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 ~~June 30, 2023~~March 31, 2024


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 ~~July 28, 2023,~~April 26, 2024, the registrant had ~~291,852,409~~293,133,321 outstanding shares of common stock, $.01 par value.

Table of Contents

IRON MOUNTAIN INCORPORATED

~~2023~~2024 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 ~~Jun~~eMarch 31, 2024 30 ~~, 2023~~ and December 31, ~~202~~22023
		3	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2024~~June 30, 2023~~ and ~~202~~22023
		4	~~Condensed Consolidated Statements of Operations for the~~ 4 ~~Six~~ ~~Months Ended June 30, 2023 and 202~~2
		5	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three ~~and Six~~ ~~Months Ended~~ ~~June~~ 3 0 ~~, 2023 and 2022~~
		6	~~Condensed Consolidated Statements of Equity for the Three~~ ~~and Six~~ Months Ended March 31, 2024~~June 30~~ and , 2023
		75	Condensed Consolidated Statements of Equity for the Three ~~and Six~~ Months Ended ~~June 30, 202~~2March 31, 2024 and 2023
		86	Condensed Consolidated Statements of Cash Flows for the ~~Six~~Three Months Ended March 31, 2024~~June 30, 2023~~ and ~~202~~22023
		97	Notes to Condensed Consolidated Financial Statements
	3024	ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	5143	ITEM 4.	Controls and Procedures

PART II—OTHER INFORMATION
	5345	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds
	5345	ITEM 5.	Other Information
	5345	ITEM 6.	Exhibits
	5447	Signatures

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 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)


		JUNE 30, 2023		DECEMBER 31, 2022			MARCH 31, 2024	DECEMBER 31, 2023
ASSETS	ASSETS					ASSETS
Current Assets:	Current Assets:					Current Assets:
Cash and cash equivalents	Cash and cash equivalents	$	149,493	$	141,797

Accounts receivable (less allowances of $65,217 and $54,143 as of June 30, 2023 and December 31, 2022, respectively)		1,182,154		1,174,915
Accounts receivable (less allowances of $77,413 and $74,762 as of March 31, 2024 and December 31, 2023, respectively)
Accounts receivable (less allowances of $77,413 and $74,762 as of March 31, 2024 and December 31, 2023, respectively)
Accounts receivable (less allowances of $77,413 and $74,762 as of March 31, 2024 and December 31, 2023, respectively)

Prepaid expenses and other	Prepaid expenses and other	279,522		230,433
Prepaid expenses and other
Prepaid expenses and other

Total Current Assets
Total Current Assets
Total Current Assets	Total Current Assets	1,611,169		1,547,145
Property, Plant and Equipment:	Property, Plant and Equipment:					Property, Plant and Equipment:
Property, plant and equipment	Property, plant and equipment	9,546,766		9,025,765
Less—Accumulated depreciation	Less—Accumulated depreciation	(3,943,300)		(3,910,321)
Property, Plant and Equipment, Net	Property, Plant and Equipment, Net	5,603,466		5,115,444
Other Assets, Net:	Other Assets, Net:					Other Assets, Net:
Goodwill	Goodwill	4,928,145		4,882,734
Customer and supplier relationships and other intangible assets	Customer and supplier relationships and other intangible assets	1,348,679		1,423,145
Operating lease right-of-use assets	Operating lease right-of-use assets	2,671,371		2,583,704
Other	Other	515,739		588,342
Total Other Assets, Net	Total Other Assets, Net	9,463,934		9,477,925
Total Assets	Total Assets	$	16,678,569	$	16,140,514
LIABILITIES AND EQUITY	LIABILITIES AND EQUITY					LIABILITIES AND EQUITY
Current Liabilities:	Current Liabilities:					Current Liabilities:
Current portion of long-term debt	Current portion of long-term debt	$	102,582	$	87,546
Accounts payable	Accounts payable	482,244		469,198
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)	1,141,613		1,031,910
Deferred revenue	Deferred revenue	336,068		328,910
Total Current Liabilities	Total Current Liabilities	2,062,507		1,917,564
Long-term Debt, net of current portion	Long-term Debt, net of current portion	11,144,230		10,481,449
Long-term Operating Lease Liabilities, net of current portion	Long-term Operating Lease Liabilities, net of current portion	2,513,975		2,429,167
Other Long-term Liabilities	Other Long-term Liabilities	164,242		317,376
Deferred Income Taxes	Deferred Income Taxes	273,213		263,005
Commitments and Contingencies	Commitments and Contingencies					Commitments and Contingencies
Redeemable Noncontrolling Interests	Redeemable Noncontrolling Interests	104,059		95,160
Equity:	Equity:					Equity:

Iron Mountain Incorporated Stockholders' Equity:						Iron Mountain Incorporated Stockholders' 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)	—		—
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 291,824,958 and 290,830,296 shares as of June 30, 2023 and December 31, 2022, respectively)		2,918		2,908
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 293,085,683 and 292,142,739 shares as of March 31, 2024 and December 31, 2023, respectively)
Additional paid-in capital	Additional paid-in capital	4,488,492		4,468,035
(Distributions in excess of earnings) Earnings in excess of distributions	(Distributions in excess of earnings) Earnings in excess of distributions	(3,692,948)		(3,392,272)
Accumulated other comprehensive items, net	Accumulated other comprehensive items, net	(382,244)		(442,003)
Total Iron Mountain Incorporated Stockholders' Equity	Total Iron Mountain Incorporated Stockholders' Equity	416,218		636,668
Noncontrolling Interests	Noncontrolling Interests	125		125
Total Equity	Total Equity	416,343		636,793
Total Liabilities and Equity	Total Liabilities and Equity	$	16,678,569	$	16,140,514

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 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 JUNE 30,					THREE MONTHS ENDED MARCH 31,
		2023		2022			2024	2023
Revenues:	Revenues:					Revenues:
Storage rental	Storage rental	$	830,756	$	753,126
Service	Service	527,180		536,408

Total Revenues	Total Revenues	1,357,936		1,289,534
Total Revenues
Total Revenues
Operating Expenses:	Operating Expenses:
Cost of sales (excluding depreciation and amortization)	Cost of sales (excluding depreciation and amortization)	592,644		556,476
Cost of sales (excluding depreciation and amortization)
Cost of sales (excluding depreciation and amortization)

Selling, general and administrative
Selling, general and administrative
Selling, general and administrative	Selling, general and administrative	311,805		295,394
Depreciation and amortization	Depreciation and amortization	195,367		178,254
Acquisition and Integration Costs	Acquisition and Integration Costs	1,511		16,878
Restructuring and other transformation	Restructuring and other transformation	45,588		—

(Gain) Loss on disposal/write-down of property, plant and equipment, net		(1,505)		(51,249)
Loss (gain) on disposal/write-down of property, plant and equipment, net

Loss (gain) on disposal/write-down of property, plant and equipment, net

Loss (gain) on disposal/write-down of property, plant and equipment, net
Total Operating Expenses	Total Operating Expenses	1,145,410		995,753
Operating Income (Loss)	Operating Income (Loss)	212,526		293,781
Interest Expense, Net (includes Interest Income of $2,290 and $2,171 for the three months ended June 30, 2023 and 2022, respectively)		144,178		115,057
Other Expense (Income), Net		62,950		(41,217)
Interest Expense, Net (includes Interest Income of $3,660 and $2,907 for the three months ended March 31, 2024 and 2023, respectively)
Other (Income) Expense, Net
Net Income (Loss) Before Provision (Benefit) for Income Taxes	Net Income (Loss) Before Provision (Benefit) for Income Taxes	5,398		219,941
Provision (Benefit) for Income Taxes	Provision (Benefit) for Income Taxes	4,255		18,083

Net Income (Loss)

Net Income (Loss)

Net Income (Loss)	Net Income (Loss)	1,143		201,858
Less: Net Income (Loss) Attributable to Noncontrolling Interests	Less: Net Income (Loss) Attributable to Noncontrolling Interests	1,029		1,777
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	114	$	200,081
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:	Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:					Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:

Basic	Basic	$	0.00	$	0.69

Basic

Basic

Diluted

Diluted

Diluted	Diluted	$	0.00	$	0.68
Weighted Average Common Shares Outstanding—Basic	Weighted Average Common Shares Outstanding—Basic	291,825		290,756
Weighted Average Common Shares Outstanding—Diluted	Weighted Average Common Shares Outstanding—Diluted	293,527		292,487

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

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

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

SIX MONTHS ENDED JUNE 30,
2023 2022
Revenues:
Storage rental $ 1,640,845 $ 1,504,196
Service 1,031,440 1,033,384
Total Revenues 2,672,285 2,537,580
Operating Expenses:
Cost of sales (excluding depreciation and amortization) 1,164,270 1,103,098
Selling, general and administrative 606,325 576,117
Depreciation and amortization 377,461 361,869
Acquisition and Integration Costs 3,106 32,539
Restructuring and other transformation 82,501 —
(Gain) Loss on disposal/write-down of property, plant and equipment, net (14,566) (51,954)
Total Operating Expenses 2,219,097 2,021,669
Operating Income (Loss) 453,188 515,911
Interest Expense, Net (includes Interest Income of $5,197 and $3,819 for the six months ended
June 30, 2023 and 2022, respectively)
281,347 229,499
Other Expense (Income), Net 84,150 14,684
Net Income (Loss) Before Provision (Benefit) for Income Taxes 87,691 271,728
Provision (Benefit) for Income Taxes 21,013 28,163
Net Income (Loss) 66,678 243,565
Less: Net Income (Loss) Attributable to Noncontrolling Interests 1,969 1,185
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 64,709 $ 242,380
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic $ 0.22 $ 0.83
Diluted $ 0.22 $ 0.83
Weighted Average Common Shares Outstanding—Basic 291,633 290,542
Weighted Average Common Shares Outstanding—Diluted 293,288 292,166


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Net Income (Loss)	$	77,025	$	65,535
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment	(67,269)		40,226
Change in Fair Value of Derivative Instruments	11,388		(3,442)
Reclassifications from Accumulated Other Comprehensive Items, net	(2,528)		—
Total Other Comprehensive (Loss) Income:	(58,409)		36,784
Comprehensive Income (Loss)	18,616		102,319
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	2,196		1,489
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	16,420	$	100,830

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


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

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

~~(IN THOUSANDS) (UNAUDITED)~~

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

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

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									54

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

																											THREE MONTHS ENDED JUNE 30, 2023
THREE MONTHS ENDED MARCH 31, 2024																											THREE MONTHS ENDED MARCH 31, 2024
				IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
				COMMON STOCK			ADDITIONAL PAID-IN CAPITAL				(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS				ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET				NONCONTROLLING INTERESTS						REDEEMABLE NONCONTROLLING INTERESTS
		TOTAL		SHARES	AMOUNTS
Balance, March 31, 2023		$	545,589	291,584,999	$	2,916			$	4,459,265			$	(3,510,949)			$	(405,768)			$	125					$	95,630
																																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

Balance, December 31, 2023
Balance, December 31, 2023
Balance, December 31, 2023
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	27,862		239,959	2		27,860				—				—				—						—
Changes in equity related to redeemable noncontrolling interests	Changes in equity related to redeemable noncontrolling interests	1,367		—	—		1,367				—				—				—						(1,367)
Parent cash dividends declared	Parent cash dividends declared	(182,113)		—	—		—				(182,113)				—				—						—
Other comprehensive income (loss)		23,524		—	—		—				—				23,524				—						(120)
Other comprehensive (loss) income

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

Noncontrolling interests dividends
Noncontrolling interests dividends
Noncontrolling interests dividends	Noncontrolling interests dividends	—		—	—		—				—				—				—						(1,013)

Balance, June 30, 2023		$	416,343	291,824,958	$	2,918	$	4,488,492			$	(3,692,948)			$	(382,244)			$	125					$	104,059
Balance, March 31, 2024
																											SIX MONTHS ENDED JUNE 30, 2023
Balance, March 31, 2024

Balance, March 31, 2024

THREE MONTHS ENDED MARCH 31, 2023
THREE MONTHS ENDED MARCH 31, 2023
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						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	Balance, December 31, 2022	$	636,793	290,830,296	$	2,908			$	4,468,035					$	(3,392,272)			$	(442,003)			$	125					$	95,160
Balance, December 31, 2022
Balance, December 31, 2022
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation	19,100		994,662	10		19,090				—				—				—						—
Changes in equity related to redeemable noncontrolling interests		1,367		—	—		1,367				—				—				—						(1,367)
Parent cash dividends declared	Parent cash dividends declared	(365,385)		—	—		—				(365,385)				—				—						—
Other comprehensive income (loss)	Other comprehensive income (loss)	59,759		—	—		—				—				59,759				—						429
Net income (loss)
Noncontrolling interests dividend

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

Balance, June 30, 2023		$	416,343	291,824,958	$	2,918	$	4,488,492			$	(3,692,948)			$	(382,244)			$	125					$	104,059
Balance, March 31, 2023
Balance, March 31, 2023
Balance, March 31, 2023

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


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									6

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

~~CONDENSED CONSOLIDATED STATEMENTS OF EQUITY~~

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

THREE MONTHS ENDED JUNE 30, 2022
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, March 31, 2022 $ 758,771 290,550,440 $ 2,906 $ 4,409,051 $ (3,359,876) $ (294,358) $ 1,048 $ 73,428
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation 24,462 129,518 1 24,461 — — — —
Changes in equity related to noncontrolling interests 4,618 — — 983 — — 3,635 (983)
Parent cash dividends declared (181,197) — — — (181,197) — — —
Other comprehensive (loss) income (152,708) — — — — (152,617) (91) (867)
Net income (loss) 200,315 — — — 200,081 — 234 1,543
Noncontrolling interests equity contributions and related costs (2,486) — — (2,486) — — — 21,547
Noncontrolling interests dividends — — — — — — — (711)
Balance, June 30, 2022 $ 651,775 290,679,958 $ 2,907 $ 4,432,009 $ (3,340,992) $ (446,975) $ 4,826 $ 93,957
SIX MONTHS ENDED JUNE 30, 2022
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL (DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET NONCONTROLLING
INTERESTS REDEEMABLE
NONCONTROLLING
INTERESTS
TOTAL SHARES AMOUNTS
Balance, December 31, 2021 $ 857,068 289,757,061 $ 2,898 $ 4,412,553 $ (3,221,152) $ (338,347) $ 1,116 $ 72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation 22,960 922,897 9 22,951 — — — —
Changes in equity related to noncontrolling interests 2,626 — — (1,009) — — 3,635 1,009
Parent cash dividends declared (362,220) — — — (362,220) — — —
Other comprehensive (loss) income (108,787) — — — — (108,628) (159) (569)
Net income (loss) 242,614 — — — 242,380 — 234 951
Noncontrolling interests equity contributions and related costs (2,486) — — (2,486) — — — 21,547
Noncontrolling interests dividends — — — — — — — (1,392)
Balance, June 30, 2022 $ 651,775 290,679,958 $ 2,907 $ 4,432,009 $ (3,340,992) $ (446,975) $ 4,826 $ 93,957

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									75

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS) (UNAUDITED)


		SIX MONTHS ENDED JUNE 30,					THREE MONTHS ENDED MARCH 31,
		2023		2022			2024	2023
Cash Flows from Operating Activities:	Cash Flows from Operating Activities:					Cash Flows from Operating Activities:
Net income (loss)	Net income (loss)	$	66,678	$	243,565

Adjustments to reconcile net income (loss) to cash flows from operating activities:	Adjustments to reconcile net income (loss) to cash flows from operating activities:

Adjustments to reconcile net income (loss) to cash flows from operating activities:

Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	Depreciation	254,395		236,496
Amortization (includes amortization of deferred financing costs and discounts of $8,095 and $9,064 for the six months ended June 30, 2023 and 2022, respectively)		131,161		134,437
Amortization (includes amortization of deferred financing costs and discounts of $6,100 and $4,332 for the three months ended March 31, 2024 and 2023, respectively)

Revenue reduction associated with amortization of customer inducements and above- and below-market leases
Revenue reduction associated with amortization of customer inducements and above- and below-market leases
Revenue reduction associated with amortization of customer inducements and above- and below-market leases	Revenue reduction associated with amortization of customer inducements and above- and below-market leases	3,491		3,681
Stock-based compensation expense	Stock-based compensation expense	34,882		31,597
Provision (benefit) for deferred income taxes	Provision (benefit) for deferred income taxes	2,799		(18,491)
Loss on early extinguishment of debt		—		671
(Gain) loss on disposal/write-down of property, plant and equipment, net		(14,566)		(51,954)

Loss (gain) on disposal/write-down of property, plant and equipment, net
Loss (gain) on disposal/write-down of property, plant and equipment, net
Loss (gain) on disposal/write-down of property, plant and equipment, net

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

Foreign currency transactions and other, net

Foreign currency transactions and other, net	Foreign currency transactions and other, net	69,183		(58,821)
(Increase) decrease in assets	(Increase) decrease in assets	(31,071)		(194,756)
(Decrease) increase in liabilities	(Decrease) increase in liabilities	(108,858)		(50,505)

Cash Flows from Operating Activities	Cash Flows from Operating Activities	446,094		345,924

Cash Flows from Operating Activities

Cash Flows from Operating Activities

Cash Flows from Investing Activities:

Cash Flows from Investing Activities:

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

Acquisition of customer relationships		—		(148)

Customer inducements	Customer inducements	(2,630)		(4,624)
Contract fulfillment costs		(39,989)		(33,951)

Customer inducements

Customer inducements
Contract costs

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

Cash Flows from Financing Activities:	Cash Flows from Financing Activities:

Cash Flows from Financing Activities:

Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt	Repayment of revolving credit facility, term loan facilities and other debt	(10,087,033)		(5,351,720)
Proceeds from revolving credit facility, term loan facilities and other debt	Proceeds from revolving credit facility, term loan facilities and other debt	9,683,880		6,255,829

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

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

Equity distribution to noncontrolling interests

Equity distribution to noncontrolling interests

Equity distribution to noncontrolling interests

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

Parent cash dividends
Parent cash dividends
Payment of deferred purchase obligation

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

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

Effect of Exchange Rates on Cash and Cash Equivalents	Effect of Exchange Rates on Cash and Cash Equivalents	(2,943)		(7,903)
Increase (decrease) in Cash and Cash Equivalents		7,696		(111,082)

Effect of Exchange Rates on Cash and Cash Equivalents

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

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

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

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									86

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

1. GENERAL

The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation, ~~("IMI"),~~ and its subsidiaries ("we" or "us"), have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America 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~~2023 included in our Annual Report on Form 10-K filed with the SEC on February ~~23, 2023~~22, 2024 (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 ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 is as follows:

Balance as of December 31, ~~2022~~2023

~~54,143~~74,762

Credit memos charged to revenue

~~46,222~~24,035

Allowance for bad debts charged to expense

~~16,172~~14,338

Deductions and other(1)

~~(51,320)~~(35,722)

Balance as of ~~June 30, 2023~~March 31, 2024

~~65,217~~77,413

(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 ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									97

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 ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 are as follows:

DESCRIPTION

JUNE 30, 2023

DECEMBER 31, 2022

DESCRIPTION

MARCH 31, 2024

DECEMBER 31, 2023

Assets:

Operating lease right-of-use assets

2,671,371

2,583,704

Operating lease right-of-use assets

Financing lease right-of-use assets, net of accumulated depreciation(1)

255,015

251,690

Liabilities:

Current

Operating lease liabilities

303,615

288,738

Financing lease liabilities(1)

49,148

43,857

Long-term

Operating lease liabilities

2,513,975

2,429,167

Operating lease liabilities

Financing lease liabilities(1)

297,190

289,048

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

The components of the lease expense for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are as follows:


		THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
DESCRIPTION
DESCRIPTION
DESCRIPTION	DESCRIPTION	2023		2022		2023		2022
Operating lease cost(1)	Operating lease cost(1)	$	161,241	$	139,863	$	317,114	$	283,393
Operating lease cost(1)
Operating lease cost(1)
Financing lease cost:
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	$	10,202	$	10,578	$	20,210	$	22,032
Depreciation of financing lease right-of-use assets
Depreciation of financing lease right-of-use assets
Interest expense for financing lease liabilities	Interest expense for financing lease liabilities	4,416		4,359		8,757		9,037
Interest expense for financing lease liabilities
Interest expense for financing lease liabilities

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of ~~$34,418~~$38,094 and ~~$65,998~~$31,580 for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~respectively, and $28,788 and $59,296 for the three and six months ended June 30, 2022,~~ respectively.

Other information: Supplemental cash flow information relating to our leases for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:

SIX MONTHS ENDED JUNE 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES: 2023 2022
Operating cash flows used in operating leases $ 220,764 $ 200,958
Operating cash flows used in financing leases (interest) 8,757 9,037
Financing cash flows used in financing leases 22,010 20,084
NON-CASH ITEMS:
Operating lease modifications and reassessments $ 44,779 $ 67,699
New operating leases (including acquisitions and sale-leaseback transactions) 163,326 382,890

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


	THREE MONTHS ENDED MARCH 31,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:	2024		2023
Operating cash flows used in operating leases	$	117,336	$	108,723

Operating cash flows used in financing leases (interest)	5,221		4,341
Financing cash flows used in financing leases	10,679		11,714

NON-CASH ITEMS:
Operating lease modifications and reassessments	$	(262)	$	18,163
New operating leases (including acquisitions and sale-leaseback transactions)	64,556		113,853


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									108

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~~2023 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 and Corporate and Other (as defined in Note 9) for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 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
Non-tax deductible goodwill acquired during the period 22,876 — 383 23,259
Fair value and other adjustments (80) — 2,333 2,253
Currency translation adjustments 17,169 2,153 577 19,899
Goodwill balance, net of accumulated amortization as of June 30, 2023 $ 3,892,911 $ 420,655 $ 614,579 $ 4,928,145
Accumulated goodwill impairment balance as of June 30, 2023 $ 132,409 $ — $ 26,011 $ 158,420


	GLOBAL RIM BUSINESS		GLOBAL DATA CENTER BUSINESS		CORPORATE AND OTHER		TOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization, as of December 31, 2023	$	3,911,945	$	478,930	$	627,037	$	5,017,912
Tax deductible goodwill acquired during the period	—		—		131,695		131,695



Fair value and other adjustments	143		(186)		—		(43)
Currency effects	(38,502)		(2,995)		(594)		(42,091)
Goodwill balance, net of accumulated amortization, as of March 31, 2024	$	3,873,586	$	475,749	$	758,138	$	5,107,473
Accumulated goodwill impairment balance as of March 31, 2024	$	132,409	$	—	$	26,011	$	158,420


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									119

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 ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 are as follows:


				FAIR VALUE MEASUREMENTS AT JUNE 30, 2023 USING								FAIR VALUE MEASUREMENTS AT MARCH 31, 2024 USING
DESCRIPTION	DESCRIPTION	TOTAL CARRYING VALUE AT JUNE 30, 2023		QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		DESCRIPTION	TOTAL CARRYING VALUE AT MARCH 31, 2024	QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)	SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)	SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)(2)
Money Market Funds	Money Market Funds	$	11,761	$	—	$	11,761	$	—
Time Deposits	Time Deposits	1,127		—		1,127		—
Trading Securities	Trading Securities	10,340		10,322		18		—
Derivative Assets	Derivative Assets	28,286		—		28,286		—
Derivative Liabilities		4,540		—		4,540		—

Deferred Purchase Obligations(1)
Deferred Purchase Obligations(1)
Deferred Purchase Obligations(1)	Deferred Purchase Obligations(1)	201,190		—		—		201,190


				FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2022 USING								FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2023 USING
DESCRIPTION	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)		DESCRIPTION	TOTAL CARRYING VALUE AT DECEMBER 31, 2023	QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)	SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)	SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)(2)
Money Market Funds	Money Market Funds	$	11,311	$	—	$	11,311	$	—
Time Deposits	Time Deposits	1,102		—		1,102		—
Trading Securities	Trading Securities	9,462		9,426		36		—
Derivative Assets	Derivative Assets	51,396		—		51,396		—
Derivative Liabilities	Derivative Liabilities	489		—		489		—
Deferred Purchase Obligations(1)	Deferred Purchase Obligations(1)	193,033		—		—		193,033

(1)Primarily relates to the fair ~~value~~values of the ~~Deferred Purchase Obligation~~deferred purchase obligations associated with the ITRenew Transaction (as defined in Note 3 to Notes to Consolidated Financial Statements included in our Annual Report) ~~associated with~~and the ~~ITRenew~~Regency Transaction (as defined ~~below~~ in Note 3)~~, which was~~.

(2)The following is a rollforward of the Level 3 liabilities presented above for December 31, 2023 through March 31, 2024:



Balance as of December 31, 2023	$	208,265
Additions	63,600
Payments	(158,677)
Other changes, including accretion	283
Balance as of March 31, 2024	$	113,471

The level 3 valuations of the deferred purchase obligations were determined utilizing a Monte-Carlo ~~model~~models and ~~takes~~take into account our forecasted projections as ~~it relates~~they relate to the underlying performance of the ~~business.~~respective businesses. The Monte-Carlo simulation model applied in assessing the fair value of the deferred purchase obligation associated with the ITRenew Transaction 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. The Monte-Carlo simulation model applied in assessing the fair value of the deferred purchase obligation associated with the Regency Transaction incorporates assumptions as to expected revenue over the achievement period, including adjustments for volatility and timing, as well as discount rates that account for the risk of the arrangement and overall market risks. Any material change to these assumptions may result in a significantly higher or lower fair value of the Deferred Purchase Obligation. The change in value of the Deferred Purchase Obligation during the three and six months ended June 30, 2023 was driven by the accretion of the obligation to present value.related deferred purchase obligation.

There were no material items that were measured at fair value on a non-recurring basis at ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 other than (i) those disclosed in Note 2.p. to Notes to Consolidated Financial Statements included in our Annual Report and (ii) assets acquired and liabilities assumed through our acquisitions that occurred during the ~~six~~three months ended ~~June 30, 2023, all~~March 31, 2024 (see Note 3), both of which are based on Level 3 inputs.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									1210

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

F. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

The changes in Accumulated other comprehensive items, net for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are as follows:

THREE MONTHS ENDED JUNE 30, 2023 THREE MONTHS ENDED JUNE 30, 2022
FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS DERIVATIVE FINANCIAL
INSTRUMENTS TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS DERIVATIVE FINANCIAL
INSTRUMENTS TOTAL
Beginning of Period $ (414,832) $ 9,064 $ (405,768) $ (313,801) $ 19,443 $ (294,358)
Other comprehensive income (loss):
Foreign currency translation and other adjustments 18,155 — 18,155 (186,828) — (186,828)
Change in fair value of derivative instruments — 7,896 7,896 — 34,211 34,211
Reclassifications from accumulated other comprehensive items, net — (2,527) (2,527) — — —
Total other comprehensive income (loss) 18,155 5,369 23,524 (186,828) 34,211 (152,617)
End of Period $ (396,677) $ 14,433 $ (382,244) $ (500,629) $ 53,654 $ (446,975)


		SIX MONTHS ENDED JUNE 30, 2023						SIX MONTHS ENDED JUNE 30, 2022
	THREE MONTHS ENDED MARCH 31, 2024															THREE MONTHS ENDED MARCH 31, 2024				THREE MONTHS ENDED MARCH 31, 2023
		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS		DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL		FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS	DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL	FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS	DERIVATIVE FINANCIAL INSTRUMENTS		TOTAL
Beginning of Period	Beginning of Period	$	(454,509)	$	12,506	$	(442,003)	$	(341,024)	$	2,677	$	(338,347)
Other comprehensive income (loss):
Other comprehensive (loss) income:
Foreign currency translation and other adjustments
Foreign currency translation and other adjustments
Foreign currency translation and other adjustments	Foreign currency translation and other adjustments	57,832		—		57,832		(159,605)		—		(159,605)
Change in fair value of derivative instruments	Change in fair value of derivative instruments	—		4,454		4,454		—		50,977		50,977
Reclassifications from accumulated other comprehensive items, net	Reclassifications from accumulated other comprehensive items, net	—		(2,527)		(2,527)		—		—		—
Total other comprehensive income (loss)		57,832		1,927		59,759		(159,605)		50,977		(108,628)
Total other comprehensive (loss) income
End of Period	End of Period	$	(396,677)	$	14,433	$	(382,244)	$	(500,629)	$	53,654	$	(446,975)

G. REVENUES

The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to ~~obtain~~fulfill or ~~fulfill~~obtain customer contracts (collectively, "Contract ~~Fulfillment~~ Costs"). Contract ~~Fulfillment~~ Costs as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 are as follows:


			JUNE 30, 2023						DECEMBER 31, 2022
			GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT		GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT
		MARCH 31, 2024															MARCH 31, 2024			DECEMBER 31, 2023
		GROSS CARRYING AMOUNT													GROSS CARRYING AMOUNT	ACCUMULATED AMORTIZATION		NET CARRYING AMOUNT	GROSS CARRYING AMOUNT		ACCUMULATED AMORTIZATION	NET CARRYING AMOUNT
Intake Costs asset	Intake Costs asset		$	75,428	$	(47,919)	$	27,509	$	68,345	$	(42,132)	$	26,213
Commissions asset	Commissions asset		148,003		(66,431)		81,572		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, 2024		DECEMBER 31, 2023
Deferred revenue - Current	Deferred revenue	$	332,801	$	325,665
Deferred revenue - Long-term	Other Long-term Liabilities	97,075		100,770

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 842. Storage rental revenue associated with our Global Data Center Business for the three months ended March 31, 2024 and 2023 is as follows:


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Storage rental revenue	$	140,028	$	107,435


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									1311

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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

DESCRIPTION LOCATION IN BALANCE SHEET JUNE 30, 2023 DECEMBER 31, 2022
Deferred revenue - Current Deferred revenue $ 336,068 $ 328,910
Deferred revenue - Long-term Other Long-term Liabilities 22,343 32,960

~~DATA CENTER LESSOR CONSIDERATIONS~~

Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Codification ("ASC") 842, ~~Leases~~. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and six months ended June 30, 2023 and 2022 is as follows:

THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
2023 2022 2023 2022
Storage rental revenue(1)
$ 110,990 $ 89,768 $ 218,425 $ 177,219

~~(1)~~Revenue associated with power and connectivity included within storage rental revenue was $38,692 and $79,364 for the three and six months ended June 30, 2023, respectively, and $30,713 and $59,031 for the three and six months ended June 30, 2022, respectively.

H. STOCK-BASED COMPENSATION

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

STOCK-BASED COMPENSATION EXPENSE

Stock-based compensation expense for the Employee Stock-Based Awards for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:

THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
2023 2022 2023 2022
Stock-based compensation expense $ 22,373 $ 20,256 $ 34,882 $ 31,597


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Stock-based compensation expense	$	14,039	$	12,509

In March 2024, we granted approximately 83,100, 582,800 and 444,000 stock options, RSUs and PUs, respectively, under the 2014 Plan (as defined in Note 2.t to Notes to Consolidated Financial Statements included in our Annual Report).

As of ~~June 30, 2023,~~March 31, 2024, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards, inclusive of our estimated achievement of the performance metrics, is ~~$87,880.~~$132,940.

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").

Acquisition and Integration Costs for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are as follows:

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


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Acquisition and Integration Costs	$	7,809	$	1,595


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									14

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

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

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

~~(Gain) loss~~Loss (gain) on disposal/write-down of property, plant and equipment, net for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:

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


	THREE MONTHS ENDED MARCH 31,
	2024		2023(1)
Loss (gain) on disposal/write-down of property, plant and equipment, net	$	389	$	(13,061)

(1) The gains for the ~~six~~three months ended ~~June 30,~~March 31, 2023 primarily consist of a gain of approximately $18,500 associated with a sale-leaseback transaction of a facility in ~~Singapore during the first quarter of 2023.~~

~~(2)~~ The gains for the three and six months ended June 30, 2022 primarily consist of gains of approximately $49,000 associated with sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States.

~~(3)~~ Singapore. The gains recognized during ~~both~~ 2023 ~~and 2022~~ are the result of our program to monetize a small portion of our industrial assets through sale and sale-leaseback transactions. The terms for these leases are consistent with the terms of our lease portfolio, which are disclosed in detail in Note 2.j. to Notes to Consolidated Financial Statements included in our Annual Report.

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

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

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

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

~~(2)~~The gains for the three and six months ended June 30, 2022 primarily consist of the impact of changes in the exchange rate of the Euro and the British pound sterling against the United States dollar on our intercompany balances with and between certain of our subsidiaries.

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

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									1512

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 (INCOME) EXPENSE, NET

Other (income) expense, net for the three months ended March 31, 2024 and 2023 consists of the following:


	THREE MONTHS ENDED MARCH 31,
DESCRIPTION	2024		2023
Foreign currency transaction (gains) losses, net	$	(16,379)	$	14,424
Other, net	3,849		6,776
Other (Income) Expense, Net	$	(12,530)	$	21,200

L. INCOME TAXES

We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our effective tax rates for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are as follows:

THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
2023(1)
2022(2)
2023(1)
2022(2)
Effective Tax Rate 78.8 % 8.2 % 24.0 % 10.4 %


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Effective Tax Rate(1)	17.7	%	20.4	%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 were (i) the loss of approximately $38,000 recorded in Other, net a component of Other expense (income), net during the second quarter of 2023 to reflect the remeasurement of our previously held equity interest in the Clutter JV to fair value, for which there was no tax impact, (ii) the benefits derived from the dividends paid deduction and (iii) the differences in the tax rates to which our foreign earnings are subject.

~~(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and six months ended June 30, 2022~~ were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other expense (income), net and Gain (loss) on disposal/write-down of property, plant and equipment net, during the period for which there was an insignificant tax impact. During the first quarter of 2022, there was also a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries of approximately $9,900 as a result of our acquisition of Intercept Parent, Inc. ("ITRenew").

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

The calculations of basic and diluted income (loss) per share for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are as follows:

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

~~N. RECENT ACCOUNTING PRONOUNCEMENTS~~

~~In December 2021, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2021-08,~~ ~~Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers~~ ~~("ASU 2021-08"). ASU 2021-08 requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606,~~ ~~Revenue from Contracts with Customers,~~ ~~and for the related revenue contracts in accordance with ASU No. 2014-09,~~ ~~Revenue from Contracts with Customers (Topic 606),~~ ~~as if it had originated the contracts. We adopted ASU 2021-08 on January 1, 2023 on a prospective basis, and there was no material impact on our condensed consolidated financial statements.~~


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Net Income (Loss)	$	77,025	$	65,535
Less: Net Income (Loss) Attributable to Noncontrolling Interests	2,964		940
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)	$	74,061	$	64,595
Weighted-average shares—basic	292,746,000		291,442,000
Effect of dilutive potential stock options	1,886,000		1,216,000
Effect of dilutive potential RSUs and PUs	589,000		391,000
Weighted-average shares—diluted	295,221,000		293,049,000
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic	$	0.25	$	0.22
Diluted	$	0.25	$	0.22
Antidilutive stock options, RSUs and PUs excluded from the calculation	365,764		145,730


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									1613

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

3. ACQUISITIONS

~~CLUTTER~~REGENCY TECHNOLOGIES

On ~~June 29, 2023,~~January 3, 2024, in order to ~~further~~ expand our ~~on-demand consumer storage~~asset lifecycle management ("ALM") business, we acquired 100% of RSR Partners, LLC (doing business as Regency Technologies), an information technology asset disposition services provider with operations throughout the ~~outstanding shares~~United States, for an initial purchase price of ~~Clutter Intermediate, Inc.~~approximately $200,000, with $125,000 paid at closing, funded by borrowings under the Revolving Credit Facility (as defined in Note 6), and ~~control of all assets~~the remaining $75,000 (the “January 2025 Payment”) to be paid in January 2025 (the "Regency Transaction"). The present value of the ~~Clutter JV (collectively, "Clutter")~~January 2025 Payment is included as a component of Accrued expenses and other current liabilities in our Condensed Consolidated Balance Sheet at March 31, 2024. The agreement for ~~total~~the Regency Transaction also includes a performance-based contingent consideration with a potential earnout range from zero to $200,000 based upon achievement of ~~$59,100~~certain three-year cumulative revenue targets, which would be payable in 2027, if earned (the ~~“Clutter Acquisition”~~“Regency Deferred Purchase Obligation”). ~~During the third quarter of 2023, we anticipate offering up to 15% equity interest in Clutter to certain former stakeholders~~The preliminary fair value estimate of the ~~Clutter JV.~~Regency Deferred Purchase Obligation as of the date of the acquisition is approximately $78,400. The present value of the Regency Deferred Purchase Obligation is included as a component of Other Long-term Liabilities in our Condensed Consolidated Balance Sheet at March 31, 2024. Subsequent increases or decreases in the fair value estimate of the Regency Deferred Purchase Obligation, as well as the accretion of the discount to present value, will be included as a component of Other (income) expense, net in our Condensed Consolidated Statements of Operations until the deferred purchase obligation is settled or paid. Subsequent to the acquisition, the results of Regency Technologies are included as a component of Corporate and Other.

PRELIMINARY PURCHASE PRICE ALLOCATION

A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our acquisitions closed during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 is as follows:


	~~SIX~~THREE MONTHS ENDED ~~JUNE 30, 2023~~MARCH 31, 2024
Cash Paid (gross of cash acquired)~~(1)~~	$	~~21,215~~125,000
Deferred Purchase ~~Obligation,~~Obligations, Purchase Price Holdbacks and Other(1)	~~9,290~~133,713
~~Fair Value of Previously Held Equity Interest~~	~~9,000~~
~~Settlement of Pre-Existing Relationships~~	~~20,122~~

Total Consideration	~~59,627~~258,713
Fair Value of Identifiable Assets Acquired(2)	~~56,248~~155,259






Fair Value of Identifiable Liabilities ~~Assumed~~	~~(19,880)~~
~~Total Fair Value of Identifiable Net Assets~~ Acquired	~~36,368~~ (28,241)
Goodwill Initially Recorded~~(2)~~(3)	$	~~23,259~~131,695

(1)~~Cash paid for acquisitions, net in our Condensed Consolidated Statement~~Consists of ~~Cash Flows includes (i) cash acquired~~the acquisition-date present values of ~~$1,980 relating to acquisitions completed during~~ the ~~six months ended June 30, 2023~~Regency Deferred Purchase Obligation and ~~(ii) contingent and other payments of $2,230 for~~ the ~~six months ended June 30, 2023 relating to acquisitions completed prior to~~ January ~~1, 2023.~~2025 Payment.

(2)Assets acquired include a customer and supplier relationship intangible asset, which has a fair value of $108,000 and a weighted average life of approximately 20 years.

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

The preliminary purchase price allocations that are not finalized as of ~~June 30, 2023~~March 31, 2024 relate to the final assessment of the fair values of property, plant and equipment and intangible assets ~~(primarily the customer relationship intangible asset)~~ associated with the acquisitions we closed during the ~~six~~three months ended ~~June 30, 2023.~~March 31, 2024. Any adjustments to our estimates of purchase price ~~allocations~~allocation will be made in the periods in which the adjustments are determined, ~~but no later than the one year measurement period,~~ and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the ~~applicable~~ acquisition ~~date. Adjustments~~dates. Purchase price allocation adjustments recorded during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 were not material to our balance sheet or results from operations.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									1714

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

In addition to our acquisition of ITRenew, we completed certain other acquisitions in 2023 and 2022. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations.

~~4. INVESTMENTS~~

~~CLUTTER JOINT VENTURE~~

In February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the "MakeSpace JV") entered into an agreement with Clutter, Inc. pursuant to which the equityholders of the MakeSpace JV contributed their ownership interests in the MakeSpace JV, and Clutter, Inc.’s shareholders contributed their ownership interests in Clutter, Inc., to create a newly formed venture (the "Clutter JV"). In exchange for our 49.99% interest in the MakeSpace JV, we received an approximate 27% interest in the Clutter JV (the "Clutter Transaction"). As a result of the Clutter Transaction, we recognized a gain related to our contributed interest in the MakeSpace JV of approximately $35,800, which was recorded to Other, net, a component of Other expense (income), net, during the first quarter of 2022.

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

~~WEB WERKS JOINT VENTURE~~

In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited, 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. On July 7, 2023, we made our final contractual investment in the Web Werks JV 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). After the final contractual payment, our interest in the Web Werks JV increased to 63.39% and we assumed control of its board of directors. For financial reporting periods beginning after July 7, 2023, the Web Werks JV will be consolidated within our Global Data Center Business segment.


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									18

~~Table of Contents~~

~~Part I. Financial Information~~

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

4. INVESTMENTS ~~(CONTINUED)~~

JOINT VENTURE SUMMARY

~~The following~~Our joint ~~ventures are~~venture with AGC Equity Partners (the "Frankfurt JV") is accounted for as an equity method ~~investments~~investment and ~~are~~is presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying ~~values~~value and equity ~~interests~~interest in ~~our joint ventures~~the Frankfurt JV at ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022 are~~2023 is as follows:

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


	MARCH 31, 2024				DECEMBER 31, 2023
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Frankfurt JV	$	55,757	20	%	$	57,874	20	%

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

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

INTEREST RATE SWAP AGREEMENTS DESIGNATED AS CASH FLOW HEDGES

~~In July 2019, we entered into forward-starting~~We utilize 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 with a total~~have notional ~~amount of $350,000 and provided variable rate interest payments associated~~amounts that will increase with the notional amount of each interest rate swap, based upon one-month London Interbank Offered Rate ("LIBOR"), in exchange for the payment of fixed interest rates as specified in the respective interest rate swap agreements. In April 2023, we terminated these agreements in anticipation of the discontinuance of the LIBOR reference rate on June 30, 2023. The terminated swap agreements had associated unrealized gains at the termination date of approximately $10,100. These gains are included in Accumulated other comprehensive items, net and will be reclassified into earnings as reductions to interest expense from the date of termination through March 2024, the original maturity date of the swaps.

~~In April 2023, we entered into interest rate swap agreements to limit~~underlying hedged transaction. Under our ~~exposure to changes in interest rates on a portion of our floating rate indebtedness. Under these~~ interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon the one-month Secured Overnight Financing Rate, in exchange for the payment of fixed interest rates as specified in the interest rate swap agreements. ~~As of June 30, 2023, we have $350,000 in notional value outstanding associated with these interest rate swap agreements, which expire in February 2026.~~

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

~~We have designated each of the interest rate swap agreements described above as cash flow hedges. These~~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.


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									19

~~Table~~As of ~~Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

~~(In thousands, except share~~March 31, 2024 and ~~per share data) (Unaudited)~~

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

December 31, 2023, we have approximately $1,104,000 and $520,000, respectively, in notional value outstanding on our interest rate swap agreements, with maturity dates ranging from October 2025 through February 2027.

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

We utilize cross-currency interest rate swaps to hedge the variability of exchange rate impacts between the United States dollar and the Euro. As of both ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, we have approximately ~~$469,200~~$509,200 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 MARCH 31, 2024 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 (CONTINUED)

The fair ~~value~~values of derivative instruments recognized in our Condensed Consolidated Balance Sheets at ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, by derivative instrument, are as follows:

JUNE 30, 2023

DECEMBER 31, 2022

MARCH 31, 2024

DECEMBER 31, 2023

DERIVATIVE INSTRUMENTS(1)

Assets

Liabilities

Assets

Liabilities

DERIVATIVE INSTRUMENTS(1)

Assets

Liabilities

Assets

Liabilities

Cash Flow Hedges(2)

Interest rate swap agreements

6,852

—

12,995

489

Interest rate swap agreements

Net Investment Hedges(3)

Cross-currency swap agreements

21,434

4,540

38,401

—

Cross-currency swap agreements

(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 ~~June 30, 2023, $1,459~~March 31, 2024, $1,086 is included within Prepaid expenses and other ~~$26,827~~and $19,204 is included within Other assets. As of December 31, 2023, $6,359 is included within Other assets, ~~and $4,540~~$2,496 is included within Accrued ~~expense and other current liabilities. As of December 31, 2022, $2,606 is included within Prepaid~~ expenses and other ~~$48,790 is included within Other assets~~liabilities and ~~$489~~$3,273 is included within Other long-term liabilities.

(2)As of ~~June 30, 2023,~~March 31, 2024, cumulative net gains recorded within Accumulated other comprehensive items, net associated with our interest rate swap agreements are ~~$14,433, which include $7,581 related to our terminated interest rate swap agreements.~~$11,332.

(3)As of ~~June 30, 2023,~~March 31, 2024, cumulative net gains recorded within Accumulated other comprehensive items, net associated with our cross-currency swap agreements are ~~$37,645,~~$44,947, which include ~~$20,751~~$34,373 related to the excluded component of our cross-currency swap agreements.

Unrealized gains (losses) recognized in Accumulated other comprehensive ~~income~~items, net during the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ by derivative instrument, are as follows:

THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
DERIVATIVE INSTRUMENTS 2023 2022 2023 2022
Cash Flow Hedges
Interest rate swap agreements $ 7,896 $ 3,932 $ 4,454 $ 15,402
Net Investment Hedges
Cross-currency swap agreements (12,704) 30,279 (21,507) 35,575
Cross-currency swap agreements (excluded component) 5,817 — 11,651 —


~~IRON MOUNTAIN JUNE 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)~~


	THREE MONTHS ENDED MARCH 31,
DERIVATIVE INSTRUMENTS	2024		2023
Cash Flow Hedges
Interest rate swap agreements	$	11,388	$	(3,442)
Net Investment Hedges
Cross-currency swap agreements	8,312		(8,803)
Cross-currency swap agreements (excluded component)	4,176		5,834

Gains (losses) recognized in Net income (loss) during the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ by derivative instrument, are as follows:

THREE MONTHS ENDED JUNE 30,

SIX MONTHS ENDED JUNE 30,

THREE MONTHS ENDED MARCH 31,

DERIVATIVE INSTRUMENTS

Location of gain (loss)

2023

2022

2023

2022

Cash Flow Hedges

Interest rate swap agreements

Interest expense

2,527

—

2,527

—

Net Investment Hedges

Cross-currency swap agreements (excluded component)

Interest expense

(5,817)

—

(11,651)

—

Cross-currency swap agreements (excluded component)


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2116

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:

JUNE 30, 2023 DECEMBER 31, 2022

DEBT
(INCLUSIVE OF
DISCOUNT)
UNAMORTIZED
DEFERRED
FINANCING
COSTS
CARRYING
AMOUNT
FAIR
VALUE
DEBT
(INCLUSIVE OF
DISCOUNT)
UNAMORTIZED
DEFERRED
FINANCING
COSTS
CARRYING
AMOUNT
FAIR
VALUE
Revolving Credit Facility(1)
$ 679,500 $ (5,332) $ 674,168 $ 679,500 $ 1,072,200 $ (6,790) $ 1,065,410 $ 1,072,200
Term Loan A(1)
234,375 — 234,375 234,375 240,625 — 240,625 240,625
Term Loan B(1)
662,685 (3,122) 659,563 663,250 666,073 (3,747) 662,326 666,750
Australian Dollar Term Loan 196,333 (543) 195,790 198,005 202,641 (633) 202,008 204,623
UK Bilateral Revolving Credit Facility 177,277 — 177,277 177,277 169,361 — 169,361 169,361
37/8% GBP Senior Notes due 2025 (the "GBP Notes")
506,506 (2,231) 504,275 472,474 483,888 (2,589) 481,299 445,206
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)
1,000,000 (6,043) 993,957 932,500 1,000,000 (6,754) 993,246 917,500
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)
825,000 (5,609) 819,391 770,344 825,000 (6,200) 818,800 754,875
5% Senior Notes due 2028 (the "5% Notes due 2028")(2)
500,000 (3,678) 496,322 461,250 500,000 (4,039) 495,961 450,000
7% Senior Notes due 2029 (the "7% Notes due 2029")(2)
1,000,000 (11,853) 988,147 992,500 — — — —
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)
1,000,000 (9,041) 990,959 892,500 1,000,000 (9,764) 990,236 865,000
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)
1,300,000 (10,655) 1,289,345 1,166,750 1,300,000 (11,407) 1,288,593 1,111,500
41/2% Senior Notes due 2031 (the "41/2% Notes")(2)
1,100,000 (9,539) 1,090,461 940,500 1,100,000 (10,161) 1,089,839 891,000
5% Senior Notes due 2032 (the "5% Notes due 2032") 750,000 (11,858) 738,142 645,000 750,000 (12,511) 737,489 622,500
55/8% Senior Notes due 2032 (the "55/8% Notes")(2)
600,000 (5,275) 594,725 535,500 600,000 (5,566) 594,434 520,500
Real Estate Mortgages, Financing Lease Liabilities and Other 457,724 (483) 457,241 457,724 425,777 (578) 425,199 425,777
Accounts Receivable Securitization Program 343,100 (426) 342,674 343,100 314,700 (531) 314,169 314,700
Total Long-term Debt 11,332,500 (85,688) 11,246,812 10,650,265 (81,270) 10,568,995
Less Current Portion (102,582) — (102,582) (87,546) — (87,546)
Long-term Debt, Net of Current Portion $ 11,229,918 $ (85,688) $ 11,144,230 $ 10,562,719 $ (81,270) $ 10,481,449


	MARCH 31, 2024								DECEMBER 31, 2023
	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)	$	660,000	$	(4,265)	$	655,735	$	660,000	$	—	$	(4,621)	$	(4,621)	$	—
Term Loan A(1)	225,000		—		225,000		225,000		228,125		—		228,125		228,125
Term Loan B due 2026(1)	657,605		(2,186)		655,419		658,000		659,298		(2,498)		656,800		659,750
Term Loan B due 2031(1)	1,188,318		(12,610)		1,175,708		1,197,000		1,191,000		(13,026)		1,177,974		1,200,000
Virginia 3 Term Loans(2)	165,555		(4,206)		161,349		165,555		101,218		(4,641)		96,577		101,218
Virginia 4/5 Term Loans(2)	49,994		(5,089)		44,905		49,994		16,338		(5,892)		10,446		16,338
Australian Dollar Term Loan(2)	188,064		(426)		187,638		189,327		197,743		(482)		197,261		199,195
UK Bilateral Revolving Credit Facility(2)	176,737		—		176,737		176,737		178,239		—		178,239		178,239
GBP Notes(2)	504,963		(1,510)		503,453		487,809		509,254		(1,763)		507,491		489,108
47/8% Notes due 2027(2)	1,000,000		(4,976)		995,024		960,000		1,000,000		(5,332)		994,668		967,500
51/4% Notes due 2028(2)	825,000		(4,724)		820,276		794,063		825,000		(5,019)		819,981		800,250
5% Notes due 2028(2)	500,000		(3,135)		496,865		476,250		500,000		(3,316)		496,684		478,750
7% Notes due 2029(2)	1,000,000		(10,281)		989,719		1,015,000		1,000,000		(10,813)		989,187		1,027,500
47/8% Notes due 2029(2)	1,000,000		(7,956)		992,044		932,500		1,000,000		(8,318)		991,682		945,000
51/4% Notes due 2030(2)	1,300,000		(9,527)		1,290,473		1,225,250		1,300,000		(9,903)		1,290,097		1,241,500
41/2% Notes(2)	1,100,000		(8,607)		1,091,393		987,250		1,100,000		(8,917)		1,091,083		995,500
5% Notes due 2032(2)	750,000		(10,880)		739,120		682,500		750,000		(11,206)		738,794		684,375
55/8% Notes(2)	600,000		(4,840)		595,160		567,000		600,000		(4,985)		595,015		567,000
Real Estate Mortgages, Financing Lease Liabilities and Other	552,265		(678)		551,587		552,265		519,907		(403)		519,504		519,907
Accounts Receivable Securitization Program	360,000		(265)		359,735		360,000		358,500		(317)		358,183		358,183
Total Long-term Debt	12,803,501		(96,161)		12,707,340				12,034,622		(101,452)		11,933,170
Less Current Portion	(118,771)		—		(118,771)				(120,670)		—		(120,670)
Long-term Debt, Net of Current Portion	$	12,684,730	$	(96,161)	$	12,588,569			$	11,913,952	$	(101,452)	$	11,812,500

(1)Collectively, the “Credit Agreement”. The Credit Agreement consists of a revolving credit facility (the “Revolving Credit Facility”), a term loan A facility (the “Term Loan A”) and atwo term loan B facilities (the "Term Loan B"B due 2026" and the "Term Loan B due 2031"). The Revolving Credit Facility and the Term Loan A are scheduled to mature on March 18, 2027. The Term Loan B due 2026 is scheduled to mature on January 2, 2026. The Term Loan B due 2031 is scheduled to mature on January 31, 2031. The remaining amount available for borrowing under the Revolving Credit Facility as of ~~June 30, 2023~~March 31, 2024 was ~~$1,566,061~~$1,585,174 (which ~~amount~~ represents the maximum availability as of such date). The weighted average interest rate in effect under the Revolving Credit Facility was ~~7.0% and 6.2%~~7.3% as of ~~June 30, 2023 and December~~March 31, ~~2022, respectively.~~2024.

(2)~~Collectively, the "Parent Notes". IMI is the direct obligor on the Parent~~Each as defined in Note 7 to Notes ~~which are fully and unconditionally guaranteed, on a senior basis, by IMI’s United States subsidiaries that represent the substantial majority of~~to Consolidated Financial Statements included in 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.~~Annual Report.


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									22

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~6. DEBT (CONTINUED)~~

See Note 7 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt ~~instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of June 30, 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~~March 31, ~~2022 (which are disclosed in our Annual Report)~~2024).

~~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 Revolving Credit Facility.

~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM~~

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

~~MAXIMUM AMOUNT~~

~~$360,000~~

~~OUTSTANDING BORROWING~~

~~$343,100~~

~~INTEREST RATE~~

~~6.2%~~

~~As of June 30, 2023~~

LETTERS OF CREDIT

As of ~~June 30, 2023,~~March 31, 2024, we had outstanding letters of credit totaling ~~$40,410,~~$38,796, of which ~~$4,439~~$4,826 reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~September 2023~~May 2024 and ~~July~~April 2025.


IRON MOUNTAIN MARCH 31, 2024 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)

6. DEBT (CONTINUED)

DEBT COVENANTS

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


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									23

~~Table of Contents~~

~~Part I. Financial Information~~

~~IRON MOUNTAIN INCORPORATED~~

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

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

~~6. DEBT (CONTINUED)~~

The Credit Agreement uses earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR") based calculations and the bond indentures use earnings before interest, taxes, depreciation and amortization ("EBITDA") based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as "Unrestricted Subsidiaries" as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of ~~June 30, 2023.~~March 31, 2024. 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 ~~$18,000~~$15,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.

8. STOCKHOLDERS' EQUITY MATTERS

In fiscal year ~~2022~~2023 and the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, our board of directors declared the following dividends:

DECLARATION DATE DIVIDEND
PER SHARE RECORD DATE TOTAL
AMOUNT PAYMENT DATE
February 24, 2022 $ 0.6185 March 15, 2022 $ 179,661 April 6, 2022
April 28, 2022 0.6185 June 15, 2022 179,781 July 6, 2022
August 4, 2022 0.6185 September 15, 2022 179,790 October 4, 2022
November 3, 2022 0.6185 December 15, 2022 179,866 January 5, 2023
February 23, 2023 0.6185 March 15, 2023 180,339 April 5, 2023
May 4, 2023 0.6185 June 15, 2023 180,493 July 6, 2023

DECLARATION DATE

DIVIDEND
PER SHARE

RECORD DATE

TOTAL
AMOUNT

PAYMENT DATE

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

November 2, 2023

0.6500

December 15, 2023

189,886

January 4, 2024

February 22, 2024

0.6500

March 15, 2024

190,506

April 4, 2024

On ~~August 3, 2023,~~May 2, 2024, we declared a dividend to our stockholders of record as of ~~September 15, 2023~~June 17, 2024 of $0.65 per share, payable on ~~October~~July 5, ~~2023.~~2024.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2418

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION

Our reportable segments as of December 31, ~~2022~~2023 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

•The remaining activities of our business consist primarily of our Fine Arts and ALM businesses and other corporate items ("Corporate and ~~Other~~Other").

The operations associated with acquisitions completed during the first three months of 2024 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 six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:


		THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		2024
		2024
		2024
Global RIM Business
Global RIM Business
Global RIM Business	Global RIM Business
Total Revenues	Total Revenues	$	1,159,867	$	1,070,476	$	2,286,393	$	2,119,367
Total Revenues
Total Revenues
Adjusted EBITDA
Adjusted EBITDA
Adjusted EBITDA	Adjusted EBITDA	499,062		469,368		976,846		918,163
Global Data Center Business	Global Data Center Business
Global Data Center Business
Global Data Center Business
Total Revenues
Total Revenues
Total Revenues	Total Revenues	$	118,033	$	100,088	$	230,338	$	197,075
Adjusted EBITDA	Adjusted EBITDA	53,809		42,307		104,444		84,284
Adjusted EBITDA
Adjusted EBITDA
Corporate and Other
Corporate and Other
Corporate and Other	Corporate and Other
Total Revenues	Total Revenues	$	80,036	$	118,970	$	155,554	$	221,138
Total Revenues
Total Revenues
Adjusted EBITDA
Adjusted EBITDA
Adjusted EBITDA	Adjusted EBITDA	(77,213)		(56,969)		(144,824)		(116,747)
Total Consolidated	Total Consolidated
Total Consolidated
Total Consolidated
Total Revenues
Total Revenues
Total Revenues	Total Revenues	$	1,357,936	$	1,289,534	$	2,672,285	$	2,537,580
Adjusted EBITDA	Adjusted EBITDA	475,658		454,706		936,466		885,700
Adjusted EBITDA
Adjusted EBITDA


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2519

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~~Loss (gain) 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 six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:


		THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022

		2024
		2024
		2024
Net Income (Loss)
Net Income (Loss)
Net Income (Loss)	Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):
Add/(Deduct):
Add/(Deduct):
Interest expense, net
Interest expense, net
Interest expense, net	Interest expense, net	144,178		115,057		281,347		229,499
Provision (benefit) for income taxes	Provision (benefit) for income taxes	4,255		18,083		21,013		28,163
Provision (benefit) for income taxes
Provision (benefit) for income taxes
Depreciation and amortization
Depreciation and amortization
Depreciation and amortization	Depreciation and amortization	195,367		178,254		377,461		361,869
Acquisition and Integration Costs	Acquisition and Integration Costs	1,511		16,878		3,106		32,539
Acquisition and Integration Costs
Acquisition and Integration Costs
Restructuring and other transformation	Restructuring and other transformation	45,588		—		82,501		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)		(1,505)		(51,249)		(14,566)		(51,954)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures		58,694		(46,103)		76,185		7,412
Restructuring and other transformation
Restructuring and other transformation
Loss (gain) on disposal/write-down of property, plant and equipment, net (including real estate)
Loss (gain) on disposal/write-down of property, plant and equipment, net (including real estate)
Loss (gain) on disposal/write-down of property, plant and equipment, net (including real estate)
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
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures
Stock-based compensation expense
Stock-based compensation expense
Stock-based compensation expense	Stock-based compensation expense	22,373		20,256		34,882		31,597
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	4,054		1,672		7,859		3,010
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures
Adjusted EBITDA	Adjusted EBITDA	$	475,658	$	454,706	$	936,466	$	885,700
Adjusted EBITDA
Adjusted EBITDA


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2620

Table of Contents

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

9. SEGMENT INFORMATION (CONTINUED)

Information as to our revenues by product and service lines by segment for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:


		THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		2024
		2024
		2024
Global RIM Business
Global RIM Business
Global RIM Business	Global RIM Business
Records Management(1)	Records Management(1)	$	898,634	$	818,993	$	1,766,622	$	1,621,546
Records Management(1)
Records Management(1)
Data Management(1)
Data Management(1)
Data Management(1)	Data Management(1)	130,251		124,394		259,845		258,050
Information Destruction(1)(2)	Information Destruction(1)(2)	130,982		127,089		259,926		239,771
Information Destruction(1)(2)
Information Destruction(1)(2)
Data Center(1)
Data Center(1)
Data Center(1)	Data Center(1)	—		—		—		—

Global Data Center Business	Global Data Center Business

Global Data Center Business

Global Data Center Business
Records Management(1)
Records Management(1)
Records Management(1)	Records Management(1)	$	—	$	—	$	—	$	—
Data Management(1)	Data Management(1)	—		—		—		—
Data Management(1)
Data Management(1)
Information Destruction(1)	Information Destruction(1)	—		—		—		—
Information Destruction(1)
Information Destruction(1)
Data Center(1)
Data Center(1)
Data Center(1)	Data Center(1)	118,033		100,088		230,338		197,075

Corporate and Other	Corporate and Other

Corporate and Other

Corporate and Other
Records Management(1)
Records Management(1)
Records Management(1)	Records Management(1)	$	37,409	$	36,141	$	71,757	$	68,039
Data Management(1)	Data Management(1)	—		—		—		—
Data Management(1)
Data Management(1)
Information Destruction(1)(3)	Information Destruction(1)(3)	42,627		82,829		83,797		153,099
Information Destruction(1)(3)
Information Destruction(1)(3)
Data Center(1)
Data Center(1)
Data Center(1)	Data Center(1)	—		—		—		—

Total Consolidated	Total Consolidated

Total Consolidated

Total Consolidated
Records Management(1)
Records Management(1)
Records Management(1)	Records Management(1)	$	936,043	$	855,134	$	1,838,379	$	1,689,585
Data Management(1)	Data Management(1)	130,251		124,394		259,845		258,050
Data Management(1)
Data Management(1)
Information Destruction(1)(2)(3)	Information Destruction(1)(2)(3)	173,609		209,918		343,723		392,870
Information Destruction(1)(2)(3)
Information Destruction(1)(2)(3)
Data Center(1)
Data Center(1)
Data Center(1)	Data Center(1)	118,033		100,088		230,338		197,075

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

(2)~~Includes~~Information destruction revenue for our Global RIM Business includes secure shredding services.

(3)~~Includes~~Information destruction revenue for Corporate and Other includes product revenue from ~~ITRenew.~~our ALM business.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2721

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,~~February 2022, we entered into a storage and service agreement with the ~~MakeSpace JV to provide certain storage~~joint venture formed by Clutter, Inc. and ~~related services to the MakeSpace JV~~us (the ~~"MakeSpace Agreement"~~"Clutter JV")~~. 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 (as defined in Note 3 to Notes to Consolidated Financial Statements included in our Annual Report) and terminated the Clutter Agreement.

Revenue recognized in the accompanying Condensed Consolidated Statements of Operations under these agreements for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows (approximately):


		THREE MONTHS ENDED JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022

		2024
		2024
		2024
Frankfurt JV Agreements(1)	Frankfurt JV Agreements(1)	$	800	$	5,700	$	1,700	$	12,800
MakeSpace Agreement and Clutter Agreement(2)		7,000		7,400		13,000		14,400
Frankfurt JV Agreements(1)
Frankfurt JV Agreements(1)
Clutter Agreement(2)
Clutter Agreement(2)
Clutter Agreement(2)

(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.~~Matterhorn. Project Matterhorn investments ~~will~~ focus on transforming our operating model to a global operating model. Project Matterhorn ~~will focus~~focuses 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~~are investing to accelerate growth and to capture a greater share of the large, global addressable markets in which we operate. We expect to incur approximately $150,000 in costs annually related to Project Matterhorn from 2023 through 2025. Costs are comprised of (1) restructuring costs, which include (i) site consolidation and other related exit costs, (ii) employee severance costs and (iii) certain professional fees associated with these activities and (2) other transformation costs, which include professional fees such as project management costs and costs for third party consultants who are assisting in the enablement of our growth initiatives. Total costs related to Project Matterhorn during the three and six months ended June 30, 2023 were $45,588 and $82,501, respectively, and are included in Restructuring and other transformation in our Condensed Consolidated Statement of Operations. There were no Restructuring and other transformation costs related to Project Matterhorn for the three and six months ended June 30, 2022.

Restructuring and other transformation related to Project Matterhorn included in the accompanying Condensed Consolidated Statement of Operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 and from the inception of Project Matterhorn through ~~June 30, 2023,~~March 31, 2024 is as follows:


		THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023		THREE MONTHS ENDED MARCH 31, 2024	THREE MONTHS ENDED MARCH 31, 2023	FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2024
Restructuring	Restructuring	$	16,127	$	28,084	$	41,376
Other transformation	Other transformation	29,461		54,417		83,058
Restructuring and other transformation	Restructuring and other transformation	$	45,588	$	82,501	$	124,434


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2822

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 six~~ months ended ~~June 30,~~March 31, 2024 and 2023 and from the inception of Project Matterhorn through ~~June 30, 2023,~~March 31, 2024 is as follows:


		THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
	THREE MONTHS ENDED MARCH 31, 2024							THREE MONTHS ENDED MARCH 31, 2024	THREE MONTHS ENDED MARCH 31, 2023	FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2024
Global RIM Business	Global RIM Business	$	15,000	$	24,525	$	37,608
Global Data Center Business	Global Data Center Business	—		78		78
Corporate and Other	Corporate and Other	1,127		3,481		3,690
Total restructuring costs	Total restructuring costs	$	16,127	$	28,084	$	41,376

Other transformation costs for Project Matterhorn, included as a component of Restructuring and other transformation in the accompanying Condensed Consolidated Statement of Operations, by segment, for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 and from the inception of Project Matterhorn through ~~June 30, 2023,~~March 31, 2024 is as follows:


		THREE MONTHS ENDED JUNE 30, 2023		SIX MONTHS ENDED JUNE 30, 2023		FROM INCEPTION OF PROJECT MATTERHORN THROUGH JUNE 30, 2023
	THREE MONTHS ENDED MARCH 31, 2024							THREE MONTHS ENDED MARCH 31, 2024	THREE MONTHS ENDED MARCH 31, 2023	FROM INCEPTION OF PROJECT MATTERHORN THROUGH MARCH 31, 2024
Global RIM Business	Global RIM Business	$	4,958	$	8,443	$	12,344
Global Data Center Business	Global Data Center Business	498		1,368		1,426
Corporate and Other	Corporate and Other	24,005		44,606		69,288
Total other transformation costs	Total other transformation costs	$	29,461	$	54,417	$	83,058

~~Accrued~~The rollforward of the accrued restructuring costs and accrued other transformation costs, which are included as components of Accrued expenses and other current liabilities in ~~the accompanying~~our Condensed Consolidated Balance ~~Sheet~~Sheets, for December 31, 2023 through March 31, 2024 is as ~~of June 30, 2023 were approximately $7,400 and $22,200, respectively.~~follows:


	RESTRUCTURING		OTHER TRANSFORMATION		TOTAL RESTRUCTURING AND OTHER TRANSFORMATION
Balance as of December 31, 2023	$	10,731	$	24,854	$	35,585
Amount accrued	10,726		30,041		40,767
Payments	(13,321)		(38,241)		(51,562)
Balance as of March 31, 2024	$	8,136	$	16,654	$	24,790


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									2923

Table of Contents

Part I. Financial Information

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

The following discussion and analysis of our financial condition and results of operations for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three ~~and six~~ months ended ~~June 30, 2023,~~March 31, 2024, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, ~~2022,~~2023, included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission ("SEC") on February ~~23, 2023~~22, 2024 (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)~~ventures or other co-investment vehicles), incorporate alternative technologies (including artificial intelligence) 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;

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

•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 ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3024

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 six~~ months ended ~~June 30, 2023~~March 31, 2024 within each section. ~~Trends and changes that are consistent for both the three and six month periods are not repeated and are discussed on a year to date basis only.~~

PROJECT MATTERHORN

In September 2022, we announced a global program designed to accelerate the growth of our business ("Project Matterhorn"). Project Matterhorn investments ~~will~~ focus on transforming our operating model to a global operating model. Project Matterhorn ~~will focus~~focuses 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~~are investing to accelerate growth and to capture a greater share of the large, global addressable markets in which we operate. We expect to incur approximately $150.0 million in costs annually related to Project Matterhorn from 2023 through 2025. Costs are comprised of (1) restructuring costs, which include (i) site consolidation and other related exit costs, (ii) employee severance costs and (iii) certain professional fees associated with these activities, and (2) other transformation costs, which include professional fees such as project management costs and costs for third party consultants who are assisting in the enablement of our growth initiatives. There were no Restructuring and other transformation costs related to Project Matterhorn for the three and six months ended June 30, 2022. The following chart presents (in thousands) total Restructuring and other transformation costs related to Project Matterhorn from the inception of Project Matterhorn through June 30, 2023 and for the three and six months ended June 30, 2023:


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

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

~~For the Six Months Ended June 30, 2023~~

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 ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3125

Table of Contents

Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

•~~We have experienced steady volume~~Our organic storage rental revenue growth is primarily driven by revenue management in our Global RIM Business segment, ~~with organic storage rental revenue growth driven primarily by revenue management. We~~where we expect ~~organic storage rental revenue growth to benefit from revenue management and~~ volume to be relatively stable in the near ~~term.~~term, as well as by growth in our Global Data Center Business segment, primarily driven by lease commencements.

•Our organic service revenue growth is primarily due to increases in our service activity. We expect organic service revenue growth in ~~2023~~2024 to benefit from our new and existing digital offerings and asset lifecycle management ("ALM") business, as well as our traditional services.

•We expect continued total revenue and Adjusted EBITDA growth in ~~2023~~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.

Cost of sales (excluding depreciation and amortization) and Selling, general and administrative expenses for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 consists of the following:


COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3226

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Part I. Financial Information

NON-GAAP MEASURES

ADJUSTED EBITDA

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



EXCLUDED
•Acquisition and Integration Costs (as defined below) •Restructuring and other transformation •~~(Gain) loss~~Loss (gain) 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		2024
		2024
		2024
Net Income (Loss)
Net Income (Loss)
Net Income (Loss)	Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):
Add/(Deduct):
Add/(Deduct):
Interest expense, net
Interest expense, net
Interest expense, net	Interest expense, net	144,178		115,057		281,347		229,499
Provision (benefit) for income taxes	Provision (benefit) for income taxes	4,255		18,083		21,013		28,163
Provision (benefit) for income taxes
Provision (benefit) for income taxes
Depreciation and amortization
Depreciation and amortization
Depreciation and amortization	Depreciation and amortization	195,367		178,254		377,461		361,869
Acquisition and Integration Costs(1)	Acquisition and Integration Costs(1)	1,511		16,878		3,106		32,539
Acquisition and Integration Costs(1)
Acquisition and Integration Costs(1)
Restructuring and other transformation	Restructuring and other transformation	45,588		—		82,501		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)		(1,505)		(51,249)		(14,566)		(51,954)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures		58,694		(46,103)		76,185		7,412
Restructuring and other transformation
Restructuring and other transformation
Loss (gain) on disposal/write-down of property, plant and equipment, net (including real estate)
Loss (gain) on disposal/write-down of property, plant and equipment, net (including real estate)
Loss (gain) on disposal/write-down of property, plant and equipment, net (including real estate)
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
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures
Stock-based compensation expense
Stock-based compensation expense
Stock-based compensation expense	Stock-based compensation expense	22,373		20,256		34,882		31,597
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures	4,054		1,672		7,859		3,010
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures
Adjusted EBITDA	Adjusted EBITDA	$	475,658	$	454,706	$	936,466	$	885,700
Adjusted EBITDA
Adjusted EBITDA

(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 ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3327

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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~~Loss (gain) 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		2024
		2024
		2024
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
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	$	0.00	$	0.68	$	0.22	$	0.83
Add/(Deduct):	Add/(Deduct):
Add/(Deduct):
Add/(Deduct):
Acquisition and Integration Costs
Acquisition and Integration Costs
Acquisition and Integration Costs	Acquisition and Integration Costs	0.01		0.06		0.01		0.11
Restructuring and other transformation	Restructuring and other transformation	0.16		—		0.28		—
Amortization related to the write-off of certain customer relationship intangible assets		—		—		—		0.02
Restructuring and other transformation
Restructuring and other transformation

(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)	(0.01)		(0.18)		(0.05)		(0.18)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures		0.20		(0.16)		0.26		0.03

(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)
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
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures
Stock-based compensation expense
Stock-based compensation expense
Stock-based compensation expense	Stock-based compensation expense	0.08		0.07		0.12		0.11
Non-cash amortization related to derivative instruments	Non-cash amortization related to derivative instruments	0.02		—		0.04		—
Non-cash amortization related to derivative instruments
Non-cash amortization related to derivative instruments
Tax impact of reconciling items and discrete tax items(1)
Tax impact of reconciling items and discrete tax items(1)
Tax impact of reconciling items and discrete tax items(1)	Tax impact of reconciling items and discrete tax items(1)	(0.05)		(0.03)		(0.06)		(0.07)
Income (Loss) Attributable to Noncontrolling Interests	Income (Loss) Attributable to Noncontrolling Interests	—		0.01		0.01		—
Income (Loss) Attributable to Noncontrolling Interests
Income (Loss) Attributable to Noncontrolling Interests
Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)	$	0.40	$	0.46	$	0.83	$	0.85
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)

(1)The ~~difference~~differences between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022 is~~are primarily due to (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 was 13.9% and ~~2022 was 14.0% and 16.5%~~15.2%, respectively. The Tax impact of reconciling items and discrete tax items is calculated using the current quarter's estimate of the annual structural tax rate. 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 ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3428

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 •~~(Gain) loss~~Loss (gain) 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 JUNE 30,				SIX MONTHS ENDED JUNE 30,
		2023		2022		2023		2022
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		THREE MONTHS ENDED MARCH 31,
		2024
		2024
		2024
Net Income (Loss)
Net Income (Loss)
Net Income (Loss)	Net Income (Loss)	$	1,143	$	201,858	$	66,678	$	243,565
Add/(Deduct):	Add/(Deduct):
Add/(Deduct):
Add/(Deduct):
Real estate depreciation
Real estate depreciation
Real estate depreciation	Real estate depreciation	81,558		75,008		157,687		154,341
(Gain) loss on sale of real estate, net of tax	(Gain) loss on sale of real estate, net of tax	(1,853)		(48,978)		(17,599)		(48,764)
(Gain) loss on sale of real estate, net of tax
(Gain) loss on sale of real estate, net of tax
Data center lease-based intangible assets amortization	Data center lease-based intangible assets amortization	4,907		4,040		11,036		8,163
Data center lease-based intangible assets amortization
Data center lease-based intangible assets amortization
Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures
Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures
Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures	Our share of FFO (Nareit) reconciling items from our unconsolidated joint ventures	562		—		694		—

FFO (Nareit)	FFO (Nareit)	86,317		231,928		218,496		357,305

FFO (Nareit)

FFO (Nareit)
Add/(Deduct):
Add/(Deduct):
Add/(Deduct):	Add/(Deduct):
Acquisition and Integration Costs	Acquisition and Integration Costs	1,511		16,878		3,106		32,539
Acquisition and Integration Costs
Acquisition and Integration Costs
Restructuring and other transformation	Restructuring and other transformation	45,588		—		82,501		—
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)		(1,417)		(2,270)		3,133		(3,189)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)		58,694		(46,103)		76,185		7,412
Restructuring and other transformation
Restructuring and other transformation
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)
Loss (gain) on disposal/write-down of property, plant and equipment, net (excluding real estate)
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)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)
Stock-based compensation expense
Stock-based compensation expense
Stock-based compensation expense	Stock-based compensation expense	22,373		20,256		34,882		31,597
Non-cash amortization related to derivative instruments	Non-cash amortization related to derivative instruments	5,817		—		11,651		—
Non-cash amortization related to derivative instruments
Non-cash amortization related to derivative instruments
Real estate financing lease depreciation	Real estate financing lease depreciation	3,008		3,427		5,996		7,207
Real estate financing lease depreciation
Real estate financing lease depreciation
Tax impact of reconciling items and discrete tax items(2)
Tax impact of reconciling items and discrete tax items(2)
Tax impact of reconciling items and discrete tax items(2)	Tax impact of reconciling items and discrete tax items(2)	(13,278)		(8,250)		(18,491)		(20,876)

Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures	(500)		374		(274)		354

Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures

Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures
FFO (Normalized)	FFO (Normalized)	$	208,113	$	216,240	$	417,185	$	412,349
FFO (Normalized)
FFO (Normalized)

(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 provision (benefit) ~~provision~~ for income taxes of ~~$(5.0)~~$1.1 million and ~~$(5.5)~~$(0.4) million for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~respectively, and $(0.2) million and $(10.2) million for the three and six months ended June 30, 2022,~~ respectively.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3529

Table of Contents

Part I. Financial Information

CRITICAL ACCOUNTING ESTIMATES

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

•Revenue Recognition

•Accounting for Acquisitions

•Impairment of Tangible and Intangible Assets

•Income Taxes

Further detail regarding our critical accounting estimates can be found in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report, and the Consolidated Financial Statements and the Notes included therein. We have determined that no material changes concerning our critical accounting estimates have occurred since December 31, ~~2022.~~2023.

RESULTS OF OPERATIONS

COMPARISON OF THE THREE ~~AND SIX~~ MONTHS ENDED ~~JUNE 30, 2023~~MARCH 31, 2024 TO THE THREE ~~AND SIX~~ MONTHS ENDED ~~JUNE 30, 2022~~MARCH 31, 2023 (IN THOUSANDS):

THREE MONTHS ENDED JUNE 30, DOLLAR
CHANGE PERCENTAGE
CHANGE
2023 2022
Revenues $ 1,357,936 $ 1,289,534 $ 68,402 5.3 %
Operating Expenses 1,145,410 995,753 149,657 15.0 %
Operating Income 212,526 293,781 (81,255) (27.7) %
Other Expenses, Net 211,383 91,923 119,460 130.0 %
Net Income (Loss) 1,143 201,858 (200,715) (99.4) %
Net Income (Loss) Attributable to Noncontrolling Interests 1,029 1,777 (748) (42.1) %
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 114 $ 200,081 $ (199,967) (99.9) %
Adjusted EBITDA(1)
$ 475,658 $ 454,706 $ 20,952 4.6 %
Adjusted EBITDA Margin(1)
35.0 % 35.3 %


		SIX MONTHS ENDED JUNE 30,						DOLLAR CHANGE				PERCENTAGE CHANGE
		2023			2022
	THREE MONTHS ENDED MARCH 31,																			THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE						PERCENTAGE CHANGE
	2024
Revenues
Revenues
Revenues	Revenues	$	2,672,285		$	2,537,580				$	134,705			5.3	%	$	1,476,863		$	1,314,349		$	162,514		12.4				12.4		%
Operating Expenses	Operating Expenses	2,219,097			2,021,669			197,428				9.8	%	Operating Expenses	1,231,240			1,073,687			157,553			14.7				14.7		%
Operating Income	Operating Income	453,188			515,911			(62,723)				(12.2)	%	Operating Income	245,623			240,662			4,961			2.1				2.1		%
Other Expenses, Net	Other Expenses, Net	386,510			272,346			114,164				41.9	%	Other Expenses, Net	168,598			175,127			(6,529)			(3.7)				(3.7)		%

Net Income (Loss)	Net Income (Loss)	66,678			243,565			(176,887)				(72.6)	%

Net Income (Loss)

Net Income (Loss)															77,025			65,535			11,490						17.5		%
Net Income (Loss) Attributable to Noncontrolling Interests	Net Income (Loss) Attributable to Noncontrolling Interests	1,969			1,185			784				66.2	%	Net Income (Loss) Attributable to Noncontrolling Interests	2,964			940			2,024			215.3				215.3		%
Net Income (Loss) Attributable to Iron Mountain Incorporated	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	64,709		$	242,380		$	(177,671)			(73.3)	%	Net Income (Loss) Attributable to Iron Mountain Incorporated	$	74,061		$	64,595		$	9,466		14.7				14.7		%
Adjusted EBITDA(1)	Adjusted EBITDA(1)	$	936,466		$	885,700		$	50,766			5.7	%	Adjusted EBITDA(1)	$	518,855		$	460,808		$	58,047		12.6				12.6		%
Adjusted EBITDA Margin(1)	Adjusted EBITDA Margin(1)	35.0		%	34.9		%

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


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3630

Table of Contents

Part I. Financial Information

REVENUES

Total revenues consist of the following (in thousands):

THREE MONTHS ENDED JUNE 30, PERCENTAGE CHANGE
2023 2022 DOLLAR
CHANGE ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental $ 830,756 $ 753,126 $ 77,630 10.3 % 10.9 % 10.8 % 0.1 %
Service 527,180 536,408 (9,228) (1.7) % (1.0) % (1.4) % 0.4 %
Total Revenues $ 1,357,936 $ 1,289,534 $ 68,402 5.3 % 6.0 % 5.7 % 0.3 %


		SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE
		2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY(1)		ORGANIC GROWTH(2)		IMPACT OF ACQUISITIONS
	THREE MONTHS ENDED MARCH 31,
		2024
		2024
		2024																		2023				DOLLAR CHANGE					ACTUAL				CONSTANT CURRENCY(1)				ORGANIC GROWTH(2)				IMPACT OF ACQUISITIONS
Storage Rental	Storage Rental	$	1,640,845	$	1,504,196	$	136,649	9.1	%	10.6	%	11.0	%	(0.4)	%	Storage Rental	$	884,842	$	$	810,089	$		$	74,753		9.2			9.2	%			9.0	%			7.5	%			1.5	%
Service	Service	1,031,440		1,033,384		(1,944)		(0.2)	%	1.1	%	0.2	%	0.9	%	Service	592,021		504,260		504,260		87,761			87,761		17.4			17.4	%			17.2	%			9.6	%			7.6	%
Total Revenues	Total Revenues	$	2,672,285	$	2,537,580	$	134,705	5.3	%	6.7	%	6.6	%	0.1	%	Total Revenues	$	1,476,863	$	$	1,314,349	$		$	162,514		12.4			12.4	%			12.2	%			8.3	%			3.9	%

(1)Constant currency growth ~~rates,~~rate, which ~~are~~is a non-GAAP measure, ~~are~~is calculated by translating the ~~2022~~2023 results at the ~~2023~~2024 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 ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, the increase in reported revenue was ~~primarily~~ driven by ~~organic~~reported storage rental revenue ~~growth. Foreign currency exchange rate fluctuations decreased our~~growth and reported service revenue ~~growth rate for the six months ended June 30, 2023 by 1.4% compared to the prior year period.~~growth.

STORAGE RENTAL REVENUE AND SERVICE REVENUE

Primary factors influencing the change in reported storage rental revenue and reported service revenue for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the ~~six~~three months ended ~~June 30, 2022~~March 31, 2023 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;~~management. •~~a 0.1% increase in total global volume; and~~ • ~~a decrease of $20.0 million due to foreign currency exchange rate fluctuations.~~


SERVICE REVENUE						•organic service revenue growth driven by increased service activity levels in our Global RIM ~~business, partially offset by~~Business and organic service revenue ~~declines~~growth in our ~~asset lifecycle management~~ALM business as a result of increased volume and improved component ~~price declines, partially offset by increased volume;~~pricing; and •~~a decrease~~an increase of ~~$13.6~~$32.7 million due to ~~foreign currency exchange rate fluctuations.~~our recent acquisition of Regency Technologies.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									3731

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
JUNE 30, PERCENTAGE
CHANGE % OF TOTAL REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2023 2022 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2023 2022
Labor $ 224,398 $ 203,459 $ 20,939 10.3 % 11.0 % 16.5 % 15.8 % 0.7 %
Facilities 255,535 213,795 41,740 19.5 % 20.3 % 18.8 % 16.6 % 2.2 %
Transportation 41,147 42,391 (1,244) (2.9) % (2.0) % 3.0 % 3.3 % (0.3) %
Product Cost of Sales and Others 71,564 96,831 (25,267) (26.1) % (25.7) % 5.3 % 7.5 % (2.2) %
Total Cost of sales $ 592,644 $ 556,476 $ 36,168 6.5 % 7.2 % 43.6 % 43.2 % 0.4 %


		SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
	THREE MONTHS ENDED MARCH 31,																											THREE MONTHS ENDED MARCH 31,																			PERCENTAGE CHANGE									% OF TOTAL REVENUES											PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2024
Labor
Labor
Labor	Labor	$	443,929	$	404,960	$	38,969	9.6	%	11.3	%	16.6	%	16.0	%	0.6	%	$	251,331			$		$	219,531			$			$	31,800			14.5			14.5		%				14.1		%				17.0		%				16.7		%				0.3		%
Facilities	Facilities	496,225		432,114		64,111		14.8	%	16.7	%	18.6	%	17.0	%	1.6	%	Facilities		276,827			240,690				240,690			36,137					36,137		15.0					15.0	%					14.6	%					18.7	%					18.3	%					0.4	%
Transportation	Transportation	81,122		77,659		3,463		4.5	%	6.2	%	3.0	%	3.1	%	(0.1)	%	Transportation		45,320			39,975				39,975			5,345					5,345		13.4					13.4	%					13.7	%					3.1	%					3.0	%					0.1	%
Product Cost of Sales and Others		142,994		188,365		(45,371)		(24.1)	%	(23.3)	%	5.4	%	7.4	%	(2.0)	%
Product Cost of Sales and Other																		Product Cost of Sales and Other		79,777						71,430							8,347						11.7		%				11.7		%				5.4		%				5.4		%				—		%
Total Cost of sales	Total Cost of sales	$	1,164,270	$	1,103,098	$	61,172	5.5	%	7.1	%	43.6	%	43.5	%	0.1	%	Total Cost of sales		$	653,255		$			$	571,626		$				$	81,629		14.3				14.3		%				14.0		%				44.2		%				43.5		%				0.7		%

Primary factors influencing the change in reported Cost of sales for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the ~~six~~three months ended ~~June 30, 2022~~March 31, 2023 include the following:

•an increase in labor costs driven by an increase in service activity, primarily within our Global RIM ~~business;~~Business, and the impact of recent acquisitions;

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

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

•~~a decrease~~ our recent acquisition of ~~$15.8 million due to foreign currency exchange rate fluctuations.~~Regency Technologies.


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									38

~~Table of Contents~~

~~Part I. Financial Information~~

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

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

THREE MONTHS ENDED
JUNE 30, PERCENTAGE CHANGE % OF TOTAL REVENUES PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2023 2022 DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY 2023 2022
General, Administrative and Other $ 217,965 $ 220,891 $ (2,926) (1.3) % 0.3 % 16.1 % 17.1 % (1.0) %
Sales, Marketing and Account Management 93,840 74,503 19,337 26.0 % 26.5 % 6.9 % 5.8 % 1.1 %
Total Selling, general and administrative expenses $ 311,805 $ 295,394 $ 16,411 5.6 % 7.0 % 23.0 % 22.9 % 0.1 %


		SIX MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
		2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
	THREE MONTHS ENDED MARCH 31,																											THREE MONTHS ENDED MARCH 31,																PERCENTAGE CHANGE							% OF TOTAL REVENUES							PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2024
General, Administrative and Other
General, Administrative and Other
General, Administrative and Other	General, Administrative and Other	$	424,988	$	427,207	$	(2,219)	(0.5)	%	1.6	%	15.9	%	16.8	%	(0.9)	%	$	235,042			$		$	207,023			$			$	28,019			13.5			13.5	%			13.5	%				15.9	%			15.8	%			0.1	%
Sales, Marketing and Account Management	Sales, Marketing and Account Management	181,337		148,910		32,427		21.8	%	23.3	%	6.8	%	5.9	%	0.9	%	Sales, Marketing and Account Management		84,423			87,497				87,497			(3,074)					(3,074)		(3.5)			(3.5)	%				(3.9)	%			5.7	%			6.7	%			(1.0)	%
Total Selling, general and administrative expenses	Total Selling, general and administrative expenses	$	606,325	$	576,117	$	30,208	5.2	%	7.2	%	22.7	%	22.7	%	—	%	Total Selling, general and administrative expenses		$	319,465		$			$	294,520		$				$	24,945		8.5			8.5	%			8.3		%			21.6	%			22.4	%			(0.8)	%

Primary factors influencing the change in reported Selling, general and administrative expenses for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the ~~six~~three months ended ~~June 30, 2022~~March 31, 2023 include the following:

•an increase in general, administrative and other expenses, primarily driven by recent acquisitions, professional fees, IT costs and higher bonus compensation accruals; and

•a decrease in sales, marketing and account management expenses, driven by ~~higher~~lower compensation expense, primarily ~~reflecting increased headcount; and~~

•related to a ~~decrease of $10.6 million due to foreign currency exchange rate fluctuations.~~reduction in headcount.

DEPRECIATION AND AMORTIZATION

Depreciation expense increased by ~~$17.9~~$23.6 million, or ~~7.6%~~19.6%, for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 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 ~~$2.3~~$3.9 million, or ~~1.8%~~6.3%, for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the prior year period.


IRON MOUNTAIN MARCH 31, 2024 FORM 10-Q									32

Table of Contents

Part I. Financial Information

ACQUISITION AND INTEGRATION COSTS

Acquisition and Integration Costs for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ were approximately ~~$3.1~~$7.8 million and ~~$32.5~~$1.6 million, respectively.

RESTRUCTURING AND OTHER TRANSFORMATION

Restructuring and other transformation costs for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023 were ~~$82.5~~$40.8 million and $36.9 million, respectively, and related to operating expenses associated with the implementation of Project Matterhorn. ~~There were no Restructuring and other transformation costs for the six months ended June 30, 2022.~~

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

~~Gain~~Loss (gain) on disposal/write-down of property, plant and equipment, net for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023 was approximately ~~$14.6 million. The gains primarily consist of a gain of approximately $18.5~~$0.4 million ~~associated with a sale-leaseback transaction of a facility in Singapore during the first quarter of 2023.~~and $(13.1) million, respectively.

Gain on disposal/write-down of property, plant and equipment, net for the six months ended June 30, 2022 was approximately $52.0 million. The gains primarily consist of gains of approximately $49.0 million associated with sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States during the second quarter of 2022.


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									39

~~Table of Contents~~

~~Part I. Financial Information~~

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Interest expense, net increased by ~~$51.8~~$27.4 million to ~~$281.3~~$164.5 million in the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 from ~~$229.5~~$137.2 million in the prior year period. The increase is primarily due to higher average debt outstanding during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 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 ~~5.4%~~5.7% and ~~4.6%~~5.3% at ~~June 30,~~March 31, 2024 and 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 six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ consists of the following (in thousands):

THREE MONTHS ENDED
JUNE 30, DOLLAR
CHANGE SIX MONTHS ENDED
JUNE 30, DOLLAR CHANGE
DESCRIPTION 2023 2022 2023 2022
Foreign currency transaction losses (gains), net(1)
$ 15,063 $ (55,039) $ 70,102 $ 29,487 $ (68,240) $ 97,727
Debt extinguishment expense — — — — 671 (671)
Other, net(2)
47,887 13,822 34,065 54,663 82,253 (27,590)
Other Expense (Income), Net $ 62,950 $ (41,217) $ 104,167 $ 84,150 $ 14,684 $ 69,466

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


	THREE MONTHS ENDED MARCH 31,				DOLLAR CHANGE
DESCRIPTION	2024		2023
Foreign currency transaction (gains) losses, net	$	(16,379)	$	14,424	$	(30,803)
Other, net	3,849		6,776		(2,927)
Other (Income) Expense, Net	$	(12,530)	$	21,200	$	(33,730)

PROVISION FOR INCOME TAXES

THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
2023(1)
2022
2023(1)
2022
Effective Tax Rate 78.8 % 8.2 % 24.0 % 10.4 %


	THREE MONTHS ENDED MARCH 31,
	2024		2023
Effective Tax Rate	17.7	%	20.4	%

~~(1)~~The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 were (i) the loss of approximately $38.0 million recorded in Other, net a component of Other expense (income), net during the second quarter of 2023 to reflect the remeasurement of our previously held equity interest in the Clutter JV to fair value, for which there was no tax impact, (ii) the benefits derived from the dividends paid deduction and ~~(iii)~~ the differences in the tax rates to which our foreign earnings are subject.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4033

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 JUNE 30,						DOLLAR CHANGE		PERCENTAGE CHANGE
		2023			2022
	THREE MONTHS ENDED MARCH 31,																				THREE MONTHS ENDED MARCH 31,						DOLLAR CHANGE				PERCENTAGE CHANGE
	2024
Net Income (Loss)
Net Income (Loss)
Net Income (Loss)	Net Income (Loss)	$	1,143		$	201,858		$	(200,715)	(99.4)	%	$	77,025			$	$	65,535			$	$	11,490			17.5	17.5		%
Net Income (Loss) as a percentage of Revenue	Net Income (Loss) as a percentage of Revenue	0.1		%	15.7		%
Adjusted EBITDA	Adjusted EBITDA	$	475,658		$	454,706		$	20,952	4.6	%
Adjusted EBITDA
Adjusted EBITDA														$	518,855				$	460,808				$	58,047			12.6		%
Adjusted EBITDA Margin	Adjusted EBITDA Margin	35.0		%	35.3		%

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



Adjusted EBITDA Margin for the ~~six~~three months ended ~~June 30, 2023 increased by 10 basis points compared to~~March 31, 2024 was consistent with the same prior year period driven by ~~improved service revenue trends, revenue~~favorable overhead management, ~~and ongoing cost containment measures, partially~~ offset by ~~lower Adjusted EBITDA Margin~~a decline in ~~our asset lifecycle management business.~~gross profit margin due to revenue mix.			↑ INCREASED BY $~~50.8~~58.0 MILLION OR ~~5.7%~~12.6% Adjusted EBITDA


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4134

Table of Contents

Part I. Financial Information

SEGMENT ANALYSIS

See Note 9 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for a description of our reportable segments.

GLOBAL RIM BUSINESS (IN THOUSANDS)

THREE MONTHS ENDED
JUNE 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2023 2022
Storage Rental $ 704,011 $ 649,771 $ 54,240 8.3 % 9.2 % 9.2 % — %
Service 455,856 420,705 35,151 8.4 % 9.3 % 9.3 % — %
Segment Revenue $ 1,159,867 $ 1,070,476 $ 89,391 8.4 % 9.2 % 9.2 % — %
Segment Adjusted EBITDA $ 499,062 $ 469,368 $ 29,694
Segment Adjusted EBITDA Margin 43.0 % 43.8 %


		SIX MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE				ACTUAL				CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2023						2022
	THREE MONTHS ENDED MARCH 31,
										DOLLAR CHANGE
					DOLLAR CHANGE
						DOLLAR CHANGE																												ACTUAL					CONSTANT CURRENCY					ORGANIC GROWTH					IMPACT OF ACQUISITIONS
		2024
Storage Rental
Storage Rental
Storage Rental	Storage Rental	$	1,391,680						$			1,299,858		$	91,822						7.1	%		8.7	%			9.3	%	(0.6)	%	$	728,984			$	687,669			$	41,315		6.0			6.0		%			5.9		%		5.1		%	0.8	%
Service	Service	894,713				819,509					75,204			9.2		%		10.9	%		11.4	%		(0.5)	%	Service	481,173				438,857				42,316			9.6		9.6		%			9.6		%			8.9		%		0.7		%
Segment Revenue	Segment Revenue	$	2,286,393			$	2,119,367				$	167,026		7.9		%		9.5	%		10.1	%		(0.6)	%	Segment Revenue	$	1,210,157			$	1,126,526			$	83,631		7.4		7.4		%			7.3		%			6.6		%		0.7		%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	976,846			$	918,163				$	58,683
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	42.7		%		43.3		%
Segment Adjusted EBITDA Margin
Segment Adjusted EBITDA Margin

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the prior year period include the following:

•organic storage rental revenue growth driven by revenue 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 $31.7 million due to foreign currency exchange rate fluctuations;~~ and

•a 60110 basis point ~~decrease~~increase in Adjusted EBITDA Margin primarily driven by ~~an increase in compensation~~ongoing cost containment measures and ~~other employee-related costs, partially offset by~~ revenue management.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4235

Table of Contents

Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)

THREE MONTHS ENDED
JUNE 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2023 2022
Storage Rental $ 110,990 $ 89,768 $ 21,222 23.6 % 23.0 % 22.3 % 0.7 %
Service 7,043 10,320 (3,277) (31.8) % (33.2) % (32.4) % (0.8) %
Segment Revenue $ 118,033 $ 100,088 $ 17,945 17.9 % 17.1 % 16.7 % 0.4 %
Segment Adjusted EBITDA $ 53,809 $ 42,307 $ 11,502
Segment Adjusted EBITDA Margin 45.6 % 42.3 %


		SIX MONTHS ENDED JUNE 30,												PERCENTAGE CHANGE
									DOLLAR CHANGE				ACTUAL				CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS
					2023						2022
	THREE MONTHS ENDED MARCH 31,
										DOLLAR CHANGE
					DOLLAR CHANGE
						DOLLAR CHANGE																												ACTUAL					CONSTANT CURRENCY					ORGANIC GROWTH					IMPACT OF ACQUISITIONS
		2024
Storage Rental
Storage Rental
Storage Rental	Storage Rental	$	218,425						$			177,219		$	41,206						23.3	%		23.6	%			23.0	%	0.6	%	$	140,028			$	107,435			$	32,593		30.3			30.3		%			29.7		%		23.5		%	6.2	%
Service	Service	11,913				19,856					(7,943)			(40.0)		%		(40.1)	%		(39.8)	%		(0.3)	%	Service	3,909				4,870				(961)			(19.7)		(19.7)		%			(20.5)		%			(20.5)		%		—		%
Segment Revenue	Segment Revenue	$	230,338			$	197,075				$	33,263		16.9		%		17.2	%		16.7	%		0.5	%	Segment Revenue	$	143,937			$	112,305			$	31,632		28.2		28.2		%			27.5		%			21.6		%		5.9		%
Segment Adjusted EBITDA	Segment Adjusted EBITDA	$	104,444			$	84,284				$	20,160
Segment Adjusted EBITDA Margin	Segment Adjusted EBITDA Margin	45.3		%		42.8		%
Segment Adjusted EBITDA Margin
Segment Adjusted EBITDA Margin

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

Storage Rental
Revenue

Service
Revenue

Segment
Revenue

Segment Adjusted
EBITDA

Primary factors influencing the change in revenue ~~Adjusted EBITDA~~ and Adjusted EBITDA Margin in our Global Data Center Business segment for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the prior year period include the following:

•organic storage rental revenue growth from leases that commenced during the first ~~six~~three months of ~~2023~~2024 and in prior periods, improved pricing and higher pass-through power costs, partially offset by churn of ~~280~~approximately 90 basis points;

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

•a ~~250~~230 basis point ~~increase~~decrease in Adjusted EBITDA Margin reflecting ~~ongoing cost management and a decline in lower margin project revenue, partially offset by~~ higher pass-through power costs and higher overhead costs.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4336

Table of Contents

Part I. Financial Information

CORPORATE AND OTHER (IN THOUSANDS)

THREE MONTHS ENDED
JUNE 30, PERCENTAGE CHANGE
DOLLAR
CHANGE ACTUAL CONSTANT
CURRENCY ORGANIC
GROWTH IMPACT OF ACQUISITIONS
2023 2022
Storage Rental $ 15,755 $ 13,587 $ 2,168 16.0 % 15.8 % 11.5 % 4.3 %
Service 64,281 105,383 (41,102) (39.0) % (38.9) % (41.0) % 2.1 %
Revenue $ 80,036 $ 118,970 $ (38,934) (32.7) % (32.6) % (35.0) % 2.4 %
Adjusted EBITDA $ (77,213) $ (56,969) $ (20,244)


		SIX MONTHS ENDED JUNE 30,										PERCENTAGE CHANGE
							DOLLAR CHANGE				ACTUAL				CONSTANT CURRENCY			ORGANIC GROWTH			IMPACT OF ACQUISITIONS
				2023					2022
	THREE MONTHS ENDED MARCH 31,
								DOLLAR CHANGE
				DOLLAR CHANGE
					DOLLAR CHANGE																											ACTUAL					CONSTANT CURRENCY					ORGANIC GROWTH					IMPACT OF ACQUISITIONS
		2024
Storage Rental
Storage Rental
Storage Rental	Storage Rental	$	30,740				$			27,119		$	3,621						13.4	%		14.1	%			10.0	%	4.1	%	$	15,830			$	14,985			$	845		5.6			5.6		%			4.8		%		2.4		%	2.4	%
Service	Service	124,814			194,019				(69,205)			(35.7)		%		(35.3)	%		(42.4)	%		7.1	%	Service	106,939				60,533				46,406			76.7		76.7		%			75.7		%			17.3		%		58.4		%
Revenue	Revenue	$	155,554		$	221,138			$	(65,584)		(29.7)		%		(29.2)	%		(36.0)	%		6.8	%	Revenue	$	122,769			$	75,518			$	47,251		62.6		62.6		%			61.6		%			14.3		%		47.3		%
Adjusted EBITDA	Adjusted EBITDA	$	(144,824)		$	(116,747)			$	(28,077)

Primary factors influencing the change in revenue and Adjusted EBITDA in Corporate and Other (as defined in Note 9 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report) for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 compared to the prior year period include the following:

•~~a decrease~~an increase in service revenue of $32.7 million due to our recent acquisition of Regency Technologies;

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

•~~a decrease in~~ Adjusted EBITDA is relatively consistent with the prior year period driven by ~~the flow through of~~ service revenue ~~declines~~improvement in our ~~asset lifecycle management business.~~ALM business, including the Regency Technologies acquisition, offset by higher compensation expense, professional fees and IT costs.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4437

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~~the 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~~During the three months ended March 31, 2024 and 2023, and from the inception of Project Matterhorn ~~during the three and six months ended June 30, 2023 were~~through March 31, 2024, we incurred approximately ~~$45.6~~$40.8 million, $36.9 million, and ~~$82.5~~$257.9 million, respectively, ~~and are included in Restructuring and other transformation in our Condensed Consolidated Statement~~ of ~~Operations. Total costs from inception of the program to June 30, 2023 were approximately $124.4 million. There were no~~ Restructuring and other transformation costs related to Project Matterhorn, which 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 ~~three and six months ended June 30, 2022.~~enablement of our growth initiatives.

CASH FLOWS

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


		2023		2022
	2024					2024	2023
Cash Flows from Operating Activities	Cash Flows from Operating Activities	$	446,094	$	345,924
Cash Flows from Investing Activities	Cash Flows from Investing Activities	(645,282)		(991,103)
Cash Flows from Financing Activities	Cash Flows from Financing Activities	209,827		542,000
Cash and Cash Equivalents, End of Period	Cash and Cash Equivalents, End of Period	149,493		144,746

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, net cash flows provided by operating activities increased by ~~$100.2~~$1.2 million compared to the prior year period, primarily due to an increase in ~~cash from working capital~~net income (excluding non-cash charges) of ~~$105.3~~$12.7 million, ~~primarily related to the timing of accounts receivable collections,~~ partially offset by a decrease in ~~net income (excluding non-cash charges)~~cash from working capital of ~~$5.1 million.~~$11.5 million, driven by the timing of accrued expenses.

B. CASH FLOWS FROM INVESTING ACTIVITIES

Our significant investing activity during the ~~six~~three months ended ~~June 30, 2023 included cash~~March 31, 2024 included:

•Cash paid for capital expenditures of ~~$600.8~~$381.1 million. Additional details of our capital spending are included in the "Capital Expenditures" section below.

•Cash paid for acquisitions, net of cash acquired, of $122.5 million, primarily funded by borrowings under the Revolving Credit Facility (as defined below).

C. CASH FLOWS FROM FINANCING ACTIVITIES

Our significant financing activities during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 included:

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

•~~Net payments of $403.2~~approximately $749.1 million primarily associated with ~~repayments on our~~borrowings under the Revolving Credit ~~Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).~~Facility.

•Payment of dividends in the amount of ~~$367.1~~$198.0 million on our common stock.

•Payment on deferred purchase obligations of $158.7 million.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4538

Table of Contents

Part I. Financial Information

CAPITAL EXPENDITURES

The following table presents our capital spend for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ organized by the type of the spending as described in our Annual Report (in thousands):


		SIX MONTHS ENDED JUNE 30,					THREE MONTHS ENDED MARCH 31,
NATURE OF CAPITAL SPEND	NATURE OF CAPITAL SPEND	2023		2022		NATURE OF CAPITAL SPEND	2024	2023
Growth Investment Capital Expenditures:	Growth Investment Capital Expenditures:
Data Center	Data Center	$	417,861	$	183,815
Data Center
Data Center
Real Estate	Real Estate	104,862		66,855
Innovation and Other	Innovation and Other	37,644		20,958
Total Growth Investment Capital Expenditures	Total Growth Investment Capital Expenditures	560,367		271,628
Recurring Capital Expenditures:	Recurring Capital Expenditures:
Data Center
Data Center
Data Center
Real Estate	Real Estate	$	19,552	$	23,672
Non-Real Estate	Non-Real Estate	34,662		37,834
Data Center		6,415		5,678
Total Recurring Capital Expenditures	Total Recurring Capital Expenditures	60,629		67,184
Total Capital Spend (on accrual basis)	Total Capital Spend (on accrual basis)	$	620,996	$	338,812
Net (decrease) increase in prepaid capital expenditures	Net (decrease) increase in prepaid capital expenditures	(630)		1,407
Net (increase) decrease in accrued capital expenditures		(19,608)		(9,999)
Net decrease (increase) in accrued capital expenditures
Total Capital Spend (on cash basis)	Total Capital Spend (on cash basis)	$	600,758	$	330,220

Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately ~~$1,200.0~~$1,500.0 million for the year ending December 31, ~~2023.~~2024. Of this, we expect ~~our~~ capital expenditures for growth investment ~~to be~~of approximately ~~$1,055.0~~$1,350.0 million and ~~our~~ recurring capital expenditures ~~to approach $145.0~~of approximately $150.0 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 ~~six~~three months of ~~2023~~2024 and fiscal year ~~2022.~~2023.

On ~~August 3, 2023,~~May 2, 2024, we declared a dividend to our stockholders of record as of ~~September 15, 2023~~June 17, 2024 of $0.65 per share, payable on ~~October~~July 5, ~~2023.~~2024.


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									4639

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 ~~June 30, 2023 is~~March 31, 2024 are related to cash and cash equivalents held in money market funds. See Note 2.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market funds.

Long-term debt as of ~~June 30, 2023~~March 31, 2024 is as follows (in thousands):

JUNE 30, 2023
DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT
Revolving Credit Facility(1)
$ 679,500 $ (5,332) $ 674,168
Term Loan A(1)
234,375 — 234,375
Term Loan B(1)(3)
662,685 (3,122) 659,563
Australian Dollar Term Loan 196,333 (543) 195,790
UK Bilateral Revolving Credit Facility 177,277 — 177,277
37/8% GBP Senior Notes due 2025 (the "GBP Notes")
506,506 (2,231) 504,275
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(2)
1,000,000 (6,043) 993,957
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(2)
825,000 (5,609) 819,391
5% Senior Notes due 2028 (the "5% Notes due 2028")(2)
500,000 (3,678) 496,322
7% Senior Notes due 2029 (the "7% Notes due 2029")(2)
1,000,000 (11,853) 988,147
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(2)
1,000,000 (9,041) 990,959
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(2)
1,300,000 (10,655) 1,289,345
41/2% Senior Notes due 2031 (the "41/2% Notes")(2)
1,100,000 (9,539) 1,090,461
5% Senior Notes due 2032 (the "5% Notes due 2032") 750,000 (11,858) 738,142
55/8% Senior Notes due 2032 (the "55/8% Notes")(2)
600,000 (5,275) 594,725
Real Estate Mortgages, Financing Lease Liabilities and Other 457,724 (483) 457,241
Accounts Receivable Securitization Program 343,100 (426) 342,674
Total Long-term Debt 11,332,500 (85,688) 11,246,812
Less Current Portion (102,582) — (102,582)
Long-term Debt, Net of Current Portion $ 11,229,918 $ (85,688) $ 11,144,230


	MARCH 31, 2024
	DEBT (INCLUSIVE OF DISCOUNT)		UNAMORTIZED DEFERRED FINANCING COSTS		CARRYING AMOUNT
Revolving Credit Facility(1)	$	660,000	$	(4,265)	$	655,735
Term Loan A(1)	225,000		—		225,000
Term Loan B due 2026(1)	657,605		(2,186)		655,419
Term Loan B due 2031(1)	1,188,318		(12,610)		1,175,708
Virginia 3 Term Loans(2)	165,555		(4,206)		161,349
Virginia 4/5 Term Loans(2)	49,994		(5,089)		44,905
Australian Dollar Term Loan(2)	188,064		(426)		187,638
UK Bilateral Revolving Credit Facility(2)	176,737		—		176,737

GBP Notes(2)	504,963		(1,510)		503,453
47/8% Notes due 2027(2)	1,000,000		(4,976)		995,024
51/4% Notes due 2028(2)	825,000		(4,724)		820,276
5% Notes due 2028(2)	500,000		(3,135)		496,865
7% Notes due 2029(2)	1,000,000		(10,281)		989,719
47/8% Notes due 2029(2)	1,000,000		(7,956)		992,044
51/4% Notes due 2030(2)	1,300,000		(9,527)		1,290,473
41/2% Notes(2)	1,100,000		(8,607)		1,091,393
5% Notes due 2032(2)	750,000		(10,880)		739,120
55/8% Notes(2)	600,000		(4,840)		595,160
Real Estate Mortgages, Financing Lease Liabilities and Other	552,265		(678)		551,587
Accounts Receivable Securitization Program	360,000		(265)		359,735
Total Long-term Debt	12,803,501		(96,161)		12,707,340
Less Current Portion	(118,771)		—		(118,771)
Long-term Debt, Net of Current Portion	$	12,684,730	$	(96,161)	$	12,588,569

(2)~~Collectively, the "Parent Notes".~~

~~(3)Due~~Each as defined in Note 7 to ~~the discontinuance of the London Interbank Offered Rate ("LIBOR") reference rate on June 30, 2023, we transitioned the Term Loan B from an interest rate of LIBOR plus 1.75%~~Notes to ~~a synthetic LIBOR rate plus 1.75%, effective July 1, 2023.~~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.

~~MAY 2023 OFFERING~~

~~On May 15, 2023, Iron Mountain Incorporated 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.


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									47

~~Table of Contents~~

~~Part I. Financial Information~~

~~ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM~~

On June 8, 2023, we amended the Accounts Receivable Securitization Program (as defined in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report) to increase the maximum borrowing capacity from $325.0 million to $360.0 million. All other material terms of the Accounts Receivable Securitization Program remain the same as what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Annual Report.

LETTERS OF CREDIT

As of ~~June 30, 2023,~~March 31, 2024, we had outstanding letters of credit totaling ~~$40.4~~$38.8 million, of which ~~$4.4~~$4.8 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between ~~September 2023~~May 2024 and ~~July~~April 2025.


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Part I. Financial Information

DEBT COVENANTS

The Credit Agreement uses earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR") based calculations and the bond indentures use earnings before interest, taxes, depreciation and amortization ("EBITDA") based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as "Unrestricted Subsidiaries" as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. These adjustments can be significant. For example, the calculation of financial performance under the Credit Agreement and certain of our bond indentures includes (subject to specified exceptions and caps) adjustments for non-cash charges and for expected benefits associated with (i) completed acquisitions, (ii) certain executed lease agreements associated with our data center business that have yet to commence, and (iii) restructuring and other strategic initiatives. 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 ~~June 30, 2023~~March 31, 2024 are as follows:

~~JUNE 30, 2023~~MARCH 31, 2024

MAXIMUM/MINIMUM ALLOWABLE

Net total lease adjusted leverage ratio

5.1

Maximum allowable of 7.0

Fixed charge coverage ratio

~~2.3~~2.4

Minimum allowable of 1.5

We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of ~~June 30, 2023.~~March 31, 2024. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

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


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									48

~~Table of Contents~~

~~Part I. Financial Information~~

DERIVATIVE INSTRUMENTS

INTEREST RATE SWAP AGREEMENTS

~~In July 2019, we entered into forward-starting~~We utilize 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 with a total~~have notional ~~amount of $350.0 million and provided variable rate interest payments associated~~amounts that will increase with the notional amount of each interest rate swap, based upon one-month LIBOR, in exchange for the payment of fixed interest rates as specified in the respective interest rate swap agreements. In April 2023, we terminated these agreements in anticipation of the discontinuance of the LIBOR reference rate on June 30, 2023. The terminated swap agreements had associated unrealized gains at the termination date of approximately $10.1 million. These gains are included in Accumulated other comprehensive items, net and will be reclassified into earnings as reductions to interest expense from the date of termination through March 2024, the original maturity date of the swaps.

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

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

As of March 31, 2024 and December 31, 2023, we have approximately $1,104.0 million and $520.0 million, respectively, in notional value outstanding on our interest rate swap agreements, with maturity dates ranging from October 2025 through February 2027.


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

ACQUISITIONS

~~CLUTTER~~REGENCY TECHNOLOGIES

~~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~~Regency Deferred Purchase Obligation as 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 resultdate of the ~~Clutter Transaction, we recognized a gain related to our contributed interest in~~acquisition is approximately $78.4 million. The present value of the ~~MakeSpace JV of approximately $35.8 million, which was recorded to Other, net,~~Regency Deferred Purchase Obligation is included as a component of Other ~~expense (income), net, during the first quarter of 2022.~~


~~IRON MOUNTAIN JUNE 30, 2023 FORM 10-Q~~									49

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~~Part I. Financial Information~~

~~On June 29, 2023, we completed the Clutter Acquisition. In connection with the Clutter Acquisition,~~Long-term Liabilities in our ~~previously held approximately 27% interest~~Condensed Consolidated Balance Sheet at March 31, 2024. Subsequent increases or decreases in the ~~Clutter JV was remeasured to~~ fair value ~~at the closing date~~estimate of the ~~Clutter Acquisition. As a result, we recognized a loss~~Regency Deferred Purchase Obligation, as well as the accretion of ~~approximately $38.0 million~~the discount to ~~Other, net,~~present value, will be included as a component of Other (income) expense, ~~(income),~~ net ~~during~~in our Condensed Consolidated Statements of Operations until the ~~second quarter~~deferred purchase obligation is settled or paid. Subsequent to the acquisition, the results of ~~2023.~~Regency Technologies are included as a component of Corporate and Other.

~~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, 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. On July 7, 2023, we made our final contractual investment in the Web Werks JV 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). After the final contractual payment, our interest in the Web Werks JV increased to 63.39% and we assumed control of its board of directors. For financial reporting periods beginning after July 7, 2023, the Web Werks JV will be consolidated within our Global Data Center Business segment.INVESTMENTS

JOINT VENTURE SUMMARY

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


	MARCH 31, 2024				DECEMBER 31, 2023
	CARRYING VALUE		EQUITY INTEREST		CARRYING VALUE		EQUITY INTEREST
Frankfurt JV	$	55,757	20	%	$	57,874	20	%


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									5042

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Part I. Financial Information

ITEM 4. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, accumulated, summarized, communicated and reported to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of ~~June 30, 2023~~March 31, 2024 (the "Evaluation Date"), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

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

~~There~~During the three months ended March 31, 2024, 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 ~~June 30, 2023,~~March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


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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 ~~June 30, 2023,~~March 31, 2024, nor did we repurchase any shares of our common stock during the three months ended ~~June 30, 2023.~~March 31, 2024.

ITEM 5. OTHER INFORMATION

On March 6, 2024, Mr. John Tomovcsik, our Executive Vice President and Chief Operating Officer, adopted a 10b5-1 trading plan to sell up to 35,084 shares of our common stock between June 2,20, 2024 and June 18, 2025. Mr. Tomovcsik’s plan will terminate on the earlier of (i) June 18, 2025 and (ii) the date that all trades under the plan are completed. On March 18, 2024, Mr. Tomovcsik informed the Company of his decision to retire, effective June 14, 2024.

On March 14, 2024, Mr. Greg McIntosh, our Executive Vice President and Chief Commercial Officer, Global Records and Information Management, adopted a 10b5-1 trading plan to exercise options to purchase up to 3,923 shares of our common stock and sell up to 13,923 shares of our common stock between June 13, 2024 and June 28, 2024. Mr. McIntosh’s plan will terminate on the earlier of (i) June 28, 2024 and (ii) the date that all trades under the plan are completed.

On March 15, 2024, Mr. Daniel Borges, our Senior Vice President and Chief Accounting Officer, adopted a 10b5-1 trading plan to sell up to 6,837 shares of our common stock between June 17, 2024 and May 30, 2025, including (i) 100% of the (net) shares to be acquired upon vesting of his 2022 and 2023 restricted stock units and (ii) 100% of the (net) shares to be acquired upon vesting of his 2022 performance units, as adjusted based on actual results. Net shares are net of tax withholding. Mr. Borges’ plan will terminate on the earlier of (i) May 30, 2025 and (ii) the date that all trades under the plan are completed.

On March 20, 2024, Mr. Barry Hytinen, our Executive Vice President and Chief Financial Officer, adopted a 10b5-1 trading plan to sell up to 9,000 shares of our common stock between June 18, 2024 and June 18, 2025. Mr. Hytinen’s plan will terminate on the earlier of (i) June 18, 2025 and (ii) the date that all trades under the plan are completed.

On March 21, 2024, Mr. Edward Greene, our Executive Vice President and Chief Human Resources Officer, adopted a 10b5-1 trading plan to sell up to ~~4,851 shares of our common stock between September 5, 2023 and November 30, 2023.~~

On June 16, 2023, Mr. John Tomovcsik, our Executive Vice President, Chief Operating Officer, terminated a 10b5-1 trading plan that was adopted on March 3, 2023 to exercise options to purchase up to 36,824 shares of our common stock and sell up to 69,7318,462 shares of our common stock between June ~~7, 2023~~20, 2024 and ~~February 29,~~December 31, 2024. ~~On June 20, 2023,~~ Mr. ~~Tomovcsik adopted a 10b5-1 trading~~Greene’s plan ~~to exercise options to purchase up to 11,859 shares~~will terminate on the earlier of ~~our common stock~~(i) December 31, 2024 and ~~sell up to 41,859 shares of our common stock between September 18, 2023 and June 18, 2024.~~(ii) the date that all trades under the plan are completed.

Each of these arrangements was entered into during an open insider trading window and 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.


IRON MOUNTAIN MARCH 31, 2024 FORM 10-Q									45

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Part II. Other Information


EXHIBIT NO.						DESCRIPTION
~~3.1~~						~~Bylaws of Iron Mountain Incorporated.(Incorporated by reference to the Company's Current Report on Form 8-K dated May 12, 2023.)~~
~~4.1~~						~~2029 Senior Notes Indenture, dated as of May 15, 2023, among the Company, the Subsidiary Guarantors and Computershare Trust Company, N.A., as trustee, relating to the 7% Senior Notes due 2029.(Incorporated by reference to the Company's Current Report on Form 8-K dated May 15, 2023.)~~
31.1						Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)
31.2						Rule 13a-14(a) Certification of Chief Financial Officer. (Filed herewith.)
32.1						Section 1350 Certification of Chief Executive Officer. (Furnished herewith.)
32.2						Section 1350 Certification of Chief Financial Officer. (Furnished herewith.)
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.


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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: ~~August 3, 2023~~May 2, 2024


IRON MOUNTAIN ~~JUNE 30, 2023~~MARCH 31, 2024 FORM 10-Q									5447


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

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

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


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

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

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


	THREE MONTHS ENDED JUNE 30,						PERCENTAGE CHANGE				% OF TOTAL REVENUES				PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
	2023		2022		DOLLAR CHANGE		ACTUAL		CONSTANT CURRENCY		2023		2022
Labor	$	224,398	$	203,459	$	20,939	10.3	%	11.0	%	16.5	%	15.8	%	0.7	%
Facilities	255,535		213,795		41,740		19.5	%	20.3	%	18.8	%	16.6	%	2.2	%
Transportation	41,147		42,391		(1,244)		(2.9)	%	(2.0)	%	3.0	%	3.3	%	(0.3)	%
Product Cost of Sales and Others	71,564		96,831		(25,267)		(26.1)	%	(25.7)	%	5.3	%	7.5	%	(2.2)	%
Total Cost of sales	$	592,644	$	556,476	$	36,168	6.5	%	7.2	%	43.6	%	43.2	%	0.4	%