2023				DECEMBER 31, 2022
		CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST			CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Web Werks JV	Web Werks JV	$	97,877	55.40	%	$	51,140	38.50	%	Web Werks JV	$	98,637	53.58	%	$	98,278	53.58	%
Joint venture with AGC Equity Partners (the "Frankfurt JV")	Joint venture with AGC Equity Partners (the "Frankfurt JV")	27,004		20.00	%	26,167		20.00	%	Joint venture with AGC Equity Partners (the "Frankfurt JV")	36,579		20.00	%	37,194		20.00	%
MakeSpace JV		—		—	%	30,154		49.99	%
Clutter JV		57,113		26.73	%	—		—	%
Joint venture with Clutter, Inc. (the "Clutter JV")										Joint venture with Clutter, Inc. (the "Clutter JV")	50,712		26.73	%	54,172		26.73	%

Additionally, we have a loan receivable with the Frankfurt JV of approximately $22,800, which is included as a component of Other within Other assets, net within our Condensed Consolidated Balance Sheet at March 31, 2023.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									2115

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

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,~~November 2022, we entered into a forward-starting interest rate swap ~~agreements~~agreement to limit our exposure to changes in interest rates on ~~a portion~~future borrowings under our Virginia Credit Agreement (as defined in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report). The forward-starting interest rate swap agreement commences in July 2023 and expires in October 2025. As of ~~our floating~~both March 31, 2023 and December 31, 2022, we have $4,800 in notional value outstanding on this forward-starting interest rate ~~indebtedness. These~~ swap ~~agreements expired in March 2022.~~ agreement.

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. These forward-starting interest rate swap agreements commenced in March 2022. As of ~~September 30,~~both March 31, 2023 and December 31, 2022, we ~~had~~have $350,000 in notional value outstanding on ~~the~~these interest rate swap agreements, which expire in March ~~2024 ("March 2024 Interest Rate Swap Agreements"). Under~~2024.

We have designated each of the interest rate swap agreements ~~we receive variable rate interest payments associated with the notional amount of each~~described above as cash flow hedges. These interest rate swap ~~based upon one-month LIBOR, in exchange for~~agreements are marked to market at the ~~payment~~end of ~~fixed interest rates as specified in~~each reporting period, representing the fair values of the interest rate swap ~~agreements.~~

~~We have designated these interest rate swap~~ agreements, and any changes in fair value are recognized as ~~cash flow hedges.~~a component of Accumulated other comprehensive items, net. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities.

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

~~In August 2019, we entered into~~We utilize cross-currency ~~swap agreements~~interest rate swaps to hedge the variability of exchange rate impacts between the United States dollar and the Euro. ~~Under the terms~~As of ~~the~~both March 31, 2023 and December 31, 2022, we have approximately $469,200 in notional value outstanding on 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~~swaps with maturity dates ranging from August 2023 ~~("August 2023 Cross-Currency Swap Agreements").~~

In September 2020, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for 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. 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 $359,200 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 inthrough February 2026.

We have designated these cross-currency swap agreements as ~~a hedge~~hedges of net ~~investment against~~investments in 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 the end of 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. The excluded component of our cross-currency swap agreements is recorded in Accumulated other comprehensive items, net and amortized to interest expense on a straight-line basis.

The fair value of derivative instruments recognized in our Condensed Consolidated Balance Sheets at March 31, 2023 and December 31, 2022, by derivative instrument, are as follows:


	MARCH 31, 2023				DECEMBER 31, 2022
DERIVATIVE INSTRUMENTS(1)	Assets		Liabilities		Assets		Liabilities
Cash Flow Hedges(2)
Interest rate swap agreements	$	10,215	$	1,151	$	12,995	$	489
Net Investment Hedges(3)
Cross-currency swap agreements	31,890		2,292		38,401		—

(1)Our derivative assets are included as a component of (i) Prepaid expenses and other or (ii) Other within Other assets, net and our derivative liabilities are included 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 March 31, 2023, $11,538 is included within Prepaid expenses and other, $30,567 is included within Other assets, $2,292 is included within Accrued expense and other current liabilities and $1,151 is included within Other long-term liabilities. As of December 31, 2022, $2,606 is included within Prepaid expenses and other, $48,790 is included within Other assets, and $489 is included within Other long-term liabilities.

(2)As of March 31, 2023, cumulative net gains of $9,064 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements.

(3)As of March 31, 2023, cumulative net gains of $29,598 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements. These cumulative net gains are offset by $14,934 related to the excluded component of our cross-currency swap agreements.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									2216

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)

~~Assets (liabilities)~~Unrealized (losses) gains recognized in ~~our Condensed Consolidated Balance Sheets at September 30,~~Accumulated other comprehensive income during the three months ended March 31, 2023 and 2022, ~~and December 31, 2021,~~ by derivative instrument, are as follows:

DERIVATIVE INSTRUMENTS(1)
SEPTEMBER 30, 2022 DECEMBER 31, 2021
Cash Flow Hedges(2)

March 2024 Interest Rate Swap Agreements $ 12,879 $ (7,680)
Net Investment Hedges(3)
August 2023 Cross-Currency Swap Agreements 12,938 (664)
February 2026 Cross-Currency Swap Agreements 60,070 11,021


	THREE MONTHS ENDED MARCH 31,
DERIVATIVE INSTRUMENTS	2023		2022
Cash Flow Hedges
Interest rate swap agreements	$	(3,442)	$	11,470
Net Investment Hedges
Cross-currency swap agreements	(8,803)		5,296
Cross-currency swap agreements (excluded component)	5,834		—

~~(1)Our derivative assets are included as a component of (i) Prepaid expenses and other or (ii) Other within Other assets, net~~(Losses) gains recognized in our Condensed Consolidated Balance Sheets and our derivative liabilities are included as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of September 30, 2022, $12,938 is included within Prepaid expenses and other and $72,949 is included within Other assets. As of December 31, 2021, $11,021 is included within Other assets, $2,082 is included within Accrued expense and other current liabilities and $6,262 is included within Other long-term liabilities.

~~(2)As of September 30, 2022, cumulative net gains of $12,879 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements.~~

~~(3)As of September 30, 2022, cumulative net gains of $73,008 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements.~~

~~Unrealized gains (losses) recognized~~Net income during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ by derivative instrument, are as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
DERIVATIVE INSTRUMENTS(1)
2022 2021 2022 2021
Cash Flow Hedges
March 2024 Interest Rate Swap Agreements $ 5,157 $ 1,950 $ 20,559 $ 7,946
Net Investment Hedges
August 2023 Cross-Currency Swap Agreements 6,771 2,655 13,602 5,933
February 2026 Cross-Currency Swap Agreements 20,305 10,060 49,049 21,626

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


		THREE MONTHS ENDED MARCH 31,
DERIVATIVE INSTRUMENTS	Location of (loss) gain	2023		2022
Net Investment Hedges
Cross-currency swap agreements (excluded component)	Interest expense	$	(5,834)	$	—


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									2317

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, 2022								DECEMBER 31, 2021									MARCH 31, 2023								DECEMBER 31, 2022
		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE			DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT		FAIR VALUE
Revolving Credit Facility(1)	Revolving Credit Facility(1)	$	890,000	$	(7,899)	$	882,101	$	890,000	$	—	$	(5,174)	$	(5,174)	$	—	Revolving Credit Facility(1)	$	1,439,000	$	(5,687)	$	1,433,313	$	1,439,000	$	1,072,200	$	(6,790)	$	1,065,410	$	1,072,200
Term Loan A(1)	Term Loan A(1)	243,750		—		243,750		243,750		203,125		—		203,125		203,125		Term Loan A(1)	237,500		—		237,500		237,500		240,625		—		240,625		240,625
Term Loan B(1)	Term Loan B(1)	667,766		(4,059)		663,707		668,500		672,847		(4,995)		667,852		675,500		Term Loan B(1)	664,379		(3,434)		660,945		665,000		666,073		(3,747)		662,326		666,750
Australian Dollar Term Loan	Australian Dollar Term Loan	193,140		(464)		192,676		193,140		223,182		(656)		222,526		223,530		Australian Dollar Term Loan	197,929		(585)		197,344		199,746		202,641		(633)		202,008		204,623
UK Bilateral Revolving Credit Facility	UK Bilateral Revolving Credit Facility	155,887		(175)		155,712		155,887		189,168		(709)		188,459		189,168		UK Bilateral Revolving Credit Facility	173,153		—		173,153		173,153		169,361		—		169,361		169,361
37/8% GBP Senior Notes due 2025 (the "GBP Notes")	37/8% GBP Senior Notes due 2025 (the "GBP Notes")	445,392		(2,593)		442,799		392,373		540,481		(3,912)		536,569		542,508		37/8% GBP Senior Notes due 2025 (the "GBP Notes")	494,722		(2,413)		492,309		467,572		483,888		(2,589)		481,299		445,206
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")~~(1)~~(2)	47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")~~(1)~~(2)	1,000,000		(7,110)		992,890		892,500		1,000,000		(8,176)		991,824		1,030,000		47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")~~(1)~~(2)	1,000,000		(6,399)		993,601		942,500		1,000,000		(6,754)		993,246		917,500
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")~~(1)~~(2)	51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")~~(1)~~(2)	825,000		(6,495)		818,505		719,813		825,000		(7,380)		817,620		862,125		51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")~~(1)~~(2)	825,000		(5,904)		819,096		781,688		825,000		(6,200)		818,800		754,875
5% Senior Notes due 2028 (the "5% Notes due 2028")~~(1)~~(2)	5% Senior Notes due 2028 (the "5% Notes due 2028")~~(1)~~(2)	500,000		(4,220)		495,780		428,750		500,000		(4,763)		495,237		513,750		5% Senior Notes due 2028 (the "5% Notes due 2028")~~(1)~~(2)	500,000		(3,859)		496,141		461,250		500,000		(4,039)		495,961		450,000
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")~~(1)~~(2)	47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")~~(1)~~(2)	1,000,000		(10,126)		989,874		815,000		1,000,000		(11,211)		988,789		1,022,500		47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")~~(1)~~(2)	1,000,000		(9,403)		990,597		897,500		1,000,000		(9,764)		990,236		865,000
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")~~(1)~~(2)	51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")~~(1)~~(2)	1,300,000		(11,783)		1,288,217		1,072,500		1,300,000		(12,911)		1,287,089		1,355,250		51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")~~(1)~~(2)	1,300,000		(11,031)		1,288,969		1,170,000		1,300,000		(11,407)		1,288,593		1,111,500
41/2% Senior Notes due 2031 (the "41/2% Notes")~~(1)~~(2)	41/2% Senior Notes due 2031 (the "41/2% Notes")~~(1)~~(2)	1,100,000		(10,471)		1,089,529		847,000		1,100,000		(11,404)		1,088,596		1,094,500		41/2% Senior Notes due 2031 (the "41/2% Notes")~~(1)~~(2)	1,100,000		(9,850)		1,090,150		937,750		1,100,000		(10,161)		1,089,839		891,000
5% Senior Notes due 2032 (the "5% Notes due 2032")	5% Senior Notes due 2032 (the "5% Notes due 2032")	750,000		(12,827)		737,173		579,375		750,000		(13,782)		736,218		767,813		5% Senior Notes due 2032 (the "5% Notes due 2032")	750,000		(12,185)		737,815		643,125		750,000		(12,511)		737,489		622,500
55/8% Senior Notes due 2032 (the "55/8% Notes")~~(1)~~(2)	55/8% Senior Notes due 2032 (the "55/8% Notes")~~(1)~~(2)	600,000		(5,711)		594,289		477,000		600,000		(6,147)		593,853		637,500		55/8% Senior Notes due 2032 (the "55/8% Notes")~~(1)~~(2)	600,000		(5,421)		594,579		538,500		600,000		(5,566)		594,434		520,500
Real Estate Mortgages, Financing Lease Liabilities and Other	Real Estate Mortgages, Financing Lease Liabilities and Other	407,646		(643)		407,003		407,646		460,648		(840)		459,808		460,648		Real Estate Mortgages, Financing Lease Liabilities and Other	434,283		(522)		433,761		434,283		425,777		(578)		425,199		425,777
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	316,700		(584)		316,116		316,700		—		(450)		(450)		—		Accounts Receivable Securitization Program	325,000		(477)		324,523		325,000		314,700		(531)		314,169		314,700
Total Long-term Debt	Total Long-term Debt	10,395,281		(85,160)		10,310,121				9,364,451		(92,510)		9,271,941				Total Long-term Debt	11,040,966		(77,170)		10,963,796				10,650,265		(81,270)		10,568,995
Less Current Portion	Less Current Portion	(81,275)		—		(81,275)				(310,084)		656		(309,428)				Less Current Portion	(101,608)		—		(101,608)				(87,546)		—		(87,546)
Long-term Debt, Net of Current Portion	Long-term Debt, Net of Current Portion	$	10,314,006	$	(85,160)	$	10,228,846			$	9,054,367	$	(91,854)	$	8,962,513			Long-term Debt, Net of Current Portion	$	10,939,358	$	(77,170)	$	10,862,188			$	10,562,719	$	(81,270)	$	10,481,449

(1)Collectively, the “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"). The Revolving Credit Facility and the Term Loan A are scheduled to mature on March 18, 2027. The Term Loan B is scheduled to mature on January 2, 2026. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2023 was $807,146 (which amount represents the maximum availability as of such date). The weighted average interest rate in effect under the Revolving Credit Facility was 6.6% and 6.2% as of March 31, 2023 and December 31, 2022, respectively.

(2)Collectively, the "Parent Notes".

See Note 7 to Notes to Consolidated Financial Statements included in our ~~Current~~Annual Report for additional information regarding our long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of ~~September 30, 2022~~March 31, 2023 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, ~~2021~~2022 (which are disclosed in our ~~Current~~Annual Report).


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									2418

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

6. DEBT (CONTINUED)

~~CREDIT AGREEMENT~~

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

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

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

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

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

On March 18, 2022, we borrowed the full amount of the Term Loan A. As of September 30, 2022, we had $890,000, $243,750 and $668,500 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 $3,779. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2022 was $1,356,221 (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.

~~REVOLVING CREDIT FACILITY~~

~~$2,250,000~~

~~TERM LOAN A~~

~~$250,000~~

~~TERM LOAN B~~

~~$700,000~~

~~Outstanding borrowings~~

~~$890,000~~

~~Aggregate outstanding principal amount~~

~~$243,750~~

~~Aggregate outstanding principal amount~~

~~$668,500~~

~~4.7%~~

~~Interest rate~~

~~4.9%~~

~~Interest rate~~

~~4.2%~~

~~Interest rate~~

~~As of September 30, 2022~~

~~AUSTRALIAN DOLLAR TERM LOAN~~

Iron Mountain Australia Group Pty, Ltd. ("IM Australia"), a wholly owned subsidiary of IMI, has an AUD term loan with an original principal balance of 350,000 Australian dollars ("AUD Term Loan"). On March 18, 2022, IM Australia 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 Current Report.

~~OUTSTANDING BORROWINGS~~

~~AU$302,041~~

~~INTEREST RATE~~

~~6.7%~~

~~As of September 30, 2022~~


~~IRON MOUNTAIN SEPTEMBER 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)~~

~~UK BILATERAL REVOLVING CREDIT FACILITY~~

~~MAXIMUM AMOUNT~~

~~£140,000~~

~~OPTIONAL ADDITIONAL COMMITMENTS~~

~~£125,000~~

~~INTEREST RATE~~

~~4.2%~~

~~As of September 30, 2022~~

Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") have a British pounds sterling Revolving Credit Facility (the "UK Bilateral Revolving Credit Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Revolving Credit Facility is 140,000 British pounds sterling, which was fully drawn as of September 30, 2022. We have the option to request additional commitments of up to 125,000 British pounds sterling, subject to conditions specified in the UK Bilateral Revolving Credit Facility. On September 22, 2022, the UK Borrowers exercised their option to extend the maturity date from September 24, 2023 to September 24, 2024. All other material terms of the UK Bilateral Revolving Credit Facility remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current Report.

~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM~~

On June 29, 2022, we amended the Accounts Receivable Securitization Program to (i) increase the maximum borrowing capacity from $300,000 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 1, 2023 to July 1, 2025, at which point all obligations become due. All other material terms of the Accounts Receivable Securitization Program remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current Report.

~~MAXIMUM AMOUNT~~

~~$325,000~~

~~OUTSTANDING BORROWING~~

~~$316,700~~

~~INTEREST RATE~~

~~4.1%~~

~~As of September 30, 2022~~

~~CASH POOLING~~

During the third quarter of 2022, we entered into two new cash pooling arrangements with JP Morgan Chase Bank, N.A. ("JPM"), one of which we utilize to manage global liquidity requirements for our QRSs in the Europe, Middle East, and Africa regions (the "JPM QRS EMEA Cash Pool") and the other for our TRSs in the Europe, Middle East, and Africa regions (the "JPM TRS EMEA Cash Pool"). We continue to utilize our two other cash pooling arrangements with JPM, one of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the "JPM QRS APAC Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS APAC Cash Pool").

Additionally, we utilize two separate cash pooling arrangements with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the "BMG QRS Cash Pool") and the other for our TRSs (the "BMG TRS Cash Pool").


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~6. DEBT (CONTINUED)~~

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

SEPTEMBER 30, 2022 DECEMBER 31, 2021

GROSS CASH
POSITION
OUTSTANDING
DEBIT BALANCES
NET CASH
POSITION
GROSS CASH
POSITION
OUTSTANDING
DEBIT BALANCES
NET CASH
POSITION
BMG QRS Cash Pool $ 590,127 $ (588,633) $ 1,494 $ 552,900 $ (552,100) $ 800
BMG TRS Cash Pool 539,557 (538,498) 1,059 606,000 (603,900) 2,100
JPM QRS APAC Cash Pool 23,561 (23,394) 167 9,400 (9,200) 200
JPM TRS APAC Cash Pool 22,272 (21,899) 373 12,000 (9,900) 2,100
JPM QRS EMEA Cash Pool 6,030 (5,718) 312 — — —
JPM TRS EMEA Cash Pool 2,104 (2,044) 60 — — —

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

LETTERS OF CREDIT

As of ~~September 30, 2022,~~March 31, 2023, we had outstanding letters of credit totaling ~~$37,221,~~$39,825, of which ~~$3,779~~$3,854 reduce our borrowing capacity under the Revolving Credit ~~Facility (as described above).~~Facility. The letters of credit expire at various dates between ~~October 2022~~June 2023 and ~~January 2033.~~July 2025.

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 and a~~ net total lease adjusted leverage ratio and a fixed charge coverage 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 earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR") based calculations and the bond indentures use ~~EBITDA~~earnings before interest, taxes, depreciation and amortization ("EBITDA") based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as "Unrestricted Subsidiaries" as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of ~~September 30, 2022 and December~~March 31, ~~2021.~~2023. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial ~~condition.~~condition and liquidity.


~~IRON MOUNTAIN SEPTEMBER 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)~~

7. COMMITMENTS AND CONTINGENCIES

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

We have estimated a reasonably possible range for all loss contingencies and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional ~~$24,000~~$20,500 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.

~~8. STOCKHOLDERS' EQUITY MATTERS~~

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

DECLARATION DATE DIVIDEND
PER SHARE RECORD DATE TOTAL
AMOUNT PAYMENT DATE
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
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
August 4, 2022 0.6185 September 15, 2022 179,790 October 4, 2022

~~On November 3, 2022, we declared a dividend to our stockholders of record as of December 15, 2022 of $0.6185 per share, payable on January 5, 2023.~~

~~9. SEGMENT INFORMATION~~

~~As discussed in Note 11 to Notes to Consolidated Financial Statements included in our Current Report, in the second quarter of 2022,~~ ~~we reassessed the composition of our reportable segments and note that~~ (i) our Entertainment Services offerings are now managed as part of our Global Records and Information Management ("Global RIM") Business segment; (ii) certain commercial costs that were previously managed as part of Corporate and Other Business 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. ~~Previously reported segment information has been restated to conform to the current presentation.~~

~~Our reportable segments as of December 31, 2021 are described in Note 11 to Notes to Consolidated Financial Statements included in our Current Report and are as follows:~~

•~~Global RIM Business~~

•~~Global Data Center Business~~

•~~Corporate and Other Business~~

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									2819

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 2022 and the three months ended March 31, 2023, our board of directors declared the following dividends:

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

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

August 4, 2022

0.6185

September 15, 2022

179,790

October 4, 2022

November 3, 2022

0.6185

December 15, 2022

179,866

January 5, 2023

February 23, 2023

0.6185

March 15, 2023

180,339

April 5, 2023

On May 4, 2023, we declared a dividend to our stockholders of record as of June 15, 2023 of $0.6185 per share, payable on July 6, 2023.

9. SEGMENT INFORMATION ~~(CONTINUED)~~

Our reportable segments as of December 31, 2022 are described in Note 11 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows:

•Global RIM Business

•Global Data Center Business

•Corporate and Other

An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ is as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2022		2021		2022		2021			2023		2022
Global RIM Business	Global RIM Business									Global RIM Business
Total Revenues	Total Revenues	$	1,091,102	$	997,843	$	3,210,469	$	2,971,085	Total Revenues	$	1,126,526	$	1,048,891
Adjusted EBITDA	Adjusted EBITDA	483,862		435,904		1,402,025		1,263,277		Adjusted EBITDA	477,784		448,795
Global Data Center Business	Global Data Center Business									Global Data Center Business
Total Revenues	Total Revenues	$	100,309	$	88,587	$	297,384	$	236,672	Total Revenues	$	112,305	$	96,987
Adjusted EBITDA	Adjusted EBITDA	42,660		35,097		126,944		98,961		Adjusted EBITDA	50,635		41,977
Corporate and Other Business
Corporate and Other										Corporate and Other
Total Revenues	Total Revenues	$	95,534	$	43,718	$	316,672	$	124,187	Total Revenues	$	75,518	$	102,168
Adjusted EBITDA	Adjusted EBITDA	(57,088)		(53,232)		(173,835)		(158,273)		Adjusted EBITDA	(67,611)		(59,778)
Total Consolidated	Total Consolidated									Total Consolidated
Total Revenues	Total Revenues	$	1,286,945	$	1,130,148	$	3,824,525	$	3,331,944	Total Revenues	$	1,314,349	$	1,248,046
Adjusted EBITDA	Adjusted EBITDA	469,434		417,769		1,355,134		1,203,965		Adjusted EBITDA	460,808		430,994


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									2920

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 •Restructuring ~~charges~~and other transformation •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)			•Other expense (income) ~~expense,~~, net •Stock-based compensation expense

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

A reconciliation of Net Income (Loss) to Adjusted EBITDA on a consolidated basis for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ is as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
2022 2021 2022 2021
Net Income (Loss) $ 192,931 $ 68,111 $ 436,496 $ 391,264
Add/(Deduct):
Interest expense, net 121,767 103,809 351,266 313,451
Provision (benefit) for income taxes 23,934 28,017 52,097 153,073
Depreciation and amortization 175,077 174,818 536,946 507,145
Acquisition and Integration Costs 5,554 1,138 38,093 3,415
Restructuring charges 3,382 50,432 3,382 129,686
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) (14,170) (935) (66,124) (134,321)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures (56,226) (21,517) (48,814) (209,001)
Stock-based compensation expense 14,326 12,644 45,923 45,913
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures 2,859 1,252 5,869 3,340
Adjusted EBITDA $ 469,434 $ 417,769 $ 1,355,134 $ 1,203,965


	THREE MONTHS ENDED MARCH 31,
	2023		2022
Net Income (Loss)	$	65,535	$	41,707
Add/(Deduct):
Interest expense, net	137,169		114,442
Provision (benefit) for income taxes	16,758		10,080
Depreciation and amortization	182,094		183,615
Acquisition and Integration Costs	1,595		15,661
Restructuring and other transformation	36,913		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(13,061)		(705)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	17,491		53,515
Stock-based compensation expense	12,509		11,341
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	3,805		1,338
Adjusted EBITDA	$	460,808	$	430,994


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									3021

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

Information as to our revenues by product and service lines by segment for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021 are~~is as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2022		2021		2022		2021			2023		2022
Global RIM Business	Global RIM Business									Global RIM Business
Records Management(1)	Records Management(1)	$	829,357	$	767,059	$	2,450,903	$	2,285,000	Records Management(1)	$	867,988	$	802,553
Data Management(1)	Data Management(1)	127,226		130,679		385,276		399,420		Data Management(1)	129,594		133,656
Information Destruction(1)(2)	Information Destruction(1)(2)	134,519		100,105		374,290		286,665		Information Destruction(1)(2)	128,944		112,682
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)	Information Destruction(1)	—		—		—		—		Information Destruction(1)	—		—
Data Center(1)	Data Center(1)	100,309		88,587		297,384		236,672		Data Center(1)	112,305		96,987

Corporate and Other Business
Corporate and Other										Corporate and Other
Records Management(1)	Records Management(1)	$	35,787	$	30,453	$	103,826	$	91,850	Records Management(1)	$	34,348	$	31,898
Data Management(1)	Data Management(1)	—		—		—		—		Data Management(1)	—		—
Information Destruction(1)(3)	Information Destruction(1)(3)	59,747		13,265		212,846		32,337		Information Destruction(1)(3)	41,170		70,270
Data Center(1)	Data Center(1)	—		—		—		—		Data Center(1)	—		—

Total Consolidated	Total Consolidated									Total Consolidated
Records Management(1)	Records Management(1)	$	865,144	$	797,512	$	2,554,729	$	2,376,850	Records Management(1)	$	902,336	$	834,451
Data Management(1)	Data Management(1)	127,226		130,679		385,276		399,420		Data Management(1)	129,594		133,656
Information Destruction(1)(2)(3)	Information Destruction(1)(2)(3)	194,266		113,370		587,136		319,002		Information Destruction(1)(2)(3)	170,114		182,952
Data Center(1)	Data Center(1)	100,309		88,587		297,384		236,672		Data Center(1)	112,305		96,987

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

(2)Includes secure shredding services.

(3)Includes product revenue from ITRenew.

~~10. RELATED PARTIES~~

In October 2020, in connection with the formation of the Frankfurt JV, we entered into agreements whereby we will earn various fees, including (i) special project revenue and (ii) property management and construction and development fees for services we are providing to the Frankfurt JV (the "Frankfurt JV Agreements"). Revenues and expenses associated with the Frankfurt JV Agreements are presented as a component of our Global Data Center Business segment. During the three and nine months ended September 30, 2022, we recognized revenue of approximately $700 and $13,500, respectively, and during the three and nine months ended September 30, 2021, we recognized revenue of approximately $1,200 and $3,100, respectively, associated with the Frankfurt JV Agreements.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									3122

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)

10. RELATED PARTIES ~~(CONTINUED)~~

In October 2020, in connection with the formation of the Frankfurt JV, we entered into agreements whereby we earn various fees, including (i) special project revenue and (ii) property management and construction and development fees for services we are providing to the Frankfurt JV (the "Frankfurt JV Agreements").

In March 2019, in connection with the formation of the MakeSpace JV (as defined in Note 5 to Notes to Consolidated Financial Statements included in our Annual Report), 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~~

Revenue recognized in the accompanying Condensed Consolidated Statements of Operations under these agreements for the three months ended March 31, 2023 and ~~expenses~~2022 is as follows (approximately):


	THREE MONTHS ENDED MARCH 31,
	2023		2022
Frankfurt JV Agreements(1)	$	900	$	7,100
MakeSpace Agreement and Clutter Agreement(2)	6,000		7,000

(1)Revenue associated with the Frankfurt JV Agreements is presented as a component of our Global Data Center Business segment.

(2)Revenue associated with the MakeSpace Agreement and Clutter Agreement ~~are~~is presented as a component of our Global RIM Business segment. During the three and nine months ended September 30, 2022, we recognized revenue of approximately $6,900 and $21,300, respectively, and during the three and nine months ended September 30, 2021, we recognized revenue of approximately $9,300 and $24,900, respectively, associated with the MakeSpace Agreement and Clutter Agreement.

11. RESTRUCTURING ~~CHARGES~~AND OTHER TRANSFORMATION

PROJECT MATTERHORN

In September 2022, we announced Project Matterhorn, a global program designed to accelerate the growth of our ~~business (“Project Matterhorn”).~~business. Project Matterhorn investments will focus on transforming our operating model to a global operating model. ~~This program is designed to allow us to shift from a product-based to~~Project Matterhorn will focus on the formation of a solution-based sales approach ~~to better serve our customers’ needs and establish a global operating model~~ that is designed to allow us to optimize our shared services and best ~~practices.~~practices to better serve our customers' needs. We will be investing to accelerate growth and to capture a greater share of the large, global addressable markets in which we operate. We expect to incur approximately $150,000 in costs annually related to Project Matterhorn from 2023 through 2025. Costs are comprised of (1) restructuring costs, which include (i) site consolidation and other related exit costs, (ii) employee severance costs and (iii) certain professional fees associated with these activities, and (2) other transformation costs, which include professional fees such as project management costs and costs for third party consultants who are assisting in the enablement of our growth initiatives. Total costs related to Project Matterhorn during the three months ended March 31, 2023 were approximately $36,913 and are included in Restructuring and other transformation in our Condensed Consolidated Statement of Operations. There were no Restructuring and other transformation costs related to Project Matterhorn for the three ~~and nine~~ months ended ~~September 30, 2022 were not material.~~March 31, 2022.

~~PROJECT SUMMIT~~

~~In October 2019, we announced our global program designed to better position us for future growth~~Restructuring 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 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, primarilyother transformation related to ~~third party consultants who assisted with~~Project Matterhorn included in the ~~design and execution~~accompanying Condensed Consolidated Statement 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 chargesOperations for the three ~~and nine~~ months ended ~~September 30, 2022. Total restructuring charges~~March 31, 2023, and from the inception of Project Matterhorn through March 31, 2023, is as follows:


	THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023
Restructuring	$	11,957	$	25,249
Other transformation	24,956		53,597
Restructuring and other transformation	$	36,913	$	78,846


IRON MOUNTAIN MARCH 31, 2023 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)

11. RESTRUCTURING AND OTHER TRANSFORMATION (CONTINUED)

Restructuring costs for Project Matterhorn, included as a component of Restructuring and other transformation in the accompanying Condensed Consolidated Statement of Operations, by segment for the three ~~and nine~~ months ended ~~September 30, 2021 was $50,432~~March 31, 2023, and ~~$129,686, respectively, and consisted~~from the inception of ~~(i) employee severance~~Project Matterhorn through March 31, 2023, is as follows:


	THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023
Global RIM Business	$	9,525	$	22,608
Global Data Center Business	78		78
Corporate and Other	2,354		2,563
Total restructuring costs	$	11,957	$	25,249

Other transformation costs for Project Matterhorn, included as a component of ~~$6,797 and $14,526, respectively, and (ii) professional fees~~Restructuring and other transformation in the accompanying Condensed Consolidated Statement of Operations, by segment for the three months ended March 31, 2023, and from the inception of Project Matterhorn through March 31, 2023, is as follows:


	THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023
Global RIM Business	$	3,485	$	7,386
Global Data Center Business	870		928
Corporate and Other	20,601		45,283
Total other transformation costs	$	24,956	$	53,597

Accrued restructuring costs and accrued other transformation costs included in the accompanying Condensed Consolidated Balance Sheet as of ~~$43,635~~March 31, 2023 were approximately $4,600 and ~~$115,160,~~$12,000, respectively.


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Part I. Financial Information

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

The following discussion and analysis of our financial condition and results of operations for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three ~~and nine~~ months ended ~~September 30, 2022,~~March 31, 2023, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, ~~2021,~~2022, included in ~~Exhibit 99.1 of~~ our ~~Current~~Annual Report on Form ~~8-K~~10-K filed with the United States Securities and Exchange Commission ("SEC") on ~~August 4, 2022~~February 23, 2023 (our ~~"Current~~"Annual Report").

FORWARD-LOOKING STATEMENTS

We have made statements in this Quarterly Report that constitute "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, strategies, investment objectives, plans and achievements. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors, and you should not rely upon them except as statements of our present intentions and of our present expectations, which may or may not occur. When we use words such as "believes", "expects", "anticipates", "estimates", "plans", "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~~global 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 fund capital expenditures;~~

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

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

•the impact of attacks on our internal information technology ("IT") systems, including the impact of such incidents on our reputation and ability to compete and any litigation or disputes that may arise in connection with such incidents;

•our ability to fund capital expenditures;

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

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

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

•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 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;

•failures to implement and manage new IT systems;

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

•the other risks described in our periodic reports filed with the SEC, including under the caption "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K filed with the SEC on February ~~24, 2022.~~23, 2023.

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									3325

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Part I. Financial Information

OVERVIEW

The following discussions set forth, for the periods indicated, management's discussion and analysis of financial condition and results of operations. Significant trends and changes are discussed for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 within each section. ~~Trends and changes that are consistent for both the three and nine month periods are not repeated and are discussed on a year to date basis only.~~

PROJECT MATTERHORN

In September 2022, we announced a global program designed to accelerate the growth of our business (“("Project ~~Matterhorn”~~Matterhorn"). Project Matterhorn investments will focus on transforming our operating model to a global operating model. ~~This program is designed to allow us to shift from a product-based to~~Project Matterhorn will focus on the formation of a solution-based sales approach ~~to better serve our customers’ needs and establish a global operating model~~ that is designed to allow us to optimize our shared services and best ~~practices.~~practices to better serve our customers' needs. We will be investing to accelerate growth and to capture a greater share of the large, global addressable markets in which we operate. We expect to incur approximately $150.0 million in costs annually related to Project Matterhorn from 2023 through 2025. ~~Total~~Costs are comprised of (1) restructuring costs, which include (i) site consolidation and other related exit costs, (ii) employee severance costs and (iii) certain professional fees associated with these activities, and (2) other transformation costs, which include professional fees such as project management costs and costs for third party consultants who are assisting in the enablement of our growth initiatives. There were no Restructuring and other transformation costs related to Project Matterhorn for the three ~~and nine~~ months ended ~~September 30, 2022 were not material.~~March 31, 2022. The following chart presents (in thousands) total Restructuring and other transformation costs related to Project Matterhorn from the inception of Project Matterhorn through March 31, 2023 and for the three months ended March 31, 2023:

~~PROJECT SUMMIT~~


From the Inception of Project Matterhorn through March 31, 2023

For the Three Months Ended March 31, 2023

~~In October 2019, we announced our global program designed~~See Note 11 to better position us for future growth and achievement of our strategic objectives ("Project Summit") which we completed as of December 31, 2021. Project Summit has improved annual Adjusted EBITDA (as defined below) by approximately $375.0 million exiting 2021, of which approximately $160.0 million and $165.0 million were realized in 2021 and 2020, respectively, with the remainder realized during 2022.

~~ACQUISITION OF ITRENEW~~

~~On January 25, 2022, in order~~Notes to expand our 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 expenses associated with this business. ITRenew is presented in Corporate and Other Business and primarily operates in the United States. See ~~Acquisitions~~ ~~within the~~ ~~Liquidity and Capital Resources~~ ~~section below for additional information.~~

~~DIVESTMENTS AND DECONSOLIDATIONS~~

~~IPM DIVESTMENT~~

On June 7, 2021, we sold our Intellectual Property Management ("IPM") business, also known as our technology escrow services business, which we predominantly operated in the United States, for total gross consideration of approximately $215.4 million (the "IPM Divestment"). We have concluded that the IPM Divestment does not meet the criteria to be reported 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 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 Financial Statements of Operations through the date of divestment and the cash flows associated with this business is presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows through the date of divestment. Our IPM business represented approximately $14.2 million of total revenues and approximately $6.8 million of total net income from January 1, 2021 through the date of divestment on June 7, 2021.

~~DECONSOLIDATIONS~~

~~On March 24, 2022, as a result of our loss of control, we deconsolidated the businesses~~ included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately $105.8 million associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidationthis Quarterly Report for more information on Restructuring and the subsequent remeasurement of the retained investment to a 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 $44.9 million of total revenues and $7.2 million of total net income for the year ended December 31, 2021.other transformation costs.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									3426

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Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

•We have experienced 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 to be relatively stable in the near term.

•Our organic service revenue growth is primarily due to increases in our service activity. We expect organic service revenue growth ~~for the remainder of 2022 and into~~in 2023 to benefit from our new and existing digital offerings, as well as our traditional services.

•Weexpect continued total revenue and Adjusted EBITDA growth in ~~2022 and into~~ 2023 as a result of our focus on new product and service offerings, innovation, customer solutions and market expansion in line with our Project Matterhorn objectives.

•WeIn the near-term, we expect the impact of a stronger US dollar to create headwinds on reported total revenue and Adjusted EBITDA growth in 2023 against prior ~~periods through the remainder of 2022 and into 2023.~~periods.

Cost of sales (excluding depreciation and amortization) and Selling, general and administrative expenses for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 consists of the following:


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES


IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q									27

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Part I. Financial Information

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) •Restructuring ~~charges~~and other transformation •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other expense (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 segments under "Results of Operations – Segment Analysis" below.


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

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~~Part I. Financial Information~~

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

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
		2022		2021		2022		2021			2023		2022
Net Income (Loss)	Net Income (Loss)	$	192,931	$	68,111	$	436,496	$	391,264	Net Income (Loss)	$	65,535	$	41,707
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Interest expense, net	Interest expense, net	121,767		103,809		351,266		313,451		Interest expense, net	137,169		114,442
Provision (benefit) for income taxes	Provision (benefit) for income taxes	23,934		28,017		52,097		153,073		Provision (benefit) for income taxes	16,758		10,080
Depreciation and amortization	Depreciation and amortization	175,077		174,818		536,946		507,145		Depreciation and amortization	182,094		183,615
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	5,554		1,138		38,093		3,415		Acquisition and Integration Costs(1)	1,595		15,661
Restructuring charges(2)		3,382		50,432		3,382		129,686
Restructuring and other transformation										Restructuring and other transformation	36,913		—
(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)	(14,170)		(935)		(66,124)		(134,321)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(13,061)		(705)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures		(56,226)		(21,517)		(48,814)		(209,001)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	17,491		53,515
Stock-based compensation expense	Stock-based compensation expense	14,326		12,644		45,923		45,913		Stock-based compensation expense	12,509		11,341
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	2,859		1,252		5,869		3,340		Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	3,805		1,338
Adjusted EBITDA	Adjusted EBITDA	$	469,434	$	417,769	$	1,355,134	$	1,203,965	Adjusted EBITDA	$	460,808	$	430,994

(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)~~ Represent operating expenses associated with the implementation of (1) Project Matterhorn for the three and nine months ended September 30, 2022 and (2) 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 third party consultants who assisted with the design and execution of various initiatives as well as project management activities and (iv) system implementation and data conversion costs for the three and nine months ended September 30, 2021.


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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~~and other transformation •Amortization related to the write-off of certain customer relationship intangible assets •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other expense (income) ~~expense,~~, net •Stock-based compensation expense •Non-cash amortization related to derivative instruments •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 MARCH 31,
		2022		2021		2022		2021			2023		2022
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	$	0.66	$	0.23	$	1.49	$	1.34	Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.22	$	0.14
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	0.02		—		0.13		0.01		Acquisition and Integration Costs	0.01		0.05
Restructuring charges		0.01		0.17		0.01		0.45
Restructuring and other transformation										Restructuring and other transformation	0.13		—
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		—		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)	(0.05)		(0.01)		(0.22)		(0.46)		(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(0.04)		—
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures		(0.19)		(0.07)		(0.17)		(0.72)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	0.06		0.18
Stock-based compensation expense	Stock-based compensation expense	0.05		0.04		0.16		0.16		Stock-based compensation expense	0.04		0.04
Non-cash amortization related to derivative instruments										Non-cash amortization related to derivative instruments	0.02		—
Tax impact of reconciling items and discrete tax items(1)	Tax impact of reconciling items and discrete tax items(1)	(0.01)		0.02		(0.09)		0.31		Tax impact of reconciling items and discrete tax items(1)	(0.02)		(0.05)
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)	$	0.48	$	0.40	$	1.34	$	1.09	Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	$	0.42	$	0.38

(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 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 ~~both~~ the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 was 15.2% and 2021 was 16.5%. 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.18.6%, respectively.

(2)Columns may not foot due to rounding.


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Part I. Financial Information

FFO (NAREIT) AND FFO (NORMALIZED)

Funds from operations ("FFO") is defined by the National Association of Real Estate Investment Trusts ~~("Nareit")~~ as net income (loss) excluding depreciation on real estate assets, losses and gains on sale of real estate, net of tax, and amortization of data center leased-based intangibles ~~and~~("FFO (Nareit)"). We calculate our FFO measures, including FFO (Nareit), adjusting for our share of reconciling items from our unconsolidated joint ~~ventures from FFO ("FFO (Nareit)").~~ventures. 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~~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~~and other transformation •Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate) •Other expense (income) ~~expense,~~, net						•Stock-based compensation expense •Non-cash amortization related to derivative instruments •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 MARCH 31,
		2022		2021		2022		2021			2023		2022
Net Income (Loss)	Net Income (Loss)	$	192,931	$	68,111	$	436,496	$	391,264	Net Income (Loss)	$	65,535	$	41,707
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Real estate depreciation	Real estate depreciation	74,652		79,463		228,993		230,294		Real estate depreciation	76,129		79,333
(Gain) loss on sale of real estate, net of tax	(Gain) loss on sale of real estate, net of tax	(15,666)		748		(64,430)		(106,033)		(Gain) loss on sale of real estate, net of tax	(15,746)		214
Data center lease-based intangible assets amortization	Data center lease-based intangible assets amortization	3,687		10,458		11,850		31,423		Data center lease-based intangible assets amortization	6,129		4,123
Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures										Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures	132		—

FFO (Nareit)	FFO (Nareit)	255,604		158,780		612,909		546,948		FFO (Nareit)	132,179		125,377
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	5,554		1,138		38,093		3,415		Acquisition and Integration Costs	1,595		15,661
Restructuring charges		3,382		50,432		3,382		129,686
Restructuring and other transformation										Restructuring and other transformation	36,913		—
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)	Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)	2,616		(1,668)		(573)		(2,890)		Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)	4,550		(919)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)		(56,226)		(21,517)		(48,814)		(209,001)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)										Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)	17,491		53,515
Stock-based compensation expense	Stock-based compensation expense	14,326		12,644		45,923		45,913		Stock-based compensation expense	12,509		11,341
Non-cash amortization related to derivative instruments										Non-cash amortization related to derivative instruments	5,834		—
Real estate financing lease depreciation	Real estate financing lease depreciation	3,020		3,740		10,227		10,791		Real estate financing lease depreciation	2,988		3,780
Tax impact of reconciling items and discrete tax items(2)	Tax impact of reconciling items and discrete tax items(2)	(5,184)		5,304		(26,090)		65,120		Tax impact of reconciling items and discrete tax items(2)	(6,893)		(15,632)

Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	223		(17)		577		(30)		Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	226		(20)
FFO (Normalized)	FFO (Normalized)	$	223,315	$	208,836	$	635,634	$	589,952	FFO (Normalized)	$	207,392	$	193,103

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

(2)Represents the tax impact of (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a (benefit) provision for income taxes of ~~$(1.2)~~$(0.4) million and ~~$(11.4)~~$(10.0) million for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022, ~~respectively, and $5.0 million and $19.4 million for the three and nine months ended September 30, 2021,~~ respectively.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									3830

Table of Contents

Part I. Financial Information

CRITICAL ACCOUNTING ESTIMATES

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

•Revenue Recognition

•Accounting for Acquisitions

•Impairment of Tangible and Intangible Assets

•Income Taxes

Further detail regarding our critical accounting estimates can be found in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our ~~Current~~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, 2021. See Note 2.k. to Notes to Consolidated Financial Statements included in our Current 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~~ MONTHS ENDED ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 TO THE THREE ~~AND NINE~~ MONTHS ENDED ~~SEPTEMBER 30, 2021~~MARCH 31, 2022 (IN THOUSANDS):

THREE MONTHS ENDED SEPTEMBER 30, DOLLAR
CHANGE PERCENTAGE
CHANGE
2022 2021
Revenues $ 1,286,945 $ 1,130,148 $ 156,797 13.9 %
Operating Expenses 1,001,183 948,712 52,471 5.5 %
Operating Income 285,762 181,436 104,326 57.5 %
Other Expenses, Net 92,831 113,325 (20,494) (18.1) %
Net Income (Loss) 192,931 68,111 124,820 183.3 %
Net Income (Loss) Attributable to Noncontrolling Interests 767 428 339 79.2 %
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 192,164 $ 67,683 $ 124,481 183.9 %
Adjusted EBITDA(1)
$ 469,434 $ 417,769 $ 51,665 12.4 %
Adjusted EBITDA Margin(1)
36.5 % 37.0 %


		NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE					PERCENTAGE CHANGE			THREE MONTHS ENDED MARCH 31,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2022			2021							2023					2022
Revenues	Revenues	$	3,824,525		$	3,331,944				$	492,581					14.8		%	Revenues	$	1,314,349			$	1,248,046		$	66,303		5.3	%
Operating Expenses	Operating Expenses	3,022,852			2,674,174			348,678					13.0	%	Operating Expenses	1,073,687					1,025,916				47,771			4.7	%
Operating Income	Operating Income	801,673			657,770			143,903					21.9	%	Operating Income	240,662					222,130				18,532			8.3	%
Other Expenses, Net	Other Expenses, Net	365,177			266,506			98,671					37.0	%	Other Expenses, Net	175,127					180,423				(5,296)			(2.9)	%

Net Income (Loss)	Net Income (Loss)	436,496			391,264			45,232					11.6	%	Net Income (Loss)	65,535					41,707				23,828			57.1	%
Net Income (Loss) Attributable to Noncontrolling Interests	Net Income (Loss) Attributable to Noncontrolling Interests	1,952			2,693			(741)					(27.5)	%	Net Income (Loss) Attributable to Noncontrolling Interests	940					(592)				1,532			258.8	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	434,544		$	388,571		$	45,973				11.8	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	64,595				$	42,299			$	22,296		52.7	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	1,355,134		$	1,203,965		$	151,169				12.6	%	Adjusted EBITDA(1)	$	460,808				$	430,994			$	29,814		6.9	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	35.4		%	36.1		%								Adjusted EBITDA Margin(1)	35.1		%			34.5		%

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									3931

Table of Contents

Part I. Financial Information

REVENUES

Total revenues consist of the following (in thousands):

THREE MONTHS ENDED SEPTEMBER 30, PERCENTAGE CHANGE
2022 2021 DOLLAR
CHANGE ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental $ 760,370 $ 718,614 $ 41,756 5.8 % 9.8 % 9.7 % 0.1 %
Service 526,575 411,534 115,041 28.0 % 32.8 % 21.8 % 11.0 %
Total Revenues $ 1,286,945 $ 1,130,148 $ 156,797 13.9 % 18.2 % 14.1 % 4.1 %


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE									THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE
		2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS			2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
Storage Rental	Storage Rental	$	2,264,566	$	2,144,942	$	119,624	5.6	%	8.5	%	8.2	%	0.3	%	Storage Rental	$	810,089	$	751,070	$	59,019	7.9	%	10.2	%	11.1	%	(0.9)	%
Service	Service	1,559,959		1,187,002		372,957		31.4	%	35.3	%	19.7	%	15.6	%	Service	504,260		496,976		7,284		1.5	%	3.5	%	2.0	%	1.5	%
Total Revenues	Total Revenues	$	3,824,525	$	3,331,944	$	492,581	14.8	%	18.0	%	12.4	%	5.6	%	Total Revenues	$	1,314,349	$	1,248,046	$	66,303	5.3	%	7.5	%	7.5	%	—	%

(1)Constant currency growth rates, which are a non-GAAP measure, are calculated by translating the ~~2021~~2022 results at the ~~2022~~2023 average exchange rates.

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

TOTAL REVENUES

For the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, the increase in reported revenue was primarily driven by organic storage rental revenue growth and organic service revenue ~~growth and the impact of acquisitions, primarily ITRenew.~~growth. Foreign currency exchange rate fluctuations decreased our reported revenue growth rate for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 by ~~3.2%~~2.2% compared to the prior year period.

STORAGE RENTAL REVENUE AND SERVICE REVENUE

Primary factors influencing the change in reported storage rental revenue and reported service revenue for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 compared to the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 include the following:



STORAGE RENTAL REVENUE						•organic storage rental revenue growth driven by increased volume in faster growing markets and our Global Data Center Business segment and revenue management; •a ~~0.7%~~0.3% increase in total global volume excluding deconsolidations (also excluding acquisitions, total global volume increased ~~0.7%~~0.3%); and •a decrease of ~~$57.5~~$15.7 million due to foreign currency exchange rate fluctuations.


SERVICE REVENUE						•organic service revenue growth ~~reflecting~~driven by increased service activity ~~levels;~~ •~~an increase~~levels in our Global RIM business, partially offset by service revenue declines in our asset lifecycle management business as a result of ~~$167.9 million due to our recent acquisition of ITRenew;~~component price declines, partially offset by increased volume; and •a decrease of ~~$33.7~~$9.9 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4032

Table of Contents

Part I. Financial Information

OPERATING EXPENSES

COST OF SALES

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

THREE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE
CHANGE % OF TOTAL REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2022 2021 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2022 2021
Labor $ 199,738 $ 190,285 $ 9,453 5.0 % 9.1 % 15.5 % 16.8 % (1.3) %
Facilities 225,233 202,426 22,807 11.3 % 15.8 % 17.5 % 17.9 % (0.4) %
Transportation 40,835 33,314 7,521 22.6 % 27.0 % 3.2 % 2.9 % 0.3 %
Product Cost of Sales and Others 80,235 55,638 24,597 44.2 % 51.1 % 6.2 % 4.9 % 1.3 %
Total Cost of sales $ 546,041 $ 481,663 $ 64,378 13.4 % 18.0 % 42.4 % 42.6 % (0.2) %


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2022		2021		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2022		2021					2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
Labor	Labor	$	604,698	$	578,765	$	25,933	4.5	%	7.6	%	15.8	%	17.4	%	(1.6)	%	Labor	$	219,531	$	201,501	$	18,030	8.9	%	11.5	%	16.7	%	16.1	%	0.6	%
Facilities	Facilities	657,347		593,487		63,860		10.8	%	14.0	%	17.2	%	17.8	%	(0.6)	%	Facilities	240,690		218,319		22,371		10.2	%	13.0	%	18.3	%	17.5	%	0.8	%
Transportation	Transportation	118,494		101,241		17,253		17.0	%	20.3	%	3.1	%	3.0	%	0.1	%	Transportation	39,975		35,268		4,707		13.3	%	16.3	%	3.0	%	2.8	%	0.2	%
Product Cost of Sales and Other		268,600		134,658		133,942		99.5	%	106.5	%	7.0	%	4.0	%	3.0	%
Product Cost of Sales and Others																		Product Cost of Sales and Others	71,430		91,534		(20,104)		(22.0)	%	(20.8)	%	5.4	%	7.3	%	(1.9)	%
Total Cost of sales	Total Cost of sales	$	1,649,139	$	1,408,151	$	240,988	17.1	%	20.6	%	43.1	%	42.3	%	0.8	%	Total Cost of sales	$	571,626	$	546,622	$	25,004	4.6	%	7.0	%	43.5	%	43.8	%	(0.3)	%

Primary factors influencing the change in reported Cost of sales for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 compared to the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 include the following:

•an increase in labor costs driven by an increase in service activity, ~~and the impact of recent acquisitions, partially offset by benefits from Project Summit;~~primarily within our Global RIM business;

•an increase in facilities expenses driven by increases in rent expense, reflecting the impact ~~from~~of our sale-leaseback activity during ~~2021~~2022 and the first ~~nine~~three months of 2022 (which we expect to continue for the remainder of 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),2023, as well as increases in utilities ~~and building maintenance~~ costs;

•~~an increase~~a decrease in product cost of sales ~~and other driven~~in our asset lifecycle management business as a result of component price declines, partially offset by ~~the acquisition of ITRenew;~~increased volume; and

•a decrease of ~~$40.9~~$12.1 million due to foreign currency exchange rate fluctuations.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

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


	THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
General, Administrative and Other	$	207,023	$	206,316	$	707	0.3	%	2.9	%	15.8	%	16.5	%	(0.7)	%
Sales, Marketing and Account Management	87,497		74,407		13,090		17.6	%	20.0	%	6.7	%	6.0	%	0.7	%
Total Selling, general and administrative expenses	$	294,520	$	280,723	$	13,797	4.9	%	7.5	%	22.4	%	22.5	%	(0.1)	%

Primary factors influencing the change in reported Selling, general and administrative expenses for the three months ended March 31, 2023 compared to the three months ended March 31, 2022 include the following:

•an increase in general, administrative and other expenses, driven higher wages and benefits, employee-related costs and information technology costs, partially offset by lower professional fees;

•an increase in sales, marketing and account management expenses, driven by higher compensation expense, primarily reflecting increased headcount; and

•a decrease of $6.7 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense decreased by $0.3 million, or 0.3%, for the three months ended March 31, 2023 compared to the prior year period. See Note 2.i. 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 decreased by $1.2 million, or 1.9%, for the three months ended March 31, 2023 compared to the prior year period.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4133

Table of Contents

Part I. Financial Information

~~SELLING, GENERAL AND ADMINISTRATIVE EXPENSES~~

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

THREE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE % OF TOTAL REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2022 2021 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2022 2021
General, Administrative and Other $ 208,620 $ 183,476 $ 25,144 13.7 % 17.1 % 16.2 % 16.2 % — %
Sales, Marketing and Account Management 76,679 58,120 18,559 31.9 % 37.7 % 6.0 % 5.1 % 0.9 %
Total Selling, general and administrative expenses $ 285,299 $ 241,596 $ 43,703 18.1 % 22.0 % 22.2 % 21.4 % 0.8 %

NINE MONTHS ENDED
SEPTEMBER 30, PERCENTAGE CHANGE % OF TOTAL
REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2022 2021 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2022 2021
General, Administrative and Other $ 635,827 $ 561,686 $ 74,141 13.2 % 15.6 % 16.6 % 16.9 % (0.3) %
Sales, Marketing and Account Management 225,589 198,412 27,177 13.7 % 16.8 % 5.9 % 6.0 % (0.1) %
Total Selling, general and administrative expenses $ 861,416 $ 760,098 $ 101,318 13.3 % 15.9 % 22.5 % 22.8 % (0.3) %

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

•an increase in general, administrative and other expenses, driven by recent acquisitions, higher wages and benefits, employee related costs, information technology costs and professional fees, partially offset by benefits from Project Summit;

•~~an increase in sales, marketing and account management expenses, driven by recent acquisitions and higher compensation expense, primarily reflecting increased wages and benefits; and~~

•~~a decrease of $16.9 million due to foreign currency exchange rate fluctuations.~~

~~DEPRECIATION AND AMORTIZATION~~

Depreciation expense increased by $3.4 million, or 1.0%, for the nine months ended September 30, 2022 compared to the prior year period. See Note 2.h. to Notes to Consolidated Financial Statements included in our Current Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense increased by $26.4 million, or 16.5%, for the nine months ended September 30, 2022 compared to the prior year period primarily driven by the amortization of the intangible assets acquired in the ITRenew Transaction.

ACQUISITION AND INTEGRATION COSTS

Acquisition and Integration Costs for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022 were approximately ~~$38.1~~$1.6 million and ~~primarily consist~~$15.7 million, respectively.

RESTRUCTURING AND OTHER TRANSFORMATION

Restructuring and other transformation costs for the three months ended March 31, 2023 were $36.9 million and related to operating expenses associated with the implementation of ~~legal~~Project Matterhorn. There were no Restructuring and ~~professional fees.~~other transformation costs related to Project Matterhorn for the three months ended March 31, 2022.

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

Gain on disposal/write-down of property, plant and equipment, net for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 was approximately ~~$66.1~~$13.1 million. The ~~gain~~gains primarily ~~consists~~consist of ~~gains~~a gain of approximately ~~$66.0~~$18.5 million associated with ~~sale and~~a sale-leaseback ~~transactions,~~transaction of ~~which (i) approximately $17.0 million relates to sale-leaseback transactions of two facilities~~a facility in the United States and one in Canada during the third quarter of 2022 and (ii) approximately $49.0 million relates to sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States during the second quarter of 2022.Singapore.

Gain on disposal/write-down of property, plant and equipment, net for the nine months ended September 30, 2021 was approximately $134.3 million, which primarily consists of gains of approximately $127.4 million associated with sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021.


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

~~Table of Contents~~

~~Part I. Financial Information~~

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Interest expense, net increased by ~~$37.8~~$22.8 million to ~~$351.3~~$137.2 million in the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 from ~~$313.5~~$114.4 million in the prior year ~~period,~~period. The increase is primarily ~~driven by increases in~~due to higher average debt ~~balances and~~outstanding during the three months ended March 31, 2023 compared to the prior year period as well as an increase in our weighted average interest rate. Our weighted average interest rate, oninclusive of the fees associated with our outstanding ~~debt~~letters of credit, was 5.3% and 4.4% at ~~September 30, 2022.~~March 31, 2023 and 2022, respectively. See Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our indebtedness.

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

Other ~~(income)~~ expense (income), net for the three months ended March 31, 2023 and 2022 consists of the following (in thousands):

THREE MONTHS ENDED
SEPTEMBER 30, DOLLAR
CHANGE NINE MONTHS ENDED
SEPTEMBER 30, DOLLAR CHANGE
DESCRIPTION 2022 2021 2022 2021
Foreign currency transaction (gains) losses, net(1)
$ (58,519) $ (23,200) $ (35,319) $ (126,759) $ (16,157) $ (110,602)
Debt extinguishment expense — — — 671 — 671
Other, net(2)
5,649 4,699 950 87,902 (183,861) 271,763
Other (Income) Expense, Net $ (52,870) $ (18,501) $ (34,369) $ (38,186) $ (200,018) $ 161,832

~~(1)~~We recognized net foreign currency transaction gains of $58.5 million and $126.8 million for the three and nine months ended September 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 $105.8 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 the subsequent remeasurement of the retained investment to a 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 $35.8 million associated with the Clutter Transaction (as defined below).


	THREE MONTHS ENDED MARCH 31,				DOLLAR CHANGE
DESCRIPTION	2023		2022
Foreign currency transaction losses (gains), net	$	14,424	$	(13,201)	$	27,625
Debt extinguishment expense	—		671		(671)
Other, net	6,776		68,431		(61,655)
Other Expense (Income), Net	$	21,200	$	55,901	$	(34,701)

PROVISION FOR INCOME TAXES

We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our effective tax rates for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~ are as follows:

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
2022(1)
2021
2022(1)
2021
Effective Tax Rate 11.0 % 29.1 % 10.7 % 28.1 %


	THREE MONTHS ENDED MARCH 31,
	2023(1)		2022
Effective Tax Rate	20.4	%	19.5	%


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4334

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 ~~Net Income (Loss)~~net income (loss) and Adjusted EBITDA (in thousands):

THREE MONTHS ENDED SEPTEMBER 30, DOLLAR
CHANGE PERCENTAGE CHANGE
2022 2021
Net Income (Loss) $ 192,931 $ 68,111 $ 124,820 183.3 %
Net Income (Loss) as a percentage of Revenue 15.0 % 6.0 %
Adjusted EBITDA $ 469,434 $ 417,769 $ 51,665 12.4 %
Adjusted EBITDA Margin 36.5 % 37.0 %

NINE MONTHS ENDED SEPTEMBER 30, DOLLAR
CHANGE PERCENTAGE CHANGE
2022 2021
Net Income (Loss) $ 436,496 $ 391,264 $ 45,232 11.6 %
Net Income (Loss) as a percentage of Revenue 11.4 % 11.7 %
Adjusted EBITDA $ 1,355,134 $ 1,203,965 $ 151,169 12.6 %
Adjusted EBITDA Margin 35.4 % 36.1 %


	THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE		PERCENTAGE CHANGE
	2023			2022
Net Income (Loss)	$	65,535		$	41,707		$	23,828	57.1	%
Net Income (Loss) as a percentage of Revenue	5.0		%	3.3		%
Adjusted EBITDA	$	460,808		$	430,994		$	29,814	6.9	%
Adjusted EBITDA Margin	35.1		%	34.5		%



Adjusted EBITDA Margin for the ~~nine~~three months ended ~~September 30, 2022 decreased~~March 31, 2023 increased by 7060 basis points compared to the same prior year period ~~primarily reflecting a 150 basis point decrease from the acquisition of ITRenew, partially offset~~driven by improved service revenue trends, ~~benefits from Project Summit,~~ revenue management and ongoing cost containment ~~measures.~~measures, partially offset by lower Adjusted EBITDA Margin in our asset lifecycle management business.			↑ INCREASED BY ~~$151.2~~$29.8 MILLION OR ~~12.6%~~6.9% Adjusted EBITDA


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4435

Table of Contents

Part I. Financial Information

SEGMENT ANALYSIS

See Note 9 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report, for a description of our reportable 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
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2022 2021
Storage Rental $ 650,141 $ 633,403 $ 16,738 2.6 % 6.6 % 7.1 % (0.5) %
Service 440,961 364,440 76,521 21.0 % 25.3 % 25.6 % (0.3) %
Segment Revenue $ 1,091,102 $ 997,843 $ 93,259 9.3 % 13.4 % 13.9 % (0.5) %
Segment Adjusted EBITDA $ 483,862 $ 435,904 $ 47,958
Segment Adjusted EBITDA Margin 44.3 % 43.7 %


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED MARCH 31,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023					2022
Storage Rental	Storage Rental	$	1,949,999			$	1,883,967			$	66,032		3.5	%					6.5	%		6.0	%			0.5		%	Storage Rental	$	687,669						$	650,087			$	37,582			5.8	%		8.2	%	9.4	%	(1.2)	%
Service	Service	1,260,470				1,087,118				173,352			15.9	%		19.2	%		18.7	%		0.5	%	Service	438,857					398,804				40,053			10.0		%		12.5		%		13.6	%		(1.1)	%
Segment Revenue	Segment Revenue	$	3,210,469			$	2,971,085			$	239,384		8.1	%		11.1	%		10.7	%		0.4	%	Segment Revenue	$	1,126,526				$	1,048,891			$	77,635		7.4		%		9.8		%		11.0	%		(1.2)	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	1,402,025			$	1,263,277			$	138,748													Segment Adjusted EBITDA	$	477,784				$	448,795			$	28,989
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	43.7		%		42.5		%																Segment Adjusted EBITDA Margin	42.4		%			42.8		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 compared to the prior year period include the following:

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

•a ~~0.7%~~0.2% increase in Global RIM volume excluding deconsolidations (also excluding acquisitions, Global RIM volume increased ~~0.7%~~0.2%);

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

•a decrease in revenue of ~~$81.8~~$23.2 million due to foreign currency exchange rate fluctuations; and

•a ~~120~~40 basis point ~~increase~~decrease in Adjusted EBITDA Margin primarily driven by an increase in compensation and other employee-related costs, partially offset by revenue ~~management, benefits from Project Summit and ongoing cost containment measures.~~management.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4536

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
2022 2021
Storage Rental $ 96,328 $ 72,411 $ 23,917 33.0 % 37.3 % 32.6 % 4.7 %
Service 3,981 16,176 (12,195) (75.4) % (73.4) % (74.3) % 0.9 %
Segment Revenue $ 100,309 $ 88,587 $ 11,722 13.2 % 17.9 % 13.3 % 4.6 %
Segment Adjusted EBITDA $ 42,660 $ 35,097 $ 7,563
Segment Adjusted EBITDA Margin 42.5 % 39.6 %


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED MARCH 31,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023					2022
Storage Rental	Storage Rental	$	273,547			$	210,805			$	62,742		29.8	%					32.7	%		27.7	%			5.0		%	Storage Rental	$	107,435						$	87,451			$	19,984			22.9	%		24.3	%	23.6	%	0.7	%
Service	Service	23,837				25,867				(2,030)			(7.8)	%		(1.5)	%		(3.5)	%		2.0	%	Service	4,870					9,536				(4,666)			(48.9)		%		(47.9)		%		(47.9)	%		—	%
Segment Revenue	Segment Revenue	$	297,384			$	236,672			$	60,712		25.7	%		29.1	%		24.3	%		4.8	%	Segment Revenue	$	112,305				$	96,987			$	15,318		15.8		%		17.3		%		16.6	%		0.7	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	126,944			$	98,961			$	27,983													Segment Adjusted EBITDA	$	50,635				$	41,977			$	8,658
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	42.7		%		41.8		%																Segment Adjusted EBITDA Margin	45.1		%			43.3		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue, Adjusted EBITDA and Adjusted EBITDA Margin in our Global Data Center Business segment for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 compared to the prior year period include the following:

•organic storage rental revenue growth from leases that commenced during the first ~~nine~~three months of ~~2022~~2023 and in prior periods and higher pass-through power costs, partially offset by churn of ~~320~~150 basis points;

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

•a 90180 basis point increase in Adjusted EBITDA Margin reflecting ongoing cost management and a decline in lower margin project revenue, partially offset by higher pass-through power costs.

The organic service revenue decline for the three months ended September 30, 2022 compared to the prior year period is the result of the completion of special project work during the second quarter of 2022.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4637

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
2022 2021
Storage Rental $ 13,900 $ 12,800 $ 1,100 8.6 % 11.1 % 8.7 % 2.4 %
Service 81,634 30,918 50,716 164.0 % 175.5 % 26.9 % 148.6 %
Revenue $ 95,534 $ 43,718 $ 51,816 118.5 % 126.7 % 21.5 % 105.2 %
Adjusted EBITDA $ (57,088) $ (53,232) $ (3,856)
Adjusted EBITDA as a percentage of Consolidated Revenue (4.4) % (4.7) %


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED MARCH 31,										PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS										DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023				2022
Storage Rental	Storage Rental	$	41,019			$	50,170			$	(9,151)		(18.2)	%					(17.4)	%		8.5	%			(25.9)	%	Storage Rental	$	14,985					$	13,532			$	1,453			10.7	%		12.4	%	8.4	%	4.0	%
Service	Service	275,653				74,017				201,636			272.4	%		285.4	%		42.4	%		243.0	%	Service	60,533				88,636			(28,103)			(31.7)		%		(30.9)		%		(44.0)	%		13.1	%
Revenue	Revenue	$	316,672			$	124,187			$	192,485		155.0	%		161.3	%		31.1	%		130.2	%	Revenue	$	75,518			$	102,168		$	(26,650)		(26.1)		%		(25.2)		%		(37.1)	%		11.9	%
Adjusted EBITDA	Adjusted EBITDA	$	(173,835)			$	(158,273)			$	(15,562)													Adjusted EBITDA	$	(67,611)			$	(59,778)		$	(7,833)
Adjusted EBITDA as a percentage of Consolidated Revenue		(4.5)		%		(4.8)		%

Primary factors influencing the change in revenue and Adjusted EBITDA in Corporate and Other ~~Business~~ for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 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 nine months ended September 30, 2022 includes $167.9 million from the acquisition~~in our asset lifecycle management business as a result of ~~ITRenew;~~

•~~organic service revenue growth mainly driven~~component price declines, partially offset by increased ~~service activity levels in our Fine Arts and ALM businesses;~~volume; and

•a decrease in Adjusted EBITDA driven by ~~higher compensation expense and employee related costs, professional fees and~~ the ~~impact~~flow through of ~~the IPM Divestment~~service revenue declines in ~~the second quarter of 2021,~~our asset lifecycle management business, partially offset by ~~benefits from Project Summit, improved service revenue trends and the impact of the acquisition of ITRenew.~~lower professional fees.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4738

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)~~debt). 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, potential ~~and pending~~ business acquisitions ~~and investments~~ and normal business operation needs.

PROJECT MATTERHORN

As disclosed above, in September 2022, we announced Project Matterhorn. We estimate that the implementation of Project Matterhorn will result in costs of approximately $150.0 million per year from 2023 through 2025. Total costs related to Project Matterhorn during the three months ended March 31, 2023 were approximately $36.9 million and are included in Restructuring and other transformation in our Condensed Consolidated Statement of Operations. Total costs from inception of the program to March 31, 2023 were approximately $78.8 million. There were no Restructuring and other transformation costs related to Project Matterhorn for the three months ended March 31, 2022.

CASH FLOWS

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


		2022		2021			2023		2022
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	560,355	$	463,337	Cash Flows from Operating Activities	$	128,808	$	54,506
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(1,303,760)		(319,785)		Cash Flows from Investing Activities	(272,543)		(889,754)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	658,447		(177,587)		Cash Flows from Financing Activities	149,901		771,553
Cash and Cash Equivalents, End of Period	Cash and Cash Equivalents, End of Period	155,223		161,439		Cash and Cash Equivalents, End of Period	146,442		195,660

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, net cash flows provided by operating activities increased by ~~$97.0~~$74.3 million compared to the prior year period, primarily due to an increase in ~~net income (excluding non-cash charges) of $246.1 million, partially offset by a decrease in~~ cash from working capital of ~~$149.1~~$78.0 million, primarily related to the timing of ~~accounts payable and~~ accrued expenses and collections of accounts ~~receivable.~~receivable, partially offset by a decrease in net income (excluding non-cash charges) of $3.7 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

Our significant investing activity during the ~~nine~~three months ended ~~September 30, 2022 included:~~

•WeMarch 31, 2023 included cash paid ~~cash~~ for capital expenditures of ~~$596.8~~$265.9 million. Additional details of our capital spending are included in the "Capital Expenditures" section below.

•We paid cash for acquisitions (net of cash acquired) of $724.2 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 $119.4 million in net proceeds from sales of property, plant and equipment, primarily related to proceeds from sale and sale-leaseback transactions of 14 facilities and parcels of land in the United States and Canada during the second and third quarters of 2022.

C. CASH FLOWS FROM FINANCING ACTIVITIES

Our significant financing activities during the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 included:

•Net proceeds of ~~$1,201.5~~$358.7 million primarily associated with borrowings under the Revolving Credit ~~Facility, Term Loan A and the Accounts Receivable Securitization Program.~~Facility.

•Payment of dividends in the amount of ~~$544.1~~$186.5 million on our common stock.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4839

Table of Contents

Part I. Financial Information

CAPITAL EXPENDITURES

The following table presents our capital spend for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ organized by the type of the spending as described in our ~~Current~~Annual Report (in thousands):


		NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED MARCH 31,
NATURE OF CAPITAL SPEND	NATURE OF CAPITAL SPEND	2022		2021		NATURE OF CAPITAL SPEND	2023		2022
Growth Investment Capital Expenditures:	Growth Investment Capital Expenditures:					Growth Investment Capital Expenditures:
Data Center	Data Center	$	396,015	$	209,097	Data Center	$	202,406	$	82,159
Real Estate	Real Estate	114,374		60,558		Real Estate	55,903		27,290
Innovation and Other	Innovation and Other	30,808		15,445		Innovation and Other	15,536		6,020
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	541,197		285,100		Total Growth Investment Capital Expenditures	273,845		115,469
Recurring Capital Expenditures:	Recurring Capital Expenditures:					Recurring Capital Expenditures:
Real Estate	Real Estate	$	44,294	$	43,398	Real Estate	5,369		7,541
Non-Real Estate	Non-Real Estate	52,442		52,153		Non-Real Estate	19,801		24,776
Data Center	Data Center	9,420		6,936		Data Center	2,493		2,468
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	106,156		102,487		Total Recurring Capital Expenditures	27,663		34,785
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	$	647,353	$	387,587	Total Capital Spend (on accrual basis)	301,508		150,254
Net increase (decrease) in prepaid capital expenditures		(960)		279
Net decrease (increase) in accrued capital expenditures		(49,592)		31,110
Net (decrease) increase in prepaid capital expenditures						Net (decrease) increase in prepaid capital expenditures	(766)		1,051
Net (increase) decrease in accrued capital expenditures						Net (increase) decrease in accrued capital expenditures	(34,836)		9,745
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	596,801	$	418,976	Total Capital Spend (on cash basis)	$	265,906	$	161,050

Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately ~~$950.0~~$1,000.0 million for the year ending December 31, ~~2022.~~2023. Of this, we expect our capital expenditures for growth investment to be approximately ~~$800.0~~$855.0 million, and our recurring capital expenditures to approach ~~$155.0~~$145.0 million.

DIVIDENDS

See Note 8 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for a listing of dividends that we declared during the first ~~nine~~three months of ~~2022~~2023 and fiscal year ~~2021.~~2022.

On ~~November 3, 2022,~~May 4, 2023, we declared a dividend to our stockholders of record as of ~~December~~June 15, ~~2022~~2023 of $0.6185 per share, payable on ~~January 5,~~July 6, 2023.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									4940

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)~~funds) and accounts receivable. The only significant concentration of liquid investments as of ~~September 30, 2022~~March 31, 2023 is related to cash and cash ~~equivalents.~~equivalents held in money mark funds. See Note ~~2.f.~~2.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market ~~funds and time deposits.~~funds.

Long-term debt as of ~~September 30, 2022~~March 31, 2023 is as follows (in thousands):


		SEPTEMBER 30, 2022						MARCH 31, 2023
		DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT				DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT
Revolving Credit Facility(1)	Revolving Credit Facility(1)	$	890,000	$	(7,899)	$	882,101		Revolving Credit Facility(1)	$	1,439,000	$	(5,687)	$	1,433,313
Term Loan A(1)	Term Loan A(1)	243,750		—		243,750			Term Loan A(1)	237,500		—		237,500
Term Loan B(1)	Term Loan B(1)	667,766		(4,059)		663,707			Term Loan B(1)	664,379		(3,434)		660,945
Australian Dollar Term Loan	Australian Dollar Term Loan	193,140		(464)		192,676			Australian Dollar Term Loan	197,929		(585)		197,344
UK Bilateral Revolving Credit Facility	UK Bilateral Revolving Credit Facility	155,887		(175)		155,712			UK Bilateral Revolving Credit Facility	173,153		—		173,153

37/8% GBP Senior Notes due 2025 (the "GBP Notes")	37/8% GBP Senior Notes due 2025 (the "GBP Notes")	445,392		(2,593)		442,799			37/8% GBP Senior Notes due 2025 (the "GBP Notes")	494,722		(2,413)		492,309
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")~~(1)~~(2)	47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")~~(1)~~(2)	1,000,000		(7,110)		992,890			47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")~~(1)~~(2)	1,000,000		(6,399)		993,601
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")~~(1)~~(2)	51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")~~(1)~~(2)	825,000		(6,495)		818,505			51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")~~(1)~~(2)	825,000		(5,904)		819,096
5% Senior Notes due 2028 (the "5% Notes due 2028")~~(1)~~(2)	5% Senior Notes due 2028 (the "5% Notes due 2028")~~(1)~~(2)	500,000		(4,220)		495,780			5% Senior Notes due 2028 (the "5% Notes due 2028")~~(1)~~(2)	500,000		(3,859)		496,141
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")~~(1)~~(2)	47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")~~(1)~~(2)	1,000,000		(10,126)		989,874			47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")~~(1)~~(2)	1,000,000		(9,403)		990,597
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")~~(1)~~(2)	51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")~~(1)~~(2)	1,300,000		(11,783)		1,288,217			51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")~~(1)~~(2)	1,300,000		(11,031)		1,288,969
41/2% Senior Notes due 2031 (the "41/2% Notes")~~(1)~~(2)	41/2% Senior Notes due 2031 (the "41/2% Notes")~~(1)~~(2)	1,100,000		(10,471)		1,089,529			41/2% Senior Notes due 2031 (the "41/2% Notes")~~(1)~~(2)	1,100,000		(9,850)		1,090,150
5% Senior Notes due 2032 (the "5% Notes due 2032")	5% Senior Notes due 2032 (the "5% Notes due 2032")	750,000		(12,827)		737,173			5% Senior Notes due 2032 (the "5% Notes due 2032")	750,000		(12,185)		737,815
55/8% Senior Notes due 2032 (the "55/8% Notes")~~(1)~~(2)	55/8% Senior Notes due 2032 (the "55/8% Notes")~~(1)~~(2)	600,000		(5,711)		594,289			55/8% Senior Notes due 2032 (the "55/8% Notes")~~(1)~~(2)	600,000		(5,421)		594,579
Real Estate Mortgages, Financing Lease Liabilities and Other	Real Estate Mortgages, Financing Lease Liabilities and Other	407,646		(643)		407,003			Real Estate Mortgages, Financing Lease Liabilities and Other	434,283		(522)		433,761
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	316,700		(584)		316,116			Accounts Receivable Securitization Program	325,000		(477)		324,523
Total Long-term Debt	Total Long-term Debt	10,395,281		(85,160)		10,310,121			Total Long-term Debt	11,040,966		(77,170)		10,963,796
Less Current Portion	Less Current Portion	(81,275)		—		(81,275)			Less Current Portion	(101,608)		—		(101,608)
Long-term Debt, Net of Current Portion	Long-term Debt, Net of Current Portion	$	10,314,006	$	(85,160)	$	10,228,846		Long-term Debt, Net of Current Portion	$	10,939,358	$	(77,170)	$	10,862,188

(1)Collectively, the “Credit Agreement”.

(2)Collectively, the "Parent Notes".

See Note 7 to Notes to Consolidated Financial Statements included in our ~~Current~~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.

LETTERS OF CREDIT ~~AGREEMENT~~

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

~~(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 ~~September 30, 2022,~~March 31, 2023, we had ~~$890.0 million, $243.8 million and $668.5 million 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 ~~$3.8 million. The remaining amount available for~~$39.8 million, of which $3.9 million reduce our borrowing capacity under the Revolving Credit ~~Facility as~~Facility. The letters of September 30, 2022 was $1,356.2 million (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.credit expire at various dates between June 2023 and July 2025.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									50

~~Table of Contents~~

~~Part I. Financial Information~~

~~AUSTRALIAN DOLLAR TERM LOAN~~

Iron Mountain Australia Group Pty, Ltd. ("IM Australia"), a wholly owned subsidiary of IMI, has an AUD term loan with an original principal balance of 350.0 million Australian dollars ("AUD Term Loan"). On March 18, 2022, IM Australia 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 Current Report.

~~UK BILATERAL REVOLVING CREDIT FACILITY~~

Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") have a British pounds sterling Revolving Credit Facility (the "UK Bilateral Revolving Credit Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Revolving Credit Facility is 140.0 million British pounds sterling, which was fully drawn as of September 30, 2022. We have the option to request additional commitments of up to 125.0 million British pounds sterling, subject to conditions specified in the UK Bilateral Revolving Credit Facility. On September 22, 2022, the UK Borrowers exercised their option to extend the maturity date from September 24, 2023 to September 24, 2024. All other material terms of the UK Bilateral Revolving Credit Facility remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current 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 credit spread adjustment of 0.10% and (iii) extend the maturity date from July 1, 2023 to July 1, 2025, at which point all obligations become due. All other material terms of the Accounts Receivable Securitization Program remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current Report.

~~CASH POOLING~~

During the third quarter of 2022, we entered into two new cash pooling arrangements with JP Morgan Chase Bank, N.A. ("JPM"), one of which we utilize to manage global liquidity requirements for our qualified REIT subsidiaries ("QRSs") in the Europe, Middle East, and Africa regions (the "JPM QRS EMEA Cash Pool") and the other for our TRSs in the Europe, Middle East, and Africa regions (the "JPM TRS EMEA Cash Pool"). We continue to utilize our two other cash pooling arrangements with JPM, one of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the "JPM QRS APAC Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS APAC Cash Pool").

~~LETTERS OF CREDIT~~

As of September 30, 2022, we had outstanding letters of credit totaling $37.2 million of which $3.8 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between October 2022 and January 2033.


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									5141

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Part I. Financial Information

DEBT COVENANTS

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

Our leverage and fixed charge coverage ratios under the Credit Agreement as of ~~September 30, 2022~~March 31, 2023 are as follows:

~~SEPTEMBER 30, 2022~~MARCH 31, 2023

MAXIMUM/MINIMUM ALLOWABLE

Net total lease adjusted leverage ratio

~~5.2~~5.1

Maximum allowable of 7.0

Fixed charge coverage ratio

~~2.5~~2.4

Minimum allowable of 1.5

We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of ~~September 30, 2022.~~March 31, 2023. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

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

DERIVATIVE INSTRUMENTS

INTEREST RATE SWAP AGREEMENTS

In ~~March 2018,~~November 2022, we entered into a forward-starting interest rate swap ~~agreements~~agreement to limit our exposure to changes in interest rates on ~~a portion~~future borrowings under our Virginia Credit Agreement (as defined in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report). The forward-starting interest rate swap agreement commences in July 2023 and expires in October 2025. As of ~~our floating~~both March 31, 2023 and December 31, 2022, we have $4.8 million in notional value outstanding on this forward-starting interest rate ~~indebtedness. These~~ swap ~~agreements expired in March 2022.~~ agreement.

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. These forward-starting interest rate swap agreements commenced in March 2022. As of ~~September 30,~~both March 31, 2023 and December 31, 2022, we ~~had~~have $350.0 million in notional value outstanding on ~~the~~these interest rate swap agreements, which expire in March 2024. ~~Under~~

~~We have designated these interest rate swap~~ agreements, ~~as cash flow hedges.~~

~~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~~any changes in fair value are ~~designated~~recognized as a ~~hedge~~component of ~~net investment against certain of our Euro denominated subsidiaries and require an exchange of the notional amounts at maturity.~~Accumulated other comprehensive items, net. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									5242

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Part I. Financial Information

~~In August 2019, we entered into~~CROSS-CURRENCY SWAP AGREEMENTS

We utilize 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~~swaps to hedge the variability of exchange rate impacts between the United States dollar and the Euro. ~~Under~~As of both March 31, 2023 and December 31, 2022, we have approximately $469.2 million in notional value outstanding on cross-currency interest rate swaps with maturity dates ranging from August 2023 through February 2026.

We have designated these cross-currency swap agreements as hedges of net investments in certain of our Euro denominated subsidiaries and they require an exchange of the ~~terms~~notional amounts at maturity. These cross-currency swap agreements are marked to market at the end of each reporting period, representing the fair values of the cross-currency swap agreements, we notionally exchanged approximately $359.2 million at an interest rate of 4.5% for 300.0 million Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements were set to expireand any changes 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.~~

~~ACQUISITIONS~~

~~ITRENEW ACQUISITION~~

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 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 September 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 includedare recognized as a component of ~~Other (income)~~Accumulated other comprehensive items, net. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities. The excluded component of our cross-currency swap agreements is recorded in Accumulated other comprehensive items, net and amortized to interest expense ~~net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid.~~

~~OTHER 2022 ACQUISITIONS~~

~~In addition to the ITRenew Transaction, during the nine months ended September 30, 2022, in order to enhance our existing operations in Morocco and expand our fine arts operations in China - Hong Kong S.A.R. and North America, we completed the acquisition of~~on a records management company, a fine arts company and the assets of a second fine arts company, for a total purchase price of approximately $11.0 million, including deferred purchase obligation, purchase price holdbacks and other deferred payments of approximately $4.6 million.

On October 5, 2022, in order to further expand our data center operations in Europe, we completed the acquisition of assets of XData Properties, a data center colocation space and solutions provider with a data center in Spain, for (i) cash consideration of 78.9 million Euros (or approximately $78.2 million, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition), subject to adjustments, and (ii) up to 10.0 million Euros (or approximately $9.9 million, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition) of additional consideration, payable based on the achievement of certain power connection milestones through December 2024.straight-line basis.

INVESTMENTS

In February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the "MakeSpace JV") entered into an agreement with Clutter, Inc. ("Clutter") pursuant to which the equityholders of the MakeSpace JV contributed their ownership interests in the MakeSpace JV and 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 received an approximate 27% interest in the Clutter JV (the "Clutter Transaction"). As a result of the Clutter Transaction, we recognized a gain related to our contributed interest in the MakeSpace JV of approximately $35.8 million, which was recorded to Other, net, a component of Other expense (income), net during the first quarter of 2022.


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

~~Table of Contents~~

~~Part I. Financial Information~~

JOINT VENTURE SUMMARY


		SEPTEMBER 30, 2022				DECEMBER 31, 2021					March 31, 2023				DECEMBER 31, 2022
		CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST			CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Web Werks JV	Web Werks JV	$	97,877	55.40	%	$	51,140	38.50	%	Web Werks JV	$	98,637	53.58	%	$	98,278	53.58	%
Joint venture with AGC Equity Partners	Joint venture with AGC Equity Partners	27,004		20.00	%	26,167		20.00	%	Joint venture with AGC Equity Partners	36,579		20.00	%	37,194		20.00	%
MakeSpace JV		—		—	%	30,154		49.99	%
Clutter JV		57,113		26.73	%	—		—	%
Joint venture with Clutter, Inc.										Joint venture with Clutter, Inc.	50,712		26.73	%	54,172		26.73	%

Additionally, we have a loan receivable with the Frankfurt JV of approximately $22.8 million, which is included as a component of Other within Other assets, net within our Condensed Consolidated Balance Sheet at March 31, 2023.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									5443

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"). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, accumulated, summarized, communicated and reported to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of ~~September 30, 2022~~March 31, 2023 (the "Evaluation Date"), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

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

~~There~~During the three months ended March 31, 2023, we implemented a new version of our Enterprise Resource Planning system in certain markets as a part of an ongoing system upgrade. We took the necessary steps to monitor and maintain appropriate internal control over financial reporting during this upgrade. We also conducted evaluations prior to and after the implementation of the new system, and confirmed that our internal control over financial reporting remains effective.

Except as described above, there were no changes in our internal control over financial reporting that occurred during the quarter ended ~~September 30, 2022,~~March 31, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									5544

Table of Contents

Part II. Other Information

PART II. OTHER INFORMATION

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

We did not sell any unregistered equity securities during the three months ended ~~September 30, 2022,~~March 31, 2023, nor did we repurchase any shares of our common stock during the ~~nine~~three months ended ~~September 30, 2022.~~March 31, 2023.

ITEM 6. EXHIBITS

(A) EXHIBITS

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


EXHIBIT NO.						DESCRIPTION

31.1						Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)

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


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									5746

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Part II. Other Information

SIGNATURES

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


			IRON MOUNTAIN INCORPORATED
			By:			/s/ DANIEL BORGES


						Daniel Borges Senior Vice President, Chief Accounting Officer

Dated: ~~November 3, 2022~~May 4, 2023


IRON MOUNTAIN ~~SEPTEMBER 30, 2022~~MARCH 31, 2023 FORM 10-Q									5847


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


			FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2022 USING
DESCRIPTION	TOTAL CARRYING VALUE AT SEPTEMBER 30, 2022		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	$	18,861	$	—	$	18,861	$	—
Time Deposits	1,123		—		1,123		—
Trading Securities	9,085		9,049		36		—
Derivative Assets	85,887		—		85,887		—
Deferred Purchase Obligation (as defined in Note 3)	275,100		—		—		275,100


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2022		2021		2022		2021
Storage rental revenue(1)	$	96,328	$	72,411	$	273,547	$	210,805


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2022(1)		2021		2022(1)		2021(2)
(Gain) Loss on disposal/write-down of property, plant and equipment, net(3)	$	(14,170)	$	(935)	$	(66,124)	$	(134,321)


	SEPTEMBER 30, 2022						DECEMBER 31, 2021
	GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION		GROSS CASH POSITION		OUTSTANDING DEBIT BALANCES		NET CASH POSITION
BMG QRS Cash Pool	$	590,127	$	(588,633)	$	1,494	$	552,900	$	(552,100)	$	800
BMG TRS Cash Pool	539,557		(538,498)		1,059		606,000		(603,900)		2,100
JPM QRS APAC Cash Pool	23,561		(23,394)		167		9,400		(9,200)		200
JPM TRS APAC Cash Pool	22,272		(21,899)		373		12,000		(9,900)		2,100
JPM QRS EMEA Cash Pool	6,030		(5,718)		312		—		—		—
JPM TRS EMEA Cash Pool	2,104		(2,044)		60		—		—		—