UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q


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

For the Quarterly Period Ended ~~September~~June 30, ~~2022~~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~~July 28, ~~2022,~~2023, the registrant had ~~290,714,037~~291,852,409 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~~Jun e 30 ~~2022~~, 2023 and December 31, 20212
		3	Condensed Consolidated Statements of Operations for the Three Months Ended ~~September~~ June 30 ~~30, 2022~~, 2023 and ~~2021~~2022
		4	Condensed Consolidated Statements of Operations for the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2022~~2023 and 20212
		5	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six ~~Nine~~Months Ended ~~September~~June ~~30,~~3 0 , 2023 and 2022 ~~and 2021~~
		6	6Condensed Consolidated Statements of Equity for the Three and Six Months Ended June 30 , 2023
		7	Condensed Consolidated Statements of Equity for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2022~~2022
		78	~~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~~Six Months Ended ~~September~~June 30 ~~30, 2022~~, 2023 and ~~2021~~2022
		9	Notes to Condensed Consolidated Financial Statements
	3330	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	5551	ITEM 4.	Controls and Procedures

PART II—OTHER INFORMATION
	5753	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds
	53	ITEM 5.	Other Information
	5753	ITEM 6.	Exhibits
	5854	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~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			JUNE 30, 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	$	149,493	$	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 $65,217 and $54,143 as of June 30, 2023 and December 31, 2022, respectively)						Accounts receivable (less allowances of $65,217 and $54,143 as of June 30, 2023 and December 31, 2022, respectively)	1,182,154		1,174,915

Prepaid expenses and other	Prepaid expenses and other	268,030		224,020		Prepaid expenses and other	279,522		230,433

Total Current Assets	Total Current Assets	1,556,849		1,441,267		Total Current Assets	1,611,169		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	9,546,766		9,025,765
Less—Accumulated depreciation	Less—Accumulated depreciation	(4,063,636)		(3,979,159)		Less—Accumulated depreciation	(3,943,300)		(3,910,321)
Property, Plant and Equipment, Net	Property, Plant and Equipment, Net	4,730,442		4,668,144		Property, Plant and Equipment, Net	5,603,466		5,115,444
Other Assets, Net:	Other Assets, Net:					Other Assets, Net:
Goodwill	Goodwill	4,831,306		4,463,531		Goodwill	4,928,145		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	1,348,679		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	2,671,371		2,583,704
Other	Other	574,942		381,624		Other	515,739		588,342
Total Other Assets, Net	Total Other Assets, Net	9,407,425		8,340,620		Total Other Assets, Net	9,463,934		9,477,925
Total Assets	Total Assets	$	15,694,716	$	14,450,031	Total Assets	$	16,678,569	$	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	$	102,582	$	87,546
Accounts payable	Accounts payable	432,384		369,145		Accounts payable	482,244		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)	1,141,613		1,031,910
Deferred revenue	Deferred revenue	282,687		307,470		Deferred revenue	336,068		328,910
Total Current Liabilities	Total Current Liabilities	1,725,912		2,018,580		Total Current Liabilities	2,062,507		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	11,144,230		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	2,513,975		2,429,167
Other Long-term Liabilities	Other Long-term Liabilities	398,830		144,053		Other Long-term Liabilities	164,242		317,376
Deferred Income Taxes	Deferred Income Taxes	307,717		223,934		Deferred Income Taxes	273,213		263,005
Commitments and Contingencies	Commitments and Contingencies					Commitments and Contingencies
Redeemable Noncontrolling Interests	Redeemable Noncontrolling Interests	93,821		72,411		Redeemable Noncontrolling Interests	104,059		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 291,824,958 and 290,830,296 shares as of June 30, 2023 and December 31, 2022, respectively)						Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 291,824,958 and 290,830,296 shares as of June 30, 2023 and December 31, 2022, respectively)	2,918		2,908
Additional paid-in capital	Additional paid-in capital	4,445,988		4,412,553		Additional paid-in capital	4,488,492		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	(3,692,948)		(3,392,272)
Accumulated other comprehensive items, net	Accumulated other comprehensive items, net	(589,481)		(338,347)		Accumulated other comprehensive items, net	(382,244)		(442,003)
Total Iron Mountain Incorporated Stockholders' Equity	Total Iron Mountain Incorporated Stockholders' Equity	529,201		855,952		Total Iron Mountain Incorporated Stockholders' Equity	416,218		636,668
Noncontrolling Interests	Noncontrolling Interests	4,638		1,116		Noncontrolling Interests	125		125
Total Equity	Total Equity	533,839		857,068		Total Equity	416,343		636,793
Total Liabilities and Equity	Total Liabilities and Equity	$	15,694,716	$	14,450,031	Total Liabilities and Equity	$	16,678,569	$	16,140,514

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~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 JUNE 30,
		2022		2021			2023		2022
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	760,370	$	718,614	Storage rental	$	830,756	$	753,126
Service	Service	526,575		411,534		Service	527,180		536,408

Total Revenues	Total Revenues	1,286,945		1,130,148		Total Revenues	1,357,936		1,289,534
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)	592,644		556,476

Selling, general and administrative	Selling, general and administrative	285,299		241,596		Selling, general and administrative	311,805		295,394
Depreciation and amortization	Depreciation and amortization	175,077		174,818		Depreciation and amortization	195,367		178,254
Acquisition and Integration Costs	Acquisition and Integration Costs	5,554		1,138		Acquisition and Integration Costs	1,511		16,878
Restructuring charges		3,382		50,432
Restructuring and other transformation						Restructuring and other transformation	45,588		—

(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	(1,505)		(51,249)
Total Operating Expenses	Total Operating Expenses	1,001,183		948,712		Total Operating Expenses	1,145,410		995,753
Operating Income (Loss)	Operating Income (Loss)	285,762		181,436		Operating Income (Loss)	212,526		293,781
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 $2,290 and $2,171 for the three months ended June 30, 2023 and 2022, respectively)						Interest Expense, Net (includes Interest Income of $2,290 and $2,171 for the three months ended June 30, 2023 and 2022, respectively)	144,178		115,057
Other Expense (Income), Net						Other Expense (Income), Net	62,950		(41,217)
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	5,398		219,941
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	23,934		28,017		Provision (Benefit) for Income Taxes	4,255		18,083

Net Income (Loss)	Net Income (Loss)	192,931		68,111		Net Income (Loss)	1,143		201,858
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	1,029		1,777
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	$	114	$	200,081
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	$	0.00	$	0.69

Diluted	Diluted	$	0.66	$	0.23	Diluted	$	0.00	$	0.68
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	290,937		289,762		Weighted Average Common Shares Outstanding—Basic	291,825		290,756
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	292,552		291,482		Weighted Average Common Shares Outstanding—Diluted	293,527		292,487

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~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,					SIX MONTHS ENDED JUNE 30,
		2022		2021			2023		2022
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	2,264,566	$	2,144,942	Storage rental	$	1,640,845	$	1,504,196
Service	Service	1,559,959		1,187,002		Service	1,031,440		1,033,384

Total Revenues	Total Revenues	3,824,525		3,331,944		Total Revenues	2,672,285		2,537,580
Operating Expenses:	Operating Expenses:					Operating Expenses:
Cost of sales (excluding depreciation and amortization)	Cost of sales (excluding depreciation and amortization)	1,649,139		1,408,151		Cost of sales (excluding depreciation and amortization)	1,164,270		1,103,098
Selling, general and administrative	Selling, general and administrative	861,416		760,098		Selling, general and administrative	606,325		576,117
Depreciation and amortization	Depreciation and amortization	536,946		507,145		Depreciation and amortization	377,461		361,869
Acquisition and Integration Costs	Acquisition and Integration Costs	38,093		3,415		Acquisition and Integration Costs	3,106		32,539
Restructuring charges		3,382		129,686
Restructuring and other transformation						Restructuring and other transformation	82,501		—

(Gain) Loss on disposal/write-down of property, plant and equipment, net	(Gain) Loss on disposal/write-down of property, plant and equipment, net	(66,124)		(134,321)		(Gain) Loss on disposal/write-down of property, plant and equipment, net	(14,566)		(51,954)
Total Operating Expenses	Total Operating Expenses	3,022,852		2,674,174		Total Operating Expenses	2,219,097		2,021,669
Operating Income (Loss)	Operating Income (Loss)	801,673		657,770		Operating Income (Loss)	453,188		515,911
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)
Interest Expense, Net (includes Interest Income of $5,197 and $3,819 for the six months ended June 30, 2023 and 2022, respectively)						Interest Expense, Net (includes Interest Income of $5,197 and $3,819 for the six months ended June 30, 2023 and 2022, respectively)	281,347		229,499
Other Expense (Income), Net						Other Expense (Income), Net	84,150		14,684
Net Income (Loss) Before Provision (Benefit) for Income Taxes	Net Income (Loss) Before Provision (Benefit) for Income Taxes	488,593		544,337		Net Income (Loss) Before Provision (Benefit) for Income Taxes	87,691		271,728
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	52,097		153,073		Provision (Benefit) for Income Taxes	21,013		28,163

Net Income (Loss)	Net Income (Loss)	436,496		391,264		Net Income (Loss)	66,678		243,565
Less: Net Income (Loss) Attributable to Noncontrolling Interests	Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,952		2,693		Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,969		1,185
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	434,544	$	388,571	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	64,709	$	242,380
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	$	1.49	$	1.34	Basic	$	0.22	$	0.83

Diluted	Diluted	$	1.49	$	1.34	Diluted	$	0.22	$	0.83
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	290,673		289,255		Weighted Average Common Shares Outstanding—Basic	291,633		290,542
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	292,294		290,697		Weighted Average Common Shares Outstanding—Diluted	293,288		292,166

~~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,
2022 2021
Net Income (Loss) $ 192,931 $ 68,111
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment (175,098) (91,263)
Change in Fair Value of Derivative Instruments 32,233 14,665
Total Other Comprehensive (Loss) Income: (142,865) (76,598)
Comprehensive Income (Loss) 50,066 (8,487)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests 408 (370)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 49,658 $ (8,117)

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 FORM 10-Q~~									5

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF EQUITY~~

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

THREE MONTHS ENDED SEPTEMBER 30, 2022
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, June 30, 2022 $ 651,775 290,679,958 $ 2,907 $ 4,432,009 $ (3,340,992) $ (446,975) $ 4,826 $ 93,957
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation 13,979 7,984 — 13,979 — — — —
Parent cash dividends declared (181,385) — — — (181,385) — — —
Foreign currency translation adjustment (175,061) — — — — (174,739) (322) (37)
Change in fair value of derivative instruments 32,233 — — — — 32,233 — —
Net income (loss) 192,298 — — — 192,164 — 134 633
Noncontrolling interests dividends — — — — — — — (732)
Balance, September 30, 2022 $ 533,839 290,687,942 $ 2,907 $ 4,445,988 $ (3,330,213) $ (589,481) $ 4,638 $ 93,821
NINE MONTHS ENDED SEPTEMBER 30, 2022
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET NONCONTROLLING
INTERESTS REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, December 31, 2021 $ 857,068 289,757,061 $ 2,898 $ 4,412,553 $ (3,221,152) $ (338,347) $ 1,116 $ 72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation 36,939 930,881 9 36,930 — — — —
Changes in equity related to noncontrolling interests 2,626 — — (1,009) — — 3,635 1,009
Parent cash dividends declared (543,605) — — — (543,605) — — —
Foreign currency translation adjustment (334,825) — — — — (334,344) (481) (606)
Change in fair value of derivative instruments 83,210 — — — — 83,210 — —
Net income (loss) 434,912 — — — 434,544 — 368 1,584
Noncontrolling interests equity contributions and related costs (2,486) — — (2,486) — — — 21,547
Noncontrolling interests dividends — — — — — — — (2,124)
Balance, September 30, 2022 $ 533,839 290,687,942 $ 2,907 $ 4,445,988 $ (3,330,213) $ (589,481) $ 4,638 $ 93,821

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(IN THOUSANDS) (UNAUDITED)


	THREE MONTHS ENDED JUNE 30,
	2023		2022
Net Income (Loss)	$	1,143	$	201,858
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustment	18,035		(187,786)
Change in Fair Value of Derivative Instruments	7,896		34,211
Reclassifications from Accumulated Other Comprehensive Items, net	(2,527)		—
Total Other Comprehensive Income (Loss):	23,404		(153,575)
Comprehensive Income (Loss)	24,547		48,283
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	909		819
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	23,638	$	47,464


	SIX MONTHS ENDED JUNE 30,
	2023		2022
Net Income (Loss)	$	66,678	$	243,565
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustment	58,261		(160,333)
Change in Fair Value of Derivative Instruments	4,454		50,977
Reclassifications from Accumulated Other Comprehensive Items, net	(2,527)		—
Total Other Comprehensive Income (Loss):	60,188		(109,356)
Comprehensive Income (Loss)	126,866		134,209
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	2,398		457
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	124,468	$	133,752

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


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									5

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)


THREE MONTHS ENDED JUNE 30, 2023
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, March 31, 2023	$	545,589	291,584,999	$	2,916	$	4,459,265	$	(3,510,949)	$	(405,768)	$	125	$	95,630
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	27,862		239,959	2		27,860		—		—		—		—
Changes in equity related to redeemable noncontrolling interests	1,367		—	—		1,367		—		—		—		(1,367)
Parent cash dividends declared	(182,113)		—	—		—		(182,113)		—		—		—
Other comprehensive income (loss)	23,524		—	—		—		—		23,524		—		(120)

Net Income (Loss)	114		—	—		—		114		—		—		1,029
Noncontrolling interests equity contributions	—		—	—		—		—		—		—		9,900
Noncontrolling interests dividends	—		—	—		—		—		—		—		(1,013)


Balance, June 30, 2023	$	416,343	291,824,958	$	2,918	$	4,488,492	$	(3,692,948)	$	(382,244)	$	125	$	104,059

SIX MONTHS ENDED JUNE 30, 2023
			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, 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	19,100		994,662	10		19,090		—		—		—		—
Changes in equity related to redeemable noncontrolling interests	1,367		—	—		1,367		—		—		—		(1,367)
Parent cash dividends declared	(365,385)		—	—		—		(365,385)		—		—		—
Other comprehensive income (loss)	59,759		—	—		—		—		59,759		—		429

Net income (loss)	64,709		—	—		—		64,709		—		—		1,969
Noncontrolling interests equity contributions	—		—	—		—		—		—		—		9,900
Noncontrolling interests dividends	—		—	—		—		—		—		—		(2,032)


Balance, June 30, 2023	$	416,343	291,824,958	$	2,918	$	4,488,492	$	(3,692,948)	$	(382,244)	$	125	$	104,059

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


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									6

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

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


THREE MONTHS ENDED JUNE 30, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, March 31, 2022	$	758,771	290,550,440	$	2,906	$	4,409,051	$	(3,359,876)	$	(294,358)	$	1,048	$	73,428
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	24,462		129,518	1		24,461		—		—		—		—
Changes in equity related to noncontrolling interests	4,618		—	—		983		—		—		3,635		(983)
Parent cash dividends declared	(181,197)		—	—		—		(181,197)		—		—		—
Other comprehensive (loss) income	(152,708)		—	—		—		—		(152,617)		(91)		(867)

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

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


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

SIX MONTHS ENDED JUNE 30, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2021	$	857,068	289,757,061	$	2,898	$	4,412,553	$	(3,221,152)	$	(338,347)	$	1,116	$	72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	22,960		922,897	9		22,951		—		—		—		—
Changes in equity related to noncontrolling interests	2,626		—	—		(1,009)		—		—		3,635		1,009
Parent cash dividends declared	(362,220)		—	—		—		(362,220)		—		—		—
Other comprehensive (loss) income	(108,787)		—	—		—		—		(108,628)		(159)		(569)

Net income (loss)	242,614		—	—		—		242,380		—		234		951
Noncontrolling interests equity contributions and related costs	(2,486)		—	—		(2,486)		—		—		—		21,547
Noncontrolling interests dividends	—		—	—		—		—		—		—		(1,392)
Balance, June 30, 2022	$	651,775	290,679,958	$	2,907	$	4,432,009	$	(3,340,992)	$	(446,975)	$	4,826	$	93,957

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~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,					SIX MONTHS ENDED JUNE 30,
		2022		2021			2023		2022
Cash Flows from Operating Activities:	Cash Flows from Operating Activities:					Cash Flows from Operating Activities:
Net income (loss)	Net income (loss)	$	436,496	$	391,264	Net income (loss)	$	66,678	$	243,565

Adjustments to reconcile net income (loss) to cash flows from operating activities:	Adjustments to reconcile net income (loss) to cash flows from operating activities:					Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	Depreciation	350,626		347,269		Depreciation	254,395		236,496
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
Amortization (includes amortization of deferred financing costs and discounts of $8,095 and $9,064 for the six months ended June 30, 2023 and 2022, respectively)						Amortization (includes amortization of deferred financing costs and discounts of $8,095 and $9,064 for the six months ended June 30, 2023 and 2022, respectively)	131,161		134,437

Revenue reduction associated with amortization of customer inducements and above- and below-market leases	Revenue reduction associated with amortization of customer inducements and above- and below-market leases	5,532		6,578		Revenue reduction associated with amortization of customer inducements and above- and below-market leases	3,491		3,681
Stock-based compensation expense	Stock-based compensation expense	45,923		46,852		Stock-based compensation expense	34,882		31,597
(Benefit) provision for deferred income taxes		(22,991)		36,333
Provision (benefit) for deferred income taxes						Provision (benefit) for deferred income taxes	2,799		(18,491)
Loss on early extinguishment of debt	Loss on early extinguishment of debt	671		—		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	(Gain) loss on disposal/write-down of property, plant and equipment, net	(66,124)		(134,321)		(Gain) loss on disposal/write-down of property, plant and equipment, net	(14,566)		(51,954)

Loss associated with OSG deconsolidation		105,825		—
Gain associated with Clutter Transaction		(35,821)		—
Loss (gain) on divestments and deconsolidations						Loss (gain) on divestments and deconsolidations	—		105,825

Loss (gain) associated with the Clutter transactions						Loss (gain) associated with the Clutter transactions	38,000		(35,821)
Foreign currency transactions and other, net	Foreign currency transactions and other, net	(101,329)		(13,239)		Foreign currency transactions and other, net	69,183		(58,821)
(Increase) decrease in assets	(Increase) decrease in assets	(219,173)		(112,753)		(Increase) decrease in assets	(31,071)		(194,756)
(Decrease) increase in liabilities	(Decrease) increase in liabilities	(139,136)		(96,423)		(Decrease) increase in liabilities	(108,858)		(50,505)

Cash Flows from Operating Activities	Cash Flows from Operating Activities	560,355		463,337		Cash Flows from Operating Activities	446,094		345,924

Cash Flows from Investing Activities:	Cash Flows from Investing Activities:					Cash Flows from Investing Activities:
Capital expenditures	Capital expenditures	(596,801)		(418,976)		Capital expenditures	(600,758)		(330,220)
Cash paid for acquisitions, net of cash acquired	Cash paid for acquisitions, net of cash acquired	(724,213)		(203,752)		Cash paid for acquisitions, net of cash acquired	(21,465)		(718,657)

Acquisition of customer relationships	Acquisition of customer relationships	(1,901)		(4,800)		Acquisition of customer relationships	—		(148)
Customer inducements	Customer inducements	(4,288)		(5,148)		Customer inducements	(2,630)		(4,624)
Contract fulfillment costs	Contract fulfillment costs	(49,874)		(43,699)		Contract fulfillment costs	(39,989)		(33,951)

Investments in joint ventures and other investments	Investments in joint ventures and other investments	(46,100)		(72,153)		Investments in joint ventures and other investments	(15,830)		—
Net proceeds from IPM Divestment		—		213,878
Proceeds from sales of property and equipment and other, net	Proceeds from sales of property and equipment and other, net	119,417		214,865		Proceeds from sales of property and equipment and other, net	35,390		96,497
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(1,303,760)		(319,785)		Cash Flows from Investing Activities	(645,282)		(991,103)

Cash Flows from Financing Activities:	Cash Flows from Financing Activities:					Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt	Repayment of revolving credit facility, term loan facilities and other debt	(8,038,964)		(2,622,555)		Repayment of revolving credit facility, term loan facilities and other debt	(10,087,033)		(5,351,720)
Proceeds from revolving credit facility, term loan facilities and other debt	Proceeds from revolving credit facility, term loan facilities and other debt	9,240,478		3,037,476		Proceeds from revolving credit facility, term loan facilities and other debt	9,683,880		6,255,829

Net proceeds from sale of senior note						Net proceeds from sale of senior note	990,000		—
Debt financing and equity contribution from noncontrolling interests	Debt financing and equity contribution from noncontrolling interests	21,547		—		Debt financing and equity contribution from noncontrolling interests	9,900		21,547

Debt repayment and equity distribution to noncontrolling interests	Debt repayment and equity distribution to noncontrolling interests	(2,124)		(1,882)		Debt repayment and equity distribution to noncontrolling interests	(2,032)		(1,392)
Repurchase of noncontrolling interest		—		(75,000)

Parent cash dividends	Parent cash dividends	(544,069)		(538,902)		Parent cash dividends	(367,060)		(364,223)

Net (payments) proceeds associated with employee stock-based awards	Net (payments) proceeds associated with employee stock-based awards	(8,984)		19,655		Net (payments) proceeds associated with employee stock-based awards	(15,782)		(8,636)

Other, net	Other, net	(9,437)		3,621		Other, net	(2,046)		(9,405)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	658,447		(177,587)		Cash Flows from Financing Activities	209,827		542,000

Effect of Exchange Rates on Cash and Cash Equivalents	Effect of Exchange Rates on Cash and Cash Equivalents	(15,647)		(9,589)		Effect of Exchange Rates on Cash and Cash Equivalents	(2,943)		(7,903)
(Decrease) increase in Cash and Cash Equivalents		(100,605)		(43,624)
Increase (decrease) in Cash and Cash Equivalents						Increase (decrease) in Cash and Cash Equivalents	7,696		(111,082)
Cash and Cash Equivalents, Beginning of Period	Cash and Cash Equivalents, Beginning of Period	255,828		205,063		Cash and Cash Equivalents, Beginning of Period	141,797		255,828
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	$	149,493	$	144,746
Supplemental Information:	Supplemental Information:					Supplemental Information:
Cash Paid for Interest	Cash Paid for Interest	$	410,851	$	395,355	Cash Paid for Interest	$	270,146	$	227,633
Cash Paid for Income Taxes, Net	Cash Paid for Income Taxes, Net	$	77,765	$	96,174	Cash Paid for Income Taxes, Net	$	46,502	$	57,135
Non-Cash Investing and Financing Activities:	Non-Cash Investing and Financing Activities:					Non-Cash Investing and Financing Activities:

Financing Leases		$	18,774	$	40,590
Financing Leases and Other						Financing Leases and Other	$	61,085	$	12,878
Accrued Capital Expenditures	Accrued Capital Expenditures	$	137,802	$	60,418	Accrued Capital Expenditures	$	192,197	$	98,210

Deferred Purchase Obligation, Purchase Price Holdbacks and Other		$	279,734	$	—

Deferred Purchase Obligations and Other Deferred Payments						Deferred Purchase Obligations and Other Deferred Payments	$	9,290	$	276,017
Dividends Payable	Dividends Payable	$	190,095	$	189,010	Dividends Payable	$	192,597	$	188,556

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									8

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

1. GENERAL

The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation ("IMI"), 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~~six months ended ~~September~~June 30, ~~2022~~2023 is as follows:

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

~~62,009~~54,143

Credit memos charged to revenue

~~41,722~~46,222

Allowance for bad debts charged to expense

~~10,691~~16,172

Deductions and other(1)

~~(61,727)~~(51,320)

Balance as of ~~September~~June 30, ~~2022~~2023

~~52,695~~65,217

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~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)

C. ~~INVENTORY~~

Inventories are stated at the lower of cost or net realizable value, based on a first-in, first-out methodology. Our inventory primarily consists of information technology-related assets including memory, central processing units, hard drives, adaptors and networking. All of our inventory is considered finished goods. Inventory is included as a component of Prepaid expenses and other in our Condensed Consolidated Balance Sheets. At 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 inventory as of December 31, 2021.

D. LEASES

We lease facilities for certain warehouses, data centers and office space. We also have land leases, including those on which certain facilities are located.

Operating and financing lease right-of-use assets and lease liabilities as of ~~September~~June 30, ~~2022~~2023 and December 31, ~~2021~~2022 are as follows:


DESCRIPTION	DESCRIPTION	SEPTEMBER 30, 2022		DECEMBER 31, 2021		DESCRIPTION	JUNE 30, 2023		DECEMBER 31, 2022
Assets:	Assets:					Assets:
Operating lease right-of-use assets	Operating lease right-of-use assets	$	2,556,253	$	2,314,422	Operating lease right-of-use assets	$	2,671,371	$	2,583,704
Financing lease right-of-use assets, net of accumulated depreciation(1)	Financing lease right-of-use assets, net of accumulated depreciation(1)	250,627		298,049		Financing lease right-of-use assets, net of accumulated depreciation(1)	255,015		251,690
Liabilities:	Liabilities:					Liabilities:
Current	Current					Current
Operating lease liabilities	Operating lease liabilities	$	270,311	$	259,597	Operating lease liabilities	$	303,615	$	288,738
Financing lease liabilities(1)	Financing lease liabilities(1)	34,622		41,168		Financing lease liabilities(1)	49,148		43,857
Long-term	Long-term					Long-term
Operating lease liabilities	Operating lease liabilities	$	2,405,751	$	2,171,472	Operating lease liabilities	$	2,513,975	$	2,429,167
Financing lease liabilities(1)	Financing lease liabilities(1)	276,627		315,561		Financing lease liabilities(1)	297,190		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 and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 are as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DESCRIPTION	DESCRIPTION	2022		2021		2022		2021		DESCRIPTION	2023		2022		2023		2022
Operating lease cost(1)	Operating lease cost(1)	$	145,293	$	140,551	$	428,686	$	408,312	Operating lease cost(1)	$	161,241	$	139,863	$	317,114	$	283,393
Financing lease cost:	Financing lease cost:									Financing lease cost:
Depreciation of financing lease right-of-use assets	Depreciation of financing lease right-of-use assets	$	10,186	$	14,006	$	32,218	$	39,062	Depreciation of financing lease right-of-use assets	$	10,202	$	10,578	$	20,210	$	22,032
Interest expense for financing lease liabilities	Interest expense for financing lease liabilities	4,126		5,055		13,163		14,940		Interest expense for financing lease liabilities	4,416		4,359		8,757		9,037

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of ~~$30,730~~$34,418 and ~~$89,647~~$65,998 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, respectively, and ~~$28,835~~$28,788 and ~~$86,422~~$59,296 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, respectively.

Other information: Supplemental cash flow information relating to our leases for the six months ended June 30, 2023 and 2022 is as follows:


	SIX MONTHS ENDED JUNE 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2023		2022
Operating cash flows used in operating leases	$	220,764	$	200,958

Operating cash flows used in financing leases (interest)	8,757		9,037
Financing cash flows used in financing leases	22,010		20,084

NON-CASH ITEMS:
Operating lease modifications and reassessments	$	44,779	$	67,699
New operating leases (including acquisitions and sale-leaseback transactions)	163,326		382,890

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 ~~SEPTEMBER~~JUNE 30, ~~2022~~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.D. GOODWILL

Our reporting units as of December 31, ~~2021~~2022 are described in detail in Note ~~2.k.~~2.l. to Notes to Consolidated Financial Statements included in our ~~Current~~Annual 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~~six months ended ~~September~~June 30, ~~2022~~2023 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.~~


	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


Non-tax deductible goodwill acquired during the period	22,876		—		383		23,259

Fair value and other adjustments	(80)		—		2,333		2,253
Currency translation adjustments	17,169		2,153		577		19,899
Goodwill balance, net of accumulated amortization as of June 30, 2023	$	3,892,911	$	420,655	$	614,579	$	4,928,145
Accumulated goodwill impairment balance as of June 30, 2023	$	132,409	$	—	$	26,011	$	158,420


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 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.E. FAIR VALUE MEASUREMENTS

The assets and liabilities carried at fair value measured on a recurring basis as of ~~September~~June 30, ~~2022~~2023 and December 31, ~~2021~~2022 are as follows:


				FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2022 USING									FAIR VALUE MEASUREMENTS AT JUNE 30, 2023 USING
DESCRIPTION	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)		DESCRIPTION	TOTAL CARRYING VALUE AT JUNE 30, 2023		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds	Money Market Funds	$	18,861	$	—	$	18,861	$	—	Money Market Funds	$	11,761	$	—	$	11,761	$	—
Time Deposits	Time Deposits	1,123		—		1,123		—		Time Deposits	1,127		—		1,127		—
Trading Securities	Trading Securities	9,085		9,049		36		—		Trading Securities	10,340		10,322		18		—
Derivative Assets	Derivative Assets	85,887		—		85,887		—		Derivative Assets	28,286		—		28,286		—
Deferred Purchase Obligation (as defined in Note 3)		275,100		—		—		275,100
Derivative Liabilities										Derivative Liabilities	4,540		—		4,540		—
Deferred Purchase Obligations(1)										Deferred Purchase Obligations(1)	201,190		—		—		201,190


				FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2021 USING									FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2022 USING
DESCRIPTION	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)		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	Money Market Funds	$	101,022	$	—	$	101,022	$	—	Money Market Funds	$	11,311	$	—	$	11,311	$	—
Time Deposits	Time Deposits	2,238		—		2,238		—		Time Deposits	1,102		—		1,102		—
Trading Securities	Trading Securities	11,147		11,062		85		—		Trading Securities	9,462		9,426		36		—
Derivative Assets	Derivative Assets	11,021		—		11,021		—		Derivative Assets	51,396		—		51,396		—
Derivative Liabilities	Derivative Liabilities	8,344		—		8,344		—		Derivative Liabilities	489		—		489		—
Deferred Purchase Obligations(1)										Deferred Purchase Obligations(1)	193,033		—		—		193,033

~~There were no material items that are measured at~~(1)Primarily relates to the fair value ~~on a non-recurring basis at September 30, 2022 and December 31, 2021, other than (i) those disclosed~~of the Deferred Purchase Obligation (as defined in Note ~~2.o.~~3 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 ObligationAnnual 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. ~~There has been no~~The Monte-Carlo simulation model incorporates assumptions as to expected gross profits over the applicable achievement period, including adjustments for the volatility of timing and 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 ~~the~~a significantly higher or lower fair value of the Deferred Purchase Obligation. The change in value of the Deferred Purchase Obligation ~~since~~during the three and six months ended June 30, 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 June 30, 2023 and December 31, 2022 other than (i) those disclosed in Note 2.p. to Notes to Consolidated Financial Statements included in our ~~initial analysis.~~Annual Report and (ii) assets acquired and liabilities assumed through our acquisitions that occurred during the six months ended June 30, 2023, all of which are based on Level 3 inputs.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 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.F. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

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


		THREE MONTHS ENDED SEPTEMBER 30, 2022						THREE MONTHS ENDED SEPTEMBER 30, 2021						THREE MONTHS ENDED JUNE 30, 2023				THREE MONTHS ENDED JUNE 30, 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		DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL
Beginning of Period	Beginning of Period	$	(500,629)	$	53,654	$	(446,975)	$	(229,790)	$	(28,863)	$	(258,653)		Beginning of Period	$	(414,832)	$	9,064	$	(405,768)	$	(313,801)	$	19,443	$	(294,358)
Other comprehensive (loss) income:
Other comprehensive income (loss):															Other comprehensive income (loss):
Foreign currency translation and other adjustments	Foreign currency translation and other adjustments	(174,739)		—		(174,739)		(90,465)		—		(90,465)			Foreign currency translation and other adjustments	18,155		—		18,155		(186,828)		—		(186,828)
Change in fair value of derivative instruments	Change in fair value of derivative instruments	—		32,233		32,233		—		14,665		14,665			Change in fair value of derivative instruments	—		7,896		7,896		—		34,211		34,211
Total other comprehensive (loss) income		(174,739)		32,233		(142,506)		(90,465)		14,665		(75,800)
Reclassifications from accumulated other comprehensive items, net															Reclassifications from accumulated other comprehensive items, net	—		(2,527)		(2,527)		—		—		—
Total other comprehensive income (loss)															Total other comprehensive income (loss)	18,155		5,369		23,524		(186,828)		34,211		(152,617)
End of Period	End of Period	$	(675,368)	$	85,887	$	(589,481)	$	(320,255)	$	(14,198)	$	(334,453)		End of Period	$	(396,677)	$	14,433	$	(382,244)	$	(500,629)	$	53,654	$	(446,975)

NINE MONTHS ENDED SEPTEMBER 30, 2022 NINE MONTHS ENDED SEPTEMBER 30, 2021
FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL
Beginning of Period $ (341,024) $ 2,677 $ (338,347) $ (206,190) $ (49,703) $ (255,893)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments (334,344) — (334,344) (114,065) — (114,065)
Change in fair value of derivative instruments — 83,210 83,210 — 35,505 35,505
Total other comprehensive (loss) income (334,344) 83,210 (251,134) (114,065) 35,505 (78,560)
End of Period $ (675,368) $ 85,887 $ (589,481) $ (320,255) $ (14,198) $ (334,453)


	SIX MONTHS ENDED JUNE 30, 2023						SIX MONTHS ENDED JUNE 30, 2022
	FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL
Beginning of Period	$	(454,509)	$	12,506	$	(442,003)	$	(341,024)	$	2,677	$	(338,347)
Other comprehensive income (loss):
Foreign currency translation and other adjustments	57,832		—		57,832		(159,605)		—		(159,605)
Change in fair value of derivative instruments	—		4,454		4,454		—		50,977		50,977
Reclassifications from accumulated other comprehensive items, net	—		(2,527)		(2,527)		—		—		—
Total other comprehensive income (loss)	57,832		1,927		59,759		(159,605)		50,977		(108,628)
End of Period	$	(396,677)	$	14,433	$	(382,244)	$	(500,629)	$	53,654	$	(446,975)

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~~June 30, ~~2022~~2023 and December 31, ~~2021~~2022 are as follows:


		SEPTEMBER 30, 2022						DECEMBER 31, 2021							JUNE 30, 2023						DECEMBER 31, 2022
		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT			GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
Intake Costs asset	Intake Costs asset	$	63,856	$	(40,045)	$	23,811	$	71,336	$	(42,678)	$	28,658	Intake Costs asset	$	75,428	$	(47,919)	$	27,509	$	68,345	$	(42,132)	$	26,213
Commissions asset	Commissions asset	124,081		(54,948)		69,133		114,791		(50,553)		64,238		Commissions asset	148,003		(66,431)		81,572		133,145		(58,949)		74,196


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 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)

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

JUNE 30, 2023

DECEMBER 31, 2022

Deferred revenue - Current

Deferred revenue

282,687

307,470

Deferred revenue - Current

Deferred revenue

336,068

328,910

Deferred revenue - Long-term

Other Long-term Liabilities

31,234

33,691

Deferred revenue - Long-term

Other Long-term Liabilities

22,343

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~~six months ended ~~September~~June 30, 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022		2023		2022
Storage rental revenue(1)	$	110,990	$	89,768	$	218,425	$	177,219

(1)Revenue associated with power and connectivity included within storage rental revenue was ~~$34,621~~$38,692 and ~~$93,652~~$79,364 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, respectively, and ~~$14,639~~$30,713 and ~~$42,333~~$59,031 for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, respectively.


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									14

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

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~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022		2023		2022
Stock-based compensation expense	$	22,373	$	20,256	$	34,882	$	31,597

As of ~~September~~June 30, ~~2022,~~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

$87,880.

~~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 and $38,093~~ for the three and ~~nine~~six months ended ~~September~~June 30, 2023 and 2022 ~~respectively, and $1,138 and $3,415 for the three and nine months ended September 30, 2021, respectively.~~are as follows:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022		2023		2022
Acquisition and Integration Costs	$	1,511	$	16,878	$	3,106	$	32,539


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									14

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022(2)		2023(1)		2022(2)
(Gain) Loss on disposal/write-down of property, plant and equipment, net(3)	$	(1,505)	$	(51,249)	$	(14,566)	$	(51,954)

(1) The ~~gain~~gains for the ~~nine~~six months ended ~~September~~June 30, 2023 primarily consist of a gain of approximately $18,500 associated with a sale-leaseback transaction of a facility in Singapore during the first quarter of 2023.

(2) The gains for the three and six months ended June 30, 2022 primarily ~~consists~~consist of gains of approximately ~~$66,000~~$49,000 associated with sale and sale-leaseback transactions, of which (i) approximately $17,000 relates to sale-leaseback transactions of two facilities 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.States.

(3) The gains recognized during both ~~2022~~2023 and ~~2021~~2022 are the result of our program to monetize a small portion of our industrial assets through sale and sale-leaseback transactions. The terms for these leases 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.

K. OTHER EXPENSE (INCOME), NET

Other expense (income), net for the three and six months ended June 30, 2023 and 2022 consists of the following:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DESCRIPTION	2023		2022		2023		2022
Foreign currency transaction losses (gains), net(1)(2)	$	15,063	$	(55,039)	$	29,487	$	(68,240)
Debt extinguishment expense	—		—		—		671
Other, net(3)(4)	47,887		13,822		54,663		82,253
Other Expense (Income), Net	$	62,950	$	(41,217)	$	84,150	$	14,684

(1)The losses for the three and six months ended June 30, 2023 primarily consist of the impact of changes in the exchange rate of the British pound sterling against the United States dollar on our intercompany balances with and between certain of our subsidiaries.

(2)The gains for the three and six months ended June 30, 2022 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.

(3)Other, net for the six months ended June 30, 2023 consists primarily of a loss of approximately $38,000 associated with the remeasurement to fair value of our previously held equity interest in the Clutter JV (as defined and discussed in Note 4) as well as losses on our equity method investments and the change in value of the Deferred Purchase Obligation.

(4)Other, net for the six months ended June 30, 2022 consists primarily of (i) a loss of approximately $105,800 associated with the OSG Deconsolidation (as defined in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report), partially offset by (ii) a gain of approximately $35,800 associated with the Clutter Transaction (as defined in Note 5 to Notes to Consolidated Financial Statements included in our Annual Report).


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									1615

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

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

THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
DESCRIPTION 2022 2021 2022 2021
Foreign currency transaction (gains) losses, net(1)
$ (58,519) $ (23,200) $ (126,759) $ (16,157)
Debt extinguishment expense — — 671 —
Other, net(2)(3)
5,649 4,699 87,902 (183,861)
Other (Income) Expense, Net $ (52,870) $ (18,501) $ (38,186) $ (200,018)

~~(1)~~We recognized net foreign currency transaction gains of $58,519 and $126,759 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 $105,800 associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidation and 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 $35,800 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 to Notes to Consolidated Financial Statements included in our Current 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. INCOME TAXES

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

Our effective tax rates for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023(1)		2022(2)		2023(1)		2022(2)
Effective Tax Rate	78.8	%	8.2	%	24.0	%	10.4	%

(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and six months ended June 30, 2022 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other expense (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.~~our acquisition of Intercept Parent, Inc. ("ITRenew").

~~(2)~~

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

The ~~primary reconciling items between the federal statutory tax rate~~calculations of ~~21.0%~~basic and ~~our overall effective tax rate~~diluted income (loss) per share for the three and ~~nine~~six months ended ~~September~~June 30, 2023 and 2022 are as follows:


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022		2023		2022
Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,029		1,777		1,969		1,185
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	114	$	200,081	$	64,709	$	242,380
Weighted-average shares—basic	291,825,000		290,756,000		291,633,000		290,542,000
Effect of dilutive potential stock options	1,322,000		1,249,262		1,269,000		1,122,444
Effect of dilutive potential RSUs and PUs	380,000		481,972		386,000		501,975
Weighted-average shares—diluted	293,527,000		292,487,234		293,288,000		292,166,419
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic	$	0.00	$	0.69	$	0.22	$	0.83
Diluted	$	0.00	$	0.68	$	0.22	$	0.83
Antidilutive stock options, RSUs and PUs excluded from the calculation	157,132		234,085		151,431		494,833

N. RECENT ACCOUNTING PRONOUNCEMENTS

In December 2021, ~~were~~ the ~~impacts of differences~~Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and 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 ~~tax rates at which~~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 there was no material impact on our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit (as defined in Note 11) are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021 reflects a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom.condensed consolidated financial statements.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									17

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

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

~~The calculation of basic and diluted income (loss) per share for the three and nine months ended September 30, 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


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									1816

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

CLUTTER

On June 29, 2023, in order to further expand our on-demand consumer storage business, we acquired 100% of the outstanding shares of Clutter Intermediate, Inc. and control of all assets of the Clutter JV (collectively, "Clutter") for total consideration of $59,100 (the “Clutter Acquisition”). During the third quarter of 2023, we anticipate offering up to 15% equity interest in Clutter to certain former stakeholders of the Clutter JV.

PRELIMINARY PURCHASE PRICE ALLOCATION

A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our acquisitions closed during the six months ended June 30, 2023 is as follows:


	SIX MONTHS ENDED JUNE 30, 2023
Cash Paid (gross of cash acquired)(1)	$	21,215
Deferred Purchase Obligation, Purchase Price Holdbacks and Other	9,290
Fair Value of Previously Held Equity Interest	9,000
Settlement of Pre-Existing Relationships	20,122
Total Consideration	59,627
Fair Value of Identifiable Assets Acquired	56,248
Fair Value of Identifiable Liabilities Assumed	(19,880)
Total Fair Value of Identifiable Net Assets Acquired	36,368
Goodwill Initially Recorded(2)	$	23,259

(1)Cash paid for acquisitions, net in our Condensed Consolidated Statement of Cash Flows includes (i) cash acquired of $1,980 relating to acquisitions completed during the six months ended June 30, 2023 and (ii) contingent and other payments of $2,230 for the six months ended June 30, 2023 relating to acquisitions completed prior to January 1, 2023.

(2)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 June 30, 2023 relate to the final assessment of the fair values of property, plant and equipment and intangible assets (primarily the customer relationship intangible asset) associated with the acquisitions we closed during the six months ended June 30, 2023. Any adjustments to our estimates of purchase price allocations 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 applicable acquisition date. Adjustments recorded during the six months ended June 30, 2023were not material to our results from operations.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									17

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

3. ACQUISITIONS (CONTINUED)

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			THREE MONTHS ENDED JUNE 30, 2022		SIX MONTHS ENDED JUNE 30, 2022
Total Revenues	Total Revenues	$	1,286,945	$	1,234,386	$	3,842,499	$	3,675,396	Total Revenues	$	1,289,534	$	2,555,554
Income from Continuing Operations	Income from Continuing Operations	$	192,931	$	70,491	$	436,627	$	341,096	Income from Continuing Operations	$	201,858	$	243,696

In addition to our acquisition of ITRenew, we completed certain other acquisitions in ~~2021~~2023 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

CLUTTER JOINT VENTURE

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~~Clutter, Inc.’s shareholders contributed their ownership interests in Clutter, Inc., 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.

On June 29, 2023, we completed the Clutter Acquisition. In connection with the Clutter Acquisition, our previously held approximately 27% interest in the Clutter JV was remeasured to fair value at the closing date of the Clutter Acquisition. As a result, we recognized a loss of approximately $38,000 to Other, net, a component of Other expense (income), net, during the second quarter of 2023.

WEB WERKS JOINT VENTURE

In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited, ~~("Web Werks"),~~ a colocation data center provider in India. ~~In connection with the formation of the Web Werks JV,~~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"). Under the terms of~~JV. On July 7, 2023, we made our final contractual investment in the Web Werks JV ~~shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500,000 Indian rupees. In August 2022, we made an additional investment~~ of approximately 3,750,000 Indian rupees (or approximately ~~$46,100,~~$45,300, based onupon the exchange rate between the United States dollar and Indian rupee ~~as of~~on the closing date of this investment). After the additional investment) in exchange for an additional interest in the form of convertible preference shares in the Web Werks JV (the "Second Web Werks JV Investment"). The shares we received from the Initial Web Werks JV Investment and 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. Subsequent 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 forfinal contractual payment, our interest in the Web Werks JV ~~as an equity method investment.~~increased to 63.39% and we assumed control of its board of directors. For financial reporting periods beginning after July 7, 2023, the Web Werks JV will be consolidated within our Global Data Center Business segment.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									18

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

4. INVESTMENTS (CONTINUED)

JOINT VENTURE SUMMARY

The following joint ventures are accounted for as equity method investments and are presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying values and equity interests in our joint ventures at ~~September~~June 30, ~~2022~~2023 and December 31, ~~2021~~2022 are as follows:


		SEPTEMBER 30, 2022				DECEMBER 31, 2021					JUNE 30, 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	$	98,650	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")	59,394		20.00	%	37,194		20.00	%
MakeSpace JV		—		—	%	30,154		49.99	%
Clutter JV	Clutter JV	57,113		26.73	%	—		—	%	Clutter JV	—		—	%	54,172		26.73	%


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~									21

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

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

INTEREST RATE SWAP AGREEMENTS DESIGNATED AS CASH FLOW HEDGES

In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These swap agreements expired in March 2022. In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. ~~As of September 30, 2022, we had $350,000 in notional value outstanding on the~~These forward-starting interest rate swap agreements ~~which expire~~commenced in March ~~2024~~2022 with a total notional amount of $350,000 and provided variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month London Interbank Offered Rate ("LIBOR"), in exchange for the payment of fixed interest rates as specified in the respective interest rate swap agreements. In April 2023, we terminated these agreements in anticipation of the discontinuance of the LIBOR reference rate on June 30, 2023. The terminated swap agreements had associated unrealized gains at the termination date of approximately $10,100. These gains are included in Accumulated other comprehensive items, net and will be reclassified into earnings as reductions to interest expense from the date of termination through March 2024, ~~Interest Rate Swap Agreements").~~the original maturity date of the swaps.

In April 2023, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. Under ~~the~~these interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month ~~LIBOR,~~Secured Overnight Financing Rate, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements.

We As of June 30, 2023, we have ~~designated~~$350,000 in notional value outstanding associated with these interest rate swap agreements, ~~as cash flow hedges. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities.~~

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

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

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

In November 2022, we entered into a forward-starting interest rate swap agreement to limit our exposure to changes in interest rates on future borrowings under our Virginia Credit Agreement (as defined in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report). This forward-starting interest rate swap agreement commenced in July 2023 and expires in October 2025. As of both June 30, 2023 and December 31, 2022, we have $4,800 in notional value outstanding on this forward-starting interest rate swap agreement.

We have designated ~~these cross-currency~~each of the interest rate swap agreements described above as ~~a hedge of net investment against certain of our Euro denominated subsidiaries and they require an exchange of the notional amounts at maturity.~~cash flow hedges. These ~~cross-currency~~interest rate swap agreements are marked to market at the end of each reporting period, representing the fair values of the ~~cross-currency~~interest rate 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.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									2219

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

We utilize cross-currency interest rate swaps to hedge the variability of exchange rate impacts between the United States dollar and the Euro. As of both June 30, 2023 and December 31, 2022, we have approximately $469,200 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 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 ~~September~~June 30, ~~2022~~2023 and December 31, ~~2021,~~2022, by derivative instrument, are as follows:


							JUNE 30, 2023				DECEMBER 31, 2022
DERIVATIVE INSTRUMENTS(1)	DERIVATIVE INSTRUMENTS(1)	SEPTEMBER 30, 2022		DECEMBER 31, 2021		DERIVATIVE INSTRUMENTS(1)	Assets		Liabilities		Assets		Liabilities
Cash Flow Hedges(2)	Cash Flow Hedges(2)					Cash Flow Hedges(2)
March 2024 Interest Rate Swap Agreements		$	12,879	$	(7,680)
Interest rate swap agreements						Interest rate swap agreements	$	6,852	$	—	$	12,995	$	489
Net Investment Hedges(3)	Net Investment Hedges(3)					Net Investment Hedges(3)
August 2023 Cross-Currency Swap Agreements		12,938		(664)
February 2026 Cross-Currency Swap Agreements		60,070		11,021
Cross-currency swap agreements						Cross-currency swap agreements	21,434		4,540		38,401		—

(1)Our derivative assets are included as a component of (i) Prepaid expenses and other or (ii) Other within Other assets, net ~~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~~June 30, ~~2022, $12,938~~2023, $1,459 is included within Prepaid expenses and other, ~~and $72,949 is included within Other assets. As of December 31, 2021, $11,021~~$26,827 is included within Other assets ~~$2,082~~and $4,540 is included within Accrued expense and other current ~~liabilities~~liabilities. As of December 31, 2022, $2,606 is included within Prepaid expenses and ~~$6,262~~other, $48,790 is included within Other assets and $489 is included within Other long-term liabilities.

(2)As of ~~September~~June 30, ~~2022,~~2023, cumulative net gains ~~of $12,879 are~~ recorded within Accumulated other comprehensive items, net associated with ~~these~~our interest rate swap agreements are $14,433, which include $7,581 related to our terminated interest rate swap agreements.

(3)As of ~~September~~June 30, ~~2022,~~2023, cumulative net gains ~~of $73,008 are~~ recorded within Accumulated other comprehensive items, net associated with ~~these~~our cross-currency swap agreements are $37,645, which include $20,751 related to the excluded component of our cross-currency swap agreements.

Unrealized gains (losses) recognized in Accumulated other comprehensive income during the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021,~~2022, 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
DERIVATIVE INSTRUMENTS	2023		2022		2023		2022
Cash Flow Hedges
Interest rate swap agreements	$	7,896	$	3,932	$	4,454	$	15,402
Net Investment Hedges
Cross-currency swap agreements	(12,704)		30,279		(21,507)		35,575
Cross-currency swap agreements (excluded component)	5,817		—		11,651		—


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									2320

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)

Gains (losses) recognized in Net income during the three and six months ended June 30, 2023 and 2022, by derivative instrument, are as follows:


		THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DERIVATIVE INSTRUMENTS	Location of gain (loss)	2023		2022		2023		2022
Cash Flow Hedges
Interest rate swap agreements	Interest expense	$	2,527	$	—	$	2,527	$	—
Net Investment Hedges
Cross-currency swap agreements (excluded component)	Interest expense	(5,817)		—		(11,651)		—


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									21

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

6. DEBT

Long-term debt is as follows:


		SEPTEMBER 30, 2022								DECEMBER 31, 2021									JUNE 30, 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)	$	679,500	$	(5,332)	$	674,168	$	679,500	$	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)	234,375		—		234,375		234,375		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)	662,685		(3,122)		659,563		663,250		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	196,333		(543)		195,790		198,005		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	177,277		—		177,277		177,277		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")	506,506		(2,231)		504,275		472,474		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		(6,043)		993,957		932,500		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		(5,609)		819,391		770,344		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		(3,678)		496,322		461,250		500,000		(4,039)		495,961		450,000
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(1)		1,000,000		(10,126)		989,874		815,000		1,000,000		(11,211)		988,789		1,022,500
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(1)		1,300,000		(11,783)		1,288,217		1,072,500		1,300,000		(12,911)		1,287,089		1,355,250
41/2% Senior Notes due 2031 (the "41/2% Notes")(1)		1,100,000		(10,471)		1,089,529		847,000		1,100,000		(11,404)		1,088,596		1,094,500
7% Senior Notes due 2029 (the "7% Notes due 2029")(2)																		7% Senior Notes due 2029 (the "7% Notes due 2029")(2)	1,000,000		(11,853)		988,147		992,500		—		—		—		—
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)																		47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)	1,000,000		(9,041)		990,959		892,500		1,000,000		(9,764)		990,236		865,000
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)																		51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)	1,300,000		(10,655)		1,289,345		1,166,750		1,300,000		(11,407)		1,288,593		1,111,500
41/2% Senior Notes due 2031 (the "41/2% Notes")(2)																		41/2% Senior Notes due 2031 (the "41/2% Notes")(2)	1,100,000		(9,539)		1,090,461		940,500		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		(11,858)		738,142		645,000		750,000		(12,511)		737,489		622,500
55/8% Senior Notes due 2032 (the "55/8% Notes")(1)		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")(2)																		55/8% Senior Notes due 2032 (the "55/8% Notes")(2)	600,000		(5,275)		594,725		535,500		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	457,724		(483)		457,241		457,724		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	343,100		(426)		342,674		343,100		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	11,332,500		(85,688)		11,246,812				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	(102,582)		—		(102,582)				(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	$	11,229,918	$	(85,688)	$	11,144,230			$	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 June 30, 2023 was $1,566,061 (which amount represents the maximum availability as of such date). The weighted average interest rate in effect under the Revolving Credit Facility was 7.0% and 6.2% as of June 30, 2023 and December 31, 2022, respectively.

(2)Collectively, the "Parent Notes". IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI’s United States subsidiaries that represent the substantial majority of our United States operations (the "Note Guarantors"). These guarantees are joint and several obligations of the Note Guarantors. The remainder of our subsidiaries do not guarantee the Parent Notes.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									22

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)

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~~June 30, ~~2022~~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).

MAY 2023 OFFERING


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~6. DEBT (CONTINUED)~~

~~CREDIT AGREEMENT~~

~~Our credit agreement (the "Credit Agreement") consists of~~On May 15, 2023, IMI completed 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~~

private offering of:

~~AUSTRALIAN DOLLAR TERM LOAN~~SERIES OF NOTES

AGGREGATE PRINCIPAL AMOUNT

MATURITY DATE

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.

INTEREST PAYMENT DUE

~~OUTSTANDING BORROWINGS~~

~~AU$302,041~~

PAR CALL DATE

~~INTEREST RATE~~

~~6.7%~~

~~As of September 30, 2022~~

(1)

7% Notes due 2029


~~IRON MOUNTAIN SEPTEMBER 30, 2022 FORM 10-Q~~1,000,000				February 15, 2029			25

~~Table of Contents~~February 15 and August 15

~~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.

August 15, 2025

(1)We may redeem the 7% Notes due 2029 at any time, at our option, in whole or in part. Prior to the par call date, we may redeem the 7% Notes due 2029 at the redemption price or make-whole premium specified in the indenture governing the 7% Notes due 2029, together with accrued and unpaid interest to, but excluding, the redemption date. On or after the par call date, we may redeem the 7% Notes due 2029 at a price equal to 100% of the principal amount being redeemed, together with accrued and unpaid interest to, but excluding, the redemption date.

The 7% Notes due 2029 were issued at 100% of par. The total net proceeds of approximately $990,000 from the issuance of the 7% Notes due 2029, after deducting the initial purchasers' commissions, were used to repay a portion of the outstanding borrowings under our Revolving Credit Facility.

ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM

On June ~~29, 2022,~~8, 2023, we amended the Accounts Receivable Securitization Program (as defined in Note 7 to ~~(i)~~Notes to Consolidated Financial Statements included in our Annual Report) to increase the maximum borrowing capacity from ~~$300,000~~$325,000 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.$360,000. All other material terms of the Accounts Receivable Securitization Program remain ~~consistent with~~the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our ~~Current~~Annual Report.

MAXIMUM AMOUNT

$~~325,000~~360,000

OUTSTANDING BORROWING

$~~316,700~~343,100

INTEREST RATE

~~4.1%~~6.2%

As of ~~September~~June 30, ~~2022~~2023

~~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~~June 30, ~~2022,~~2023, we had outstanding letters of credit totaling ~~$37,221,~~$40,410, of which ~~$3,779~~$4,439 reduce our borrowing capacity under the Revolving Credit ~~Facility (as described above).~~Facility. The letters of credit expire at various dates between ~~October 2022~~September 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.


IRON MOUNTAIN JUNE 30, 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)

6. DEBT (CONTINUED)

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~~June 30, ~~2022 and December 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~~$18,000 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~~2022 and the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, our board of directors declared the following dividends:

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

February 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

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

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

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

May 4, 2023

0.6185

June 15, 2023

180,493

July 6, 2023

On ~~November~~August 3, ~~2022,~~2023, we declared a dividend to our stockholders of record as of ~~December~~September 15, ~~2022~~2023 of ~~$0.6185~~$0.65 per share, payable on ~~January~~October 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~~JUNE 30, ~~2022~~2023 FORM 10-Q									2824

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)~~

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~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 is as follows:


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2022		2021		2022		2021			2023		2022		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	$	1,159,867	$	1,070,476	$	2,286,393	$	2,119,367
Adjusted EBITDA	Adjusted EBITDA	483,862		435,904		1,402,025		1,263,277		Adjusted EBITDA	499,062		469,368		976,846		918,163
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	$	118,033	$	100,088	$	230,338	$	197,075
Adjusted EBITDA	Adjusted EBITDA	42,660		35,097		126,944		98,961		Adjusted EBITDA	53,809		42,307		104,444		84,284
Corporate and Other Business
Corporate and Other										Corporate and Other
Total Revenues	Total Revenues	$	95,534	$	43,718	$	316,672	$	124,187	Total Revenues	$	80,036	$	118,970	$	155,554	$	221,138
Adjusted EBITDA	Adjusted EBITDA	(57,088)		(53,232)		(173,835)		(158,273)		Adjusted EBITDA	(77,213)		(56,969)		(144,824)		(116,747)
Total Consolidated	Total Consolidated									Total Consolidated
Total Revenues	Total Revenues	$	1,286,945	$	1,130,148	$	3,824,525	$	3,331,944	Total Revenues	$	1,357,936	$	1,289,534	$	2,672,285	$	2,537,580
Adjusted EBITDA	Adjusted EBITDA	469,434		417,769		1,355,134		1,203,965		Adjusted EBITDA	475,658		454,706		936,466		885,700


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									2925

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~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022		2023		2022
Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):
Interest expense, net	144,178		115,057		281,347		229,499
Provision (benefit) for income taxes	4,255		18,083		21,013		28,163
Depreciation and amortization	195,367		178,254		377,461		361,869
Acquisition and Integration Costs	1,511		16,878		3,106		32,539
Restructuring and other transformation	45,588		—		82,501		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(1,505)		(51,249)		(14,566)		(51,954)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	58,694		(46,103)		76,185		7,412
Stock-based compensation expense	22,373		20,256		34,882		31,597
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	4,054		1,672		7,859		3,010
Adjusted EBITDA	$	475,658	$	454,706	$	936,466	$	885,700


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									3026

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2022		2021		2022		2021			2023		2022		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)	$	898,634	$	818,993	$	1,766,622	$	1,621,546
Data Management(1)	Data Management(1)	127,226		130,679		385,276		399,420		Data Management(1)	130,251		124,394		259,845		258,050
Information Destruction(1)(2)	Information Destruction(1)(2)	134,519		100,105		374,290		286,665		Information Destruction(1)(2)	130,982		127,089		259,926		239,771
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)	118,033		100,088		230,338		197,075

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)	$	37,409	$	36,141	$	71,757	$	68,039
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)	42,627		82,829		83,797		153,099
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)	$	936,043	$	855,134	$	1,838,379	$	1,689,585
Data Management(1)	Data Management(1)	127,226		130,679		385,276		399,420		Data Management(1)	130,251		124,394		259,845		258,050
Information Destruction(1)(2)(3)	Information Destruction(1)(2)(3)	194,266		113,370		587,136		319,002		Information Destruction(1)(2)(3)	173,609		209,918		343,723		392,870
Data Center(1)	Data Center(1)	100,309		88,587		297,384		236,672		Data Center(1)	118,033		100,088		230,338		197,075

(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~~JUNE 30, ~~2022~~2023 FORM 10-Q									3127

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, 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~~On June 29, 2023, we completed the Clutter Acquisition and ~~expenses~~terminated the Clutter Agreement.

Revenue recognized in the accompanying Condensed Consolidated Statements of Operations under these agreements for the three and six months ended June 30, 2023 and 2022 is as follows (approximately):


	THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023		2022		2023		2022
Frankfurt JV Agreements(1)	$	800	$	5,700	$	1,700	$	12,800
MakeSpace Agreement and Clutter Agreement(2)	7,000		7,400		13,000		14,400

(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 the 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 and six months ended June 30, 2023 were $45,588 and $82,501, respectively, 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~~six months ended ~~September~~June 30, ~~2022 were not material.~~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~~six months ended ~~September~~June 30, ~~2022. Total restructuring charges~~2023, and from the inception of Project Matterhorn through June 30, 2023, is as follows:


	THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
Restructuring	$	16,127	$	28,084	$	41,376
Other transformation	29,461		54,417		83,058
Restructuring and other transformation	$	45,588	$	82,501	$	124,434


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									28

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

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~~six months ended ~~September~~June 30, ~~2021 was $50,432~~2023, and ~~$129,686, respectively, and consisted~~from the inception of ~~(i) employee severance~~Project Matterhorn through June 30, 2023, is as follows:


	THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
Global RIM Business	$	15,000	$	24,525	$	37,608
Global Data Center Business	—		78		78
Corporate and Other	1,127		3,481		3,690
Total restructuring costs	$	16,127	$	28,084	$	41,376

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 and six months ended June 30, 2023, and from the inception of Project Matterhorn through June 30, 2023, is as follows:


	THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
Global RIM Business	$	4,958	$	8,443	$	12,344
Global Data Center Business	498		1,368		1,426
Corporate and Other	24,005		44,606		69,288
Total other transformation costs	$	29,461	$	54,417	$	83,058

Accrued restructuring costs and accrued other transformation costs included in the accompanying Condensed Consolidated Balance Sheet as of ~~$43,635~~June 30, 2023 were approximately $7,400 and ~~$115,160,~~$22,200, respectively.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									3229

Table of Contents

Part I. Financial Information

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

The following discussion and analysis of our financial condition and results of operations for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022,~~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~~JUNE 30, ~~2022~~2023 FORM 10-Q									3330

Table of Contents

Part I. Financial Information

OVERVIEW

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

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~~six months ended ~~September~~June 30, ~~2022 were not material.~~2022. The following chart presents (in thousands) total Restructuring and other transformation costs related to Project Matterhorn from the inception of Project Matterhorn through June 30, 2023 and for the three and six months ended June 30, 2023:

~~PROJECT SUMMIT~~


From the Inception of Project Matterhorn through June 30, 2023

For the Three Months Ended June 30, 2023

For the Six Months Ended June 30, 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~~JUNE 30, ~~2022~~2023 FORM 10-Q									3431

Table of Contents

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.

•~~We expect the impact of a stronger US dollar to create headwinds on reported total revenue and Adjusted EBITDA growth against prior periods through the remainder of 2022 and into 2023.~~

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


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									32

Table of Contents

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

~~Table of Contents~~

~~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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	192,931	$	68,111	$	436,496	$	391,264	Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Interest expense, net	Interest expense, net	121,767		103,809		351,266		313,451		Interest expense, net	144,178		115,057		281,347		229,499
Provision (benefit) for income taxes	Provision (benefit) for income taxes	23,934		28,017		52,097		153,073		Provision (benefit) for income taxes	4,255		18,083		21,013		28,163
Depreciation and amortization	Depreciation and amortization	175,077		174,818		536,946		507,145		Depreciation and amortization	195,367		178,254		377,461		361,869
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	5,554		1,138		38,093		3,415		Acquisition and Integration Costs(1)	1,511		16,878		3,106		32,539
Restructuring charges(2)		3,382		50,432		3,382		129,686
Restructuring and other transformation										Restructuring and other transformation	45,588		—		82,501		—
(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)	(1,505)		(51,249)		(14,566)		(51,954)
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	58,694		(46,103)		76,185		7,412
Stock-based compensation expense	Stock-based compensation expense	14,326		12,644		45,923		45,913		Stock-based compensation expense	22,373		20,256		34,882		31,597
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	4,054		1,672		7,859		3,010
Adjusted EBITDA	Adjusted EBITDA	$	469,434	$	417,769	$	1,355,134	$	1,203,965	Adjusted EBITDA	$	475,658	$	454,706	$	936,466	$	885,700

(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.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									3633

Table of Contents

Part I. Financial Information

ADJUSTED EPS

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



EXCLUDED
•Acquisition and Integration Costs •Restructuring ~~charges~~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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2022		2021		2022		2021			2023		2022		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	$	0.00	$	0.68	$	0.22	$	0.83
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		0.06		0.01		0.11
Restructuring charges		0.01		0.17		0.01		0.45
Restructuring and other transformation										Restructuring and other transformation	0.16		—		0.28		—
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)	(0.01)		(0.18)		(0.05)		(0.18)
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	0.20		(0.16)		0.26		0.03
Stock-based compensation expense	Stock-based compensation expense	0.05		0.04		0.16		0.16		Stock-based compensation expense	0.08		0.07		0.12		0.11
Non-cash amortization related to derivative instruments										Non-cash amortization related to derivative instruments	0.02		—		0.04		—
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)	(0.05)		(0.03)		(0.06)		(0.07)
Net Income (Loss) Attributable to Noncontrolling Interests		—		—		0.01		0.01

Income (Loss) Attributable to Noncontrolling Interests										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)	$	0.40	$	0.46	$	0.83	$	0.85

(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 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~~six months ended ~~September~~June 30, 2023 and 2022 was 14.0% and ~~2021 was~~ 16.5%., respectively. The Tax impact of reconciling items and discrete tax items is calculated using the current quarter's estimate of the annual structural tax ~~rate for the full year.~~rate. This may result in the current period adjustment plus prior period reported quarterly adjustments not summing to the full year adjustment.

(2)Columns may not foot due to rounding.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									3734

Table of Contents

Part I. Financial Information

FFO (NAREIT) AND FFO (NORMALIZED)

Funds from operations ("FFO") is defined by the National Association of Real Estate Investment Trusts ~~("Nareit")~~ as net income (loss) excluding depreciation on real estate assets, losses and gains on sale of real estate, net of tax, and amortization of data center leased-based intangibles ~~and~~("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)~~(Gain) loss 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	192,931	$	68,111	$	436,496	$	391,264	Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):									Add/(Deduct):
Real estate depreciation	Real estate depreciation	74,652		79,463		228,993		230,294		Real estate depreciation	81,558		75,008		157,687		154,341
(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	(1,853)		(48,978)		(17,599)		(48,764)
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	4,907		4,040		11,036		8,163
Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures										Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures	562		—		694		—

FFO (Nareit)	FFO (Nareit)	255,604		158,780		612,909		546,948		FFO (Nareit)	86,317		231,928		218,496		357,305
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	1,511		16,878		3,106		32,539
Restructuring charges		3,382		50,432		3,382		129,686
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)		2,616		(1,668)		(573)		(2,890)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)		(56,226)		(21,517)		(48,814)		(209,001)
Restructuring and other transformation										Restructuring and other transformation	45,588		—		82,501		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)										(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)	(1,417)		(2,270)		3,133		(3,189)
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)	58,694		(46,103)		76,185		7,412
Stock-based compensation expense	Stock-based compensation expense	14,326		12,644		45,923		45,913		Stock-based compensation expense	22,373		20,256		34,882		31,597
Non-cash amortization related to derivative instruments										Non-cash amortization related to derivative instruments	5,817		—		11,651		—
Real estate financing lease depreciation	Real estate financing lease depreciation	3,020		3,740		10,227		10,791		Real estate financing lease depreciation	3,008		3,427		5,996		7,207
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)	(13,278)		(8,250)		(18,491)		(20,876)

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	(500)		374		(274)		354
FFO (Normalized)	FFO (Normalized)	$	223,315	$	208,836	$	635,634	$	589,952	FFO (Normalized)	$	208,113	$	216,240	$	417,185	$	412,349

(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 but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a (benefit) provision for income taxes of ~~$(1.2)~~$(5.0) million and ~~$(11.4)~~$(5.5) million for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, respectively, and ~~$5.0~~$(0.2) million and ~~$19.4~~$(10.2) million for the three and ~~nine~~six months ended ~~September~~June 30, ~~2021,~~2022, respectively.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									3835

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~~SIX MONTHS ENDED ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 TO THE THREE AND ~~NINE~~SIX MONTHS ENDED ~~SEPTEMBER~~JUNE 30, ~~2021~~2022 (IN THOUSANDS):


		THREE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE					PERCENTAGE CHANGE			THREE MONTHS ENDED JUNE 30,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2022			2021							2023					2022
Revenues	Revenues	$	1,286,945		$	1,130,148				$	156,797					13.9		%	Revenues	$	1,357,936			$	1,289,534		$	68,402		5.3	%
Operating Expenses	Operating Expenses	1,001,183			948,712			52,471					5.5	%	Operating Expenses	1,145,410					995,753				149,657			15.0	%
Operating Income	Operating Income	285,762			181,436			104,326					57.5	%	Operating Income	212,526					293,781				(81,255)			(27.7)	%
Other Expenses, Net	Other Expenses, Net	92,831			113,325			(20,494)					(18.1)	%	Other Expenses, Net	211,383					91,923				119,460			130.0	%

Net Income (Loss)	Net Income (Loss)	192,931			68,111			124,820					183.3	%	Net Income (Loss)	1,143					201,858				(200,715)			(99.4)	%
Net Income (Loss) Attributable to Noncontrolling Interests	Net Income (Loss) Attributable to Noncontrolling Interests	767			428			339					79.2	%	Net Income (Loss) Attributable to Noncontrolling Interests	1,029					1,777				(748)			(42.1)	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	192,164		$	67,683		$	124,481				183.9	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	114				$	200,081			$	(199,967)		(99.9)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	469,434		$	417,769		$	51,665				12.4	%	Adjusted EBITDA(1)	$	475,658				$	454,706			$	20,952		4.6	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	36.5		%	37.0		%								Adjusted EBITDA Margin(1)	35.0		%			35.3		%


		NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE					PERCENTAGE CHANGE			SIX MONTHS ENDED JUNE 30,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2022			2021							2023					2022
Revenues	Revenues	$	3,824,525		$	3,331,944				$	492,581					14.8		%	Revenues	$	2,672,285			$	2,537,580		$	134,705		5.3	%
Operating Expenses	Operating Expenses	3,022,852			2,674,174			348,678					13.0	%	Operating Expenses	2,219,097					2,021,669				197,428			9.8	%
Operating Income	Operating Income	801,673			657,770			143,903					21.9	%	Operating Income	453,188					515,911				(62,723)			(12.2)	%
Other Expenses, Net	Other Expenses, Net	365,177			266,506			98,671					37.0	%	Other Expenses, Net	386,510					272,346				114,164			41.9	%

Net Income (Loss)	Net Income (Loss)	436,496			391,264			45,232					11.6	%	Net Income (Loss)	66,678					243,565				(176,887)			(72.6)	%
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	1,969					1,185				784			66.2	%
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	$	64,709				$	242,380			$	(177,671)		(73.3)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	1,355,134		$	1,203,965		$	151,169				12.6	%	Adjusted EBITDA(1)	$	936,466				$	885,700			$	50,766		5.7	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	35.4		%	36.1		%								Adjusted EBITDA Margin(1)	35.0		%			34.9		%

(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~~JUNE 30, ~~2022~~2023 FORM 10-Q									3936

Table of Contents

Part I. Financial Information

REVENUES

Total revenues consist of the following (in thousands):


		THREE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE									THREE MONTHS ENDED JUNE 30,						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	$	760,370	$	718,614	$	41,756	5.8	%	9.8	%	9.7	%	0.1	%	Storage Rental	$	830,756	$	753,126	$	77,630	10.3	%	10.9	%	10.8	%	0.1	%
Service	Service	526,575		411,534		115,041		28.0	%	32.8	%	21.8	%	11.0	%	Service	527,180		536,408		(9,228)		(1.7)	%	(1.0)	%	(1.4)	%	0.4	%
Total Revenues	Total Revenues	$	1,286,945	$	1,130,148	$	156,797	13.9	%	18.2	%	14.1	%	4.1	%	Total Revenues	$	1,357,936	$	1,289,534	$	68,402	5.3	%	6.0	%	5.7	%	0.3	%


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE									SIX MONTHS ENDED JUNE 30,						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	$	1,640,845	$	1,504,196	$	136,649	9.1	%	10.6	%	11.0	%	(0.4)	%
Service	Service	1,559,959		1,187,002		372,957		31.4	%	35.3	%	19.7	%	15.6	%	Service	1,031,440		1,033,384		(1,944)		(0.2)	%	1.1	%	0.2	%	0.9	%
Total Revenues	Total Revenues	$	3,824,525	$	3,331,944	$	492,581	14.8	%	18.0	%	12.4	%	5.6	%	Total Revenues	$	2,672,285	$	2,537,580	$	134,705	5.3	%	6.7	%	6.6	%	0.1	%

(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~~six months ended ~~September~~June 30, ~~2022,~~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~~six months ended ~~September~~June 30, ~~2022~~2023 by ~~3.2%~~1.4% 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~~six months ended ~~September~~June 30, ~~2022~~2023 compared to the ~~nine~~six months ended ~~September~~June 30, ~~2021~~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%~~0.1% increase in total global ~~volume excluding deconsolidations (also excluding acquisitions, total global volume increased 0.7%);~~volume; and •a decrease of ~~$57.5~~$20.0 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~~$13.6 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4037

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			THREE MONTHS ENDED JUNE 30,						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	$	199,738	$	190,285	$	9,453	5.0	%	9.1	%	15.5	%	16.8	%	(1.3)	%	Labor	$	224,398	$	203,459	$	20,939	10.3	%	11.0	%	16.5	%	15.8	%	0.7	%
Facilities	Facilities	225,233		202,426		22,807		11.3	%	15.8	%	17.5	%	17.9	%	(0.4)	%	Facilities	255,535		213,795		41,740		19.5	%	20.3	%	18.8	%	16.6	%	2.2	%
Transportation	Transportation	40,835		33,314		7,521		22.6	%	27.0	%	3.2	%	2.9	%	0.3	%	Transportation	41,147		42,391		(1,244)		(2.9)	%	(2.0)	%	3.0	%	3.3	%	(0.3)	%
Product Cost of Sales and Others	Product Cost of Sales and Others	80,235		55,638		24,597		44.2	%	51.1	%	6.2	%	4.9	%	1.3	%	Product Cost of Sales and Others	71,564		96,831		(25,267)		(26.1)	%	(25.7)	%	5.3	%	7.5	%	(2.2)	%
Total Cost of sales	Total Cost of sales	$	546,041	$	481,663	$	64,378	13.4	%	18.0	%	42.4	%	42.6	%	(0.2)	%	Total Cost of sales	$	592,644	$	556,476	$	36,168	6.5	%	7.2	%	43.6	%	43.2	%	0.4	%


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			SIX MONTHS ENDED JUNE 30,						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	$	443,929	$	404,960	$	38,969	9.6	%	11.3	%	16.6	%	16.0	%	0.6	%
Facilities	Facilities	657,347		593,487		63,860		10.8	%	14.0	%	17.2	%	17.8	%	(0.6)	%	Facilities	496,225		432,114		64,111		14.8	%	16.7	%	18.6	%	17.0	%	1.6	%
Transportation	Transportation	118,494		101,241		17,253		17.0	%	20.3	%	3.1	%	3.0	%	0.1	%	Transportation	81,122		77,659		3,463		4.5	%	6.2	%	3.0	%	3.1	%	(0.1)	%
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	142,994		188,365		(45,371)		(24.1)	%	(23.3)	%	5.4	%	7.4	%	(2.0)	%
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	$	1,164,270	$	1,103,098	$	61,172	5.5	%	7.1	%	43.6	%	43.5	%	0.1	%

Primary factors influencing the change in reported Cost of sales for the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 compared to the ~~nine~~six months ended ~~September~~June 30, ~~2021~~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~~six 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 costs and ~~building~~facility 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~~$15.8 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4138

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			THREE MONTHS ENDED JUNE 30,						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
General, Administrative and Other	General, Administrative and Other	$	208,620	$	183,476	$	25,144	13.7	%	17.1	%	16.2	%	16.2	%	—	%	General, Administrative and Other	$	217,965	$	220,891	$	(2,926)	(1.3)	%	0.3	%	16.1	%	17.1	%	(1.0)	%
Sales, Marketing and Account Management	Sales, Marketing and Account Management	76,679		58,120		18,559		31.9	%	37.7	%	6.0	%	5.1	%	0.9	%	Sales, Marketing and Account Management	93,840		74,503		19,337		26.0	%	26.5	%	6.9	%	5.8	%	1.1	%
Total Selling, general and administrative expenses	Total Selling, general and administrative expenses	$	285,299	$	241,596	$	43,703	18.1	%	22.0	%	22.2	%	21.4	%	0.8	%	Total Selling, general and administrative expenses	$	311,805	$	295,394	$	16,411	5.6	%	7.0	%	23.0	%	22.9	%	0.1	%


		NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			SIX MONTHS ENDED JUNE 30,						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
General, Administrative and Other	General, Administrative and Other	$	635,827	$	561,686	$	74,141	13.2	%	15.6	%	16.6	%	16.9	%	(0.3)	%	General, Administrative and Other	$	424,988	$	427,207	$	(2,219)	(0.5)	%	1.6	%	15.9	%	16.8	%	(0.9)	%
Sales, Marketing and Account Management	Sales, Marketing and Account Management	225,589		198,412		27,177		13.7	%	16.8	%	5.9	%	6.0	%	(0.1)	%	Sales, Marketing and Account Management	181,337		148,910		32,427		21.8	%	23.3	%	6.8	%	5.9	%	0.9	%
Total Selling, general and administrative expenses	Total Selling, general and administrative expenses	$	861,416	$	760,098	$	101,318	13.3	%	15.9	%	22.5	%	22.8	%	(0.3)	%	Total Selling, general and administrative expenses	$	606,325	$	576,117	$	30,208	5.2	%	7.2	%	22.7	%	22.7	%	—	%

Primary factors influencing the change in reported Selling, general and administrative expenses for the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 compared to the ~~nine~~six months ended ~~September~~June 30, ~~2021~~2022 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;~~headcount; and

•a decrease of ~~$16.9~~$10.6 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense increased by ~~$3.4~~$17.9 million, or ~~1.0%~~7.6%, for the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 compared to the prior year period. See Note ~~2.h.~~2.i. to Notes to Consolidated Financial Statements included in our ~~Current~~Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense ~~increased~~decreased by ~~$26.4~~$2.3 million, or ~~16.5%~~1.8%, for the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 compared to the prior year ~~period primarily driven by the amortization of the intangible assets acquired in the ITRenew Transaction.~~period.

ACQUISITION AND INTEGRATION COSTS

Acquisition and Integration Costs for the ~~nine~~six months ended ~~September~~June 30, 2023 and 2022 were approximately ~~$38.1~~$3.1 million and ~~primarily consist~~$32.5 million, respectively.

RESTRUCTURING AND OTHER TRANSFORMATION

Restructuring and other transformation costs for the six months ended June 30, 2023 were $82.5 million and related to operating expenses associated with the implementation of ~~legal~~Project Matterhorn. There were no Restructuring and ~~professional fees.~~other transformation costs for the six months ended June 30, 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~~six months ended ~~September~~June 30, 2023 was approximately $14.6 million. The gains primarily consist of a gain of approximately $18.5 million associated with a sale-leaseback transaction of a facility in Singapore during the first quarter of 2023.

Gain on disposal/write-down of property, plant and equipment, net for the six months ended June 30, 2022 was approximately ~~$66.1~~$52.0 million. The ~~gain~~gains primarily ~~consists~~consist of gains of approximately ~~$66.0~~$49.0 million associated with sale and sale-leaseback transactions, of which (i) approximately $17.0 million relates to sale-leaseback transactions of two facilities 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.

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~~JUNE 30, ~~2022~~2023 FORM 10-Q									4239

Table of Contents

Part I. Financial Information

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Interest expense, net increased by ~~$37.8~~$51.8 million to ~~$351.3~~$281.3 million in the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 from ~~$313.5~~$229.5 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 six months ended June 30, 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 5.4% and 4.6% at ~~September~~June 30, ~~2022.~~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 and six months ended June 30, 2023 and 2022 consists of the following (in thousands):


		THREE MONTHS ENDED SEPTEMBER 30,				DOLLAR CHANGE				NINE MONTHS ENDED SEPTEMBER 30,								DOLLAR CHANGE					THREE MONTHS ENDED JUNE 30,					DOLLAR CHANGE			SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE
DESCRIPTION	DESCRIPTION	2022		2021				2022				2021				DESCRIPTION				2023				2022			2023				2022
Foreign currency transaction (gains) losses, net(1)		$	(58,519)	$	(23,200)			$	(35,319)			$	(126,759)			$	(16,157)				$	(110,602)
Foreign currency transaction losses (gains), net(1)																				Foreign currency transaction losses (gains), net(1)			$	15,063	$	(55,039)			$	70,102		$	29,487		$	(68,240)		$	97,727
Debt extinguishment expense	Debt extinguishment expense	—		—		—				671				—				671		Debt extinguishment expense			—		—			—			—			671			(671)
Other, net(2)	Other, net(2)	5,649		4,699		950				87,902				(183,861)				271,763		Other, net(2)			47,887		13,822			34,065			54,663			82,253			(27,590)
Other (Income) Expense, Net		$	(52,870)	$	(18,501)	$	(34,369)			$	(38,186)			$	(200,018)			$	161,832
Other Expense (Income), Net																				Other Expense (Income), Net			$	62,950	$	(41,217)		$	104,167		$	84,150		$	14,684		$	69,466

(1)~~We recognized net foreign currency transaction gains of $58.5 million and $126.8 million~~The losses for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022, respectively. These gains~~2023 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~~Other, net for the six months ended June 30, 2023 consists primarily 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~~$38.0 million associated with the ~~deconsolidation~~remeasurement 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.~~our previously held equity interest in the Clutter JV. See the Investments section of Liquidity and Capital Resources for additional information. We ~~have concluded that~~also recognized losses on our equity method investments and the ~~deconsolidation does not meet~~change in value of the ~~criteria~~Deferred Purchase Obligation (as defined in Note 3 to ~~be reported as discontinued operations~~Notes to Consolidated 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 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)Annual Report).

PROVISION FOR INCOME TAXES

We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our effective tax rates for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021~~2022 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
	2023(1)		2022		2023(1)		2022
Effective Tax Rate	78.8	%	8.2	%	24.0	%	10.4	%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 were (i) the loss of approximately $38.0 million recorded in Other, net a component of Other expense (income), net during the second quarter of 2023 to reflect the remeasurement of our previously held equity interest in the Clutter JV to fair value, for which there was no tax impact, (ii) the benefits derived from the dividends paid deduction and (iii) 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 $9.9 million as a result of the ITRenew Transaction (as defined below).


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4340

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			THREE MONTHS ENDED JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
		2022			2021								2023			2022
Net Income (Loss)	Net Income (Loss)	$	192,931		$	68,111		$	124,820	183.3	%	Net Income (Loss)	$	1,143		$	201,858		$	(200,715)	(99.4)	%
Net Income (Loss) as a percentage of Revenue	Net Income (Loss) as a percentage of Revenue	15.0		%	6.0		%					Net Income (Loss) as a percentage of Revenue	0.1		%	15.7		%
Adjusted EBITDA	Adjusted EBITDA	$	469,434		$	417,769		$	51,665	12.4	%	Adjusted EBITDA	$	475,658		$	454,706		$	20,952	4.6	%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	36.5		%	37.0		%					Adjusted EBITDA Margin	35.0		%	35.3		%

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 %


	SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
	2023			2022
Net Income (Loss)	$	66,678		$	243,565		$	(176,887)	(72.6)	%
Net Income (Loss) as a percentage of Revenue	2.5		%	9.6		%
Adjusted EBITDA	$	936,466		$	885,700		$	50,766	5.7	%
Adjusted EBITDA Margin	35.0		%	34.9		%



Adjusted EBITDA Margin for the ~~nine~~six months ended ~~September~~June 30, ~~2022 decreased~~2023 increased by 7010 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~~ $50.8 MILLION OR ~~12.6%~~5.7% Adjusted EBITDA


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4441

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												THREE MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023					2022
Storage Rental	Storage Rental	$	650,141			$	633,403			$	16,738		2.6	%					6.6	%		7.1	%			(0.5)		%	Storage Rental	$	704,011						$	649,771			$	54,240			8.3	%		9.2	%	9.2	%	—	%
Service	Service	440,961				364,440				76,521			21.0	%		25.3	%		25.6	%		(0.3)	%	Service	455,856					420,705				35,151			8.4		%		9.3		%		9.3	%		—	%
Segment Revenue	Segment Revenue	$	1,091,102			$	997,843			$	93,259		9.3	%		13.4	%		13.9	%		(0.5)	%	Segment Revenue	$	1,159,867				$	1,070,476			$	89,391		8.4		%		9.2		%		9.2	%		—	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	483,862			$	435,904			$	47,958													Segment Adjusted EBITDA	$	499,062				$	469,368			$	29,694
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	44.3		%		43.7		%																Segment Adjusted EBITDA Margin	43.0		%			43.8		%


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												SIX MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					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	$	1,391,680						$	1,299,858			$	91,822			7.1	%		8.7	%	9.3	%	(0.6)	%
Service	Service	1,260,470				1,087,118				173,352			15.9	%		19.2	%		18.7	%		0.5	%	Service	894,713					819,509				75,204			9.2		%		10.9		%		11.4	%		(0.5)	%
Segment Revenue	Segment Revenue	$	3,210,469			$	2,971,085			$	239,384		8.1	%		11.1	%		10.7	%		0.4	%	Segment Revenue	$	2,286,393				$	2,119,367			$	167,026		7.9		%		9.5		%		10.1	%		(0.6)	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	1,402,025			$	1,263,277			$	138,748													Segment Adjusted EBITDA	$	976,846				$	918,163			$	58,683
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	43.7		%		42.5		%																Segment Adjusted EBITDA Margin	42.7		%			43.3		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

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

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

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

•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~~$31.7 million due to foreign currency exchange rate fluctuations; and

•a ~~120~~60 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~~JUNE 30, ~~2022~~2023 FORM 10-Q									4542

Table of Contents

Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)


		THREE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023					2022
Storage Rental	Storage Rental	$	96,328			$	72,411			$	23,917		33.0	%					37.3	%		32.6	%			4.7		%	Storage Rental	$	110,990						$	89,768			$	21,222			23.6	%		23.0	%	22.3	%	0.7	%
Service	Service	3,981				16,176				(12,195)			(75.4)	%		(73.4)	%		(74.3)	%		0.9	%	Service	7,043					10,320				(3,277)			(31.8)		%		(33.2)		%		(32.4)	%		(0.8)	%
Segment Revenue	Segment Revenue	$	100,309			$	88,587			$	11,722		13.2	%		17.9	%		13.3	%		4.6	%	Segment Revenue	$	118,033				$	100,088			$	17,945		17.9		%		17.1		%		16.7	%		0.4	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	42,660			$	35,097			$	7,563													Segment Adjusted EBITDA	$	53,809				$	42,307			$	11,502
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	42.5		%		39.6		%																Segment Adjusted EBITDA Margin	45.6		%			42.3		%


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												SIX MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS												DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023					2022
Storage Rental	Storage Rental	$	273,547			$	210,805			$	62,742		29.8	%					32.7	%		27.7	%			5.0		%	Storage Rental	$	218,425						$	177,219			$	41,206			23.3	%		23.6	%	23.0	%	0.6	%
Service	Service	23,837				25,867				(2,030)			(7.8)	%		(1.5)	%		(3.5)	%		2.0	%	Service	11,913					19,856				(7,943)			(40.0)		%		(40.1)		%		(39.8)	%		(0.3)	%
Segment Revenue	Segment Revenue	$	297,384			$	236,672			$	60,712		25.7	%		29.1	%		24.3	%		4.8	%	Segment Revenue	$	230,338				$	197,075			$	33,263		16.9		%		17.2		%		16.7	%		0.5	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	126,944			$	98,961			$	27,983													Segment Adjusted EBITDA	$	104,444				$	84,284			$	20,160
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	42.7		%		41.8		%																Segment Adjusted EBITDA Margin	45.3		%			42.8		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

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

•organic storage rental revenue growth from leases that commenced during the first ~~nine~~six months of ~~2022~~2023 and in prior periods, improved pricing and higher pass-through power costs, partially offset by churn of ~~320~~280 basis points;

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

•a 90250 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~~JUNE 30, ~~2022~~2023 FORM 10-Q									4643

Table of Contents

Part I. Financial Information

CORPORATE AND OTHER ~~BUSINESS~~ (IN THOUSANDS)


		THREE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												THREE MONTHS ENDED JUNE 30,										PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS										DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023				2022
Storage Rental	Storage Rental	$	13,900			$	12,800			$	1,100		8.6	%					11.1	%		8.7	%			2.4	%	Storage Rental	$	15,755					$	13,587			$	2,168			16.0	%		15.8	%	11.5	%	4.3	%
Service	Service	81,634				30,918				50,716			164.0	%		175.5	%		26.9	%		148.6	%	Service	64,281				105,383			(41,102)			(39.0)		%		(38.9)		%		(41.0)	%		2.1	%
Revenue	Revenue	$	95,534			$	43,718			$	51,816		118.5	%		126.7	%		21.5	%		105.2	%	Revenue	$	80,036			$	118,970		$	(38,934)		(32.7)		%		(32.6)		%		(35.0)	%		2.4	%
Adjusted EBITDA	Adjusted EBITDA	$	(57,088)			$	(53,232)			$	(3,856)													Adjusted EBITDA	$	(77,213)			$	(56,969)		$	(20,244)
Adjusted EBITDA as a percentage of Consolidated Revenue		(4.4)		%		(4.7)		%


		NINE MONTHS ENDED SEPTEMBER 30,											PERCENTAGE CHANGE												SIX MONTHS ENDED JUNE 30,										PERCENTAGE CHANGE
									DOLLAR CHANGE			ACTUAL			CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS										DOLLAR CHANGE			ACTUAL				CONSTANT CURRENCY				ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2022					2021													2023				2022
Storage Rental	Storage Rental	$	41,019			$	50,170			$	(9,151)		(18.2)	%					(17.4)	%		8.5	%			(25.9)	%	Storage Rental	$	30,740					$	27,119			$	3,621			13.4	%		14.1	%	10.0	%	4.1	%
Service	Service	275,653				74,017				201,636			272.4	%		285.4	%		42.4	%		243.0	%	Service	124,814				194,019			(69,205)			(35.7)		%		(35.3)		%		(42.4)	%		7.1	%
Revenue	Revenue	$	316,672			$	124,187			$	192,485		155.0	%		161.3	%		31.1	%		130.2	%	Revenue	$	155,554			$	221,138		$	(65,584)		(29.7)		%		(29.2)		%		(36.0)	%		6.8	%
Adjusted EBITDA	Adjusted EBITDA	$	(173,835)			$	(158,273)			$	(15,562)													Adjusted EBITDA	$	(144,824)			$	(116,747)		$	(28,077)
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~~six months ended ~~September~~June 30, ~~2022~~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~~in our asset lifecycle management business as a result of component price declines, which we expect to improve from ~~the acquisition of ITRenew;~~

•~~organic service revenue growth mainly driven~~current levels, 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 in the second quarter of 2021, partially offset by benefits from Project Summit, improved~~ service revenue ~~trends and the impact of the acquisition of ITRenew.~~declines in our asset lifecycle management business.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4744

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 and six months ended June 30, 2023 were approximately $45.6 million and $82.5 million, respectively, and are included in Restructuring and other transformation in our Condensed Consolidated Statement of Operations. Total costs from inception of the program to June 30, 2023 were approximately $124.4 million. There were no Restructuring and other transformation costs related to Project Matterhorn for the three and six months ended June 30, 2022.

CASH FLOWS

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


		2022		2021			2023		2022
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	560,355	$	463,337	Cash Flows from Operating Activities	$	446,094	$	345,924
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(1,303,760)		(319,785)		Cash Flows from Investing Activities	(645,282)		(991,103)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	658,447		(177,587)		Cash Flows from Financing Activities	209,827		542,000
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	149,493		144,746

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, net cash flows provided by operating activities increased by ~~$97.0~~$100.2 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~~$105.3 million, primarily related to the timing of accounts ~~payable and accrued expenses and~~receivable collections, partially offset by a decrease in net income (excluding non-cash charges) of ~~accounts receivable.~~$5.1 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

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

•We2023 included cash paid ~~cash~~ for capital expenditures of ~~$596.8~~$600.8 million. Additional details of our capital spending are included in the "Capital Expenditures" section below.

C. CASH FLOWS FROM FINANCING ACTIVITIES

Our significant financing activities during the six months ended June 30, 2023 included:

•Net proceeds of $990.0 million associated with the issuance of the 7% Notes due 2029 (as defined below).

•~~We paid cash for acquisitions (net~~Net payments of ~~cash acquired) of $724.2~~$403.2 million primarily ~~funded by cash~~associated with repayments 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 months ended September 30, 2022 included:~~

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

•Payment of dividends in the amount of ~~$544.1~~$367.1 million on our common stock.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4845

Table of Contents

Part I. Financial Information

CAPITAL EXPENDITURES

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


		NINE MONTHS ENDED SEPTEMBER 30,					SIX MONTHS ENDED JUNE 30,
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	$	417,861	$	183,815
Real Estate	Real Estate	114,374		60,558		Real Estate	104,862		66,855
Innovation and Other	Innovation and Other	30,808		15,445		Innovation and Other	37,644		20,958
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	541,197		285,100		Total Growth Investment Capital Expenditures	560,367		271,628
Recurring Capital Expenditures:	Recurring Capital Expenditures:					Recurring Capital Expenditures:
Real Estate	Real Estate	$	44,294	$	43,398	Real Estate	$	19,552	$	23,672
Non-Real Estate	Non-Real Estate	52,442		52,153		Non-Real Estate	34,662		37,834
Data Center	Data Center	9,420		6,936		Data Center	6,415		5,678
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	106,156		102,487		Total Recurring Capital Expenditures	60,629		67,184
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	$	647,353	$	387,587	Total Capital Spend (on accrual basis)	$	620,996	$	338,812
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	(630)		1,407
Net (increase) decrease in accrued capital expenditures						Net (increase) decrease in accrued capital expenditures	(19,608)		(9,999)
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	596,801	$	418,976	Total Capital Spend (on cash basis)	$	600,758	$	330,220

Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately ~~$950.0~~$1,200.0 million for the year ending December 31, ~~2022.~~2023. Of this, we expect our capital expenditures for growth investment to be approximately ~~$800.0~~$1,055.0 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~~six months of ~~2022~~2023 and fiscal year ~~2021.~~2022.


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									4946

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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~~June 30, ~~2022~~2023 is related to cash and cash ~~equivalents.~~equivalents held in money market 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~~June 30, ~~2022~~2023 is as follows (in thousands):


		SEPTEMBER 30, 2022						JUNE 30, 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)	$	679,500	$	(5,332)	$	674,168
Term Loan A(1)	Term Loan A(1)	243,750		—		243,750			Term Loan A(1)	234,375		—		234,375
Term Loan B(3)	Term Loan B(3)	667,766		(4,059)		663,707			Term Loan B(3)	662,685		(3,122)		659,563
Australian Dollar Term Loan	Australian Dollar Term Loan	193,140		(464)		192,676			Australian Dollar Term Loan	196,333		(543)		195,790
UK Bilateral Revolving Credit Facility	UK Bilateral Revolving Credit Facility	155,887		(175)		155,712			UK Bilateral Revolving Credit Facility	177,277		—		177,277

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")	506,506		(2,231)		504,275
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		(6,043)		993,957
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		(5,609)		819,391
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		(3,678)		496,322
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(1)		1,000,000		(10,126)		989,874
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(1)		1,300,000		(11,783)		1,288,217
41/2% Senior Notes due 2031 (the "41/2% Notes")(1)		1,100,000		(10,471)		1,089,529
7% Senior Notes due 2029 (the "7% Notes due 2029")(2)									7% Senior Notes due 2029 (the "7% Notes due 2029")(2)	1,000,000		(11,853)		988,147
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)									47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)	1,000,000		(9,041)		990,959
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)									51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)	1,300,000		(10,655)		1,289,345
41/2% Senior Notes due 2031 (the "41/2% Notes")(2)									41/2% Senior Notes due 2031 (the "41/2% Notes")(2)	1,100,000		(9,539)		1,090,461
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		(11,858)		738,142
55/8% Senior Notes due 2032 (the "55/8% Notes")(1)		600,000		(5,711)		594,289
55/8% Senior Notes due 2032 (the "55/8% Notes")(2)									55/8% Senior Notes due 2032 (the "55/8% Notes")(2)	600,000		(5,275)		594,725
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	457,724		(483)		457,241
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	316,700		(584)		316,116			Accounts Receivable Securitization Program	343,100		(426)		342,674
Total Long-term Debt	Total Long-term Debt	10,395,281		(85,160)		10,310,121			Total Long-term Debt	11,332,500		(85,688)		11,246,812
Less Current Portion	Less Current Portion	(81,275)		—		(81,275)			Less Current Portion	(102,582)		—		(102,582)
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	$	11,229,918	$	(85,688)	$	11,144,230

(1)Collectively, the “Credit Agreement”.

(2)Collectively, the "Parent Notes".

(3)Due to the discontinuance of the London Interbank Offered Rate ("LIBOR") reference rate on June 30, 2023, we transitioned the Term Loan B from an interest rate of LIBOR plus 1.75% to a synthetic LIBOR rate plus 1.75%, effective July 1, 2023.

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.

~~CREDIT AGREEMENT~~MAY 2023 OFFERING

~~Our credit agreement (the "Credit Agreement") consists~~On May 15, 2023, Iron Mountain Incorporated completed a private offering 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~~(in thousands):

SERIES OF NOTES

AGGREGATE PRINCIPAL AMOUNT

MATURITY DATE

INTEREST PAYMENT DUE

PAR CALL DATE(1)

7% Notes due 2029

1,000,000

February 15, 2029

February 15 and August 15

August 15, 2025

(1)We may redeem the 7% Notes due 2029 at any time, at our option, in whole or in part. Prior to the ~~Credit Agreement which included~~par call date, we may redeem the ~~following changes:~~

~~(i) extended~~7% Notes due 2029 at the ~~maturity~~redemption price or make-whole premium specified in the indenture governing the 7% Notes due 2029, together with accrued and unpaid interest to, but excluding, the redemption date. On or after the par call date, we may redeem the 7% Notes due 2029 at a price equal to 100% of the ~~Revolving Credit Facility~~principal amount being redeemed, together with accrued and ~~Term Loan A~~unpaid interest to, but excluding, the redemption date.

The 7% Notes due 2029 were issued at 100% of par. The total net proceeds of approximately $990.0 million 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 $1,750.0 million to $2,250.0 million;~~

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

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

~~On March 18, 2022, we borrowed the full amount~~issuance of the ~~Term Loan A. As~~7% Notes due 2029, after deducting the initial purchasers' commissions, were used to repay a portion of ~~September 30, 2022, we had $890.0 million, $243.8 million and $668.5 million of~~the outstanding borrowings under ~~the~~our 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 borrowing under the Revolving Credit Facility as 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.Facility.


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Part I. Financial Information

~~AUSTRALIAN DOLLAR TERM LOAN~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM

~~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~~On June 8, 2023, we amended the Accounts Receivable Securitization Program (as defined in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report) to increase the maximum borrowing capacity from $325.0 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%.$360.0 million. All other material terms of the ~~AUD Term Loan~~Accounts Receivable Securitization Program remain ~~consistent with~~the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our ~~Current~~Annual 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~~June 30, ~~2022,~~2023, we had outstanding letters of credit totaling ~~$37.2~~$40.4 million, of which ~~$3.8~~$4.4 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~October 2022~~September 2023 and ~~January 2033.~~


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~~Table of Contents~~

~~Part I. Financial Information~~

July 2025.

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~~June 30, ~~2022~~2023 are as follows:

~~SEPTEMBER~~JUNE 30, ~~2022~~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~~2.3

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~~June 30, ~~2022.~~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.


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Table of Contents

Part I. Financial Information

DERIVATIVE INSTRUMENTS

INTEREST RATE SWAP AGREEMENTS

In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These swap agreements expired in March 2022. In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. ~~As of September 30, 2022, we had $350.0 million in notional value outstanding on the~~These forward-starting interest rate swap agreements ~~which expire~~commenced in March ~~2024. Under the interest rate swap agreements, we receive~~2022 with a total notional amount of $350.0 million and provided variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the respective interest rate swap agreements. In April 2023, we terminated these agreements in anticipation of the discontinuance of the LIBOR reference rate on June 30, 2023. The terminated swap agreements had associated unrealized gains at the termination date of approximately $10.1 million. These gains are included in Accumulated other comprehensive items, net and will be reclassified into earnings as reductions to interest expense from the date of termination through March 2024, the original maturity date of the swaps.

~~We have designated~~In April 2023, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. Under these interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month Secured Overnight Financing Rate, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements. As of June 30, 2023, we have $350.0 million in notional value outstanding associated with these interest rate swap agreements, which expire in February 2026.

In November 2022, we entered into a forward-starting interest rate swap agreement to limit our exposure to changes in interest rates on future borrowings under our Virginia Credit Agreement (as defined in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report). This forward-starting interest rate swap agreement commenced in July 2023 and expires in October 2025. As of both June 30, 2023 and December 31, 2022, we have $4.8 million in notional value outstanding on this forward-starting interest rate swap agreement.

We have designated each of the interest rate swap agreements described above as cash flow hedges. These interest rate swap agreements are marked to market at the end of each reporting period, representing the fair values of the interest rate 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.

CROSS-CURRENCY SWAP AGREEMENTS

We ~~enter into~~utilize cross-currency ~~swap agreements~~interest rate swaps to hedge the variability of exchange rate impacts between the United States dollar and the Euro. ~~The~~As of both June 30, 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 ~~are designated~~ 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.


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~~Table of Contents~~

~~Part I. Financial Information~~

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

~~In September 2020, we entered into cross-currency swap agreements~~are marked to ~~hedge~~market at the ~~variability~~end of ~~exchange rate impacts between~~each reporting period, representing the ~~United States dollar and the Euro. Under the terms~~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.~~on a straight-line basis.

~~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 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.CLUTTER

On ~~October 5, 2022,~~June 29, 2023, in order to further expand our ~~data center operations in Europe,~~on-demand consumer storage business, we ~~completed~~acquired 100% of the ~~acquisition~~outstanding shares of Clutter Intermediate, Inc. and control of all assets of ~~XData Properties, a data center colocation space and solutions provider with a data center in Spain,~~the Clutter JV (collectively, "Clutter") for ~~(i) cash~~total consideration of ~~78.9~~$59.1 million ~~Euros (or approximately $78.2 million, based upon~~(the “Clutter Acquisition”). During the ~~exchange rate between the Euro and the United States dollar on the closing date~~third quarter of ~~this acquisition), subject to adjustments, and (ii)~~2023, we anticipate offering up to ~~10.0 million Euros (or approximately $9.9 million, based upon~~15% equity interest in Clutter to certain former stakeholders of 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.Clutter JV.

INVESTMENTS

CLUTTER JOINT VENTURE

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~~Clutter, Inc.’s shareholders contributed their ownership interests in Clutter, Inc., 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.


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Part I. Financial Information

On June 29, 2023, we completed the Clutter Acquisition. In connection with the Clutter Acquisition, our previously held approximately 27% interest in the Clutter JV was remeasured to fair value at the closing date of the Clutter Acquisition. As a result, we recognized a loss of approximately $38.0 million to Other, net, a component of Other expense (income), net, during the second quarter of 2023.

WEB WERKS JOINT VENTURE

JOINT VENTURE SUMMARY


		SEPTEMBER 30, 2022				DECEMBER 31, 2021					JUNE 30, 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	$	98,650	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	59,394		20.00	%	37,194		20.00	%
MakeSpace JV		—		—	%	30,154		49.99	%
Clutter JV	Clutter JV	57,113		26.73	%	—		—	%	Clutter JV	—		—	%	54,172		26.73	%


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									5450

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									5551

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Part II. Other Information

PART II. OTHER INFORMATION

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

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

ITEM 5. OTHER INFORMATION

On June 2, 2023, Mr. Edward Greene, our Executive Vice President, Chief Human Resources Officer, adopted a 10b5-1 trading plan to sell up to 4,851 shares of our common stock between September 5, 2023 and November 30, 2023.

On June 16, 2023, Mr. John Tomovcsik, our Executive Vice President, Chief Operating Officer, terminated a 10b5-1 trading plan that was adopted on March 3, 2023 to exercise options to purchase up to 36,824 shares of our common stock and sell up to 69,731 shares of our common stock between June 7, 2023 and February 29, 2024. On June 20, 2023, Mr. Tomovcsik adopted a 10b5-1 trading plan to exercise options to purchase up to 11,859 shares of our common stock and sell up to 41,859 shares of our common stock between September 18, 2023 and June 18, 2024.

Each of these arrangements is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934.

ITEM 6. EXHIBITS

(A) EXHIBITS

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


EXHIBIT NO.						DESCRIPTION
3.1						Bylaws of Iron Mountain Incorporated.(Incorporated by reference to the Company's Current Report on Form 8-K dated May 12, 2023.)
4.1						2029 Senior Notes Indenture, dated as of May 15, 2023, among the Company, the Subsidiary Guarantors and Computershare Trust Company, N.A., as trustee, relating to the 7% Senior Notes due 2029.(Incorporated by reference to the Company's Current Report on Form 8-K dated May 15, 2023.)
31.1						Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)

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


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									5753

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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~~August 3, ~~2022~~2023


IRON MOUNTAIN ~~SEPTEMBER~~JUNE 30, ~~2022~~2023 FORM 10-Q									5854


	NINE MONTHS ENDED SEPTEMBER 30, 2022						NINE MONTHS ENDED SEPTEMBER 30, 2021
	FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS		TOTAL
Beginning of Period	$	(341,024)	$	2,677	$	(338,347)	$	(206,190)	$	(49,703)	$	(255,893)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments	(334,344)		—		(334,344)		(114,065)		—		(114,065)
Change in fair value of derivative instruments	—		83,210		83,210		—		35,505		35,505
Total other comprehensive (loss) income	(334,344)		83,210		(251,134)		(114,065)		35,505		(78,560)
End of Period	$	(675,368)	$	85,887	$	(589,481)	$	(320,255)	$	(14,198)	$	(334,453)


	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		—		—		—