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,~~September 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 28,~~October 27, 2023, the registrant had ~~291,623,270~~291,989,568 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~~September ~~, 202~~3 30, 2023 and December 31, 2022
		3	Condensed Consolidated Statements of Operations for the Three Months Ended September ~~March~~ 3 1 ~~, 202~~3 30, 2023 and 2022
		4	4Condensed Consolidated Statements of Operations for the Nine Months Ended September 30, 2023 and 2022
		5	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended ~~March 31,~~September 30, 2023 and 2022
		56	Condensed Consolidated Statements of Equity for the Three and Nine Months Ended ~~March 31,~~Septe mber 30, 2023 ~~and 2022~~
		7	6Condensed Consolidated Statements of Equity for the Three and Nine Months Ended September 30, 2022
		8	Condensed Consolidated Statements of Cash Flows for the ~~Three~~Nine Months Ended ~~March 31~~September ~~, 202~~3 30, 2023 and 2022
		79	Notes to Condensed Consolidated Financial Statements
	2531	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	4453	ITEM 4.	Controls and Procedures

PART II—OTHER INFORMATION
	4655	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds
	55	ITEM 5.	Other Information
	4655	ITEM 6.	Exhibits
	4756	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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			SEPTEMBER 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	$	170,502	$	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 $71,152 and $54,143 as of September 30, 2023 and December 31, 2022, respectively)						Accounts receivable (less allowances of $71,152 and $54,143 as of September 30, 2023 and December 31, 2022, respectively)	1,167,654		1,174,915

Prepaid expenses and other	Prepaid expenses and other	280,169		230,433		Prepaid expenses and other	278,888		230,433

Total Current Assets	Total Current Assets	1,600,937		1,547,145		Total Current Assets	1,617,044		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	9,877,866		9,025,765
Less—Accumulated depreciation	Less—Accumulated depreciation	(3,944,300)		(3,910,321)		Less—Accumulated depreciation	(3,986,450)		(3,910,321)
Property, Plant and Equipment, Net	Property, Plant and Equipment, Net	5,342,573		5,115,444		Property, Plant and Equipment, Net	5,891,416		5,115,444
Other Assets, Net:	Other Assets, Net:					Other Assets, Net:
Goodwill	Goodwill	4,896,761		4,882,734		Goodwill	4,938,075		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	1,353,139		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	2,620,582		2,583,704
Other	Other	578,171		588,342		Other	456,662		588,342
Total Other Assets, Net	Total Other Assets, Net	9,522,199		9,477,925		Total Other Assets, Net	9,368,458		9,477,925
Total Assets	Total Assets	$	16,465,709	$	16,140,514	Total Assets	$	16,876,918	$	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	$	107,984	$	87,546
Accounts payable	Accounts payable	512,269		469,198		Accounts payable	448,319		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)	1,109,492		1,031,910
Deferred revenue	Deferred revenue	335,393		328,910		Deferred revenue	325,493		328,910
Total Current Liabilities	Total Current Liabilities	2,006,590		1,917,564		Total Current Liabilities	1,991,288		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	11,548,229		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	2,479,223		2,429,167
Other Long-term Liabilities	Other Long-term Liabilities	170,391		317,376		Other Long-term Liabilities	158,446		317,376
Deferred Income Taxes	Deferred Income Taxes	271,504		263,005		Deferred Income Taxes	273,831		263,005
Commitments and Contingencies	Commitments and Contingencies					Commitments and Contingencies
Redeemable Noncontrolling Interests	Redeemable Noncontrolling Interests	95,630		95,160		Redeemable Noncontrolling Interests	163,270		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 291,927,407 and 290,830,296 shares as of September 30, 2023 and December 31, 2022, respectively)						Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 291,927,407 and 290,830,296 shares as of September 30, 2023 and December 31, 2022, respectively)	2,919		2,908
Additional paid-in capital	Additional paid-in capital	4,459,265		4,468,035		Additional paid-in capital	4,508,384		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	(3,790,794)		(3,392,272)
Accumulated other comprehensive items, net	Accumulated other comprehensive items, net	(405,768)		(442,003)		Accumulated other comprehensive items, net	(458,003)		(442,003)
Total Iron Mountain Incorporated Stockholders' Equity	Total Iron Mountain Incorporated Stockholders' Equity	545,464		636,668		Total Iron Mountain Incorporated Stockholders' Equity	262,506		636,668
Noncontrolling Interests	Noncontrolling Interests	125		125		Noncontrolling Interests	125		125
Total Equity	Total Equity	545,589		636,793		Total Equity	262,631		636,793
Total Liabilities and Equity	Total Liabilities and Equity	$	16,465,709	$	16,140,514	Total Liabilities and Equity	$	16,876,918	$	16,140,514

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


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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 SEPTEMBER 30,
		2023		2022			2023		2022
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	810,089	$	751,070	Storage rental	$	858,656	$	760,370
Service	Service	504,260		496,976		Service	529,519		526,575

Total Revenues	Total Revenues	1,314,349		1,248,046		Total Revenues	1,388,175		1,286,945
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)	592,201		546,041

Selling, general and administrative	Selling, general and administrative	294,520		280,723		Selling, general and administrative	315,030		285,299
Depreciation and amortization	Depreciation and amortization	182,094		183,615		Depreciation and amortization	198,757		175,077
Acquisition and Integration Costs	Acquisition and Integration Costs	1,595		15,661		Acquisition and Integration Costs	9,909		5,554
Restructuring and other transformation	Restructuring and other transformation	36,913		—		Restructuring and other transformation	38,861		3,382

(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						(Gain) loss on disposal/write-down of property, plant and equipment, net	(4,416)		(14,170)
Total Operating Expenses	Total Operating Expenses	1,073,687		1,025,916		Total Operating Expenses	1,150,342		1,001,183
Operating Income (Loss)	Operating Income (Loss)	240,662		222,130		Operating Income (Loss)	237,833		285,762
Interest Expense, Net (includes Interest Income of $2,907 and $1,648 for the three months ended March 31, 2023 and 2022, respectively)		137,169		114,442
Other Expense (Income), Net		21,200		55,901
Interest Expense, Net (includes Interest Income of $4,059 and $2,176 for the three months ended September 30, 2023 and 2022, respectively)						Interest Expense, Net (includes Interest Income of $4,059 and $2,176 for the three months ended September 30, 2023 and 2022, respectively)	152,801		121,767
Other (Income) Expense, Net						Other (Income) Expense, Net	(16,271)		(52,870)
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	101,303		216,865
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	16,758		10,080		Provision (Benefit) for Income Taxes	9,912		23,934

Net Income (Loss)	Net Income (Loss)	65,535		41,707		Net Income (Loss)	91,391		192,931
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	348		767
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	$	91,043	$	192,164
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	$	0.31	$	0.66

Diluted	Diluted	$	0.22	$	0.14	Diluted	$	0.31	$	0.66
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	291,442		290,328		Weighted Average Common Shares Outstanding—Basic	292,148		290,937
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	293,049		291,846		Weighted Average Common Shares Outstanding—Diluted	294,269		292,552

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


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									3

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

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

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

THREE MONTHS ENDED MARCH 31,
2023 2022
Net Income (Loss) $ 65,535 $ 41,707
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustment 40,226 27,453
Change in Fair Value of Derivative Instruments (3,442) 16,766
Total Other Comprehensive Income (Loss): 36,784 44,219
Comprehensive Income (Loss) 102,319 85,926
Comprehensive Income (Loss) Attributable to Noncontrolling Interests 1,489 (362)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 100,830 $ 86,288


	NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022
Revenues:
Storage rental	$	2,499,501	$	2,264,566
Service	1,560,959		1,559,959

Total Revenues	4,060,460		3,824,525
Operating Expenses:
Cost of sales (excluding depreciation and amortization)	1,756,471		1,649,139
Selling, general and administrative	921,355		861,416
Depreciation and amortization	576,218		536,946
Acquisition and Integration Costs	13,015		38,093
Restructuring and other transformation	121,362		3,382


(Gain) loss on disposal/write-down of property, plant and equipment, net	(18,982)		(66,124)
Total Operating Expenses	3,369,439		3,022,852
Operating Income (Loss)	691,021		801,673
Interest Expense, Net (includes Interest Income of $9,256 and $5,995 for the nine months ended September 30, 2023 and 2022, respectively)	434,148		351,266
Other Expense (Income), Net	67,879		(38,186)
Net Income (Loss) Before Provision (Benefit) for Income Taxes	188,994		488,593
Provision (Benefit) for Income Taxes	30,925		52,097


Net Income (Loss)	158,069		436,496
Less: Net Income (Loss) Attributable to Noncontrolling Interests	2,317		1,952
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	155,752	$	434,544
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:


Basic	$	0.53	$	1.49



Diluted	$	0.53	$	1.49
Weighted Average Common Shares Outstanding—Basic	291,805		290,673
Weighted Average Common Shares Outstanding—Diluted	293,615		292,294

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


~~IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q~~									4

~~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
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, December 31, 2022 $ 636,793 290,830,296 $ 2,908 $ 4,468,035 $ (3,392,272) $ (442,003) $ 125 $ 95,160
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation (8,762) 754,703 8 (8,770) — — — —
Parent cash dividends declared (183,272) — — — (183,272) — — —
Other comprehensive income (loss) 36,235 — — — — 36,235 — 549
Net income (loss) 64,595 — — — 64,595 — — 940
Noncontrolling interests dividends — — — — — — — (1,019)
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

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


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

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

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

(IN THOUSANDS) (UNAUDITED)


	THREE MONTHS ENDED SEPTEMBER 30,
	2023		2022
Net Income (Loss)	$	91,391	$	192,931
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment	(80,168)		(175,098)
Change in Fair Value of Derivative Instruments	6,184		32,233
Reclassifications from Accumulated Other Comprehensive Items, net	(2,527)		—
Total Other Comprehensive (Loss) Income:	(76,511)		(142,865)
Comprehensive Income (Loss)	14,880		50,066
Comprehensive (Loss) Income Attributable to Noncontrolling Interests	(404)		408
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	15,284	$	49,658


	NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022
Net Income (Loss)	$	158,069	$	436,496
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment	(21,907)		(335,431)
Change in Fair Value of Derivative Instruments	10,638		83,210
Reclassifications from Accumulated Other Comprehensive Items, net	(5,054)		—
Total Other Comprehensive (Loss) Income:	(16,323)		(252,221)
Comprehensive Income (Loss)	141,746		184,275
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	1,994		865
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	139,752	$	183,410

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

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


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									5

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)


THREE MONTHS ENDED SEPTEMBER 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, June 30, 2023	$	416,343	291,824,958	$	2,918	$	4,488,492	$	(3,692,948)	$	(382,244)	$	125	$	104,059
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	20,293		102,449	1		20,292		—		—		—		—
Changes in equity related to redeemable noncontrolling interests	(400)		—	—		(400)		—		—		—		—
Parent cash dividends declared	(188,889)		—	—		—		(188,889)		—		—		—
Other comprehensive (loss) income	(75,759)		—	—		—		—		(75,759)		—		(752)

Net income (loss)	91,043		—	—		—		91,043		—		—		348

Noncontrolling interests dividends	—		—	—		—		—		—		—		(905)
Purchase of noncontrolling interests	—		—	—		—		—		—		—		60,520

Balance, September 30, 2023	$	262,631	291,927,407	$	2,919	$	4,508,384	$	(3,790,794)	$	(458,003)	$	125	$	163,270

NINE MONTHS ENDED SEPTEMBER 30, 2023
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2022	$	636,793	290,830,296	$	2,908	$	4,468,035	$	(3,392,272)	$	(442,003)	$	125	$	95,160
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	39,393		1,097,111	11		39,382		—		—		—		—
Changes in equity related to redeemable noncontrolling interests	967		—	—		967		—		—		—		(1,367)
Parent cash dividends declared	(554,274)		—	—		—		(554,274)		—		—		—
Other comprehensive (loss) income	(16,000)		—	—		—		—		(16,000)		—		(323)

Net income (loss)	155,752		—	—		—		155,752		—		—		2,317
Noncontrolling interests equity contributions	—		—	—		—		—		—		—		9,900
Noncontrolling interests dividends	—		—	—		—		—		—		—		(2,937)
Purchase of noncontrolling interests	—		—	—		—		—		—		—		60,520

Balance, September 30, 2023	$	262,631	291,927,407	$	2,919	$	4,508,384	$	(3,790,794)	$	(458,003)	$	125	$	163,270

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


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									6

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)


THREE MONTHS ENDED SEPTEMBER 30, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, June 30, 2022	$	651,775	290,679,958	$	2,907	$	4,432,009	$	(3,340,992)	$	(446,975)	$	4,826	$	93,957
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	13,979		7,984	—		13,979		—		—		—		—

Parent cash dividends declared	(181,385)		—	—		—		(181,385)		—		—		—
Other comprehensive (loss) income	(142,828)		—	—		—		—		(142,506)		(322)		(37)

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


Noncontrolling interests dividends	—		—	—		—		—		—		—		(732)


Balance, September 30, 2022	$	533,839	290,687,942	$	2,907	$	4,445,988	$	(3,330,213)	$	(589,481)	$	4,638	$	93,821

NINE MONTHS ENDED SEPTEMBER 30, 2022
			IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
			COMMON STOCK			ADDITIONAL PAID-IN CAPITAL		(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS		ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET		NONCONTROLLING INTERESTS		REDEEMABLE NONCONTROLLING INTERESTS
	TOTAL		SHARES	AMOUNTS
Balance, December 31, 2021	$	857,068	289,757,061	$	2,898	$	4,412,553	$	(3,221,152)	$	(338,347)	$	1,116	$	72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	36,939		930,881	9		36,930		—		—		—		—
Changes in equity related to noncontrolling interests	2,626		—	—		(1,009)		—		—		3,635		1,009
Parent cash dividends declared	(543,605)		—	—		—		(543,605)		—		—		—
Other comprehensive (loss) income	(251,615)		—	—		—		—		(251,134)		(481)		(606)

Net income (loss)	434,912		—	—		—		434,544		—		368		1,584
Noncontrolling interests equity contributions and related costs	(2,486)		—	—		(2,486)		—		—		—		21,547
Noncontrolling interests dividends	—		—	—		—		—		—		—		(2,124)
Balance, September 30, 2022	$	533,839	290,687,942	$	2,907	$	4,445,988	$	(3,330,213)	$	(589,481)	$	4,638	$	93,821

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


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									7

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS) (UNAUDITED)


	NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022
Cash Flows from Operating Activities:
Net income (loss)	$	158,069	$	436,496


Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	387,327		350,626
Amortization (includes amortization of deferred financing costs and discounts of $13,580 and $13,536 for the nine months ended September 30, 2023 and 2022, respectively)	202,471		199,856

Revenue reduction associated with amortization of customer inducements and above- and below-market leases	5,206		5,532
Stock-based compensation expense	53,195		45,923
(Benefit) provision for deferred income taxes	(7,727)		(22,991)
Loss on early extinguishment of debt	—		671
(Gain) loss on disposal/write-down of property, plant and equipment, net	(18,982)		(66,124)


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	55,768		(101,329)
(Increase) decrease in assets	(6,889)		(219,173)
(Decrease) increase in liabilities	(200,064)		(139,136)




Cash Flows from Operating Activities	666,374		560,355


Cash Flows from Investing Activities:
Capital expenditures	(962,294)		(596,801)
Cash paid for acquisitions, net of cash acquired	(33,932)		(724,213)

Acquisition of customer relationships	—		(1,901)
Customer inducements	(5,799)		(4,288)
Contract fulfillment costs	(61,960)		(49,874)

Investments in joint ventures and other investments	(15,830)		(46,100)
Proceeds from sales of property and equipment and other, net	44,732		119,417
Cash Flows from Investing Activities	(1,035,083)		(1,303,760)


Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt	(13,654,869)		(8,038,964)
Proceeds from revolving credit facility, term loan facilities and other debt	13,630,522		9,240,478

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	(2,937)		(2,124)

Parent cash dividends	(547,667)		(544,069)


Net (payments) proceeds associated with employee stock-based awards	(13,802)		(8,984)

Other, net	(7,275)		(9,437)
Cash Flows from Financing Activities	403,872		658,447


Effect of Exchange Rates on Cash and Cash Equivalents	(6,458)		(15,647)
Increase (decrease) in Cash and Cash Equivalents	28,705		(100,605)
Cash and Cash Equivalents, Beginning of Period	141,797		255,828
Cash and Cash Equivalents, End of Period	$	170,502	$	155,223
Supplemental Information:
Cash Paid for Interest	$	470,273	$	410,851
Cash Paid for Income Taxes, Net	$	74,948	$	77,765
Non-Cash Investing and Financing Activities:

Financing Leases and Other	$	104,613	$	18,774
Accrued Capital Expenditures	$	176,596	$	137,802

Deferred Purchase Obligations and Other Deferred Payments	$	4,786	$	279,734
Dividends Payable	$	200,879	$	190,095

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


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									8

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

1. GENERAL

The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us"), have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America 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~~nine months ended ~~March 31,~~September 30, 2023 is as follows:

Balance as of December 31, 2022

54,143

Credit memos charged to revenue

~~23,392~~69,587

Allowance for bad debts charged to expense

~~10,242~~27,934

Deductions and other(1)

~~(26,738)~~(80,512)

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

~~61,039~~71,152

(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,~~SEPTEMBER 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,~~September 30, 2023 and December 31, 2022 are as follows:


DESCRIPTION	DESCRIPTION	MARCH 31, 2023		DECEMBER 31, 2022		DESCRIPTION	SEPTEMBER 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	$	2,620,582	$	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)	300,424		251,690
Liabilities:	Liabilities:					Liabilities:
Current	Current					Current
Operating lease liabilities	Operating lease liabilities	$	293,795	$	288,738	Operating lease liabilities	$	276,191	$	288,738
Financing lease liabilities(1)	Financing lease liabilities(1)	47,516		43,857		Financing lease liabilities(1)	55,744		43,857
Long-term	Long-term					Long-term
Operating lease liabilities	Operating lease liabilities	$	2,513,817	$	2,429,167	Operating lease liabilities	$	2,479,223	$	2,429,167
Financing lease liabilities(1)	Financing lease liabilities(1)	294,517		289,048		Financing lease liabilities(1)	316,043		289,048

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

The components of the lease expense for the three and nine months ended ~~March 31,~~September 30, 2023 and 2022 are as follows:


		THREE MONTHS ENDED MARCH 31,					THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 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)	$	172,040	$	145,293	$	489,153	$	428,686
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	$	11,004	$	10,186	$	31,214	$	32,218
Interest expense for financing lease liabilities	Interest expense for financing lease liabilities	4,341		4,678		Interest expense for financing lease liabilities	4,843		4,126		13,600		13,163

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of ~~$31,580~~$34,866 and ~~$30,508~~$100,864 for the three and nine months ended ~~March 31,~~September 30, 2023, respectively, and $30,730 and $89,647 for the three and nine months ended September 30, 2022, respectively.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									10

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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


		THREE MONTHS ENDED MARCH 31,					NINE MONTHS ENDED SEPTEMBER 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	$	334,806	$	302,442

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)	13,600		13,163
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	35,124		29,254

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	$	65,874	$	145,133
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)	234,194		485,673

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


~~IRON MOUNTAIN MARCH 31, 2023 FORM 10-Q~~									8

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

D. GOODWILL

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

The changes in the carrying value of goodwill attributable to each reportable segment for the ~~three~~nine months ended ~~March 31,~~September 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
Tax deductible goodwill acquired during the period	—		—		11,045		11,045

Non-tax deductible goodwill acquired during the period	33,873		31,228		383		65,484

Fair value and other adjustments	(80)		—		2,333		2,253
Currency translation adjustments	(21,532)		(1,799)		(110)		(23,441)
Goodwill balance, net of accumulated amortization as of September 30, 2023	$	3,865,207	$	447,931	$	624,937	$	4,938,075
Accumulated goodwill impairment balance as of September 30, 2023	$	132,409	$	—	$	26,011	$	158,420


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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,~~September 30, 2023 and December 31, 2022 are as follows:


				FAIR VALUE MEASUREMENTS AT MARCH 31, 2023 USING									FAIR VALUE MEASUREMENTS AT SEPTEMBER 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 SEPTEMBER 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	$	10,197	$	—	$	10,197	$	—
Time Deposits	Time Deposits	1,721		—		1,721		—		Time Deposits	45,910		—		45,910		—
Trading Securities	Trading Securities	9,380		9,347		33		—		Trading Securities	9,917		8,418		1,499		—
Derivative Assets	Derivative Assets	42,105		—		42,105		—		Derivative Assets	39,478		—		39,478		—
Derivative Liabilities	Derivative Liabilities	3,443		—		3,443		—		Derivative Liabilities	38		—		38		—
Deferred Purchase Obligations(1)	Deferred Purchase Obligations(1)	197,222		—		—		197,222		Deferred Purchase Obligations(1)	206,755		—		—		206,755


			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 nine months ended ~~March 31,~~September 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,~~September 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, (ii) the redemption value of recently acquired noncontrolling interests and previously held equity interests (both as disclosed in Note 3) and (iii) assets acquired and liabilities assumed through our acquisitions that occurred during the nine months ended September 30, 2023, all of which are based on Level 3 inputs.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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 nine months ended ~~March 31,~~September 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 SEPTEMBER 30, 2023						THREE MONTHS ENDED SEPTEMBER 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	$	(396,677)	$	14,433	$	(382,244)	$	(500,629)	$	53,654	$	(446,975)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments	(79,416)		—		(79,416)		(174,739)		—		(174,739)
Change in fair value of derivative instruments	—		6,184		6,184		—		32,233		32,233
Reclassifications from accumulated other comprehensive items, net	—		(2,527)		(2,527)		—		—		—
Total other comprehensive (loss) income	(79,416)		3,657		(75,759)		(174,739)		32,233		(142,506)
End of Period	$	(476,093)	$	18,090	$	(458,003)	$	(675,368)	$	85,887	$	(589,481)


	NINE MONTHS ENDED SEPTEMBER 30, 2023						NINE MONTHS ENDED SEPTEMBER 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 (loss) income:
Foreign currency translation and other adjustments	(21,584)		—		(21,584)		(334,344)		—		(334,344)
Change in fair value of derivative instruments	—		10,638		10,638		—		83,210		83,210
Reclassifications from accumulated other comprehensive items, net	—		(5,054)		(5,054)		—		—		—
Total other comprehensive (loss) income	(21,584)		5,584		(16,000)		(334,344)		83,210		(251,134)
End of Period	$	(476,093)	$	18,090	$	(458,003)	$	(675,368)	$	85,887	$	(589,481)

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,~~September 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.~~


	SEPTEMBER 30, 2023						DECEMBER 31, 2022
	GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
Intake Costs asset	$	77,937	$	(47,081)	$	30,856	$	68,345	$	(42,132)	$	26,213
Commissions asset	154,425		(66,777)		87,648		133,145		(58,949)		74,196


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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	SEPTEMBER 30, 2023		DECEMBER 31, 2022
Deferred revenue - Current	Deferred revenue	$	325,493	$	328,910
Deferred revenue - Long-term	Other Long-term Liabilities	22,537		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 associated with our Global Data Center Business for the three and nine months ended September 30, 2023 and 2022 is as follows:


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022		2023		2022
Storage rental revenue	$	123,655	$	96,328	$	342,080	$	273,547

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 nine months ended ~~March 31,~~September 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 SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022		2023		2022
Stock-based compensation expense	$	18,313	$	14,326	$	53,195	$	45,923

As of ~~March 31,~~September 30, 2023, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is ~~$115,329.~~$70,074.

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 nine months ended ~~March 31,~~September 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 SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022		2023		2022
Acquisition and Integration Costs	$	9,909	$	5,554	$	13,015	$	38,093


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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)

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

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


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022(2)		2023(1)		2022(2)
(Gain) loss on disposal/write-down of property, plant and equipment, net(3)	$	(4,416)	$	(14,170)	$	(18,982)	$	(66,124)

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

(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 (INCOME) EXPENSE, NET

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


		THREE MONTHS ENDED MARCH 31,					THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
DESCRIPTION	DESCRIPTION	2023		2022		DESCRIPTION	2023		2022		2023		2022
Foreign currency transaction losses (gains), net		$	14,424	$	(13,201)
Foreign currency transaction (gains) losses, net(1)(2)						Foreign currency transaction (gains) losses, net(1)(2)	$	(29,310)	$	(58,519)	$	177	$	(126,759)
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)	13,039		5,649		67,702		87,902
Other Expense (Income), Net		$	21,200	$	55,901
Other (Income) Expense, Net						Other (Income) Expense, Net	$	(16,271)	$	(52,870)	$	67,879	$	(38,186)

(1)The gains for the three months ended September 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 nine months ended September 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~~nine months ended ~~March 31,~~September 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 nine months ended September 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)~~4).

~~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,~~SEPTEMBER 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 nine months ended September 30, 2023 and 2022 are as follows:


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023(1)		2022(2)		2023(2)		2022(2)
Effective Tax Rate	9.8	%	11.0	%	16.4	%	10.7	%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2023 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other (income) expense, net during the period, for which there was no tax impact.

(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 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 (income) expense, net and Gain (loss) on disposal/write-down of property, plant and equipment, net, during the period for which there was an insignificant tax impact. During the first quarter of 2022, there was also a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries 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 nine months ended September 30, 2023 and 2022 are as follows:


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023		2022		2023		2022
Net Income (Loss)	$	91,391	$	192,931	$	158,069	$	436,496
Less: Net Income (Loss) Attributable to Noncontrolling Interests	348		767		2,317		1,952
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	91,043	$	192,164	$	155,752	$	434,544
Weighted-average shares—basic	292,148,000		290,937,000		291,805,000		290,673,000
Effect of dilutive potential stock options	1,592,000		1,133,952		1,376,000		1,126,280
Effect of dilutive potential RSUs and PUs	529,000		480,919		434,000		494,956
Weighted-average shares—diluted	294,269,000		292,551,871		293,615,000		292,294,236
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic	$	0.31	$	0.66	$	0.53	$	1.49
Diluted	$	0.31	$	0.66	$	0.53	$	1.49
Antidilutive stock options, RSUs and PUs excluded from the calculation	16,820		220,421		106,561		403,362

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,~~SEPTEMBER 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

WEB WERKS

On July 7, 2023, we made our final contractual investment in the Web Werks JV (as defined in Note 4) of approximately 3,750,000 Indian rupees (or approximately $45,300, based upon the exchange rate between the United States dollar and Indian rupee on the closing date of this investment) (the "Web Werks Transaction"). As a result of the Web Werks Transaction, our interest in the Web Werks JV increased to 63.39%, we assumed control of its board of directors and the financial results of the Web Werks JV are now consolidated within our Global Data Center Business segment. We recognized noncontrolling interests of approximately $78,600 based upon the fair value attributable to these interests at the time of the Web Werks Transaction, of which approximately $18,100 of the noncontrolling interests were determined to be a current liability and included as a component of Accrued expenses and other current liabilities on our Condensed Consolidated Balance Sheet.

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 $60,600 (the “Clutter Acquisition”). The financial results of the Clutter JV are now consolidated within our Global RIM Business segment. In October 2023, we sold 15% of the equity interests in Clutter to certain former stakeholders of the Clutter JV for total consideration of $7,500.


IRON MOUNTAIN SEPTEMBER 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)

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 nine months ended September 30, 2023 is as follows:


	NINE MONTHS ENDED SEPTEMBER 30, 2023
Cash Paid (gross of cash acquired)(1)	$	88,518
Deferred Purchase Obligation, Purchase Price Holdbacks and Other	4,790
Fair Value of Previously Held Equity Interest(2)	99,718
Fair Value of Noncontrolling Interest(2)	78,598
Settlement of Pre-Existing Relationships	21,641
Total Consideration	293,265
Fair Value of Identifiable Assets Acquired:
Cash and Cash Equivalents	58,393
Accounts Receivable, Prepaid Expenses and Other Assets	27,561
Property, Plant and Equipment	118,438
Customer and Supplier Relationship Intangible Assets(3)	29,029
Data Center Lease-Based Intangible Assets(4)	18,161
Data Center Tenant Relationships(5)	22,701
Other Intangible Assets	2,180
Operating Lease Right-of-Use Assets	27,272
Fair Value of Identifiable Liabilities Assumed	(86,999)
Goodwill Initially Recorded(6)	$	76,529

(1)Cash paid for acquisitions, net in our Condensed Consolidated Statement of Cash Flows includes (i) cash acquired of $58,393 relating to acquisitions completed during the nine months ended September 30, 2023 and (ii) contingent and other payments of $3,807 for the nine months ended September 30, 2023 relating to acquisitions completed prior to January 1, 2023.

(2)The fair values of the previously held equity interest and the noncontrolling interest were determined to be the respective interest’s proportionate share of the fair value of net assets acquired, as of the acquisition date.

(3)The preliminary weighted average life of the customer and supplier relationship intangible assets acquired is approximately 5 years.

(4)The preliminary weighted average life of the data center lease-based intangible assets is approximately 4 years.

(5)The preliminary weighted average life of the data center tenant relationships is approximately 4 years.

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

The preliminary purchase price allocations that are not finalized as of September 30, 2023 relate to the final assessment of the fair values of property, plant and equipment and intangible assets associated with the acquisitions we closed during the nine months ended September 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 nine months ended September 30, 2023were not material to our results from operations.


IRON MOUNTAIN SEPTEMBER 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)

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 SEPTEMBER 30, 2022		NINE MONTHS ENDED SEPTEMBER 30, 2022
Total Revenues	$	1,286,945	$	3,842,499
Income from Continuing Operations	$	192,931	$	436,627

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 (income) expense, 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 (income) expense, 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~~In July 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~~JV. See Note 3.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									19

Table of ~~3,750,000 Indian rupees by May 2023.~~ Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In ~~April 2023, the original Web Werks JV shareholder agreement was amended to extend the period by which the investment is required to be made to May 2024.~~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,~~September 30, 2023 and December 31, 2022 are as follows:


		MARCH 31, 2023				DECEMBER 31, 2022					SEPTEMBER 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	$	—	—	%	$	98,278	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")	58,154		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 November 2022, we entered into a forward-starting~~We utilize 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 forward-starting interest rate swap agreement commences in July 2023 and expires in October 2025. As of both March 31, 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 designated as cash flow hedges to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. ~~These forward-starting~~Certain of our 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~~amounts that will increase with the underlying hedged transaction. Under our interest rate swap agreements, ~~which expire~~we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month Secured Overnight Financing Rate (“SOFR”), in ~~March 2024.~~

~~We have designated each~~exchange for the payment of fixed interest rates as specified in the interest rate swap ~~agreements described above as cash flow hedges. These~~agreements. Our 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.

In April 2023, in anticipation of the discontinuance of the London Interbank Offered Rate ("LIBOR") reference rate on June 30, 2023, we terminated interest rate swap agreements with notional amounts totaling $350,000 that were indexed to the one-month LIBOR benchmark rate. 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 termination date through March 2024, the original maturity date of these interest rate swap agreements.

As of September 30, 2023 and December 31, 2022, we have approximately $438,000 and $354,800, respectively, in notional value outstanding on our interest rate swap agreements, with maturity dates ranging from October 2025 through February 2026.

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,~~September 30, 2023 and December 31, 2022, we have approximately $509,200 and $469,200, respectively, in notional value outstanding on cross-currency interest rate swaps, with maturity dates ranging from August ~~2023~~2024 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.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									20

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)

The fair value of derivative instruments recognized in our Condensed Consolidated Balance Sheets at ~~March 31,~~September 30, 2023 and December 31, 2022, by derivative instrument, are as follows:


		MARCH 31, 2023				DECEMBER 31, 2022					SEPTEMBER 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	$	11,519	$	38	$	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	27,959		—		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,~~September 30, 2023, ~~$11,538~~$3,938 is included within Prepaid expenses and other, ~~$30,567~~$35,540 is included within Other assets ~~$2,292~~and $38 is included ~~within Accrued expense and~~with 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,~~September 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 $18,090, which include $5,054 related to our terminated interest rate swap agreements.

(3)As of ~~March 31,~~September 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~~$53,980, which include $26,021 related to the excluded component of our cross-currency swap agreements.

Unrealized gains (losses) recognized in Accumulated other comprehensive income during the three and nine months ended September 30, 2023 and 2022, by derivative instrument, are as follows:


	THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
DERIVATIVE INSTRUMENTS	2023		2022		2023		2022
Cash Flow Hedges
Interest rate swap agreements	$	6,184	$	5,157	$	10,638	$	20,559
Net Investment Hedges
Cross-currency swap agreements	5,822		27,076		(15,685)		62,651
Cross-currency swap agreements (excluded component)	5,270		—		16,921		—

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


		THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
DERIVATIVE INSTRUMENTS	Location of gain (loss)	2023		2022		2023		2022
Cash Flow Hedges
Interest rate swap agreements	Interest expense	$	2,527	$	—	$	5,054	$	—
Net Investment Hedges
Cross-currency swap agreements (excluded component)	Interest expense	(5,270)		—		(16,921)		—


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									16

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

~~Unrealized (losses) gains recognized in Accumulated other comprehensive income during the three months ended March 31, 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,
DERIVATIVE INSTRUMENTS Location of (loss) gain 2023 2022
Net Investment Hedges
Cross-currency swap agreements (excluded component) Interest expense $ (5,834) $ —


~~IRON MOUNTAIN MARCH 31, 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									SEPTEMBER 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)	$	1,049,500	$	(4,976)	$	1,044,524	$	1,049,500	$	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)	231,250		—		231,250		231,250		240,625		—		240,625		240,625
Term Loan B~~(1)~~(3)	Term Loan B~~(1)~~(3)	664,379		(3,434)		660,945		665,000		666,073		(3,747)		662,326		666,750		Term Loan B~~(1)~~(3)	660,992		(2,810)		658,182		661,500		666,073		(3,747)		662,326		666,750
Virginia 3 Term Loans																		Virginia 3 Term Loans	26,134		(3,915)		22,219		26,134		—		—		—		—
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	187,853		(491)		187,362		189,349		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	170,858		—		170,858		170,858		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")	488,166		(1,920)		486,246		458,959		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		(5,688)		994,312		913,750		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		(5,314)		819,686		755,906		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		(3,497)		496,503		451,250		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		(11,253)		988,747		972,500		—		—		—		—
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		(8,679)		991,321		872,500		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		(10,279)		1,289,721		1,124,500		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		(9,228)		1,090,772		902,000		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		(11,532)		738,468		615,000		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		(5,130)		594,870		513,000		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	502,787		(443)		502,344		502,787		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	349,200		(372)		348,828		349,200		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	11,741,740		(85,527)		11,656,213				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	(107,984)		—		(107,984)				(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	$	11,633,756	$	(85,527)	$	11,548,229			$	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,~~September 30, 2023 was ~~$807,146~~$1,196,037 (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%~~7.2% and 6.2% as of ~~March 31,~~September 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.

(3)Due to the discontinuance of the 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. All other terms remain the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report.


IRON MOUNTAIN SEPTEMBER 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, 2023~~instruments, which 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~~September 30, 2023.)

VIRGINIA 3 CREDIT AGREEMENT

On August 31, 2023, Iron Mountain Data Centers Virginia 3, LLC, a wholly owned subsidiary of IMI, entered into a credit agreement (the "Virginia 3 Credit Agreement") in order to partially fund the construction of a data center facility in Virginia. The Virginia 3 Credit Agreement consists of a term loan and a letter of credit facility. We have the option to borrow, in the form of term loans, an aggregate outstanding amount not to exceed $275,000 (the "Virginia 3 Term Loans"). The Virginia 3 Credit Agreement requires the payment of a commitment fee on any unused commitments at a rate of 0.75%. The Virginia 3 Term Loans bear interest at SOFR plus 2.50%. The Virginia 3 Credit Agreement is scheduled to mature on August 31, 2026, at which point all obligations will become due. We have two one-year options that allow us to extend the maturity date beyond August 31, 2026, subject to the conditions specified in the Virginia 3 Credit Agreement. As of September 30, 2023, we have $26,134 in outstanding borrowings in Virginia 3 Term Loans.

MAXIMUM AMOUNT

$275,000

OUTSTANDING BORROWING

$26,134

INTEREST RATE

7.8%

As of September 30, 2023

MAY 2023 OFFERING

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

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

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

UK BILATERAL REVOLVING CREDIT FACILITY

MAXIMUM AMOUNT

£140,000

OPTIONAL ADDITIONAL COMMITMENTS

£125,000

INTEREST RATE

7.2%

As of September 30, 2023

Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") have a British pounds sterling Revolving Credit Facility (the "UK Bilateral Revolving Credit Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Revolving Credit Facility is 140,000 British pounds sterling, which was fully drawn as of September 30, 2023. We have the option to request additional commitments of up to 125,000 British pounds sterling, subject to conditions specified in the UK Bilateral Revolving Credit Facility.

On September 19, 2023, the UK Borrowers amended the UK Bilateral Revolving Credit Facility to extend the maturity date from September 24, 2024 to September 24, 2025. All other material terms of the UK Bilateral Revolving Credit Facility remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									1823

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)

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

$349,200

INTEREST RATE

6.4%

As of September 30, 2023

LETTERS OF CREDIT

As of ~~March 31,~~September 30, 2023, we had outstanding letters of credit totaling ~~$39,825,~~$38,434, of which ~~$3,854~~$4,463 reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~June~~October 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.

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,~~September 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.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 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~~nine months ended ~~March 31,~~September 30, 2023, our board of directors declared the following dividends:

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

February 24, 2022

0.6185

March 15, 2022

179,661

April 6, 2022

February 24, 2022

0.6185

March 15, 2022

179,661

April 6, 2022

April 28, 2022

0.6185

June 15, 2022

179,781

July 6, 2022

April 28, 2022

0.6185

June 15, 2022

179,781

July 6, 2022

August 4, 2022

0.6185

September 15, 2022

179,790

October 4, 2022

August 4, 2022

0.6185

September 15, 2022

179,790

October 4, 2022

November 3, 2022

0.6185

December 15, 2022

179,866

January 5, 2023

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

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

August 3, 2023

0.6500

September 15, 2023

189,730

October 5, 2023

On ~~May 4,~~November 2, 2023, we declared a dividend to our stockholders of record as of ~~June~~December 15, 2023 of ~~$0.6185~~$0.65 per share, payable on ~~July 6, 2023.~~January 4, 2024.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									25

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

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

The operations associated with acquisitions completed during the first nine months of 2023 have been incorporated into our existing reportable segments.

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


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 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	$	1,182,652	$	1,091,102	$	3,469,045	$	3,210,469
Adjusted EBITDA	Adjusted EBITDA	477,784		448,795			Adjusted EBITDA	516,548		483,862		1,493,394		1,402,025
Global Data Center Business	Global Data Center Business						Global Data Center Business
Total Revenues	Total Revenues	$	112,305	$	96,987		Total Revenues	$	127,535	$	100,309	$	357,873	$	297,384
Adjusted EBITDA	Adjusted EBITDA	50,635		41,977			Adjusted EBITDA	53,216		42,660		157,660		126,944
Corporate and Other	Corporate and Other						Corporate and Other
Total Revenues	Total Revenues	$	75,518	$	102,168		Total Revenues	$	77,988	$	95,534	$	233,542	$	316,672
Adjusted EBITDA	Adjusted EBITDA	(67,611)		(59,778)			Adjusted EBITDA	(69,802)		(57,088)		(214,626)		(173,835)
Total Consolidated	Total Consolidated						Total Consolidated
Total Revenues	Total Revenues	$	1,314,349	$	1,248,046		Total Revenues	$	1,388,175	$	1,286,945	$	4,060,460	$	3,824,525
Adjusted EBITDA	Adjusted EBITDA	460,808		430,994			Adjusted EBITDA	499,962		469,434		1,436,428		1,355,134


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2026

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 (income) 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 nine months ended ~~March 31,~~September 30, 2023 and 2022 is as follows:


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
		2023		2022				2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707		Net Income (Loss)	$	91,391	$	192,931	$	158,069	$	436,496
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Interest expense, net	Interest expense, net	137,169		114,442			Interest expense, net	152,801		121,767		434,148		351,266
Provision (benefit) for income taxes	Provision (benefit) for income taxes	16,758		10,080			Provision (benefit) for income taxes	9,912		23,934		30,925		52,097
Depreciation and amortization	Depreciation and amortization	182,094		183,615			Depreciation and amortization	198,757		175,077		576,218		536,946
Acquisition and Integration Costs	Acquisition and Integration Costs	1,595		15,661			Acquisition and Integration Costs	9,909		5,554		13,015		38,093
Restructuring and other transformation	Restructuring and other transformation	36,913		—			Restructuring and other transformation	38,861		3,382		121,362		3,382
(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)	(4,416)		(14,170)		(18,982)		(66,124)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures		17,491		53,515
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures							Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(17,626)		(56,226)		58,559		(48,814)
Stock-based compensation expense	Stock-based compensation expense	12,509		11,341			Stock-based compensation expense	18,313		14,326		53,195		45,923
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	2,060		2,859		9,919		5,869
Adjusted EBITDA	Adjusted EBITDA	$	460,808	$	430,994		Adjusted EBITDA	$	499,962	$	469,434	$	1,436,428	$	1,355,134


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2127

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

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


		THREE MONTHS ENDED MARCH 31,				THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 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)	$	926,424	$	829,357	$	2,693,046	$	2,450,903
Data Management(1)	Data Management(1)	129,594		133,656			Data Management(1)	128,191		127,226		388,036		385,276
Information Destruction(1)(2)	Information Destruction(1)(2)	128,944		112,682			Information Destruction(1)(2)	128,037		134,519		387,963		374,290
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)	127,535		100,309		357,873		297,384

Corporate and Other	Corporate and Other						Corporate and Other
Records Management(1)	Records Management(1)	$	34,348	$	31,898		Records Management(1)	$	36,092	$	35,787	$	107,849	$	103,826
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)	41,896		59,747		125,693		212,846
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)	$	962,516	$	865,144	$	2,800,895	$	2,554,729
Data Management(1)	Data Management(1)	129,594		133,656			Data Management(1)	128,191		127,226		388,036		385,276
Information Destruction(1)(2)(3)	Information Destruction(1)(2)(3)	170,114		182,952			Information Destruction(1)(2)(3)	169,933		194,266		513,656		587,136
Data Center(1)	Data Center(1)	112,305		96,987			Data Center(1)	127,535		100,309		357,873		297,384

(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.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2228

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

10. RELATED PARTIES

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 nine months ended ~~March 31,~~September 30, 2023 and 2022 is as follows (approximately):


		THREE MONTHS ENDED MARCH 31,					THREE MONTHS ENDED SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
		2023		2022			2023		2022		2023		2022
Frankfurt JV Agreements(1)	Frankfurt JV Agreements(1)	$	900	$	7,100	Frankfurt JV Agreements(1)	$	—	$	700	$	1,700	$	13,500
MakeSpace Agreement and Clutter Agreement(2)	MakeSpace Agreement and Clutter Agreement(2)	6,000		7,000		MakeSpace Agreement and Clutter Agreement(2)	—		6,900		13,000		21,300

(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 nine months ended ~~March 31,~~September 30, 2023 were ~~approximately $36,913~~$38,861 and $121,362, 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 were not material for the three and nine months ended ~~March 31,~~September 30, 2022.

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


		THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023			THREE MONTHS ENDED SEPTEMBER 30, 2023		NINE MONTHS ENDED SEPTEMBER 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH SEPTEMBER 30, 2023
Restructuring	Restructuring	$	11,957	$	25,249	Restructuring	$	11,744	$	39,828	$	53,120
Other transformation	Other transformation	24,956		53,597		Other transformation	27,117		81,534		110,175
Restructuring and other transformation	Restructuring and other transformation	$	36,913	$	78,846	Restructuring and other transformation	$	38,861	$	121,362	$	163,295


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2329

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

11. RESTRUCTURING AND OTHER TRANSFORMATION (CONTINUED)

Restructuring costs for Project Matterhorn, included as a component of Restructuring and other transformation in the accompanying Condensed Consolidated Statement of Operations, by segment for the three and nine months ended ~~March 31,~~September 30, 2023, and from the inception of Project Matterhorn through ~~March 31,~~September 30, 2023, is as follows:


		THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023			THREE MONTHS ENDED SEPTEMBER 30, 2023		NINE MONTHS ENDED SEPTEMBER 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH SEPTEMBER 30, 2023
Global RIM Business	Global RIM Business	$	9,525	$	22,608	Global RIM Business	$	9,787	$	34,312	$	47,395
Global Data Center Business	Global Data Center Business	78		78		Global Data Center Business	4		82		82
Corporate and Other	Corporate and Other	2,354		2,563		Corporate and Other	1,953		5,434		5,643
Total restructuring costs	Total restructuring costs	$	11,957	$	25,249	Total restructuring costs	$	11,744	$	39,828	$	53,120

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


		THREE MONTHS ENDED MARCH 31, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2023			THREE MONTHS ENDED SEPTEMBER 30, 2023		NINE MONTHS ENDED SEPTEMBER 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH SEPTEMBER 30, 2023
Global RIM Business	Global RIM Business	$	3,485	$	7,386	Global RIM Business	$	10,572	$	19,015	$	22,916
Global Data Center Business	Global Data Center Business	870		928		Global Data Center Business	580		1,948		2,006
Corporate and Other	Corporate and Other	20,601		45,283		Corporate and Other	15,965		60,571		85,253
Total other transformation costs	Total other transformation costs	$	24,956	$	53,597	Total other transformation costs	$	27,117	$	81,534	$	110,175

Accrued restructuring costs and accrued other transformation costs included in the accompanying Condensed Consolidated Balance Sheet as of ~~March 31,~~September 30, 2023 were approximately ~~$4,600~~$6,900 and ~~$12,000,~~$11,200, respectively.

12. SUBSEQUENT EVENT

On October 30, 2023, in order to expand our asset lifecycle management operations, we entered into a definitive agreement, subject to customary closing conditions, to acquire RSR Partners, LLC (doing business as Regency Technologies), an information technology asset disposition services provider with operations throughout the United States, for an initial purchase price of approximately $200,000, with approximately $125,000 to be paid at closing and the remaining amount to be paid in 2025. The agreement also includes potential performance-based contingent consideration, which would be payable in 2027, if earned.


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Part I. Financial Information

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

The following discussion and analysis of our financial condition and results of operations for the three and nine months ended ~~March 31,~~September 30, 2023 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three and nine months ended ~~March 31,~~September 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.~~Report.

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


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2531

Table of Contents

Part I. Financial Information

OVERVIEW

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

PROJECT MATTERHORN

In September 2022, we announced a global program designed to accelerate the growth of our business ("Project Matterhorn"). 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 were not material for the three and nine months ended ~~March 31,~~September 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,~~September 30, 2023 and for the three and nine months ended ~~March 31,~~September 30, 2023:


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

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

For the Nine Months Ended September 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.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2632

Table of Contents

Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

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

•Our organic service revenue growth is primarily due to increases in our service activity. We expect organic service revenue growth infor the remainder of 2023 and into 2024 to benefit from our new and existing digital offerings, as well as our traditional services.

•We expect continued total revenue and Adjusted EBITDA growth infor the remainder of 2023 and into 2024 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~~nine months ended ~~March 31,~~September 30, 2023 consists of the following:


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									2733

Table of Contents

Part I. Financial Information

NON-GAAP MEASURES

ADJUSTED EBITDA

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



EXCLUDED
•Acquisition and Integration Costs (as defined below) •Restructuring and other transformation •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other (income) 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 SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
		2023		2022				2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707		Net Income (Loss)	$	91,391	$	192,931	$	158,069	$	436,496
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Interest expense, net	Interest expense, net	137,169		114,442			Interest expense, net	152,801		121,767		434,148		351,266
Provision (benefit) for income taxes	Provision (benefit) for income taxes	16,758		10,080			Provision (benefit) for income taxes	9,912		23,934		30,925		52,097
Depreciation and amortization	Depreciation and amortization	182,094		183,615			Depreciation and amortization	198,757		175,077		576,218		536,946
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	1,595		15,661			Acquisition and Integration Costs(1)	9,909		5,554		13,015		38,093
Restructuring and other transformation	Restructuring and other transformation	36,913		—			Restructuring and other transformation	38,861		3,382		121,362		3,382
(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)	(4,416)		(14,170)		(18,982)		(66,124)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures		17,491		53,515
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures							Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(17,626)		(56,226)		58,559		(48,814)
Stock-based compensation expense	Stock-based compensation expense	12,509		11,341			Stock-based compensation expense	18,313		14,326		53,195		45,923
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	2,060		2,859		9,919		5,869
Adjusted EBITDA	Adjusted EBITDA	$	460,808	$	430,994		Adjusted EBITDA	$	499,962	$	469,434	$	1,436,428	$	1,355,134

(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,~~SEPTEMBER 30, 2023 FORM 10-Q									2834

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Part I. Financial Information

ADJUSTED EPS

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



EXCLUDED
•Acquisition and Integration Costs •Restructuring 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 (income) 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 SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 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	$	0.31	$	0.66	$	0.53	$	1.49
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	0.01		0.05			Acquisition and Integration Costs	0.03		0.02		0.04		0.13
Restructuring and other transformation	Restructuring and other transformation	0.13		—			Restructuring and other transformation	0.13		0.01		0.41		0.01
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)	(0.02)		(0.05)		(0.06)		(0.22)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures		0.06		0.18
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures							Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures	(0.06)		(0.19)		0.20		(0.17)
Stock-based compensation expense	Stock-based compensation expense	0.04		0.04			Stock-based compensation expense	0.06		0.05		0.18		0.16
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		—		0.06		—
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)	(0.03)		(0.01)		(0.09)		(0.09)

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)	$	0.45	$	0.48	$	1.28	$	1.34

(1)The ~~difference~~differences between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three and nine months ended ~~March 31,~~September 30, 2023 and 2022 isare primarily due to (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the three and nine months ended ~~March 31,~~September 30, 2023 and 2022 was ~~15.2%~~13.3% 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,~~SEPTEMBER 30, 2023 FORM 10-Q									2935

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 (income) 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 SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
		2023		2022				2023		2022		2023		2022
Net Income (Loss)	Net Income (Loss)	$	65,535	$	41,707		Net Income (Loss)	$	91,391	$	192,931	$	158,069	$	436,496
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Real estate depreciation	Real estate depreciation	76,129		79,333			Real estate depreciation	80,430		74,652		238,117		228,993
(Gain) loss on sale of real estate, net of tax		(15,746)		214
Loss (gain) on sale of real estate, net of tax							Loss (gain) on sale of real estate, net of tax	750		(15,666)		(16,849)		(64,430)
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	7,482		3,687		18,518		11,850
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	679		—		1,373		—

FFO (Nareit)	FFO (Nareit)	132,179		125,377			FFO (Nareit)	180,732		255,604		399,228		612,909
Add/(Deduct):	Add/(Deduct):						Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	1,595		15,661			Acquisition and Integration Costs	9,909		5,554		13,015		38,093
Restructuring and other transformation	Restructuring and other transformation	36,913		—			Restructuring and other transformation	38,861		3,382		121,362		3,382
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)		4,550		(919)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)		17,491		53,515
(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)	(5,116)		2,616		(1,983)		(573)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)							Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)	(17,626)		(56,226)		58,559		(48,814)
Stock-based compensation expense	Stock-based compensation expense	12,509		11,341			Stock-based compensation expense	18,313		14,326		53,195		45,923
Non-cash amortization related to derivative instruments	Non-cash amortization related to derivative instruments	5,834		—			Non-cash amortization related to derivative instruments	5,270		—		16,921		—
Real estate financing lease depreciation	Real estate financing lease depreciation	2,988		3,780			Real estate financing lease depreciation	3,001		3,020		8,997		10,227
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)	(10,220)		(5,184)		(26,825)		(26,090)

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	(44)		223		(319)		577
FFO (Normalized)	FFO (Normalized)	$	207,392	$	193,103		FFO (Normalized)	$	223,080	$	223,315	$	642,150	$	635,634

(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 (income) 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 ~~$(0.4)~~$(7.2) million and ~~$(10.0)~~$(12.7) million for the three and nine months ended ~~March 31,~~September 30, 2023, respectively, and $(1.2) million and $(11.4) million for the three and nine months ended September 30, 2022, respectively.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									3036

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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 NINE MONTHS ENDED ~~MARCH 31,~~SEPTEMBER 30, 2023 TO THE THREE AND NINE MONTHS ENDED ~~MARCH 31,~~SEPTEMBER 30, 2022 (IN THOUSANDS):


		THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE					PERCENTAGE CHANGE			THREE MONTHS ENDED SEPTEMBER 30,									DOLLAR CHANGE			PERCENTAGE CHANGE
		2023			2022							2023					2022
Revenues	Revenues	$	1,314,349		$	1,248,046				$	66,303					5.3		%	Revenues	$	1,388,175			$	1,286,945		$	101,230		7.9	%
Operating Expenses	Operating Expenses	1,073,687			1,025,916			47,771					4.7	%	Operating Expenses	1,150,342					1,001,183				149,159			14.9	%
Operating Income	Operating Income	240,662			222,130			18,532					8.3	%	Operating Income	237,833					285,762				(47,929)			(16.8)	%
Other Expenses, Net	Other Expenses, Net	175,127			180,423			(5,296)					(2.9)	%	Other Expenses, Net	146,442					92,831				53,611			57.8	%

Net Income (Loss)	Net Income (Loss)	65,535			41,707			23,828					57.1	%	Net Income (Loss)	91,391					192,931				(101,540)			(52.6)	%
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	348					767				(419)			(54.6)	%
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	$	91,043				$	192,164			$	(101,121)		(52.6)	%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	460,808		$	430,994		$	29,814				6.9	%	Adjusted EBITDA(1)	$	499,962				$	469,434			$	30,528		6.5	%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	35.1		%	34.5		%								Adjusted EBITDA Margin(1)	36.0		%			36.5		%


	NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
	2023			2022
Revenues	$	4,060,460		$	3,824,525		$	235,935	6.2	%
Operating Expenses	3,369,439			3,022,852			346,587		11.5	%
Operating Income	691,021			801,673			(110,652)		(13.8)	%
Other Expenses, Net	532,952			365,177			167,775		45.9	%


Net Income (Loss)	158,069			436,496			(278,427)		(63.8)	%
Net Income (Loss) Attributable to Noncontrolling Interests	2,317			1,952			365		18.7	%
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	155,752		$	434,544		$	(278,792)	(64.2)	%
Adjusted EBITDA(1)	$	1,436,428		$	1,355,134		$	81,294	6.0	%
Adjusted EBITDA Margin(1)	35.4		%	35.4		%

(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,~~SEPTEMBER 30, 2023 FORM 10-Q									3137

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Part I. Financial Information

REVENUES

Total revenues consist of the following (in thousands):


		THREE MONTHS ENDED MARCH 31,						PERCENTAGE CHANGE									THREE MONTHS ENDED SEPTEMBER 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	$	858,656	$	760,370	$	98,286	12.9	%	11.6	%	9.7	%	1.9	%
Service	Service	504,260		496,976		7,284		1.5	%	3.5	%	2.0	%	1.5	%	Service	529,519		526,575		2,944		0.6	%	(0.1)	%	(0.6)	%	0.5	%
Total Revenues	Total Revenues	$	1,314,349	$	1,248,046	$	66,303	5.3	%	7.5	%	7.5	%	—	%	Total Revenues	$	1,388,175	$	1,286,945	$	101,230	7.9	%	6.8	%	5.5	%	1.3	%


	NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
Storage Rental	$	2,499,501	$	2,264,566	$	234,935	10.4	%	10.9	%	10.5	%	0.4	%
Service	1,560,959		1,559,959		1,000		0.1	%	0.7	%	0.1	%	0.6	%
Total Revenues	$	4,060,460	$	3,824,525	$	235,935	6.2	%	6.8	%	6.3	%	0.5	%

(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~~nine months ended ~~March 31,~~September 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~~nine months ended ~~March 31,~~September 30, 2023 by ~~2.2%~~0.6% 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~~nine months ended ~~March 31,~~September 30, 2023 compared to the ~~three~~nine months ended ~~March 31,~~September 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% increase in total global volume excluding deconsolidations (also excluding acquisitions, total global volume increased 0.3%);~~ and •a decrease of ~~$15.7~~$10.8 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,~~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~~$10.0 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									3238

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 SEPTEMBER 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	$	224,623	$	199,738	$	24,885	12.5	%	11.1	%	16.2	%	15.5	%	0.7	%
Facilities	Facilities	240,690		218,319		22,371		10.2	%	13.0	%	18.3	%	17.5	%	0.8	%	Facilities	259,633		225,233		34,400		15.3	%	13.5	%	18.7	%	17.5	%	1.2	%
Transportation	Transportation	39,975		35,268		4,707		13.3	%	16.3	%	3.0	%	2.8	%	0.2	%	Transportation	39,146		40,835		(1,689)		(4.1)	%	(4.5)	%	2.8	%	3.2	%	(0.4)	%
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	68,799		80,235		(11,436)		(14.3)	%	(14.4)	%	5.0	%	6.2	%	(1.2)	%
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	$	592,201	$	546,041	$	46,160	8.5	%	7.3	%	42.7	%	42.4	%	0.3	%


	NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
Labor	$	668,552	$	604,698	$	63,854	10.6	%	11.2	%	16.5	%	15.8	%	0.7	%
Facilities	755,858		657,347		98,511		15.0	%	15.6	%	18.6	%	17.2	%	1.4	%
Transportation	120,268		118,494		1,774		1.5	%	2.5	%	3.0	%	3.1	%	(0.1)	%
Product Cost of Sales and Others	211,793		268,600		(56,807)		(21.1)	%	(20.6)	%	5.2	%	7.0	%	(1.8)	%
Total Cost of sales	$	1,756,471	$	1,649,139	$	107,332	6.5	%	7.1	%	43.3	%	43.1	%	0.2	%

Primary factors influencing the change in reported Cost of sales for the ~~three~~nine months ended ~~March 31,~~September 30, 2023 compared to the ~~three~~nine months ended ~~March 31,~~September 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~~nine months of 2023, as well as increases in utilities 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~~$9.7 million due to foreign currency exchange rate fluctuations.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									39

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 SEPTEMBER 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	$	225,058	$	208,620	$	16,438	7.9	%	7.1	%	16.2	%	16.2	%	—	%
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	89,972		76,679		13,293		17.3	%	15.7	%	6.5	%	6.0	%	0.5	%
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	$	315,030	$	285,299	$	29,731	10.4	%	9.4	%	22.7	%	22.2	%	0.5	%


	NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
General, Administrative and Other	$	650,046	$	635,827	$	14,219	2.2	%	2.8	%	16.0	%	16.6	%	(0.6)	%
Sales, Marketing and Account Management	271,309		225,589		45,720		20.3	%	20.7	%	6.7	%	5.9	%	0.8	%
Total Selling, general and administrative expenses	$	921,355	$	861,416	$	59,939	7.0	%	7.5	%	22.7	%	22.5	%	0.2	%

Primary factors influencing the change in reported Selling, general and administrative expenses for the ~~three~~nine months ended ~~March 31,~~September 30, 2023 compared to the ~~three~~nine months ended ~~March 31,~~September 30, 2022 include the following:

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

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

•a decrease of ~~$6.7~~$4.1 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense ~~decreased~~increased by ~~$0.3~~$36.7 million, or ~~0.3%~~10.5%, for the ~~three~~nine months ended ~~March 31,~~September 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~~increased by ~~$1.2~~$2.6 million, or ~~1.9%~~1.4%, for the ~~three~~nine months ended ~~March 31,~~September 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~~nine months ended ~~March 31,~~September 30, 2023 and 2022 were approximately ~~$1.6~~$13.0 million and ~~$15.7~~$38.1 million, respectively.

RESTRUCTURING AND OTHER TRANSFORMATION

Restructuring and other transformation costs for the ~~three~~nine months ended ~~March 31,~~September 30, 2023 were ~~$36.9~~$121.4 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 were not material for the ~~three~~nine months ended ~~March 31,~~September 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~~nine months ended ~~March 31,~~September 30, 2023 was approximately ~~$13.1~~$19.0 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 nine months ended September 30, 2022 was approximately $66.1 million.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									40

Table of Contents

Part I. Financial Information

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Interest expense, net increased by ~~$22.8~~$82.8 million to ~~$137.2~~$434.1 million in the ~~three~~nine months ended ~~March 31,~~September 30, 2023 from ~~$114.4~~$351.3 million in the prior year period. The increase is primarily due to higher average debt outstanding during the ~~three~~nine months ended ~~March 31,~~September 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%~~5.5% and ~~4.4%~~4.9% at ~~March 31,~~September 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 (INCOME) EXPENSE, ~~(INCOME),~~ NET

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


		THREE MONTHS ENDED MARCH 31,				DOLLAR CHANGE			THREE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE			NINE MONTHS ENDED SEPTEMBER 30,								DOLLAR CHANGE
DESCRIPTION	DESCRIPTION	2023		2022				DESCRIPTION			2023			2022			DOLLAR CHANGE			2023				2022				DOLLAR CHANGE
Foreign currency transaction losses (gains), net		$	14,424	$	(13,201)	$	27,625
Foreign currency transaction (gains) losses, net(1)										Foreign currency transaction (gains) losses, net(1)		$	(29,310)		$	(58,519)				$	29,209			$	177			$	(126,759)			$	126,936
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)		13,039			5,649			7,390				67,702				87,902				(20,200)
Other Expense (Income), Net		$	21,200	$	55,901	$	(34,701)
Other (Income) Expense, Net										Other (Income) Expense, Net		$	(16,271)		$	(52,870)		$	36,599			$	67,879			$	(38,186)			$	106,065

(2)Other, net for the nine months ended September 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 nine months ended ~~March 31,~~September 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 SEPTEMBER 30,				NINE MONTHS ENDED SEPTEMBER 30,
	2023(1)		2022		2023(1)		2022
Effective Tax Rate	9.8	%	11.0	%	16.4	%	10.7	%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended ~~March 31,~~September 30, 2023 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other (income) expense, net during the period, for which there was no tax impact.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									3441

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 SEPTEMBER 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)	$	91,391		$	192,931		$	(101,540)	(52.6)	%
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	6.6		%	15.0		%
Adjusted EBITDA	Adjusted EBITDA	$	460,808		$	430,994		$	29,814	6.9	%	Adjusted EBITDA	$	499,962		$	469,434		$	30,528	6.5	%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	35.1		%	34.5		%					Adjusted EBITDA Margin	36.0		%	36.5		%


	NINE MONTHS ENDED SEPTEMBER 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
	2023			2022
Net Income (Loss)	$	158,069		$	436,496		$	(278,427)	(63.8)	%
Net Income (Loss) as a percentage of Revenue	3.9		%	11.4		%
Adjusted EBITDA	$	1,436,428		$	1,355,134		$	81,294	6.0	%
Adjusted EBITDA Margin	35.4		%	35.4		%



Adjusted EBITDA Margin for the ~~three~~nine months ended ~~March 31,~~September 30, 2023 ~~increased by 60 basis points compared to~~was consistent with 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~~ $81.3 MILLION OR ~~6.9%~~6.0% Adjusted EBITDA


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									3542

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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 SEPTEMBER 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	$	719,560						$	650,141			$	69,419			10.7	%		9.5	%	7.9	%	1.6	%
Service	Service	438,857				398,804				40,053			10.0	%		12.5	%		13.6	%		(1.1)	%	Service	463,092					440,961				22,131			5.0		%		4.3		%		4.0	%		0.3	%
Segment Revenue	Segment Revenue	$	1,126,526			$	1,048,891			$	77,635		7.4	%		9.8	%		11.0	%		(1.2)	%	Segment Revenue	$	1,182,652				$	1,091,102			$	91,550		8.4		%		7.4		%		6.3	%		1.1	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	477,784			$	448,795			$	28,989													Segment Adjusted EBITDA	$	516,548				$	483,862			$	32,686
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	42.4		%		42.8		%																Segment Adjusted EBITDA Margin	43.7		%			44.3		%


	NINE MONTHS ENDED SEPTEMBER 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2023			2022
Storage Rental	$	2,111,240		$	1,949,999		$	161,241	8.3	%	9.0	%	8.8	%	0.2	%
Service	1,357,805			1,260,470			97,335		7.7	%	8.5	%	9.1	%	(0.6)	%
Segment Revenue	$	3,469,045		$	3,210,469		$	258,576	8.1	%	8.8	%	8.9	%	(0.1)	%
Segment Adjusted EBITDA	$	1,493,394		$	1,402,025		$	91,369
Segment Adjusted EBITDA Margin	43.0		%	43.7		%

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the ~~three~~nine months ended ~~March 31,~~September 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~~$21.8 million due to foreign currency exchange rate fluctuations; and

•a 4070 basis point decrease in Adjusted EBITDA Margin primarily driven by an increase in compensation and other employee-related costs and higher facilities costs, partially offset by revenue management.


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Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)


		THREE MONTHS ENDED MARCH 31,											PERCENTAGE CHANGE												THREE MONTHS ENDED SEPTEMBER 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	$	123,655						$	96,328			$	27,327			28.4	%		25.8	%	21.7	%	4.1	%
Service	Service	4,870				9,536				(4,666)			(48.9)	%		(47.9)	%		(47.9)	%		—	%	Service	3,880					3,981				(101)			(2.5)		%		(5.6)		%		(5.9)	%		0.3	%
Segment Revenue	Segment Revenue	$	112,305			$	96,987			$	15,318		15.8	%		17.3	%		16.6	%		0.7	%	Segment Revenue	$	127,535				$	100,309			$	27,226		27.1		%		24.5		%		20.6	%		3.9	%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	50,635			$	41,977			$	8,658													Segment Adjusted EBITDA	$	53,216				$	42,660			$	10,556
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	45.1		%		43.3		%																Segment Adjusted EBITDA Margin	41.7		%			42.5		%


	NINE MONTHS ENDED SEPTEMBER 30,								PERCENTAGE CHANGE
							DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2023			2022
Storage Rental	$	342,080		$	273,547		$	68,533	25.1	%	24.4	%	22.5	%	1.9	%
Service	15,793			23,837			(8,044)		(33.7)	%	(34.2)	%	(34.0)	%	(0.2)	%
Segment Revenue	$	357,873		$	297,384		$	60,489	20.3	%	19.7	%	18.0	%	1.7	%
Segment Adjusted EBITDA	$	157,660		$	126,944		$	30,716
Segment Adjusted EBITDA Margin	44.1		%	42.7		%

~~THREE~~NINE 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~~nine months ended ~~March 31,~~September 30, 2023 compared to the prior year period include the following:

•organic storage rental revenue growth from leases that commenced during the first ~~three~~nine months of 2023 and in prior periods, improved pricing and higher pass-through power costs, partially offset by churn of ~~150~~approximately 390 basis points;

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

•a ~~180~~140 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,~~SEPTEMBER 30, 2023 FORM 10-Q									3744

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Part I. Financial Information

CORPORATE AND OTHER (IN THOUSANDS)


		THREE MONTHS ENDED MARCH 31,									PERCENTAGE CHANGE												THREE MONTHS ENDED SEPTEMBER 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	$	15,441					$	13,900			$	1,541			11.1	%		9.8	%	6.2	%	3.6	%
Service	Service	60,533			88,636			(28,103)			(31.7)	%		(30.9)	%		(44.0)	%		13.1	%	Service	62,547				81,634			(19,087)			(23.4)		%		(23.9)		%		(25.1)	%		1.2	%
Revenue	Revenue	$	75,518		$	102,168		$	(26,650)		(26.1)	%		(25.2)	%		(37.1)	%		11.9	%	Revenue	$	77,988			$	95,534		$	(17,546)		(18.4)		%		(19.0)		%		(20.5)	%		1.5	%
Adjusted EBITDA	Adjusted EBITDA	$	(67,611)		$	(59,778)		$	(7,833)													Adjusted EBITDA	$	(69,802)			$	(57,088)		$	(12,714)


	NINE MONTHS ENDED SEPTEMBER 30,						PERCENTAGE CHANGE
					DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		ORGANIC GROWTH		IMPACT OF ACQUISITIONS
	2023		2022
Storage Rental	$	46,181	$	41,019	$	5,162	12.6	%	12.6	%	8.7	%	3.9	%
Service	187,361		275,653		(88,292)		(32.0)	%	(31.9)	%	(37.2)	%	5.3	%
Revenue	$	233,542	$	316,672	$	(83,130)	(26.3)	%	(26.1)	%	(31.3)	%	5.2	%
Adjusted EBITDA	$	(214,626)	$	(173,835)	$	(40,791)

Primary factors influencing the change in revenue and Adjusted EBITDA in Corporate and Other for the ~~three~~nine months ended ~~March 31,~~September 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,~~SEPTEMBER 30, 2023 FORM 10-Q									3845

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 nine months ended ~~March 31,~~September 30, 2023 were approximately ~~$36.9~~$38.9 million and $121.4 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,~~September 30, 2023 were approximately ~~$78.8~~$163.3 million. ~~There were no~~ Restructuring and other transformation costs related to Project Matterhorn were not material for the for the three and nine months ended ~~March 31,~~September 30, 2022.

CASH FLOWS

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


		2023		2022			2023		2022
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	128,808	$	54,506	Cash Flows from Operating Activities	$	666,374	$	560,355
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(272,543)		(889,754)		Cash Flows from Investing Activities	(1,035,083)		(1,303,760)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	149,901		771,553		Cash Flows from Financing Activities	403,872		658,447
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	170,502		155,223

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~three~~nine months ended ~~March 31,~~September 30, 2023, net cash flows provided by operating activities increased by ~~$74.3~~$106.0 million compared to the prior year period, primarily due to an increase in cash from working capital of ~~$78.0~~$151.3 million, ~~primarily related to~~driven by 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~~$45.3 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

Our significant investing activity during the ~~three~~nine months ended ~~March 31,~~September 30, 2023 included cash paid for capital expenditures of ~~$265.9~~$962.3 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~~nine months ended ~~March 31,~~September 30, 2023 included:

•Net proceeds of ~~$358.7~~approximately $990.0 million ~~primarily~~ associated with ~~borrowings under~~ the ~~Revolving Credit Facility.~~issuance of the 7% Notes due 2029 (as defined below).

•Payment of dividends in the amount of ~~$186.5~~$547.7 million on our common stock.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									3946

Table of Contents

Part I. Financial Information

CAPITAL EXPENDITURES

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


		THREE MONTHS ENDED MARCH 31,					NINE MONTHS ENDED SEPTEMBER 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	$	653,968	$	396,015
Real Estate	Real Estate	55,903		27,290		Real Estate	136,174		114,374
Innovation and Other	Innovation and Other	15,536		6,020		Innovation and Other	57,332		30,808
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	273,845		115,469		Total Growth Investment Capital Expenditures	847,474		541,197
Recurring Capital Expenditures:	Recurring Capital Expenditures:					Recurring Capital Expenditures:
Real Estate	Real Estate	5,369		7,541		Real Estate	$	34,579	$	44,294
Non-Real Estate	Non-Real Estate	19,801		24,776		Non-Real Estate	48,962		52,442
Data Center	Data Center	2,493		2,468		Data Center	11,949		9,420
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	27,663		34,785		Total Recurring Capital Expenditures	95,490		106,156
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	301,508		150,254		Total Capital Spend (on accrual basis)	$	942,964	$	647,353
Net (decrease) increase in prepaid capital expenditures		(766)		1,051
Net increase (decrease) in prepaid capital expenditures						Net increase (decrease) in prepaid capital expenditures	23,337		(960)
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	(4,007)		(49,592)
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	265,906	$	161,050	Total Capital Spend (on cash basis)	$	962,294	$	596,801

Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately ~~$1,000.0~~$1,300.0 million for the year ending December 31, 2023. Of this, we expect our capital expenditures for growth investment to be approximately ~~$855.0~~$1,160.0 million and our recurring capital expenditures to ~~approach $145.0~~be approximately $140.0 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~~nine months of 2023 and fiscal year 2022.

On ~~May 4,~~November 2, 2023, we declared a dividend to our stockholders of record as of ~~June~~December 15, 2023 of ~~$0.6185~~$0.65 per share, payable on ~~July 6, 2023.~~January 4, 2024.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									4047

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

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


		MARCH 31, 2023							SEPTEMBER 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)	$	1,049,500	$	(4,976)	$	1,044,524
Term Loan A(1)	Term Loan A(1)	237,500		—		237,500		Term Loan A(1)	231,250		—		231,250
Term Loan B~~(1)~~(2)	Term Loan B~~(1)~~(2)	664,379		(3,434)		660,945		Term Loan B~~(1)~~(2)	660,992		(2,810)		658,182
Virginia 3 Term Loans								Virginia 3 Term Loans	26,134		(3,915)		22,219
Australian Dollar Term Loan	Australian Dollar Term Loan	197,929		(585)		197,344		Australian Dollar Term Loan	187,853		(491)		187,362
UK Bilateral Revolving Credit Facility	UK Bilateral Revolving Credit Facility	173,153		—		173,153		UK Bilateral Revolving Credit Facility	170,858		—		170,858

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")	488,166		(1,920)		486,246
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)		1,000,000		(6,399)		993,601
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)		825,000		(5,904)		819,096
5% Senior Notes due 2028 (the "5% Notes due 2028")(2)		500,000		(3,859)		496,141
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)		1,000,000		(9,403)		990,597
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)		1,300,000		(11,031)		1,288,969
41/2% Senior Notes due 2031 (the "41/2% Notes")(2)		1,100,000		(9,850)		1,090,150
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")								47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")	1,000,000		(5,688)		994,312
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")								51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")	825,000		(5,314)		819,686
5% Senior Notes due 2028 (the "5% Notes due 2028")								5% Senior Notes due 2028 (the "5% Notes due 2028")	500,000		(3,497)		496,503
7% Senior Notes due 2029 (the "7% Notes due 2029")								7% Senior Notes due 2029 (the "7% Notes due 2029")	1,000,000		(11,253)		988,747
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")								47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")	1,000,000		(8,679)		991,321
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")								51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")	1,300,000		(10,279)		1,289,721
41/2% Senior Notes due 2031 (the "41/2% Notes")								41/2% Senior Notes due 2031 (the "41/2% Notes")	1,100,000		(9,228)		1,090,772
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		(11,532)		738,468
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")								55/8% Senior Notes due 2032 (the "55/8% Notes")	600,000		(5,130)		594,870
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	502,787		(443)		502,344
Accounts Receivable Securitization Program	Accounts Receivable Securitization Program	325,000		(477)		324,523		Accounts Receivable Securitization Program	349,200		(372)		348,828
Total Long-term Debt	Total Long-term Debt	11,040,966		(77,170)		10,963,796		Total Long-term Debt	11,741,740		(85,527)		11,656,213
Less Current Portion	Less Current Portion	(101,608)		—		(101,608)		Less Current Portion	(107,984)		—		(107,984)
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	$	11,633,756	$	(85,527)	$	11,548,229

(1)Collectively, the “Credit Agreement”.

(2)~~Collectively,~~Due to the ~~"Parent Notes".~~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. All other terms remain the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report.

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.

VIRGINIA 3 CREDIT AGREEMENT

On August 31, 2023, Iron Mountain Data Centers Virginia 3, LLC, a wholly owned subsidiary of Iron Mountain Incorporated ("IMI"), entered into a credit agreement (the "Virginia 3 Credit Agreement") in order to partially fund the construction of a data center facility in Virginia. The Virginia 3 Credit Agreement consists of a term loan and a letter of credit facility. We have the option to borrow, in the form of term loans, an aggregate outstanding amount not to exceed $275.0 million (the "Virginia 3 Term Loans"). The Virginia 3 Credit Agreement requires the payment of a commitment fee on any unused commitments at a rate of 0.75%. The Virginia 3 Term Loans bear interest at Secured Overnight Financing Rate (“SOFR”) plus 2.50%. The Virginia 3 Credit Agreement is scheduled to mature on August 31, 2026, at which point all obligations will become due. We have two one-year options that allow us to extend the maturity date beyond August 31, 2026, subject to the conditions specified in the Virginia 3 Credit Agreement. As of September 30, 2023, we have $26.1 million in outstanding borrowings in Virginia 3 Term Loans.


IRON MOUNTAIN SEPTEMBER 30, 2023 FORM 10-Q									48

Table of Contents

Part I. Financial Information

MAY 2023 OFFERING

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

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 borrowings under our Revolving Credit Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).

UK BILATERAL REVOLVING CREDIT FACILITY

Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") have a British pounds sterling Revolving Credit Facility (the "UK Bilateral Revolving Credit Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Revolving Credit Facility is 140.0 million British pounds sterling, which was fully drawn as of September 30, 2023. We have the option to request additional commitments of up to 125.0 million British pounds sterling, subject to conditions specified in the UK Bilateral Revolving Credit Facility.

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 ~~March 31,~~September 30, 2023, we had outstanding letters of credit totaling ~~$39.8~~$38.4 million, of which ~~$3.9~~$4.5 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~June~~October 2023 and July 2025.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									4149

Table of Contents

Part I. Financial Information

DEBT COVENANTS

The Credit Agreement uses earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR") based calculations and the bond indentures use earnings before interest, taxes, depreciation and amortization ("EBITDA") based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as "Unrestricted Subsidiaries" as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. These adjustments can be significant. For example, the calculation of financial performance under the Credit Agreement and certain of our bond indentures includes (subject to specified exceptions and caps) adjustments for non-cash charges and for expected benefits associated with (i) completed acquisitions, (ii) certain executed lease agreements associated with our data center business that have yet to commence, and (iii) restructuring and other strategic initiatives. 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,~~September 30, 2023 are as follows:

~~MARCH 31,~~SEPTEMBER 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,~~September 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.

DERIVATIVE INSTRUMENTS

INTEREST RATE SWAP AGREEMENTS

~~In November 2022, we entered into a forward-starting~~We utilize 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 forward-starting interest rate swap agreement commences in July 2023 and expires in October 2025. As of both March 31, 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 designated as cash flow hedges to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. ~~These forward-starting~~Certain of our 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~~amounts that will increase with the underlying hedged transaction. Under our interest rate swap agreements, ~~which expire~~we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month SOFR, in ~~March 2024.~~

In April 2023, in anticipation of the discontinuance of the LIBOR reference rate on June 30, 2023, we terminated interest rate swap agreements with notional amounts totaling $350.0 million that were indexed to the one-month LIBOR benchmark rate. 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 termination date through March 2024, the original maturity date of these interest rate swap agreements.

As of September 30, 2023 and December 31, 2022, we have approximately $438.0 million and $354.8 million, respectively, in notional value outstanding on our interest rate swap agreements, with maturity dates ranging from October 2025 through February 2026.


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									4250

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,~~September 30, 2023 and December 31, 2022, we have approximately $509.2 million and $469.2 million, respectively, in notional value outstanding on cross-currency interest rate swaps, with maturity dates ranging from August ~~2023~~2024 through February 2026.

ACQUISITIONS

WEB WERKS

On July 7, 2023, we made our final contractual investment in the Web Werks JV (as defined below) of approximately 3,750.0 million Indian rupees (or approximately $45.3 million, based upon the exchange rate between the United States dollar and Indian rupee on the closing date of this investment) (the "Web Werks Transaction"). As a result of the Web Werks Transaction, our interest in the Web Werks JV increased to 63.39%, we assumed control of its board of directors and the financial results of the Web Werks JV are now consolidated within our Global Data Center Business segment. We recognized noncontrolling interests of approximately $78.6 million based upon the fair value attributable to these interests at the time of the Web Werks Transaction, of which approximately $18.1 million of the noncontrolling interests were determined to be a current liability and included as a component of Accrued expenses and other current liabilities on our Condensed Consolidated Balance Sheet.

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 $60.6 million (the “Clutter Acquisition”). The financial results of the Clutter JV are now consolidated within our Global RIM Business segment. In October 2023, we sold 15% of the equity interests in Clutter to certain former stakeholders of the Clutter JV for total consideration of $7.5 million.

REGENCY TECHNOLOGIES

On October 30, 2023, in order to expand our asset lifecycle management operations, we entered into a definitive agreement, subject to customary closing conditions, to acquire RSR Partners, LLC (doing business as Regency Technologies), an IT asset disposition services provider with operations throughout the United States, for an initial purchase price of approximately $200.0 million, with approximately $125.0 million to be paid at closing and the remaining amount to be paid in 2025. The agreement also includes potential performance-based contingent consideration, which would be payable in 2027, if earned.

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 (income) expense, 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 $38.0 million to Other, net, a component of Other (income) expense, net, during the second quarter of 2023.


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Table of Contents

Part I. Financial Information

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~~In July 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 3,750.0 million Indian rupees by May 2023. In April 2023, the original Web Werks JV shareholder agreement was amended to extend the period by which the investment is required to be made to May 2024.JV.

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.


	SEPTEMBER 30, 2023				DECEMBER 31, 2022
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Web Werks JV	$	—	—	%	$	98,278	53.58	%
Joint venture with AGC Equity Partners	58,154		20.00	%	37,194		20.00	%
Clutter JV	—		—	%	54,172		26.73	%


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									4352

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,~~September 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,~~September 30, 2023, we implemented a new version of our Enterprise Resource Planning system in certain markets as a part of an ongoing system upgrade. We took the necessary steps to monitor and maintain appropriate internal control over financial reporting during this upgrade. We also conducted evaluations prior to and after the implementation of the new system and confirmed that our internal control over financial reporting remains effective.

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


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									4453

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Part II. Other Information

PART II. OTHER INFORMATION

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

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

ITEM 5. OTHER INFORMATION

On August 18, 2023, Mr. William Meaney, our President and Chief Executive Officer, adopted a 10b5-1 trading plan to exercise options to purchase up to 829,506 shares of our common stock and sell up to 995,099 shares of our common stock between January 2, 2025 and December 31, 2025.

On September 21, 2023, Mr. Mark Kidd, our Executive Vice President and General Manager, Data Center & Asset Lifecycle Management, adopted a 10b5-1 trading plan to exercise options to purchase up to 5,834 shares of our common stock and sell up to 45,834 shares of our common stock between January 2, 2024 and February 7, 2025.

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

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,~~SEPTEMBER 30, 2023 FORM 10-Q									4655

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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,~~November 2, 2023


IRON MOUNTAIN ~~MARCH 31,~~SEPTEMBER 30, 2023 FORM 10-Q									4756


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