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 ~~March 31,~~June 30, 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.)

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 ~~April~~July 28, 2023, the registrant had ~~291,623,270~~291,852,409 outstanding shares of common stock, $.01 par value.

Table of Contents

IRON MOUNTAIN INCORPORATED

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 ~~March 31~~Jun e 30 , ~~202~~3 2023 and December 31, 2022
		3	Condensed Consolidated Statements of Operations for the Three Months Ended ~~March~~ 3 1June 30 , ~~202~~3 2023 and 2022
		4	4Condensed Consolidated Statements of Operations for the Six Months Ended June 30, 2023 and 2022
		5	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended ~~March 31,~~June 3 0 , 2023 and 2022
		6	5Condensed Consolidated Statements of Equity for the Three and Six Months Ended June 30 , 2023
		7	Condensed Consolidated Statements of Equity for the Three and Six Months Ended ~~March 31, 2023 and 2022~~June 30, 2022
		68	Condensed Consolidated Statements of Cash Flows for the ~~Three~~Six Months Ended ~~March 31~~June 30 , ~~202~~3 2023 and 2022
		79	Notes to Condensed Consolidated Financial Statements
	2530	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	4451	ITEM 4.	Controls and Procedures

PART II—OTHER INFORMATION
	4653	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds
	53	ITEM 5.	Other Information
	4653	ITEM 6.	Exhibits
	4754	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 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)


		MARCH 31, 2023		DECEMBER 31, 2022			JUNE 30, 2023		DECEMBER 31, 2022
ASSETS	ASSETS					ASSETS
Current Assets:	Current Assets:					Current Assets:
Cash and cash equivalents	Cash and cash equivalents	$	146,442	$	141,797	Cash and cash equivalents	$	149,493	$	141,797

Accounts receivable (less allowances of $61,039 and $54,143 as of March 31, 2023 and December 31, 2022, respectively)		1,174,326		1,174,915
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	280,169		230,433		Prepaid expenses and other	279,522		230,433

Total Current Assets	Total Current Assets	1,600,937		1,547,145		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	9,286,873		9,025,765		Property, plant and equipment	9,546,766		9,025,765
Less—Accumulated depreciation	Less—Accumulated depreciation	(3,944,300)		(3,910,321)		Less—Accumulated depreciation	(3,943,300)		(3,910,321)
Property, Plant and Equipment, Net	Property, Plant and Equipment, Net	5,342,573		5,115,444		Property, Plant and Equipment, Net	5,603,466		5,115,444
Other Assets, Net:	Other Assets, Net:					Other Assets, Net:
Goodwill	Goodwill	4,896,761		4,882,734		Goodwill	4,928,145		4,882,734
Customer and supplier relationships and other intangible assets	Customer and supplier relationships and other intangible assets	1,380,316		1,423,145		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	2,666,951		2,583,704		Operating lease right-of-use assets	2,671,371		2,583,704
Other	Other	578,171		588,342		Other	515,739		588,342
Total Other Assets, Net	Total Other Assets, Net	9,522,199		9,477,925		Total Other Assets, Net	9,463,934		9,477,925
Total Assets	Total Assets	$	16,465,709	$	16,140,514	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	$	101,608	$	87,546	Current portion of long-term debt	$	102,582	$	87,546
Accounts payable	Accounts payable	512,269		469,198		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)	1,057,320		1,031,910		Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	1,141,613		1,031,910
Deferred revenue	Deferred revenue	335,393		328,910		Deferred revenue	336,068		328,910
Total Current Liabilities	Total Current Liabilities	2,006,590		1,917,564		Total Current Liabilities	2,062,507		1,917,564
Long-term Debt, net of current portion	Long-term Debt, net of current portion	10,862,188		10,481,449		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	2,513,817		2,429,167		Long-term Operating Lease Liabilities, net of current portion	2,513,975		2,429,167
Other Long-term Liabilities	Other Long-term Liabilities	170,391		317,376		Other Long-term Liabilities	164,242		317,376
Deferred Income Taxes	Deferred Income Taxes	271,504		263,005		Deferred Income Taxes	273,213		263,005
Commitments and Contingencies	Commitments and Contingencies					Commitments and Contingencies
Redeemable Noncontrolling Interests	Redeemable Noncontrolling Interests	95,630		95,160		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 291,584,999 and 290,830,296 shares as of March 31, 2023 and December 31, 2022, respectively)		2,916		2,908
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	4,459,265		4,468,035		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	(3,510,949)		(3,392,272)		(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	(405,768)		(442,003)		Accumulated other comprehensive items, net	(382,244)		(442,003)
Total Iron Mountain Incorporated Stockholders' Equity	Total Iron Mountain Incorporated Stockholders' Equity	545,464		636,668		Total Iron Mountain Incorporated Stockholders' Equity	416,218		636,668
Noncontrolling Interests	Noncontrolling Interests	125		125		Noncontrolling Interests	125		125
Total Equity	Total Equity	545,589		636,793		Total Equity	416,343		636,793
Total Liabilities and Equity	Total Liabilities and Equity	$	16,465,709	$	16,140,514	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 ~~MARCH 31,~~JUNE 30, 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 MARCH 31,					THREE MONTHS ENDED JUNE 30,
		2023		2022			2023		2022
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	810,089	$	751,070	Storage rental	$	830,756	$	753,126
Service	Service	504,260		496,976		Service	527,180		536,408

Total Revenues	Total Revenues	1,314,349		1,248,046		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)	571,626		546,622		Cost of sales (excluding depreciation and amortization)	592,644		556,476

Selling, general and administrative	Selling, general and administrative	294,520		280,723		Selling, general and administrative	311,805		295,394
Depreciation and amortization	Depreciation and amortization	182,094		183,615		Depreciation and amortization	195,367		178,254
Acquisition and Integration Costs	Acquisition and Integration Costs	1,595		15,661		Acquisition and Integration Costs	1,511		16,878
Restructuring and other transformation	Restructuring and other transformation	36,913		—		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	(13,061)		(705)		(Gain) Loss on disposal/write-down of property, plant and equipment, net	(1,505)		(51,249)
Total Operating Expenses	Total Operating Expenses	1,073,687		1,025,916		Total Operating Expenses	1,145,410		995,753
Operating Income (Loss)	Operating Income (Loss)	240,662		222,130		Operating Income (Loss)	212,526		293,781
Interest Expense, Net (includes Interest Income of $2,907 and $1,648 for the three months ended March 31, 2023 and 2022, respectively)		137,169		114,442
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	21,200		55,901		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	82,293		51,787		Net Income (Loss) Before Provision (Benefit) for Income Taxes	5,398		219,941
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	16,758		10,080		Provision (Benefit) for Income Taxes	4,255		18,083

Net Income (Loss)	Net Income (Loss)	65,535		41,707		Net Income (Loss)	1,143		201,858
Less: Net Income (Loss) Attributable to Noncontrolling Interests	Less: Net Income (Loss) Attributable to Noncontrolling Interests	940		(592)		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	$	64,595	$	42,299	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	$	0.22	$	0.15	Basic	$	0.00	$	0.69

Diluted	Diluted	$	0.22	$	0.14	Diluted	$	0.00	$	0.68
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	291,442		290,328		Weighted Average Common Shares Outstanding—Basic	291,825		290,756
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	293,049		291,846		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 ~~MARCH 31,~~JUNE 30, 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)


	SIX MONTHS ENDED JUNE 30,
	2023		2022
Revenues:
Storage rental	$	1,640,845	$	1,504,196
Service	1,031,440		1,033,384

Total Revenues	2,672,285		2,537,580
Operating Expenses:
Cost of sales (excluding depreciation and amortization)	1,164,270		1,103,098
Selling, general and administrative	606,325		576,117
Depreciation and amortization	377,461		361,869
Acquisition and Integration Costs	3,106		32,539
Restructuring and other transformation	82,501		—


(Gain) Loss on disposal/write-down of property, plant and equipment, net	(14,566)		(51,954)
Total Operating Expenses	2,219,097		2,021,669
Operating Income (Loss)	453,188		515,911
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	84,150		14,684
Net Income (Loss) Before Provision (Benefit) for Income Taxes	87,691		271,728
Provision (Benefit) for Income Taxes	21,013		28,163


Net Income (Loss)	66,678		243,565
Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,969		1,185
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	64,709	$	242,380
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:


Basic	$	0.22	$	0.83



Diluted	$	0.22	$	0.83
Weighted Average Common Shares Outstanding—Basic	291,633		290,542
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 JUNE 30, 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 MARCH 31,					THREE MONTHS ENDED JUNE 30,
		2023		2022			2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707	Net Income (Loss)	$	1,143	$	201,858
Other Comprehensive Income (Loss):	Other Comprehensive Income (Loss):					Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustment	Foreign Currency Translation Adjustment	40,226		27,453		Foreign Currency Translation Adjustment	18,035		(187,786)
Change in Fair Value of Derivative Instruments	Change in Fair Value of Derivative Instruments	(3,442)		16,766		Change in Fair Value of Derivative Instruments	7,896		34,211
Reclassifications from Accumulated Other Comprehensive Items, net						Reclassifications from Accumulated Other Comprehensive Items, net	(2,527)		—
Total Other Comprehensive Income (Loss):	Total Other Comprehensive Income (Loss):	36,784		44,219		Total Other Comprehensive Income (Loss):	23,404		(153,575)
Comprehensive Income (Loss)	Comprehensive Income (Loss)	102,319		85,926		Comprehensive Income (Loss)	24,547		48,283
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	Comprehensive Income (Loss) Attributable to Noncontrolling Interests	1,489		(362)		Comprehensive Income (Loss) Attributable to Noncontrolling Interests	909		819
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	100,830	$	86,288	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~~statements.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									45

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)


THREE MONTHS ENDED MARCH 31, 2023
THREE MONTHS ENDED JUNE 30, 2023																										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																										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																										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																										Changes in equity related to redeemable noncontrolling interests	1,367					—			—			1,367				—					—					—						(1,367)
Parent cash dividends declared																										Parent cash dividends declared	(182,113)					—			—			—				(182,113)					—					—						—
Other comprehensive income (loss)																										Other comprehensive income (loss)	23,524					—			—			—				—					23,524					—						(120)

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

Balance, June 30, 2023																										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																										SIX MONTHS ENDED JUNE 30, 2023
				IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY																												IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
				COMMON STOCK			ADDITIONAL PAID-IN CAPITAL				(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS					ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET			NONCONTROLLING INTERESTS					REDEEMABLE NONCONTROLLING INTERESTS								COMMON STOCK						ADDITIONAL PAID-IN CAPITAL				(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS					ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET					NONCONTROLLING INTERESTS						REDEEMABLE NONCONTROLLING INTERESTS
		TOTAL		SHARES	AMOUNTS										TOTAL													SHARES					AMOUNTS
Balance, December 31, 2022	Balance, December 31, 2022	$	636,793	290,830,296	$	2,908			$	4,468,035			$	(3,392,272)				$	(442,003)		$	125					$	95,160	Balance, December 31, 2022		$	636,793		290,830,296			$			2,908				$	4,468,035				$	(3,392,272)				$	(442,003)		$	125				$	95,160
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	(8,762)		754,703	8		(8,770)				—					—			—					—		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																										Changes in equity related to redeemable noncontrolling interests	1,367					—			—			1,367				—					—					—						(1,367)
Parent cash dividends declared	Parent cash dividends declared	(183,272)		—	—		—				(183,272)					—			—					—		Parent cash dividends declared	(365,385)					—			—			—				(365,385)					—					—						—
Other comprehensive income (loss)	Other comprehensive income (loss)	36,235		—	—		—				—					36,235			—					549		Other comprehensive income (loss)	59,759					—			—			—				—					59,759					—						429

Net income (loss)	Net income (loss)	64,595		—	—		—				64,595					—			—					940		Net income (loss)	64,709					—			—			—				64,709					—					—						1,969

Noncontrolling interests equity contributions																										Noncontrolling interests equity contributions	—					—			—			—				—					—					—						9,900
Noncontrolling interests dividends	Noncontrolling interests dividends	—		—	—		—				—					—			—					(1,019)		Noncontrolling interests dividends	—					—			—			—				—					—					—						(2,032)

Balance, March 31, 2023		$	545,589	291,584,999	$	2,916	$	4,459,265			$	(3,510,949)				$	(405,768)		$	125				$	95,630

THREE MONTHS ENDED MARCH 31, 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		(1,502)		793,379	8		(1,510)				—					—			—					—
Changes in equity related to noncontrolling interests		(1,992)		—	—		(1,992)				—					—			—					1,992
Parent cash dividends declared		(181,023)		—	—		—				(181,023)					—			—					—
Other comprehensive income (loss)		43,921		—	—		—				—					43,989			(68)					298

Net income (loss)		42,299		—	—		—				42,299					—			—					(592)

Noncontrolling interests dividends		—		—	—		—				—					—			—					(681)

Balance, March 31, 2022		$	758,771	290,550,440	$	2,906	$	4,409,051			$	(3,359,876)				$	(294,358)		$	1,048				$	73,428
Balance, June 30, 2023																										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 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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									57

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS) (UNAUDITED)
THREE MONTHS ENDED MARCH 31,
2023 2022
Cash Flows from Operating Activities:
Net income (loss) $ 65,535 $ 41,707
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation 120,066 120,393
Amortization (includes amortization of deferred financing costs and discounts of $4,332 and $4,389 for the three months ended March 31, 2023 and 2022, respectively) 66,360 67,611
Revenue reduction associated with amortization of customer inducements and above- and below-market leases 1,760 1,860
Stock-based compensation expense 12,509 11,341
Provision (benefit) for deferred income taxes 4,183 (10,142)
Loss on early extinguishment of debt — 671
(Gain) loss on disposal/write-down of property, plant and equipment, net (13,061) (705)
Loss (gain) on divestments and deconsolidations — 105,825
Gain associated with Clutter Transaction — (35,821)
Foreign currency transactions and other, net 34,435 (7,219)
(Increase) decrease in assets (33,530) (105,321)
(Decrease) increase in liabilities (129,449) (135,694)
Cash Flows from Operating Activities 128,808 54,506
Cash Flows from Investing Activities:
Capital expenditures (265,906) (161,050)
Cash paid for acquisitions, net of cash acquired (1,094) (717,907)
Customer inducements (1,357) (1,913)
Contract fulfillment costs (24,014) (14,237)
Investments in joint ventures and other investments (15,830) —
Proceeds from sales of property and equipment and other, net 35,658 5,353
Cash Flows from Investing Activities (272,543) (889,754)
Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt (4,649,926) (2,278,884)
Proceeds from revolving credit facility, term loan facilities and other debt 5,008,631 3,254,197
Debt repayment and equity distribution to noncontrolling interests (1,019) (681)
Parent cash dividends (186,514) (184,361)
Net (payments) proceeds associated with employee stock-based awards (21,271) (12,843)
Other, net — (5,875)
Cash Flows from Financing Activities 149,901 771,553
Effect of Exchange Rates on Cash and Cash Equivalents (1,521) 3,527
Increase (decrease) in Cash and Cash Equivalents 4,645 (60,168)
Cash and Cash Equivalents, Beginning of Period 141,797 255,828
Cash and Cash Equivalents, End of Period $ 146,442 $ 195,660
Supplemental Information:
Cash Paid for Interest $ 204,902 $ 179,079
Cash Paid for Income Taxes, Net $ 18,629 $ 19,277
Non-Cash Investing and Financing Activities:
Financing Leases $ 20,194 $ 5,190
Accrued Capital Expenditures $ 207,425 $ 78,466
Deferred Purchase Obligations $ 197,222 $ 276,300
Dividends Payable $ 191,030 $ 187,220


	SIX MONTHS ENDED JUNE 30,
	2023		2022
Cash Flows from Operating Activities:
Net income (loss)	$	66,678	$	243,565


Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	254,395		236,496
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	3,491		3,681
Stock-based compensation expense	34,882		31,597
Provision (benefit) for deferred income taxes	2,799		(18,491)
Loss on early extinguishment of debt	—		671
(Gain) loss on disposal/write-down of property, plant and equipment, net	(14,566)		(51,954)


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

Loss (gain) associated with the Clutter transactions	38,000		(35,821)
Foreign currency transactions and other, net	69,183		(58,821)
(Increase) decrease in assets	(31,071)		(194,756)
(Decrease) increase in liabilities	(108,858)		(50,505)




Cash Flows from Operating Activities	446,094		345,924


Cash Flows from Investing Activities:
Capital expenditures	(600,758)		(330,220)
Cash paid for acquisitions, net of cash acquired	(21,465)		(718,657)

Acquisition of customer relationships	—		(148)
Customer inducements	(2,630)		(4,624)
Contract fulfillment costs	(39,989)		(33,951)

Investments in joint ventures and other investments	(15,830)		—
Proceeds from sales of property and equipment and other, net	35,390		96,497
Cash Flows from Investing Activities	(645,282)		(991,103)


Cash Flows from Financing Activities:
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	9,683,880		6,255,829

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

Debt repayment and equity distribution to noncontrolling interests	(2,032)		(1,392)

Parent cash dividends	(367,060)		(364,223)


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

Other, net	(2,046)		(9,405)
Cash Flows from Financing Activities	209,827		542,000


Effect of Exchange Rates on Cash and Cash Equivalents	(2,943)		(7,903)
Increase (decrease) in Cash and Cash Equivalents	7,696		(111,082)
Cash and Cash Equivalents, Beginning of Period	141,797		255,828
Cash and Cash Equivalents, End of Period	$	149,493	$	144,746
Supplemental Information:
Cash Paid for Interest	$	270,146	$	227,633
Cash Paid for Income Taxes, Net	$	46,502	$	57,135
Non-Cash Investing and Financing Activities:

Financing Leases and Other	$	61,085	$	12,878
Accrued Capital Expenditures	$	192,197	$	98,210

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

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


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									68

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 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, 2022 included in our Annual Report on Form 10-K filed with the SEC on February 23, 2023 (our "Annual Report").

In September 2022, 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 ~~three~~six months ended ~~March 31,~~June 30, 2023 is as follows:

Balance as of December 31, 2022

54,143

Credit memos charged to revenue

~~23,392~~46,222

Allowance for bad debts charged to expense

~~10,242~~16,172

Deductions and other(1)

~~(26,738)~~(51,320)

Balance as of ~~March 31,~~June 30, 2023

~~61,039~~65,217

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


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									79

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

C. LEASES

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

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


DESCRIPTION	DESCRIPTION	MARCH 31, 2023		DECEMBER 31, 2022		DESCRIPTION	JUNE 30, 2023		DECEMBER 31, 2022
Assets:	Assets:					Assets:
Operating lease right-of-use assets	Operating lease right-of-use assets	$	2,666,951	$	2,583,704	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)	250,216		251,690		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	$	293,795	$	288,738	Operating lease liabilities	$	303,615	$	288,738
Financing lease liabilities(1)	Financing lease liabilities(1)	47,516		43,857		Financing lease liabilities(1)	49,148		43,857
Long-term	Long-term					Long-term
Operating lease liabilities	Operating lease liabilities	$	2,513,817	$	2,429,167	Operating lease liabilities	$	2,513,975	$	2,429,167
Financing lease liabilities(1)	Financing lease liabilities(1)	294,517		289,048		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 six months ended ~~March 31,~~June 30, 2023 and 2022 are as follows:


		THREE MONTHS ENDED MARCH 31,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DESCRIPTION	DESCRIPTION	2023		2022		DESCRIPTION	2023		2022		2023		2022
Operating lease cost(1)	Operating lease cost(1)	$	155,873	$	143,530	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	$	10,008	$	11,454	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	4,341		4,678		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 ~~$31,580~~$34,418 and ~~$30,508~~$65,998 for the three and six months ended ~~March 31,~~June 30, 2023, respectively, and $28,788 and $59,296 for the three and six months ended June 30, 2022, respectively.

Other information: Supplemental cash flow information relating to our leases for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows:


		THREE MONTHS ENDED MARCH 31,					SIX MONTHS ENDED JUNE 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2023		2022		CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2023		2022
Operating cash flows used in operating leases	Operating cash flows used in operating leases	$	108,723	$	101,605	Operating cash flows used in operating leases	$	220,764	$	200,958

Operating cash flows used in financing leases (interest)	Operating cash flows used in financing leases (interest)	4,341		4,678		Operating cash flows used in financing leases (interest)	8,757		9,037
Financing cash flows used in financing leases	Financing cash flows used in financing leases	11,714		10,362		Financing cash flows used in financing leases	22,010		20,084

NON-CASH ITEMS:	NON-CASH ITEMS:					NON-CASH ITEMS:
Operating lease modifications and reassessments	Operating lease modifications and reassessments	$	18,163	$	23,767	Operating lease modifications and reassessments	$	44,779	$	67,699
New operating leases (including acquisitions and sale-leaseback transactions)	New operating leases (including acquisitions and sale-leaseback transactions)	113,853		125,902		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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									810

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

D. GOODWILL

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

The changes in the carrying value of goodwill attributable to each reportable segment for the ~~three~~six months ended ~~March 31,~~June 30, 2023 are as follows:

GLOBAL RIM BUSINESS GLOBAL DATA CENTER BUSINESS CORPORATE AND OTHER TOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2022 $ 3,852,946 $ 418,502 $ 611,286 $ 4,882,734
Fair value and other adjustments 71 — 2,333 2,404
Currency effects 9,239 2,064 320 11,623
Goodwill balance, net of accumulated amortization as of March 31, 2023 $ 3,862,256 $ 420,566 $ 613,939 $ 4,896,761
Accumulated goodwill impairment balance as of March 31, 2023 $ 132,409 $ — $ 26,011 $ 158,420


	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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									911

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

E. FAIR VALUE MEASUREMENTS

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


				FAIR VALUE MEASUREMENTS AT MARCH 31, 2023 USING									FAIR VALUE MEASUREMENTS AT JUNE 30, 2023 USING
DESCRIPTION	DESCRIPTION	TOTAL CARRYING VALUE AT MARCH 31, 2023		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		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	$	9,786	$	—	$	9,786	$	—	Money Market Funds	$	11,761	$	—	$	11,761	$	—
Time Deposits	Time Deposits	1,721		—		1,721		—		Time Deposits	1,127		—		1,127		—
Trading Securities	Trading Securities	9,380		9,347		33		—		Trading Securities	10,340		10,322		18		—
Derivative Assets	Derivative Assets	42,105		—		42,105		—		Derivative Assets	28,286		—		28,286		—
Derivative Liabilities	Derivative Liabilities	3,443		—		3,443		—		Derivative Liabilities	4,540		—		4,540		—
Deferred Purchase Obligations(1)	Deferred Purchase Obligations(1)	197,222		—		—		197,222		Deferred Purchase Obligations(1)	201,190		—		—		201,190


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

(1)Primarily relates to the fair value of the Deferred Purchase Obligation (as defined in Note 3 to Notes to Consolidated Financial Statements included in our Annual Report) associated with the ITRenew Transaction (as defined below in Note 3), which was determined utilizing a Monte-Carlo model and takes into account our forecasted projections as it relates to the underlying performance of the business. The Monte-Carlo simulation model incorporates assumptions as to expected gross profits over the applicable achievement period, including adjustments for the 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 a significantly higher or lower fair value of the Deferred Purchase Obligation. The change in value of the Deferred Purchase Obligation during the three and six months ended ~~March 31,~~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 ~~March 31,~~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 Annual ~~Report.~~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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1012

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. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

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

THREE MONTHS ENDED MARCH 31, 2023 THREE MONTHS ENDED MARCH 31, 2022
FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS TOTAL
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 39,677 — 39,677 27,223 — 27,223
Change in fair value of derivative instruments — (3,442) (3,442) — 16,766 16,766
Total other comprehensive income (loss) 39,677 (3,442) 36,235 27,223 16,766 43,989
End of Period $ (414,832) $ 9,064 $ (405,768) $ (313,801) $ 19,443 $ (294,358)


	THREE MONTHS ENDED JUNE 30, 2023						THREE 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	$	(414,832)	$	9,064	$	(405,768)	$	(313,801)	$	19,443	$	(294,358)
Other comprehensive income (loss):
Foreign currency translation and other adjustments	18,155		—		18,155		(186,828)		—		(186,828)
Change in fair value of derivative instruments	—		7,896		7,896		—		34,211		34,211
Reclassifications from accumulated other comprehensive items, net	—		(2,527)		(2,527)		—		—		—
Total other comprehensive income (loss)	18,155		5,369		23,524		(186,828)		34,211		(152,617)
End of Period	$	(396,677)	$	14,433	$	(382,244)	$	(500,629)	$	53,654	$	(446,975)


	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)

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

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

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

DESCRIPTION LOCATION IN BALANCE SHEET MARCH 31, 2023 DECEMBER 31, 2022
Deferred revenue - Current Deferred revenue $ 335,393 $ 328,910
Deferred revenue - Long-term Other Long-term Liabilities 29,482 32,960

~~DATA CENTER LESSOR CONSIDERATIONS~~

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

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

~~(1)Revenue associated with power and connectivity included within storage rental revenue was $40,672 and $28,318 for the three months ended March 31, 2023 and 2022, respectively.~~


	JUNE 30, 2023						DECEMBER 31, 2022
	GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
Intake Costs asset	$	75,428	$	(47,919)	$	27,509	$	68,345	$	(42,132)	$	26,213
Commissions asset	148,003		(66,431)		81,572		133,145		(58,949)		74,196


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1113

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	JUNE 30, 2023		DECEMBER 31, 2022
Deferred revenue - Current	Deferred revenue	$	336,068	$	328,910
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") 842, Leases. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and six months ended June 30, 2023 and 2022 is as follows:


	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 $38,692 and $79,364 for the three and six months ended June 30, 2023, respectively, and $30,713 and $59,031 for the three and six months ended June 30, 2022, respectively.

H. STOCK-BASED COMPENSATION

Our stock-based compensation expense includes the cost of stock options, restricted stock units ("RSUs") and performance units ("PUs") (together, the "Employee Stock-Based Awards").

STOCK-BASED COMPENSATION EXPENSE

Stock-based compensation expense for the Employee Stock-Based Awards for the three and six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows:

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


	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 ~~March 31,~~June 30, 2023, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is ~~$115,329.~~$87,880.

I. 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 and system integration costs (collectively, "Acquisition and Integration Costs"). ~~Total~~

Acquisition and Integration Costs ~~were $1,595 and $15,661~~ for the three and six months ended ~~March 31,~~June 30, 2023 and 2022 ~~respectively.~~

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

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

~~(1)~~ The gains for the three months ended March 31, 2023 primarily consist of a gain of approximately $18,500 associated with a sale-leaseback transaction of a facility in Singapore, as part of our program to monetize a small portion of our industrial assets through sale and sale-leaseback transactions. The terms for this lease are consistent with the terms of our lease portfolio, which are disclosed in detail in Note 2.j. to Notes to Consolidated Financial Statements included in our Annual Report.


	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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1214

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


	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 gains for the six months ended 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 consist of gains of approximately $49,000 associated with sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States.

(3) The gains recognized during both 2023 and 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.j. to Notes to Consolidated Financial Statements included in our Annual Report.

K. OTHER EXPENSE (INCOME), NET

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


		THREE MONTHS ENDED MARCH 31,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DESCRIPTION	DESCRIPTION	2023		2022		DESCRIPTION	2023		2022		2023		2022
Foreign currency transaction losses (gains), net(2)	Foreign currency transaction losses (gains), net(2)	$	14,424	$	(13,201)	Foreign currency transaction losses (gains), net(2)	$	15,063	$	(55,039)	$	29,487	$	(68,240)
Debt extinguishment expense	Debt extinguishment expense	—		671		Debt extinguishment expense	—		—		—		671
Other, net~~(1)~~(4)	Other, net~~(1)~~(4)	6,776		68,431		Other, net~~(1)~~(4)	47,887		13,822		54,663		82,253
Other Expense (Income), Net	Other Expense (Income), Net	$	21,200	$	55,901	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 ~~three~~six months ended ~~March 31,~~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).

~~L. INCOME TAXES~~

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

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

~~(1)~~The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended March 31, 2023 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject.

~~(2)~~The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended March 31, 2022 were the benefits derived from the dividends paid deduction, the differences in the tax rates to which our foreign earnings are subject, and a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries of approximately $9,900 as a result of our acquisition of Intercept Parent, Inc. ("ITRenew").

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

~~The calculation of basic and diluted income (loss) per share for the three months ended March 31, 2023 and 2022 are as follows:~~

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


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1315

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. 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 six months ended June 30, 2023 and 2022 are as follows:


	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	%

(1)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, 2023 were (i) the loss of approximately $38,000 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.

(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), 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 of approximately $9,900 as a result of our acquisition of Intercept Parent, Inc. ("ITRenew").

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

The calculations of basic and diluted income (loss) per share for the three and six months ended 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, the 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 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 condensed consolidated financial statements.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1416

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 PRO FORMA FINANCIAL INFORMATION

On January 25, 2022, in order to expand our asset lifecycle management operations, we acquired an approximately 80% interest in ITRenew at an agreed upon purchase price of $725,000, subject to certain working capital adjustments at, and subsequent to, the closing (the "ITRenew Transaction"). 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. We and ITRenew collectively incurred $59,370 of operating expenditures to complete the ITRenew Transaction (including advisory and professional fees). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2021.

~~THREE MONTHS ENDED MARCH 31, 2022~~

~~Total Revenues~~

~~1,266,020~~

~~Income from Continuing Operations~~

~~41,838~~


	THREE MONTHS ENDED JUNE 30, 2022		SIX MONTHS ENDED JUNE 30, 2022
Total Revenues	$	1,289,534	$	2,555,554
Income from Continuing Operations	$	201,858	$	243,696

In addition to our acquisition of ITRenew, we completed certain other acquisitions in 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.

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. pursuant to which the equityholders of the MakeSpace JV contributed their ownership interests in the MakeSpace JV, and 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. Through December 31, 2022, we made two investments totaling approximately 7,500,000 Indian rupees (or approximately $96,200, based upon the exchange rates between the United States dollar and Indian rupee on the closing date of each investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV. ~~Under~~On July 7, 2023, we made our final contractual investment in the ~~terms of the original~~ Web Werks JV ~~shareholder agreement, we were required to make an additional investment~~ of approximately 3,750,000 Indian rupees ~~by May 2023. In April 2023,~~(or approximately $45,300, based upon the ~~original~~exchange rate between the United States dollar and Indian rupee on the closing date of this investment). After the final contractual payment, our interest in the Web Werks JV ~~shareholder agreement was amended~~increased to ~~extend~~63.39% and we assumed control of its board of directors. For financial reporting periods beginning after July 7, 2023, the ~~period by which the investment is required to~~Web Werks JV will be ~~made to May 2024.~~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 ~~March 31,~~June 30, 2023 and December 31, 2022 are as follows:


		MARCH 31, 2023				DECEMBER 31, 2022					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	$	98,637	53.58	%	$	98,278	53.58	%	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")	36,579		20.00	%	37,194		20.00	%	Joint venture with AGC Equity Partners (the "Frankfurt JV")	59,394		20.00	%	37,194		20.00	%
Joint venture with Clutter, Inc. (the "Clutter JV")		50,712		26.73	%	54,172		26.73	%
Clutter JV										Clutter JV	—		—	%	54,172		26.73	%

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


~~IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q~~									15

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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 July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These forward-starting interest rate swap agreements commenced in March 2022 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, 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 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 $350,000 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). ~~The~~This forward-starting interest rate swap agreement ~~commences~~commenced in July 2023 and expires in October 2025. As of both ~~March 31,~~June 30, 2023 and December 31, 2022, we have $4,800 in notional value outstanding on this forward-starting interest rate swap agreement.

In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These forward-starting interest rate swap agreements commenced in March 2022. As of both March 31, 2023 and December 31, 2022, we have $350,000 in notional value outstanding on these interest rate swap agreements, which expire in March 2024.

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.


IRON MOUNTAIN JUNE 30, 2023 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)

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)

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 ~~March 31,~~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 ~~March 31,~~June 30, 2023 and December 31, 2022, by derivative instrument, are as follows:


		MARCH 31, 2023				DECEMBER 31, 2022					JUNE 30, 2023				DECEMBER 31, 2022
DERIVATIVE INSTRUMENTS(1)	DERIVATIVE INSTRUMENTS(1)	Assets		Liabilities		Assets		Liabilities		DERIVATIVE INSTRUMENTS(1)	Assets		Liabilities		Assets		Liabilities
Cash Flow Hedges(2)	Cash Flow Hedges(2)									Cash Flow Hedges(2)
Interest rate swap agreements	Interest rate swap agreements	$	10,215	$	1,151	$	12,995	$	489	Interest rate swap agreements	$	6,852	$	—	$	12,995	$	489
Net Investment Hedges(3)	Net Investment Hedges(3)									Net Investment Hedges(3)
Cross-currency swap agreements	Cross-currency swap agreements	31,890		2,292		38,401		—		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 and our derivative liabilities are included as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of ~~March 31,~~June 30, 2023, ~~$11,538~~$1,459 is included within Prepaid expenses and other, ~~$30,567~~$26,827 is included within Other assets ~~$2,292~~and $4,540 is included within Accrued expense and other current ~~liabilities and $1,151 is included within Other long-term~~ liabilities. As of December 31, 2022, $2,606 is included within Prepaid expenses and other, $48,790 is included within Other assets and $489 is included within Other long-term liabilities.

(2)As of ~~March 31,~~June 30, 2023, cumulative net gains ~~of $9,064 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 ~~March 31,~~June 30, 2023, cumulative net gains ~~of $29,598 are~~ recorded within Accumulated other comprehensive items, net associated with ~~these~~our cross-currency swap ~~agreements. These cumulative net gains~~agreements are ~~offset by $14,934~~$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 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	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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1620

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)

~~Unrealized~~Gains (losses) ~~gains~~ recognized in ~~Accumulated other comprehensive~~Net income during the three and six months ended ~~March 31,~~June 30, 2023 and 2022, by derivative instrument, are as follows:

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

~~(Losses) gains recognized in Net income during the three months ended March 31, 2023 and 2022, by derivative instrument, are as follows:~~


			THREE MONTHS ENDED MARCH 31,						THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
DERIVATIVE INSTRUMENTS	DERIVATIVE INSTRUMENTS	Location of (loss) gain	2023		2022		DERIVATIVE INSTRUMENTS	Location of gain (loss)	2023		2022		2023		2022
Cash Flow Hedges							Cash Flow Hedges
Interest rate swap agreements							Interest rate swap agreements	Interest expense	$	2,527	$	—	$	2,527	$	—
Net Investment Hedges	Net Investment Hedges						Net Investment Hedges
Cross-currency swap agreements (excluded component)	Cross-currency swap agreements (excluded component)	Interest expense	$	(5,834)	$	—	Cross-currency swap agreements (excluded component)	Interest expense	(5,817)		—		(11,651)		—


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1721

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:


		MARCH 31, 2023								DECEMBER 31, 2022									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)	$	1,439,000	$	(5,687)	$	1,433,313	$	1,439,000	$	1,072,200	$	(6,790)	$	1,065,410	$	1,072,200	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)	237,500		—		237,500		237,500		240,625		—		240,625		240,625		Term Loan A(1)	234,375		—		234,375		234,375		240,625		—		240,625		240,625
Term Loan B(1)	Term Loan B(1)	664,379		(3,434)		660,945		665,000		666,073		(3,747)		662,326		666,750		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	197,929		(585)		197,344		199,746		202,641		(633)		202,008		204,623		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	173,153		—		173,153		173,153		169,361		—		169,361		169,361		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")	494,722		(2,413)		492,309		467,572		483,888		(2,589)		481,299		445,206		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")(2)	47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)	1,000,000		(6,399)		993,601		942,500		1,000,000		(6,754)		993,246		917,500		47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(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")(2)	51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)	825,000		(5,904)		819,096		781,688		825,000		(6,200)		818,800		754,875		51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(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")(2)	5% Senior Notes due 2028 (the "5% Notes due 2028")(2)	500,000		(3,859)		496,141		461,250		500,000		(4,039)		495,961		450,000		5% Senior Notes due 2028 (the "5% Notes due 2028")(2)	500,000		(3,678)		496,322		461,250		500,000		(4,039)		495,961		450,000
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		(9,403)		990,597		897,500		1,000,000		(9,764)		990,236		865,000		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		(11,031)		1,288,969		1,170,000		1,300,000		(11,407)		1,288,593		1,111,500		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		(9,850)		1,090,150		937,750		1,100,000		(10,161)		1,089,839		891,000		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		(12,185)		737,815		643,125		750,000		(12,511)		737,489		622,500		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")(2)	55/8% Senior Notes due 2032 (the "55/8% Notes")(2)	600,000		(5,421)		594,579		538,500		600,000		(5,566)		594,434		520,500		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	434,283		(522)		433,761		434,283		425,777		(578)		425,199		425,777		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	325,000		(477)		324,523		325,000		314,700		(531)		314,169		314,700		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	11,040,966		(77,170)		10,963,796				10,650,265		(81,270)		10,568,995				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	(101,608)		—		(101,608)				(87,546)		—		(87,546)				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	$	10,939,358	$	(77,170)	$	10,862,188			$	10,562,719	$	(81,270)	$	10,481,449			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 ~~March 31,~~June 30, 2023 was ~~$807,146~~$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 ~~6.6%~~7.0% and 6.2% as of ~~March 31,~~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 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 ~~March 31,~~June 30, 2023 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2022 (which are disclosed in our Annual Report).

MAY 2023 OFFERING

On May 15, 2023, IMI completed a private offering of:

~~IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q~~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

18February 15 and August 15

August 15, 2025

~~Table~~(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 ~~Contents~~the principal amount being redeemed, together with accrued and unpaid interest to, but excluding, the redemption date.

~~Part I. Financial Information~~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 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 $325,000 to $360,000. All other material terms of the Accounts Receivable Securitization Program remain the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report.

MAXIMUM AMOUNT

$360,000

OUTSTANDING BORROWING

$343,100

INTEREST RATE

6.2%

As of June 30, 2023

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~6. DEBT (CONTINUED)~~

LETTERS OF CREDIT

As of ~~March 31,~~June 30, 2023, we had outstanding letters of credit totaling ~~$39,825,~~$40,410, of which ~~$3,854~~$4,439 reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~June~~September 2023 and 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 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 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 ~~March 31,~~June 30, 2023. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

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 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 ~~$20,500~~$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 2022 and the six months ended June 30, 2023, our board of directors declared the following dividends:

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

February 24, 2022

0.6185

March 15, 2022

179,661

April 6, 2022

April 28, 2022

0.6185

June 15, 2022

179,781

July 6, 2022

August 4, 2022

0.6185

September 15, 2022

179,790

October 4, 2022

November 3, 2022

0.6185

December 15, 2022

179,866

January 5, 2023

February 23, 2023

0.6185

March 15, 2023

180,339

April 5, 2023

May 4, 2023

0.6185

June 15, 2023

180,493

July 6, 2023

On August 3, 2023, we declared a dividend to our stockholders of record as of September 15, 2023 of $0.65 per share, payable on October 5, 2023.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									1924

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

~~8. STOCKHOLDERS' EQUITY MATTERS~~

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

DECLARATION DATE DIVIDEND
PER SHARE RECORD DATE TOTAL
AMOUNT PAYMENT DATE
February 24, 2022 $ 0.6185 March 15, 2022 $ 179,661 April 6, 2022
April 28, 2022 0.6185 June 15, 2022 179,781 July 6, 2022
August 4, 2022 0.6185 September 15, 2022 179,790 October 4, 2022
November 3, 2022 0.6185 December 15, 2022 179,866 January 5, 2023
February 23, 2023 0.6185 March 15, 2023 180,339 April 5, 2023

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

9. SEGMENT INFORMATION

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 six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows:


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022				2023		2022		2023		2022
Global RIM Business	Global RIM Business						Global RIM Business
Total Revenues	Total Revenues	$	1,126,526	$	1,048,891		Total Revenues	$	1,159,867	$	1,070,476	$	2,286,393	$	2,119,367
Adjusted EBITDA	Adjusted EBITDA	477,784		448,795			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	$	112,305	$	96,987		Total Revenues	$	118,033	$	100,088	$	230,338	$	197,075
Adjusted EBITDA	Adjusted EBITDA	50,635		41,977			Adjusted EBITDA	53,809		42,307		104,444		84,284
Corporate and Other	Corporate and Other						Corporate and Other
Total Revenues	Total Revenues	$	75,518	$	102,168		Total Revenues	$	80,036	$	118,970	$	155,554	$	221,138
Adjusted EBITDA	Adjusted EBITDA	(67,611)		(59,778)			Adjusted EBITDA	(77,213)		(56,969)		(144,824)		(116,747)
Total Consolidated	Total Consolidated						Total Consolidated
Total Revenues	Total Revenues	$	1,314,349	$	1,248,046		Total Revenues	$	1,357,936	$	1,289,534	$	2,672,285	$	2,537,580
Adjusted EBITDA	Adjusted EBITDA	460,808		430,994			Adjusted EBITDA	475,658		454,706		936,466		885,700


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									2025

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 and other transformation •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)			•Other expense (income), 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 six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows:


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022				2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707		Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Interest expense, net	Interest expense, net	137,169		114,442			Interest expense, net	144,178		115,057		281,347		229,499
Provision (benefit) for income taxes	Provision (benefit) for income taxes	16,758		10,080			Provision (benefit) for income taxes	4,255		18,083		21,013		28,163
Depreciation and amortization	Depreciation and amortization	182,094		183,615			Depreciation and amortization	195,367		178,254		377,461		361,869
Acquisition and Integration Costs	Acquisition and Integration Costs	1,595		15,661			Acquisition and Integration Costs	1,511		16,878		3,106		32,539
Restructuring and other transformation	Restructuring and other transformation	36,913		—			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)	(13,061)		(705)			(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	Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	17,491		53,515			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	12,509		11,341			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	3,805		1,338			Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	4,054		1,672		7,859		3,010
Adjusted EBITDA	Adjusted EBITDA	$	460,808	$	430,994		Adjusted EBITDA	$	475,658	$	454,706	$	936,466	$	885,700


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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 six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows:


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022				2023		2022		2023		2022
Global RIM Business	Global RIM Business						Global RIM Business
Records Management(1)	Records Management(1)	$	867,988	$	802,553		Records Management(1)	$	898,634	$	818,993	$	1,766,622	$	1,621,546
Data Management(1)	Data Management(1)	129,594		133,656			Data Management(1)	130,251		124,394		259,845		258,050
Information Destruction(1)(2)	Information Destruction(1)(2)	128,944		112,682			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)	112,305		96,987			Data Center(1)	118,033		100,088		230,338		197,075

Corporate and Other	Corporate and Other						Corporate and Other
Records Management(1)	Records Management(1)	$	34,348	$	31,898		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)	41,170		70,270			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)	$	902,336	$	834,451		Records Management(1)	$	936,043	$	855,134	$	1,838,379	$	1,689,585
Data Management(1)	Data Management(1)	129,594		133,656			Data Management(1)	130,251		124,394		259,845		258,050
Information Destruction(1)(2)(3)	Information Destruction(1)(2)(3)	170,114		182,952			Information Destruction(1)(2)(3)	173,609		209,918		343,723		392,870
Data Center(1)	Data Center(1)	112,305		96,987			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.


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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

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

In March 2019, in connection with the formation of the MakeSpace JV, ~~(as defined in Note 5 to Notes to Consolidated Financial Statements included in our Annual Report),~~ we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the "MakeSpace Agreement"). In February 2022, in connection with the formation of the Clutter JV, we terminated the MakeSpace Agreement and entered into a storage and service agreement with the Clutter JV to provide certain storage and related services to the Clutter JV (the "Clutter Agreement"). On June 29, 2023, we completed the Clutter Acquisition and terminated the Clutter Agreement.

Revenue recognized in the accompanying Condensed Consolidated Statements of Operations under these agreements for the three and six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows (approximately):


		THREE MONTHS ENDED MARCH 31,					THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022			2023		2022		2023		2022
Frankfurt JV Agreements(1)	Frankfurt JV Agreements(1)	$	900	$	7,100	Frankfurt JV Agreements(1)	$	800	$	5,700	$	1,700	$	12,800
MakeSpace Agreement and Clutter Agreement(2)	MakeSpace Agreement and Clutter Agreement(2)	6,000		7,000		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 is presented as a component of our Global RIM Business segment.

11. RESTRUCTURING 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 investments will focus on transforming our operating model to a global operating model. Project Matterhorn will focus on the formation of a solution-based sales approach that is designed to allow us to optimize our shared services and best 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 ~~March 31,~~June 30, 2023 were ~~approximately $36,913~~$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 six months ended ~~March 31,~~June 30, 2022.

Restructuring and other transformation related to Project Matterhorn included in the accompanying Condensed Consolidated Statement of Operations for the three and six months ended ~~March 31,~~June 30, 2023, and from the inception of Project Matterhorn through ~~March 31,~~June 30, 2023, is as follows:


		THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023			THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
Restructuring	Restructuring	$	11,957	$	25,249	Restructuring	$	16,127	$	28,084	$	41,376
Other transformation	Other transformation	24,956		53,597		Other transformation	29,461		54,417		83,058
Restructuring and other transformation	Restructuring and other transformation	$	36,913	$	78,846	Restructuring and other transformation	$	45,588	$	82,501	$	124,434


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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 six months ended ~~March 31,~~June 30, 2023, and from the inception of Project Matterhorn through ~~March 31,~~June 30, 2023, is as follows:


		THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023			THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
Global RIM Business	Global RIM Business	$	9,525	$	22,608	Global RIM Business	$	15,000	$	24,525	$	37,608
Global Data Center Business	Global Data Center Business	78		78		Global Data Center Business	—		78		78
Corporate and Other	Corporate and Other	2,354		2,563		Corporate and Other	1,127		3,481		3,690
Total restructuring costs	Total restructuring costs	$	11,957	$	25,249	Total restructuring costs	$	16,127	$	28,084	$	41,376

Other transformation 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 six months ended ~~March 31,~~June 30, 2023, and from the inception of Project Matterhorn through ~~March 31,~~June 30, 2023, is as follows:


		THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023			THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
Global RIM Business	Global RIM Business	$	3,485	$	7,386	Global RIM Business	$	4,958	$	8,443	$	12,344
Global Data Center Business	Global Data Center Business	870		928		Global Data Center Business	498		1,368		1,426
Corporate and Other	Corporate and Other	20,601		45,283		Corporate and Other	24,005		44,606		69,288
Total other transformation costs	Total other transformation costs	$	24,956	$	53,597	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 ~~March 31,~~June 30, 2023 were approximately ~~$4,600~~$7,400 and ~~$12,000,~~$22,200, respectively.


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Part I. Financial Information

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

The following discussion and analysis of our financial condition and results of operations for the three and six months ended ~~March 31,~~June 30, 2023 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three and six months ended ~~March 31,~~June 30, 2023, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, 2022, included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission ("SEC") on February 23, 2023 (our "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 and manage our 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 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 we operate and changes in the global political 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;

•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 23, 2023.

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


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									2530

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Part I. Financial Information

OVERVIEW

The following discussions set forth, for the periods indicated, management's discussion and analysis of financial condition and results of operations. Significant trends and changes are discussed for the three and six months ended ~~March 31,~~June 30, 2023 within each section. Trends and changes that are consistent for both the three and 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"). Project Matterhorn investments will focus on transforming our operating model to a global operating model. Project Matterhorn will focus on the formation of a solution-based sales approach that is designed to allow us to optimize our shared services and best 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. 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 six months ended ~~March 31,~~June 30, 2022. The following chart presents (in thousands) total Restructuring and other transformation costs related to Project Matterhorn from the inception of Project Matterhorn through ~~March 31,~~June 30, 2023 and for the three and six months ended ~~March 31,~~June 30, 2023:


From the Inception of Project Matterhorn through ~~March 31,~~June 30, 2023

For the Three Months Ended ~~March 31,~~June 30, 2023

For the Six Months Ended June 30, 2023

See Note 11 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for more information on Restructuring and other transformation costs.


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Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

•We have experienced steady volume in our Global RIM Business segment, with organic storage rental revenue growth driven primarily by revenue management. We expect organic storage rental revenue growth to benefit from revenue management and volume to be relatively stable in the near term.

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

•We expect continued total revenue and Adjusted EBITDA growth in 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.

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

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


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES


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Part I. Financial Information

NON-GAAP MEASURES

ADJUSTED EBITDA

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



EXCLUDED
•Acquisition and Integration Costs (as defined below) •Restructuring and other transformation •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other expense (income), 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.

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.

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


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022				2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707		Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Interest expense, net	Interest expense, net	137,169		114,442			Interest expense, net	144,178		115,057		281,347		229,499
Provision (benefit) for income taxes	Provision (benefit) for income taxes	16,758		10,080			Provision (benefit) for income taxes	4,255		18,083		21,013		28,163
Depreciation and amortization	Depreciation and amortization	182,094		183,615			Depreciation and amortization	195,367		178,254		377,461		361,869
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	1,595		15,661			Acquisition and Integration Costs(1)	1,511		16,878		3,106		32,539
Restructuring and other transformation	Restructuring and other transformation	36,913		—			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)	(13,061)		(705)			(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	Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	17,491		53,515			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	12,509		11,341			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	3,805		1,338			Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	4,054		1,672		7,859		3,010
Adjusted EBITDA	Adjusted EBITDA	$	460,808	$	430,994		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 and system integration costs (collectively, "Acquisition and Integration Costs").


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									2833

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 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), 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 MARCH 31,				THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022				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	$	0.22	$	0.14		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	0.01		0.05			Acquisition and Integration Costs	0.01		0.06		0.01		0.11
Restructuring and other transformation	Restructuring and other transformation	0.13		—			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)	(0.04)		—			(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(0.01)		(0.18)		(0.05)		(0.18)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures	0.06		0.18			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	0.04		0.04			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		—			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)	(0.02)		(0.05)			Tax impact of reconciling items and discrete tax items(1)	(0.05)		(0.03)		(0.06)		(0.07)

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)	$	0.42	$	0.38		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 six months ended ~~March 31,~~June 30, 2023 and 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 the three and six months ended ~~March 31,~~June 30, 2023 and 2022 was ~~15.2%~~14.0% and ~~18.6%~~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. 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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									2934

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 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 ("FFO (Nareit)"). We calculate our FFO measures, including FFO (Nareit), adjusting for our share of reconciling items from our unconsolidated joint 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).

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 and other transformation •~~Loss (gain)~~(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate) •Other expense (income), 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 MARCH 31,				THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022				2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707		Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Real estate depreciation	Real estate depreciation	76,129		79,333			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	(15,746)		214			(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	6,129		4,123			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	132		—			Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures	562		—		694		—

FFO (Nareit)	FFO (Nareit)	132,179		125,377			FFO (Nareit)	86,317		231,928		218,496		357,305
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	1,595		15,661			Acquisition and Integration Costs	1,511		16,878		3,106		32,539
Restructuring and other transformation	Restructuring and other transformation	36,913		—			Restructuring and other transformation	45,588		—		82,501		—
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)		4,550		(919)
(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)	17,491		53,515			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	12,509		11,341			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	5,834		—			Non-cash amortization related to derivative instruments	5,817		—		11,651		—
Real estate financing lease depreciation	Real estate financing lease depreciation	2,988		3,780			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)	(6,893)		(15,632)			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	226		(20)			Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	(500)		374		(274)		354
FFO (Normalized)	FFO (Normalized)	$	207,392	$	193,103		FFO (Normalized)	$	208,113	$	216,240	$	417,185	$	412,349

(1)Includes foreign currency transaction (gains) losses, net and other, net. See Note 2.k. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding the components of Other expense (income), 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 ~~$(0.4)~~$(5.0) million and ~~$(10.0)~~$(5.5) million for the three and six months ended ~~March 31,~~June 30, 2023, respectively, and $(0.2) million and $(10.2) million for the three and six months ended June 30, 2022, respectively.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3035

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 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, 2022.

RESULTS OF OPERATIONS

COMPARISON OF THE THREE AND SIX MONTHS ENDED ~~MARCH 31,~~JUNE 30, 2023 TO THE THREE AND SIX MONTHS ENDED ~~MARCH 31,~~JUNE 30, 2022 (IN THOUSANDS):


		THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE					PERCENTAGE CHANGE			THREE MONTHS ENDED JUNE 30,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2023			2022							2023					2022
Revenues	Revenues	$	1,314,349		$	1,248,046				$	66,303					5.3		%	Revenues	$	1,357,936			$	1,289,534		$	68,402		5.3	%
Operating Expenses	Operating Expenses	1,073,687			1,025,916			47,771					4.7	%	Operating Expenses	1,145,410					995,753				149,657			15.0	%
Operating Income	Operating Income	240,662			222,130			18,532					8.3	%	Operating Income	212,526					293,781				(81,255)			(27.7)	%
Other Expenses, Net	Other Expenses, Net	175,127			180,423			(5,296)					(2.9)	%	Other Expenses, Net	211,383					91,923				119,460			130.0	%

Net Income (Loss)	Net Income (Loss)	65,535			41,707			23,828					57.1	%	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	940			(592)			1,532					258.8	%	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	$	64,595		$	42,299		$	22,296				52.7	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	114				$	200,081			$	(199,967)		(99.9)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	460,808		$	430,994		$	29,814				6.9	%	Adjusted EBITDA(1)	$	475,658				$	454,706			$	20,952		4.6	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	35.1		%	34.5		%								Adjusted EBITDA Margin(1)	35.0		%			35.3		%


	SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
	2023			2022
Revenues	$	2,672,285		$	2,537,580		$	134,705	5.3	%
Operating Expenses	2,219,097			2,021,669			197,428		9.8	%
Operating Income	453,188			515,911			(62,723)		(12.2)	%
Other Expenses, Net	386,510			272,346			114,164		41.9	%


Net Income (Loss)	66,678			243,565			(176,887)		(72.6)	%
Net Income (Loss) Attributable to Noncontrolling Interests	1,969			1,185			784		66.2	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	64,709		$	242,380		$	(177,671)	(73.3)	%
Adjusted EBITDA(1)	$	936,466		$	885,700		$	50,766	5.7	%
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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3136

Table of Contents

Part I. Financial Information

REVENUES

Total revenues consist of the following (in thousands):


		THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE									THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE
		2023		2022		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	$	810,089	$	751,070	$	59,019	7.9	%	10.2	%	11.1	%	(0.9)	%	Storage Rental	$	830,756	$	753,126	$	77,630	10.3	%	10.9	%	10.8	%	0.1	%
Service	Service	504,260		496,976		7,284		1.5	%	3.5	%	2.0	%	1.5	%	Service	527,180		536,408		(9,228)		(1.7)	%	(1.0)	%	(1.4)	%	0.4	%
Total Revenues	Total Revenues	$	1,314,349	$	1,248,046	$	66,303	5.3	%	7.5	%	7.5	%	—	%	Total Revenues	$	1,357,936	$	1,289,534	$	68,402	5.3	%	6.0	%	5.7	%	0.3	%


	SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
Storage Rental	$	1,640,845	$	1,504,196	$	136,649	9.1	%	10.6	%	11.0	%	(0.4)	%
Service	1,031,440		1,033,384		(1,944)		(0.2)	%	1.1	%	0.2	%	0.9	%
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 2022 results at the 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 ~~three~~six months ended ~~March 31,~~June 30, 2023, the increase in reported revenue was primarily driven by organic storage rental ~~revenue growth and organic service~~ revenue growth. Foreign currency exchange rate fluctuations decreased our reported revenue growth rate for the ~~three~~six months ended ~~March 31,~~June 30, 2023 by ~~2.2%~~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 ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the ~~three~~six months ended ~~March 31,~~June 30, 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 ~~0.3%~~0.1% increase in total global ~~volume excluding deconsolidations (also excluding acquisitions, total global volume increased 0.3%);~~volume; and •a decrease of ~~$15.7~~$20.0 million due to foreign currency exchange rate fluctuations.


SERVICE REVENUE						•organic service revenue growth driven by increased service activity levels in our Global RIM business, partially offset by service revenue declines in our asset lifecycle management business as a result of component price declines, partially offset by increased volume; and •a decrease of ~~$9.9~~$13.6 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3237

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 MARCH 31,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022					2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
Labor	Labor	$	219,531	$	201,501	$	18,030	8.9	%	11.5	%	16.7	%	16.1	%	0.6	%	Labor	$	224,398	$	203,459	$	20,939	10.3	%	11.0	%	16.5	%	15.8	%	0.7	%
Facilities	Facilities	240,690		218,319		22,371		10.2	%	13.0	%	18.3	%	17.5	%	0.8	%	Facilities	255,535		213,795		41,740		19.5	%	20.3	%	18.8	%	16.6	%	2.2	%
Transportation	Transportation	39,975		35,268		4,707		13.3	%	16.3	%	3.0	%	2.8	%	0.2	%	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	71,430		91,534		(20,104)		(22.0)	%	(20.8)	%	5.4	%	7.3	%	(1.9)	%	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	$	571,626	$	546,622	$	25,004	4.6	%	7.0	%	43.5	%	43.8	%	(0.3)	%	Total Cost of sales	$	592,644	$	556,476	$	36,168	6.5	%	7.2	%	43.6	%	43.2	%	0.4	%


	SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
Labor	$	443,929	$	404,960	$	38,969	9.6	%	11.3	%	16.6	%	16.0	%	0.6	%
Facilities	496,225		432,114		64,111		14.8	%	16.7	%	18.6	%	17.0	%	1.6	%
Transportation	81,122		77,659		3,463		4.5	%	6.2	%	3.0	%	3.1	%	(0.1)	%
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	$	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 ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the ~~three~~six months ended ~~March 31,~~June 30, 2022 include the following:

•an increase in labor costs driven by an increase in service activity, primarily within our Global RIM business;

•an increase in facilities expenses driven by increases in rent expense, reflecting the impact of our sale-leaseback activity during 2022 and the first ~~three~~six months of 2023, as well as increases in utilities costs and facility maintenance costs;

•a decrease in product cost of sales in our asset lifecycle management business as a result of component price declines, partially offset by increased volume; and

•a decrease of ~~$12.1~~$15.8 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									38

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 MARCH 31,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE			THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022					2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
General, Administrative and Other	General, Administrative and Other	$	207,023	$	206,316	$	707	0.3	%	2.9	%	15.8	%	16.5	%	(0.7)	%	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	87,497		74,407		13,090		17.6	%	20.0	%	6.7	%	6.0	%	0.7	%	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	$	294,520	$	280,723	$	13,797	4.9	%	7.5	%	22.4	%	22.5	%	(0.1)	%	Total Selling, general and administrative expenses	$	311,805	$	295,394	$	16,411	5.6	%	7.0	%	23.0	%	22.9	%	0.1	%


	SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
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	181,337		148,910		32,427		21.8	%	23.3	%	6.8	%	5.9	%	0.9	%
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 ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the ~~three~~six months ended ~~March 31,~~June 30, 2022 include the following:

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

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

•a decrease of ~~$6.7~~$10.6 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense ~~decreased~~increased by ~~$0.3~~$17.9 million, or ~~0.3%~~7.6%, for the ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the prior year period. See Note 2.i. to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense decreased by ~~$1.2~~$2.3 million, or ~~1.9%~~1.8%, for the ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the prior year period.


~~IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q~~									33

~~Table of Contents~~

~~Part I. Financial Information~~

ACQUISITION AND INTEGRATION COSTS

Acquisition and Integration Costs for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022 were approximately ~~$1.6~~$3.1 million and ~~$15.7~~$32.5 million, respectively.

RESTRUCTURING AND OTHER TRANSFORMATION

Restructuring and other transformation costs for the ~~three~~six months ended ~~March 31,~~June 30, 2023 were ~~$36.9~~$82.5 million and related to operating expenses associated with the implementation of Project Matterhorn. There were no Restructuring and other transformation costs ~~related to Project Matterhorn~~ for the ~~three~~six months ended ~~March 31,~~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 ~~three~~six months ended ~~March 31,~~June 30, 2023 was approximately ~~$13.1~~$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.~~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 $52.0 million. The gains primarily consist of gains of approximately $49.0 million associated with sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States during the second quarter of 2022.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									39

Table of Contents

Part I. Financial Information

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Interest expense, net increased by ~~$22.8~~$51.8 million to ~~$137.2~~$281.3 million in the ~~three~~six months ended ~~March 31,~~June 30, 2023 from ~~$114.4~~$229.5 million in the prior year period. The increase is primarily due to higher average debt outstanding during the ~~three~~six months ended ~~March 31,~~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, inclusive of the fees associated with our outstanding letters of credit, was ~~5.3%~~5.4% and ~~4.4%~~4.6% at ~~March 31,~~June 30, 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), NET

Other expense (income), net for the three and six months ended ~~March 31,~~June 30, 2023 and 2022 consists of the following (in thousands):


		THREE MONTHS ENDED MARCH 31,				DOLLAR CHANGE			THREE MONTHS ENDED JUNE 30,						DOLLAR CHANGE			SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE
DESCRIPTION	DESCRIPTION	2023		2022				DESCRIPTION			2023			2022			DOLLAR CHANGE			2023			2022			DOLLAR CHANGE
Foreign currency transaction losses (gains), net(1)	Foreign currency transaction losses (gains), net(1)	$	14,424	$	(13,201)	$	27,625			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)	6,776		68,431		(61,655)				Other, net(2)		47,887			13,822			34,065			54,663			82,253			(27,590)
Other Expense (Income), Net	Other Expense (Income), Net	$	21,200	$	55,901	$	(34,701)			Other Expense (Income), Net		$	62,950		$	(41,217)		$	104,167		$	84,150		$	14,684		$	69,466

(2)Other, net for the six months ended June 30, 2023 consists primarily of a loss of approximately $38.0 million associated with the remeasurement to fair value of our previously held equity interest in the Clutter JV. See the Investments section of Liquidity and Capital Resources for additional information. We also recognized losses on our equity method investments and the change in value of the Deferred Purchase Obligation (as defined in Note 3 to Notes to Consolidated Financial Statements included in our 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 six months ended ~~March 31,~~June 30, 2023 and 2022 are as follows:

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


	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 six months ended ~~March 31,~~June 30, 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.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3440

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) and Adjusted EBITDA (in thousands):


		THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE		PERCENTAGE CHANGE			THREE MONTHS ENDED JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
		2023			2022								2023			2022
Net Income (Loss)	Net Income (Loss)	$	65,535		$	41,707		$	23,828	57.1	%	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	5.0		%	3.3		%					Net Income (Loss) as a percentage of Revenue	0.1		%	15.7		%
Adjusted EBITDA	Adjusted EBITDA	$	460,808		$	430,994		$	29,814	6.9	%	Adjusted EBITDA	$	475,658		$	454,706		$	20,952	4.6	%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	35.1		%	34.5		%					Adjusted EBITDA Margin	35.0		%	35.3		%


	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 ~~three~~six months ended ~~March 31,~~June 30, 2023 increased by 6010 basis points compared to the same prior year period driven by improved service revenue trends, revenue management and ongoing cost containment measures, partially offset by lower Adjusted EBITDA Margin in our asset lifecycle management business.			↑ INCREASED BY ~~$29.8~~ $50.8 MILLION OR ~~6.9%~~5.7% Adjusted EBITDA


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3541

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 MARCH 31,											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
					2023					2022													2023					2022
Storage Rental	Storage Rental	$	687,669			$	650,087			$	37,582		5.8	%					8.2	%		9.4	%			(1.2)		%	Storage Rental	$	704,011						$	649,771			$	54,240			8.3	%		9.2	%	9.2	%	—	%
Service	Service	438,857				398,804				40,053			10.0	%		12.5	%		13.6	%		(1.1)	%	Service	455,856					420,705				35,151			8.4		%		9.3		%		9.3	%		—	%
Segment Revenue	Segment Revenue	$	1,126,526			$	1,048,891			$	77,635		7.4	%		9.8	%		11.0	%		(1.2)	%	Segment Revenue	$	1,159,867				$	1,070,476			$	89,391		8.4		%		9.2		%		9.2	%		—	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	477,784			$	448,795			$	28,989													Segment Adjusted EBITDA	$	499,062				$	469,368			$	29,694
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	42.4		%		42.8		%																Segment Adjusted EBITDA Margin	43.0		%			43.8		%


	SIX MONTHS ENDED JUNE 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2023			2022
Storage Rental	$	1,391,680		$	1,299,858		$	91,822	7.1	%	8.7	%	9.3	%	(0.6)	%
Service	894,713			819,509			75,204		9.2	%	10.9	%	11.4	%	(0.5)	%
Segment Revenue	$	2,286,393		$	2,119,367		$	167,026	7.9	%	9.5	%	10.1	%	(0.6)	%
Segment Adjusted EBITDA	$	976,846		$	918,163		$	58,683
Segment Adjusted EBITDA Margin	42.7		%	43.3		%

~~THREE~~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 ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the prior year period include the following:

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

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

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

•a decrease in revenue of ~~$23.2~~$31.7 million due to foreign currency exchange rate fluctuations; and

•a 4060 basis point decrease in Adjusted EBITDA Margin primarily driven by an increase in compensation and other employee-related costs, partially offset by revenue management.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3642

Table of Contents

Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)


		THREE MONTHS ENDED MARCH 31,											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
					2023					2022													2023					2022
Storage Rental	Storage Rental	$	107,435			$	87,451			$	19,984		22.9	%					24.3	%		23.6	%			0.7		%	Storage Rental	$	110,990						$	89,768			$	21,222			23.6	%		23.0	%	22.3	%	0.7	%
Service	Service	4,870				9,536				(4,666)			(48.9)	%		(47.9)	%		(47.9)	%		—	%	Service	7,043					10,320				(3,277)			(31.8)		%		(33.2)		%		(32.4)	%		(0.8)	%
Segment Revenue	Segment Revenue	$	112,305			$	96,987			$	15,318		15.8	%		17.3	%		16.6	%		0.7	%	Segment Revenue	$	118,033				$	100,088			$	17,945		17.9		%		17.1		%		16.7	%		0.4	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	50,635			$	41,977			$	8,658													Segment Adjusted EBITDA	$	53,809				$	42,307			$	11,502
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	45.1		%		43.3		%																Segment Adjusted EBITDA Margin	45.6		%			42.3		%


	SIX MONTHS ENDED JUNE 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2023			2022
Storage Rental	$	218,425		$	177,219		$	41,206	23.3	%	23.6	%	23.0	%	0.6	%
Service	11,913			19,856			(7,943)		(40.0)	%	(40.1)	%	(39.8)	%	(0.3)	%
Segment Revenue	$	230,338		$	197,075		$	33,263	16.9	%	17.2	%	16.7	%	0.5	%
Segment Adjusted EBITDA	$	104,444		$	84,284		$	20,160
Segment Adjusted EBITDA Margin	45.3		%	42.8		%

~~THREE~~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 ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the prior year period include the following:

•organic storage rental revenue growth from leases that commenced during the first ~~three~~six months of 2023 and in prior periods, improved pricing and higher pass-through power costs, partially offset by churn of ~~150~~280 basis points;

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

•a ~~180~~250 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.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3743

Table of Contents

Part I. Financial Information

CORPORATE AND OTHER (IN THOUSANDS)


		THREE MONTHS ENDED MARCH 31,									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
				2023				2022													2023				2022
Storage Rental	Storage Rental	$	14,985		$	13,532		$	1,453		10.7	%					12.4	%		8.4	%			4.0	%	Storage Rental	$	15,755					$	13,587			$	2,168			16.0	%		15.8	%	11.5	%	4.3	%
Service	Service	60,533			88,636			(28,103)			(31.7)	%		(30.9)	%		(44.0)	%		13.1	%	Service	64,281				105,383			(41,102)			(39.0)		%		(38.9)		%		(41.0)	%		2.1	%
Revenue	Revenue	$	75,518		$	102,168		$	(26,650)		(26.1)	%		(25.2)	%		(37.1)	%		11.9	%	Revenue	$	80,036			$	118,970		$	(38,934)		(32.7)		%		(32.6)		%		(35.0)	%		2.4	%
Adjusted EBITDA	Adjusted EBITDA	$	(67,611)		$	(59,778)		$	(7,833)													Adjusted EBITDA	$	(77,213)			$	(56,969)		$	(20,244)


	SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE
					DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2023		2022
Storage Rental	$	30,740	$	27,119	$	3,621	13.4	%	14.1	%	10.0	%	4.1	%
Service	124,814		194,019		(69,205)		(35.7)	%	(35.3)	%	(42.4)	%	7.1	%
Revenue	$	155,554	$	221,138	$	(65,584)	(29.7)	%	(29.2)	%	(36.0)	%	6.8	%
Adjusted EBITDA	$	(144,824)	$	(116,747)	$	(28,077)

Primary factors influencing the change in revenue and Adjusted EBITDA in Corporate and Other for the ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to the prior year period include the following:

•a decrease in service revenue in our asset lifecycle management business as a result of component price declines, which we expect to improve from current levels, partially offset by increased volume; and

•a decrease in Adjusted EBITDA driven by the flow through of service revenue declines in our asset lifecycle management ~~business, partially offset by lower professional fees.~~

business.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3844

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, as well as other potential financings (such as the issuance of 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 business acquisitions 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 ~~March 31,~~June 30, 2023 were approximately ~~$36.9~~$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 ~~March 31,~~June 30, 2023 were approximately ~~$78.8~~$124.4 million. There were no Restructuring and other transformation costs related to Project Matterhorn for the three and six months ended ~~March 31,~~June 30, 2022.

CASH FLOWS

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


		2023		2022			2023		2022
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	128,808	$	54,506	Cash Flows from Operating Activities	$	446,094	$	345,924
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(272,543)		(889,754)		Cash Flows from Investing Activities	(645,282)		(991,103)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	149,901		771,553		Cash Flows from Financing Activities	209,827		542,000
Cash and Cash Equivalents, End of Period	Cash and Cash Equivalents, End of Period	146,442		195,660		Cash and Cash Equivalents, End of Period	149,493		144,746

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~three~~six months ended ~~March 31,~~June 30, 2023, net cash flows provided by operating activities increased by ~~$74.3~~$100.2 million compared to the prior year period, primarily due to an increase in cash from working capital of ~~$78.0~~$105.3 million, primarily related to the timing of ~~accrued expenses and collections of~~ accounts receivable collections, partially offset by a decrease in net income (excluding non-cash charges) of ~~$3.7~~$5.1 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

Our significant investing activity during the ~~three~~six months ended ~~March 31,~~June 30, 2023 included cash paid for capital expenditures of ~~$265.9~~$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 ~~three~~six months ended ~~March 31,~~June 30, 2023 included:

•Net proceeds of ~~$358.7~~$990.0 million associated with the issuance of the 7% Notes due 2029 (as defined below).

•Net payments of $403.2 million primarily associated with ~~borrowings under the~~repayments on our Revolving Credit ~~Facility.~~Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).

•Payment of dividends in the amount of ~~$186.5~~$367.1 million on our common stock.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									3945

Table of Contents

Part I. Financial Information

CAPITAL EXPENDITURES

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


		THREE MONTHS ENDED MARCH 31,					SIX MONTHS ENDED JUNE 30,
NATURE OF CAPITAL SPEND	NATURE OF CAPITAL SPEND	2023		2022		NATURE OF CAPITAL SPEND	2023		2022
Growth Investment Capital Expenditures:	Growth Investment Capital Expenditures:					Growth Investment Capital Expenditures:
Data Center	Data Center	$	202,406	$	82,159	Data Center	$	417,861	$	183,815
Real Estate	Real Estate	55,903		27,290		Real Estate	104,862		66,855
Innovation and Other	Innovation and Other	15,536		6,020		Innovation and Other	37,644		20,958
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	273,845		115,469		Total Growth Investment Capital Expenditures	560,367		271,628
Recurring Capital Expenditures:	Recurring Capital Expenditures:					Recurring Capital Expenditures:
Real Estate	Real Estate	5,369		7,541		Real Estate	$	19,552	$	23,672
Non-Real Estate	Non-Real Estate	19,801		24,776		Non-Real Estate	34,662		37,834
Data Center	Data Center	2,493		2,468		Data Center	6,415		5,678
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	27,663		34,785		Total Recurring Capital Expenditures	60,629		67,184
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	301,508		150,254		Total Capital Spend (on accrual basis)	$	620,996	$	338,812
Net (decrease) increase in prepaid capital expenditures	Net (decrease) increase in prepaid capital expenditures	(766)		1,051		Net (decrease) increase in prepaid capital expenditures	(630)		1,407
Net (increase) decrease in accrued capital expenditures	Net (increase) decrease in accrued capital expenditures	(34,836)		9,745		Net (increase) decrease in accrued capital expenditures	(19,608)		(9,999)
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	265,906	$	161,050	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 ~~$1,000.0~~$1,200.0 million for the year ending December 31, 2023. Of this, we expect our capital expenditures for growth investment to be approximately ~~$855.0~~$1,055.0 million, and our recurring capital expenditures to approach $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 ~~three~~six months of 2023 and fiscal year 2022.

On ~~May 4,~~August 3, 2023, we declared a dividend to our stockholders of record as of ~~June~~September 15, 2023 of ~~$0.6185~~$0.65 per share, payable on ~~July 6,~~October 5, 2023.


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									4046

Table of Contents

Part I. Financial Information

FINANCIAL INSTRUMENTS AND DEBT

Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents (including money market funds) and accounts receivable. The only significant concentration of liquid investments as of ~~March 31,~~June 30, 2023 is related to cash and cash equivalents held in money ~~mark~~market funds. See Note 2.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market funds.

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


		MARCH 31, 2023							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)	$	1,439,000	$	(5,687)	$	1,433,313	Revolving Credit Facility(1)	$	679,500	$	(5,332)	$	674,168
Term Loan A(1)	Term Loan A(1)	237,500		—		237,500		Term Loan A(1)	234,375		—		234,375
Term Loan B~~(1)~~(3)	Term Loan B~~(1)~~(3)	664,379		(3,434)		660,945		Term Loan B~~(1)~~(3)	662,685		(3,122)		659,563
Australian Dollar Term Loan	Australian Dollar Term Loan	197,929		(585)		197,344		Australian Dollar Term Loan	196,333		(543)		195,790
UK Bilateral Revolving Credit Facility	UK Bilateral Revolving Credit Facility	173,153		—		173,153		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")	494,722		(2,413)		492,309		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")(2)	47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)	1,000,000		(6,399)		993,601		47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)	1,000,000		(6,043)		993,957
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)	51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)	825,000		(5,904)		819,096		51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)	825,000		(5,609)		819,391
5% Senior Notes due 2028 (the "5% Notes due 2028")(2)	5% Senior Notes due 2028 (the "5% Notes due 2028")(2)	500,000		(3,859)		496,141		5% Senior Notes due 2028 (the "5% Notes due 2028")(2)	500,000		(3,678)		496,322
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		(9,403)		990,597		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		(11,031)		1,288,969		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		(9,850)		1,090,150		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		(12,185)		737,815		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")(2)	55/8% Senior Notes due 2032 (the "55/8% Notes")(2)	600,000		(5,421)		594,579		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	434,283		(522)		433,761		Real Estate Mortgages, Financing Lease Liabilities and Other	457,724		(483)		457,241
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	325,000		(477)		324,523		Accounts Receivable Securitization Program	343,100		(426)		342,674
Total Long-term Debt	Total Long-term Debt	11,040,966		(77,170)		10,963,796		Total Long-term Debt	11,332,500		(85,688)		11,246,812
Less Current Portion	Less Current Portion	(101,608)		—		(101,608)		Less Current Portion	(102,582)		—		(102,582)
Long-term Debt, Net of Current Portion	Long-term Debt, Net of Current Portion	$	10,939,358	$	(77,170)	$	10,862,188	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 Annual Report and Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our long-term debt.

~~LETTERS OF CREDIT~~MAY 2023 OFFERING

AsOn May 15, 2023, Iron Mountain Incorporated completed a private offering of ~~March 31, 2023,~~(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 par call date, we ~~had~~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 $990.0 million from the issuance of the 7% Notes due 2029, after deducting the initial purchasers' commissions, were used to repay a portion of the outstanding ~~letters of credit totaling $39.8 million, of which $3.9 million reduce~~borrowings under our ~~borrowing capacity under the~~ Revolving Credit Facility. ~~The letters of credit expire at various dates between June 2023 and July 2025.~~


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Part I. Financial Information

ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM

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 to $360.0 million. All other material terms of the Accounts Receivable Securitization Program remain the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report.

LETTERS OF CREDIT

As of June 30, 2023, we had outstanding letters of credit totaling $40.4 million, of which $4.4 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between September 2023 and 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. 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 ~~March 31,~~June 30, 2023 are as follows:

~~MARCH 31,~~JUNE 30, 2023

MAXIMUM/MINIMUM ALLOWABLE

Net total lease adjusted leverage ratio

5.1

Maximum allowable of 7.0

Fixed charge coverage ratio

~~2.4~~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 ~~March 31,~~June 30, 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.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									48

Table of Contents

Part I. Financial Information

DERIVATIVE INSTRUMENTS

INTEREST RATE SWAP AGREEMENTS

In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These forward-starting interest rate swap agreements commenced in March 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.

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). ~~The~~This forward-starting interest rate swap agreement ~~commences~~commenced in July 2023 and expires in October 2025. As of both ~~March 31,~~June 30, 2023 and December 31, 2022, we have $4.8 million in notional value outstanding on this forward-starting interest rate swap agreement.

In July 2019, we entered into forward-starting interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. These forward-starting interest rate swap agreements commenced in March 2022. As of both March 31, 2023 and December 31, 2022, we have $350.0 million in notional value outstanding on these interest rate swap agreements, which expire in March 2024.


~~IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q~~									42

~~Table of Contents~~

~~Part I. Financial Information~~

CROSS-CURRENCY SWAP AGREEMENTS

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 ~~March 31,~~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.

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 $59.1 million (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.

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. pursuant to which the equityholders of the MakeSpace JV contributed their ownership interests in the MakeSpace JV, and 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.


IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q									49

Table of Contents

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

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. Through December 31, 2022, we made two investments totaling approximately 7,500.0 million Indian rupees (or approximately $96.2 million, based upon the exchange rates between the United States dollar and Indian rupee on the closing date of each investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV. ~~Under~~On July 7, 2023, we made our final contractual investment in the ~~terms of the original~~ Web Werks JV ~~shareholder agreement, we were required to make an additional investment~~ of approximately 3,750.0 million Indian rupees ~~by May 2023. In April 2023,~~(or approximately $45.3 million, based upon the ~~original~~exchange rate between the United States dollar and Indian rupee on the closing date of this investment). After the final contractual payment, our interest in the Web Werks JV ~~shareholder agreement was amended~~increased to ~~extend~~63.39% and we assumed control of its board of directors. For financial reporting periods beginning after July 7, 2023, the ~~period by which the investment is required to~~Web Werks JV will be ~~made to May 2024.~~consolidated within our Global Data Center Business segment.

JOINT VENTURE SUMMARY

March 31, 2023 DECEMBER 31, 2022
CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST
Web Werks JV $ 98,637 53.58 % $ 98,278 53.58 %
Joint venture with AGC Equity Partners 36,579 20.00 % 37,194 20.00 %
Joint venture with Clutter, Inc. 50,712 26.73 % 54,172 26.73 %

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


	JUNE 30, 2023				DECEMBER 31, 2022
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Web Werks JV	$	98,650	53.58	%	$	98,278	53.58	%
Joint venture with AGC Equity Partners	59,394		20.00	%	37,194		20.00	%
Clutter JV	—		—	%	54,172		26.73	%


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									4350

Table of Contents

Part I. Financial Information

ITEM 4. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, accumulated, summarized, communicated and reported to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of ~~March 31,~~June 30, 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.

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

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


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Table of Contents

Part II. Other Information

PART II. OTHER INFORMATION

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

We did not sell any unregistered equity securities during the three months ended ~~March 31,~~June 30, 2023, nor did we repurchase any shares of our common stock during the three months ended ~~March 31,~~June 30, 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 ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									4653

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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: ~~May 4,~~August 3, 2023


IRON MOUNTAIN ~~MARCH 31,~~JUNE 30, 2023 FORM 10-Q									4754