Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 24, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | IRON MOUNTAIN INC | |
Entity Central Index Key | 1020569 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -19 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 210,555,361 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current Assets: | ||
Cash and cash equivalents | $119,605 | $125,933 |
Restricted cash | 20,000 | 33,860 |
Accounts receivable (less allowances of $32,141 and $36,538 as of December 31, 2014 and March 31, 2015, respectively) | 590,026 | 604,265 |
Deferred income taxes | 21,052 | 14,192 |
Prepaid expenses and other | 136,790 | 139,469 |
Total Current Assets | 887,473 | 917,719 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 4,597,207 | 4,668,705 |
Less—Accumulated depreciation | -2,120,405 | -2,117,978 |
Property, Plant and Equipment, net | 2,476,802 | 2,550,727 |
Other Assets, net: | ||
Goodwill | 2,358,561 | 2,423,783 |
Customer relationships and acquisition costs | 580,441 | 607,837 |
Deferred financing costs | 45,061 | 47,077 |
Other | 23,116 | 23,199 |
Total Other Assets, net | 3,007,179 | 3,101,896 |
Total Assets | 6,371,454 | 6,570,342 |
Current Liabilities: | ||
Current portion of long-term debt | 54,483 | 52,095 |
Accounts payable | 184,406 | 203,014 |
Accrued expenses | 296,247 | 404,485 |
Deferred revenue | 185,195 | 197,142 |
Total Current Liabilities | 720,331 | 856,736 |
Long-term Debt, net of current portion | 4,667,359 | 4,611,436 |
Other Long-term Liabilities | 72,363 | 73,506 |
Deferred Rent | 99,021 | 104,051 |
Deferred Income Taxes | 55,878 | 54,658 |
Commitments and Contingencies (see Note 7) | ||
Iron Mountain Incorporated Stockholders' Equity: | ||
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding) | 0 | 0 |
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 209,818,812 shares and 210,527,237 shares as of December 31, 2014 and March 31, 2015, respectively) | 2,105 | 2,098 |
Additional paid-in capital | 1,590,828 | 1,588,841 |
Earnings in excess of distributions (Distributions in excess of earnings) | -718,996 | -659,553 |
Accumulated other comprehensive items, net | -131,082 | -75,031 |
Total Iron Mountain Incorporated Stockholders' Equity | 742,855 | 856,355 |
Noncontrolling Interests | 13,647 | 13,600 |
Total Equity | 756,502 | 869,955 |
Total Liabilities and Equity | $6,371,454 | $6,570,342 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $36,538 | $32,141 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, authorized shares | 400,000,000 | 400,000,000 |
Common stock, issued shares | 210,527,237 | 209,818,812 |
Common stock, outstanding shares | 210,527,237 | 209,818,812 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 0 Months Ended | 3 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Feb. 19, 2015 | Nov. 17, 2014 | Sep. 15, 2014 | 28-May-14 | Mar. 14, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues: | |||||||
Storage rental | $458,872 | $458,889 | |||||
Service | 290,414 | 311,237 | |||||
Total Revenues | 749,286 | 770,126 | |||||
Operating Expenses: | |||||||
Cost of sales (excluding depreciation and amortization) | 321,654 | 335,145 | |||||
Selling, general and administrative | 196,414 | 214,780 | |||||
Depreciation and amortization | 85,951 | 86,433 | |||||
Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | 333 | 1,152 | |||||
Total Operating Expenses | 604,352 | 637,510 | |||||
Operating Income | 144,934 | 132,616 | |||||
Interest Expense (Income), Net | 64,898 | 62,312 | |||||
Other Expense, Net | 22,349 | 5,317 | |||||
Income from Continuing Operations Before Provision for Income Taxes and Gain on Sale of Real Estate | 57,687 | 64,987 | |||||
Provision for Income Taxes | 15,948 | 29,734 | |||||
Gain on Sale of Real Estate, Net of Tax | 0 | -7,468 | |||||
Income from Continuing Operations | 41,739 | 42,721 | |||||
Loss from Discontinued Operations, Net of Tax | 0 | -612 | |||||
Net Income | 41,739 | 42,109 | |||||
Less: Net Income Attributable to Noncontrolling Interests | 643 | 442 | |||||
Net Income Attributable to Iron Mountain Incorporated | $41,096 | $41,667 | |||||
Earnings (Losses) per Share—Basic: | |||||||
Income (Loss) from Continuing Operations (in dollars per share) | $0.20 | $0.22 | |||||
Total Income (Loss) from Discontinued Operations (in dollars per share) | $0 | $0 | |||||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $0.20 | $0.22 | |||||
Earnings (Losses) per Share-Diluted: | |||||||
Income (Loss) from Continuing Operations (in dollars per share) | $0.20 | $0.22 | |||||
Total Income (Loss) from Discontinued Operations (in dollars per share) | $0 | $0 | |||||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $0.19 | $0.22 | |||||
Weighted Average Common Shares Outstanding-Basic (in shares) | 210,237,000 | 191,879,000 | |||||
Weighted Average Common Shares Outstanding-Diluted (in shares) | 212,249,088 | 193,069,020 | |||||
Dividends Declared per Common Share (in dollars per share) | $0.48 | $0.48 | $0.48 | $0.27 | $0.27 | $0.47 | $0.27 |
CONSOLIDATED_STATEMENTS_OF_OPE1
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Interest Income | $814 | $1,526 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net Income | $41,739 | $42,109 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | -56,175 | 1,788 |
Market Value Adjustments for Securities | 23 | 0 |
Total Other Comprehensive Income (Loss) | -56,152 | 1,788 |
Comprehensive Income (Loss) | -14,413 | 43,897 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 542 | 553 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | ($14,955) | $43,344 |
CONSOLIDATED_STATEMENTS_OF_EQU
CONSOLIDATED STATEMENTS OF EQUITY (USD $) | Total | Common Stock | Additional Paid-in Capital | Earnings in Excess of Distributions (Distributions in Excess of Earnings) | Accumulated Other Comprehensive Items, Net | Noncontrolling Interests |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2013 | $1,051,734 | $1,914 | $980,164 | $67,820 | ($8,660) | $10,496 |
Balance (in shares) at Dec. 31, 2013 | 191,426,920 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 4,821 | 5 | 4,816 | |||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 494,009 | |||||
Parent cash dividends declared | -52,290 | -52,290 | ||||
Currency translation adjustment | 1,788 | 1,677 | 111 | |||
Market Value Adjustments for Securities | 0 | |||||
Net Income (loss) | 42,109 | 41,667 | 442 | |||
Noncontrolling interests dividends | -196 | -196 | ||||
Purchase of noncontrolling interests | -2,895 | -395 | -2,500 | |||
Balance at Mar. 31, 2014 | 1,045,071 | 1,919 | 984,585 | 57,197 | -6,983 | 8,353 |
Balance (in shares) at Mar. 31, 2014 | 191,920,929 | |||||
Balance at Dec. 31, 2014 | 869,955 | 2,098 | 1,588,841 | -659,553 | -75,031 | 13,600 |
Balance (in shares) at Dec. 31, 2014 | 209,818,812 | 209,818,812 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 1,994 | 7 | 1,987 | |||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 708,425 | |||||
Parent cash dividends declared | -100,539 | -100,539 | ||||
Currency translation adjustment | -56,175 | -56,074 | -101 | |||
Market Value Adjustments for Securities | 23 | 23 | ||||
Net Income (loss) | 41,739 | 41,096 | 643 | |||
Noncontrolling interests dividends | -495 | -495 | ||||
Balance at Mar. 31, 2015 | $756,502 | $2,105 | $1,590,828 | ($718,996) | ($131,082) | $13,647 |
Balance (in shares) at Mar. 31, 2015 | 210,527,237 | 210,527,237 |
CONSOLIDATED_STATEMENTS_OF_EQU1
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Stockholders' Equity [Abstract] | ||
Tax benefit (charge) on issuance of shares under employee stock purchase plan and option plans and stock-based compensation | $231 | $185 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash Flows from Operating Activities: | ||
Net Income (loss) | $41,739 | $42,109 |
Loss (income) from discontinued operations | 0 | 612 |
Adjustments to reconcile net income to cash flows from operating activities: | ||
Depreciation | 74,791 | 74,713 |
Amortization (includes deferred financing costs and bond discount of $1,906 and $2,092, for the three months ended March 31, 2014 and 2015, respectively) | 13,252 | 13,626 |
Stock-based compensation expense | 6,856 | 7,141 |
Benefit for deferred income taxes | -3,273 | -22,317 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net (including real estate) | 333 | -8,307 |
Foreign currency transactions and other, net | 7,241 | 693 |
Changes in Assets and Liabilities (exclusive of acquisitions): | ||
Accounts receivable | 3,437 | -9,209 |
Prepaid expenses and other | 1,964 | 31,441 |
Accounts payable | -17,995 | -7,068 |
Accrued expenses and deferred revenue | -121,462 | -77,216 |
Other assets and long-term liabilities | -1,371 | 9,423 |
Cash Flows from Operating Activities | 5,512 | 55,641 |
Cash Flows from Investing Activities: | ||
Capital expenditures | -74,776 | -107,856 |
Cash paid for acquisitions, net of cash acquired | -6,431 | -30,781 |
Increase (Decrease) in Restricted Cash | 13,860 | 0 |
Additions to customer relationship and acquisition costs | -9,243 | -8,158 |
Proceeds from sales of property and equipment and other, net (including real estate) | 410 | 17,892 |
Cash Flows from Investing Activities | -76,180 | -128,903 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | -2,282,261 | -2,454,691 |
Proceeds from revolving credit and term loan facilities and other debt | 2,450,403 | 2,876,047 |
Early retirement of senior subordinated notes | 0 | -247,275 |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | -388 | -2,317 |
Parent cash dividends | -102,539 | -52,735 |
Proceeds from exercise of stock options and employee stock purchase plan | 4,364 | 2,417 |
Excess tax (deficiency) benefit from stock-based compensation | 231 | -185 |
Payment of debt financing and stock issuance costs | -947 | -422 |
Cash Flows from Financing Activities | 68,863 | 120,839 |
Effect of Exchange Rates on Cash and Cash Equivalents | -4,523 | 1,803 |
Increase (Decrease) in Cash and Cash Equivalents | -6,328 | 49,380 |
Cash and cash equivalents, beginning of period | 125,933 | 120,526 |
Cash and cash equivalents, end of period | 119,605 | 169,906 |
Supplemental Information: | ||
Cash Paid for Interest | 90,339 | 86,232 |
Cash Paid for Income Taxes | 10,560 | 9,958 |
Non-Cash Investing and Financing Activities: | ||
Capital Leases | 4,589 | -2,183 |
Accrued Capital Expenditures | 44,335 | 36,110 |
Dividends Payable | $4,183 | $54,698 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Cash Flows [Abstract] | ||
Deferred financing costs and bond discount included in Amortization | $2,092 | $1,906 |
General
General | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General |
The interim 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. Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us") store records, primarily paper documents and data backup media, and provide information management services in various locations throughout North America, Europe, Latin America and Asia Pacific. We have a diversified customer base consisting of commercial, legal, banking, healthcare, accounting, insurance, entertainment and government organizations. | |
The unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been omitted pursuant to those rules and regulations, but we believe that the disclosures included herein are adequate to make the information presented not misleading. The 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, 2014 included in our Annual Report on Form 10-K filed with the SEC on February 27, 2015. | |
We have been organized and operating as a real estate investment trust ("REIT") for federal income tax purposes effective for our taxable year beginning January 1, 2014. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||||||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies | |||||||||||||||||||||||
a. Principles of Consolidation | ||||||||||||||||||||||||
The accompanying financial statements reflect our financial position, results of operations, comprehensive income (loss), equity and cash flows on a consolidated basis. All intercompany transactions and account balances have been eliminated. | ||||||||||||||||||||||||
b. Cash, Cash Equivalents and Restricted Cash | ||||||||||||||||||||||||
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. | ||||||||||||||||||||||||
We have restricted cash associated with a collateral trust agreement with our insurance carrier related to our workers' compensation self-insurance program. The restricted cash subject to this agreement was $33,860 and $20,000 as of December 31, 2014 and March 31, 2015, respectively, and is included in current assets on our Consolidated Balance Sheets. Restricted cash consists primarily of United States Treasuries. | ||||||||||||||||||||||||
c. Foreign Currency | ||||||||||||||||||||||||
Local currencies are the functional currencies for our operations outside the United States, with the exception of certain foreign holding companies and our financing centers in Switzerland, whose functional currency is the United States dollar. In those instances where the local currency is the functional currency, assets and liabilities are translated at period-end exchange rates, and revenues and expenses are translated at average exchange rates for the applicable period. Resulting translation adjustments are reflected in the accumulated other comprehensive items, net component of Iron Mountain Incorporated Stockholders' Equity and Noncontrolling Interests in the accompanying Consolidated Balance Sheets. The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, including those related to (1) our previously outstanding 71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes"), (2) our 63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes"), (3) borrowings in certain foreign currencies under our revolving credit facility and (4) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, are included in other expense (income), net, in the accompanying Consolidated Statements of Operations. The total gain or loss on foreign currency transactions amounted to a net loss of $6,438 and $22,266 for the three months ended March 31, 2014 and 2015, respectively. | ||||||||||||||||||||||||
d. Goodwill and Other Intangible Assets | ||||||||||||||||||||||||
Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually, or more frequently if events or circumstances warrant, assess whether a change in the lives over which our intangible assets are amortized is necessary. | ||||||||||||||||||||||||
We have selected October 1 as our annual goodwill impairment review date. We performed our most recent annual goodwill impairment review as of October 1, 2014 and concluded there was no impairment of goodwill at such date. As of December 31, 2014 and March 31, 2015, no factors were identified that would alter our October 1, 2014 goodwill assessment. In making this assessment, we relied on a number of factors including operating results, business plans, anticipated future cash flows, transactions and marketplace data. There are inherent uncertainties related to these factors and our judgment in applying them to the analysis of goodwill impairment. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values. | ||||||||||||||||||||||||
Our reporting units at which level we performed our goodwill impairment analysis as of October 1, 2014 were as follows: (1) North American Records and Information Management; (2) technology escrow services that protect and manage source code (“Intellectual Property Management”); (3) the storage, assembly and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers’ sites based on current and prospective customer orders (“Fulfillment Services”); (4) North American Data Management; (5) Emerging Businesses (which primarily relates to our data center business in the United States and which is a component of our Corporate and Other Business segment); (6) the United Kingdom, Ireland, Norway, Austria, Belgium, France, Germany, Netherlands, Spain and Switzerland (“New Western Europe”); (7) the remaining countries in Europe in which we operate, excluding Russia, Ukraine and Denmark (“Emerging Markets - Eastern Europe” (formerly referred to as the "New Emerging Markets" reporting unit)); (8) Latin America; (9) Australia and Singapore; (10) China and Hong Kong (“Greater China”); (11) India; and (12) Russia, Ukraine and Denmark. | ||||||||||||||||||||||||
The carrying value of goodwill, net for each of our reporting units as of December 31, 2014 was as follows: | ||||||||||||||||||||||||
Carrying Value | ||||||||||||||||||||||||
as of | ||||||||||||||||||||||||
31-Dec-14 | ||||||||||||||||||||||||
North American Records and Information Management(1) | $ | 1,397,484 | ||||||||||||||||||||||
Intellectual Property Management(1) | 38,491 | |||||||||||||||||||||||
Fulfillment Services(1) | 3,247 | |||||||||||||||||||||||
North American Data Management(2) | 375,957 | |||||||||||||||||||||||
Emerging Businesses(3) | — | |||||||||||||||||||||||
New Western Europe(4) | 354,049 | |||||||||||||||||||||||
Emerging Markets - Eastern Europe(5) | 87,408 | |||||||||||||||||||||||
Latin America(5) | 107,240 | |||||||||||||||||||||||
Australia and Singapore(5) | 55,779 | |||||||||||||||||||||||
Greater China(5) | 3,500 | |||||||||||||||||||||||
India(5) | — | |||||||||||||||||||||||
Russia, Ukraine and Denmark(5) | 628 | |||||||||||||||||||||||
Total | $ | 2,423,783 | ||||||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | This reporting unit is included in the North American Records and Information Management Business segment. | |||||||||||||||||||||||
-2 | This reporting unit is included in the North American Data Management Business segment. | |||||||||||||||||||||||
-3 | This reporting unit is included in the Corporate and Other Business segment. | |||||||||||||||||||||||
-4 | This reporting unit is included in the Western European Business segment. | |||||||||||||||||||||||
-5 | This reporting unit is included in the Other International Business segment. | |||||||||||||||||||||||
Beginning January 1, 2015, as a result of the changes in our reportable operating segments associated with our reorganization (see Note 6 for a description of our reportable operating segments), we reassessed the composition of our reporting units. Our North American Records and Information Management Business segment now consists of two reporting units: (1) North American Records and Information Management (which includes Intellectual Property Management and Fulfillment Services) and (2) North American Secure Shredding. Our Western European Business segment now consists of two reporting units: (1) the United Kingdom, Ireland and Norway (“UKI”) and (2) Austria, Belgium, France, Germany, Netherlands, Spain and Switzerland (“Continental Western Europe”). We have reassigned goodwill associated with the reporting units impacted by the reorganization among the new reporting units on a relative fair value basis. The fair value of each of our new reporting units was determined based on the application of a combined weighted average approach of preliminary fair value multiples of revenue and earnings and discounted cash flow techniques. These fair values represent our best estimate and preliminary assessment of goodwill allocations to each of the new reporting units on a relative fair value basis. | ||||||||||||||||||||||||
The carrying value of goodwill, net for each of our reporting units as of March 31, 2015 is as follows: | ||||||||||||||||||||||||
Carrying Value | ||||||||||||||||||||||||
as of | ||||||||||||||||||||||||
March 31, 2015 | ||||||||||||||||||||||||
North American Records and Information Management(1)(2) | $ | 1,384,736 | ||||||||||||||||||||||
North American Secure Shredding(1)(2) | 40,788 | |||||||||||||||||||||||
North American Data Management(3) | 372,482 | |||||||||||||||||||||||
Emerging Businesses(4) | — | |||||||||||||||||||||||
UKI(1)(5) | 258,695 | |||||||||||||||||||||||
Continental Western Europe(1)(5) | 71,379 | |||||||||||||||||||||||
Emerging Markets - Eastern Europe(6) | 81,458 | |||||||||||||||||||||||
Latin America(6) | 92,993 | |||||||||||||||||||||||
Australia and Singapore(6) | 51,957 | |||||||||||||||||||||||
Greater China(6) | 3,518 | |||||||||||||||||||||||
India(6) | — | |||||||||||||||||||||||
Russia, Ukraine and Denmark(6) | 555 | |||||||||||||||||||||||
Total | $ | 2,358,561 | ||||||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | We will finalize our preliminary estimates of fair value for these new reporting units once we finalize multi-year cash flow forecasts of such reporting units and conclude on the fair value of each new reporting unit based on the combined weighting of both fair value multiples and discounted cash flow techniques. To the extent final fair values of our new reporting units differ from our preliminary estimates, we will reassign goodwill amongst the new reporting units in a future period in which the final information is available to complete the fair values and the corresponding allocation of goodwill amongst the new reporting units. | |||||||||||||||||||||||
-2 | This reporting unit is included in the North American Records and Information Management Business segment. | |||||||||||||||||||||||
-3 | This reporting unit is included in the North American Data Management Business segment. | |||||||||||||||||||||||
-4 | This reporting unit is included in the Corporate and Other Business segment. | |||||||||||||||||||||||
-5 | This reporting unit is included in the Western European Business segment. | |||||||||||||||||||||||
-6 | This reporting unit is included in the Other International Business segment. | |||||||||||||||||||||||
As a result of the change in the composition of our reporting units noted above, we concluded that we had an interim triggering event, and, therefore, during the first quarter of 2015, we performed an interim goodwill impairment test, as of January 1, 2015, for the North American Records and Information Management, North American Secure Shredding, UKI and Continental Western Europe reporting units. We concluded that the goodwill for each of our new reporting units was not impaired as of such date. While we continue to refine our preliminary estimates of fair value of certain of our new reporting units for purposes of reallocating goodwill, we do not believe that any such changes to preliminary fair value estimates will result in a change in our conclusion that there is no goodwill impairment as of January 1, 2015. | ||||||||||||||||||||||||
The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2015 are as follows: | ||||||||||||||||||||||||
North American | North American | Western | Other International Business | Total | ||||||||||||||||||||
Records and Information | Data | European Business | Consolidated | |||||||||||||||||||||
Management | Management | |||||||||||||||||||||||
Business | Business | |||||||||||||||||||||||
Gross Balance as of December 31, 2014 | $ | 1,645,209 | $ | 429,982 | $ | 412,322 | $ | 254,706 | $ | 2,742,219 | ||||||||||||||
Non-deductible goodwill acquired during the year | — | — | 1,546 | — | 1,546 | |||||||||||||||||||
Fair value and other adjustments(1) | 185 | — | 57 | (395 | ) | (153 | ) | |||||||||||||||||
Currency effects | (14,575 | ) | (3,648 | ) | (26,385 | ) | (23,684 | ) | (68,292 | ) | ||||||||||||||
Gross Balance as of March 31, 2015 | $ | 1,630,819 | $ | 426,334 | $ | 387,540 | $ | 230,627 | $ | 2,675,320 | ||||||||||||||
Accumulated Amortization Balance as of December 31, 2014 | $ | 205,987 | $ | 54,025 | $ | 58,273 | $ | 151 | $ | 318,436 | ||||||||||||||
Currency effects | (692 | ) | (173 | ) | (807 | ) | (5 | ) | (1,677 | ) | ||||||||||||||
Accumulated Amortization Balance as of March 31, 2015 | $ | 205,295 | $ | 53,852 | $ | 57,466 | $ | 146 | $ | 316,759 | ||||||||||||||
Net Balance as of December 31, 2014 | $ | 1,439,222 | $ | 375,957 | $ | 354,049 | $ | 254,555 | $ | 2,423,783 | ||||||||||||||
Net Balance as of March 31, 2015 | $ | 1,425,524 | $ | 372,482 | $ | 330,074 | $ | 230,481 | $ | 2,358,561 | ||||||||||||||
Accumulated Goodwill Impairment Balance as of December 31, 2014 | $ | 85,909 | $ | — | $ | 46,500 | $ | — | $ | 132,409 | ||||||||||||||
Accumulated Goodwill Impairment Balance as of March 31, 2015 | $ | 85,909 | $ | — | $ | 46,500 | $ | — | $ | 132,409 | ||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Total fair value and other adjustments primarily include $531 in net adjustments to deferred income taxes and $(4,619) related to customer relationships and acquisition costs and other assumed liabilities, as well as $3,935 of cash paid related to certain 2014 acquisitions. | |||||||||||||||||||||||
The components of our amortizable intangible assets as of December 31, 2014 and March 31, 2015 are as follows: | ||||||||||||||||||||||||
31-Dec-14 | 31-Mar-15 | |||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | |||||||||||||||||||
Customer Relationships and Acquisition Costs | $ | 904,866 | $ | (297,029 | ) | $ | 607,837 | $ | 880,221 | $ | (299,780 | ) | $ | 580,441 | ||||||||||
Core Technology(1) | 3,568 | (3,540 | ) | 28 | 3,349 | (3,315 | ) | 34 | ||||||||||||||||
Trademarks and Non-Compete Agreements(1) | 7,062 | (5,068 | ) | 1,994 | 6,469 | (4,874 | ) | 1,595 | ||||||||||||||||
Deferred Financing Costs | 63,033 | (15,956 | ) | 47,077 | 62,892 | (17,831 | ) | 45,061 | ||||||||||||||||
Total | $ | 978,529 | $ | (321,593 | ) | $ | 656,936 | $ | 952,931 | $ | (325,800 | ) | $ | 627,131 | ||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Included in Other Assets, net in the accompanying Consolidated Balance Sheets. | |||||||||||||||||||||||
Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $13,626 and $13,252 for the three months ended March 31, 2014 and 2015, respectively. | ||||||||||||||||||||||||
e. Stock-Based Compensation | ||||||||||||||||||||||||
We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards"). | ||||||||||||||||||||||||
Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations for the three months ended March 31, 2014 and 2015 was $7,141 ($5,134 after tax or $0.03 per basic and diluted share) and $6,856 ($4,946 after tax or $0.02 per basic and diluted share), respectively. | ||||||||||||||||||||||||
Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations related to continuing operations is as follows: | ||||||||||||||||||||||||
Three Months | ||||||||||||||||||||||||
Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Cost of sales (excluding depreciation and amortization) | $ | 190 | $ | 45 | ||||||||||||||||||||
Selling, general and administrative expenses | 6,951 | 6,811 | ||||||||||||||||||||||
Total stock-based compensation | $ | 7,141 | $ | 6,856 | ||||||||||||||||||||
The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as financing activities in the accompanying Consolidated Statements of Cash Flows. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $(185) and $231 for the three months ended March 31, 2014 and 2015, respectively, from the (deficiency) benefit of tax deductions compared to recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool. | ||||||||||||||||||||||||
Stock Options | ||||||||||||||||||||||||
Under our various stock option plans, options are generally granted with exercise prices equal to the market price of the stock on the date of grant; however, in certain limited instances, options are granted at prices greater than the market price of the stock on the date of grant. Certain of the options we issue become exercisable ratably over a period of ten years from the date of grant and have a contractual life of 12 years from the date of grant, unless the holder's employment is terminated sooner. As of March 31, 2015, ten-year vesting options represented 7.2% of total outstanding options. Certain of the options we issue become exercisable ratably over a period of three years from the date of grant and have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. As of March 31, 2015, three-year vesting options represented 45.7% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable one year from the date of grant. The remainder of our options became exercisable ratably over a period of five years from date of grant and generally have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. | ||||||||||||||||||||||||
The weighted average fair value of options granted for the three months ended March 31, 2014 and 2015 was $5.60 and $4.99 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period: | ||||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
Weighted Average Assumptions | 2014 | 2015 | ||||||||||||||||||||||
Expected volatility | 33.9 | % | 28.6 | % | ||||||||||||||||||||
Risk-free interest rate | 2.06 | % | 1.71 | % | ||||||||||||||||||||
Expected dividend yield | 4 | % | 5 | % | ||||||||||||||||||||
Expected life | 6.8 years | 5.5 years | ||||||||||||||||||||||
Expected volatility is calculated utilizing daily historical volatility over a period that equates to the expected life of the option. The risk-free interest rate was based on the United States Treasury interest rates whose term is consistent with the expected life of the stock options. Expected dividend yield is considered in the option pricing model and represents our current annualized expected per share dividends over the current trade price of our common stock. The expected life (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of employees. | ||||||||||||||||||||||||
A summary of option activity for the three months ended March 31, 2015 is as follows: | ||||||||||||||||||||||||
Options | Weighted | Weighted | Average | |||||||||||||||||||||
Average | Average | Intrinsic | ||||||||||||||||||||||
Exercise | Remaining | Value | ||||||||||||||||||||||
Price | Contractual | |||||||||||||||||||||||
Term (Years) | ||||||||||||||||||||||||
Outstanding at December 31, 2014 | 3,678,246 | $ | 23.37 | |||||||||||||||||||||
Granted | 674,620 | 43.86 | ||||||||||||||||||||||
Exercised | (233,791 | ) | 20.93 | |||||||||||||||||||||
Forfeited | (19,119 | ) | 23.97 | |||||||||||||||||||||
Expired | (11,045 | ) | 22.15 | |||||||||||||||||||||
Outstanding at March 31, 2015 | 4,088,911 | $ | 26.89 | 5.86 | $ | 44,191 | ||||||||||||||||||
Options exercisable at March 31, 2015 | 2,725,000 | $ | 22.74 | 4.42 | $ | 37,445 | ||||||||||||||||||
Options expected to vest | 1,265,183 | $ | 34.97 | 8.71 | $ | 6,435 | ||||||||||||||||||
The following table provides the aggregate intrinsic value of stock options exercised for the three months ended March 31, 2014 and 2015: | ||||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Aggregate intrinsic value of stock options exercised | $ | 977 | $ | 4,167 | ||||||||||||||||||||
Restricted Stock and Restricted Stock Units | ||||||||||||||||||||||||
Under our various equity compensation plans, we may also grant restricted stock or RSUs. Our restricted stock and RSUs generally have a vesting period of between three and five years from the date of grant. All RSUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of RSUs in cash upon the vesting date of the associated RSU and will be forfeited if the RSU does not vest. We accrued approximately $434 and $670 of cash dividends on RSUs for the three months ended March 31, 2014 and 2015, respectively. We paid approximately $831 and $1,729 of cash dividends on RSUs for the three months ended March 31, 2014 and 2015, respectively. The fair value of restricted stock and RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). | ||||||||||||||||||||||||
A summary of restricted stock and RSU activity for the three months ended March 31, 2015 is as follows: | ||||||||||||||||||||||||
Restricted | Weighted- | |||||||||||||||||||||||
Stock and RSUs | Average | |||||||||||||||||||||||
Grant-Date | ||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
Non-vested at December 31, 2014 | 1,405,569 | $ | 28.78 | |||||||||||||||||||||
Granted | 462,323 | 38.82 | ||||||||||||||||||||||
Vested | (426,901 | ) | 30.49 | |||||||||||||||||||||
Forfeited | (29,265 | ) | 30.43 | |||||||||||||||||||||
Non-vested at March 31, 2015 | 1,411,726 | $ | 31.52 | |||||||||||||||||||||
No restricted stock vested during each of the three months ended March 31, 2014 and 2015. The total fair value of RSUs vested during the three months ended March 31, 2014 and 2015 was $13,844 and $15,584, respectively. | ||||||||||||||||||||||||
Performance Units | ||||||||||||||||||||||||
Under our various equity compensation plans, we may also make awards of PUs. For the majority of PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue or revenue growth and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 150% (for PUs granted prior to 2014) and 0% to 200% (for PUs granted in 2014 and 2015) of the initial award. The number of PUs earned is determined based on our actual performance as compared to the targets at the end of either the one-year performance period (for PUs granted prior to 2014) or the three-year performance period (for PUs granted in 2014 and 2015). Certain PUs granted in 2013, 2014 and 2015 will be earned based on a market condition associated with the total return on our common stock in relation to a subset of the S&P 500 rather than the revenue growth and ROIC targets noted above. The number of PUs earned based on this market condition may range from 0% to 200% of the initial award. All of our PUs will be settled in shares of our common stock and are subject to cliff vesting three years from the date of the original PU grant. For those PUs subject to a one-year performance period, employees who subsequently terminate their employment after the end of the one-year performance period and on or after attaining age 55 and completing 10 years of qualifying service (the "Retirement Criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above (but delivery of the shares remains deferred). As a result, PUs subject to a one-year performance period are generally expensed over the shorter of (1) the vesting period, (2) achievement of the Retirement Criteria, which may occur as early as January 1 of the year following the year of grant or (3) a maximum of three years. For those PUs subject to a three-year performance period, employees who terminate their employment during the performance period and on or after meeting the Retirement Criteria are eligible for pro rated vesting, subject to the actual achievement against the predefined targets as discussed above, based on the number of full years of service completed following the grant date (but delivery of the shares remains deferred). As a result, PUs subject to a three-year performance period are generally expensed over the three-year performance period. Outstanding PUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of PUs in cash upon the settlement date of the associated PU and will be forfeited if the PU does not vest. We accrued approximately $150 and $211 of cash dividends on PUs for the three months ended March 31, 2014 and 2015, respectively. We paid approximately $221 and $1,015 of cash dividends on PUs for the three months ended March 31, 2014 and 2015, respectively. | ||||||||||||||||||||||||
During the three months ended March 31, 2015, we issued 131,996 PUs. Our PUs are earned based on our performance against revenue or revenue growth and ROIC targets during their applicable performance period; therefore, we forecast the likelihood of achieving the predefined revenue, revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We record a compensation charge based on either the forecasted PUs to be earned (during the applicable performance period) or the actual PUs earned (at the one-year anniversary date for PUs granted prior to 2014, and at the three-year anniversary date for PUs granted in 2014 and 2015) over the vesting period for each of the awards. For PUs earned based on a market condition, we utilized a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value is expensed over the three-year performance period. The total fair value of earned PUs that vested during the three months ended March 31, 2014 and 2015 was $4,030 and $2,063, respectively. As of March 31, 2015, we expected 60% and 100% achievement of the predefined revenue, revenue growth and ROIC targets associated with the awards of PUs made in 2014 and 2015, respectively. | ||||||||||||||||||||||||
A summary of PU activity for the three months ended March 31, 2015 is as follows: | ||||||||||||||||||||||||
Original | PU Adjustment(1) | Total | Weighted- | |||||||||||||||||||||
PU Awards | PU Awards | Average | ||||||||||||||||||||||
Grant-Date | ||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
Non-vested at December 31, 2014 | 461,666 | (82,609 | ) | 379,057 | $ | 30.8 | ||||||||||||||||||
Granted | 131,996 | — | 131,996 | 40.58 | ||||||||||||||||||||
Vested | (78,311 | ) | (4,769 | ) | (83,080 | ) | 29.47 | |||||||||||||||||
Forfeited | (19,038 | ) | — | (19,038 | ) | 30.96 | ||||||||||||||||||
Non-vested at March 31, 2015 | 496,313 | (87,378 | ) | 408,935 | $ | 34.22 | ||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets. | |||||||||||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||||||||||||
We offer an ESPP in which participation is available to substantially all United States and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We have historically had two six-month offering periods per year, the first of which generally runs from June 1 through November 30 and the second of which generally runs from December 1 through May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the purchase price at the end of the offering. Participating employees may withdraw from an offering before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options under the ESPP are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation expense for the ESPP shares purchased. In the three months ended March 31, 2014 and 2015, there were no offering periods which ended under the ESPP, and no shares were issued. As of March 31, 2015, we have 960,638 shares available under the ESPP. | ||||||||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
As of March 31, 2015, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $53,880 and is expected to be recognized over a weighted-average period of 2.3 years. | ||||||||||||||||||||||||
We generally issue shares of our common stock for the exercises of stock options, restricted stock, RSUs, PUs and shares of our common stock under our ESPP from unissued reserved shares. | ||||||||||||||||||||||||
f. Income (Loss) Per Share—Basic and Diluted | ||||||||||||||||||||||||
Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive. | ||||||||||||||||||||||||
The following table presents the calculation of basic and diluted income (loss) per share: | ||||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Income (loss) from continuing operations | $ | 42,721 | $ | 41,739 | ||||||||||||||||||||
Total (loss) income from discontinued operations | $ | (612 | ) | $ | — | |||||||||||||||||||
Net income (loss) attributable to Iron Mountain Incorporated | $ | 41,667 | $ | 41,096 | ||||||||||||||||||||
Weighted-average shares—basic | 191,879,000 | 210,237,000 | ||||||||||||||||||||||
Effect of dilutive potential stock options | 682,801 | 1,223,330 | ||||||||||||||||||||||
Effect of dilutive potential restricted stock, RSUs and PUs | 507,219 | 788,758 | ||||||||||||||||||||||
Weighted-average shares—diluted | 193,069,020 | 212,249,088 | ||||||||||||||||||||||
Earnings (losses) per share—basic: | ||||||||||||||||||||||||
Income (loss) from continuing operations | $ | 0.22 | $ | 0.2 | ||||||||||||||||||||
Total (loss) income from discontinued operations | $ | — | $ | — | ||||||||||||||||||||
Net income (loss) attributable to Iron Mountain Incorporated—basic | $ | 0.22 | $ | 0.2 | ||||||||||||||||||||
Earnings (losses) per share—diluted: | ||||||||||||||||||||||||
Income (loss) from continuing operations | $ | 0.22 | $ | 0.2 | ||||||||||||||||||||
Total (loss) income from discontinued operations | $ | — | $ | — | ||||||||||||||||||||
Net income (loss) attributable to Iron Mountain Incorporated—diluted | $ | 0.22 | $ | 0.19 | ||||||||||||||||||||
Antidilutive stock options, RSUs and PUs, excluded from the calculation | 1,380,962 | 358,233 | ||||||||||||||||||||||
g. Revenues | ||||||||||||||||||||||||
Our revenues consist of storage rental revenues as well as service revenues and are reflected net of sales and value added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis). Service revenues include charges for related service activities, which include: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents and the related sale of recycled paper, the price of which can fluctuate from period to period; (4) other services, including the scanning, imaging and document conversion services of active and inactive records, or Document Management Solutions ("DMS"), which relate to physical and digital records, and project revenues; (5) customer termination and permanent withdrawal fees; (6) data restoration projects; (7) special project work; (8) Fulfillment Services; (9) consulting services; and (10) Intellectual Property Management and other technology services and product sales (including specially designed storage containers and related supplies). | ||||||||||||||||||||||||
We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage rental or prepaid service contracts for customers where storage rental fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable storage rental or service is provided or performed. Revenues from the sales of products, which are included as a component of service revenues, are recognized when products are shipped and title has passed to the customer. Revenues from the sales of products have historically not been significant. | ||||||||||||||||||||||||
h. Allowance for Doubtful Accounts and Credit Memo Reserves | ||||||||||||||||||||||||
We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due. | ||||||||||||||||||||||||
i. Income Taxes | ||||||||||||||||||||||||
As noted previously, we have been organized and operating as a REIT for federal income tax purposes effective for our taxable year beginning January 1, 2014. As a REIT, we are generally permitted to deduct from our federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to federal taxation at the entity level but is taxed, if at all, at the stockholder level. The income of our domestic taxable REIT subsidiaries (“TRSs”), which hold our domestic operations that may not be REIT‑compliant as currently operated and structured, is subject, as applicable, to federal and state corporate income tax. In addition, we and our subsidiaries continue to be subject to foreign income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through subsidiaries disregarded for federal tax purposes or TRSs. We will also be subject to a separate corporate income tax on any gains recognized during a specified period (generally ten years) following the REIT conversion that are attributable to “built‑in” gains with respect to the assets that we owned on January 1, 2014; this built‑in gains tax will also be imposed on our depreciation recapture recognized into income in 2014 and subsequent taxable years as a result of accounting method changes commenced in our pre‑REIT period. If we fail to remain qualified for taxation as a REIT, we will be subject to federal income tax at regular corporate tax rates. Even if we remain qualified for taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRS operations. In particular, while state income tax regimes often parallel the federal income tax regime for REITs, many states do not completely follow federal rules and some do not follow them at all. | ||||||||||||||||||||||||
We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries and our TRSs; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate. We are subject to income taxes in the United States and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates. | ||||||||||||||||||||||||
Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting bases of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets does not meet the more likely than not standard as defined in GAAP. | ||||||||||||||||||||||||
We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying Consolidated Statements of Operations. We recorded an increase of $966 and $942 for gross interest and penalties for the three months ended March 31, 2014 and 2015, respectively. We had $5,884 and $6,167 accrued for the payment of interest and penalties as of December 31, 2014 and March 31, 2015, respectively. | ||||||||||||||||||||||||
Our effective tax rate for the three months ended March 31, 2014 and 2015 was 45.8% and 27.6%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate in the three months ended March 31, 2014 were differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates and state income taxes (net of federal tax benefit). During the three months ended March 31, 2014, there were foreign currency losses recorded in jurisdictions with tax rates lower than the federal statutory rate of 35% associated with our marking-to-market of intercompany loans, which increased our first quarter 2014 effective tax rate by 1.1%. In addition, the controlled foreign corporation look-through rule, which provided for the exception of certain foreign earnings from United States federal taxation as Subpart F income, expired on December 31, 2013 and as a result, our first quarter 2014 effective tax rate increased by 1.3%. The primary reconciling item between the federal statutory tax rate of 35% and our overall effective tax rate in the three months ended March 31, 2015 was due to differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. | ||||||||||||||||||||||||
As a REIT, we are entitled to a deduction for dividends paid, resulting in a substantial reduction of federal income tax expense. As a REIT, substantially all of our income tax expense will be incurred based on the earnings generated by our foreign subsidiaries and our domestic TRSs. | ||||||||||||||||||||||||
j. Concentrations of Credit Risk | ||||||||||||||||||||||||
Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily United States Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of both December 31, 2014 and March 31, 2015 relate to cash and cash equivalents and restricted cash held on deposit with three global banks and two "Triple A" rated money market funds, and three global banks and one "Triple A" rated money market fund, respectively, all of which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund to a maximum of $50,000 or in any one financial institution to a maximum of $75,000. As of December 31, 2014 and March 31, 2015, our cash and cash equivalents and restricted cash balance was $159,793 and $139,605, respectively, including money market funds and time deposits amounting to $53,032 and $33,909, respectively. The money market funds are invested substantially in United States Treasuries. | ||||||||||||||||||||||||
k. Fair Value Measurements | ||||||||||||||||||||||||
Entities are permitted under GAAP to elect to measure many financial instruments and certain other items at either fair value or cost. We did not elect the fair value measurement option. | ||||||||||||||||||||||||
Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. | ||||||||||||||||||||||||
The three levels of the fair value hierarchy are as follows: | ||||||||||||||||||||||||
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. | ||||||||||||||||||||||||
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). | ||||||||||||||||||||||||
Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. | ||||||||||||||||||||||||
The following tables provide the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2014 and March 31, 2015, respectively: | ||||||||||||||||||||||||
Fair Value Measurements at | ||||||||||||||||||||||||
December 31, 2014 Using | ||||||||||||||||||||||||
Description | Total Carrying | Quoted prices | Significant other | Significant | ||||||||||||||||||||
Value at | in active | observable | unobservable | |||||||||||||||||||||
December 31, | markets | inputs | inputs | |||||||||||||||||||||
2014 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||||||||||
Money Market Funds(1) | $ | 36,828 | $ | — | $ | 36,828 | $ | — | ||||||||||||||||
Time Deposits(1) | 16,204 | — | 16,204 | — | ||||||||||||||||||||
Trading Securities | 13,172 | 12,428 | -2 | 744 | -1 | — | ||||||||||||||||||
Derivative Liabilities(3) | 2,411 | — | 2,411 | — | ||||||||||||||||||||
Fair Value Measurements at | ||||||||||||||||||||||||
March 31, 2015 Using | ||||||||||||||||||||||||
Description | Total Carrying | Quoted prices | Significant other | Significant | ||||||||||||||||||||
Value at | in active | observable | unobservable | |||||||||||||||||||||
March 31, | markets | inputs | inputs | |||||||||||||||||||||
2015 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||||||||||
Money Market Funds(1) | $ | 20,000 | $ | — | $ | 20,000 | $ | — | ||||||||||||||||
Time Deposits(1) | 13,909 | — | 13,909 | — | ||||||||||||||||||||
Trading Securities | 10,743 | 9,892 | -2 | 851 | -1 | — | ||||||||||||||||||
Derivative Liabilities(3) | 7,756 | — | 7,756 | — | ||||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions. | |||||||||||||||||||||||
-2 | Securities are measured at fair value using quoted market prices. | |||||||||||||||||||||||
-3 | Derivative liabilities relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge certain of our intercompany exposures, as more fully disclosed at Note 3. We calculate the value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets. | |||||||||||||||||||||||
Disclosures are required in the financial statements for items measured at fair value on a non-recurring basis. We did not have any material items that are measured at fair value on a non-recurring basis for the three months ended March 31, 2014 and 2015. | ||||||||||||||||||||||||
l. Use of Estimates | ||||||||||||||||||||||||
The preparation of financial statements in conformity with GAAP 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. | ||||||||||||||||||||||||
m. Accumulated Other Comprehensive Items, Net | ||||||||||||||||||||||||
The changes in accumulated other comprehensive items, net for the three months ended March 31, 2014 and 2015, respectively, are as follows: | ||||||||||||||||||||||||
Foreign | Market Value | Total | ||||||||||||||||||||||
Currency | Adjustments for | |||||||||||||||||||||||
Translation | Securities | |||||||||||||||||||||||
Adjustments | ||||||||||||||||||||||||
Balance as of December 31, 2013 | $ | (9,586 | ) | $ | 926 | $ | (8,660 | ) | ||||||||||||||||
Other comprehensive income (loss): | ||||||||||||||||||||||||
Foreign currency translation adjustments | 1,677 | — | 1,677 | |||||||||||||||||||||
Total other comprehensive income (loss) | 1,677 | — | 1,677 | |||||||||||||||||||||
Balance as of March 31, 2014 | $ | (7,909 | ) | $ | 926 | $ | (6,983 | ) | ||||||||||||||||
Foreign | Market Value | Total | ||||||||||||||||||||||
Currency | Adjustments for | |||||||||||||||||||||||
Translation | Securities | |||||||||||||||||||||||
Adjustments | ||||||||||||||||||||||||
Balance as of December 31, 2014 | $ | (76,010 | ) | $ | 979 | $ | (75,031 | ) | ||||||||||||||||
Other comprehensive income (loss): | ||||||||||||||||||||||||
Foreign currency translation adjustments | (56,074 | ) | — | (56,074 | ) | |||||||||||||||||||
Market value adjustments for securities | — | 23 | 23 | |||||||||||||||||||||
Total other comprehensive income (loss) | (56,074 | ) | 23 | (56,051 | ) | |||||||||||||||||||
Balance as of March 31, 2015 | $ | (132,084 | ) | $ | 1,002 | $ | (131,082 | ) | ||||||||||||||||
n. Other Expense, Net | ||||||||||||||||||||||||
Other expense, net consists of the following: | ||||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Foreign currency transaction losses, net | $ | 6,438 | $ | 22,266 | ||||||||||||||||||||
Other, net | (1,121 | ) | 83 | |||||||||||||||||||||
$ | 5,317 | $ | 22,349 | |||||||||||||||||||||
o. Property, Plant and Equipment and Long-Lived Assets | ||||||||||||||||||||||||
We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees directly associated with, and devoting time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized. During the three months ended March 31, 2014 and 2015, we capitalized $4,897 and $6,040 of costs, respectively, associated with the development of internal use computer software projects. Capitalization begins when the design stage of the application has been completed and it is probable that the project will be completed and used to perform the function intended. Capitalization ends when the asset is ready for its intended use. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment. | ||||||||||||||||||||||||
We review long-lived assets and all amortizable intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. Recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to their carrying amount. The operations are generally distinguished by the business segment and geographic region in which they operate. If the operation is determined to be unable to recover the carrying amount of its assets, the long-lived assets are written down, on a pro rata basis, to fair value. Fair value is determined based on discounted cash flows or appraised values, depending upon the nature of the assets. | ||||||||||||||||||||||||
As a result of our conversion to a REIT and in accordance with SEC rules applicable to REITs, we no longer report (gain) loss on the sale of real estate as a component of operating income, but we report it as a component of income (loss) from continuing operations. We report the (gain) loss on sale of property, plant and equipment (excluding real estate), along with any impairment, write-downs or involuntary conversions related to real estate, as a component of operating income. Previously reported amounts have been reclassified to conform to this presentation. | ||||||||||||||||||||||||
Consolidated loss on disposal/write-down of property, plant and equipment (excluding real estate), net was $333 for the three months ended March 31, 2015 and consisted primarily of the write-off of certain property associated with our North American Records and Information Management Business segment. Consolidated loss on disposal/write-down of property, plant and equipment (excluding real estate), net was $1,152 for the three months ended March 31, 2014 and consisted primarily of losses associated with the write-off of certain software associated with our North American Records and Information Management Business segment. | ||||||||||||||||||||||||
Consolidated gain on sale of real estate was $7,468, net of tax of $1,991, for the three months ended March 31, 2014 associated with the sale of two buildings in the United Kingdom. | ||||||||||||||||||||||||
p. New Accounting Pronouncements | ||||||||||||||||||||||||
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). ASU 2014-09 provides additional guidance for management to reassess revenue recognition as it relates to: (1) transfer of control, (2) variable consideration, (3) allocation of transaction price based on relative standalone selling price, (3) licenses, (4) time value of money and (5) contract costs. Further disclosures will be required to provide a better understanding of revenue that has been recognized and revenue that is expected to be recognized in the future from existing contracts. ASU 2014-09 is effective for us on January 1, 2017, with no early adoption permitted. In April 2015, the FASB tentatively decided to defer the effective date of ASU 2014-09 for one year to January 1, 2018, with early adoption permitted as of January 1, 2017. We are currently evaluating the impact ASU 2014-09 will have on our consolidated financial statements. | ||||||||||||||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements Going Concern (Subtopic 205-40) (“ASU 2014-15”). ASU 2014-15 requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles of current United States auditing standards. Specifically, the amendments (1) provide a definition of the term “substantial doubt”, (2) require an evaluation every reporting period, including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is still present, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014‑15 is effective for us on January 1, 2017, with early adoption permitted. We do not believe that this pronouncement will have an impact on our consolidated financial statements. | ||||||||||||||||||||||||
In February 2015, the FASB issued ASU No. 2015‑02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015‑02”). ASU 2015‑02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015‑02 is effective for us on January 1, 2016, with early adoption permitted. We do not believe that this pronouncement will have an impact on our consolidated financial statements. | ||||||||||||||||||||||||
In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU 2015-03. ASU 2015‑03 is effective for us on January 1, 2016, with early adoption permitted. We do not believe that this pronouncement will have a material impact on our consolidated financial statements. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging Activities | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities | ||||||||||||
Every derivative instrument is required to be recorded in the balance sheet as either an asset or a liability measured at its fair value. Periodically, we acquire derivative instruments that are intended to hedge either cash flows or values that are subject to foreign exchange or other market price risk and not for trading purposes. We have formally documented our hedging relationships, including identification of the hedging instruments and the hedged items, as well as our risk management objectives and strategies for undertaking each hedge transaction. Given the recurring nature of our revenues and the long-term nature of our asset base, we have the ability and the preference to use long-term, fixed interest rate debt to finance our business, thereby preserving our long-term returns on invested capital. We target approximately 75% of our debt portfolio to be fixed with respect to interest rates. Occasionally, we may use interest rate swaps as a tool to maintain our targeted level of fixed rate debt. In addition, we may use borrowings in foreign currencies, either obtained in the United States or by our foreign subsidiaries, to hedge foreign currency risk associated with our international investments. Sometimes we enter into currency swaps to temporarily hedge an overseas investment, such as a major acquisition, while we arrange permanent financing or to hedge our exposure due to foreign currency exchange movements related to our intercompany accounts with and between our foreign subsidiaries. As of December 31, 2014 and March 31, 2015, none of our derivative instruments contained credit-risk related contingent features. | |||||||||||||
We have entered into a number of separate forward contracts to hedge our exposures in Euros, British pounds sterling and Australian dollars. As of March 31, 2015, we had outstanding forward contracts to purchase 206,000 Euros and sell $229,845 United States dollars to hedge our intercompany exposures with our European operations. At the maturity of the forward contracts, we may enter into new forward contracts to hedge movements in the underlying currencies. At the time of settlement, we either pay or receive the net settlement amount from the forward contract and recognize this amount in other expense (income), net in the Consolidated Statements of Operations as a realized foreign exchange gain or loss. At the end of each month, we mark the outstanding forward contracts to market and record an unrealized foreign exchange gain or loss for the mark-to-market valuation. We have not designated forward contracts as hedges. During the three months ended March 31, 2014 and 2015, there was $7,199 and $16,820 in net cash payments, respectively, included in cash from operating activities from continuing operations related to settlements associated with foreign currency forward contracts. | |||||||||||||
Our policy is to record the fair value of each derivative instrument on a gross basis. The following table provides the fair value of our derivative instruments as of December 31, 2014 and March 31, 2015 and their gains and losses for the three months ended March 31, 2014 and 2015: | |||||||||||||
Liability Derivatives | |||||||||||||
31-Dec-14 | 31-Mar-15 | ||||||||||||
Derivatives Not Designated as | Balance Sheet | Fair | Balance Sheet | Fair | |||||||||
Hedging Instruments | Location | Value | Location | Value | |||||||||
Foreign exchange contracts | Accrued expenses | $ | 2,411 | Accrued expenses | $ | 7,756 | |||||||
Total | $ | 2,411 | $ | 7,756 | |||||||||
Amount of (Gain) | |||||||||||||
Loss | |||||||||||||
Recognized in | |||||||||||||
Income | |||||||||||||
on Derivatives | |||||||||||||
Three Months Ended March 31, | |||||||||||||
Derivatives Not Designated as | Location of (Gain) Loss | 2014 | 2015 | ||||||||||
Hedging Instruments | Recognized in Income | ||||||||||||
on Derivative | |||||||||||||
Foreign exchange contracts | Other expense (income), net | $ | 2,922 | $ | 28,533 | ||||||||
Total | $ | 2,922 | $ | 28,533 | |||||||||
We have designated a portion of the 63/4% Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the three months ended March 31, 2014 and 2015, we designated on average 64,208 and 36,000 Euros, respectively, of the 63/4% Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded the following foreign exchange gains (losses), net of tax, related to the change in fair value of such debt due to the currency translation adjustments, which is a component of accumulated other comprehensive items, net: | |||||||||||||
Three Months Ended March 31, | |||||||||||||
2014 | 2015 | ||||||||||||
Foreign exchange gains (losses) | $ | 145 | $ | 4,930 | |||||||||
Tax expense (benefit) on foreign exchange gains (losses) | 57 | — | |||||||||||
Foreign exchange gains (losses), net of tax | $ | 88 | $ | 4,930 | |||||||||
As of March 31, 2015, cumulative net gains of $18,742, net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge. |
Debt
Debt | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Debt | Debt | |||||||||||||||
Long-term debt comprised the following: | ||||||||||||||||
31-Dec-14 | 31-Mar-15 | |||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||||
Amount | Value | Amount | Value | |||||||||||||
Revolving Credit Facility(1) | $ | 883,428 | $ | 883,428 | $ | 823,881 | $ | 823,881 | ||||||||
Term Loan(1) | 249,375 | 249,375 | 248,750 | 248,750 | ||||||||||||
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3) | 308,616 | 309,634 | 273,760 | 274,369 | ||||||||||||
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)(3) | 400,000 | 429,000 | 400,000 | 425,750 | ||||||||||||
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3) | 106,030 | 110,500 | 106,038 | 109,836 | ||||||||||||
61/8% CAD Senior Notes due 2021 (the "CAD Notes")(2)(4) | 172,420 | 175,437 | 157,470 | 162,194 | ||||||||||||
61/8% GBP Senior Notes due 2022 (the "GBP Notes")(2)(5) | 622,960 | 639,282 | 592,160 | 620,998 | ||||||||||||
6% Senior Notes due 2023 (the "6% Notes")(2)(3) | 600,000 | 625,500 | 600,000 | 631,500 | ||||||||||||
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)(3) | 1,000,000 | 1,005,000 | 1,000,000 | 1,005,000 | ||||||||||||
Accounts Receivable Securitization Program(6)(7) | — | — | 220,800 | 220,800 | ||||||||||||
Real Estate Mortgages, Capital Leases and Other(7) | 320,702 | 320,702 | 298,983 | 298,983 | ||||||||||||
Total Long-term Debt | 4,663,531 | 4,721,842 | ||||||||||||||
Less Current Portion | (52,095 | ) | (54,483 | ) | ||||||||||||
Long-term Debt, Net of Current Portion | $ | 4,611,436 | $ | 4,667,359 | ||||||||||||
______________________________________________________________________________ | ||||||||||||||||
-1 | The capital stock or other equity interests of most of our United States subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure these debt instruments, together with all intercompany obligations (including promissory notes) of subsidiaries owed to us or to one of our United States subsidiary guarantors. In addition, Iron Mountain Canada Operations ULC ("Canada Company") has pledged 66% of the capital stock of its subsidiaries, and all intercompany obligations (including promissory notes) owed to or held by it, to secure the Canadian dollar subfacility under the Revolving Credit Facility (defined below). The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of these debt instruments approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates (plus a margin that is subject to change based on our consolidated leverage ratio)), as of both December 31, 2014 and March 31, 2015. | |||||||||||||||
-2 | The fair values (Level 1 of fair value hierarchy described at Note 2.k.) of these debt instruments are based on quoted market prices for these notes on December 31, 2014 and March 31, 2015, respectively. | |||||||||||||||
-3 | Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior or senior subordinated basis, as the case may be, by most of its direct and indirect 100% owned United States subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company, Iron Mountain Europe PLC ("IME"), the Special Purpose Subsidiaries (as defined below) and the remainder of our subsidiaries do not guarantee the Parent Notes. | |||||||||||||||
-4 | Canada Company is the direct obligor on the CAD Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 5 to Notes to Consolidated Financial Statements. | |||||||||||||||
-5 | IME is the direct obligor on the GBP Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 5 to Notes to Consolidated Financial Statements. | |||||||||||||||
-6 | The Special Purpose Subsidiaries are the obligors under this program. | |||||||||||||||
-7 | We believe the fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this debt approximates its carrying | |||||||||||||||
value. | ||||||||||||||||
On August 7, 2013, we amended our existing credit agreement. The revolving credit facilities (the "Revolving Credit Facility") under our credit agreement, as amended (the "Credit Agreement"), allow IMI and certain of its United States and foreign subsidiaries to borrow in United States dollars and (subject to sublimits) a variety of other currencies (including Canadian dollars, British pounds sterling, Euros, Brazilian reais and Australian dollars, among other currencies) in an aggregate outstanding amount not to exceed $1,500,000. Additionally, the Credit Agreement included an option to allow us to request additional commitments of up to $500,000, in the form of term loans or through increased commitments under the Revolving Credit Facility. On September 24, 2014, we exercised the option and borrowed an additional $250,000 in the form of a term loan under the Credit Agreement (the "Term Loan"). Commencing on December 31, 2014, the Term Loan began to amortize in quarterly installments in an amount equal to $625 per quarter, with the remaining balance due on June 27, 2016. The Term Loan may be prepaid without penalty or premium, in whole or in part, at any time. The Credit Agreement continues to include an option to allow us to request additional commitments of up to $250,000, in the form of term loans or through increased commitments under the Revolving Credit Facility. | ||||||||||||||||
The Credit Agreement terminates on June 27, 2016, at which point all obligations become due. IMI and the Guarantors guarantee all obligations under the Credit Agreement, and have pledged the capital stock or other equity interests of most of their United States subsidiaries, up to 66% of the capital stock or other equity interests of their first-tier foreign subsidiaries, and all intercompany obligations (including promissory notes) owed to or held by them to secure the Credit Agreement. In addition, Canada Company has pledged 66% of the capital stock of its subsidiaries, and all intercompany obligations (including promissory notes) owed to or held by it to secure the Canadian dollar subfacility under the Revolving Credit Facility. The interest rate on borrowings under the Credit Agreement varies depending on our choice of interest rate and currency options, plus an applicable margin, which varies based on our consolidated leverage ratio. Additionally, the Credit Agreement requires the payment of a commitment fee on the unused portion of the Revolving Credit Facility, which fee ranges from between 0.3% to 0.5% based on certain financial ratios and fees associated with outstanding letters of credit. As of March 31, 2015, we had $823,881 and $248,750 of outstanding borrowings under the Revolving Credit Facility and the Term Loan, respectively. Of the $823,881 of outstanding borrowings under the Revolving Credit Facility, $632,250 was denominated in United States dollars, 81,200 was denominated in Canadian dollars, 67,750 was denominated in Euros and 71,600 was denominated in Australian dollars. In addition, we also had various outstanding letters of credit totaling $12,219. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2015, based on IMI's leverage ratio, the last 12 months' earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR"), other adjustments as defined in the Credit Agreement and current external debt, was $663,900 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 2.8% as of March 31, 2015. The average interest rate in effect under the Revolving Credit Facility was 2.9% and ranged from 2.3% to 5.1% as of March 31, 2015 and the interest rate in effect under the Term Loan as of March 31, 2015 was 2.4%. | ||||||||||||||||
In March 2015, we entered into a $250,000 accounts receivable securitization program (the "Accounts Receivable Securitization Program") involving several of our wholly owned subsidiaries and certain financial institutions. Under the Accounts Receivable Securitization Program, certain of our subsidiaries sell substantially all of their United States accounts receivable balances to our wholly owned special purpose entities, Iron Mountain Receivables QRS, LLC and Iron Mountain Receivables TRS, LLC (the "Special Purpose Subsidiaries"). The Special Purpose Subsidiaries use the accounts receivable balances to collateralize loans obtained from certain financial institutions. Iron Mountain Information Management, LLC retains the responsibility of servicing the accounts receivable balances pledged as collateral in this transaction and IMI provides a performance guaranty. The Accounts Receivable Securitization Program terminates on March 6, 2018, at which point all obligations become due. The maximum availability allowed is limited by eligible accounts receivable, as defined under the terms of the Accounts Receivable Securitization Program. As of March 31, 2015, the maximum availability allowed and amount outstanding under the Accounts Receivable Securitization Program was $220,800. The interest rate in effect under the Accounts Receivable Securitization Program was 1.1% as of March 31, 2015. Commitment fees at a rate of 40 basis points are charged on amounts made available but not borrowed under the Accounts Receivable Securitization Program. | ||||||||||||||||
The Credit Agreement, our 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 certain other 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 indentures or other agreements governing our indebtedness. The Credit Agreement uses EBITDAR-based calculations as the primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's Credit Agreement net total lease adjusted leverage ratio was 5.4 and 5.5 as of December 31, 2014 and March 31, 2015, respectively, compared to a maximum allowable ratio of 6.5, and its net secured debt lease adjusted leverage ratio was 2.6 and 2.7 as of December 31, 2014 and March 31, 2015, respectively, compared to a maximum allowable ratio of 4.0. IMI's bond leverage ratio (which is not lease adjusted), per the indentures, was 5.7 and 5.6 as of December 31, 2014 and March 31, 2015, respectively, compared to a maximum allowable ratio of 6.5. IMI's Credit Agreement fixed charge coverage ratio was 2.5 and 2.4 as of December 31, 2014 and March 31, 2015, respectively, compared to a minimum allowable ratio of 1.5 under the Credit Agreement. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity. | ||||||||||||||||
For the three months ended March 31, 2014 and 2015, we recorded commitment fees and letters of credit fees of $658 and $867, respectively, based on the unused balances under the Revolving Credit Facility and the Accounts Receivable Securitization Program. |
Selected_Consolidated_Financia
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | ||||||||||||||||||||||||
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | |||||||||||||||||||||||
The following data summarizes the consolidating results of IMI on the equity method of accounting as of December 31, 2014 and March 31, 2015 and for the three months ended March 31, 2014 and 2015 and are prepared on the same basis as the consolidated financial statements. | ||||||||||||||||||||||||
The Parent Notes, CAD Notes and GBP Notes are guaranteed by the subsidiaries referred to below as the Guarantors. These subsidiaries are 100% owned by IMI. The guarantees are full and unconditional, as well as joint and several. | ||||||||||||||||||||||||
Additionally, IMI and the Guarantors guarantee the CAD Notes, which were issued by Canada Company, and the GBP Notes, which were issued by IME. Canada Company and IME do not guarantee the Parent Notes. The subsidiaries that do not guarantee the Parent Notes, the CAD Notes and the GBP Notes, including IME and the Special Purpose Subsidiaries but excluding Canada Company, are referred to below as the Non-Guarantors. | ||||||||||||||||||||||||
In the normal course of business we periodically change the ownership structure of our subsidiaries to meet the requirements of our business. In the event of such changes, we recast the prior period financial information within this footnote to conform to the current period presentation in the period such changes occur. Generally, these changes do not alter the designation of the underlying subsidiaries as Guarantors or Non-Guarantors. However, they may change whether the underlying subsidiary is owned by the Parent, a Guarantor, Canada Company or a Non-Guarantor. If such a change occurs, the amount of investment in subsidiaries in the below consolidated balance sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below consolidated statements of operations with respect to the relevant Parent, Guarantors, Canada Company, Non-Guarantors and Eliminations columns also would change. | ||||||||||||||||||||||||
In March 2015, we entered into the Accounts Receivable Securitization Program, which is described more fully in Note 4. The Special Purpose Subsidiaries, which were established in conjunction with the Accounts Receivable Securitization Program, are included in the Non-Guarantors column in the below consolidated balance sheet, consolidated statement of operations and consolidated statement of cash flows from that date forward. As a result of the Accounts Receivable Securitization Program, certain of our Guarantors sold substantially all of their United States accounts receivable balances to the Special Purpose Subsidiaries. As of March 31, 2015, this resulted in a decrease in accounts receivable, an increase in intercompany receivable and a decrease in long-term debt related to our Guarantors and a corresponding increase in accounts receivable, an increase in intercompany payable and an increase in long-term debt related to our Non-Guarantors. There was no material impact to the Guarantors and Non-Guarantors columns of the below consolidated statement of operations for the three months ended March 31, 2015. Additionally, the Accounts Receivable Securitization Program resulted in increased financing cash flow activity for our Non-Guarantor subsidiaries for the three months ended March 31, 2015, as the proceeds from borrowings under the Accounts Receivable Securitization Program were used to repay intercompany loans with certain of our Guarantor subsidiaries, which resulted in increased cash flows from investing activities for our Guarantor subsidiaries for the three months ended March 31, 2015. | ||||||||||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||||||||||
31-Dec-14 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||
Current Assets: | ||||||||||||||||||||||||
Cash and Cash Equivalents | $ | 2,399 | $ | 4,713 | $ | 4,979 | $ | 113,842 | $ | — | $ | 125,933 | ||||||||||||
Restricted Cash | 33,860 | — | — | — | — | 33,860 | ||||||||||||||||||
Accounts Receivable | — | 361,330 | 37,137 | 205,798 | — | 604,265 | ||||||||||||||||||
Intercompany Receivable | — | 586,725 | — | — | (586,725 | ) | — | |||||||||||||||||
Other Current Assets | 153 | 88,709 | 2,925 | 61,908 | (34 | ) | 153,661 | |||||||||||||||||
Total Current Assets | 36,412 | 1,041,477 | 45,041 | 381,548 | (586,759 | ) | 917,719 | |||||||||||||||||
Property, Plant and Equipment, Net | 840 | 1,580,337 | 160,977 | 808,573 | — | 2,550,727 | ||||||||||||||||||
Other Assets, Net: | ||||||||||||||||||||||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 2,851,651 | 245 | 2,448 | — | (2,854,344 | ) | — | |||||||||||||||||
Investment in Subsidiaries | 917,170 | 656,877 | 30,751 | 93,355 | (1,698,153 | ) | — | |||||||||||||||||
Goodwill | — | 1,611,957 | 180,342 | 631,484 | — | 2,423,783 | ||||||||||||||||||
Other | 31,108 | 375,082 | 26,672 | 245,251 | — | 678,113 | ||||||||||||||||||
Total Other Assets, Net | 3,799,929 | 2,644,161 | 240,213 | 970,090 | (4,552,497 | ) | 3,101,896 | |||||||||||||||||
Total Assets | $ | 3,837,181 | $ | 5,265,975 | $ | 446,231 | $ | 2,160,211 | $ | (5,139,256 | ) | $ | 6,570,342 | |||||||||||
Liabilities and Equity | ||||||||||||||||||||||||
Intercompany Payable | $ | 505,083 | $ | — | $ | 3,564 | $ | 78,078 | $ | (586,725 | ) | $ | — | |||||||||||
Current Portion of Long-term Debt | — | 24,955 | — | 27,174 | (34 | ) | 52,095 | |||||||||||||||||
Total Other Current Liabilities | 60,097 | 470,122 | 35,142 | 239,280 | — | 804,641 | ||||||||||||||||||
Long-term Debt, Net of Current Portion | 2,414,646 | 908,431 | 245,861 | 1,042,498 | — | 4,611,436 | ||||||||||||||||||
Long-term Notes Payable to Affiliates and Intercompany Payable | 1,000 | 2,851,384 | — | 1,960 | (2,854,344 | ) | — | |||||||||||||||||
Other Long-term Liabilities | — | 115,789 | 37,558 | 78,868 | — | 232,215 | ||||||||||||||||||
Commitments and Contingencies (See Note 7) | ||||||||||||||||||||||||
Total Iron Mountain Incorporated Stockholders' Equity | 856,355 | 895,294 | 124,106 | 678,753 | (1,698,153 | ) | 856,355 | |||||||||||||||||
Noncontrolling Interests | — | — | — | 13,600 | — | 13,600 | ||||||||||||||||||
Total Equity | 856,355 | 895,294 | 124,106 | 692,353 | (1,698,153 | ) | 869,955 | |||||||||||||||||
Total Liabilities and Equity | $ | 3,837,181 | $ | 5,265,975 | $ | 446,231 | $ | 2,160,211 | $ | (5,139,256 | ) | $ | 6,570,342 | |||||||||||
CONSOLIDATED BALANCE SHEETS (Continued) | ||||||||||||||||||||||||
31-Mar-15 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||
Current Assets: | ||||||||||||||||||||||||
Cash and Cash Equivalents | $ | — | $ | 7,395 | $ | 7,120 | $ | 105,090 | $ | — | $ | 119,605 | ||||||||||||
Restricted Cash | 20,000 | — | — | — | — | 20,000 | ||||||||||||||||||
Accounts Receivable | — | 14,842 | 33,975 | 541,209 | — | 590,026 | ||||||||||||||||||
Intercompany Receivable | — | 857,050 | — | — | (857,050 | ) | — | |||||||||||||||||
Other Current Assets | 573 | 93,214 | 3,043 | 61,041 | (29 | ) | 157,842 | |||||||||||||||||
Total Current Assets | 20,573 | 972,501 | 44,138 | 707,340 | (857,079 | ) | 887,473 | |||||||||||||||||
Property, Plant and Equipment, Net | 795 | 1,580,203 | 147,886 | 747,918 | — | 2,476,802 | ||||||||||||||||||
Other Assets, Net: | ||||||||||||||||||||||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 2,919,207 | 1,000 | 2,234 | — | (2,922,441 | ) | — | |||||||||||||||||
Investment in Subsidiaries | 867,150 | 607,661 | 28,066 | 91,633 | (1,594,510 | ) | — | |||||||||||||||||
Goodwill | — | 1,612,151 | 165,582 | 580,828 | — | 2,358,561 | ||||||||||||||||||
Other | 30,145 | 375,615 | 24,370 | 218,488 | — | 648,618 | ||||||||||||||||||
Total Other Assets, Net | 3,816,502 | 2,596,427 | 220,252 | 890,949 | (4,516,951 | ) | 3,007,179 | |||||||||||||||||
Total Assets | $ | 3,837,870 | $ | 5,149,131 | $ | 412,276 | $ | 2,346,207 | $ | (5,374,030 | ) | $ | 6,371,454 | |||||||||||
Liabilities and Equity | ||||||||||||||||||||||||
Intercompany Payable | $ | 658,287 | $ | — | $ | 3,292 | $ | 195,471 | $ | (857,050 | ) | $ | — | |||||||||||
Current Portion of Long-term Debt | — | 23,254 | — | 31,258 | (29 | ) | 54,483 | |||||||||||||||||
Total Other Current Liabilities | 55,930 | 394,054 | 26,613 | 189,251 | — | 665,848 | ||||||||||||||||||
Long-term Debt, Net of Current Portion | 2,379,798 | 846,299 | 227,442 | 1,213,820 | — | 4,667,359 | ||||||||||||||||||
Long-term Notes Payable to Affiliates and Intercompany Payable | 1,000 | 2,921,441 | — | — | (2,922,441 | ) | — | |||||||||||||||||
Other Long-term Liabilities | — | 118,005 | 35,230 | 74,027 | — | 227,262 | ||||||||||||||||||
Commitments and Contingencies (See Note 7) | ||||||||||||||||||||||||
Total Iron Mountain Incorporated Stockholders' Equity | 742,855 | 846,078 | 119,699 | 628,733 | (1,594,510 | ) | 742,855 | |||||||||||||||||
Noncontrolling Interests | — | — | — | 13,647 | — | 13,647 | ||||||||||||||||||
Total Equity | 742,855 | 846,078 | 119,699 | 642,380 | (1,594,510 | ) | 756,502 | |||||||||||||||||
Total Liabilities and Equity | $ | 3,837,870 | $ | 5,149,131 | $ | 412,276 | $ | 2,346,207 | $ | (5,374,030 | ) | $ | 6,371,454 | |||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Revenues: | ||||||||||||||||||||||||
Storage Rental | $ | — | $ | 300,329 | $ | 30,411 | $ | 128,149 | $ | — | $ | 458,889 | ||||||||||||
Service | — | 186,430 | 16,150 | 108,657 | — | 311,237 | ||||||||||||||||||
Intercompany Service | — | — | — | 17,358 | (17,358 | ) | — | |||||||||||||||||
Total Revenues | — | 486,759 | 46,561 | 254,164 | (17,358 | ) | 770,126 | |||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
Cost of Sales (Excluding Depreciation and Amortization) | — | 202,920 | 6,242 | 125,983 | — | 335,145 | ||||||||||||||||||
Intercompany Service Cost of Sales | — | — | 17,358 | — | (17,358 | ) | — | |||||||||||||||||
Selling, General and Administrative | 28 | 146,578 | 3,753 | 64,421 | — | 214,780 | ||||||||||||||||||
Depreciation and Amortization | 77 | 52,640 | 2,999 | 30,717 | — | 86,433 | ||||||||||||||||||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | — | 929 | 1 | 222 | — | 1,152 | ||||||||||||||||||
Total Operating Expenses | 105 | 403,067 | 30,353 | 221,343 | (17,358 | ) | 637,510 | |||||||||||||||||
Operating (Loss) Income | (105 | ) | 83,692 | 16,208 | 32,821 | — | 132,616 | |||||||||||||||||
Interest Expense (Income), Net | 48,165 | (4,852 | ) | 9,547 | 9,452 | — | 62,312 | |||||||||||||||||
Other (Income) Expense, Net | (1,280 | ) | 1,507 | (20 | ) | 5,110 | — | 5,317 | ||||||||||||||||
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | (46,990 | ) | 87,037 | 6,681 | 18,259 | — | 64,987 | |||||||||||||||||
Provision (Benefit) for Income Taxes | — | 23,803 | 2,538 | 3,393 | — | 29,734 | ||||||||||||||||||
(Gain) Loss on Sale of Real Estate, Net of Tax | — | (197 | ) | — | (7,271 | ) | — | (7,468 | ) | |||||||||||||||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (88,657 | ) | (24,826 | ) | (1,954 | ) | (4,143 | ) | 119,580 | — | ||||||||||||||
Income (Loss) from Continuing Operations | 41,667 | 88,257 | 6,097 | 26,280 | (119,580 | ) | 42,721 | |||||||||||||||||
(Loss) Income from Discontinued Operations, Net of Tax | — | (625 | ) | — | 13 | — | (612 | ) | ||||||||||||||||
Net Income (Loss) | 41,667 | 87,632 | 6,097 | 26,293 | (119,580 | ) | 42,109 | |||||||||||||||||
Less: Net Income (Loss) Attributable to Noncontrolling Interest | — | — | — | 442 | — | 442 | ||||||||||||||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ | 41,667 | $ | 87,632 | $ | 6,097 | $ | 25,851 | $ | (119,580 | ) | $ | 41,667 | |||||||||||
Net Income (Loss) | $ | 41,667 | $ | 87,632 | $ | 6,097 | $ | 26,293 | $ | (119,580 | ) | $ | 42,109 | |||||||||||
Other Comprehensive Income (Loss): | ||||||||||||||||||||||||
Foreign Currency Translation Adjustments | 88 | 741 | (2,618 | ) | 3,577 | — | 1,788 | |||||||||||||||||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 1,589 | (71 | ) | (1,160 | ) | (2,618 | ) | 2,260 | — | |||||||||||||||
Total Other Comprehensive Income (Loss) | 1,677 | 670 | (3,778 | ) | 959 | 2,260 | 1,788 | |||||||||||||||||
Comprehensive Income (Loss) | 43,344 | 88,302 | 2,319 | 27,252 | (117,320 | ) | 43,897 | |||||||||||||||||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | — | — | — | 553 | — | 553 | ||||||||||||||||||
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ | 43,344 | $ | 88,302 | $ | 2,319 | $ | 26,699 | $ | (117,320 | ) | $ | 43,344 | |||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) | ||||||||||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Revenues: | ||||||||||||||||||||||||
Storage Rental | $ | — | $ | 304,592 | $ | 30,868 | $ | 123,412 | $ | — | $ | 458,872 | ||||||||||||
Service | — | 180,865 | 16,557 | 92,992 | — | 290,414 | ||||||||||||||||||
Intercompany Service | — | 352 | — | 16,419 | (16,771 | ) | — | |||||||||||||||||
Total Revenues | — | 485,809 | 47,425 | 232,823 | (16,771 | ) | 749,286 | |||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
Cost of Sales (Excluding Depreciation and Amortization) | — | 196,661 | 7,165 | 117,828 | — | 321,654 | ||||||||||||||||||
Intercompany Service Cost of Sales | — | — | 16,419 | 352 | (16,771 | ) | — | |||||||||||||||||
Selling, General and Administrative | 73 | 132,192 | 4,167 | 59,982 | — | 196,414 | ||||||||||||||||||
Depreciation and Amortization | 46 | 55,403 | 3,052 | 27,450 | — | 85,951 | ||||||||||||||||||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | — | 322 | — | 11 | — | 333 | ||||||||||||||||||
Total Operating Expenses | 119 | 384,578 | 30,803 | 205,623 | (16,771 | ) | 604,352 | |||||||||||||||||
Operating (Loss) Income | (119 | ) | 101,231 | 16,622 | 27,200 | — | 144,934 | |||||||||||||||||
Interest Expense (Income), Net | 39,170 | (6,677 | ) | 8,203 | 24,202 | — | 64,898 | |||||||||||||||||
Other (Income) Expense, Net | (2,038 | ) | 1,383 | (127 | ) | 23,131 | — | 22,349 | ||||||||||||||||
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | (37,251 | ) | 106,525 | 8,546 | (20,133 | ) | — | 57,687 | ||||||||||||||||
Provision (Benefit) for Income Taxes | — | 9,702 | 3,063 | 3,183 | — | 15,948 | ||||||||||||||||||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (78,347 | ) | 18,740 | (1,059 | ) | (5,483 | ) | 66,149 | — | |||||||||||||||
Net Income (Loss) | 41,096 | 78,083 | 6,542 | (17,833 | ) | (66,149 | ) | 41,739 | ||||||||||||||||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | — | — | — | 643 | — | 643 | ||||||||||||||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ | 41,096 | $ | 78,083 | $ | 6,542 | $ | (18,476 | ) | $ | (66,149 | ) | $ | 41,096 | ||||||||||
Net Income (Loss) | $ | 41,096 | $ | 78,083 | $ | 6,542 | $ | (17,833 | ) | $ | (66,149 | ) | $ | 41,739 | ||||||||||
Other Comprehensive Income (Loss): | ||||||||||||||||||||||||
Foreign Currency Translation Adjustments | 4,930 | — | (7,940 | ) | (53,165 | ) | — | (56,175 | ) | |||||||||||||||
Market Value Adjustments for Securities | — | 23 | — | — | — | 23 | ||||||||||||||||||
Equity in Other Comprehensive (Loss) Income of Subsidiaries | (60,981 | ) | (60,896 | ) | (3,007 | ) | (7,940 | ) | 132,824 | — | ||||||||||||||
Total Other Comprehensive (Loss) Income | (56,051 | ) | (60,873 | ) | (10,947 | ) | (61,105 | ) | 132,824 | (56,152 | ) | |||||||||||||
Comprehensive (Loss) Income | (14,955 | ) | 17,210 | (4,405 | ) | (78,938 | ) | 66,675 | (14,413 | ) | ||||||||||||||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | — | — | — | 542 | — | 542 | ||||||||||||||||||
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated | $ | (14,955 | ) | $ | 17,210 | $ | (4,405 | ) | $ | (79,480 | ) | $ | 66,675 | $ | (14,955 | ) | ||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Cash Flows from Operating Activities: | ||||||||||||||||||||||||
Cash Flows from Operating Activities—Continuing Operations | $ | (68,972 | ) | $ | 79,555 | $ | 10,421 | $ | 34,637 | $ | — | $ | 55,641 | |||||||||||
Cash Flows from Investing Activities: | ||||||||||||||||||||||||
Capital expenditures | — | (71,520 | ) | (2,865 | ) | (33,471 | ) | — | (107,856 | ) | ||||||||||||||
Cash paid for acquisitions, net of cash acquired | — | 916 | — | (31,697 | ) | — | (30,781 | ) | ||||||||||||||||
Intercompany loans to subsidiaries | 377,202 | 61,895 | — | — | (439,097 | ) | — | |||||||||||||||||
Investment in subsidiaries | (11,695 | ) | (11,695 | ) | — | — | 23,390 | — | ||||||||||||||||
Additions to customer relationship and acquisition costs | — | (7,341 | ) | (280 | ) | (537 | ) | — | (8,158 | ) | ||||||||||||||
Proceeds from sales of property and equipment and other, net (including real estate) | — | 1,441 | 64 | 16,387 | — | 17,892 | ||||||||||||||||||
Cash Flows from Investing Activities—Continuing Operations | 365,507 | (26,304 | ) | (3,081 | ) | (49,318 | ) | (415,707 | ) | (128,903 | ) | |||||||||||||
Cash Flows from Financing Activities: | ||||||||||||||||||||||||
Repayment of revolving credit and term loan facilities and other debt | — | (2,171,941 | ) | (252,107 | ) | (30,643 | ) | — | (2,454,691 | ) | ||||||||||||||
Proceeds from revolving credit and term loan facilities and other debt | — | 2,480,901 | 242,480 | 152,666 | — | 2,876,047 | ||||||||||||||||||
Early retirement of senior subordinated notes | (247,275 | ) | — | — | — | — | (247,275 | ) | ||||||||||||||||
Debt (repayment to) financing and equity contribution from (distribution to) noncontrolling interests, net | — | — | — | (2,317 | ) | — | (2,317 | ) | ||||||||||||||||
Intercompany loans from parent | — | (376,788 | ) | 8,640 | (70,949 | ) | 439,097 | — | ||||||||||||||||
Equity contribution from parent | — | 11,695 | — | 11,695 | (23,390 | ) | — | |||||||||||||||||
Parent cash dividends | (52,735 | ) | — | — | — | — | (52,735 | ) | ||||||||||||||||
Proceeds from exercise of stock options and employee stock purchase plan | 2,417 | — | — | — | — | 2,417 | ||||||||||||||||||
Excess tax (deficiency) benefits from stock-based compensation | (185 | ) | — | — | — | — | (185 | ) | ||||||||||||||||
Payment of debt financing costs and stock issuance costs | — | — | (12 | ) | (410 | ) | — | (422 | ) | |||||||||||||||
Cash Flows from Financing Activities—Continuing Operations | (297,778 | ) | (56,133 | ) | (999 | ) | 60,042 | 415,707 | 120,839 | |||||||||||||||
Effect of exchange rates on cash and cash equivalents | — | — | 136 | 1,667 | — | 1,803 | ||||||||||||||||||
(Decrease) Increase in cash and cash equivalents | (1,243 | ) | (2,882 | ) | 6,477 | 47,028 | — | 49,380 | ||||||||||||||||
Cash and cash equivalents, beginning of period | 1,243 | 10,366 | 1,094 | 107,823 | — | 120,526 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 7,484 | $ | 7,571 | $ | 154,851 | $ | — | $ | 169,906 | ||||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) | ||||||||||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Cash Flows from Operating Activities: | ||||||||||||||||||||||||
Cash Flows from Operating Activities—Continuing Operations | $ | (45,978 | ) | $ | 44,864 | $ | 3,636 | $ | 2,990 | $ | — | $ | 5,512 | |||||||||||
Cash Flows from Investing Activities: | ||||||||||||||||||||||||
Capital expenditures | — | (46,452 | ) | (3,774 | ) | (24,550 | ) | — | (74,776 | ) | ||||||||||||||
Cash paid for acquisitions, net of cash acquired | — | (684 | ) | 106 | (5,853 | ) | — | (6,431 | ) | |||||||||||||||
Intercompany loans to subsidiaries | 132,692 | 79,946 | — | — | (212,638 | ) | — | |||||||||||||||||
Investment in subsidiaries | (5,000 | ) | (5,000 | ) | — | — | 10,000 | — | ||||||||||||||||
Increase in restricted cash | 13,860 | — | — | — | — | 13,860 | ||||||||||||||||||
Additions to customer relationship and acquisition costs | — | (7,990 | ) | (668 | ) | (585 | ) | — | (9,243 | ) | ||||||||||||||
Proceeds from sales of property and equipment and other, net (including real estate) | — | 160 | 6 | 244 | — | 410 | ||||||||||||||||||
Cash Flows from Investing Activities—Continuing Operations | 141,552 | 19,980 | (4,330 | ) | (30,744 | ) | (202,638 | ) | (76,180 | ) | ||||||||||||||
Cash Flows from Financing Activities: | ||||||||||||||||||||||||
Repayment of revolving credit and term loan facilities and other debt | — | (1,894,836 | ) | (159,145 | ) | (228,280 | ) | — | (2,282,261 | ) | ||||||||||||||
Proceeds from revolving credit and term loan facilities and other debt | — | 1,823,900 | 161,962 | 464,541 | — | 2,450,403 | ||||||||||||||||||
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | — | — | — | (388 | ) | — | (388 | ) | ||||||||||||||||
Intercompany loans from parent | — | 4,638 | 79 | (217,355 | ) | 212,638 | — | |||||||||||||||||
Equity contribution from parent | — | 5,000 | — | 5,000 | (10,000 | ) | — | |||||||||||||||||
Parent cash dividends | (102,539 | ) | — | — | — | — | (102,539 | ) | ||||||||||||||||
Proceeds from exercise of stock options and employee stock purchase plan | 4,364 | — | — | — | — | 4,364 | ||||||||||||||||||
Excess tax benefits (deficiency) from stock-based compensation | 231 | — | — | — | — | 231 | ||||||||||||||||||
Payment of debt financing costs and stock issuance costs | (29 | ) | (864 | ) | — | (54 | ) | — | (947 | ) | ||||||||||||||
Cash Flows from Financing Activities—Continuing Operations | (97,973 | ) | (62,162 | ) | 2,896 | 23,464 | 202,638 | 68,863 | ||||||||||||||||
Effect of exchange rates on cash and cash equivalents | — | — | (61 | ) | (4,462 | ) | — | (4,523 | ) | |||||||||||||||
(Decrease) Increase in cash and cash equivalents | (2,399 | ) | 2,682 | 2,141 | (8,752 | ) | — | (6,328 | ) | |||||||||||||||
Cash and cash equivalents, beginning of period | 2,399 | 4,713 | 4,979 | 113,842 | — | 125,933 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 7,395 | $ | 7,120 | $ | 105,090 | $ | — | $ | 119,605 | ||||||||||||
Segment_Information
Segment Information | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||
Segment Information | Segment Information | ||||||||||||||||||||||||
As a result of a realignment in senior management reporting structure during the first quarter of 2015, we modified our internal financial reporting to better align internal reporting with how we manage our business. These modifications resulted in the separation of our former International Business segment into two unique reportable operating segments, which we refer to as (1) Western European Business segment and (2) Other International Business segment. Additionally, during the first quarter of 2015, we reassessed the nature of certain costs which were previously being allocated to the North American Records and Information Management Business and North American Data Management Business segments. As a result of this reassessment, we determined that certain product management functions, which were previously being performed to solely benefit our North American operating segments, are now being performed in a manner that benefits the enterprise as a whole. Accordingly, the costs associated with these product management functions are now included within the Corporate and Other Business segment. Previously reported segment information has been restated to conform to the current period presentation. | |||||||||||||||||||||||||
Our five reportable operating segments are described as follows: | |||||||||||||||||||||||||
• | North American Records and Information Management Business—storage and information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X‑rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers (“Records Management”); information destruction services (“Destruction”); DMS; Fulfillment Services; and Intellectual Property Management. | ||||||||||||||||||||||||
• | North American Data Management Business—storage and rotation of backup computer media as part of corporate disaster recovery plans throughout the United States and Canada, including service and courier operations (“Data Protection & Recovery”); server and computer backup services; digital content repository systems to house, distribute, and archive key media assets; and storage, safeguarding and electronic or physical delivery of physical media of all types, primarily for entertainment and media industry clients. | ||||||||||||||||||||||||
• | Western European Business—Records Management, Data Protection & Recovery and DMS throughout the United Kingdom, Ireland, Norway, Austria, Belgium, France, Germany, Netherlands, Spain and Switzerland. Until December 2014, our Western European Business segment offered Destruction in the United Kingdom and Ireland. | ||||||||||||||||||||||||
• | Other International Business—storage and information management services throughout the remaining European countries in which we operate, Latin America and Asia Pacific, including Records Management, Data Protection & Recovery and DMS. Our European operations included within the Other International Business segment provide Records Management, Data Protection & Recovery and DMS. Our Latin America operations provide Records Management, Data Protection & Recovery, Destruction and DMS throughout Argentina, Brazil, Chile, Colombia, Mexico and Peru. Our Asia Pacific operations provide Records Management, Data Protection & Recovery and DMS throughout Australia, with Records Management and Data Protection & Recovery also provided in certain cities in India, Singapore, Hong Kong‑SAR and China. Until December 2014, our Other International Business segment offered Destruction in Australia. | ||||||||||||||||||||||||
• | Corporate and Other Business—consists of our data center business in the United States, the primary product offering of our Emerging Businesses segment, as well as costs related to executive and staff functions, including finance, human resources and information technology, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Our Corporate and Other Business segment also includes stock‑based employee compensation expense associated with all Employee Stock‑Based Awards. | ||||||||||||||||||||||||
An analysis of our business segment information and reconciliation to the accompanying Consolidated Financial Statements is as follows: | |||||||||||||||||||||||||
North American | North American | Western European Business | Other International Business | Corporate | Total | ||||||||||||||||||||
Records and | Data | and Other | Consolidated | ||||||||||||||||||||||
Information | Management | Business | |||||||||||||||||||||||
Management | Business | ||||||||||||||||||||||||
Business | |||||||||||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||||||||||
Total Revenues | $ | 446,132 | $ | 96,724 | $ | 117,131 | $ | 107,299 | $ | 2,840 | $ | 770,126 | |||||||||||||
Depreciation and Amortization | 45,506 | 5,030 | 14,340 | 14,419 | 7,138 | 86,433 | |||||||||||||||||||
Depreciation | 40,821 | 4,965 | 12,014 | 9,775 | 7,138 | 74,713 | |||||||||||||||||||
Amortization | 4,685 | 65 | 2,326 | 4,644 | — | 11,720 | |||||||||||||||||||
Adjusted OIBDA | 169,209 | 54,668 | 34,563 | 24,200 | (54,116 | ) | 228,524 | ||||||||||||||||||
Total Assets (1) | 3,632,489 | 666,188 | 1,131,454 | 994,657 | 281,829 | 6,706,617 | |||||||||||||||||||
Expenditures for Segment Assets | 49,266 | 5,507 | 10,787 | 54,154 | 27,081 | 146,795 | |||||||||||||||||||
Capital Expenditures | 42,561 | 5,507 | 9,974 | 22,733 | 27,081 | 107,856 | |||||||||||||||||||
Cash Paid for Acquisitions, Net of Cash Acquired | (916 | ) | — | 296 | 31,401 | — | 30,781 | ||||||||||||||||||
Additions to Customer Relationship and Acquisition Costs | 7,621 | — | 517 | 20 | — | 8,158 | |||||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||||||||||
Total Revenues | 442,687 | 97,235 | 100,812 | 103,991 | 4,561 | 749,286 | |||||||||||||||||||
Depreciation and Amortization | 45,303 | 5,344 | 11,439 | 14,265 | 9,600 | 85,951 | |||||||||||||||||||
Depreciation | 40,336 | 5,284 | 9,986 | 9,632 | 9,553 | 74,791 | |||||||||||||||||||
Amortization | 4,967 | 60 | 1,453 | 4,633 | 47 | 11,160 | |||||||||||||||||||
Adjusted OIBDA | 181,480 | 51,288 | 29,453 | 20,835 | (51,838 | ) | 231,218 | ||||||||||||||||||
Total Assets (1) | 3,623,905 | 648,507 | 896,380 | 911,481 | 291,181 | 6,371,454 | |||||||||||||||||||
Expenditures for Segment Assets | 42,375 | 4,949 | 7,588 | 22,548 | 12,990 | 90,450 | |||||||||||||||||||
Capital Expenditures | 33,180 | 4,907 | 4,410 | 19,289 | 12,990 | 74,776 | |||||||||||||||||||
Cash Paid for Acquisitions, Net of Cash Acquired | 600 | (21 | ) | 2,819 | 3,033 | — | 6,431 | ||||||||||||||||||
Additions to Customer Relationship and Acquisition Costs | 8,595 | 63 | 359 | 226 | — | 9,243 | |||||||||||||||||||
_______________________________________________________________________________ | |||||||||||||||||||||||||
-1 | Excludes all intercompany receivables or payables and investment in subsidiary balances. | ||||||||||||||||||||||||
The accounting policies of the reportable segments are the same as those described in Note 2. Adjusted OIBDA for each segment is defined as operating income before depreciation, amortization, intangible impairments, (gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate) and REIT Costs (defined below) directly attributable to the segment. Internally, we use Adjusted OIBDA as the basis for evaluating the performance of, and allocating resources to, our operating segments. | |||||||||||||||||||||||||
A reconciliation of Adjusted OIBDA to income (loss) from continuing operations before provision (benefit) for income taxes and (gain) loss on sale of real estate on a consolidated basis is as follows: | |||||||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||||||
March 31, | |||||||||||||||||||||||||
2014 | 2015 | ||||||||||||||||||||||||
Adjusted OIBDA | $ | 228,524 | $ | 231,218 | |||||||||||||||||||||
Less: Depreciation and Amortization | 86,433 | 85,951 | |||||||||||||||||||||||
Loss on Disposal/Write-Down of Property, Plant and Equipment (Excluding Real Estate), Net | 1,152 | 333 | |||||||||||||||||||||||
REIT Costs(1) | 8,323 | — | |||||||||||||||||||||||
Interest Expense, Net | 62,312 | 64,898 | |||||||||||||||||||||||
Other Expense, Net | 5,317 | 22,349 | |||||||||||||||||||||||
Income from Continuing Operations before Provision for Income Taxes and Gain on Sale of Real Estate | $ | 64,987 | $ | 57,687 | |||||||||||||||||||||
_______________________________________________________________________________ | |||||||||||||||||||||||||
-1 | Includes costs associated with our conversion to a REIT, excluding REIT compliance costs beginning January 1, 2014 which we expect to recur in future periods ("REIT Costs"). |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
a. Litigation—General | |
We are involved in litigation from time to time in the ordinary course of business. A portion of the defense and/or settlement costs associated with such litigation is covered by various commercial liability insurance policies purchased by us and, in limited cases, indemnification from third parties. Our policy is to establish reserves for loss contingencies when the losses are both probable and reasonably estimable. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. The matters described below represent our significant loss contingencies. We have evaluated each matter and, if both probable and estimable, accrued an amount that represents our estimate of any probable loss associated with such matter. In addition, we have estimated a reasonably possible range for all loss contingencies including those described below. We believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $4,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangements. | |
b. Italy Fire | |
On November 4, 2011, we experienced a fire at a facility we leased in Aprilia, Italy. The facility primarily stored archival and inactive business records for local area businesses. Despite quick response by local fire authorities, damage to the building was extensive, and the building and its contents were a total loss. Although our warehouse legal liability insurer has reserved its rights to contest coverage related to certain types of potential claims, we believe we carry adequate insurance. We have been sued by four customers, of which three of those matters have been settled. We have also received correspondence from other customers, under various theories of liabilities. We deny any liability with respect to the fire and we have referred these claims to our warehouse legal liability insurer for an appropriate response. We do not expect that this event will have a material impact on our consolidated financial condition, results of operations or cash flows. We sold our Italian operations on April 27, 2012, and we indemnified the buyers related to certain obligations and contingencies associated with the fire. | |
Our policy related to business interruption insurance recoveries is to record gains within other (income) expense, net in our Consolidated Statements of Operations and proceeds received within cash flows from operating activities in our Consolidated Statements of Cash Flows. Such amounts are recorded in the period the cash is received. Our policy with respect to involuntary conversion of property, plant and equipment is to record any gain or loss within (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net within operating income in our Consolidated Statements of Operations and proceeds received within cash flows from investing activities within our Consolidated Statements of Cash Flows. Losses are recorded when incurred and gains are recorded in the period when the cash received exceeds the carrying value of the related property, plant and equipment. As a result of the sale of the Italian operations, statements of operation and cash flow impacts related to the fire will be reflected as discontinued operations. | |
c. Argentina Fire | |
On February 5, 2014, we experienced a fire at a facility we own in Buenos Aires, Argentina. As a result of the quick response by local fire authorities, the fire was contained before the entire facility was destroyed and all employees were safely evacuated; however, a number of first responders lost their lives, or in some cases, were severely injured. The cause of the fire is currently being investigated. We believe we carry adequate insurance and do not expect that this event will have a material impact to our consolidated financial condition, results of operations or cash flows. Revenues from our operations at this facility represent less than 0.5% of our consolidated revenues. |
Stockholders_Equity_Matters
Stockholders' Equity Matters | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Stockholders' Equity Matters | Stockholders' Equity Matters | ||||||||||||
On September 15, 2014, we announced the declaration by our board of directors of a special distribution of $700,000 (the "Special Distribution"), payable to stockholders of record as of September 30, 2014 (the "Record Date"). The Special Distribution represented the remaining amount of our undistributed earnings and profits attributable to all taxable periods ending on or prior to December 31, 2013, which in accordance with tax rules applicable to REIT conversions, we were required to pay to our stockholders on or before December 31, 2014 in connection with our conversion to a REIT. The Special Distribution also included certain items of taxable income that we recognized in 2014, such as depreciation recapture in respect of accounting method changes commenced in our pre-REIT period as well as foreign earnings and profits recognized as dividend income. The Special Distribution followed an initial special distribution of $700,000 paid to stockholders in November 2012. | |||||||||||||
The Special Distribution was paid on November 4, 2014 (the "Payment Date") to stockholders of record as of the Record Date in a combination of common stock and cash. Stockholders had the right to elect to be paid their pro rata portion of the Special Distribution in all common stock or all cash, with the total cash payment to stockholders limited to no more than $140,000, or 20% of the total Special Distribution, not including cash paid in lieu of fractional shares. Based on stockholder elections, we paid $140,000 of the Special Distribution in cash, not including cash paid in lieu of fractional shares, with the balance paid in the form of common stock. Our shares of common stock were valued for purposes of the Special Distribution based upon the average closing price on the three trading days following October 24, 2014, or $35.55 per share, and as such, we issued approximately 15,750,000 shares of common stock in the Special Distribution. These shares impact weighted average shares outstanding from the date of issuance, and thus will impact our earnings per share data prospectively from the Payment Date. | |||||||||||||
In February 2010, our board of directors adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. Declaration and payment of future quarterly dividends is at the discretion of our board of directors. | |||||||||||||
In November 2014, our board of directors declared a distribution of $0.255 per share (the “Catch‑Up Distribution”) payable on December 15, 2014 to stockholders of record on November 28, 2014. Our board of directors declared the Catch‑Up Distribution because our cash distributions paid from January 2014 through July 2014 were declared and paid before our board of directors had determined that we would elect REIT status effective January 1, 2014 and were lower than they otherwise would have been if the final determination to elect REIT status effective January 1, 2014 had been prior to such distributions. | |||||||||||||
In fiscal year 2014 and in the first quarter of 2015, our board of directors declared the following dividends: | |||||||||||||
Declaration Date | Dividend | Record Date | Total | Payment Date | |||||||||
Per Share | Amount | ||||||||||||
14-Mar-14 | $ | 0.27 | March 25, 2014 | $ | 51,812 | April 15, 2014 | |||||||
28-May-14 | 0.27 | June 25, 2014 | 52,033 | July 15, 2014 | |||||||||
15-Sep-14 | 0.475 | September 25, 2014 | 91,993 | October 15, 2014 | |||||||||
September 15, 2014 (1) | 3.6144 | 30-Sep-14 | 700,000 | 4-Nov-14 | |||||||||
November 17, 2014 (2) | 0.255 | 28-Nov-14 | 53,450 | 15-Dec-14 | |||||||||
17-Nov-14 | 0.475 | 5-Dec-14 | 99,617 | 22-Dec-14 | |||||||||
19-Feb-15 | 0.475 | 6-Mar-15 | 99,795 | 20-Mar-15 | |||||||||
_______________________________________________________________________________ | |||||||||||||
(1) Represents Special Distribution. | |||||||||||||
(2) Represents Catch-Up Distribution. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Event |
On April 28, 2015, we reached an agreement in principle with Recall Holdings Limited (“Recall”) to acquire Recall by way of a recommended court approved Scheme of Arrangement for 0.1722 of a share of our common stock for each outstanding share of Recall common stock. In addition, Recall shareholders will be offered the option to elect to receive alternative consideration of 8.50 Australian dollars per Recall share in cash, subject to a proration mechanism that will cap the total amount of cash consideration to be paid to Recall shareholders at 225,000 Australian dollars. The proposed transaction is contingent on our and Recall conducting confirmatory due diligence and negotiating and executing mutually acceptable merger documentation, including entering into a Scheme Implementation Agreement, and other terms and conditions. The agreement in principle does not assure that a definitive agreement regarding the proposed transaction will be reached or that any transaction between us and Recall will actually occur. Conditions precedent to the closing of the proposed transaction will include, among other things, receipt of antitrust/competition and other requisite regulatory approvals, no material adverse event affecting either party, Recall shareholder approval, our shareholder approval, Australian Court approvals and other customary conditions for a transaction of this nature. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Cash and Cash Equivalents | Cash, Cash Equivalents and Restricted Cash | ||||||||||||
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. | |||||||||||||
We have restricted cash associated with a collateral trust agreement with our insurance carrier related to our workers' compensation self-insurance program. | |||||||||||||
Foreign Currency Transactions and Translations | Foreign Currency | ||||||||||||
Local currencies are the functional currencies for our operations outside the United States, with the exception of certain foreign holding companies and our financing centers in Switzerland, whose functional currency is the United States dollar. In those instances where the local currency is the functional currency, assets and liabilities are translated at period-end exchange rates, and revenues and expenses are translated at average exchange rates for the applicable period. Resulting translation adjustments are reflected in the accumulated other comprehensive items, net component of Iron Mountain Incorporated Stockholders' Equity and Noncontrolling Interests in the accompanying Consolidated Balance Sheets. The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, including those related to (1) our previously outstanding 71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes"), (2) our 63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes"), (3) borrowings in certain foreign currencies under our revolving credit facility and (4) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, are included in other expense (income), net, in the accompanying Consolidated Statements of Operations. | |||||||||||||
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets | ||||||||||||
Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually, or more frequently if events or circumstances warrant, assess whether a change in the lives over which our intangible assets are amortized is necessary. | |||||||||||||
We have selected October 1 as our annual goodwill impairment review date. We performed our most recent annual goodwill impairment review as of October 1, 2014 and concluded there was no impairment of goodwill at such date. As of December 31, 2014 and March 31, 2015, no factors were identified that would alter our October 1, 2014 goodwill assessment. In making this assessment, we relied on a number of factors including operating results, business plans, anticipated future cash flows, transactions and marketplace data. There are inherent uncertainties related to these factors and our judgment in applying them to the analysis of goodwill impairment. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values. | |||||||||||||
Our reporting units at which level we performed our goodwill impairment analysis as of October 1, 2014 were as follows: (1) North American Records and Information Management; (2) technology escrow services that protect and manage source code (“Intellectual Property Management”); (3) the storage, assembly and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers’ sites based on current and prospective customer orders (“Fulfillment Services”); (4) North American Data Management; (5) Emerging Businesses (which primarily relates to our data center business in the United States and which is a component of our Corporate and Other Business segment); (6) the United Kingdom, Ireland, Norway, Austria, Belgium, France, Germany, Netherlands, Spain and Switzerland (“New Western Europe”); (7) the remaining countries in Europe in which we operate, excluding Russia, Ukraine and Denmark (“Emerging Markets - Eastern Europe” (formerly referred to as the "New Emerging Markets" reporting unit)); (8) Latin America; (9) Australia and Singapore; (10) China and Hong Kong (“Greater China”); (11) India; and (12) Russia, Ukraine and Denmark. | |||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||
We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards"). | |||||||||||||
Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations for the three months ended March 31, 2014 and 2015 was $7,141 ($5,134 after tax or $0.03 per basic and diluted share) and $6,856 ($4,946 after tax or $0.02 per basic and diluted share), respectively. | |||||||||||||
Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations related to continuing operations is as follows: | |||||||||||||
Three Months | |||||||||||||
Ended | |||||||||||||
March 31, | |||||||||||||
2014 | 2015 | ||||||||||||
Cost of sales (excluding depreciation and amortization) | $ | 190 | $ | 45 | |||||||||
Selling, general and administrative expenses | 6,951 | 6,811 | |||||||||||
Total stock-based compensation | $ | 7,141 | $ | 6,856 | |||||||||
The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as financing activities in the accompanying Consolidated Statements of Cash Flows. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $(185) and $231 for the three months ended March 31, 2014 and 2015, respectively, from the (deficiency) benefit of tax deductions compared to recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool. | |||||||||||||
Stock Options | |||||||||||||
Under our various stock option plans, options are generally granted with exercise prices equal to the market price of the stock on the date of grant; however, in certain limited instances, options are granted at prices greater than the market price of the stock on the date of grant. Certain of the options we issue become exercisable ratably over a period of ten years from the date of grant and have a contractual life of 12 years from the date of grant, unless the holder's employment is terminated sooner. As of March 31, 2015, ten-year vesting options represented 7.2% of total outstanding options. Certain of the options we issue become exercisable ratably over a period of three years from the date of grant and have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. As of March 31, 2015, three-year vesting options represented 45.7% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable one year from the date of grant. The remainder of our options became exercisable ratably over a period of five years from date of grant and generally have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. | |||||||||||||
The weighted average fair value of options granted for the three months ended March 31, 2014 and 2015 was $5.60 and $4.99 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period: | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
Weighted Average Assumptions | 2014 | 2015 | |||||||||||
Expected volatility | 33.9 | % | 28.6 | % | |||||||||
Risk-free interest rate | 2.06 | % | 1.71 | % | |||||||||
Expected dividend yield | 4 | % | 5 | % | |||||||||
Expected life | 6.8 years | 5.5 years | |||||||||||
Expected volatility is calculated utilizing daily historical volatility over a period that equates to the expected life of the option. The risk-free interest rate was based on the United States Treasury interest rates whose term is consistent with the expected life of the stock options. Expected dividend yield is considered in the option pricing model and represents our current annualized expected per share dividends over the current trade price of our common stock. The expected life (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of employees. | |||||||||||||
A summary of option activity for the three months ended March 31, 2015 is as follows: | |||||||||||||
Options | Weighted | Weighted | Average | ||||||||||
Average | Average | Intrinsic | |||||||||||
Exercise | Remaining | Value | |||||||||||
Price | Contractual | ||||||||||||
Term (Years) | |||||||||||||
Outstanding at December 31, 2014 | 3,678,246 | $ | 23.37 | ||||||||||
Granted | 674,620 | 43.86 | |||||||||||
Exercised | (233,791 | ) | 20.93 | ||||||||||
Forfeited | (19,119 | ) | 23.97 | ||||||||||
Expired | (11,045 | ) | 22.15 | ||||||||||
Outstanding at March 31, 2015 | 4,088,911 | $ | 26.89 | 5.86 | $ | 44,191 | |||||||
Options exercisable at March 31, 2015 | 2,725,000 | $ | 22.74 | 4.42 | $ | 37,445 | |||||||
Options expected to vest | 1,265,183 | $ | 34.97 | 8.71 | $ | 6,435 | |||||||
The following table provides the aggregate intrinsic value of stock options exercised for the three months ended March 31, 2014 and 2015: | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2014 | 2015 | ||||||||||||
Aggregate intrinsic value of stock options exercised | $ | 977 | $ | 4,167 | |||||||||
Restricted Stock and Restricted Stock Units | |||||||||||||
Under our various equity compensation plans, we may also grant restricted stock or RSUs. Our restricted stock and RSUs generally have a vesting period of between three and five years from the date of grant. All RSUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of RSUs in cash upon the vesting date of the associated RSU and will be forfeited if the RSU does not vest. We accrued approximately $434 and $670 of cash dividends on RSUs for the three months ended March 31, 2014 and 2015, respectively. We paid approximately $831 and $1,729 of cash dividends on RSUs for the three months ended March 31, 2014 and 2015, respectively. The fair value of restricted stock and RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). | |||||||||||||
A summary of restricted stock and RSU activity for the three months ended March 31, 2015 is as follows: | |||||||||||||
Restricted | Weighted- | ||||||||||||
Stock and RSUs | Average | ||||||||||||
Grant-Date | |||||||||||||
Fair Value | |||||||||||||
Non-vested at December 31, 2014 | 1,405,569 | $ | 28.78 | ||||||||||
Granted | 462,323 | 38.82 | |||||||||||
Vested | (426,901 | ) | 30.49 | ||||||||||
Forfeited | (29,265 | ) | 30.43 | ||||||||||
Non-vested at March 31, 2015 | 1,411,726 | $ | 31.52 | ||||||||||
No restricted stock vested during each of the three months ended March 31, 2014 and 2015. The total fair value of RSUs vested during the three months ended March 31, 2014 and 2015 was $13,844 and $15,584, respectively. | |||||||||||||
Performance Units | |||||||||||||
Under our various equity compensation plans, we may also make awards of PUs. For the majority of PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue or revenue growth and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 150% (for PUs granted prior to 2014) and 0% to 200% (for PUs granted in 2014 and 2015) of the initial award. The number of PUs earned is determined based on our actual performance as compared to the targets at the end of either the one-year performance period (for PUs granted prior to 2014) or the three-year performance period (for PUs granted in 2014 and 2015). Certain PUs granted in 2013, 2014 and 2015 will be earned based on a market condition associated with the total return on our common stock in relation to a subset of the S&P 500 rather than the revenue growth and ROIC targets noted above. The number of PUs earned based on this market condition may range from 0% to 200% of the initial award. All of our PUs will be settled in shares of our common stock and are subject to cliff vesting three years from the date of the original PU grant. For those PUs subject to a one-year performance period, employees who subsequently terminate their employment after the end of the one-year performance period and on or after attaining age 55 and completing 10 years of qualifying service (the "Retirement Criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above (but delivery of the shares remains deferred). As a result, PUs subject to a one-year performance period are generally expensed over the shorter of (1) the vesting period, (2) achievement of the Retirement Criteria, which may occur as early as January 1 of the year following the year of grant or (3) a maximum of three years. For those PUs subject to a three-year performance period, employees who terminate their employment during the performance period and on or after meeting the Retirement Criteria are eligible for pro rated vesting, subject to the actual achievement against the predefined targets as discussed above, based on the number of full years of service completed following the grant date (but delivery of the shares remains deferred). As a result, PUs subject to a three-year performance period are generally expensed over the three-year performance period. Outstanding PUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of PUs in cash upon the settlement date of the associated PU and will be forfeited if the PU does not vest. We accrued approximately $150 and $211 of cash dividends on PUs for the three months ended March 31, 2014 and 2015, respectively. We paid approximately $221 and $1,015 of cash dividends on PUs for the three months ended March 31, 2014 and 2015, respectively. | |||||||||||||
During the three months ended March 31, 2015, we issued 131,996 PUs. Our PUs are earned based on our performance against revenue or revenue growth and ROIC targets during their applicable performance period; therefore, we forecast the likelihood of achieving the predefined revenue, revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We record a compensation charge based on either the forecasted PUs to be earned (during the applicable performance period) or the actual PUs earned (at the one-year anniversary date for PUs granted prior to 2014, and at the three-year anniversary date for PUs granted in 2014 and 2015) over the vesting period for each of the awards. For PUs earned based on a market condition, we utilized a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value is expensed over the three-year performance period. The total fair value of earned PUs that vested during the three months ended March 31, 2014 and 2015 was $4,030 and $2,063, respectively. As of March 31, 2015, we expected 60% and 100% achievement of the predefined revenue, revenue growth and ROIC targets associated with the awards of PUs made in 2014 and 2015, respectively. | |||||||||||||
A summary of PU activity for the three months ended March 31, 2015 is as follows: | |||||||||||||
Original | PU Adjustment(1) | Total | Weighted- | ||||||||||
PU Awards | PU Awards | Average | |||||||||||
Grant-Date | |||||||||||||
Fair Value | |||||||||||||
Non-vested at December 31, 2014 | 461,666 | (82,609 | ) | 379,057 | $ | 30.8 | |||||||
Granted | 131,996 | — | 131,996 | 40.58 | |||||||||
Vested | (78,311 | ) | (4,769 | ) | (83,080 | ) | 29.47 | ||||||
Forfeited | (19,038 | ) | — | (19,038 | ) | 30.96 | |||||||
Non-vested at March 31, 2015 | 496,313 | (87,378 | ) | 408,935 | $ | 34.22 | |||||||
_______________________________________________________________________________ | |||||||||||||
-1 | Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets. | ||||||||||||
Employee Stock Purchase Plan | |||||||||||||
We offer an ESPP in which participation is available to substantially all United States and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We have historically had two six-month offering periods per year, the first of which generally runs from June 1 through November 30 and the second of which generally runs from December 1 through May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the purchase price at the end of the offering. Participating employees may withdraw from an offering before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options under the ESPP are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation expense for the ESPP shares purchased. In the three months ended March 31, 2014 and 2015, there were no offering periods which ended under the ESPP, and no shares were issued. As of March 31, 2015, we have 960,638 shares available under the ESPP. | |||||||||||||
_______________________________________________________________________________ | |||||||||||||
As of March 31, 2015, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $53,880 and is expected to be recognized over a weighted-average period of 2.3 years. | |||||||||||||
We generally issue shares of our common stock for the exercises of stock options, restricted stock, RSUs, PUs and shares of our common stock under our ESPP from unissued reserved shares. | |||||||||||||
Income (Loss) Per Share-Basic and Diluted | Income (Loss) Per Share—Basic and Diluted | ||||||||||||
Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive. | |||||||||||||
The following table presents the calculation of basic and diluted income (loss) per share: | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2014 | 2015 | ||||||||||||
Income (loss) from continuing operations | $ | 42,721 | $ | 41,739 | |||||||||
Total (loss) income from discontinued operations | $ | (612 | ) | $ | — | ||||||||
Net income (loss) attributable to Iron Mountain Incorporated | $ | 41,667 | $ | 41,096 | |||||||||
Weighted-average shares—basic | 191,879,000 | 210,237,000 | |||||||||||
Effect of dilutive potential stock options | 682,801 | 1,223,330 | |||||||||||
Effect of dilutive potential restricted stock, RSUs and PUs | 507,219 | 788,758 | |||||||||||
Weighted-average shares—diluted | 193,069,020 | 212,249,088 | |||||||||||
Earnings (losses) per share—basic: | |||||||||||||
Income (loss) from continuing operations | $ | 0.22 | $ | 0.2 | |||||||||
Total (loss) income from discontinued operations | $ | — | $ | — | |||||||||
Net income (loss) attributable to Iron Mountain Incorporated—basic | $ | 0.22 | $ | 0.2 | |||||||||
Earnings (losses) per share—diluted: | |||||||||||||
Income (loss) from continuing operations | $ | 0.22 | $ | 0.2 | |||||||||
Total (loss) income from discontinued operations | $ | — | $ | — | |||||||||
Net income (loss) attributable to Iron Mountain Incorporated—diluted | $ | 0.22 | $ | 0.19 | |||||||||
Antidilutive stock options, RSUs and PUs, excluded from the calculation | 1,380,962 | 358,233 | |||||||||||
Revenues | Revenues | ||||||||||||
Our revenues consist of storage rental revenues as well as service revenues and are reflected net of sales and value added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis). Service revenues include charges for related service activities, which include: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents and the related sale of recycled paper, the price of which can fluctuate from period to period; (4) other services, including the scanning, imaging and document conversion services of active and inactive records, or Document Management Solutions ("DMS"), which relate to physical and digital records, and project revenues; (5) customer termination and permanent withdrawal fees; (6) data restoration projects; (7) special project work; (8) Fulfillment Services; (9) consulting services; and (10) Intellectual Property Management and other technology services and product sales (including specially designed storage containers and related supplies). | |||||||||||||
We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage rental or prepaid service contracts for customers where storage rental fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable storage rental or service is provided or performed. Revenues from the sales of products, which are included as a component of service revenues, are recognized when products are shipped and title has passed to the customer. Revenues from the sales of products have historically not been significant. | |||||||||||||
Allowance for Doubtful Accounts and Credit Memo Reserves | Allowance for Doubtful Accounts and Credit Memo Reserves | ||||||||||||
We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due. | |||||||||||||
Income Taxes | Income Taxes | ||||||||||||
As noted previously, we have been organized and operating as a REIT for federal income tax purposes effective for our taxable year beginning January 1, 2014. As a REIT, we are generally permitted to deduct from our federal taxable income the dividends we pay to our stockholders. The income represented by such dividends is not subject to federal taxation at the entity level but is taxed, if at all, at the stockholder level. The income of our domestic taxable REIT subsidiaries (“TRSs”), which hold our domestic operations that may not be REIT‑compliant as currently operated and structured, is subject, as applicable, to federal and state corporate income tax. In addition, we and our subsidiaries continue to be subject to foreign income taxes in jurisdictions in which they hold assets or conduct operations, regardless of whether held or conducted through subsidiaries disregarded for federal tax purposes or TRSs. We will also be subject to a separate corporate income tax on any gains recognized during a specified period (generally ten years) following the REIT conversion that are attributable to “built‑in” gains with respect to the assets that we owned on January 1, 2014; this built‑in gains tax will also be imposed on our depreciation recapture recognized into income in 2014 and subsequent taxable years as a result of accounting method changes commenced in our pre‑REIT period. If we fail to remain qualified for taxation as a REIT, we will be subject to federal income tax at regular corporate tax rates. Even if we remain qualified for taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property in addition to taxes owed with respect to our TRS operations. In particular, while state income tax regimes often parallel the federal income tax regime for REITs, many states do not completely follow federal rules and some do not follow them at all. | |||||||||||||
We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries and our TRSs; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate. We are subject to income taxes in the United States and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates. | |||||||||||||
Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting bases of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets does not meet the more likely than not standard as defined in GAAP. | |||||||||||||
We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying Consolidated Statements of Operations. We recorded an increase of $966 and $942 for gross interest and penalties for the three months ended March 31, 2014 and 2015, respectively. We had $5,884 and $6,167 accrued for the payment of interest and penalties as of December 31, 2014 and March 31, 2015, respectively. | |||||||||||||
Our effective tax rate for the three months ended March 31, 2014 and 2015 was 45.8% and 27.6%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate in the three months ended March 31, 2014 were differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates and state income taxes (net of federal tax benefit). During the three months ended March 31, 2014, there were foreign currency losses recorded in jurisdictions with tax rates lower than the federal statutory rate of 35% associated with our marking-to-market of intercompany loans, which increased our first quarter 2014 effective tax rate by 1.1%. In addition, the controlled foreign corporation look-through rule, which provided for the exception of certain foreign earnings from United States federal taxation as Subpart F income, expired on December 31, 2013 and as a result, our first quarter 2014 effective tax rate increased by 1.3%. The primary reconciling item between the federal statutory tax rate of 35% and our overall effective tax rate in the three months ended March 31, 2015 was due to differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. | |||||||||||||
As a REIT, we are entitled to a deduction for dividends paid, resulting in a substantial reduction of federal income tax expense. As a REIT, substantially all of our income tax expense will be incurred based on the earnings generated by our foreign subsidiaries and our domestic TRSs. | |||||||||||||
Fair Value Measurements | Fair Value Measurements | ||||||||||||
Entities are permitted under GAAP to elect to measure many financial instruments and certain other items at either fair value or cost. We did not elect the fair value measurement option. | |||||||||||||
Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. | |||||||||||||
The three levels of the fair value hierarchy are as follows: | |||||||||||||
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. | |||||||||||||
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). | |||||||||||||
Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. | |||||||||||||
Use of Estimates | Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with GAAP 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. | |||||||||||||
Property, Plant and Equipment and Long-Lived Assets | Property, Plant and Equipment and Long-Lived Assets | ||||||||||||
We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees directly associated with, and devoting time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized. During the three months ended March 31, 2014 and 2015, we capitalized $4,897 and $6,040 of costs, respectively, associated with the development of internal use computer software projects. Capitalization begins when the design stage of the application has been completed and it is probable that the project will be completed and used to perform the function intended. Capitalization ends when the asset is ready for its intended use. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment. | |||||||||||||
We review long-lived assets and all amortizable intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. Recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to their carrying amount. The operations are generally distinguished by the business segment and geographic region in which they operate. If the operation is determined to be unable to recover the carrying amount of its assets, the long-lived assets are written down, on a pro rata basis, to fair value. Fair value is determined based on discounted cash flows or appraised values, depending upon the nature of the assets. | |||||||||||||
As a result of our conversion to a REIT and in accordance with SEC rules applicable to REITs, we no longer report (gain) loss on the sale of real estate as a component of operating income, but we report it as a component of income (loss) from continuing operations. We report the (gain) loss on sale of property, plant and equipment (excluding real estate), along with any impairment, write-downs or involuntary conversions related to real estate, as a component of operating income. Previously reported amounts have been reclassified to conform to this presentation. | |||||||||||||
Consolidated loss on disposal/write-down of property, plant and equipment (excluding real estate), net was $333 for the three months ended March 31, 2015 and consisted primarily of the write-off of certain property associated with our North American Records and Information Management Business segment. Consolidated loss on disposal/write-down of property, plant and equipment (excluding real estate), net was $1,152 for the three months ended March 31, 2014 and consisted primarily of losses associated with the write-off of certain software associated with our North American Records and Information Management Business segment. | |||||||||||||
Consolidated gain on sale of real estate was $7,468, net of tax of $1,991, for the three months ended March 31, 2014 associated with the sale of two buildings in the United Kingdom. | |||||||||||||
Recent Accounting Pronouncements | Accounting Pronouncements | ||||||||||||
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). ASU 2014-09 provides additional guidance for management to reassess revenue recognition as it relates to: (1) transfer of control, (2) variable consideration, (3) allocation of transaction price based on relative standalone selling price, (3) licenses, (4) time value of money and (5) contract costs. Further disclosures will be required to provide a better understanding of revenue that has been recognized and revenue that is expected to be recognized in the future from existing contracts. ASU 2014-09 is effective for us on January 1, 2017, with no early adoption permitted. In April 2015, the FASB tentatively decided to defer the effective date of ASU 2014-09 for one year to January 1, 2018, with early adoption permitted as of January 1, 2017. We are currently evaluating the impact ASU 2014-09 will have on our consolidated financial statements. | |||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements Going Concern (Subtopic 205-40) (“ASU 2014-15”). ASU 2014-15 requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles of current United States auditing standards. Specifically, the amendments (1) provide a definition of the term “substantial doubt”, (2) require an evaluation every reporting period, including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is still present, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014‑15 is effective for us on January 1, 2017, with early adoption permitted. We do not believe that this pronouncement will have an impact on our consolidated financial statements. | |||||||||||||
In February 2015, the FASB issued ASU No. 2015‑02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015‑02”). ASU 2015‑02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015‑02 is effective for us on January 1, 2016, with early adoption permitted. We do not believe that this pronouncement will have an impact on our consolidated financial statements. | |||||||||||||
In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU 2015-03. ASU 2015‑03 is effective for us on January 1, 2016, with early adoption permitted. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||||||
Schedule of carrying value of goodwill, net for each of the reporting units | The carrying value of goodwill, net for each of our reporting units as of March 31, 2015 is as follows: | |||||||||||||||||||||||
Carrying Value | ||||||||||||||||||||||||
as of | ||||||||||||||||||||||||
March 31, 2015 | ||||||||||||||||||||||||
North American Records and Information Management(1)(2) | $ | 1,384,736 | ||||||||||||||||||||||
North American Secure Shredding(1)(2) | 40,788 | |||||||||||||||||||||||
North American Data Management(3) | 372,482 | |||||||||||||||||||||||
Emerging Businesses(4) | — | |||||||||||||||||||||||
UKI(1)(5) | 258,695 | |||||||||||||||||||||||
Continental Western Europe(1)(5) | 71,379 | |||||||||||||||||||||||
Emerging Markets - Eastern Europe(6) | 81,458 | |||||||||||||||||||||||
Latin America(6) | 92,993 | |||||||||||||||||||||||
Australia and Singapore(6) | 51,957 | |||||||||||||||||||||||
Greater China(6) | 3,518 | |||||||||||||||||||||||
India(6) | — | |||||||||||||||||||||||
Russia, Ukraine and Denmark(6) | 555 | |||||||||||||||||||||||
Total | $ | 2,358,561 | ||||||||||||||||||||||
The carrying value of goodwill, net for each of our reporting units as of December 31, 2014 was as follows: | ||||||||||||||||||||||||
Carrying Value | ||||||||||||||||||||||||
as of | ||||||||||||||||||||||||
31-Dec-14 | ||||||||||||||||||||||||
North American Records and Information Management(1) | $ | 1,397,484 | ||||||||||||||||||||||
Intellectual Property Management(1) | 38,491 | |||||||||||||||||||||||
Fulfillment Services(1) | 3,247 | |||||||||||||||||||||||
North American Data Management(2) | 375,957 | |||||||||||||||||||||||
Emerging Businesses(3) | — | |||||||||||||||||||||||
New Western Europe(4) | 354,049 | |||||||||||||||||||||||
Emerging Markets - Eastern Europe(5) | 87,408 | |||||||||||||||||||||||
Latin America(5) | 107,240 | |||||||||||||||||||||||
Australia and Singapore(5) | 55,779 | |||||||||||||||||||||||
Greater China(5) | 3,500 | |||||||||||||||||||||||
India(5) | — | |||||||||||||||||||||||
Russia, Ukraine and Denmark(5) | 628 | |||||||||||||||||||||||
Total | $ | 2,423,783 | ||||||||||||||||||||||
Schedule of changes in the carrying value of goodwill attributable to each reportable operating segment | The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2015 are as follows: | |||||||||||||||||||||||
North American | North American | Western | Other International Business | Total | ||||||||||||||||||||
Records and Information | Data | European Business | Consolidated | |||||||||||||||||||||
Management | Management | |||||||||||||||||||||||
Business | Business | |||||||||||||||||||||||
Gross Balance as of December 31, 2014 | $ | 1,645,209 | $ | 429,982 | $ | 412,322 | $ | 254,706 | $ | 2,742,219 | ||||||||||||||
Non-deductible goodwill acquired during the year | — | — | 1,546 | — | 1,546 | |||||||||||||||||||
Fair value and other adjustments(1) | 185 | — | 57 | (395 | ) | (153 | ) | |||||||||||||||||
Currency effects | (14,575 | ) | (3,648 | ) | (26,385 | ) | (23,684 | ) | (68,292 | ) | ||||||||||||||
Gross Balance as of March 31, 2015 | $ | 1,630,819 | $ | 426,334 | $ | 387,540 | $ | 230,627 | $ | 2,675,320 | ||||||||||||||
Accumulated Amortization Balance as of December 31, 2014 | $ | 205,987 | $ | 54,025 | $ | 58,273 | $ | 151 | $ | 318,436 | ||||||||||||||
Currency effects | (692 | ) | (173 | ) | (807 | ) | (5 | ) | (1,677 | ) | ||||||||||||||
Accumulated Amortization Balance as of March 31, 2015 | $ | 205,295 | $ | 53,852 | $ | 57,466 | $ | 146 | $ | 316,759 | ||||||||||||||
Net Balance as of December 31, 2014 | $ | 1,439,222 | $ | 375,957 | $ | 354,049 | $ | 254,555 | $ | 2,423,783 | ||||||||||||||
Net Balance as of March 31, 2015 | $ | 1,425,524 | $ | 372,482 | $ | 330,074 | $ | 230,481 | $ | 2,358,561 | ||||||||||||||
Accumulated Goodwill Impairment Balance as of December 31, 2014 | $ | 85,909 | $ | — | $ | 46,500 | $ | — | $ | 132,409 | ||||||||||||||
Accumulated Goodwill Impairment Balance as of March 31, 2015 | $ | 85,909 | $ | — | $ | 46,500 | $ | — | $ | 132,409 | ||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Total fair value and other adjustments primarily include $531 in net adjustments to deferred income taxes and $(4,619) related to customer relationships and acquisition costs and other assumed liabilities, as well as $3,935 of cash paid related to certain 2014 acquisitions. | |||||||||||||||||||||||
Components of amortizable intangible assets | The components of our amortizable intangible assets as of December 31, 2014 and March 31, 2015 are as follows: | |||||||||||||||||||||||
31-Dec-14 | 31-Mar-15 | |||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | |||||||||||||||||||
Customer Relationships and Acquisition Costs | $ | 904,866 | $ | (297,029 | ) | $ | 607,837 | $ | 880,221 | $ | (299,780 | ) | $ | 580,441 | ||||||||||
Core Technology(1) | 3,568 | (3,540 | ) | 28 | 3,349 | (3,315 | ) | 34 | ||||||||||||||||
Trademarks and Non-Compete Agreements(1) | 7,062 | (5,068 | ) | 1,994 | 6,469 | (4,874 | ) | 1,595 | ||||||||||||||||
Deferred Financing Costs | 63,033 | (15,956 | ) | 47,077 | 62,892 | (17,831 | ) | 45,061 | ||||||||||||||||
Total | $ | 978,529 | $ | (321,593 | ) | $ | 656,936 | $ | 952,931 | $ | (325,800 | ) | $ | 627,131 | ||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Included in Other Assets, net in the accompanying Consolidated Balance Sheets. | |||||||||||||||||||||||
Stock-based compensation expense for Employee Stock-Based Awards related to continuing operations | Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations related to continuing operations is as follows: | |||||||||||||||||||||||
Three Months | ||||||||||||||||||||||||
Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Cost of sales (excluding depreciation and amortization) | $ | 190 | $ | 45 | ||||||||||||||||||||
Selling, general and administrative expenses | 6,951 | 6,811 | ||||||||||||||||||||||
Total stock-based compensation | $ | 7,141 | $ | 6,856 | ||||||||||||||||||||
Summary of the weighted average assumptions used for stock option grants | The following table summarizes the weighted average assumptions used for grants in the respective period: | |||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
Weighted Average Assumptions | 2014 | 2015 | ||||||||||||||||||||||
Expected volatility | 33.9 | % | 28.6 | % | ||||||||||||||||||||
Risk-free interest rate | 2.06 | % | 1.71 | % | ||||||||||||||||||||
Expected dividend yield | 4 | % | 5 | % | ||||||||||||||||||||
Expected life | 6.8 years | 5.5 years | ||||||||||||||||||||||
Summary of stock option activity | A summary of option activity for the three months ended March 31, 2015 is as follows: | |||||||||||||||||||||||
Options | Weighted | Weighted | Average | |||||||||||||||||||||
Average | Average | Intrinsic | ||||||||||||||||||||||
Exercise | Remaining | Value | ||||||||||||||||||||||
Price | Contractual | |||||||||||||||||||||||
Term (Years) | ||||||||||||||||||||||||
Outstanding at December 31, 2014 | 3,678,246 | $ | 23.37 | |||||||||||||||||||||
Granted | 674,620 | 43.86 | ||||||||||||||||||||||
Exercised | (233,791 | ) | 20.93 | |||||||||||||||||||||
Forfeited | (19,119 | ) | 23.97 | |||||||||||||||||||||
Expired | (11,045 | ) | 22.15 | |||||||||||||||||||||
Outstanding at March 31, 2015 | 4,088,911 | $ | 26.89 | 5.86 | $ | 44,191 | ||||||||||||||||||
Options exercisable at March 31, 2015 | 2,725,000 | $ | 22.74 | 4.42 | $ | 37,445 | ||||||||||||||||||
Options expected to vest | 1,265,183 | $ | 34.97 | 8.71 | $ | 6,435 | ||||||||||||||||||
Aggregate intrinsic value of stock options exercised | The following table provides the aggregate intrinsic value of stock options exercised for the three months ended March 31, 2014 and 2015: | |||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Aggregate intrinsic value of stock options exercised | $ | 977 | $ | 4,167 | ||||||||||||||||||||
Summary of restricted stock and RSU activity | A summary of restricted stock and RSU activity for the three months ended March 31, 2015 is as follows: | |||||||||||||||||||||||
Restricted | Weighted- | |||||||||||||||||||||||
Stock and RSUs | Average | |||||||||||||||||||||||
Grant-Date | ||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
Non-vested at December 31, 2014 | 1,405,569 | $ | 28.78 | |||||||||||||||||||||
Granted | 462,323 | 38.82 | ||||||||||||||||||||||
Vested | (426,901 | ) | 30.49 | |||||||||||||||||||||
Forfeited | (29,265 | ) | 30.43 | |||||||||||||||||||||
Non-vested at March 31, 2015 | 1,411,726 | $ | 31.52 | |||||||||||||||||||||
Summary of Performance Unit (PU) activity | A summary of PU activity for the three months ended March 31, 2015 is as follows: | |||||||||||||||||||||||
Original | PU Adjustment(1) | Total | Weighted- | |||||||||||||||||||||
PU Awards | PU Awards | Average | ||||||||||||||||||||||
Grant-Date | ||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
Non-vested at December 31, 2014 | 461,666 | (82,609 | ) | 379,057 | $ | 30.8 | ||||||||||||||||||
Granted | 131,996 | — | 131,996 | 40.58 | ||||||||||||||||||||
Vested | (78,311 | ) | (4,769 | ) | (83,080 | ) | 29.47 | |||||||||||||||||
Forfeited | (19,038 | ) | — | (19,038 | ) | 30.96 | ||||||||||||||||||
Non-vested at March 31, 2015 | 496,313 | (87,378 | ) | 408,935 | $ | 34.22 | ||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets. | |||||||||||||||||||||||
Calculation of basic and diluted net income (loss) per share attributable to the entity | The following table presents the calculation of basic and diluted income (loss) per share: | |||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Income (loss) from continuing operations | $ | 42,721 | $ | 41,739 | ||||||||||||||||||||
Total (loss) income from discontinued operations | $ | (612 | ) | $ | — | |||||||||||||||||||
Net income (loss) attributable to Iron Mountain Incorporated | $ | 41,667 | $ | 41,096 | ||||||||||||||||||||
Weighted-average shares—basic | 191,879,000 | 210,237,000 | ||||||||||||||||||||||
Effect of dilutive potential stock options | 682,801 | 1,223,330 | ||||||||||||||||||||||
Effect of dilutive potential restricted stock, RSUs and PUs | 507,219 | 788,758 | ||||||||||||||||||||||
Weighted-average shares—diluted | 193,069,020 | 212,249,088 | ||||||||||||||||||||||
Earnings (losses) per share—basic: | ||||||||||||||||||||||||
Income (loss) from continuing operations | $ | 0.22 | $ | 0.2 | ||||||||||||||||||||
Total (loss) income from discontinued operations | $ | — | $ | — | ||||||||||||||||||||
Net income (loss) attributable to Iron Mountain Incorporated—basic | $ | 0.22 | $ | 0.2 | ||||||||||||||||||||
Earnings (losses) per share—diluted: | ||||||||||||||||||||||||
Income (loss) from continuing operations | $ | 0.22 | $ | 0.2 | ||||||||||||||||||||
Total (loss) income from discontinued operations | $ | — | $ | — | ||||||||||||||||||||
Net income (loss) attributable to Iron Mountain Incorporated—diluted | $ | 0.22 | $ | 0.19 | ||||||||||||||||||||
Antidilutive stock options, RSUs and PUs, excluded from the calculation | 1,380,962 | 358,233 | ||||||||||||||||||||||
Assets and liabilities carried at fair value measured on a recurring basis | The following tables provide the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2014 and March 31, 2015, respectively: | |||||||||||||||||||||||
Fair Value Measurements at | ||||||||||||||||||||||||
December 31, 2014 Using | ||||||||||||||||||||||||
Description | Total Carrying | Quoted prices | Significant other | Significant | ||||||||||||||||||||
Value at | in active | observable | unobservable | |||||||||||||||||||||
December 31, | markets | inputs | inputs | |||||||||||||||||||||
2014 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||||||||||
Money Market Funds(1) | $ | 36,828 | $ | — | $ | 36,828 | $ | — | ||||||||||||||||
Time Deposits(1) | 16,204 | — | 16,204 | — | ||||||||||||||||||||
Trading Securities | 13,172 | 12,428 | -2 | 744 | -1 | — | ||||||||||||||||||
Derivative Liabilities(3) | 2,411 | — | 2,411 | — | ||||||||||||||||||||
Fair Value Measurements at | ||||||||||||||||||||||||
March 31, 2015 Using | ||||||||||||||||||||||||
Description | Total Carrying | Quoted prices | Significant other | Significant | ||||||||||||||||||||
Value at | in active | observable | unobservable | |||||||||||||||||||||
March 31, | markets | inputs | inputs | |||||||||||||||||||||
2015 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||||||||||
Money Market Funds(1) | $ | 20,000 | $ | — | $ | 20,000 | $ | — | ||||||||||||||||
Time Deposits(1) | 13,909 | — | 13,909 | — | ||||||||||||||||||||
Trading Securities | 10,743 | 9,892 | -2 | 851 | -1 | — | ||||||||||||||||||
Derivative Liabilities(3) | 7,756 | — | 7,756 | — | ||||||||||||||||||||
_______________________________________________________________________________ | ||||||||||||||||||||||||
-1 | Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions. | |||||||||||||||||||||||
-2 | Securities are measured at fair value using quoted market prices. | |||||||||||||||||||||||
-3 | Derivative liabilities relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge certain of our intercompany exposures, as more fully disclosed at Note 3. We calculate the value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets. | |||||||||||||||||||||||
Schedule of changes in accumulated other comprehensive items, net | The changes in accumulated other comprehensive items, net for the three months ended March 31, 2014 and 2015, respectively, are as follows: | |||||||||||||||||||||||
Foreign | Market Value | Total | ||||||||||||||||||||||
Currency | Adjustments for | |||||||||||||||||||||||
Translation | Securities | |||||||||||||||||||||||
Adjustments | ||||||||||||||||||||||||
Balance as of December 31, 2013 | $ | (9,586 | ) | $ | 926 | $ | (8,660 | ) | ||||||||||||||||
Other comprehensive income (loss): | ||||||||||||||||||||||||
Foreign currency translation adjustments | 1,677 | — | 1,677 | |||||||||||||||||||||
Total other comprehensive income (loss) | 1,677 | — | 1,677 | |||||||||||||||||||||
Balance as of March 31, 2014 | $ | (7,909 | ) | $ | 926 | $ | (6,983 | ) | ||||||||||||||||
Foreign | Market Value | Total | ||||||||||||||||||||||
Currency | Adjustments for | |||||||||||||||||||||||
Translation | Securities | |||||||||||||||||||||||
Adjustments | ||||||||||||||||||||||||
Balance as of December 31, 2014 | $ | (76,010 | ) | $ | 979 | $ | (75,031 | ) | ||||||||||||||||
Other comprehensive income (loss): | ||||||||||||||||||||||||
Foreign currency translation adjustments | (56,074 | ) | — | (56,074 | ) | |||||||||||||||||||
Market value adjustments for securities | — | 23 | 23 | |||||||||||||||||||||
Total other comprehensive income (loss) | (56,074 | ) | 23 | (56,051 | ) | |||||||||||||||||||
Balance as of March 31, 2015 | $ | (132,084 | ) | $ | 1,002 | $ | (131,082 | ) | ||||||||||||||||
Other expense (income), net | Other expense, net consists of the following: | |||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
March 31, | ||||||||||||||||||||||||
2014 | 2015 | |||||||||||||||||||||||
Foreign currency transaction losses, net | $ | 6,438 | $ | 22,266 | ||||||||||||||||||||
Other, net | (1,121 | ) | 83 | |||||||||||||||||||||
$ | 5,317 | $ | 22,349 | |||||||||||||||||||||
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging Activities (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||
Fair value of derivative instruments | The following table provides the fair value of our derivative instruments as of December 31, 2014 and March 31, 2015 and their gains and losses for the three months ended March 31, 2014 and 2015: | ||||||||||||
Liability Derivatives | |||||||||||||
31-Dec-14 | 31-Mar-15 | ||||||||||||
Derivatives Not Designated as | Balance Sheet | Fair | Balance Sheet | Fair | |||||||||
Hedging Instruments | Location | Value | Location | Value | |||||||||
Foreign exchange contracts | Accrued expenses | $ | 2,411 | Accrued expenses | $ | 7,756 | |||||||
Total | $ | 2,411 | $ | 7,756 | |||||||||
Fair value of derivative instruments, amount of (gain) loss recognized in income | |||||||||||||
Amount of (Gain) | |||||||||||||
Loss | |||||||||||||
Recognized in | |||||||||||||
Income | |||||||||||||
on Derivatives | |||||||||||||
Three Months Ended March 31, | |||||||||||||
Derivatives Not Designated as | Location of (Gain) Loss | 2014 | 2015 | ||||||||||
Hedging Instruments | Recognized in Income | ||||||||||||
on Derivative | |||||||||||||
Foreign exchange contracts | Other expense (income), net | $ | 2,922 | $ | 28,533 | ||||||||
Total | $ | 2,922 | $ | 28,533 | |||||||||
Foreign exchange gains related to currency translation adjustments | As a result, we recorded the following foreign exchange gains (losses), net of tax, related to the change in fair value of such debt due to the currency translation adjustments, which is a component of accumulated other comprehensive items, net: | ||||||||||||
Three Months Ended March 31, | |||||||||||||
2014 | 2015 | ||||||||||||
Foreign exchange gains (losses) | $ | 145 | $ | 4,930 | |||||||||
Tax expense (benefit) on foreign exchange gains (losses) | 57 | — | |||||||||||
Foreign exchange gains (losses), net of tax | $ | 88 | $ | 4,930 | |||||||||
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Schedule of carrying amount and fair value of long-term debt instruments | Long-term debt comprised the following: | |||||||||||||||
31-Dec-14 | 31-Mar-15 | |||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||||
Amount | Value | Amount | Value | |||||||||||||
Revolving Credit Facility(1) | $ | 883,428 | $ | 883,428 | $ | 823,881 | $ | 823,881 | ||||||||
Term Loan(1) | 249,375 | 249,375 | 248,750 | 248,750 | ||||||||||||
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3) | 308,616 | 309,634 | 273,760 | 274,369 | ||||||||||||
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)(3) | 400,000 | 429,000 | 400,000 | 425,750 | ||||||||||||
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3) | 106,030 | 110,500 | 106,038 | 109,836 | ||||||||||||
61/8% CAD Senior Notes due 2021 (the "CAD Notes")(2)(4) | 172,420 | 175,437 | 157,470 | 162,194 | ||||||||||||
61/8% GBP Senior Notes due 2022 (the "GBP Notes")(2)(5) | 622,960 | 639,282 | 592,160 | 620,998 | ||||||||||||
6% Senior Notes due 2023 (the "6% Notes")(2)(3) | 600,000 | 625,500 | 600,000 | 631,500 | ||||||||||||
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)(3) | 1,000,000 | 1,005,000 | 1,000,000 | 1,005,000 | ||||||||||||
Accounts Receivable Securitization Program(6)(7) | — | — | 220,800 | 220,800 | ||||||||||||
Real Estate Mortgages, Capital Leases and Other(7) | 320,702 | 320,702 | 298,983 | 298,983 | ||||||||||||
Total Long-term Debt | 4,663,531 | 4,721,842 | ||||||||||||||
Less Current Portion | (52,095 | ) | (54,483 | ) | ||||||||||||
Long-term Debt, Net of Current Portion | $ | 4,611,436 | $ | 4,667,359 | ||||||||||||
______________________________________________________________________________ | ||||||||||||||||
-1 | The capital stock or other equity interests of most of our United States subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure these debt instruments, together with all intercompany obligations (including promissory notes) of subsidiaries owed to us or to one of our United States subsidiary guarantors. In addition, Iron Mountain Canada Operations ULC ("Canada Company") has pledged 66% of the capital stock of its subsidiaries, and all intercompany obligations (including promissory notes) owed to or held by it, to secure the Canadian dollar subfacility under the Revolving Credit Facility (defined below). The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of these debt instruments approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates (plus a margin that is subject to change based on our consolidated leverage ratio)), as of both December 31, 2014 and March 31, 2015. | |||||||||||||||
-2 | The fair values (Level 1 of fair value hierarchy described at Note 2.k.) of these debt instruments are based on quoted market prices for these notes on December 31, 2014 and March 31, 2015, respectively. | |||||||||||||||
-3 | Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior or senior subordinated basis, as the case may be, by most of its direct and indirect 100% owned United States subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company, Iron Mountain Europe PLC ("IME"), the Special Purpose Subsidiaries (as defined below) and the remainder of our subsidiaries do not guarantee the Parent Notes. | |||||||||||||||
-4 | Canada Company is the direct obligor on the CAD Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 5 to Notes to Consolidated Financial Statements. | |||||||||||||||
-5 | IME is the direct obligor on the GBP Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 5 to Notes to Consolidated Financial Statements. | |||||||||||||||
-6 | The Special Purpose Subsidiaries are the obligors under this program. | |||||||||||||||
-7 | We believe the fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this debt approximates its carrying | |||||||||||||||
value |
Selected_Consolidated_Financia1
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | ||||||||||||||||||||||||
Schedule of selected consolidated Balance sheet statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED BALANCE SHEETS | |||||||||||||||||||||||
31-Dec-14 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||
Current Assets: | ||||||||||||||||||||||||
Cash and Cash Equivalents | $ | 2,399 | $ | 4,713 | $ | 4,979 | $ | 113,842 | $ | — | $ | 125,933 | ||||||||||||
Restricted Cash | 33,860 | — | — | — | — | 33,860 | ||||||||||||||||||
Accounts Receivable | — | 361,330 | 37,137 | 205,798 | — | 604,265 | ||||||||||||||||||
Intercompany Receivable | — | 586,725 | — | — | (586,725 | ) | — | |||||||||||||||||
Other Current Assets | 153 | 88,709 | 2,925 | 61,908 | (34 | ) | 153,661 | |||||||||||||||||
Total Current Assets | 36,412 | 1,041,477 | 45,041 | 381,548 | (586,759 | ) | 917,719 | |||||||||||||||||
Property, Plant and Equipment, Net | 840 | 1,580,337 | 160,977 | 808,573 | — | 2,550,727 | ||||||||||||||||||
Other Assets, Net: | ||||||||||||||||||||||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 2,851,651 | 245 | 2,448 | — | (2,854,344 | ) | — | |||||||||||||||||
Investment in Subsidiaries | 917,170 | 656,877 | 30,751 | 93,355 | (1,698,153 | ) | — | |||||||||||||||||
Goodwill | — | 1,611,957 | 180,342 | 631,484 | — | 2,423,783 | ||||||||||||||||||
Other | 31,108 | 375,082 | 26,672 | 245,251 | — | 678,113 | ||||||||||||||||||
Total Other Assets, Net | 3,799,929 | 2,644,161 | 240,213 | 970,090 | (4,552,497 | ) | 3,101,896 | |||||||||||||||||
Total Assets | $ | 3,837,181 | $ | 5,265,975 | $ | 446,231 | $ | 2,160,211 | $ | (5,139,256 | ) | $ | 6,570,342 | |||||||||||
Liabilities and Equity | ||||||||||||||||||||||||
Intercompany Payable | $ | 505,083 | $ | — | $ | 3,564 | $ | 78,078 | $ | (586,725 | ) | $ | — | |||||||||||
Current Portion of Long-term Debt | — | 24,955 | — | 27,174 | (34 | ) | 52,095 | |||||||||||||||||
Total Other Current Liabilities | 60,097 | 470,122 | 35,142 | 239,280 | — | 804,641 | ||||||||||||||||||
Long-term Debt, Net of Current Portion | 2,414,646 | 908,431 | 245,861 | 1,042,498 | — | 4,611,436 | ||||||||||||||||||
Long-term Notes Payable to Affiliates and Intercompany Payable | 1,000 | 2,851,384 | — | 1,960 | (2,854,344 | ) | — | |||||||||||||||||
Other Long-term Liabilities | — | 115,789 | 37,558 | 78,868 | — | 232,215 | ||||||||||||||||||
Commitments and Contingencies (See Note 7) | ||||||||||||||||||||||||
Total Iron Mountain Incorporated Stockholders' Equity | 856,355 | 895,294 | 124,106 | 678,753 | (1,698,153 | ) | 856,355 | |||||||||||||||||
Noncontrolling Interests | — | — | — | 13,600 | — | 13,600 | ||||||||||||||||||
Total Equity | 856,355 | 895,294 | 124,106 | 692,353 | (1,698,153 | ) | 869,955 | |||||||||||||||||
Total Liabilities and Equity | $ | 3,837,181 | $ | 5,265,975 | $ | 446,231 | $ | 2,160,211 | $ | (5,139,256 | ) | $ | 6,570,342 | |||||||||||
CONSOLIDATED BALANCE SHEETS (Continued) | ||||||||||||||||||||||||
31-Mar-15 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||
Current Assets: | ||||||||||||||||||||||||
Cash and Cash Equivalents | $ | — | $ | 7,395 | $ | 7,120 | $ | 105,090 | $ | — | $ | 119,605 | ||||||||||||
Restricted Cash | 20,000 | — | — | — | — | 20,000 | ||||||||||||||||||
Accounts Receivable | — | 14,842 | 33,975 | 541,209 | — | 590,026 | ||||||||||||||||||
Intercompany Receivable | — | 857,050 | — | — | (857,050 | ) | — | |||||||||||||||||
Other Current Assets | 573 | 93,214 | 3,043 | 61,041 | (29 | ) | 157,842 | |||||||||||||||||
Total Current Assets | 20,573 | 972,501 | 44,138 | 707,340 | (857,079 | ) | 887,473 | |||||||||||||||||
Property, Plant and Equipment, Net | 795 | 1,580,203 | 147,886 | 747,918 | — | 2,476,802 | ||||||||||||||||||
Other Assets, Net: | ||||||||||||||||||||||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 2,919,207 | 1,000 | 2,234 | — | (2,922,441 | ) | — | |||||||||||||||||
Investment in Subsidiaries | 867,150 | 607,661 | 28,066 | 91,633 | (1,594,510 | ) | — | |||||||||||||||||
Goodwill | — | 1,612,151 | 165,582 | 580,828 | — | 2,358,561 | ||||||||||||||||||
Other | 30,145 | 375,615 | 24,370 | 218,488 | — | 648,618 | ||||||||||||||||||
Total Other Assets, Net | 3,816,502 | 2,596,427 | 220,252 | 890,949 | (4,516,951 | ) | 3,007,179 | |||||||||||||||||
Total Assets | $ | 3,837,870 | $ | 5,149,131 | $ | 412,276 | $ | 2,346,207 | $ | (5,374,030 | ) | $ | 6,371,454 | |||||||||||
Liabilities and Equity | ||||||||||||||||||||||||
Intercompany Payable | $ | 658,287 | $ | — | $ | 3,292 | $ | 195,471 | $ | (857,050 | ) | $ | — | |||||||||||
Current Portion of Long-term Debt | — | 23,254 | — | 31,258 | (29 | ) | 54,483 | |||||||||||||||||
Total Other Current Liabilities | 55,930 | 394,054 | 26,613 | 189,251 | — | 665,848 | ||||||||||||||||||
Long-term Debt, Net of Current Portion | 2,379,798 | 846,299 | 227,442 | 1,213,820 | — | 4,667,359 | ||||||||||||||||||
Long-term Notes Payable to Affiliates and Intercompany Payable | 1,000 | 2,921,441 | — | — | (2,922,441 | ) | — | |||||||||||||||||
Other Long-term Liabilities | — | 118,005 | 35,230 | 74,027 | — | 227,262 | ||||||||||||||||||
Commitments and Contingencies (See Note 7) | ||||||||||||||||||||||||
Total Iron Mountain Incorporated Stockholders' Equity | 742,855 | 846,078 | 119,699 | 628,733 | (1,594,510 | ) | 742,855 | |||||||||||||||||
Noncontrolling Interests | — | — | — | 13,647 | — | 13,647 | ||||||||||||||||||
Total Equity | 742,855 | 846,078 | 119,699 | 642,380 | (1,594,510 | ) | 756,502 | |||||||||||||||||
Total Liabilities and Equity | $ | 3,837,870 | $ | 5,149,131 | $ | 412,276 | $ | 2,346,207 | $ | (5,374,030 | ) | $ | 6,371,454 | |||||||||||
Schedule of selected consolidated Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Revenues: | ||||||||||||||||||||||||
Storage Rental | $ | — | $ | 300,329 | $ | 30,411 | $ | 128,149 | $ | — | $ | 458,889 | ||||||||||||
Service | — | 186,430 | 16,150 | 108,657 | — | 311,237 | ||||||||||||||||||
Intercompany Service | — | — | — | 17,358 | (17,358 | ) | — | |||||||||||||||||
Total Revenues | — | 486,759 | 46,561 | 254,164 | (17,358 | ) | 770,126 | |||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
Cost of Sales (Excluding Depreciation and Amortization) | — | 202,920 | 6,242 | 125,983 | — | 335,145 | ||||||||||||||||||
Intercompany Service Cost of Sales | — | — | 17,358 | — | (17,358 | ) | — | |||||||||||||||||
Selling, General and Administrative | 28 | 146,578 | 3,753 | 64,421 | — | 214,780 | ||||||||||||||||||
Depreciation and Amortization | 77 | 52,640 | 2,999 | 30,717 | — | 86,433 | ||||||||||||||||||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | — | 929 | 1 | 222 | — | 1,152 | ||||||||||||||||||
Total Operating Expenses | 105 | 403,067 | 30,353 | 221,343 | (17,358 | ) | 637,510 | |||||||||||||||||
Operating (Loss) Income | (105 | ) | 83,692 | 16,208 | 32,821 | — | 132,616 | |||||||||||||||||
Interest Expense (Income), Net | 48,165 | (4,852 | ) | 9,547 | 9,452 | — | 62,312 | |||||||||||||||||
Other (Income) Expense, Net | (1,280 | ) | 1,507 | (20 | ) | 5,110 | — | 5,317 | ||||||||||||||||
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | (46,990 | ) | 87,037 | 6,681 | 18,259 | — | 64,987 | |||||||||||||||||
Provision (Benefit) for Income Taxes | — | 23,803 | 2,538 | 3,393 | — | 29,734 | ||||||||||||||||||
(Gain) Loss on Sale of Real Estate, Net of Tax | — | (197 | ) | — | (7,271 | ) | — | (7,468 | ) | |||||||||||||||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (88,657 | ) | (24,826 | ) | (1,954 | ) | (4,143 | ) | 119,580 | — | ||||||||||||||
Income (Loss) from Continuing Operations | 41,667 | 88,257 | 6,097 | 26,280 | (119,580 | ) | 42,721 | |||||||||||||||||
(Loss) Income from Discontinued Operations, Net of Tax | — | (625 | ) | — | 13 | — | (612 | ) | ||||||||||||||||
Net Income (Loss) | 41,667 | 87,632 | 6,097 | 26,293 | (119,580 | ) | 42,109 | |||||||||||||||||
Less: Net Income (Loss) Attributable to Noncontrolling Interest | — | — | — | 442 | — | 442 | ||||||||||||||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ | 41,667 | $ | 87,632 | $ | 6,097 | $ | 25,851 | $ | (119,580 | ) | $ | 41,667 | |||||||||||
Net Income (Loss) | $ | 41,667 | $ | 87,632 | $ | 6,097 | $ | 26,293 | $ | (119,580 | ) | $ | 42,109 | |||||||||||
Other Comprehensive Income (Loss): | ||||||||||||||||||||||||
Foreign Currency Translation Adjustments | 88 | 741 | (2,618 | ) | 3,577 | — | 1,788 | |||||||||||||||||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 1,589 | (71 | ) | (1,160 | ) | (2,618 | ) | 2,260 | — | |||||||||||||||
Total Other Comprehensive Income (Loss) | 1,677 | 670 | (3,778 | ) | 959 | 2,260 | 1,788 | |||||||||||||||||
Comprehensive Income (Loss) | 43,344 | 88,302 | 2,319 | 27,252 | (117,320 | ) | 43,897 | |||||||||||||||||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | — | — | — | 553 | — | 553 | ||||||||||||||||||
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ | 43,344 | $ | 88,302 | $ | 2,319 | $ | 26,699 | $ | (117,320 | ) | $ | 43,344 | |||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) | ||||||||||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Revenues: | ||||||||||||||||||||||||
Storage Rental | $ | — | $ | 304,592 | $ | 30,868 | $ | 123,412 | $ | — | $ | 458,872 | ||||||||||||
Service | — | 180,865 | 16,557 | 92,992 | — | 290,414 | ||||||||||||||||||
Intercompany Service | — | 352 | — | 16,419 | (16,771 | ) | — | |||||||||||||||||
Total Revenues | — | 485,809 | 47,425 | 232,823 | (16,771 | ) | 749,286 | |||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
Cost of Sales (Excluding Depreciation and Amortization) | — | 196,661 | 7,165 | 117,828 | — | 321,654 | ||||||||||||||||||
Intercompany Service Cost of Sales | — | — | 16,419 | 352 | (16,771 | ) | — | |||||||||||||||||
Selling, General and Administrative | 73 | 132,192 | 4,167 | 59,982 | — | 196,414 | ||||||||||||||||||
Depreciation and Amortization | 46 | 55,403 | 3,052 | 27,450 | — | 85,951 | ||||||||||||||||||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | — | 322 | — | 11 | — | 333 | ||||||||||||||||||
Total Operating Expenses | 119 | 384,578 | 30,803 | 205,623 | (16,771 | ) | 604,352 | |||||||||||||||||
Operating (Loss) Income | (119 | ) | 101,231 | 16,622 | 27,200 | — | 144,934 | |||||||||||||||||
Interest Expense (Income), Net | 39,170 | (6,677 | ) | 8,203 | 24,202 | — | 64,898 | |||||||||||||||||
Other (Income) Expense, Net | (2,038 | ) | 1,383 | (127 | ) | 23,131 | — | 22,349 | ||||||||||||||||
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | (37,251 | ) | 106,525 | 8,546 | (20,133 | ) | — | 57,687 | ||||||||||||||||
Provision (Benefit) for Income Taxes | — | 9,702 | 3,063 | 3,183 | — | 15,948 | ||||||||||||||||||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (78,347 | ) | 18,740 | (1,059 | ) | (5,483 | ) | 66,149 | — | |||||||||||||||
Net Income (Loss) | 41,096 | 78,083 | 6,542 | (17,833 | ) | (66,149 | ) | 41,739 | ||||||||||||||||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | — | — | — | 643 | — | 643 | ||||||||||||||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ | 41,096 | $ | 78,083 | $ | 6,542 | $ | (18,476 | ) | $ | (66,149 | ) | $ | 41,096 | ||||||||||
Net Income (Loss) | $ | 41,096 | $ | 78,083 | $ | 6,542 | $ | (17,833 | ) | $ | (66,149 | ) | $ | 41,739 | ||||||||||
Other Comprehensive Income (Loss): | ||||||||||||||||||||||||
Foreign Currency Translation Adjustments | 4,930 | — | (7,940 | ) | (53,165 | ) | — | (56,175 | ) | |||||||||||||||
Market Value Adjustments for Securities | — | 23 | — | — | — | 23 | ||||||||||||||||||
Equity in Other Comprehensive (Loss) Income of Subsidiaries | (60,981 | ) | (60,896 | ) | (3,007 | ) | (7,940 | ) | 132,824 | — | ||||||||||||||
Total Other Comprehensive (Loss) Income | (56,051 | ) | (60,873 | ) | (10,947 | ) | (61,105 | ) | 132,824 | (56,152 | ) | |||||||||||||
Comprehensive (Loss) Income | (14,955 | ) | 17,210 | (4,405 | ) | (78,938 | ) | 66,675 | (14,413 | ) | ||||||||||||||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | — | — | — | 542 | — | 542 | ||||||||||||||||||
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated | $ | (14,955 | ) | $ | 17,210 | $ | (4,405 | ) | $ | (79,480 | ) | $ | 66,675 | $ | (14,955 | ) | ||||||||
Schedule of selected consolidated cash flow statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||||||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Cash Flows from Operating Activities: | ||||||||||||||||||||||||
Cash Flows from Operating Activities—Continuing Operations | $ | (68,972 | ) | $ | 79,555 | $ | 10,421 | $ | 34,637 | $ | — | $ | 55,641 | |||||||||||
Cash Flows from Investing Activities: | ||||||||||||||||||||||||
Capital expenditures | — | (71,520 | ) | (2,865 | ) | (33,471 | ) | — | (107,856 | ) | ||||||||||||||
Cash paid for acquisitions, net of cash acquired | — | 916 | — | (31,697 | ) | — | (30,781 | ) | ||||||||||||||||
Intercompany loans to subsidiaries | 377,202 | 61,895 | — | — | (439,097 | ) | — | |||||||||||||||||
Investment in subsidiaries | (11,695 | ) | (11,695 | ) | — | — | 23,390 | — | ||||||||||||||||
Additions to customer relationship and acquisition costs | — | (7,341 | ) | (280 | ) | (537 | ) | — | (8,158 | ) | ||||||||||||||
Proceeds from sales of property and equipment and other, net (including real estate) | — | 1,441 | 64 | 16,387 | — | 17,892 | ||||||||||||||||||
Cash Flows from Investing Activities—Continuing Operations | 365,507 | (26,304 | ) | (3,081 | ) | (49,318 | ) | (415,707 | ) | (128,903 | ) | |||||||||||||
Cash Flows from Financing Activities: | ||||||||||||||||||||||||
Repayment of revolving credit and term loan facilities and other debt | — | (2,171,941 | ) | (252,107 | ) | (30,643 | ) | — | (2,454,691 | ) | ||||||||||||||
Proceeds from revolving credit and term loan facilities and other debt | — | 2,480,901 | 242,480 | 152,666 | — | 2,876,047 | ||||||||||||||||||
Early retirement of senior subordinated notes | (247,275 | ) | — | — | — | — | (247,275 | ) | ||||||||||||||||
Debt (repayment to) financing and equity contribution from (distribution to) noncontrolling interests, net | — | — | — | (2,317 | ) | — | (2,317 | ) | ||||||||||||||||
Intercompany loans from parent | — | (376,788 | ) | 8,640 | (70,949 | ) | 439,097 | — | ||||||||||||||||
Equity contribution from parent | — | 11,695 | — | 11,695 | (23,390 | ) | — | |||||||||||||||||
Parent cash dividends | (52,735 | ) | — | — | — | — | (52,735 | ) | ||||||||||||||||
Proceeds from exercise of stock options and employee stock purchase plan | 2,417 | — | — | — | — | 2,417 | ||||||||||||||||||
Excess tax (deficiency) benefits from stock-based compensation | (185 | ) | — | — | — | — | (185 | ) | ||||||||||||||||
Payment of debt financing costs and stock issuance costs | — | — | (12 | ) | (410 | ) | — | (422 | ) | |||||||||||||||
Cash Flows from Financing Activities—Continuing Operations | (297,778 | ) | (56,133 | ) | (999 | ) | 60,042 | 415,707 | 120,839 | |||||||||||||||
Effect of exchange rates on cash and cash equivalents | — | — | 136 | 1,667 | — | 1,803 | ||||||||||||||||||
(Decrease) Increase in cash and cash equivalents | (1,243 | ) | (2,882 | ) | 6,477 | 47,028 | — | 49,380 | ||||||||||||||||
Cash and cash equivalents, beginning of period | 1,243 | 10,366 | 1,094 | 107,823 | — | 120,526 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 7,484 | $ | 7,571 | $ | 154,851 | $ | — | $ | 169,906 | ||||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) | ||||||||||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||||||||||
Parent | Guarantors | Canada | Non- | Eliminations | Consolidated | |||||||||||||||||||
Company | Guarantors | |||||||||||||||||||||||
Cash Flows from Operating Activities: | ||||||||||||||||||||||||
Cash Flows from Operating Activities—Continuing Operations | $ | (45,978 | ) | $ | 44,864 | $ | 3,636 | $ | 2,990 | $ | — | $ | 5,512 | |||||||||||
Cash Flows from Investing Activities: | ||||||||||||||||||||||||
Capital expenditures | — | (46,452 | ) | (3,774 | ) | (24,550 | ) | — | (74,776 | ) | ||||||||||||||
Cash paid for acquisitions, net of cash acquired | — | (684 | ) | 106 | (5,853 | ) | — | (6,431 | ) | |||||||||||||||
Intercompany loans to subsidiaries | 132,692 | 79,946 | — | — | (212,638 | ) | — | |||||||||||||||||
Investment in subsidiaries | (5,000 | ) | (5,000 | ) | — | — | 10,000 | — | ||||||||||||||||
Increase in restricted cash | 13,860 | — | — | — | — | 13,860 | ||||||||||||||||||
Additions to customer relationship and acquisition costs | — | (7,990 | ) | (668 | ) | (585 | ) | — | (9,243 | ) | ||||||||||||||
Proceeds from sales of property and equipment and other, net (including real estate) | — | 160 | 6 | 244 | — | 410 | ||||||||||||||||||
Cash Flows from Investing Activities—Continuing Operations | 141,552 | 19,980 | (4,330 | ) | (30,744 | ) | (202,638 | ) | (76,180 | ) | ||||||||||||||
Cash Flows from Financing Activities: | ||||||||||||||||||||||||
Repayment of revolving credit and term loan facilities and other debt | — | (1,894,836 | ) | (159,145 | ) | (228,280 | ) | — | (2,282,261 | ) | ||||||||||||||
Proceeds from revolving credit and term loan facilities and other debt | — | 1,823,900 | 161,962 | 464,541 | — | 2,450,403 | ||||||||||||||||||
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | — | — | — | (388 | ) | — | (388 | ) | ||||||||||||||||
Intercompany loans from parent | — | 4,638 | 79 | (217,355 | ) | 212,638 | — | |||||||||||||||||
Equity contribution from parent | — | 5,000 | — | 5,000 | (10,000 | ) | — | |||||||||||||||||
Parent cash dividends | (102,539 | ) | — | — | — | — | (102,539 | ) | ||||||||||||||||
Proceeds from exercise of stock options and employee stock purchase plan | 4,364 | — | — | — | — | 4,364 | ||||||||||||||||||
Excess tax benefits (deficiency) from stock-based compensation | 231 | — | — | — | — | 231 | ||||||||||||||||||
Payment of debt financing costs and stock issuance costs | (29 | ) | (864 | ) | — | (54 | ) | — | (947 | ) | ||||||||||||||
Cash Flows from Financing Activities—Continuing Operations | (97,973 | ) | (62,162 | ) | 2,896 | 23,464 | 202,638 | 68,863 | ||||||||||||||||
Effect of exchange rates on cash and cash equivalents | — | — | (61 | ) | (4,462 | ) | — | (4,523 | ) | |||||||||||||||
(Decrease) Increase in cash and cash equivalents | (2,399 | ) | 2,682 | 2,141 | (8,752 | ) | — | (6,328 | ) | |||||||||||||||
Cash and cash equivalents, beginning of period | 2,399 | 4,713 | 4,979 | 113,842 | — | 125,933 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | — | $ | 7,395 | $ | 7,120 | $ | 105,090 | $ | — | $ | 119,605 | ||||||||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||
Schedule of analysis of business segment information and reconciliation | An analysis of our business segment information and reconciliation to the accompanying Consolidated Financial Statements is as follows: | ||||||||||||||||||||||||
North American | North American | Western European Business | Other International Business | Corporate | Total | ||||||||||||||||||||
Records and | Data | and Other | Consolidated | ||||||||||||||||||||||
Information | Management | Business | |||||||||||||||||||||||
Management | Business | ||||||||||||||||||||||||
Business | |||||||||||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||||||||||
Total Revenues | $ | 446,132 | $ | 96,724 | $ | 117,131 | $ | 107,299 | $ | 2,840 | $ | 770,126 | |||||||||||||
Depreciation and Amortization | 45,506 | 5,030 | 14,340 | 14,419 | 7,138 | 86,433 | |||||||||||||||||||
Depreciation | 40,821 | 4,965 | 12,014 | 9,775 | 7,138 | 74,713 | |||||||||||||||||||
Amortization | 4,685 | 65 | 2,326 | 4,644 | — | 11,720 | |||||||||||||||||||
Adjusted OIBDA | 169,209 | 54,668 | 34,563 | 24,200 | (54,116 | ) | 228,524 | ||||||||||||||||||
Total Assets (1) | 3,632,489 | 666,188 | 1,131,454 | 994,657 | 281,829 | 6,706,617 | |||||||||||||||||||
Expenditures for Segment Assets | 49,266 | 5,507 | 10,787 | 54,154 | 27,081 | 146,795 | |||||||||||||||||||
Capital Expenditures | 42,561 | 5,507 | 9,974 | 22,733 | 27,081 | 107,856 | |||||||||||||||||||
Cash Paid for Acquisitions, Net of Cash Acquired | (916 | ) | — | 296 | 31,401 | — | 30,781 | ||||||||||||||||||
Additions to Customer Relationship and Acquisition Costs | 7,621 | — | 517 | 20 | — | 8,158 | |||||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||||||||||
Total Revenues | 442,687 | 97,235 | 100,812 | 103,991 | 4,561 | 749,286 | |||||||||||||||||||
Depreciation and Amortization | 45,303 | 5,344 | 11,439 | 14,265 | 9,600 | 85,951 | |||||||||||||||||||
Depreciation | 40,336 | 5,284 | 9,986 | 9,632 | 9,553 | 74,791 | |||||||||||||||||||
Amortization | 4,967 | 60 | 1,453 | 4,633 | 47 | 11,160 | |||||||||||||||||||
Adjusted OIBDA | 181,480 | 51,288 | 29,453 | 20,835 | (51,838 | ) | 231,218 | ||||||||||||||||||
Total Assets (1) | 3,623,905 | 648,507 | 896,380 | 911,481 | 291,181 | 6,371,454 | |||||||||||||||||||
Expenditures for Segment Assets | 42,375 | 4,949 | 7,588 | 22,548 | 12,990 | 90,450 | |||||||||||||||||||
Capital Expenditures | 33,180 | 4,907 | 4,410 | 19,289 | 12,990 | 74,776 | |||||||||||||||||||
Cash Paid for Acquisitions, Net of Cash Acquired | 600 | (21 | ) | 2,819 | 3,033 | — | 6,431 | ||||||||||||||||||
Additions to Customer Relationship and Acquisition Costs | 8,595 | 63 | 359 | 226 | — | 9,243 | |||||||||||||||||||
_______________________________________________________________________________ | |||||||||||||||||||||||||
-1 | Excludes all intercompany receivables or payables and investment in subsidiary balances. | ||||||||||||||||||||||||
Schedule of reconciliation of Adjusted OIBDA to income from continuing operations before provision (benefit) for income taxes on a consolidated basis | A reconciliation of Adjusted OIBDA to income (loss) from continuing operations before provision (benefit) for income taxes and (gain) loss on sale of real estate on a consolidated basis is as follows: | ||||||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||||||
March 31, | |||||||||||||||||||||||||
2014 | 2015 | ||||||||||||||||||||||||
Adjusted OIBDA | $ | 228,524 | $ | 231,218 | |||||||||||||||||||||
Less: Depreciation and Amortization | 86,433 | 85,951 | |||||||||||||||||||||||
Loss on Disposal/Write-Down of Property, Plant and Equipment (Excluding Real Estate), Net | 1,152 | 333 | |||||||||||||||||||||||
REIT Costs(1) | 8,323 | — | |||||||||||||||||||||||
Interest Expense, Net | 62,312 | 64,898 | |||||||||||||||||||||||
Other Expense, Net | 5,317 | 22,349 | |||||||||||||||||||||||
Income from Continuing Operations before Provision for Income Taxes and Gain on Sale of Real Estate | $ | 64,987 | $ | 57,687 | |||||||||||||||||||||
_______________________________________________________________________________ | |||||||||||||||||||||||||
-1 | Includes costs associated with our conversion to a REIT, excluding REIT compliance costs beginning January 1, 2014 which we expect to recur in future periods ("REIT Costs"). |
Stockholders_Equity_Matters_Ta
Stockholders' Equity Matters (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Schedule of dividend declared and payments | In fiscal year 2014 and in the first quarter of 2015, our board of directors declared the following dividends: | ||||||||||||
Declaration Date | Dividend | Record Date | Total | Payment Date | |||||||||
Per Share | Amount | ||||||||||||
14-Mar-14 | $ | 0.27 | March 25, 2014 | $ | 51,812 | April 15, 2014 | |||||||
28-May-14 | 0.27 | June 25, 2014 | 52,033 | July 15, 2014 | |||||||||
15-Sep-14 | 0.475 | September 25, 2014 | 91,993 | October 15, 2014 | |||||||||
September 15, 2014 (1) | 3.6144 | 30-Sep-14 | 700,000 | 4-Nov-14 | |||||||||
November 17, 2014 (2) | 0.255 | 28-Nov-14 | 53,450 | 15-Dec-14 | |||||||||
17-Nov-14 | 0.475 | 5-Dec-14 | 99,617 | 22-Dec-14 | |||||||||
19-Feb-15 | 0.475 | 6-Mar-15 | 99,795 | 20-Mar-15 | |||||||||
_______________________________________________________________________________ | |||||||||||||
(1) Represents Special Distribution. | |||||||||||||
(2) Represents Catch-Up Distribution. |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Cash and Cash Equivalents and Foreign Currency (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Cash and Cash Equivalents and Restricted Cash [Abstract] | |||
Restricted cash | $20,000 | $33,860 | |
Foreign Currency | |||
Foreign currency transaction gains (loss) | $22,266 | $6,438 | |
The 7 1/4% Notes | |||
Foreign Currency | |||
Stated interest rate (as a percent) | 7.25% | 7.25% | |
6 3/4% Notes | |||
Foreign Currency | |||
Stated interest rate (as a percent) | 6.75% | 6.75% |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Goodwill (Details) (USD $) | 0 Months Ended | 3 Months Ended |
In Thousands, unless otherwise specified | Oct. 01, 2014 | Mar. 31, 2015 |
segment | ||
Goodwill | ||
Goodwill impairment charge | $0 | |
North American Records and Information Management business | ||
Goodwill | ||
Number of reporting units | 2 | |
Western Europe | ||
Goodwill | ||
Number of reporting units | 2 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Schedule of Carrying Value of Goodwill, by Reporting Unit (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Goodwill | ||
Goodwill | $2,358,561 | $2,423,783 |
North American Records and Information Management business | ||
Goodwill | ||
Goodwill | 1,425,524 | 1,439,222 |
North American Records and Information Management business | North American Records And Information Management | ||
Goodwill | ||
Goodwill | 1,384,736 | 1,397,484 |
North American Records and Information Management business | Intellectual Property Management | ||
Goodwill | ||
Goodwill | 38,491 | |
North American Records and Information Management business | Fulfillment Services | ||
Goodwill | ||
Goodwill | 3,247 | |
North American Records and Information Management business | North American Secure Shredding | ||
Goodwill | ||
Goodwill | 40,788 | |
North American Data Management Business | ||
Goodwill | ||
Goodwill | 372,482 | 375,957 |
Corporate and Other | Emerging Businesses | ||
Goodwill | ||
Goodwill | 0 | 0 |
Western European Business | United Kingdom, Ireland, Norway | ||
Goodwill | ||
Goodwill | 258,695 | |
Western European Business | Continental Western Europe | ||
Goodwill | ||
Goodwill | 71,379 | |
Other International Business | Western Europe | ||
Goodwill | ||
Goodwill | 354,049 | |
Other International Business | Emerging Markets - Eastern Europe | ||
Goodwill | ||
Goodwill | 81,458 | 87,408 |
Other International Business | Latin America | ||
Goodwill | ||
Goodwill | 92,993 | 107,240 |
Other International Business | Australia Singapore | ||
Goodwill | ||
Goodwill | 51,957 | 55,779 |
Other International Business | Greater China | ||
Goodwill | ||
Goodwill | 3,518 | 3,500 |
Other International Business | INDIA | ||
Goodwill | ||
Goodwill | 0 | 0 |
Other International Business | Russia, Ukraine and Denmark | ||
Goodwill | ||
Goodwill | $555 | $628 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill, by Reportable Operating Segment (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Gross amount of goodwill [Roll Forward] | |
Beginning balance | $2,742,219 |
Non-deductible goodwill acquired during the year | 1,546 |
Fair value and other adjustments | -153 |
Currency effects | -68,292 |
Ending balance | 2,675,320 |
Goodwill accumulated amortization [Roll Forward] | |
Accumulated amortization. beginning balance | 318,436 |
Currency effects | -1,677 |
Accumulated amortization. ending balance | 316,759 |
Net goodwill, beginning balance | 2,423,783 |
Net goodwill, ending balance | 2,358,561 |
Accumulated goodwill impairment, beginning balance | 132,409 |
Accumulated goodwill impairment, ending balance | 132,409 |
Fair value and other adjustments related to deferred income taxes | 531 |
Fair value and other adjustments related to customer relationships | -4,619 |
Cash paid related to goodwill to acquire prior year acquisitions | 3,935 |
North American Records and Information Management Business | |
Gross amount of goodwill [Roll Forward] | |
Beginning balance | 1,645,209 |
Non-deductible goodwill acquired during the year | 0 |
Fair value and other adjustments | 185 |
Currency effects | -14,575 |
Ending balance | 1,630,819 |
Goodwill accumulated amortization [Roll Forward] | |
Accumulated amortization. beginning balance | 205,987 |
Currency effects | -692 |
Accumulated amortization. ending balance | 205,295 |
Net goodwill, beginning balance | 1,439,222 |
Net goodwill, ending balance | 1,425,524 |
Accumulated goodwill impairment, beginning balance | 85,909 |
Accumulated goodwill impairment, ending balance | 85,909 |
North American Data Management Business | |
Gross amount of goodwill [Roll Forward] | |
Beginning balance | 429,982 |
Non-deductible goodwill acquired during the year | 0 |
Fair value and other adjustments | 0 |
Currency effects | -3,648 |
Ending balance | 426,334 |
Goodwill accumulated amortization [Roll Forward] | |
Accumulated amortization. beginning balance | 54,025 |
Currency effects | -173 |
Accumulated amortization. ending balance | 53,852 |
Net goodwill, beginning balance | 375,957 |
Net goodwill, ending balance | 372,482 |
Accumulated goodwill impairment, beginning balance | 0 |
Accumulated goodwill impairment, ending balance | 0 |
Western European Business | |
Gross amount of goodwill [Roll Forward] | |
Beginning balance | 412,322 |
Non-deductible goodwill acquired during the year | 1,546 |
Fair value and other adjustments | 57 |
Currency effects | -26,385 |
Ending balance | 387,540 |
Goodwill accumulated amortization [Roll Forward] | |
Accumulated amortization. beginning balance | 58,273 |
Currency effects | -807 |
Accumulated amortization. ending balance | 57,466 |
Net goodwill, beginning balance | 354,049 |
Net goodwill, ending balance | 330,074 |
Accumulated goodwill impairment, beginning balance | 46,500 |
Accumulated goodwill impairment, ending balance | 46,500 |
Other International Business | |
Gross amount of goodwill [Roll Forward] | |
Beginning balance | 254,706 |
Non-deductible goodwill acquired during the year | 0 |
Fair value and other adjustments | -395 |
Currency effects | -23,684 |
Ending balance | 230,627 |
Goodwill accumulated amortization [Roll Forward] | |
Accumulated amortization. beginning balance | 151 |
Currency effects | -5 |
Accumulated amortization. ending balance | 146 |
Net goodwill, beginning balance | 254,555 |
Net goodwill, ending balance | 230,481 |
Accumulated goodwill impairment, beginning balance | 0 |
Accumulated goodwill impairment, ending balance | $0 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Schedule of Components of Amortizable Intangible Assets (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Amortizable intangible assets | |||
Gross carrying amount | $952,931 | $978,529 | |
Accumulated amortization | -325,800 | -321,593 | |
Net carrying amount | 627,131 | 656,936 | |
Amortization of other deferred charges | 13,252 | 13,626 | |
Customer Relationships and Acquisition Costs | |||
Amortizable intangible assets | |||
Gross carrying amount | 880,221 | 904,866 | |
Accumulated amortization | -299,780 | -297,029 | |
Net carrying amount | 580,441 | 607,837 | |
Core Technology | |||
Amortizable intangible assets | |||
Gross carrying amount | 3,349 | 3,568 | |
Accumulated amortization | -3,315 | -3,540 | |
Net carrying amount | 34 | 28 | |
Trademarks and Non-Compete Agreements | |||
Amortizable intangible assets | |||
Gross carrying amount | 6,469 | 7,062 | |
Accumulated amortization | -4,874 | -5,068 | |
Net carrying amount | 1,595 | 1,994 | |
Deferred Financing Costs | |||
Amortizable intangible assets | |||
Gross carrying amount | 62,892 | 63,033 | |
Accumulated amortization | -17,831 | -15,956 | |
Net carrying amount | $45,061 | $47,077 |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies - Stock-Based Compensation (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Employee stock-based awards | ||
Stock-based compensation | $6,856 | $7,141 |
Stock-based compensation expense (income), net of tax | 4,946 | 5,134 |
Stock-based compensation expense per basic and diluted share (in dollars per share) | $0.02 | $0.03 |
Excess tax (deficiency) benefit from stock-based compensation | 231 | -185 |
Share-Based Compensation, aggregate disclosures | ||
Employee stock-based awards, unrecognized compensation costs on nonvested awards | 53,880 | |
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition | 2 years 3 months 18 days | |
Stock Options | ||
Employee stock-based awards | ||
Certain options as a percentage of total outstanding options | 45.70% | |
Weighted average fair value of options granted (in dollars per share) | $4.99 | $5.60 |
Weighted average assumptions used for grants | ||
Expected volatility (as a percent) | 28.60% | 33.90% |
Risk-free interest rate (as a percent) | 1.71% | 2.06% |
Expected dividend yield (as a percent) | 5.00% | 4.00% |
Expected life of the option | 5 years 6 months | 6 years 9 months 18 days |
Summary of option activity | ||
Options outstanding balance, beginning of period (in shares) | 3,678,246 | |
Options granted (in shares) | 674,620 | |
Options exercised (in shares) | -233,791 | |
Options forfeited (in shares) | -19,119 | |
Options expired (in shares) | -11,045 | |
Options outstanding balance, end of period (in shares) | 4,088,911 | |
Options exercisable balance (in shares) | 2,725,000 | |
Options expected to vest (in shares) | 1,265,183 | |
Weighted Average Exercise Price | ||
Weighted average exercise price, options outstanding balance beginning of period (in dollars per share) | $23.37 | |
Weighted average exercise price, options granted (in dollars per share) | $43.86 | |
Weighted average exercise price, options exercised (in dollars per share) | $20.93 | |
Weighted average exercise price, options forfeited (in dollars per share) | $23.97 | |
Weighted average exercise price, options expired (in dollars per share) | $22.15 | |
Weighted average exercise price, options outstanding balance end of period (in dollars per share) | $26.89 | |
Weighted average exercise price, options exercisable (in dollars per share) | $22.74 | |
Weighted average exercise price, options expected to vest (in dollars per share) | $34.97 | |
Weighted average remaining contractual term | ||
Weighted average remaining contractual term, options outstanding | 5 years 10 months 10 days | |
Weighted average remaining contractual term, options exercisable | 4 years 5 months 1 day | |
Weighted average remaining contractual term, options expected to vest | 8 years 8 months 16 days | |
Aggregate intrinsic value | ||
Aggregate intrinsic value, options outstanding | 44,191 | |
Aggregate intrinsic value, options exercisable | 37,445 | |
Aggregate intrinsic value, options expected to vest | 6,435 | |
Aggregate intrinsic value of stock options exercised | ||
Aggregate intrinsic value of stock options exercised | 4,167 | 977 |
Stock Options | Non-Employee Directors | ||
Employee stock-based awards | ||
Award vesting period | 1 year | |
Certain options | ||
Employee stock-based awards | ||
Award vesting period | 10 years | |
Contractual term of awards | 12 years | |
Certain options as a percentage of total outstanding options | 7.20% | |
Employee Stock Purchase Plan | ||
Employee Stock Purchase Plan | ||
Employee stock purchase plan, number of offering periods | 2 | |
Employee stock purchase plan, duration of offering periods | 6 months | |
Employee stock purchase plan, maximum employee subscription rate percent | 15.00% | |
Percentage of market price for the purchase of shares | 95.00% | |
Employee stock purchase plan, shares available for grant | 960,638 | |
Restricted Stock and Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||
Non-vested at the beginning of the period (in shares) | 1,405,569 | |
Granted (in shares) | 462,323 | |
Vested (in shares) | -426,901 | |
Forfeited (in shares) | -29,265 | |
Non-vested at the end of the period (in shares) | 1,411,726 | |
Weighted average grant date fair value | ||
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share) | $28.78 | |
Weighted average grant date fair value, granted (in dollars per share) | $38.82 | |
Weighted average grant date fair value, vested (in dollars per share) | $30.49 | |
Weighted average grant date fair value, forfeited (in dollars per share) | $30.43 | |
Weighted average grant date fair value, non-vested, end of period (in dollars per share) | $31.52 | |
Restricted Stock and Restricted Stock Units | Minimum | ||
Employee stock-based awards | ||
Award vesting period | 3 years | |
Restricted Stock and Restricted Stock Units | Maximum | ||
Employee stock-based awards | ||
Award vesting period | 5 years | |
Performance units | ||
Dividends accrued | ||
Accrued cash dividends | 211 | 150 |
Cash dividends paid | 1,015 | 221 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||
Non-vested at the beginning of the period (in shares) | 379,057 | |
Granted (in shares) | 131,996 | |
Vested (in shares) | -83,080 | |
Forfeited (in shares) | -19,038 | |
Non-vested at the end of the period (in shares) | 408,935 | |
Weighted average grant date fair value | ||
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share) | $30.80 | |
Weighted average grant date fair value, granted (in dollars per share) | $40.58 | |
Weighted average grant date fair value, vested (in dollars per share) | $29.47 | |
Weighted average grant date fair value, forfeited (in dollars per share) | $30.96 | |
Weighted average grant date fair value, non-vested, end of period (in dollars per share) | $34.22 | |
Total fair value of shares or units vested | 2,063 | 4,030 |
Performance units disclosure | ||
Period of anniversary from the date of grant | 1 year | |
Qualifying age for grant of performance units | 55 years | |
Qualifying service period | 10 years | |
Percentage of achievement of the predefined revenue and ROIC targets | 100.00% | 60.00% |
Performance units | Revenue or revenue growth and return on invested capital | PUs granted prior to 2014 | ||
Performance units disclosure | ||
Performance period | 1 year | |
Performance units | Revenue or revenue growth and return on invested capital | PUs granted in 2014 | ||
Performance units disclosure | ||
Performance period | 3 years | |
Performance units | Market condition associated with shareholder return of common stock | ||
Performance units disclosure | ||
Performance period | 3 years | |
Performance units | Minimum | Revenue or revenue growth and return on invested capital | PUs granted prior to 2014 | ||
Performance units disclosure | ||
Percentage payout rate | 0.00% | |
Performance units | Minimum | Revenue or revenue growth and return on invested capital | PUs granted in 2014 | ||
Performance units disclosure | ||
Percentage payout rate | 0.00% | |
Performance units | Minimum | Market condition associated with shareholder return of common stock | ||
Performance units disclosure | ||
Percentage payout rate | 0.00% | |
Performance units | Maximum | Revenue or revenue growth and return on invested capital | PUs granted prior to 2014 | ||
Performance units disclosure | ||
Percentage payout rate | 150.00% | |
Performance units | Maximum | Revenue or revenue growth and return on invested capital | PUs granted in 2014 | ||
Performance units disclosure | ||
Percentage payout rate | 200.00% | |
Performance units | Maximum | Market condition associated with shareholder return of common stock | ||
Performance units disclosure | ||
Percentage payout rate | 200.00% | |
Original PU Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||
Non-vested at the beginning of the period (in shares) | 461,666 | |
Granted (in shares) | 131,996 | |
Vested (in shares) | -78,311 | |
Forfeited (in shares) | -19,038 | |
Non-vested at the end of the period (in shares) | 496,313 | |
PUs Adjustment | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||
Non-vested at the beginning of the period (in shares) | -82,609 | |
Granted (in shares) | 0 | |
Vested (in shares) | -4,769 | |
Forfeited (in shares) | 0 | |
Non-vested at the end of the period (in shares) | -87,378 | |
Restricted Stock Units | ||
Dividends accrued | ||
Accrued cash dividends | 670 | 434 |
Cash dividends paid | 1,729 | 831 |
Weighted average grant date fair value | ||
Total fair value of shares or units vested | 15,584 | 13,844 |
Continuing Operations | ||
Employee stock-based awards | ||
Stock-based compensation | 6,856 | 7,141 |
Continuing Operations | Cost of sales (excluding depreciation and amortization) | ||
Employee stock-based awards | ||
Stock-based compensation | 45 | 190 |
Continuing Operations | Selling, general and administrative expenses | ||
Employee stock-based awards | ||
Stock-based compensation | $6,811 | $6,951 |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies - Income Per Share, Allowance for Doubful Accounts, Income Taxes, and Concentration of Credit Risk (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
bank | fund | ||
fund | bank | ||
Income (Loss) Per Share-Basic and Diluted | |||
Income (loss) from continuing operations | $41,739,000 | $42,721,000 | |
Total (loss) income from discontinued operations | 0 | -612,000 | |
Net income (loss) attributable to Iron Mountain Incorporated | 41,096,000 | 41,667,000 | |
Weighted-average shares—basic | 210,237,000 | 191,879,000 | |
Effect of dilutive potential stock options (in shares) | 1,223,330 | 682,801 | |
Effect of dilutive potential restricted stock, RSUs and PUs (in shares) | 788,758 | 507,219 | |
Weighted-average shares—diluted | 212,249,088 | 193,069,020 | |
Earnings (Losses) per share-basic: | |||
Income (Loss) from continuing operations (in dollars per share) | $0.20 | $0.22 | |
Total (loss) income income discontinued operations (see Note 9) (in dollars per share) | $0 | $0 | |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $0.20 | $0.22 | |
Earnings (Losses) per share-diluted: | |||
Income (Loss) from continuing operations (in dollars per share) | $0.20 | $0.22 | |
Total (loss) income from discontinued operations (see Note 9) (in dollars per share) | $0 | $0 | |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $0.19 | $0.22 | |
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares) | 358,233 | 1,380,962 | |
Allowance for Doubtful Accounts and Credit Memo Reserves | |||
The general period to charge-off uncollectible balances of receivable, as circumstances warrant, is no later than this period of time past due | 1 year | ||
Income Taxes: | |||
Period of time subject to a separate corporate income tax | 10 years | ||
Increase (decrease) in gross interest and penalties recorded | 942,000 | 966,000 | |
Accrued interest and penalties recorded | 6,167,000 | 5,884,000 | |
Effective tax rates (as a percent) | 27.60% | 45.80% | |
Federal statutory tax rate (as a percent) | 35.00% | ||
Effective tax rate increase (decrease) (as a percent) | 1.10% | ||
FX impact on increase (decrease) in effective income tax rate (as a percent) | 1.30% | ||
Concentrations of Credit Risk | |||
Number of global banks with cash, cash equivalent and restricted cash held on deposit | 3 | 3 | |
Number of "Triple A" rated money market funds with cash, cash equivalent and restricted cash held on deposit | 1 | 2 | |
Maximum investment limit in any one mutual fund | 50,000,000 | ||
Maximum investment limit in any one financial institution | 75,000,000 | ||
Cash, cash equivalent and restricted cash | 139,605,000 | 159,793,000 | |
Money market funds and time deposits | $33,909,000 | $53,032,000 |
Recovered_Sheet1
Summary of Significant Accounting Policies - Fair Value Measurements (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Foreign Currency Cash Flow Hedges | ||
Maximum Length of Time Hedged in Foreign Currency Cash Flow Hedge | 6 months | |
Fair value measured on recurring basis | Quoted prices in active markets (Level 1) | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money market funds | 0 | $0 |
Time deposits | 0 | 0 |
Trading securities | 9,892 | 12,428 |
Derivative liabilities | 0 | 0 |
Fair value measured on recurring basis | Significant other observable inputs (Level 2) | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money market funds | 20,000 | 36,828 |
Time deposits | 13,909 | 16,204 |
Trading securities | 851 | 744 |
Derivative liabilities | 7,756 | 2,411 |
Fair value measured on recurring basis | Significant unobservable inputs (Level 3) | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money market funds | 0 | 0 |
Time deposits | 0 | 0 |
Trading securities | 0 | 0 |
Derivative liabilities | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Fair value measured on recurring basis | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money market funds | 20,000 | 36,828 |
Time deposits | 13,909 | 16,204 |
Trading securities | 10,743 | 13,172 |
Derivative liabilities | 7,756 | $2,411 |
Recovered_Sheet2
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Changes in accumulated other comprehensive items | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | ($75,031) | ($8,660) |
Other comprehensive loss: | ||
Foreign currency translation adjustments | -56,074 | 1,677 |
Market value adjustments for securities | 23 | |
Total Other comprehensive (loss) income | -56,051 | 1,677 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | -131,082 | -6,983 |
Other Expense (Income), Net: | ||
Foreign currency transaction losses (gains), net | 22,266 | 6,438 |
Other, net | 83 | -1,121 |
Other Expense, Net | 22,349 | 5,317 |
Foreign currency translation adjustments | ||
Changes in accumulated other comprehensive items | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | -76,010 | -9,586 |
Other comprehensive loss: | ||
Foreign currency translation adjustments | -56,074 | 1,677 |
Market value adjustments for securities | 0 | |
Total Other comprehensive (loss) income | -56,074 | 1,677 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | -132,084 | -7,909 |
Market value adjustments for securities | ||
Changes in accumulated other comprehensive items | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | 979 | 926 |
Other comprehensive loss: | ||
Foreign currency translation adjustments | 0 | 0 |
Market value adjustments for securities | 23 | |
Total Other comprehensive (loss) income | 23 | 0 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | $1,002 | $926 |
Recovered_Sheet3
Summary of Significant Accounting Policies - Property, Plant and Equipment and Long-Lived Assets (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Accounting Policies [Abstract] | ||
Capitalization of internal use computer software | $6,040 | $4,897 |
Gain (loss) on disposal/write-down of property, plant and equipment (excluding real estate) | 333 | 1,152 |
Gain on Sale of Real Estate, Net of Tax | 0 | 7,468 |
Income tax expense on gain of real estate | $1,991 |
Derivative_Instruments_and_Hed2
Derivative Instruments and Hedging Activities (Details) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 |
In Thousands, unless otherwise specified | derivative | derivative | 6 3/4% Notes | 6 3/4% Notes | 6 3/4% Notes | Foreign exchange contracts | Foreign exchange contracts | Forward contracts | Forward contracts |
Net Investment Hedging [Member] | Net Investment Hedging [Member] | Net Investment Hedging [Member] | USD ($) | USD ($) | Purchases | Sales | |||
Designated as Hedging Instrument [Member] | Designated as Hedging Instrument [Member] | Designated as Hedging Instrument [Member] | Euros : U.S. dollars | Euros : U.S. dollars | |||||
USD ($) | EUR (€) | EUR (€) | EUR (€) | USD ($) | |||||
Derivative instruments | |||||||||
Targeted percentage of debt portfolio to be fixed with interest rates | 75.00% | ||||||||
Number of derivative instrument with contingent features of credit risk | 0 | 0 | |||||||
Notional amount of derivatives | € 36,000 | € 64,208 | € 206,000 | $229,845 | |||||
Net cash payments from foreign currency forward contracts | 16,820 | 7,199 | |||||||
Derivatives used in Net Investment Hedge, Net of Tax | $18,742 |
Derivative_Instruments_and_Hed3
Derivative Instruments and Hedging Activities - Fair Value of Derivatives (Details) (Derivatives Not Designated as Hedging Instruments, USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Fair value of derivative instruments | ||
Liability Derivatives | $7,756 | $2,411 |
Foreign exchange contracts | Other Liabilities [Member] | ||
Fair value of derivative instruments | ||
Liability Derivatives | $7,756 | $2,411 |
Derivative_Instruments_and_Hed4
Derivative Instruments and Hedging Activities - Amount of (Gain) Loss in Income on Derivatives (Details) (Derivatives Not Designated as Hedging Instruments, USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Gains and losses on derivative instruments | ||
Amount of (Gain) Loss Recognized in Income on Derivatives | $28,533 | $2,922 |
Foreign exchange contracts | Other (income) expense, net | ||
Gains and losses on derivative instruments | ||
Amount of (Gain) Loss Recognized in Income on Derivatives | $28,533 | $2,922 |
Derivative_Instruments_and_Hed5
Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities - Schedule of Foreign Exchange Gains Related to Fair of Debt (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Foreign exchange gains (losses) | $4,930 | $145 |
Tax expense (benefit) on foreign exchange gains (losses) | 0 | 57 |
Foreign exchange gains (losses), net of tax | $4,930 | $88 |
Debt_Schedule_of_Long_Term_Deb
Debt Schedule of Long Term Debt (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | $4,721,842 | $4,663,531 |
Current portion of long-term debt | -54,483 | -52,095 |
Long-term Debt, net of current portion | 4,667,359 | 4,611,436 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 823,881 | 883,428 |
Fair Value | 823,881 | 883,428 |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 248,750 | 249,375 |
Fair Value | 248,750 | 249,375 |
6 3/4% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 273,760 | 308,616 |
Fair Value | 274,369 | 309,634 |
Stated interest rate (as a percent) | 6.75% | 6.75% |
The 7 3/4% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 400,000 | 400,000 |
Fair Value | 425,750 | 429,000 |
Stated interest rate (as a percent) | 7.75% | 7.75% |
The 8 3/8% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 106,038 | 106,030 |
Fair Value | 109,836 | 110,500 |
Stated interest rate (as a percent) | 8.38% | 8.38% |
Senior Subsidiary Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 157,470 | 172,420 |
Fair Value | 162,194 | 175,437 |
Stated interest rate (as a percent) | 6.13% | 6.13% |
GBP Senior Notes 6.125 Percent, Due 2022 | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 592,160 | 622,960 |
Fair Value | 620,998 | 639,282 |
Stated interest rate (as a percent) | 6.13% | |
6% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 600,000 | 600,000 |
Fair Value | 631,500 | 625,500 |
Stated interest rate (as a percent) | 6.00% | 6.00% |
The 5 3/4% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 1,000,000 | 1,000,000 |
Fair Value | 1,005,000 | 1,005,000 |
Stated interest rate (as a percent) | 5.75% | 5.75% |
Accounts Receivable Securitization Program | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 220,800 | 0 |
Fair Value | 220,800 | 0 |
Real Estate Mortgages, Capital Leases and Other | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 298,983 | 320,702 |
Fair Value | $298,983 | $320,702 |
Debt_Details
Debt (Details) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 06, 2015 | Mar. 31, 2015 | Mar. 06, 2015 | Aug. 07, 2013 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Aug. 07, 2013 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 24, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 24, 2014 |
USD ($) | USD ($) | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Credit Agreement | Credit Agreement | Credit Agreement | Credit Agreement | Credit Agreement | Credit Agreement | Credit Agreement | Credit Agreement | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Term Loan Facility | Term Loan Facility | Term Loan Facility | Term Loan Facility | Term Loan Facility | |
Accounts Receivable Securitization Program | Accounts Receivable Securitization Program | Accounts Receivable Securitization Program | USD ($) | CAD | Minimum | Minimum | Maximum | Maximum | USD ($) | USD ($) | USD ($) | USD ($) | USD | EUR | CAD | AUD | Minimum | Maximum | USD ($) | USD ($) | USD ($) | USD ($) | ||||||
USD ($) | USD ($) | Canada Company | USD ($) | EUR (€) | ||||||||||||||||||||||||
Debt | ||||||||||||||||||||||||||||
Capital stock of subsidiaries pledged to secure debt (as a percent) | 66.00% | 66.00% | 66.00% | |||||||||||||||||||||||||
Ownership in U.S. subsidiaries that are considered guarantor (as a percent) | 100.00% | |||||||||||||||||||||||||||
Maximum borrowing capacity | $250,000,000 | $1,500,000,000 | ||||||||||||||||||||||||||
Optional additional commitments | 500,000,000 | 250,000,000 | ||||||||||||||||||||||||||
Principal amount of notes | 250,000,000 | |||||||||||||||||||||||||||
Debt Instrument, Frequency of Periodic Payment | quarterly | |||||||||||||||||||||||||||
Amount of quarterly installments based on the original principal (as a percentage) | 625 | |||||||||||||||||||||||||||
Commitment fee (as a percent) | 0.40% | 0.30% | 0.50% | |||||||||||||||||||||||||
Carrying amount on long-term debt | 4,721,842,000 | 4,663,531,000 | 823,881,000 | 883,428,000 | 632,250,000 | 67,750,000 | 81,200,000 | 71,600,000 | 248,750,000 | 249,375,000 | ||||||||||||||||||
Fair Value | 823,881,000 | 883,428,000 | 248,750,000 | 249,375,000 | ||||||||||||||||||||||||
Letters of credit outstanding | 12,219,000 | |||||||||||||||||||||||||||
Period of earnings before interest, taxes, depreciation, amortization and rent expense (EBITDAR) for calculation of remaining borrowing capacity | 12 months | |||||||||||||||||||||||||||
Remaining amount available for borrowing under credit facility | 663,900,000 | |||||||||||||||||||||||||||
Average interest rate (as a percent) | 2.80% | 2.90% | 2.40% | |||||||||||||||||||||||||
Effective interest rate (as a percent) | 1.10% | 2.30% | 5.10% | |||||||||||||||||||||||||
Commitment fees and letters of credit fees | 867,000 | 658,000 | ||||||||||||||||||||||||||
Accounts Receivable from Securitization | $220,800,000 | |||||||||||||||||||||||||||
Debt covenants | ||||||||||||||||||||||||||||
Net total lease adjusted leverage ratio | 5.5 | 5.4 | 6.5 | 6.5 | ||||||||||||||||||||||||
Net secured debt lease adjusted leverage ratio | 2.7 | 2.6 | 4 | 4 | ||||||||||||||||||||||||
Bond leverage ratio, per indentures | 5.6 | 5.7 | 6.5 | 6.5 | ||||||||||||||||||||||||
Fixed charge coverage ratio | 2.4 | 2.5 | 1.5 | 1.5 |
Selected_Consolidated_Financia2
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Balance Sheets (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||||
Consolidating financial statements | ||||
Percentage of subsidiaries owned | 100.00% | |||
Current Assets: | ||||
Cash and Cash Equivalents | $119,605 | $125,933 | $169,906 | $120,526 |
Restricted Cash | 20,000 | 33,860 | ||
Accounts Receivable | 590,026 | 604,265 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 157,842 | 153,661 | ||
Total Current Assets | 887,473 | 917,719 | ||
Property, Plant and Equipment, Net | 2,476,802 | 2,550,727 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 0 | 0 | ||
Goodwill | 2,358,561 | 2,423,783 | ||
Other | 648,618 | 678,113 | ||
Total Other Assets, net | 3,007,179 | 3,101,896 | ||
Total Assets | 6,371,454 | 6,570,342 | 6,706,617 | |
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Current Portion of Long-term Debt | 54,483 | 52,095 | ||
Total Other Current Liabilities | 665,848 | 804,641 | ||
Long-term Debt, Net of Current Portion | 4,667,359 | 4,611,436 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 227,262 | 232,215 | ||
Commitments and Contingencies (see Note 7) | ||||
Total Iron Mountain Incorporated Stockholders' Equity | 742,855 | 856,355 | ||
Noncontrolling Interests | 13,647 | 13,600 | ||
Total Equity | 756,502 | 869,955 | 1,045,071 | 1,051,734 |
Total Liabilities and Equity | 6,371,454 | 6,570,342 | ||
Eliminations | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 0 | 0 | 0 | 0 |
Restricted Cash | 0 | 0 | ||
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | -857,050 | -586,725 | ||
Other Current Assets | -29 | -34 | ||
Total Current Assets | -857,079 | -586,759 | ||
Property, Plant and Equipment, Net | 0 | 0 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | -2,922,441 | -2,854,344 | ||
Investment in Subsidiaries | -1,594,510 | -1,698,153 | ||
Goodwill | 0 | 0 | ||
Other | 0 | 0 | ||
Total Other Assets, net | -4,516,951 | -4,552,497 | ||
Total Assets | -5,374,030 | -5,139,256 | ||
Liabilities and Equity | ||||
Intercompany Payable | -857,050 | -586,725 | ||
Current Portion of Long-term Debt | -29 | -34 | ||
Total Other Current Liabilities | 0 | 0 | ||
Long-term Debt, Net of Current Portion | 0 | 0 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | -2,922,441 | -2,854,344 | ||
Other Long-term Liabilities | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | -1,594,510 | -1,698,153 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | -1,594,510 | -1,698,153 | ||
Total Liabilities and Equity | -5,374,030 | -5,139,256 | ||
Parent | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 0 | 2,399 | 0 | 1,243 |
Restricted Cash | 20,000 | 33,860 | ||
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 573 | 153 | ||
Total Current Assets | 20,573 | 36,412 | ||
Property, Plant and Equipment, Net | 795 | 840 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 2,919,207 | 2,851,651 | ||
Investment in Subsidiaries | 867,150 | 917,170 | ||
Goodwill | 0 | 0 | ||
Other | 30,145 | 31,108 | ||
Total Other Assets, net | 3,816,502 | 3,799,929 | ||
Total Assets | 3,837,870 | 3,837,181 | ||
Liabilities and Equity | ||||
Intercompany Payable | 658,287 | 505,083 | ||
Current Portion of Long-term Debt | 0 | 0 | ||
Total Other Current Liabilities | 55,930 | 60,097 | ||
Long-term Debt, Net of Current Portion | 2,379,798 | 2,414,646 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 1,000 | 1,000 | ||
Other Long-term Liabilities | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 742,855 | 856,355 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 742,855 | 856,355 | ||
Total Liabilities and Equity | 3,837,870 | 3,837,181 | ||
Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 7,395 | 4,713 | 7,484 | 10,366 |
Restricted Cash | 0 | 0 | ||
Accounts Receivable | 14,842 | 361,330 | ||
Intercompany Receivable | 857,050 | 586,725 | ||
Other Current Assets | 93,214 | 88,709 | ||
Total Current Assets | 972,501 | 1,041,477 | ||
Property, Plant and Equipment, Net | 1,580,203 | 1,580,337 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 1,000 | 245 | ||
Investment in Subsidiaries | 607,661 | 656,877 | ||
Goodwill | 1,612,151 | 1,611,957 | ||
Other | 375,615 | 375,082 | ||
Total Other Assets, net | 2,596,427 | 2,644,161 | ||
Total Assets | 5,149,131 | 5,265,975 | ||
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Current Portion of Long-term Debt | 23,254 | 24,955 | ||
Total Other Current Liabilities | 394,054 | 470,122 | ||
Long-term Debt, Net of Current Portion | 846,299 | 908,431 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 2,921,441 | 2,851,384 | ||
Other Long-term Liabilities | 118,005 | 115,789 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 846,078 | 895,294 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 846,078 | 895,294 | ||
Total Liabilities and Equity | 5,149,131 | 5,265,975 | ||
Canada Company | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 7,120 | 4,979 | 7,571 | 1,094 |
Restricted Cash | 0 | 0 | ||
Accounts Receivable | 33,975 | 37,137 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 3,043 | 2,925 | ||
Total Current Assets | 44,138 | 45,041 | ||
Property, Plant and Equipment, Net | 147,886 | 160,977 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 2,234 | 2,448 | ||
Investment in Subsidiaries | 28,066 | 30,751 | ||
Goodwill | 165,582 | 180,342 | ||
Other | 24,370 | 26,672 | ||
Total Other Assets, net | 220,252 | 240,213 | ||
Total Assets | 412,276 | 446,231 | ||
Liabilities and Equity | ||||
Intercompany Payable | 3,292 | 3,564 | ||
Current Portion of Long-term Debt | 0 | 0 | ||
Total Other Current Liabilities | 26,613 | 35,142 | ||
Long-term Debt, Net of Current Portion | 227,442 | 245,861 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 35,230 | 37,558 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 119,699 | 124,106 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 119,699 | 124,106 | ||
Total Liabilities and Equity | 412,276 | 446,231 | ||
Non-Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 105,090 | 113,842 | 154,851 | 107,823 |
Restricted Cash | 0 | 0 | ||
Accounts Receivable | 541,209 | 205,798 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 61,041 | 61,908 | ||
Total Current Assets | 707,340 | 381,548 | ||
Property, Plant and Equipment, Net | 747,918 | 808,573 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 91,633 | 93,355 | ||
Goodwill | 580,828 | 631,484 | ||
Other | 218,488 | 245,251 | ||
Total Other Assets, net | 890,949 | 970,090 | ||
Total Assets | 2,346,207 | 2,160,211 | ||
Liabilities and Equity | ||||
Intercompany Payable | 195,471 | 78,078 | ||
Current Portion of Long-term Debt | 31,258 | 27,174 | ||
Total Other Current Liabilities | 189,251 | 239,280 | ||
Long-term Debt, Net of Current Portion | 1,213,820 | 1,042,498 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 1,960 | ||
Other Long-term Liabilities | 74,027 | 78,868 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 628,733 | 678,753 | ||
Noncontrolling Interests | 13,647 | 13,600 | ||
Total Equity | 642,380 | 692,353 | ||
Total Liabilities and Equity | $2,346,207 | $2,160,211 |
Selected_Consolidated_Financia3
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Operations (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues: | ||
Storage Rental | $458,872 | $458,889 |
Service | 290,414 | 311,237 |
Intercompany Service | 0 | 0 |
Total Revenues | 749,286 | 770,126 |
Operating Expenses: | ||
Cost of sales (excluding depreciation and amortization) | 321,654 | 335,145 |
Intercompany Service Cost of Sales | 0 | 0 |
Selling, General and Administrative | 196,414 | 214,780 |
Depreciation and Amortization | 85,951 | 86,433 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 333 | 1,152 |
Total Operating Expenses | 604,352 | 637,510 |
Operating (Loss) Income | 144,934 | 132,616 |
Interest Expense (Income), Net | 64,898 | 62,312 |
Other (Income) Expense, Net | 22,349 | 5,317 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 57,687 | 64,987 |
Provision for Income Taxes | 15,948 | 29,734 |
Gain on Sale of Real Estate, Net of Tax | 0 | -7,468 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 |
Income from Continuing Operations | 41,739 | 42,721 |
(Loss) Income from Discontinued Operations, Net of Tax | 0 | -612 |
Net Income (loss) | 41,739 | 42,109 |
Less: Net Income Attributable to Noncontrolling Interests | 643 | 442 |
Net income (loss) attributable to Iron Mountain Incorporated | 41,096 | 41,667 |
Net Income | 41,739 | 42,109 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | -56,175 | 1,788 |
Market Value Adjustments for Securities | 23 | 0 |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 0 | 0 |
Total Other Comprehensive Income (Loss) | -56,152 | 1,788 |
Comprehensive Income (Loss) | -14,413 | 43,897 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 542 | 553 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | -14,955 | 43,344 |
Eliminations | ||
Revenues: | ||
Storage Rental | 0 | 0 |
Service | 0 | 0 |
Intercompany Service | -16,771 | -17,358 |
Total Revenues | -16,771 | -17,358 |
Operating Expenses: | ||
Cost of sales (excluding depreciation and amortization) | 0 | 0 |
Intercompany Service Cost of Sales | -16,771 | -17,358 |
Selling, General and Administrative | 0 | 0 |
Depreciation and Amortization | 0 | 0 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 |
Total Operating Expenses | -16,771 | -17,358 |
Operating (Loss) Income | 0 | 0 |
Interest Expense (Income), Net | 0 | 0 |
Other (Income) Expense, Net | 0 | 0 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 0 | 0 |
Provision for Income Taxes | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 66,149 | 119,580 |
Income from Continuing Operations | -119,580 | |
(Loss) Income from Discontinued Operations, Net of Tax | 0 | |
Net Income (loss) | -66,149 | -119,580 |
Less: Net Income Attributable to Noncontrolling Interests | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | -66,149 | -119,580 |
Net Income | -66,149 | -119,580 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | 0 | 0 |
Market Value Adjustments for Securities | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 132,824 | 2,260 |
Total Other Comprehensive Income (Loss) | 132,824 | 2,260 |
Comprehensive Income (Loss) | 66,675 | -117,320 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 66,675 | -117,320 |
Parent | Reportable legal entities | ||
Revenues: | ||
Storage Rental | 0 | 0 |
Service | 0 | 0 |
Intercompany Service | 0 | 0 |
Total Revenues | 0 | 0 |
Operating Expenses: | ||
Cost of sales (excluding depreciation and amortization) | 0 | 0 |
Intercompany Service Cost of Sales | 0 | 0 |
Selling, General and Administrative | 73 | 28 |
Depreciation and Amortization | 46 | 77 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 |
Total Operating Expenses | 119 | 105 |
Operating (Loss) Income | -119 | -105 |
Interest Expense (Income), Net | 39,170 | 48,165 |
Other (Income) Expense, Net | -2,038 | -1,280 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | -37,251 | -46,990 |
Provision for Income Taxes | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | -78,347 | -88,657 |
Income from Continuing Operations | 41,667 | |
(Loss) Income from Discontinued Operations, Net of Tax | 0 | |
Net Income (loss) | 41,096 | 41,667 |
Less: Net Income Attributable to Noncontrolling Interests | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 41,096 | 41,667 |
Net Income | 41,096 | 41,667 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | 4,930 | 88 |
Market Value Adjustments for Securities | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | -60,981 | 1,589 |
Total Other Comprehensive Income (Loss) | -56,051 | 1,677 |
Comprehensive Income (Loss) | -14,955 | 43,344 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | -14,955 | 43,344 |
Guarantors | Reportable legal entities | ||
Revenues: | ||
Storage Rental | 304,592 | 300,329 |
Service | 180,865 | 186,430 |
Intercompany Service | 352 | 0 |
Total Revenues | 485,809 | 486,759 |
Operating Expenses: | ||
Cost of sales (excluding depreciation and amortization) | 196,661 | 202,920 |
Intercompany Service Cost of Sales | 0 | 0 |
Selling, General and Administrative | 132,192 | 146,578 |
Depreciation and Amortization | 55,403 | 52,640 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 322 | 929 |
Total Operating Expenses | 384,578 | 403,067 |
Operating (Loss) Income | 101,231 | 83,692 |
Interest Expense (Income), Net | -6,677 | -4,852 |
Other (Income) Expense, Net | 1,383 | 1,507 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 106,525 | 87,037 |
Provision for Income Taxes | 9,702 | 23,803 |
Gain on Sale of Real Estate, Net of Tax | -197 | |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 18,740 | -24,826 |
Income from Continuing Operations | 88,257 | |
(Loss) Income from Discontinued Operations, Net of Tax | -625 | |
Net Income (loss) | 78,083 | 87,632 |
Less: Net Income Attributable to Noncontrolling Interests | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 78,083 | 87,632 |
Net Income | 78,083 | 87,632 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | 0 | 741 |
Market Value Adjustments for Securities | 23 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | -60,896 | -71 |
Total Other Comprehensive Income (Loss) | -60,873 | 670 |
Comprehensive Income (Loss) | 17,210 | 88,302 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 17,210 | 88,302 |
Canada Company | Reportable legal entities | ||
Revenues: | ||
Storage Rental | 30,868 | 30,411 |
Service | 16,557 | 16,150 |
Intercompany Service | 0 | 0 |
Total Revenues | 47,425 | 46,561 |
Operating Expenses: | ||
Cost of sales (excluding depreciation and amortization) | 7,165 | 6,242 |
Intercompany Service Cost of Sales | 16,419 | 17,358 |
Selling, General and Administrative | 4,167 | 3,753 |
Depreciation and Amortization | 3,052 | 2,999 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 1 |
Total Operating Expenses | 30,803 | 30,353 |
Operating (Loss) Income | 16,622 | 16,208 |
Interest Expense (Income), Net | 8,203 | 9,547 |
Other (Income) Expense, Net | -127 | -20 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 8,546 | 6,681 |
Provision for Income Taxes | 3,063 | 2,538 |
Gain on Sale of Real Estate, Net of Tax | 0 | |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | -1,059 | -1,954 |
Income from Continuing Operations | 6,097 | |
(Loss) Income from Discontinued Operations, Net of Tax | 0 | |
Net Income (loss) | 6,542 | 6,097 |
Less: Net Income Attributable to Noncontrolling Interests | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 6,542 | 6,097 |
Net Income | 6,542 | 6,097 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | -7,940 | -2,618 |
Market Value Adjustments for Securities | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | -3,007 | -1,160 |
Total Other Comprehensive Income (Loss) | -10,947 | -3,778 |
Comprehensive Income (Loss) | -4,405 | 2,319 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | -4,405 | 2,319 |
Non-Guarantors | Reportable legal entities | ||
Revenues: | ||
Storage Rental | 123,412 | 128,149 |
Service | 92,992 | 108,657 |
Intercompany Service | 16,419 | 17,358 |
Total Revenues | 232,823 | 254,164 |
Operating Expenses: | ||
Cost of sales (excluding depreciation and amortization) | 117,828 | 125,983 |
Intercompany Service Cost of Sales | 352 | 0 |
Selling, General and Administrative | 59,982 | 64,421 |
Depreciation and Amortization | 27,450 | 30,717 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 11 | 222 |
Total Operating Expenses | 205,623 | 221,343 |
Operating (Loss) Income | 27,200 | 32,821 |
Interest Expense (Income), Net | 24,202 | 9,452 |
Other (Income) Expense, Net | 23,131 | 5,110 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | -20,133 | 18,259 |
Provision for Income Taxes | 3,183 | 3,393 |
Gain on Sale of Real Estate, Net of Tax | -7,271 | |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | -5,483 | -4,143 |
Income from Continuing Operations | 26,280 | |
(Loss) Income from Discontinued Operations, Net of Tax | 13 | |
Net Income (loss) | -17,833 | 26,293 |
Less: Net Income Attributable to Noncontrolling Interests | 643 | 442 |
Net income (loss) attributable to Iron Mountain Incorporated | -18,476 | 25,851 |
Net Income | -17,833 | 26,293 |
Other Comprehensive Income (Loss): | ||
Foreign Currency Translation Adjustments | -53,165 | 3,577 |
Market Value Adjustments for Securities | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | -7,940 | -2,618 |
Total Other Comprehensive Income (Loss) | -61,105 | 959 |
Comprehensive Income (Loss) | -78,938 | 27,252 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 542 | 553 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | ($79,480) | $26,699 |
Selected_Consolidated_Financia4
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Cash Flows (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash Flows from Operating Activities: | ||
Cash Flows from Operating Activities—Continuing Operations | $5,512 | $55,641 |
Cash Flows from Investing Activities: | ||
Capital expenditures | -74,776 | -107,856 |
Cash paid for acquisitions, net of cash acquired | -6,431 | -30,781 |
Intercompany loans to subsidiaries | 0 | 0 |
Investment in subsidiaries | 0 | 0 |
Increase in restricted cash | 13,860 | 0 |
Additions to customer relationship and acquisition costs | -9,243 | -8,158 |
Proceeds from sales of property and equipment and other, net (including real estate) | 410 | 17,892 |
Cash Flows from Investing Activities—Continuing Operations | -76,180 | -128,903 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | -2,282,261 | -2,454,691 |
Proceeds from revolving credit and term loan facilities and other debt | 2,450,403 | 2,876,047 |
Early retirement of senior subordinated notes | 0 | -247,275 |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | -388 | -2,317 |
Intercompany loans from parent | 0 | 0 |
Equity contribution from parent | 0 | 0 |
Parent cash dividends | -102,539 | -52,735 |
Proceeds from exercise of stock options and employee stock purchase plan | 4,364 | 2,417 |
Excess tax (deficiency) benefit from stock-based compensation | 231 | -185 |
Payment of debt financing and stock issuance costs | -947 | -422 |
Cash Flows from Financing Activities—Continuing Operations | 68,863 | 120,839 |
Effect of exchange rates on cash and cash equivalents | -4,523 | 1,803 |
(Decrease) Increase in cash and cash equivalents | -6,328 | 49,380 |
Cash and cash equivalents, beginning of period | 125,933 | 120,526 |
Cash and cash equivalents, end of period | 119,605 | 169,906 |
Eliminations | ||
Cash Flows from Operating Activities: | ||
Cash Flows from Operating Activities—Continuing Operations | 0 | 0 |
Cash Flows from Investing Activities: | ||
Capital expenditures | 0 | 0 |
Cash paid for acquisitions, net of cash acquired | 0 | 0 |
Intercompany loans to subsidiaries | -212,638 | -439,097 |
Investment in subsidiaries | 10,000 | 23,390 |
Increase in restricted cash | 0 | |
Additions to customer relationship and acquisition costs | 0 | 0 |
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 0 |
Cash Flows from Investing Activities—Continuing Operations | -202,638 | -415,707 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | 0 | 0 |
Proceeds from revolving credit and term loan facilities and other debt | 0 | 0 |
Early retirement of senior subordinated notes | 0 | |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 |
Intercompany loans from parent | 212,638 | 439,097 |
Equity contribution from parent | -10,000 | -23,390 |
Parent cash dividends | 0 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 0 | 0 |
Excess tax (deficiency) benefit from stock-based compensation | 0 | 0 |
Payment of debt financing and stock issuance costs | 0 | 0 |
Cash Flows from Financing Activities—Continuing Operations | 202,638 | 415,707 |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
(Decrease) Increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Parent | Reportable legal entities | ||
Cash Flows from Operating Activities: | ||
Cash Flows from Operating Activities—Continuing Operations | -45,978 | -68,972 |
Cash Flows from Investing Activities: | ||
Capital expenditures | 0 | 0 |
Cash paid for acquisitions, net of cash acquired | 0 | 0 |
Intercompany loans to subsidiaries | 132,692 | 377,202 |
Investment in subsidiaries | -5,000 | -11,695 |
Increase in restricted cash | 13,860 | |
Additions to customer relationship and acquisition costs | 0 | 0 |
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 0 |
Cash Flows from Investing Activities—Continuing Operations | 141,552 | 365,507 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | 0 | 0 |
Proceeds from revolving credit and term loan facilities and other debt | 0 | 0 |
Early retirement of senior subordinated notes | -247,275 | |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 |
Intercompany loans from parent | 0 | 0 |
Equity contribution from parent | 0 | 0 |
Parent cash dividends | -102,539 | -52,735 |
Proceeds from exercise of stock options and employee stock purchase plan | 4,364 | 2,417 |
Excess tax (deficiency) benefit from stock-based compensation | 231 | -185 |
Payment of debt financing and stock issuance costs | -29 | 0 |
Cash Flows from Financing Activities—Continuing Operations | -97,973 | -297,778 |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
(Decrease) Increase in cash and cash equivalents | -2,399 | -1,243 |
Cash and cash equivalents, beginning of period | 2,399 | 1,243 |
Cash and cash equivalents, end of period | 0 | 0 |
Guarantors | Reportable legal entities | ||
Cash Flows from Operating Activities: | ||
Cash Flows from Operating Activities—Continuing Operations | 44,864 | 79,555 |
Cash Flows from Investing Activities: | ||
Capital expenditures | -46,452 | -71,520 |
Cash paid for acquisitions, net of cash acquired | -684 | 916 |
Intercompany loans to subsidiaries | 79,946 | 61,895 |
Investment in subsidiaries | -5,000 | -11,695 |
Increase in restricted cash | 0 | |
Additions to customer relationship and acquisition costs | -7,990 | -7,341 |
Proceeds from sales of property and equipment and other, net (including real estate) | 160 | 1,441 |
Cash Flows from Investing Activities—Continuing Operations | 19,980 | -26,304 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | -1,894,836 | -2,171,941 |
Proceeds from revolving credit and term loan facilities and other debt | 1,823,900 | 2,480,901 |
Early retirement of senior subordinated notes | 0 | |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 |
Intercompany loans from parent | 4,638 | -376,788 |
Equity contribution from parent | 5,000 | 11,695 |
Parent cash dividends | 0 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 0 | 0 |
Excess tax (deficiency) benefit from stock-based compensation | 0 | 0 |
Payment of debt financing and stock issuance costs | -864 | 0 |
Cash Flows from Financing Activities—Continuing Operations | -62,162 | -56,133 |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
(Decrease) Increase in cash and cash equivalents | 2,682 | -2,882 |
Cash and cash equivalents, beginning of period | 4,713 | 10,366 |
Cash and cash equivalents, end of period | 7,395 | 7,484 |
Canada Company | Reportable legal entities | ||
Cash Flows from Operating Activities: | ||
Cash Flows from Operating Activities—Continuing Operations | 3,636 | 10,421 |
Cash Flows from Investing Activities: | ||
Capital expenditures | -3,774 | -2,865 |
Cash paid for acquisitions, net of cash acquired | 106 | 0 |
Intercompany loans to subsidiaries | 0 | 0 |
Investment in subsidiaries | 0 | 0 |
Increase in restricted cash | 0 | |
Additions to customer relationship and acquisition costs | -668 | -280 |
Proceeds from sales of property and equipment and other, net (including real estate) | 6 | 64 |
Cash Flows from Investing Activities—Continuing Operations | -4,330 | -3,081 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | -159,145 | -252,107 |
Proceeds from revolving credit and term loan facilities and other debt | 161,962 | 242,480 |
Early retirement of senior subordinated notes | 0 | |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 |
Intercompany loans from parent | 79 | 8,640 |
Equity contribution from parent | 0 | 0 |
Parent cash dividends | 0 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 0 | 0 |
Excess tax (deficiency) benefit from stock-based compensation | 0 | 0 |
Payment of debt financing and stock issuance costs | 0 | -12 |
Cash Flows from Financing Activities—Continuing Operations | 2,896 | -999 |
Effect of exchange rates on cash and cash equivalents | -61 | 136 |
(Decrease) Increase in cash and cash equivalents | 2,141 | 6,477 |
Cash and cash equivalents, beginning of period | 4,979 | 1,094 |
Cash and cash equivalents, end of period | 7,120 | 7,571 |
Non-Guarantors | Reportable legal entities | ||
Cash Flows from Operating Activities: | ||
Cash Flows from Operating Activities—Continuing Operations | 2,990 | 34,637 |
Cash Flows from Investing Activities: | ||
Capital expenditures | -24,550 | -33,471 |
Cash paid for acquisitions, net of cash acquired | -5,853 | -31,697 |
Intercompany loans to subsidiaries | 0 | 0 |
Investment in subsidiaries | 0 | 0 |
Increase in restricted cash | 0 | |
Additions to customer relationship and acquisition costs | -585 | -537 |
Proceeds from sales of property and equipment and other, net (including real estate) | 244 | 16,387 |
Cash Flows from Investing Activities—Continuing Operations | -30,744 | -49,318 |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | -228,280 | -30,643 |
Proceeds from revolving credit and term loan facilities and other debt | 464,541 | 152,666 |
Early retirement of senior subordinated notes | 0 | |
Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net | -388 | -2,317 |
Intercompany loans from parent | -217,355 | -70,949 |
Equity contribution from parent | 5,000 | 11,695 |
Parent cash dividends | 0 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 0 | 0 |
Excess tax (deficiency) benefit from stock-based compensation | 0 | 0 |
Payment of debt financing and stock issuance costs | -54 | -410 |
Cash Flows from Financing Activities—Continuing Operations | 23,464 | 60,042 |
Effect of exchange rates on cash and cash equivalents | -4,462 | 1,667 |
(Decrease) Increase in cash and cash equivalents | -8,752 | 47,028 |
Cash and cash equivalents, beginning of period | 113,842 | 107,823 |
Cash and cash equivalents, end of period | $105,090 | $154,851 |
Segment_Information_Additional
Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2015 | |
segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 5 |
Segment_Information_Segment_Re
Segment Information - Segment Reporting Information by Segment (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Segment information | |||
Total Revenues | $749,286 | $770,126 | |
Depreciation and Amortization | 85,951 | 86,433 | |
Depreciation | 74,791 | 74,713 | |
Amortization | 11,160 | 11,720 | |
Adjusted OIBDA | 231,218 | 228,524 | |
Total Assets | 6,371,454 | 6,706,617 | 6,570,342 |
Expenditures for Segment Assets | 90,450 | 146,795 | |
Capital Expenditures | 74,776 | 107,856 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 6,431 | 30,781 | |
Additions to Customer Relationship and Acquisition Costs | 9,243 | 8,158 | |
North American Records and Information Management business | |||
Segment information | |||
Total Revenues | 442,687 | 446,132 | |
Depreciation and Amortization | 45,303 | 45,506 | |
Depreciation | 40,336 | 40,821 | |
Amortization | 4,967 | 4,685 | |
Adjusted OIBDA | 181,480 | 169,209 | |
Total Assets | 3,623,905 | 3,632,489 | |
Expenditures for Segment Assets | 42,375 | 49,266 | |
Capital Expenditures | 33,180 | 42,561 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 600 | -916 | |
Additions to Customer Relationship and Acquisition Costs | 8,595 | 7,621 | |
North American Data Management Business | |||
Segment information | |||
Total Revenues | 97,235 | 96,724 | |
Depreciation and Amortization | 5,344 | 5,030 | |
Depreciation | 5,284 | 4,965 | |
Amortization | 60 | 65 | |
Adjusted OIBDA | 51,288 | 54,668 | |
Total Assets | 648,507 | 666,188 | |
Expenditures for Segment Assets | 4,949 | 5,507 | |
Capital Expenditures | 4,907 | 5,507 | |
Cash Paid for Acquisitions, Net of Cash Acquired | -21 | 0 | |
Additions to Customer Relationship and Acquisition Costs | 63 | 0 | |
Western European Business | |||
Segment information | |||
Total Revenues | 100,812 | 117,131 | |
Depreciation and Amortization | 11,439 | 14,340 | |
Depreciation | 9,986 | 12,014 | |
Amortization | 1,453 | 2,326 | |
Adjusted OIBDA | 29,453 | 34,563 | |
Total Assets | 896,380 | 1,131,454 | |
Expenditures for Segment Assets | 7,588 | 10,787 | |
Capital Expenditures | 4,410 | 9,974 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 2,819 | 296 | |
Additions to Customer Relationship and Acquisition Costs | 359 | 517 | |
Other International Business | |||
Segment information | |||
Total Revenues | 103,991 | 107,299 | |
Depreciation and Amortization | 14,265 | 14,419 | |
Depreciation | 9,632 | 9,775 | |
Amortization | 4,633 | 4,644 | |
Adjusted OIBDA | 20,835 | 24,200 | |
Total Assets | 911,481 | 994,657 | |
Expenditures for Segment Assets | 22,548 | 54,154 | |
Capital Expenditures | 19,289 | 22,733 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 3,033 | 31,401 | |
Additions to Customer Relationship and Acquisition Costs | 226 | 20 | |
Corporate and Other | |||
Segment information | |||
Total Revenues | 4,561 | 2,840 | |
Depreciation and Amortization | 9,600 | 7,138 | |
Depreciation | 9,553 | 7,138 | |
Amortization | 47 | 0 | |
Adjusted OIBDA | -51,838 | -54,116 | |
Total Assets | 291,181 | 281,829 | |
Expenditures for Segment Assets | 12,990 | 27,081 | |
Capital Expenditures | 12,990 | 27,081 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | |
Additions to Customer Relationship and Acquisition Costs | $0 | $0 |
Segment_Information_Reconcilia
Segment Information - Reconciliation to Income Before Provision for Income Taxes (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Reconciliation of Adjusted OIBDA to income from continuing operations before provision (benefit) for income taxes on a consolidated basis | ||
Adjusted OIBDA | $231,218 | $228,524 |
Less: Depreciation and Amortization | 85,951 | 86,433 |
Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | 333 | 1,152 |
REIT Costs | 0 | 8,323 |
Interest Income (Expense), Net | 64,898 | 62,312 |
Other Expense, Net | 22,349 | 5,317 |
Income from Continuing Operations Before Provision for Income Taxes and Gain on Sale of Real Estate | $57,687 | $64,987 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 1 Months Ended | 3 Months Ended |
In Thousands, unless otherwise specified | Nov. 30, 2011 | Mar. 31, 2015 |
customer | claim | |
Buenos Aires, Argentina | ||
Commitments and Contingencies | ||
Maximum facility revenue as a percentage of consolidated revenues | 0.50% | |
Insurance Settlement [Member] | ||
Commitments and Contingencies | ||
Reasonably possible additional losses | 4,000 | |
Italy Fire | ||
Commitments and Contingencies | ||
Number of customer lawsuits | 4 | |
Number of customer lawsuits settled | 3 |
Stockholders_Equity_Matters_De
Stockholders' Equity Matters (Details) (USD $) | 0 Months Ended | 1 Months Ended | |||
Share data in Thousands, except Per Share data, unless otherwise specified | Nov. 17, 2014 | Nov. 04, 2014 | Sep. 15, 2014 | Nov. 30, 2012 | Nov. 04, 2014 |
Equity [Abstract] | |||||
Special distribution declared | $700,000,000 | $700,000,000 | |||
Special distribution paid | 700,000,000 | ||||
Maximum amount the special distribution can be in cash | 140,000,000 | ||||
Maximum amount the special distribution can be in cash as a percent of the total special distribution | 20.00% | ||||
Cash portion of special distribution | $140,000,000 | ||||
Number of trading days used for value of special dividend | 3 days | ||||
Average closing price on the three trading days following October 24, 2014 | $35.55 | ||||
Common stock issued in special dividend (in shares) | 15,750 | ||||
Catch-Up Dividends per Common Share (in dollars per share) | $0.26 |
Stockholders_Equity_Matters_Di
Stockholders' Equity Matters - Dividends Declared (Details) (USD $) | 0 Months Ended | 3 Months Ended | ||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Mar. 20, 2015 | Feb. 19, 2015 | Dec. 22, 2014 | Dec. 15, 2014 | Nov. 17, 2014 | Nov. 04, 2014 | Oct. 15, 2014 | Sep. 15, 2014 | Jul. 15, 2014 | 28-May-14 | Apr. 15, 2014 | Mar. 14, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Equity [Abstract] | ||||||||||||||
Dividends Declared per Common Share (in dollars per share) | $0.48 | $0.48 | $0.48 | $0.27 | $0.27 | $0.47 | $0.27 | |||||||
Special Dividends Declared per Common Share (in dollars per share) | $3.61 | |||||||||||||
Catch-Up Dividends per Common Share (in dollars per share) | $0.26 | |||||||||||||
Dividends, Common Stock | $99,795 | $99,617 | $91,993 | $52,033 | $51,812 | $100,539 | $52,290 | |||||||
Special distribution paid | 700,000 | 700,000 | ||||||||||||
Catch Up Distribution, Common Stock | $53,450 |
Subsequent_Events_Details
Subsequent Events (Details) (Recall, Subsequent event, AUD) | 0 Months Ended |
Apr. 28, 2015 | |
Recall | Subsequent event | |
Subsequent events | |
Common stock issuable per Recall common share | 0.1722 |
Consideration transferable per Recall common share (per share) | 8.5 |
Consideration transferable cap | 225,000,000 |