Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 24, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | IRON MOUNTAIN INC | |
Entity Central Index Key | 1,020,569 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 210,825,694 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 117,098 | $ 125,933 |
Restricted cash | 0 | 33,860 |
Accounts receivable (less allowances of $32,141 and $35,852 as of December 31, 2014 and June 30, 2015, respectively) | 596,252 | 604,265 |
Deferred income taxes | 21,609 | 14,192 |
Prepaid expenses and other | 139,768 | 139,469 |
Total Current Assets | 874,727 | 917,719 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 4,681,792 | 4,668,705 |
Less—Accumulated depreciation | (2,188,779) | (2,117,978) |
Property, Plant and Equipment, net | 2,493,013 | 2,550,727 |
Other Assets, net: | ||
Goodwill | 2,388,697 | 2,423,783 |
Customer relationships and acquisition costs | 595,468 | 607,837 |
Deferred financing costs | 43,827 | 47,077 |
Other | 26,845 | 23,199 |
Total Other Assets, net | 3,054,837 | 3,101,896 |
Total Assets | 6,422,577 | 6,570,342 |
Current Liabilities: | ||
Current portion of long-term debt | 70,235 | 52,095 |
Accounts payable | 162,238 | 203,014 |
Accrued expenses | 333,811 | 404,485 |
Deferred revenue | 185,851 | 197,142 |
Total Current Liabilities | 752,135 | 856,736 |
Long-term Debt, net of current portion | 4,718,915 | 4,611,436 |
Other Long-term Liabilities | 79,124 | 73,506 |
Deferred Rent | 100,336 | 104,051 |
Deferred Income Taxes | $ 49,842 | $ 54,658 |
Commitments and Contingencies (see Note 8) | ||
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 210,798,520 shares as of December 31, 2014 and June 30, 2015, respectively) | 2,108 | 2,098 |
Additional paid-in capital | 1,603,278 | 1,588,841 |
(Distributions in excess of earnings) Earnings in excess of distributions | (766,849) | (659,553) |
Accumulated other comprehensive items, net | (129,750) | (75,031) |
Total Iron Mountain Incorporated Stockholders' Equity | 708,787 | 856,355 |
Noncontrolling Interests | 13,438 | 13,600 |
Total Equity | 722,225 | 869,955 |
Total Liabilities and Equity | $ 6,422,577 | $ 6,570,342 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $ 35,852 | $ 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 | 210,798,520 | 209,818,812 |
Common stock, outstanding shares | 210,798,520 | 209,818,812 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | May. 28, 2015 | Feb. 19, 2015 | Nov. 17, 2014 | Sep. 15, 2014 | May. 28, 2014 | Mar. 14, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Revenues: | ||||||||||
Storage rental | $ 461,209 | $ 466,889 | $ 920,081 | $ 925,778 | ||||||
Service | 298,525 | 320,003 | 588,939 | 631,240 | ||||||
Total Revenues | 759,734 | 786,892 | 1,509,020 | 1,557,018 | ||||||
Operating Expenses: | ||||||||||
Cost of sales (excluding depreciation and amortization) | 326,283 | 336,961 | 647,937 | 672,106 | ||||||
Selling, general and administrative | 215,885 | 213,807 | 412,299 | 428,587 | ||||||
Depreciation and amortization | 87,549 | 88,941 | 173,500 | 175,374 | ||||||
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | 515 | (107) | 848 | 1,045 | ||||||
Total Operating Expenses | 630,232 | 639,602 | 1,234,584 | 1,277,112 | ||||||
Operating Income (Loss) | 129,502 | 147,290 | 274,436 | 279,906 | ||||||
Interest Income (Expense), Net | 66,087 | 62,201 | 130,985 | 124,513 | ||||||
Other (Income) Expense, Net | 2,004 | (4,838) | 24,353 | 479 | ||||||
Income (Loss) from Continuing Operations Before (Benefit) Provision for Income Taxes | 61,411 | 89,927 | 119,098 | 154,914 | ||||||
(Benefit) Provision for Income Taxes | 7,404 | (182,775) | 23,352 | (153,041) | ||||||
Gain on Sale of Real Estate, Net of Tax | 0 | (7,468) | ||||||||
Income (Loss) from Continuing Operations | 54,007 | 272,702 | 95,746 | 315,423 | ||||||
(Loss) Income from Discontinued Operations, Net of Tax | 0 | (326) | 0 | (938) | ||||||
Net Income (Loss) | 54,007 | 272,376 | 95,746 | 314,485 | ||||||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 677 | 739 | 1,320 | 1,181 | ||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 53,330 | $ 271,637 | $ 94,426 | $ 313,304 | ||||||
Earnings (Losses) per Share—Basic: | ||||||||||
Income (Loss) from Continuing Operations (in dollars per share) | $ 0.26 | $ 1.42 | $ 0.45 | $ 1.64 | ||||||
Total Income (Loss) from Discontinued Operations (in dollars per share) | 0 | 0 | 0 | 0 | ||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | 0.25 | 1.41 | 0.45 | 1.63 | ||||||
Earnings (Losses) per Share-Diluted: | ||||||||||
Income (Loss) from Continuing Operations (in dollars per share) | 0.25 | 1.41 | 0.45 | 1.63 | ||||||
Total Income (Loss) from Discontinued Operations (in dollars per share) | 0 | 0 | 0 | 0 | ||||||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ 0.25 | $ 1.40 | $ 0.45 | $ 1.62 | ||||||
Weighted Average Common Shares Outstanding-Basic (in shares) | 210,699 | 192,381 | 210,468 | 192,130 | ||||||
Weighted Average Common Shares Outstanding-Diluted (in shares) | 212,077 | 193,526 | 212,163 | 193,298 | ||||||
Dividends Declared per Common Share (in dollars per share) | $ 0.4750 | $ 0.475 | $ 0.475 | $ 0.475 | $ 0.2700 | $ 0.2700 | $ 0.4752 | $ 0.2705 | $ 0.9499 | $ 0.5405 |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Interest Income | $ 831 | $ 1,378 | $ 1,645 | $ 2,904 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 54,007 | $ 272,376 | $ 95,746 | $ 314,485 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 1,000 | 4,526 | (55,175) | 6,314 |
Market Value Adjustments for Securities | 0 | 548 | 23 | 548 |
Total Other Comprehensive Income (Loss) | 1,000 | 5,074 | (55,152) | 6,862 |
Comprehensive Income (Loss) | 55,007 | 277,450 | 40,594 | 321,347 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 345 | 1,165 | 887 | 1,718 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ 54,662 | $ 276,285 | $ 39,707 | $ 319,629 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Earnings in Excess of Distributions (Distributions in Excess of Earnings) | Accumulated Other Comprehensive Items, Net | Noncontrolling Interests |
Balance (in shares) at Dec. 31, 2013 | 191,426,920 | |||||
Balance at Dec. 31, 2013 | $ 1,051,734 | $ 1,914 | $ 980,164 | $ 67,820 | $ (8,660) | $ 10,496 |
Increase (Decrease) in Stockholders' Equity | ||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 32,849 | $ 16 | 32,833 | |||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 1,565,924 | |||||
Parent cash dividends declared | (104,776) | (104,776) | ||||
Currency translation adjustment | 6,314 | 5,777 | 537 | |||
Market Value Adjustments for Securities | 548 | 548 | ||||
Net income (loss) | 314,485 | 313,304 | 1,181 | |||
Noncontrolling interests dividends | (699) | (699) | ||||
Purchase of noncontrolling interests | (3,305) | (805) | (2,500) | |||
Balance at Jun. 30, 2014 | $ 1,297,150 | $ 1,930 | 1,012,192 | 276,348 | (2,335) | 9,015 |
Balance (in shares) at Jun. 30, 2014 | 192,992,844 | |||||
Balance (in shares) at Dec. 31, 2014 | 209,818,812 | 209,818,812 | ||||
Balance at Dec. 31, 2014 | $ 869,955 | $ 2,098 | 1,588,841 | (659,553) | (75,031) | 13,600 |
Increase (Decrease) in Stockholders' Equity | ||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 14,447 | $ 10 | 14,437 | |||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 979,708 | |||||
Parent cash dividends declared | (201,722) | (201,722) | ||||
Currency translation adjustment | (55,175) | (54,742) | (433) | |||
Market Value Adjustments for Securities | 23 | 23 | ||||
Net income (loss) | 95,746 | 94,426 | 1,320 | |||
Noncontrolling interests dividends | (1,049) | (1,049) | ||||
Balance at Jun. 30, 2015 | $ 722,225 | $ 2,108 | $ 1,603,278 | $ (766,849) | $ (129,750) | $ 13,438 |
Balance (in shares) at Jun. 30, 2015 | 210,798,520 | 210,798,520 |
CONSOLIDATED STATEMENTS OF EQU8
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 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 | $ 260 | $ (66) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 95,746 | $ 314,485 |
Loss (income) from discontinued operations | 0 | 938 |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Depreciation | 151,015 | 151,117 |
Amortization (includes deferred financing costs and bond discount of $3,701 and $4,360, for the six months ended June 30, 2014 and 2015, respectively) | 26,845 | 27,958 |
Stock-based compensation expense | 14,777 | 14,458 |
(Benefit) Provision for deferred income taxes | (9,088) | (242,113) |
(Gain) Loss on disposal/write-down of property, plant and equipment, net (including real estate) | 848 | (8,414) |
Foreign currency transactions and other, net | (2,763) | (8,577) |
Changes in Assets and Liabilities (exclusive of acquisitions): | ||
Accounts receivable | 4,943 | (12,586) |
Prepaid expenses and other | 3,992 | 10,901 |
Accounts payable | (22,819) | (16,625) |
Accrued expenses and deferred revenue | (81,091) | (44,444) |
Other assets and long-term liabilities | (2,667) | 8,503 |
Cash Flows from Operating Activities | 179,738 | 195,601 |
Cash Flows from Investing Activities: | ||
Capital expenditures | (139,356) | (188,745) |
Cash paid for acquisitions, net of cash acquired | (21,714) | (46,366) |
Increase (Decrease) in Restricted Cash | 33,860 | 0 |
Additions to customer relationship and acquisition costs | (24,207) | (17,210) |
Proceeds from sales of property and equipment and other, net (including real estate) | 805 | 17,608 |
Cash Flows from Investing Activities | (150,612) | (234,713) |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit and term loan facilities and other debt | (4,915,045) | (5,307,846) |
Proceeds from revolving credit and term loan facilities and other debt | 5,075,035 | 5,704,569 |
Early retirement of senior subordinated notes | 0 | (247,275) |
Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net | (830) | (2,083) |
Parent cash dividends | (203,229) | (104,861) |
Proceeds from exercise of stock options and employee stock purchase plan | 9,454 | 17,818 |
Excess tax (deficiency) benefit from stock-based compensation | 260 | (66) |
Payment of debt financing and stock issuance costs | (1,114) | (429) |
Cash Flows from Financing Activities | (35,469) | 59,827 |
Effect of Exchange Rates on Cash and Cash Equivalents | (2,492) | 4,102 |
(Decrease) Increase in cash and cash equivalents | (8,835) | 24,817 |
Cash and cash equivalents, beginning of period | 125,933 | 120,526 |
Cash and cash equivalents, end of period | 117,098 | 145,343 |
Supplemental Information: | ||
Cash Paid for Interest | 129,518 | 126,929 |
Cash Paid for Income Taxes | 23,151 | 77,894 |
Non-Cash Investing and Financing Activities: | ||
Capital Leases | 21,481 | 9,138 |
Accrued Capital Expenditures | 31,116 | 36,642 |
Dividends Payable | $ 4,675 | $ 55,057 |
CONSOLIDATED STATEMENTS OF CA10
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Deferred financing costs and bond discount included in Amortization | $ 4,360 | $ 3,701 |
General
General | 6 Months Ended |
Jun. 30, 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 Current Report on Form 8-K filed with the SEC on May 7, 2015. We have been organized and operating as a real estate investment trust for federal income tax purposes ("REIT") effective for our taxable year beginning January 1, 2014. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 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. At December 31, 2014, we had $33,860 of restricted cash associated with a collateral trust agreement with our insurance carrier related to our workers' compensation self-insurance program included in current assets on our Consolidated Balance Sheet. The restricted cash consisted primarily of United States Treasuries. We had no restricted cash at June 30, 2015 . 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 7 1 / 4 % GBP Senior Subordinated Notes due 2014 (the "7 1 / 4 % Notes"), (2) our 6 3 / 4 % Euro Senior Subordinated Notes due 2018 (the "6 3 / 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. Total (gain) loss on foreign currency transactions for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Total (gain) loss on foreign currency transactions $ (4,347 ) $ 1,656 $ 2,091 $ 23,922 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 June 30, 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 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 7 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 June 30, 2015 is as follows: Carrying Value North American Records and Information Management(1)(2) $ 1,389,683 North American Secure Shredding(1)(2) 40,884 North American Data Management(3) 373,698 Emerging Businesses(4) 3,036 UKI(1)(5) 272,226 Continental Western Europe(1)(5) 75,015 Emerging Markets - Eastern Europe(6) 81,772 Latin America(6) 95,445 Australia and Singapore(6) 52,836 Greater China(6) 3,525 India(6) — Russia, Ukraine and Denmark(6) 577 Total $ 2,388,697 _______________________________________________________________________________ (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 six months ended June 30, 2015 are as follows: North American North American Western European Business Other International Business Corporate and Other Business Total Gross Balance as of December 31, 2014 $ 1,645,209 $ 429,982 $ 412,322 $ 254,706 $ — $ 2,742,219 Deductible goodwill acquired during the year 1,638 409 — — 3,036 5,083 Non-deductible goodwill acquired during the year 239 24 1,241 1,764 — 3,268 Fair value and other adjustments(1) 99 (25 ) (365 ) (1,111 ) — (1,402 ) Currency effects (11,163 ) (2,800 ) (9,155 ) (21,062 ) — (44,180 ) Gross Balance as of June 30, 2015 $ 1,636,022 $ 427,590 $ 404,043 $ 234,297 $ 3,036 $ 2,704,988 Accumulated Amortization Balance as of December 31, 2014 $ 205,987 $ 54,025 $ 58,273 $ 151 $ — $ 318,436 Currency effects (532 ) (133 ) (1,471 ) (9 ) — (2,145 ) Accumulated Amortization Balance as of June 30, 2015 $ 205,455 $ 53,892 $ 56,802 $ 142 $ — $ 316,291 Net Balance as of December 31, 2014 $ 1,439,222 $ 375,957 $ 354,049 $ 254,555 $ — $ 2,423,783 Net Balance as of June 30, 2015 $ 1,430,567 $ 373,698 $ 347,241 $ 234,155 $ 3,036 $ 2,388,697 Accumulated Goodwill Impairment Balance as of December 31, 2014 $ 85,909 $ — $ 46,500 $ — $ — $ 132,409 Accumulated Goodwill Impairment Balance as of June 30, 2015 $ 85,909 $ — $ 46,500 $ — $ — $ 132,409 _______________________________________________________________________________ (1) Total fair value and other adjustments primarily include $672 in net adjustments to deferred income taxes and $(5,680) related to customer relationships and acquisition costs and other assumed liabilities, as well as $3,606 of cash paid related to certain 2014 acquisitions. The components of our amortizable intangible assets as of December 31, 2014 and June 30, 2015 are as follows: December 31, 2014 June 30, 2015 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Customer Relationships and Acquisition Costs $ 904,866 $ (297,029 ) $ 607,837 $ 913,523 $ (318,055 ) $ 595,468 Core Technology(1) 3,568 (3,540 ) 28 3,414 (3,414 ) — Trademarks and Non-Compete Agreements(1) 7,062 (5,068 ) 1,994 6,908 (5,086 ) 1,822 Deferred Financing Costs 63,033 (15,956 ) 47,077 63,805 (19,978 ) 43,827 Total $ 978,529 $ (321,593 ) $ 656,936 $ 987,650 $ (346,533 ) $ 641,117 _______________________________________________________________________________ (1) Included in Other, a component of Other Assets, net in the accompanying Consolidated Balance Sheets. Amortization expense associated with amortizable intangible assets (including deferred financing costs) for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Amortization expense associated with amortizable intangible assets (including deferred financing costs) $ 14,332 $ 13,593 $ 27,958 $ 26,845 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 and six months ended June 30, 2014 was $7,317 ( $5,417 after tax or $0.03 per basic and diluted share) and $14,458 ( $10,551 after tax or $0.05 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2015 was $7,921 ( $5,467 after tax or $0.03 per basic and diluted share) and $14,777 ( $10,413 after tax or $0.05 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 Six Months Ended 2014 2015 2014 2015 Cost of sales (excluding depreciation and amortization) $ 189 $ 46 $ 379 $ 91 Selling, general and administrative expenses 7,128 7,875 14,079 14,686 Total stock-based compensation $ 7,317 $ 7,921 $ 14,458 $ 14,777 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 $(66) and $260 for the six months ended June 30, 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 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 June 30, 2015 , ten-year vesting options represented 7.4% of total outstanding options. Certain of the options we issue become exercisable ratably over a period of five 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 June 30, 2015 , five-year vesting options represented 46.1% of total outstanding options. The remainder of 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 June 30, 2015, three-year vesting options represented 46.5% 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 become exercisable immediately upon grant. The weighted average fair value of options granted for the six months ended June 30, 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 weighted average assumptions used for grants in the respective period are as follows: Six Months Ended Weighted Average Assumptions 2014 2015 Expected volatility 33.9 % 28.6 % Risk-free interest rate 2.06 % 1.70 % 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 six months ended June 30, 2015 is as follows: Options Weighted Weighted Average Outstanding at December 31, 2014 3,678,246 $ 23.37 Granted 696,722 43.64 Exercised (350,910 ) 21.03 Forfeited (20,729 ) 23.63 Expired (11,045 ) 22.15 Outstanding at June 30, 2015 3,992,284 $ 27.11 5.74 $ 24,551 Options exercisable at June 30, 2015 2,728,453 $ 22.67 4.30 $ 22,715 Options expected to vest 1,178,890 $ 36.57 8.85 $ 1,743 The aggregate intrinsic value of stock options exercised for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Aggregate intrinsic value of stock options exercised $ 7,556 $ 1,716 $ 8,533 $ 5,883 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. However, beginning in 2015, RSUs granted to our non-employee directors now vest immediately upon 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. 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). Cash dividends accrued and paid on RSUs for the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Cash dividends on RSUs accrued $ 416 $ 631 $ 850 $ 1,301 Cash dividends on RSUs paid 223 571 1,054 2,300 The fair value of restricted stock and RSUs vested during the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Fair value of restricted stock vested $ 1 $ — $ 1 $ — Fair value of RSUs vested 3,704 3,600 17,548 19,184 A summary of restricted stock and RSU activity for the six months ended June 30, 2015 is as follows: Restricted Weighted- Non-vested at December 31, 2014 1,405,569 $ 28.78 Granted 524,896 38.59 Vested (536,988 ) 30.94 Forfeited (50,678 ) 32.14 Non-vested at June 30, 2015 1,342,799 $ 33.68 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 thereafter) 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 thereafter). 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. Cash dividends accrued and paid on PUs for the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Cash dividends on PUs accrued $ 142 $ 214 $ 292 $ 425 Cash dividends on PUs paid 91 — 312 1,015 During the six months ended June 30, 2015 , we issued 139,446 PUs. The majority of 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 thereafter) 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. As of June 30, 2015 , we expected 25% and 100% achievement of the predefined revenue, revenue growth and ROIC targets associated with the awards of PUs made in 2014 and 2015, respectively. The fair value of earned PUs that vested during the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Fair value of earned PUs that vested $ 2,266 $ 44 $ 6,296 $ 2,107 A summary of PU activity for the six months ended June 30, 2015 is as follows: Original PU Adjustment(1) Total Weighted- Non-vested at December 31, 2014 461,666 (82,609 ) 379,057 $ 30.80 Granted 139,446 — 139,446 40.38 Vested (80,035 ) (4,350 ) (84,385 ) 29.62 Forfeited (19,038 ) — (19,038 ) 30.96 Non-vested at June 30, 2015 502,039 (86,959 ) 415,080 $ 34.25 _______________________________________________________________________________ (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. For the six months ended June 30, 2014 and 2015 , there were 69,567 shares and 59,569 shares, respectively, purchased under the ESPP. As of June 30, 2015 , we have 901,069 shares available under the ESPP. _______________________________________________________________________________ As of June 30, 2015 , unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $46,910 and is expected to be recognized over a weighted-average period of 2.2 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 calculation of basic and diluted income (loss) per share for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Income (loss) from continuing operations $ 272,702 $ 54,007 $ 315,423 $ 95,746 Total (loss) income from discontinued operations $ (326 ) $ — $ (938 ) $ — Net income (loss) attributable to Iron Mountain Incorporated $ 271,637 $ 53,330 $ 313,304 $ 94,426 Weighted-average shares—basic 192,381,000 210,699,000 192,130,000 210,468,000 Effect of dilutive potential stock options 762,416 958,714 722,609 1,091,022 Effect of dilutive potential restricted stock, RSUs and PUs 382,317 419,002 444,968 603,880 Weighted-average shares—diluted 193,525,733 212,076,716 193,297,577 212,162,902 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 1.42 $ 0.26 $ 1.64 $ 0.45 Total (loss) income from discontinued operations $ — $ — $ — $ — Net income (loss) attributable to Iron Mountain Incorporated—basic $ 1.41 $ 0.25 $ 1.63 $ 0.45 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 1.41 $ 0.25 $ 1.63 $ 0.45 Total (loss) income from discontinued operations $ — $ — $ — $ — Net income (loss) attributable to Iron Mountain Incorporated—diluted $ 1.40 $ 0.25 $ 1.62 $ 0.45 Antidilutive stock options, RSUs and PUs, excluded from the calculation 1,457,975 1,335,373 1,419,469 846,803 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 effective for our taxable year beginning January 1, 2014. As a REIT |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 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 June 30, 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 June 30, 2015 , we had outstanding forward contracts to purchase 212,500 Euros and sell $231,385 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. Net cash payments (receipts) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and six months ended June 30, 2014 and 2015, respectively, are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Net cash payments (receipts) $ 7,330 $ 12,368 $ 14,529 $ 29,188 Our policy is to record the fair value of each derivative instrument on a gross basis. The fair value of our derivative instruments as of December 31, 2014 and June 30, 2015 and their gains and losses for the three and six months ended June 30, 2014 and 2015 are as follows: Asset Derivatives December 31, 2014 June 30, 2015 Derivatives Not Designated as Balance Sheet Fair Balance Sheet Fair Foreign exchange contracts Prepaid expenses and other $ — Prepaid expenses and other $ 6,362 Total $ — $ 6,362 Liability Derivatives December 31, 2014 June 30, 2015 Derivatives Not Designated as Balance Sheet Fair Balance Sheet Fair Foreign exchange contracts Accrued expenses $ 2,411 Accrued expenses $ — Total $ 2,411 $ — Amount of (Gain) Three Months Ended June 30, Six Months Ended June 30, Derivatives Not Designated as Location of (Gain) Loss 2014 2015 2014 2015 Foreign exchange contracts Other expense (income), net $ 11,748 $ (8,119 ) $ 14,670 $ 20,414 Total $ 11,748 $ (8,119 ) $ 14,670 $ 20,414 We have designated a portion of the 6 3 / 4 % Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the six months ended June 30, 2014 and 2015 , we designated on average 58,735 and 35,786 Euros, respectively, of the 6 3 / 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 currency translation adjustments, which is a component of accumulated other comprehensive items, net: Three Months Ended Six Months Ended 2014 2015 2014 2015 Foreign exchange gains (losses) $ 663 $ (1,464 ) $ 808 $ 3,466 Tax expense (benefit) on foreign exchange gains (losses) — — 57 — Foreign exchange gains (losses), net of tax $ 663 $ (1,464 ) $ 751 $ 3,466 As of June 30, 2015 , cumulative net gains of $17,278 , net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | We account for acquisitions using the acquisition method of accounting, and, accordingly, the assets and liabilities acquired were recorded at their estimated fair values and the results of operations for each acquisition have been included in our consolidated results from their respective acquisition dates. Cash consideration for our various acquisitions was primarily provided through borrowings under our credit facilities and cash equivalents on‑hand. The unaudited pro forma results of operations (including revenue and earnings) for the current and prior periods are not presented due to the insignificant impact of the 2014 and 2015 acquisitions on our consolidated results of operations. In the first six months of 2015, in order to enhance our existing operations in the United States, United Kingdom, Canada, Australia and Chile, we completed six acquisitions for total consideration of approximately $18,400 . These acquisitions included four storage and records management companies, one storage and data management company and one personal storage company. The individual purchase prices of these acquisitions ranged from approximately $2,300 to approximately $5,500 . A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for these acquisitions is as follows: Cash Paid (gross of cash acquired) $ 18,433 (1) Total Consideration 18,433 Fair Value of Identifiable Assets Acquired: Cash, Accounts Receivable, Prepaid Expenses, Deferred Income Taxes and Other 1,162 Property, Plant and Equipment(2) 4,050 Customer Relationship Assets(3) 9,922 Other Assets 361 Liabilities Assumed and Deferred Income Taxes(4) (5,413 ) Total Fair Value of Identifiable Net Assets Acquired 10,082 Goodwill Initially Recorded $ 8,351 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Consolidated Statements of Cash Flows for the six months ended June 30, 2015 is net cash acquired of $(325) and contingent and other payments of $3,606 related to acquisitions made in previous years. (2) Consists primarily of buildings, racking structures, leasehold improvements and computer hardware and software. (3) The weighted average lives of customer relationship intangible assets associated with acquisitions in 2015 was 18 years . (4) Consists primarily of accrued expenses and deferred income taxes. On June 8, 2015, we entered into a binding Scheme Implementation Deed (the “Recall Agreement”) with Recall Holdings Limited (“Recall”) to acquire Recall (the “Recall Transaction”) by way of a recommended court approved Scheme of Arrangement (the “Scheme”). Under the terms of the Recall Agreement, Recall shareholders are entitled to receive the Australian dollar equivalent of US $0.50 in cash for each outstanding share of Recall common stock (the “Cash Supplement”) as well as either (1) 0.1722 shares of our common stock for each Recall share or (2) 8.50 Australian dollars less the Australian dollar equivalent of US $0.50 in cash for each Recall share (the “Cash Election”). The Cash Election is subject to a proration mechanism that will cap the total amount of cash paid to Recall shareholders electing the Cash Election at 225,000 Australian dollars (the “Cash Election Cap”). Amounts paid to Recall shareholders that represent the Cash Supplement are excluded from the calculation of the Cash Election Cap. Assuming a sufficient number of Recall shareholders elect the Cash Election such that we pay the Cash Election Cap, we expect to issue approximately 51,000,000 shares of our common stock and, based on the exchange rate between the United States dollar and the Australian dollar as of June 30, 2015, pay approximately US $335,000 to Recall shareholders in connection with the Recall Transaction. Completion of the Scheme is subject to customary closing conditions, including among others, (i) approval by Recall shareholders of the Scheme by the requisite majorities under the Australian Corporations Act, (ii) approval by our shareholders of the issuance of shares of our common stock in connection with the Recall Transaction by the requisite majority, (iii) expiration or earlier termination of any applicable waiting period and receipt of regulatory consents, approvals and clearances, in each case, under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and under relevant antitrust/competition and foreign investment legislation in other relevant jurisdictions, (iv) the absence of any final and non-appealable order, decree or law preventing, making illegal or prohibiting the completion of the Recall Transaction, (v) approval from the New York Stock Exchange to the listing of additional shares of our common stock to be issued in the Recall Transaction, (vi) the establishment of a secondary listing on the Australian Securities Exchange (the “ASX”) to allow Recall shareholders to trade our common stock via CHESS Depository Interests on the ASX, (vii) Recall’s delivery of tax opinions in accordance and in compliance with certain tax matter agreements to which Recall is a party and (viii) no events having occurred that would have a material adverse effect on Recall or us. We expect the Recall Transaction to close in the first half of 2016. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Long-term debt is as follows: December 31, 2014 June 30, 2015 Carrying Fair Carrying Fair IMI Revolving Credit Facility(1) $ 883,428 $ 883,428 $ 834,753 $ 834,753 IMI Term Loan (1) 249,375 249,375 248,125 248,125 6 3 / 4 % Euro Senior Subordinated Notes due 2018 (the "6 3 / 4 % Notes")(2)(3) 308,616 309,634 284,243 283,702 7 3 / 4 % Senior Subordinated Notes due 2019 (the "7 3 / 4 % Notes")(2)(3) 400,000 429,000 400,000 421,240 8 3 / 8 % Senior Subordinated Notes due 2021 (the "8 3 / 8 % Notes")(2)(3) 106,030 110,500 106,047 109,831 6 1 / 8 % CAD Senior Notes due 2021 (the "CAD Notes")(2)(4) 172,420 175,437 160,950 165,376 6 1 / 8 % GBP Senior Notes due 2022 (the "GBP Notes")(2)(5) 622,960 639,282 629,100 644,010 6% Senior Notes due 2023 (the "6% Notes")(2)(3) 600,000 625,500 600,000 624,000 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(2)(3) 1,000,000 1,005,000 1,000,000 1,002,500 Accounts Receivable Securitization Program(6)(7) — — 217,500 217,500 Real Estate Mortgages, Capital Leases and Other(7) 320,702 320,702 308,432 308,432 Total Long-term Debt 4,663,531 4,789,150 Less Current Portion (52,095 ) (70,235 ) Long-term Debt, Net of Current Portion $ 4,611,436 $ 4,718,915 ______________________________________________________________________________ (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 IMI 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 June 30, 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 June 30, 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 6 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 6 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. The revolving credit facilities (the "IMI Revolving Credit Facility") under our credit agreement, as amended (the "Credit Agreement"), allowed 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 IMI Revolving Credit Facility. On September 24, 2014, we exercised this option and borrowed an additional $250,000 in the form of a term loan under the Credit Agreement (the "IMI Term Loan"). Commencing on December 31, 2014, the IMI 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 IMI Term Loan could be prepaid without penalty or premium, in whole or in part, at any time. The Credit Agreement included 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 IMI Revolving Credit Facility. On July 2, 2015, we entered into a new credit agreement, as described at Note 10, to refinance the Credit Agreement. IMI and the Guarantors guaranteed 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 IMI Revolving Credit Facility. The interest rate on borrowings under the Credit Agreement varied depending on our choice of interest rate and currency options, plus an applicable margin, which varied based on our consolidated leverage ratio. Additionally, the Credit Agreement required the payment of a commitment fee on the unused portion of the IMI Revolving Credit Facility, which fee ranged from between 0.3% to 0.5% based on certain financial ratios and fees associated with outstanding letters of credit. As of June 30, 2015 , we had $834,753 and $248,125 of outstanding borrowings under the IMI Revolving Credit Facility and the IMI Term Loan, respectively. Of the $834,753 of outstanding borrowings under the IMI Revolving Credit Facility, $631,900 was denominated in United States dollars, 81,200 was denominated in Canadian dollars, 73,750 was denominated in Euros and 71,600 was denominated in Australian dollars. In addition, we also had various outstanding letters of credit totaling $33,835 . The remaining amount available for borrowing under the IMI Revolving Credit Facility as of June 30, 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 $631,412 (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 June 30, 2015 . The average interest rate in effect under the IMI Revolving Credit Facility was 3.0% and ranged from 2.3% to 4.5% as of June 30, 2015 and the interest rate in effect under the IMI Term Loan as of June 30, 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 June 30, 2015 , the maximum availability allowed and amount outstanding under the Accounts Receivable Securitization Program was $217,500 . The interest rate in effect under the Accounts Receivable Securitization Program was 1.1% as of June 30, 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. Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2014 and June 30, 2015 are as follows: December 31, 2014 June 30, 2015 Maximum//Minimum Allowable Net total lease adjusted leverage ratio 5.4 5.7 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 2.6 2.8 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 5.7 5.8 Maximum allowable of 6.5 Fixed charge coverage ratio 2.5 2.3 Minimum allowable of 1.5 Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity. Commitment fees and letters of credit fees, which are based on the unused balances under the IMI Revolving Credit Facility and the Accounts Receivable Securitization Program for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Commitment fees and letters of credit fees $ 509 $ 991 $ 1,167 $ 1,858 |
Selected Consolidated Financial
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | 6 Months Ended |
Jun. 30, 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 | The following data summarizes the consolidating results of IMI on the equity method of accounting as of December 31, 2014 and June 30, 2015 and for the three and six months ended June 30, 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 5. 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 statements 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 June 30, 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 statements of operations for the three and six months ended June 30, 2015. Additionally, the Accounts Receivable Securitization Program resulted in increased financing cash flow activity for our Non-Guarantor subsidiaries for the six months ended June 30, 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 six months ended June 30, 2015. CONSOLIDATED BALANCE SHEETS December 31, 2014 Parent Guarantors Canada Non- Eliminations Consolidated 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 8) 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) June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Assets Current Assets: Cash and Cash Equivalents $ 1,473 $ 3,455 $ 6,877 $ 105,293 $ — $ 117,098 Accounts Receivable — 19,114 37,858 539,280 — 596,252 Intercompany Receivable — 998,589 — — (998,589 ) — Other Current Assets 6,362 87,872 3,621 63,553 (31 ) 161,377 Total Current Assets 7,835 1,109,030 48,356 708,126 (998,620 ) 874,727 Property, Plant and Equipment, Net 751 1,565,978 151,969 774,315 — 2,493,013 Other Assets, Net: Long-term Notes Receivable from Affiliates and Intercompany Receivable 3,005,347 1,000 1,417 — (3,007,764 ) — Investment in Subsidiaries 875,518 615,258 29,929 96,812 (1,617,517 ) — Goodwill — 1,615,448 171,194 602,055 — 2,388,697 Other 28,571 383,904 27,588 226,077 — 666,140 Total Other Assets, Net 3,909,436 2,615,610 230,128 924,944 (4,625,281 ) 3,054,837 Total Assets $ 3,918,022 $ 5,290,618 $ 430,453 $ 2,407,385 $ (5,623,901 ) $ 6,422,577 Liabilities and Equity Intercompany Payable $ 762,351 $ — $ 4,201 $ 232,037 $ (998,589 ) $ — Current Portion of Long-term Debt — 36,113 — 34,153 (31 ) 70,235 Total Other Current Liabilities 55,595 397,531 27,557 201,217 — 681,900 Long-term Debt, Net of Current Portion 2,390,289 884,663 232,476 1,211,487 — 4,718,915 Long-term Notes Payable to Affiliates and Intercompany Payable 1,000 3,006,764 — — (3,007,764 ) — Other Long-term Liabilities — 111,872 39,478 77,952 — 229,302 Commitments and Contingencies (See Note 8) Total Iron Mountain Incorporated Stockholders' Equity 708,787 853,675 126,741 637,101 (1,617,517 ) 708,787 Noncontrolling Interests — — — 13,438 — 13,438 Total Equity 708,787 853,675 126,741 650,539 (1,617,517 ) 722,225 Total Liabilities and Equity $ 3,918,022 $ 5,290,618 $ 430,453 $ 2,407,385 $ (5,623,901 ) $ 6,422,577 CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended June 30, 2014 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 301,683 $ 31,295 $ 133,911 $ — $ 466,889 Service — 190,613 17,591 111,799 — 320,003 Intercompany Service — — — 15,194 (15,194 ) — Total Revenues — 492,296 48,886 260,904 (15,194 ) 786,892 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 196,328 6,322 134,311 — 336,961 Selling, General and Administrative 36 142,698 3,090 67,983 — 213,807 Intercompany Service Charges — — 15,194 — (15,194 ) — Depreciation and Amortization 56 52,322 2,979 33,584 — 88,941 (Gain) Loss on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — (97 ) — (10 ) — (107 ) Total Operating Expenses 92 391,251 27,585 235,868 (15,194 ) 639,602 Operating (Loss) Income (92 ) 101,045 21,301 25,036 — 147,290 Interest Expense (Income), Net 46,674 (3,004 ) 7,836 10,695 — 62,201 Other Expense (Income), Net 8,105 6,214 — (19,157 ) — (4,838 ) (Loss) Income from Continuing Operations Before (Benefit) Provision for Income Taxes (54,871 ) 97,835 13,465 33,498 — 89,927 (Benefit) Provision for Income Taxes — (193,131 ) 3,572 6,784 — (182,775 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (326,508 ) (35,234 ) 1,313 (9,893 ) 370,322 — Income (Loss) from Continuing Operations 271,637 326,200 8,580 36,607 (370,322 ) 272,702 (Loss) Income from Discontinued Operations, Net of Tax — (335 ) — 9 — (326 ) Net Income (Loss) 271,637 325,865 8,580 36,616 (370,322 ) 272,376 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 739 — 739 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 271,637 $ 325,865 $ 8,580 $ 35,877 $ (370,322 ) $ 271,637 Net Income (Loss) $ 271,637 $ 325,865 $ 8,580 $ 36,616 $ (370,322 ) $ 272,376 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 663 (657 ) 2,181 2,339 — 4,526 Market Value Adjustments for Securities — 548 — — — 548 Equity in Other Comprehensive Income (Loss) of Subsidiaries 3,985 4,116 1,663 2,181 (11,945 ) — Total Other Comprehensive Income (Loss) 4,648 4,007 3,844 4,520 (11,945 ) 5,074 Comprehensive Income (Loss) 276,285 329,872 12,424 41,136 (382,267 ) 277,450 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 1,165 — 1,165 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 276,285 $ 329,872 $ 12,424 $ 39,971 $ (382,267 ) $ 276,285 CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) Three Months Ended June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 305,913 $ 30,804 $ 124,492 $ — $ 461,209 Service — 189,268 16,108 93,149 — 298,525 Intercompany Service — 1,055 — 22,126 (23,181 ) — Total Revenues — 496,236 46,912 239,767 (23,181 ) 759,734 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 196,080 6,642 123,561 — 326,283 Selling, General and Administrative 24 149,051 3,795 63,015 — 215,885 Intercompany Service Charges — 6,400 15,726 1,055 (23,181 ) — Depreciation and Amortization 45 56,360 3,165 27,979 — 87,549 Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — 440 — 75 — 515 Total Operating Expenses 69 408,331 29,328 215,685 (23,181 ) 630,232 Operating (Loss) Income (69 ) 87,905 17,584 24,082 — 129,502 Interest Expense (Income), Net 39,222 (6,415 ) 8,342 24,938 — 66,087 Other Expense (Income), Net 1,127 3,139 (10 ) (2,252 ) — 2,004 (Loss) Income from Continuing Operations Before (Benefit) Provision for Income Taxes (40,418 ) 91,181 9,252 1,396 — 61,411 (Benefit) Provision for Income Taxes — (1,037 ) 4,796 3,645 — 7,404 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (93,748 ) (643 ) (874 ) (4,456 ) 99,721 — Net Income (Loss) 53,330 92,861 5,330 2,207 (99,721 ) 54,007 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 677 — 677 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 53,330 $ 92,861 $ 5,330 $ 1,530 $ (99,721 ) $ 53,330 Net Income (Loss) $ 53,330 $ 92,861 $ 5,330 $ 2,207 $ (99,721 ) $ 54,007 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments (1,464 ) — 1,037 1,427 — 1,000 Equity in Other Comprehensive Income (Loss) of Subsidiaries 2,796 2,907 1,542 1,037 (8,282 ) — Total Other Comprehensive Income (Loss) 1,332 2,907 2,579 2,464 (8,282 ) 1,000 Comprehensive Income (Loss) 54,662 95,768 7,909 4,671 (108,003 ) 55,007 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 345 — 345 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 54,662 $ 95,768 $ 7,909 $ 4,326 $ (108,003 ) $ 54,662 CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) Six Months Ended June 30, 2014 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 602,012 $ 61,706 $ 262,060 $ — $ 925,778 Service — 377,043 33,741 220,456 — 631,240 Intercompany Service — — — 32,552 (32,552 ) — Total Revenues — 979,055 95,447 515,068 (32,552 ) 1,557,018 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 399,248 12,564 260,294 — 672,106 Selling, General and Administrative 64 289,276 6,843 132,404 — 428,587 Intercompany Service Charges — — 32,552 — (32,552 ) — Depreciation and Amortization 133 104,962 5,978 64,301 — 175,374 Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — 832 1 212 — 1,045 Total Operating Expenses 197 794,318 57,938 457,211 (32,552 ) 1,277,112 Operating (Loss) Income (197 ) 184,737 37,509 57,857 — 279,906 Interest Expense (Income), Net 94,839 (7,856 ) 17,383 20,147 — 124,513 Other Expense (Income), Net 6,825 7,721 (20 ) (14,047 ) — 479 (Loss) Income from Continuing Operations Before (Benefit) Provision for Income Taxes and (Gain) Loss on Sale of Real Estate (101,861 ) 184,872 20,146 51,757 — 154,914 (Benefit) Provision for Income Taxes — (169,328 ) 6,110 10,177 — (153,041 ) (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 (415,165 ) (60,060 ) (641 ) (14,036 ) 489,902 — Income (Loss) from Continuing Operations 313,304 414,457 14,677 62,887 (489,902 ) 315,423 (Loss) Income from Discontinued Operations, Net of Tax — (960 ) — 22 — (938 ) Net Income (Loss) 313,304 413,497 14,677 62,909 (489,902 ) 314,485 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 1,181 — 1,181 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 313,304 $ 413,497 $ 14,677 $ 61,728 $ (489,902 ) $ 313,304 Net Income (Loss) $ 313,304 $ 413,497 $ 14,677 $ 62,909 $ (489,902 ) $ 314,485 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 751 84 (437 ) 5,916 — 6,314 Market Value Adjustments for Securities — 548 — — — 548 Equity in Other Comprehensive Income (Loss) of Subsidiaries 5,574 4,045 503 (437 ) (9,685 ) — Total Other Comprehensive Income (Loss) 6,325 4,677 66 5,479 (9,685 ) 6,862 Comprehensive Income (Loss) 319,629 418,174 14,743 68,388 (499,587 ) 321,347 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 1,718 — 1,718 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 319,629 $ 418,174 $ 14,743 $ 66,670 $ (499,587 ) $ 319,629 CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) Six Months Ended June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 610,505 $ 61,672 $ 247,904 $ — $ 920,081 Service — 370,133 32,665 186,141 — 588,939 Intercompany Service — 1,407 — 38,545 (39,952 ) — Total Revenues — 982,045 94,337 472,590 (39,952 ) 1,509,020 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 392,741 13,807 241,389 — 647,937 Selling, General and Administrative 97 281,243 7,962 122,997 — 412,299 Intercompany Service Charges — 6,400 32,145 1,407 (39,952 ) — Depreciation and Amortization 91 111,763 6,217 55,429 — 173,500 Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — 762 — 86 — 848 Total Operating Expenses 188 792,909 60,131 421,308 (39,952 ) 1,234,584 Operating (Loss) Income (188 ) 189,136 34,206 51,282 — 274,436 Interest Expense (Income), Net 78,392 (13,092 ) 16,545 49,140 — 130,985 Other (Income) Expense, Net (911 ) 4,522 (137 ) 20,879 — 24,353 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (77,669 ) 197,706 17,798 (18,737 ) — 119,098 Provision (Benefit) for Income Taxes — 8,665 7,859 6,828 — 23,352 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (172,095 ) 18,097 (1,933 ) (9,939 ) 165,870 — Net Income (Loss) 94,426 170,944 11,872 (15,626 ) (165,870 ) 95,746 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 1,320 — 1,320 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 94,426 $ 170,944 $ 11,872 $ (16,946 ) $ (165,870 ) $ 94,426 Net Income (Loss) $ 94,426 $ 170,944 $ 11,872 $ (15,626 ) $ (165,870 ) $ 95,746 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 3,466 — (6,903 ) (51,738 ) — (55,175 ) Market Value Adjustments for Securities — 23 — — — 23 Equity in Other Comprehensive (Loss) Income of Subsidiaries (58,185 ) (57,989 ) (1,465 ) (6,903 ) 124,542 — Total Other Comprehensive (Loss) Income (54,719 ) (57,966 ) (8,368 ) (58,641 ) 124,542 (55,152 ) Comprehensive Income (Loss) 39,707 112,978 3,504 (74,267 ) (41,328 ) 40,594 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 887 — 887 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 39,707 $ 112,978 $ 3,504 $ (75,154 ) $ (41,328 ) $ 39,707 CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2014 Parent Guarantors Canada Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities $ (102,687 ) $ 193,625 $ 30,500 $ 74,163 $ — $ 195,601 Cash Flows from Investing Activities: Capital expenditures — (117,875 ) (3,714 ) (67,156 ) — (188,745 ) Cash paid for acquisitions, net of cash acquired — 683 — (47,049 ) — (46,366 ) Intercompany loans to subsidiaries 454,027 22,778 — — (476,805 ) — Investment in subsidiaries (18,199 ) (18,199 ) — — 36,398 — Additions to customer relationship and acquisition costs — (14,278 ) (425 ) (2,507 ) — (17,210 ) Proceeds from sales of property and equipment and other, net (including real estate) — 1,535 64 16,009 — 17,608 Cash Flows from Investing Activities 435,828 (125,356 ) (4,075 ) (100,703 ) (440,407 ) (234,713 ) Cash Flows from Financing Activities: Repayment of revolving credit and term loan facilities and other debt — (4,719,695 ) (490,931 ) (97,220 ) — (5,307,846 ) Proceeds from revolving credit and term loan facilities and other debt — 5,084,042 466,677 153,850 — 5,704,569 Early retirement of senior subordinated notes (247,275 ) — — — — (247,275 ) Debt (repayment to) financing and equity contribution from (distribution to) noncontrolling interests, net — — — (2,083 ) — (2,083 ) Intercompany loans from parent — (453,675 ) 2,135 (25,265 ) 476,805 — Equity contribution from parent — 18,199 — 18,199 (36,398 ) — Parent cash dividends (104,861 ) — — — — (104,861 ) Proceeds from exercise of stock options and employee stock purchase plan 17,818 — — — — 17,818 Excess tax (deficiency) benefit from stock-based compensation (66 ) — — — — (66 ) Payment of debt financing costs and stock issuance costs — — (12 ) (417 ) — (429 ) Cash Flows from Financing Activities (334,384 ) (71,129 ) (22,131 ) 47,064 440,407 59,827 Effect of exchange rates on cash and cash equivalents — 442 190 3,470 — 4,102 (Decrease) Increase in cash and cash equivalents (1,243 ) (2,418 ) 4,484 23,994 — 24,817 Cash and cash equivalents, beginning of period 1,243 10,366 1,094 107,823 — 120,526 Cash and cash equivalents, end of period $ — $ 7,948 $ 5,578 $ 131,817 $ — $ 145,343 CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Six Months Ended June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities $ (77,187 ) $ 203,751 $ 13,218 $ 39,956 $ — $ 179,738 Cash Flows from Investing Activities: Capital expenditures — (86,883 ) (8,914 ) (43,559 ) — (139,356 ) Cash paid for acquisitions, net of cash acquired — (5,736 ) (5,399 ) (10,579 ) — (21,714 ) Intercompany loans to subsidiaries 245,945 172,666 — — (418,611 ) — Investment in subsidiaries (10,000 ) (10,000 ) — — 20,000 — Decrease in restricted cash 33,860 — — — — 33,860 Additions to customer relationship and acquisition costs — (20,247 ) (690 ) (3,270 ) — (24,207 ) Proceeds from sales of property and equipment and other, net (including real estate) — 327 6 472 — 805 Cash Flows from Investing Activities 269,805 50,127 (14,997 ) (56,936 ) (398,611 ) (150,612 ) Cash Flows from Financing Activities: Repayment of revolving credit and term loan facilities and other debt — (3,640,841 ) (331,819 ) (942,385 ) — (4,915,045 ) Proceeds from revolving credit and term loan facilities and other debt — 3,616,000 334,633 1,124,402 — 5,075,035 Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net — — — (830 ) — (830 ) Intercompany loans from parent — (240,118 ) 877 (179,370 ) 418,611 — Equity contribution from parent — 10,000 — 10,000 (20,000 ) — Parent cash dividends (203,229 ) — — — — (203,229 ) Proceeds from exercise of stock options and employee stock purchase plan 9,454 — — — — 9,454 Excess tax benefit (deficiency) from stock-based compensation 260 — — — — 260 Payment of debt financing costs and stock issuance costs (29 ) (110 ) — (975 ) — (1,114 ) Cash Flows from Financing Activities (193,544 ) (255,069 ) 3,691 10,842 398,611 (35,469 ) Effect of exchange rates on cash and cash equivalents — (67 ) (14 ) (2,411 ) — (2,492 ) (Decrease) Increase in cash and cash equivalents (926 ) (1,258 ) 1,898 (8,549 ) — (8,835 ) Cash and cash equivalents, beginning of period 2,399 4,713 4,979 113,842 — 125,933 Cash and cash equivalents, end of period $ 1,473 $ 3,455 $ 6,877 $ 105,293 $ — $ 117,098 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
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 Business Total Three Months Ended June 30, 2014 Total Revenues $ 452,271 $ 97,551 $ 118,397 $ 115,193 $ 3,480 $ 786,892 Depreciation and Amortization 42,807 4,938 14,421 17,378 9,397 88,941 Depreciation 38,144 4,876 12,058 11,973 9,353 76,404 Amortization 4,663 62 2,363 5,405 44 12,537 Adjusted OIBDA 175,427 59,420 34,395 21,309 (48,702 ) 241,849 Expenditures for Segment Assets 41,448 4,813 9,257 40,619 9,389 105,526 Capital Expenditures 34,678 4,702 8,672 23,448 9,389 80,889 Cash Paid for Acquisitions, Net of Cash Acquired (161 ) (40 ) — 15,786 — 15,585 Additions to Customer Relationship and Acquisition Costs 6,931 151 585 1,385 — 9,052 Three Months Ended June 30, 2015 Total Revenues 448,887 99,600 100,160 106,422 4,665 759,734 Depreciation and Amortization 46,293 5,498 11,772 14,574 9,412 87,549 Depreciation 41,335 5,300 10,288 9,984 9,317 76,224 Amortization 4,958 198 1,484 4,590 95 11,325 Adjusted OIBDA 176,787 50,622 27,895 20,050 (52,126 ) 223,228 Expenditures for Segment Assets 44,467 9,039 4,950 20,754 15,617 94,827 Capital Expenditures 30,929 2,039 4,140 14,254 13,218 64,580 Cash Paid for Acquisitions, Net of Cash Acquired 8,178 — (309 ) 5,015 2,399 15,283 Additions to Customer Relationship and Acquisition Costs 5,360 7,000 1,119 1,485 — 14,964 Six Months Ended June 30, 2014 Total Revenues 898,403 194,275 235,528 222,492 6,320 1,557,018 Depreciation and Amortization 88,313 9,968 28,761 31,797 16,535 175,374 Depreciation 78,965 9,841 24,072 21,748 16,491 151,117 Amortization 9,348 127 4,689 10,049 44 24,257 Adjusted OIBDA 344,636 114,088 68,958 45,509 (102,818 ) 470,373 Total Assets (1) 3,664,360 656,722 1,115,151 1,039,668 259,223 6,735,124 Expenditures for Segment Assets 90,714 10,320 20,044 94,773 36,470 252,321 Capital Expenditures 77,239 10,209 18,646 46,181 36,470 188,745 Cash Paid for Acquisitions, Net of Cash Acquired (1,077 ) (40 ) 296 47,187 — 46,366 Additions to Customer Relationship and Acquisition Costs 14,552 151 1,102 1,405 — 17,210 Six Months Ended June 30, 2015 Total Revenues 891,574 196,835 200,972 210,413 9,226 1,509,020 Depreciation and Amortization 91,596 10,842 23,211 28,839 19,012 173,500 Depreciation 81,671 10,584 20,274 19,616 18,870 151,015 Amortization 9,925 258 2,937 9,223 142 22,485 Adjusted OIBDA 358,267 101,910 57,348 40,885 (103,964 ) 454,446 Total Assets (1) 3,632,747 652,212 945,859 930,181 261,578 6,422,577 Expenditures for Segment Assets 86,842 13,988 12,538 43,302 28,607 185,277 Capital Expenditures 64,109 6,946 8,550 33,543 26,208 139,356 Cash Paid for Acquisitions, Net of Cash Acquired 8,778 (21 ) 2,510 8,048 2,399 21,714 Additions to Customer Relationship and Acquisition Costs 13,955 7,063 1,478 1,711 — 24,207 _______________________________________________________________________________ (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), Recall Costs (as defined below) and REIT Costs (as 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 Six Months Ended 2014 2015 2014 2015 Adjusted OIBDA $ 241,849 $ 223,228 $ 470,373 $ 454,446 Less: Depreciation and Amortization 88,941 87,549 175,374 173,500 (Gain) Loss on Disposal/Write-Down of Property, Plant and Equipment (Excluding Real Estate), Net (107 ) 515 1,045 848 Recall Costs(1) — 5,662 — 5,662 REIT Costs(2) 5,725 — 14,048 — Interest Expense, Net 62,201 66,087 124,513 130,985 Other (Income) Expense, Net (4,838 ) 2,004 479 24,353 Income (Loss) from Continuing Operations before (Benefit) Provision for Income Taxes and Gain on Sale of Real Estate $ 89,927 $ 61,411 $ 154,914 $ 119,098 _______________________________________________________________________________ (1) Includes costs associated with our proposed acquisition of Recall, including costs to complete the acquisition (including advisory and professional fees) as well as costs incurred once we close the Recall Transaction to integrate Recall with our existing operations (including moving, severance, facility upgrade, REIT conversion and system upgrade costs) ("Recall Costs"). (2) 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 | 6 Months Ended |
Jun. 30, 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 $10,000 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 expense (income), 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, statement of operations 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 | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity Matters | Stockholders' Equity Matters 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. 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 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 six months of 2015 , our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date March 14, 2014 $ 0.2700 March 25, 2014 $ 51,812 April 15, 2014 May 28, 2014 0.2700 June 25, 2014 52,033 July 15, 2014 September 15, 2014 0.4750 September 25, 2014 91,993 October 15, 2014 September 15, 2014 (1) 3.6144 September 30, 2014 700,000 November 4, 2014 November 17, 2014 (2) 0.2550 November 28, 2014 53,450 December 15, 2014 November 17, 2014 0.4750 December 5, 2014 99,617 December 22, 2014 February 19, 2015 0.4750 March 6, 2015 99,795 March 20, 2015 May 28, 2015 0.4750 June 12, 2015 100,119 June 26, 2015 _______________________________________________________________________________ (1) Represents Special Distribution. (2) Represents Catch-Up Distribution. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Credit Agreement On July 2, 2015, we entered into a new credit agreement (the "New Credit Agreement") to refinance the Credit Agreement which was scheduled to terminate on June 27, 2016. The New Credit Agreement consists of a revolving credit facility (the "New Revolving Credit Facility") and a term loan (the "New Term Loan"). The New Credit Agreement is supported by a group of 25 banks. At the time we entered into the New Credit Agreement, we borrowed $846,231 and $250,000 under the New Revolving Credit Facility and the New Term Loan, respectively, and used such borrowings to repay outstanding balances under the Credit Agreement, including the full amount due on the IMI Term Loan. Before such repayment, there was $1,099,117 outstanding under the Credit Agreement. The New Revolving Credit Facility, consistent with the IMI Revolving Credit Facility, enables 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 and Australian dollars, among other currencies) in an aggregate outstanding amount not to exceed $1,500,000 . Commencing on September 30, 2015, the New Term Loan will begin to amortize in quarterly installments in an amount equal to $3,125 per quarter, with the remaining balance due on July 3, 2019. The New Credit Agreement includes 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 New Revolving Credit Facility, subject to the conditions as defined in the New Credit Agreement. In addition, IMI and the Guarantors continue to guarantee all the obligations under the New Credit Agreement and, similar to the Credit Agreement, the New Credit Agreement contains 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 New Credit Agreement terminates on July 6, 2019, at which point all obligations become due, but may be extended by one year at our option, subject to the conditions set forth in the New Credit Agreement. Borrowings under the New Credit Agreement may be prepaid without penalty or premium, in whole or in part, at any time. A debt extinguishment charge of approximately $2,300 will be recorded to other expense (income), net in the third quarter of 2015 related to the refinancing of the Credit Agreement, representing a write-off of unamortized deferred financing costs. Overhead Optimization Plan In the third quarter of 2015, we implemented a plan that calls for certain organizational realignments to reduce our overhead costs, particularly in our developed markets, in order to optimize our selling, general and administrative cost structure and to support investments to advance our growth strategy. As a result of these realignments, we expect to record a charge of approximately $10,000 in the third quarter of 2015. This charge primarily relates to employee severance and associated benefits. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 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. |
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 7 1 / 4 % GBP Senior Subordinated Notes due 2014 (the "7 1 / 4 % Notes"), (2) our 6 3 / 4 % Euro Senior Subordinated Notes due 2018 (the "6 3 / 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 June 30, 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 and six months ended June 30, 2014 was $7,317 ( $5,417 after tax or $0.03 per basic and diluted share) and $14,458 ( $10,551 after tax or $0.05 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2015 was $7,921 ( $5,467 after tax or $0.03 per basic and diluted share) and $14,777 ( $10,413 after tax or $0.05 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 Six Months Ended 2014 2015 2014 2015 Cost of sales (excluding depreciation and amortization) $ 189 $ 46 $ 379 $ 91 Selling, general and administrative expenses 7,128 7,875 14,079 14,686 Total stock-based compensation $ 7,317 $ 7,921 $ 14,458 $ 14,777 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 $(66) and $260 for the six months ended June 30, 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 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 June 30, 2015 , ten-year vesting options represented 7.4% of total outstanding options. Certain of the options we issue become exercisable ratably over a period of five 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 June 30, 2015 , five-year vesting options represented 46.1% of total outstanding options. The remainder of 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 June 30, 2015, three-year vesting options represented 46.5% 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 become exercisable immediately upon grant. The weighted average fair value of options granted for the six months ended June 30, 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 weighted average assumptions used for grants in the respective period are as follows: Six Months Ended Weighted Average Assumptions 2014 2015 Expected volatility 33.9 % 28.6 % Risk-free interest rate 2.06 % 1.70 % 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 six months ended June 30, 2015 is as follows: Options Weighted Weighted Average Outstanding at December 31, 2014 3,678,246 $ 23.37 Granted 696,722 43.64 Exercised (350,910 ) 21.03 Forfeited (20,729 ) 23.63 Expired (11,045 ) 22.15 Outstanding at June 30, 2015 3,992,284 $ 27.11 5.74 $ 24,551 Options exercisable at June 30, 2015 2,728,453 $ 22.67 4.30 $ 22,715 Options expected to vest 1,178,890 $ 36.57 8.85 $ 1,743 The aggregate intrinsic value of stock options exercised for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Aggregate intrinsic value of stock options exercised $ 7,556 $ 1,716 $ 8,533 $ 5,883 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. However, beginning in 2015, RSUs granted to our non-employee directors now vest immediately upon 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. 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). Cash dividends accrued and paid on RSUs for the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Cash dividends on RSUs accrued $ 416 $ 631 $ 850 $ 1,301 Cash dividends on RSUs paid 223 571 1,054 2,300 The fair value of restricted stock and RSUs vested during the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Fair value of restricted stock vested $ 1 $ — $ 1 $ — Fair value of RSUs vested 3,704 3,600 17,548 19,184 A summary of restricted stock and RSU activity for the six months ended June 30, 2015 is as follows: Restricted Weighted- Non-vested at December 31, 2014 1,405,569 $ 28.78 Granted 524,896 38.59 Vested (536,988 ) 30.94 Forfeited (50,678 ) 32.14 Non-vested at June 30, 2015 1,342,799 $ 33.68 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 thereafter) 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 thereafter). 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. Cash dividends accrued and paid on PUs for the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Cash dividends on PUs accrued $ 142 $ 214 $ 292 $ 425 Cash dividends on PUs paid 91 — 312 1,015 During the six months ended June 30, 2015 , we issued 139,446 PUs. The majority of 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 thereafter) 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. As of June 30, 2015 , we expected 25% and 100% achievement of the predefined revenue, revenue growth and ROIC targets associated with the awards of PUs made in 2014 and 2015, respectively. The fair value of earned PUs that vested during the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Fair value of earned PUs that vested $ 2,266 $ 44 $ 6,296 $ 2,107 A summary of PU activity for the six months ended June 30, 2015 is as follows: Original PU Adjustment(1) Total Weighted- Non-vested at December 31, 2014 461,666 (82,609 ) 379,057 $ 30.80 Granted 139,446 — 139,446 40.38 Vested (80,035 ) (4,350 ) (84,385 ) 29.62 Forfeited (19,038 ) — (19,038 ) 30.96 Non-vested at June 30, 2015 502,039 (86,959 ) 415,080 $ 34.25 _______________________________________________________________________________ (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. For the six months ended June 30, 2014 and 2015 , there were 69,567 shares and 59,569 shares, respectively, purchased under the ESPP. As of June 30, 2015 , we have 901,069 shares available under the ESPP. _______________________________________________________________________________ As of June 30, 2015 , unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $46,910 and is expected to be recognized over a weighted-average period of 2.2 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. |
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 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 may be taxed 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 we have business operations or a taxable presence, regardless of whether assets are held or operations are conducted through subsidiaries disregarded for federal tax purposes or as 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 has been imposed on our depreciation recapture recognized into income in 2014 and generally will be imposed in subsequent 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, as well as between the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and 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 a decrease of $631 and an increase of $335 for gross interest and penalties for the three and six months ended June 30, 2014 , respectively. We recorded an increase of $637 and $1,579 for gross interest and penalties for the three and six months ended June 30, 2015 , respectively. We had $5,884 and $6,756 accrued for the payment of interest and penalties as of December 31, 2014 and June 30, 2015 , respectively. As a result of our REIT conversion, we recorded a net tax benefit of $230,051 and $212,151 during the three and six months ended June 30, 2014 , respectively, for the revaluation of certain deferred tax assets and liabilities and other income taxes associated with the REIT conversion. The other primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate in the three and six months ended June 30, 2014 were a $36,084 increase in our tax provision recognized in the second quarter of 2014 associated with incremental federal and state income taxes and foreign withholding taxes on earnings of our foreign subsidiaries no longer considered permanently invested and other net tax benefit related to the REIT conversion of $18,763 and $33,835 , respectively, primarily related to the dividends paid deduction. Our effective tax rates for the three and six months ended June 30, 2015 were 12.1% and 19.6% , respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate in the three and six months ended June 30, 2015 were the benefit derived from the dividends paid deduction, 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). 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 and six months ended June 30, 2014 , we capitalized $4,861 and $9,758 of costs, respectively, associated with the development of internal use computer software projects. During the three and six months ended June 30, 2015 , we capitalized $6,395 and $12,435 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. |
Recent Accounting Pronouncements | 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. In July 2015, the FASB deferred the effective date of ASU 2014-09 for one year, making it effective for our year beginning 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. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of foreign currency gain/loss | Total (gain) loss on foreign currency transactions for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Total (gain) loss on foreign currency transactions $ (4,347 ) $ 1,656 $ 2,091 $ 23,922 |
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 June 30, 2015 is as follows: Carrying Value North American Records and Information Management(1)(2) $ 1,389,683 North American Secure Shredding(1)(2) 40,884 North American Data Management(3) 373,698 Emerging Businesses(4) 3,036 UKI(1)(5) 272,226 Continental Western Europe(1)(5) 75,015 Emerging Markets - Eastern Europe(6) 81,772 Latin America(6) 95,445 Australia and Singapore(6) 52,836 Greater China(6) 3,525 India(6) — Russia, Ukraine and Denmark(6) 577 Total $ 2,388,697 _______________________________________________________________________________ (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. The carrying value of goodwill, net for each of our reporting units as of December 31, 2014 was as follows: Carrying Value 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. |
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 six months ended June 30, 2015 are as follows: North American North American Western European Business Other International Business Corporate and Other Business Total Gross Balance as of December 31, 2014 $ 1,645,209 $ 429,982 $ 412,322 $ 254,706 $ — $ 2,742,219 Deductible goodwill acquired during the year 1,638 409 — — 3,036 5,083 Non-deductible goodwill acquired during the year 239 24 1,241 1,764 — 3,268 Fair value and other adjustments(1) 99 (25 ) (365 ) (1,111 ) — (1,402 ) Currency effects (11,163 ) (2,800 ) (9,155 ) (21,062 ) — (44,180 ) Gross Balance as of June 30, 2015 $ 1,636,022 $ 427,590 $ 404,043 $ 234,297 $ 3,036 $ 2,704,988 Accumulated Amortization Balance as of December 31, 2014 $ 205,987 $ 54,025 $ 58,273 $ 151 $ — $ 318,436 Currency effects (532 ) (133 ) (1,471 ) (9 ) — (2,145 ) Accumulated Amortization Balance as of June 30, 2015 $ 205,455 $ 53,892 $ 56,802 $ 142 $ — $ 316,291 Net Balance as of December 31, 2014 $ 1,439,222 $ 375,957 $ 354,049 $ 254,555 $ — $ 2,423,783 Net Balance as of June 30, 2015 $ 1,430,567 $ 373,698 $ 347,241 $ 234,155 $ 3,036 $ 2,388,697 Accumulated Goodwill Impairment Balance as of December 31, 2014 $ 85,909 $ — $ 46,500 $ — $ — $ 132,409 Accumulated Goodwill Impairment Balance as of June 30, 2015 $ 85,909 $ — $ 46,500 $ — $ — $ 132,409 _______________________________________________________________________________ (1) Total fair value and other adjustments primarily include $672 in net adjustments to deferred income taxes and $(5,680) related to customer relationships and acquisition costs and other assumed liabilities, as well as $3,606 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 June 30, 2015 are as follows: December 31, 2014 June 30, 2015 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Customer Relationships and Acquisition Costs $ 904,866 $ (297,029 ) $ 607,837 $ 913,523 $ (318,055 ) $ 595,468 Core Technology(1) 3,568 (3,540 ) 28 3,414 (3,414 ) — Trademarks and Non-Compete Agreements(1) 7,062 (5,068 ) 1,994 6,908 (5,086 ) 1,822 Deferred Financing Costs 63,033 (15,956 ) 47,077 63,805 (19,978 ) 43,827 Total $ 978,529 $ (321,593 ) $ 656,936 $ 987,650 $ (346,533 ) $ 641,117 _______________________________________________________________________________ (1) Included in Other, a component of Other Assets, net in the accompanying Consolidated Balance Sheets. |
Schedule of amortization expenses | Amortization expense associated with amortizable intangible assets (including deferred financing costs) for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Amortization expense associated with amortizable intangible assets (including deferred financing costs) $ 14,332 $ 13,593 $ 27,958 $ 26,845 |
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 Six Months Ended 2014 2015 2014 2015 Cost of sales (excluding depreciation and amortization) $ 189 $ 46 $ 379 $ 91 Selling, general and administrative expenses 7,128 7,875 14,079 14,686 Total stock-based compensation $ 7,317 $ 7,921 $ 14,458 $ 14,777 |
Summary of the weighted average assumptions used for stock option grants | The weighted average assumptions used for grants in the respective period are as follows: Six Months Ended Weighted Average Assumptions 2014 2015 Expected volatility 33.9 % 28.6 % Risk-free interest rate 2.06 % 1.70 % 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 six months ended June 30, 2015 is as follows: Options Weighted Weighted Average Outstanding at December 31, 2014 3,678,246 $ 23.37 Granted 696,722 43.64 Exercised (350,910 ) 21.03 Forfeited (20,729 ) 23.63 Expired (11,045 ) 22.15 Outstanding at June 30, 2015 3,992,284 $ 27.11 5.74 $ 24,551 Options exercisable at June 30, 2015 2,728,453 $ 22.67 4.30 $ 22,715 Options expected to vest 1,178,890 $ 36.57 8.85 $ 1,743 |
Aggregate intrinsic value of stock options exercised | The aggregate intrinsic value of stock options exercised for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Aggregate intrinsic value of stock options exercised $ 7,556 $ 1,716 $ 8,533 $ 5,883 |
Summary of restricted stock and RSU activity | A summary of restricted stock and RSU activity for the six months ended June 30, 2015 is as follows: Restricted Weighted- Non-vested at December 31, 2014 1,405,569 $ 28.78 Granted 524,896 38.59 Vested (536,988 ) 30.94 Forfeited (50,678 ) 32.14 Non-vested at June 30, 2015 1,342,799 $ 33.68 Cash dividends accrued and paid on RSUs for the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Cash dividends on RSUs accrued $ 416 $ 631 $ 850 $ 1,301 Cash dividends on RSUs paid 223 571 1,054 2,300 The fair value of restricted stock and RSUs vested during the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Fair value of restricted stock vested $ 1 $ — $ 1 $ — Fair value of RSUs vested 3,704 3,600 17,548 19,184 |
Schedule of performance units | Cash dividends accrued and paid on PUs for the three and six months ended June 30, 2014 and 2015 are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Cash dividends on PUs accrued $ 142 $ 214 $ 292 $ 425 Cash dividends on PUs paid 91 — 312 1,015 The fair value of earned PUs that vested during the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Fair value of earned PUs that vested $ 2,266 $ 44 $ 6,296 $ 2,107 |
Summary of Performance Unit (PU) activity | A summary of PU activity for the six months ended June 30, 2015 is as follows: Original PU Adjustment(1) Total Weighted- Non-vested at December 31, 2014 461,666 (82,609 ) 379,057 $ 30.80 Granted 139,446 — 139,446 40.38 Vested (80,035 ) (4,350 ) (84,385 ) 29.62 Forfeited (19,038 ) — (19,038 ) 30.96 Non-vested at June 30, 2015 502,039 (86,959 ) 415,080 $ 34.25 _______________________________________________________________________________ (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 calculation of basic and diluted income (loss) per share for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Income (loss) from continuing operations $ 272,702 $ 54,007 $ 315,423 $ 95,746 Total (loss) income from discontinued operations $ (326 ) $ — $ (938 ) $ — Net income (loss) attributable to Iron Mountain Incorporated $ 271,637 $ 53,330 $ 313,304 $ 94,426 Weighted-average shares—basic 192,381,000 210,699,000 192,130,000 210,468,000 Effect of dilutive potential stock options 762,416 958,714 722,609 1,091,022 Effect of dilutive potential restricted stock, RSUs and PUs 382,317 419,002 444,968 603,880 Weighted-average shares—diluted 193,525,733 212,076,716 193,297,577 212,162,902 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 1.42 $ 0.26 $ 1.64 $ 0.45 Total (loss) income from discontinued operations $ — $ — $ — $ — Net income (loss) attributable to Iron Mountain Incorporated—basic $ 1.41 $ 0.25 $ 1.63 $ 0.45 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 1.41 $ 0.25 $ 1.63 $ 0.45 Total (loss) income from discontinued operations $ — $ — $ — $ — Net income (loss) attributable to Iron Mountain Incorporated—diluted $ 1.40 $ 0.25 $ 1.62 $ 0.45 Antidilutive stock options, RSUs and PUs, excluded from the calculation 1,457,975 1,335,373 1,419,469 846,803 |
Assets and liabilities carried at fair value measured on a recurring basis | The assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2014 and June 30, 2015 , respectively, are as follows: Fair Value Measurements at Description Total Carrying Value at December 31, 2014 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (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 Description Total Carrying Value at June 30, 2015 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Time Deposits(1) $ 20,802 $ — $ 20,802 $ — Trading Securities 10,960 10,086 (2) 874 (1) — Derivative Assets(3) 6,362 — 6,362 — _______________________________________________________________________________ (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) Our derivative assets and 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 six months ended June 30, 2014 and 2015 , respectively, are as follows: Foreign Market Value Total Balance as of December 31, 2013 $ (9,586 ) $ 926 $ (8,660 ) Other comprehensive income (loss): Foreign currency translation adjustments 5,777 — 5,777 Market value adjustment for securities — 548 548 Total other comprehensive income (loss) 5,777 548 6,325 Balance as of June 30, 2014 $ (3,809 ) $ 1,474 $ (2,335 ) Foreign Market Value Total Balance as of December 31, 2014 $ (76,010 ) $ 979 $ (75,031 ) Other comprehensive (loss) income: Foreign currency translation adjustments (54,742 ) — (54,742 ) Market value adjustments for securities — 23 23 Total other comprehensive (loss) income (54,742 ) 23 (54,719 ) Balance as of June 30, 2015 $ (130,752 ) $ 1,002 $ (129,750 ) The changes in accumulated other comprehensive items, net for the three months ended June 30, 2014 and 2015 , respectively, are as follows: Foreign Market Value Total Balance as of March 31, 2014 $ (7,909 ) $ 926 $ (6,983 ) Other comprehensive income (loss): Foreign currency translation adjustments 4,100 — 4,100 Market value adjustments for securities — 548 548 Total other comprehensive income (loss) 4,100 548 4,648 Balance as of June 30, 2014 $ (3,809 ) $ 1,474 $ (2,335 ) Foreign Market Value Total Balance as of March 31, 2015 $ (132,084 ) $ 1,002 $ (131,082 ) Other comprehensive income (loss): Foreign currency translation adjustments 1,332 — 1,332 Total other comprehensive income (loss) 1,332 — 1,332 Balance as of June 30, 2015 $ (130,752 ) $ 1,002 $ (129,750 ) |
Other expense (income), net | Other (income) expense, net is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Foreign currency transaction (gains) losses, net $ (4,347 ) $ 1,656 $ 2,091 $ 23,922 Other, net (491 ) 348 (1,612 ) 431 $ (4,838 ) $ 2,004 $ 479 $ 24,353 |
Derivative Instruments and He23
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Schedule of Derivative Instruments | Net cash payments (receipts) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and six months ended June 30, 2014 and 2015, respectively, are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Net cash payments (receipts) $ 7,330 $ 12,368 $ 14,529 $ 29,188 |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 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 June 30, 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 June 30, 2015 , we had outstanding forward contracts to purchase 212,500 Euros and sell $231,385 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. Net cash payments (receipts) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and six months ended June 30, 2014 and 2015, respectively, are as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Net cash payments (receipts) $ 7,330 $ 12,368 $ 14,529 $ 29,188 Our policy is to record the fair value of each derivative instrument on a gross basis. The fair value of our derivative instruments as of December 31, 2014 and June 30, 2015 and their gains and losses for the three and six months ended June 30, 2014 and 2015 are as follows: Asset Derivatives December 31, 2014 June 30, 2015 Derivatives Not Designated as Balance Sheet Fair Balance Sheet Fair Foreign exchange contracts Prepaid expenses and other $ — Prepaid expenses and other $ 6,362 Total $ — $ 6,362 Liability Derivatives December 31, 2014 June 30, 2015 Derivatives Not Designated as Balance Sheet Fair Balance Sheet Fair Foreign exchange contracts Accrued expenses $ 2,411 Accrued expenses $ — Total $ 2,411 $ — Amount of (Gain) Three Months Ended June 30, Six Months Ended June 30, Derivatives Not Designated as Location of (Gain) Loss 2014 2015 2014 2015 Foreign exchange contracts Other expense (income), net $ 11,748 $ (8,119 ) $ 14,670 $ 20,414 Total $ 11,748 $ (8,119 ) $ 14,670 $ 20,414 We have designated a portion of the 6 3 / 4 % Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the six months ended June 30, 2014 and 2015 , we designated on average 58,735 and 35,786 Euros, respectively, of the 6 3 / 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 currency translation adjustments, which is a component of accumulated other comprehensive items, net: Three Months Ended Six Months Ended 2014 2015 2014 2015 Foreign exchange gains (losses) $ 663 $ (1,464 ) $ 808 $ 3,466 Tax expense (benefit) on foreign exchange gains (losses) — — 57 — Foreign exchange gains (losses), net of tax $ 663 $ (1,464 ) $ 751 $ 3,466 As of June 30, 2015 , cumulative net gains of $17,278 , net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge. |
Fair value of derivative instruments | The fair value of our derivative instruments as of December 31, 2014 and June 30, 2015 and their gains and losses for the three and six months ended June 30, 2014 and 2015 are as follows: Asset Derivatives December 31, 2014 June 30, 2015 Derivatives Not Designated as Balance Sheet Fair Balance Sheet Fair Foreign exchange contracts Prepaid expenses and other $ — Prepaid expenses and other $ 6,362 Total $ — $ 6,362 Liability Derivatives December 31, 2014 June 30, 2015 Derivatives Not Designated as Balance Sheet Fair Balance Sheet Fair Foreign exchange contracts Accrued expenses $ 2,411 Accrued expenses $ — Total $ 2,411 $ — |
Fair value of derivative instruments, amount of (gain) loss recognized in income | Amount of (Gain) Three Months Ended June 30, Six Months Ended June 30, Derivatives Not Designated as Location of (Gain) Loss 2014 2015 2014 2015 Foreign exchange contracts Other expense (income), net $ 11,748 $ (8,119 ) $ 14,670 $ 20,414 Total $ 11,748 $ (8,119 ) $ 14,670 $ 20,414 |
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 currency translation adjustments, which is a component of accumulated other comprehensive items, net: Three Months Ended Six Months Ended 2014 2015 2014 2015 Foreign exchange gains (losses) $ 663 $ (1,464 ) $ 808 $ 3,466 Tax expense (benefit) on foreign exchange gains (losses) — — 57 — Foreign exchange gains (losses), net of tax $ 663 $ (1,464 ) $ 751 $ 3,466 |
Acquisitions Acquisitions (Tabl
Acquisitions Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for these acquisitions is as follows: Cash Paid (gross of cash acquired) $ 18,433 (1) Total Consideration 18,433 Fair Value of Identifiable Assets Acquired: Cash, Accounts Receivable, Prepaid Expenses, Deferred Income Taxes and Other 1,162 Property, Plant and Equipment(2) 4,050 Customer Relationship Assets(3) 9,922 Other Assets 361 Liabilities Assumed and Deferred Income Taxes(4) (5,413 ) Total Fair Value of Identifiable Net Assets Acquired 10,082 Goodwill Initially Recorded $ 8,351 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Consolidated Statements of Cash Flows for the six months ended June 30, 2015 is net cash acquired of $(325) and contingent and other payments of $3,606 related to acquisitions made in previous years. (2) Consists primarily of buildings, racking structures, leasehold improvements and computer hardware and software. (3) The weighted average lives of customer relationship intangible assets associated with acquisitions in 2015 was 18 years . (4) Consists primarily of accrued expenses and deferred income taxes. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of carrying amount and fair value of long-term debt instruments | Long-term debt is as follows: December 31, 2014 June 30, 2015 Carrying Fair Carrying Fair IMI Revolving Credit Facility(1) $ 883,428 $ 883,428 $ 834,753 $ 834,753 IMI Term Loan (1) 249,375 249,375 248,125 248,125 6 3 / 4 % Euro Senior Subordinated Notes due 2018 (the "6 3 / 4 % Notes")(2)(3) 308,616 309,634 284,243 283,702 7 3 / 4 % Senior Subordinated Notes due 2019 (the "7 3 / 4 % Notes")(2)(3) 400,000 429,000 400,000 421,240 8 3 / 8 % Senior Subordinated Notes due 2021 (the "8 3 / 8 % Notes")(2)(3) 106,030 110,500 106,047 109,831 6 1 / 8 % CAD Senior Notes due 2021 (the "CAD Notes")(2)(4) 172,420 175,437 160,950 165,376 6 1 / 8 % GBP Senior Notes due 2022 (the "GBP Notes")(2)(5) 622,960 639,282 629,100 644,010 6% Senior Notes due 2023 (the "6% Notes")(2)(3) 600,000 625,500 600,000 624,000 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(2)(3) 1,000,000 1,005,000 1,000,000 1,002,500 Accounts Receivable Securitization Program(6)(7) — — 217,500 217,500 Real Estate Mortgages, Capital Leases and Other(7) 320,702 320,702 308,432 308,432 Total Long-term Debt 4,663,531 4,789,150 Less Current Portion (52,095 ) (70,235 ) Long-term Debt, Net of Current Portion $ 4,611,436 $ 4,718,915 ______________________________________________________________________________ (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 IMI 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 June 30, 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 June 30, 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 6 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 6 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. |
Schedule of Leverage and Fixed Charge Ratios | Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2014 and June 30, 2015 are as follows: December 31, 2014 June 30, 2015 Maximum//Minimum Allowable Net total lease adjusted leverage ratio 5.4 5.7 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 2.6 2.8 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 5.7 5.8 Maximum allowable of 6.5 Fixed charge coverage ratio 2.5 2.3 Minimum allowable of 1.5 |
Schedule of Line of Credit Facilities | Commitment fees and letters of credit fees, which are based on the unused balances under the IMI Revolving Credit Facility and the Accounts Receivable Securitization Program for the three and six months ended June 30, 2014 and 2015 is as follows: Three Months Ended Six Months Ended 2014 2015 2014 2015 Commitment fees and letters of credit fees $ 509 $ 991 $ 1,167 $ 1,858 |
Selected Consolidated Financi26
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables) | 6 Months Ended |
Jun. 30, 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 December 31, 2014 Parent Guarantors Canada Non- Eliminations Consolidated 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 8) 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) June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Assets Current Assets: Cash and Cash Equivalents $ 1,473 $ 3,455 $ 6,877 $ 105,293 $ — $ 117,098 Accounts Receivable — 19,114 37,858 539,280 — 596,252 Intercompany Receivable — 998,589 — — (998,589 ) — Other Current Assets 6,362 87,872 3,621 63,553 (31 ) 161,377 Total Current Assets 7,835 1,109,030 48,356 708,126 (998,620 ) 874,727 Property, Plant and Equipment, Net 751 1,565,978 151,969 774,315 — 2,493,013 Other Assets, Net: Long-term Notes Receivable from Affiliates and Intercompany Receivable 3,005,347 1,000 1,417 — (3,007,764 ) — Investment in Subsidiaries 875,518 615,258 29,929 96,812 (1,617,517 ) — Goodwill — 1,615,448 171,194 602,055 — 2,388,697 Other 28,571 383,904 27,588 226,077 — 666,140 Total Other Assets, Net 3,909,436 2,615,610 230,128 924,944 (4,625,281 ) 3,054,837 Total Assets $ 3,918,022 $ 5,290,618 $ 430,453 $ 2,407,385 $ (5,623,901 ) $ 6,422,577 Liabilities and Equity Intercompany Payable $ 762,351 $ — $ 4,201 $ 232,037 $ (998,589 ) $ — Current Portion of Long-term Debt — 36,113 — 34,153 (31 ) 70,235 Total Other Current Liabilities 55,595 397,531 27,557 201,217 — 681,900 Long-term Debt, Net of Current Portion 2,390,289 884,663 232,476 1,211,487 — 4,718,915 Long-term Notes Payable to Affiliates and Intercompany Payable 1,000 3,006,764 — — (3,007,764 ) — Other Long-term Liabilities — 111,872 39,478 77,952 — 229,302 Commitments and Contingencies (See Note 8) Total Iron Mountain Incorporated Stockholders' Equity 708,787 853,675 126,741 637,101 (1,617,517 ) 708,787 Noncontrolling Interests — — — 13,438 — 13,438 Total Equity 708,787 853,675 126,741 650,539 (1,617,517 ) 722,225 Total Liabilities and Equity $ 3,918,022 $ 5,290,618 $ 430,453 $ 2,407,385 $ (5,623,901 ) $ 6,422,577 |
Schedule of selected consolidated Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) Six Months Ended June 30, 2014 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 602,012 $ 61,706 $ 262,060 $ — $ 925,778 Service — 377,043 33,741 220,456 — 631,240 Intercompany Service — — — 32,552 (32,552 ) — Total Revenues — 979,055 95,447 515,068 (32,552 ) 1,557,018 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 399,248 12,564 260,294 — 672,106 Selling, General and Administrative 64 289,276 6,843 132,404 — 428,587 Intercompany Service Charges — — 32,552 — (32,552 ) — Depreciation and Amortization 133 104,962 5,978 64,301 — 175,374 Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — 832 1 212 — 1,045 Total Operating Expenses 197 794,318 57,938 457,211 (32,552 ) 1,277,112 Operating (Loss) Income (197 ) 184,737 37,509 57,857 — 279,906 Interest Expense (Income), Net 94,839 (7,856 ) 17,383 20,147 — 124,513 Other Expense (Income), Net 6,825 7,721 (20 ) (14,047 ) — 479 (Loss) Income from Continuing Operations Before (Benefit) Provision for Income Taxes and (Gain) Loss on Sale of Real Estate (101,861 ) 184,872 20,146 51,757 — 154,914 (Benefit) Provision for Income Taxes — (169,328 ) 6,110 10,177 — (153,041 ) (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 (415,165 ) (60,060 ) (641 ) (14,036 ) 489,902 — Income (Loss) from Continuing Operations 313,304 414,457 14,677 62,887 (489,902 ) 315,423 (Loss) Income from Discontinued Operations, Net of Tax — (960 ) — 22 — (938 ) Net Income (Loss) 313,304 413,497 14,677 62,909 (489,902 ) 314,485 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 1,181 — 1,181 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 313,304 $ 413,497 $ 14,677 $ 61,728 $ (489,902 ) $ 313,304 Net Income (Loss) $ 313,304 $ 413,497 $ 14,677 $ 62,909 $ (489,902 ) $ 314,485 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 751 84 (437 ) 5,916 — 6,314 Market Value Adjustments for Securities — 548 — — — 548 Equity in Other Comprehensive Income (Loss) of Subsidiaries 5,574 4,045 503 (437 ) (9,685 ) — Total Other Comprehensive Income (Loss) 6,325 4,677 66 5,479 (9,685 ) 6,862 Comprehensive Income (Loss) 319,629 418,174 14,743 68,388 (499,587 ) 321,347 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 1,718 — 1,718 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 319,629 $ 418,174 $ 14,743 $ 66,670 $ (499,587 ) $ 319,629 CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) Six Months Ended June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 610,505 $ 61,672 $ 247,904 $ — $ 920,081 Service — 370,133 32,665 186,141 — 588,939 Intercompany Service — 1,407 — 38,545 (39,952 ) — Total Revenues — 982,045 94,337 472,590 (39,952 ) 1,509,020 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 392,741 13,807 241,389 — 647,937 Selling, General and Administrative 97 281,243 7,962 122,997 — 412,299 Intercompany Service Charges — 6,400 32,145 1,407 (39,952 ) — Depreciation and Amortization 91 111,763 6,217 55,429 — 173,500 Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — 762 — 86 — 848 Total Operating Expenses 188 792,909 60,131 421,308 (39,952 ) 1,234,584 Operating (Loss) Income (188 ) 189,136 34,206 51,282 — 274,436 Interest Expense (Income), Net 78,392 (13,092 ) 16,545 49,140 — 130,985 Other (Income) Expense, Net (911 ) 4,522 (137 ) 20,879 — 24,353 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (77,669 ) 197,706 17,798 (18,737 ) — 119,098 Provision (Benefit) for Income Taxes — 8,665 7,859 6,828 — 23,352 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (172,095 ) 18,097 (1,933 ) (9,939 ) 165,870 — Net Income (Loss) 94,426 170,944 11,872 (15,626 ) (165,870 ) 95,746 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 1,320 — 1,320 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 94,426 $ 170,944 $ 11,872 $ (16,946 ) $ (165,870 ) $ 94,426 Net Income (Loss) $ 94,426 $ 170,944 $ 11,872 $ (15,626 ) $ (165,870 ) $ 95,746 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 3,466 — (6,903 ) (51,738 ) — (55,175 ) Market Value Adjustments for Securities — 23 — — — 23 Equity in Other Comprehensive (Loss) Income of Subsidiaries (58,185 ) (57,989 ) (1,465 ) (6,903 ) 124,542 — Total Other Comprehensive (Loss) Income (54,719 ) (57,966 ) (8,368 ) (58,641 ) 124,542 (55,152 ) Comprehensive Income (Loss) 39,707 112,978 3,504 (74,267 ) (41,328 ) 40,594 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 887 — 887 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 39,707 $ 112,978 $ 3,504 $ (75,154 ) $ (41,328 ) $ 39,707 CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended June 30, 2014 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 301,683 $ 31,295 $ 133,911 $ — $ 466,889 Service — 190,613 17,591 111,799 — 320,003 Intercompany Service — — — 15,194 (15,194 ) — Total Revenues — 492,296 48,886 260,904 (15,194 ) 786,892 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 196,328 6,322 134,311 — 336,961 Selling, General and Administrative 36 142,698 3,090 67,983 — 213,807 Intercompany Service Charges — — 15,194 — (15,194 ) — Depreciation and Amortization 56 52,322 2,979 33,584 — 88,941 (Gain) Loss on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — (97 ) — (10 ) — (107 ) Total Operating Expenses 92 391,251 27,585 235,868 (15,194 ) 639,602 Operating (Loss) Income (92 ) 101,045 21,301 25,036 — 147,290 Interest Expense (Income), Net 46,674 (3,004 ) 7,836 10,695 — 62,201 Other Expense (Income), Net 8,105 6,214 — (19,157 ) — (4,838 ) (Loss) Income from Continuing Operations Before (Benefit) Provision for Income Taxes (54,871 ) 97,835 13,465 33,498 — 89,927 (Benefit) Provision for Income Taxes — (193,131 ) 3,572 6,784 — (182,775 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (326,508 ) (35,234 ) 1,313 (9,893 ) 370,322 — Income (Loss) from Continuing Operations 271,637 326,200 8,580 36,607 (370,322 ) 272,702 (Loss) Income from Discontinued Operations, Net of Tax — (335 ) — 9 — (326 ) Net Income (Loss) 271,637 325,865 8,580 36,616 (370,322 ) 272,376 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 739 — 739 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 271,637 $ 325,865 $ 8,580 $ 35,877 $ (370,322 ) $ 271,637 Net Income (Loss) $ 271,637 $ 325,865 $ 8,580 $ 36,616 $ (370,322 ) $ 272,376 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 663 (657 ) 2,181 2,339 — 4,526 Market Value Adjustments for Securities — 548 — — — 548 Equity in Other Comprehensive Income (Loss) of Subsidiaries 3,985 4,116 1,663 2,181 (11,945 ) — Total Other Comprehensive Income (Loss) 4,648 4,007 3,844 4,520 (11,945 ) 5,074 Comprehensive Income (Loss) 276,285 329,872 12,424 41,136 (382,267 ) 277,450 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 1,165 — 1,165 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 276,285 $ 329,872 $ 12,424 $ 39,971 $ (382,267 ) $ 276,285 CONSOLIDATED STATEMENTS OF OPERATIONS (Continued) Three Months Ended June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage Rental $ — $ 305,913 $ 30,804 $ 124,492 $ — $ 461,209 Service — 189,268 16,108 93,149 — 298,525 Intercompany Service — 1,055 — 22,126 (23,181 ) — Total Revenues — 496,236 46,912 239,767 (23,181 ) 759,734 Operating Expenses: Cost of Sales (Excluding Depreciation and Amortization) — 196,080 6,642 123,561 — 326,283 Selling, General and Administrative 24 149,051 3,795 63,015 — 215,885 Intercompany Service Charges — 6,400 15,726 1,055 (23,181 ) — Depreciation and Amortization 45 56,360 3,165 27,979 — 87,549 Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net — 440 — 75 — 515 Total Operating Expenses 69 408,331 29,328 215,685 (23,181 ) 630,232 Operating (Loss) Income (69 ) 87,905 17,584 24,082 — 129,502 Interest Expense (Income), Net 39,222 (6,415 ) 8,342 24,938 — 66,087 Other Expense (Income), Net 1,127 3,139 (10 ) (2,252 ) — 2,004 (Loss) Income from Continuing Operations Before (Benefit) Provision for Income Taxes (40,418 ) 91,181 9,252 1,396 — 61,411 (Benefit) Provision for Income Taxes — (1,037 ) 4,796 3,645 — 7,404 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (93,748 ) (643 ) (874 ) (4,456 ) 99,721 — Net Income (Loss) 53,330 92,861 5,330 2,207 (99,721 ) 54,007 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 677 — 677 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 53,330 $ 92,861 $ 5,330 $ 1,530 $ (99,721 ) $ 53,330 Net Income (Loss) $ 53,330 $ 92,861 $ 5,330 $ 2,207 $ (99,721 ) $ 54,007 Other Comprehensive (Loss) Income: Foreign Currency Translation Adjustments (1,464 ) — 1,037 1,427 — 1,000 Equity in Other Comprehensive Income (Loss) of Subsidiaries 2,796 2,907 1,542 1,037 (8,282 ) — Total Other Comprehensive Income (Loss) 1,332 2,907 2,579 2,464 (8,282 ) 1,000 Comprehensive Income (Loss) 54,662 95,768 7,909 4,671 (108,003 ) 55,007 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 345 — 345 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 54,662 $ 95,768 $ 7,909 $ 4,326 $ (108,003 ) $ 54,662 |
Schedule of selected consolidated cash flow statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2014 Parent Guarantors Canada Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities $ (102,687 ) $ 193,625 $ 30,500 $ 74,163 $ — $ 195,601 Cash Flows from Investing Activities: Capital expenditures — (117,875 ) (3,714 ) (67,156 ) — (188,745 ) Cash paid for acquisitions, net of cash acquired — 683 — (47,049 ) — (46,366 ) Intercompany loans to subsidiaries 454,027 22,778 — — (476,805 ) — Investment in subsidiaries (18,199 ) (18,199 ) — — 36,398 — Additions to customer relationship and acquisition costs — (14,278 ) (425 ) (2,507 ) — (17,210 ) Proceeds from sales of property and equipment and other, net (including real estate) — 1,535 64 16,009 — 17,608 Cash Flows from Investing Activities 435,828 (125,356 ) (4,075 ) (100,703 ) (440,407 ) (234,713 ) Cash Flows from Financing Activities: Repayment of revolving credit and term loan facilities and other debt — (4,719,695 ) (490,931 ) (97,220 ) — (5,307,846 ) Proceeds from revolving credit and term loan facilities and other debt — 5,084,042 466,677 153,850 — 5,704,569 Early retirement of senior subordinated notes (247,275 ) — — — — (247,275 ) Debt (repayment to) financing and equity contribution from (distribution to) noncontrolling interests, net — — — (2,083 ) — (2,083 ) Intercompany loans from parent — (453,675 ) 2,135 (25,265 ) 476,805 — Equity contribution from parent — 18,199 — 18,199 (36,398 ) — Parent cash dividends (104,861 ) — — — — (104,861 ) Proceeds from exercise of stock options and employee stock purchase plan 17,818 — — — — 17,818 Excess tax (deficiency) benefit from stock-based compensation (66 ) — — — — (66 ) Payment of debt financing costs and stock issuance costs — — (12 ) (417 ) — (429 ) Cash Flows from Financing Activities (334,384 ) (71,129 ) (22,131 ) 47,064 440,407 59,827 Effect of exchange rates on cash and cash equivalents — 442 190 3,470 — 4,102 (Decrease) Increase in cash and cash equivalents (1,243 ) (2,418 ) 4,484 23,994 — 24,817 Cash and cash equivalents, beginning of period 1,243 10,366 1,094 107,823 — 120,526 Cash and cash equivalents, end of period $ — $ 7,948 $ 5,578 $ 131,817 $ — $ 145,343 CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Six Months Ended June 30, 2015 Parent Guarantors Canada Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities $ (77,187 ) $ 203,751 $ 13,218 $ 39,956 $ — $ 179,738 Cash Flows from Investing Activities: Capital expenditures — (86,883 ) (8,914 ) (43,559 ) — (139,356 ) Cash paid for acquisitions, net of cash acquired — (5,736 ) (5,399 ) (10,579 ) — (21,714 ) Intercompany loans to subsidiaries 245,945 172,666 — — (418,611 ) — Investment in subsidiaries (10,000 ) (10,000 ) — — 20,000 — Decrease in restricted cash 33,860 — — — — 33,860 Additions to customer relationship and acquisition costs — (20,247 ) (690 ) (3,270 ) — (24,207 ) Proceeds from sales of property and equipment and other, net (including real estate) — 327 6 472 — 805 Cash Flows from Investing Activities 269,805 50,127 (14,997 ) (56,936 ) (398,611 ) (150,612 ) Cash Flows from Financing Activities: Repayment of revolving credit and term loan facilities and other debt — (3,640,841 ) (331,819 ) (942,385 ) — (4,915,045 ) Proceeds from revolving credit and term loan facilities and other debt — 3,616,000 334,633 1,124,402 — 5,075,035 Debt (repayment to) financing and equity (distribution to) contribution from noncontrolling interests, net — — — (830 ) — (830 ) Intercompany loans from parent — (240,118 ) 877 (179,370 ) 418,611 — Equity contribution from parent — 10,000 — 10,000 (20,000 ) — Parent cash dividends (203,229 ) — — — — (203,229 ) Proceeds from exercise of stock options and employee stock purchase plan 9,454 — — — — 9,454 Excess tax benefit (deficiency) from stock-based compensation 260 — — — — 260 Payment of debt financing costs and stock issuance costs (29 ) (110 ) — (975 ) — (1,114 ) Cash Flows from Financing Activities (193,544 ) (255,069 ) 3,691 10,842 398,611 (35,469 ) Effect of exchange rates on cash and cash equivalents — (67 ) (14 ) (2,411 ) — (2,492 ) (Decrease) Increase in cash and cash equivalents (926 ) (1,258 ) 1,898 (8,549 ) — (8,835 ) Cash and cash equivalents, beginning of period 2,399 4,713 4,979 113,842 — 125,933 Cash and cash equivalents, end of period $ 1,473 $ 3,455 $ 6,877 $ 105,293 $ — $ 117,098 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 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 Business Total Three Months Ended June 30, 2014 Total Revenues $ 452,271 $ 97,551 $ 118,397 $ 115,193 $ 3,480 $ 786,892 Depreciation and Amortization 42,807 4,938 14,421 17,378 9,397 88,941 Depreciation 38,144 4,876 12,058 11,973 9,353 76,404 Amortization 4,663 62 2,363 5,405 44 12,537 Adjusted OIBDA 175,427 59,420 34,395 21,309 (48,702 ) 241,849 Expenditures for Segment Assets 41,448 4,813 9,257 40,619 9,389 105,526 Capital Expenditures 34,678 4,702 8,672 23,448 9,389 80,889 Cash Paid for Acquisitions, Net of Cash Acquired (161 ) (40 ) — 15,786 — 15,585 Additions to Customer Relationship and Acquisition Costs 6,931 151 585 1,385 — 9,052 Three Months Ended June 30, 2015 Total Revenues 448,887 99,600 100,160 106,422 4,665 759,734 Depreciation and Amortization 46,293 5,498 11,772 14,574 9,412 87,549 Depreciation 41,335 5,300 10,288 9,984 9,317 76,224 Amortization 4,958 198 1,484 4,590 95 11,325 Adjusted OIBDA 176,787 50,622 27,895 20,050 (52,126 ) 223,228 Expenditures for Segment Assets 44,467 9,039 4,950 20,754 15,617 94,827 Capital Expenditures 30,929 2,039 4,140 14,254 13,218 64,580 Cash Paid for Acquisitions, Net of Cash Acquired 8,178 — (309 ) 5,015 2,399 15,283 Additions to Customer Relationship and Acquisition Costs 5,360 7,000 1,119 1,485 — 14,964 Six Months Ended June 30, 2014 Total Revenues 898,403 194,275 235,528 222,492 6,320 1,557,018 Depreciation and Amortization 88,313 9,968 28,761 31,797 16,535 175,374 Depreciation 78,965 9,841 24,072 21,748 16,491 151,117 Amortization 9,348 127 4,689 10,049 44 24,257 Adjusted OIBDA 344,636 114,088 68,958 45,509 (102,818 ) 470,373 Total Assets (1) 3,664,360 656,722 1,115,151 1,039,668 259,223 6,735,124 Expenditures for Segment Assets 90,714 10,320 20,044 94,773 36,470 252,321 Capital Expenditures 77,239 10,209 18,646 46,181 36,470 188,745 Cash Paid for Acquisitions, Net of Cash Acquired (1,077 ) (40 ) 296 47,187 — 46,366 Additions to Customer Relationship and Acquisition Costs 14,552 151 1,102 1,405 — 17,210 Six Months Ended June 30, 2015 Total Revenues 891,574 196,835 200,972 210,413 9,226 1,509,020 Depreciation and Amortization 91,596 10,842 23,211 28,839 19,012 173,500 Depreciation 81,671 10,584 20,274 19,616 18,870 151,015 Amortization 9,925 258 2,937 9,223 142 22,485 Adjusted OIBDA 358,267 101,910 57,348 40,885 (103,964 ) 454,446 Total Assets (1) 3,632,747 652,212 945,859 930,181 261,578 6,422,577 Expenditures for Segment Assets 86,842 13,988 12,538 43,302 28,607 185,277 Capital Expenditures 64,109 6,946 8,550 33,543 26,208 139,356 Cash Paid for Acquisitions, Net of Cash Acquired 8,778 (21 ) 2,510 8,048 2,399 21,714 Additions to Customer Relationship and Acquisition Costs 13,955 7,063 1,478 1,711 — 24,207 _______________________________________________________________________________ (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 Six Months Ended 2014 2015 2014 2015 Adjusted OIBDA $ 241,849 $ 223,228 $ 470,373 $ 454,446 Less: Depreciation and Amortization 88,941 87,549 175,374 173,500 (Gain) Loss on Disposal/Write-Down of Property, Plant and Equipment (Excluding Real Estate), Net (107 ) 515 1,045 848 Recall Costs(1) — 5,662 — 5,662 REIT Costs(2) 5,725 — 14,048 — Interest Expense, Net 62,201 66,087 124,513 130,985 Other (Income) Expense, Net (4,838 ) 2,004 479 24,353 Income (Loss) from Continuing Operations before (Benefit) Provision for Income Taxes and Gain on Sale of Real Estate $ 89,927 $ 61,411 $ 154,914 $ 119,098 _______________________________________________________________________________ (1) Includes costs associated with our proposed acquisition of Recall, including costs to complete the acquisition (including advisory and professional fees) as well as costs incurred once we close the Recall Transaction to integrate Recall with our existing operations (including moving, severance, facility upgrade, REIT conversion and system upgrade costs) ("Recall Costs"). (2) 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 (T
Stockholders' Equity Matters (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of dividend declared and payments | In fiscal year 2014 and in the first six months of 2015 , our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date March 14, 2014 $ 0.2700 March 25, 2014 $ 51,812 April 15, 2014 May 28, 2014 0.2700 June 25, 2014 52,033 July 15, 2014 September 15, 2014 0.4750 September 25, 2014 91,993 October 15, 2014 September 15, 2014 (1) 3.6144 September 30, 2014 700,000 November 4, 2014 November 17, 2014 (2) 0.2550 November 28, 2014 53,450 December 15, 2014 November 17, 2014 0.4750 December 5, 2014 99,617 December 22, 2014 February 19, 2015 0.4750 March 6, 2015 99,795 March 20, 2015 May 28, 2015 0.4750 June 12, 2015 100,119 June 26, 2015 _______________________________________________________________________________ (1) Represents Special Distribution. (2) Represents Catch-Up Distribution. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Cash and Cash Equivalents and Foreign Currency (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Cash and Cash Equivalents and Restricted Cash [Abstract] | ||
Restricted cash | $ 0 | $ 33,860 |
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 Accoun30
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - (Gain) Loss on Foreign Currency Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Accounting Policies [Abstract] | ||||
Foreign currency transaction gains (loss) | $ 1,656 | $ (4,347) | $ 23,922 | $ 2,091 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Goodwill (Details) | Jan. 01, 2015USD ($) | Oct. 01, 2014USD ($) | Jun. 30, 2015USD ($)segment |
Goodwill | |||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | $ 0 | ||
Goodwill impairment charge | $ 0 | $ 0 | |
North American Records and Information Management business | |||
Goodwill | |||
Number of reporting units | segment | 2 | ||
Western European Business | |||
Goodwill | |||
Number of reporting units | segment | 2 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Schedule of Carrying Value of Goodwill, by Reporting Unit (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Goodwill | ||
Goodwill | $ 2,388,697 | $ 2,423,783 |
North American Records and Information Management business | ||
Goodwill | ||
Goodwill | 1,430,567 | 1,439,222 |
North American Records and Information Management business | North American Records And Information Management | ||
Goodwill | ||
Goodwill | 1,389,683 | 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 | 40,884 | |
North American Data Management Business | ||
Goodwill | ||
Goodwill | 373,698 | 375,957 |
Corporate and Other | ||
Goodwill | ||
Goodwill | 3,036 | 0 |
Corporate and Other | Emerging Businesses | ||
Goodwill | ||
Goodwill | 3,036 | 0 |
Western European Business | ||
Goodwill | ||
Goodwill | 347,241 | 354,049 |
Western European Business | United Kingdom, Ireland, Norway | ||
Goodwill | ||
Goodwill | 272,226 | |
Western European Business | Continental Western Europe | ||
Goodwill | ||
Goodwill | 75,015 | |
New Western Europe | Western European Business | ||
Goodwill | ||
Goodwill | 354,049 | |
Other International Business | Emerging Markets - Eastern Europe | ||
Goodwill | ||
Goodwill | 81,772 | 87,408 |
Other International Business | Latin America | ||
Goodwill | ||
Goodwill | 95,445 | 107,240 |
Other International Business | Australia Singapore | ||
Goodwill | ||
Goodwill | 52,836 | 55,779 |
Other International Business | Greater China | ||
Goodwill | ||
Goodwill | 3,525 | 3,500 |
Other International Business | INDIA | ||
Goodwill | ||
Goodwill | 0 | 0 |
Other International Business | Russia, Ukraine and Denmark | ||
Goodwill | ||
Goodwill | $ 577 | $ 628 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill, by Reportable Operating Segment (Details) - USD ($) $ in Thousands | Jan. 01, 2015 | Oct. 01, 2014 | Jun. 30, 2015 |
Goodwill | |||
Goodwill, Impairment Loss | $ 0 | $ 0 | |
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 5,083 | ||
Gross amount of goodwill [Roll Forward] | |||
Beginning balance | 2,742,219 | 2,742,219 | |
Non-deductible goodwill acquired during the year | 3,268 | ||
Fair value and other adjustments | (1,402) | ||
Currency effects | (44,180) | ||
Ending balance | 2,704,988 | ||
Goodwill accumulated amortization [Roll Forward] | |||
Accumulated amortization. beginning balance | 318,436 | 318,436 | |
Currency effects | (2,145) | ||
Accumulated amortization. ending balance | 316,291 | ||
Net goodwill, beginning balance | 2,423,783 | 2,423,783 | |
Net goodwill, ending balance | 2,388,697 | ||
Accumulated goodwill impairment, beginning balance | 132,409 | 132,409 | |
Accumulated goodwill impairment, ending balance | 132,409 | ||
Fair value and other adjustments related to deferred income taxes | 672 | ||
Fair value and other adjustments related to customer relationships | (5,680) | ||
Cash paid related to goodwill to acquire prior year acquisitions | 3,606 | ||
North American Records and Information Management Business | |||
Goodwill | |||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 1,638 | ||
Gross amount of goodwill [Roll Forward] | |||
Beginning balance | 1,645,209 | 1,645,209 | |
Non-deductible goodwill acquired during the year | 239 | ||
Fair value and other adjustments | 99 | ||
Currency effects | (11,163) | ||
Ending balance | 1,636,022 | ||
Goodwill accumulated amortization [Roll Forward] | |||
Accumulated amortization. beginning balance | 205,987 | 205,987 | |
Currency effects | (532) | ||
Accumulated amortization. ending balance | 205,455 | ||
Net goodwill, beginning balance | 1,439,222 | 1,439,222 | |
Net goodwill, ending balance | 1,430,567 | ||
Accumulated goodwill impairment, beginning balance | 85,909 | 85,909 | |
Accumulated goodwill impairment, ending balance | 85,909 | ||
North American Data Management Business | |||
Goodwill | |||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 409 | ||
Gross amount of goodwill [Roll Forward] | |||
Beginning balance | 429,982 | 429,982 | |
Non-deductible goodwill acquired during the year | 24 | ||
Fair value and other adjustments | (25) | ||
Currency effects | (2,800) | ||
Ending balance | 427,590 | ||
Goodwill accumulated amortization [Roll Forward] | |||
Accumulated amortization. beginning balance | 54,025 | 54,025 | |
Currency effects | (133) | ||
Accumulated amortization. ending balance | 53,892 | ||
Net goodwill, beginning balance | 375,957 | 375,957 | |
Net goodwill, ending balance | 373,698 | ||
Accumulated goodwill impairment, beginning balance | 0 | 0 | |
Accumulated goodwill impairment, ending balance | 0 | ||
Western European Business | |||
Goodwill | |||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 0 | ||
Gross amount of goodwill [Roll Forward] | |||
Beginning balance | 412,322 | 412,322 | |
Non-deductible goodwill acquired during the year | 1,241 | ||
Fair value and other adjustments | (365) | ||
Currency effects | (9,155) | ||
Ending balance | 404,043 | ||
Goodwill accumulated amortization [Roll Forward] | |||
Accumulated amortization. beginning balance | 58,273 | 58,273 | |
Currency effects | (1,471) | ||
Accumulated amortization. ending balance | 56,802 | ||
Net goodwill, beginning balance | 354,049 | 354,049 | |
Net goodwill, ending balance | 347,241 | ||
Accumulated goodwill impairment, beginning balance | 46,500 | 46,500 | |
Accumulated goodwill impairment, ending balance | 46,500 | ||
Other International Business | |||
Goodwill | |||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 0 | ||
Gross amount of goodwill [Roll Forward] | |||
Beginning balance | 254,706 | 254,706 | |
Non-deductible goodwill acquired during the year | 1,764 | ||
Fair value and other adjustments | (1,111) | ||
Currency effects | (21,062) | ||
Ending balance | 234,297 | ||
Goodwill accumulated amortization [Roll Forward] | |||
Accumulated amortization. beginning balance | 151 | 151 | |
Currency effects | (9) | ||
Accumulated amortization. ending balance | 142 | ||
Net goodwill, beginning balance | 254,555 | 254,555 | |
Net goodwill, ending balance | 234,155 | ||
Accumulated goodwill impairment, beginning balance | 0 | 0 | |
Accumulated goodwill impairment, ending balance | 0 | ||
Corporate and Other | |||
Goodwill | |||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 3,036 | ||
Gross amount of goodwill [Roll Forward] | |||
Beginning balance | 0 | 0 | |
Non-deductible goodwill acquired during the year | 0 | ||
Fair value and other adjustments | 0 | ||
Currency effects | 0 | ||
Ending balance | 3,036 | ||
Goodwill accumulated amortization [Roll Forward] | |||
Accumulated amortization. beginning balance | 0 | 0 | |
Currency effects | 0 | ||
Accumulated amortization. ending balance | 0 | ||
Net goodwill, beginning balance | 0 | 0 | |
Net goodwill, ending balance | 3,036 | ||
Accumulated goodwill impairment, beginning balance | $ 0 | 0 | |
Accumulated goodwill impairment, ending balance | $ 0 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Schedule of Components of Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Amortizable intangible assets | |||||
Gross carrying amount | $ 987,650 | $ 987,650 | $ 978,529 | ||
Accumulated amortization | (346,533) | (346,533) | (321,593) | ||
Net carrying amount | 641,117 | 641,117 | 656,936 | ||
Amortization of other deferred charges | 13,593 | $ 14,332 | 26,845 | $ 27,958 | |
Customer Relationships and Acquisition Costs | |||||
Amortizable intangible assets | |||||
Gross carrying amount | 913,523 | 913,523 | 904,866 | ||
Accumulated amortization | (318,055) | (318,055) | (297,029) | ||
Net carrying amount | 595,468 | 595,468 | 607,837 | ||
Core Technology | |||||
Amortizable intangible assets | |||||
Gross carrying amount | 3,414 | 3,414 | 3,568 | ||
Accumulated amortization | (3,414) | (3,414) | (3,540) | ||
Net carrying amount | 0 | 0 | 28 | ||
Trademarks and Non-Compete Agreements | |||||
Amortizable intangible assets | |||||
Gross carrying amount | 6,908 | 6,908 | 7,062 | ||
Accumulated amortization | (5,086) | (5,086) | (5,068) | ||
Net carrying amount | 1,822 | 1,822 | 1,994 | ||
Deferred Financing Costs | |||||
Amortizable intangible assets | |||||
Gross carrying amount | 63,805 | 63,805 | 63,033 | ||
Accumulated amortization | (19,978) | (19,978) | (15,956) | ||
Net carrying amount | $ 43,827 | $ 43,827 | $ 47,077 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Stock-Based Compensation (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($)offering_period$ / sharesshares | Mar. 31, 2015$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | Jun. 30, 2015USD ($)offering_period$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | |
Employee stock-based awards | |||||
Weighted Average Common Shares Outstanding-Basic (in shares) | 210,699,000 | 192,381,000 | 210,468,000 | 192,130,000 | |
Stock-based compensation | $ | $ 7,921 | $ 7,317 | $ 14,777 | $ 14,458 | |
Stock-based compensation expense (income), net of tax | $ | $ 5,467 | $ 5,417 | $ 10,413 | $ 10,551 | |
Stock-based compensation expense per basic and diluted share (in dollars per share) | $ / shares | $ 0.03 | $ 0.03 | $ 0.05 | $ 0.05 | |
Excess tax (deficiency) benefit from stock-based compensation | $ | $ 260 | $ (66) | |||
Share-Based Compensation, aggregate disclosures | |||||
Employee stock-based awards, unrecognized compensation costs on nonvested awards | $ | $ 46,910 | $ 46,910 | |||
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition | 2 years 2 months 12 days | ||||
Restricted Stock [Member] | |||||
Weighted average grant date fair value | |||||
Total fair value of shares or units vested | $ | $ 0 | $ 1 | $ 0 | $ 1 | |
Stock Options | |||||
Employee stock-based awards | |||||
Weighted average fair value of options granted (in dollars per share) | $ / shares | $ 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) | 1.70% | 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 | 3,678,246 | |||
Options granted (in shares) | 696,722 | ||||
Options exercised (in shares) | (350,910) | ||||
Options forfeited (in shares) | (20,729) | ||||
Options expired (in shares) | (11,045) | ||||
Options outstanding balance, end of period (in shares) | 3,992,284 | 3,992,284 | |||
Options exercisable balance (in shares) | 2,728,453 | 2,728,453 | |||
Options expected to vest (in shares) | 1,178,890 | 1,178,890 | |||
Weighted Average Exercise Price | |||||
Weighted average exercise price, options outstanding balance beginning of period (in dollars per share) | $ / shares | $ 23.37 | $ 23.37 | |||
Weighted average exercise price, options granted (in dollars per share) | $ / shares | 43.64 | ||||
Weighted average exercise price, options exercised (in dollars per share) | $ / shares | 21.03 | ||||
Weighted average exercise price, options forfeited (in dollars per share) | $ / shares | 23.63 | ||||
Weighted average exercise price, options expired (in dollars per share) | $ / shares | 22.15 | ||||
Weighted average exercise price, options outstanding balance end of period (in dollars per share) | $ / shares | $ 27.11 | 27.11 | |||
Weighted average exercise price, options exercisable (in dollars per share) | $ / shares | 22.67 | 22.67 | |||
Weighted average exercise price, options expected to vest (in dollars per share) | $ / shares | $ 36.57 | $ 36.57 | |||
Weighted average remaining contractual term | |||||
Weighted average remaining contractual term, options outstanding | 5 years 8 months 27 days | ||||
Weighted average remaining contractual term, options exercisable | 4 years 3 months 18 days | ||||
Weighted average remaining contractual term, options expected to vest | 8 years 10 months 6 days | ||||
Aggregate intrinsic value | |||||
Aggregate intrinsic value, options outstanding | $ | $ 24,551 | $ 24,551 | |||
Aggregate intrinsic value, options exercisable | $ | 22,715 | 22,715 | |||
Aggregate intrinsic value, options expected to vest | $ | 1,743 | 1,743 | |||
Aggregate intrinsic value of stock options exercised | |||||
Aggregate intrinsic value of stock options exercised | $ | $ 1,716 | 7,556 | $ 5,883 | $ 8,533 | |
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 | 7.40% | 7.40% | |||
Employee Stock Purchase Plan | |||||
Employee Stock Purchase Plan | |||||
Employee stock purchase plan, number of offering periods | offering_period | 2 | 2 | |||
Employee stock purchase plan, duration of offering periods | 6 months | ||||
Employee stock purchase plan, maximum employee subscription rate percent | 15.00% | 15.00% | |||
Percentage of market price for the purchase of shares | 95.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 59,569 | 69,567 | |||
Employee stock purchase plan, shares available for grant | 901,069 | 901,069 | |||
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 | 1,405,569 | |||
Granted (in shares) | 524,896 | ||||
Vested (in shares) | (536,988) | ||||
Forfeited (in shares) | (50,678) | ||||
Non-vested at the end of the period (in shares) | 1,342,799 | 1,342,799 | |||
Weighted average grant date fair value | |||||
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share) | $ / shares | $ 28.78 | $ 28.78 | |||
Weighted average grant date fair value, granted (in dollars per share) | $ / shares | 38.59 | ||||
Weighted average grant date fair value, vested (in dollars per share) | $ / shares | 30.94 | ||||
Weighted average grant date fair value, forfeited (in dollars per share) | $ / shares | 32.14 | ||||
Weighted average grant date fair value, non-vested, end of period (in dollars per share) | $ / shares | $ 33.68 | $ 33.68 | |||
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 | $ | $ 214 | 142 | $ 425 | $ 292 | |
Cash dividends paid | $ | $ 0 | 91 | $ 1,015 | 312 | |
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 | 379,057 | |||
Granted (in shares) | 139,446 | ||||
Vested (in shares) | (84,385) | ||||
Forfeited (in shares) | (19,038) | ||||
Non-vested at the end of the period (in shares) | 415,080 | 415,080 | |||
Weighted average grant date fair value | |||||
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share) | $ / shares | $ 30.80 | $ 30.80 | |||
Weighted average grant date fair value, granted (in dollars per share) | $ / shares | 40.38 | ||||
Weighted average grant date fair value, vested (in dollars per share) | $ / shares | 29.62 | ||||
Weighted average grant date fair value, forfeited (in dollars per share) | $ / shares | 30.96 | ||||
Weighted average grant date fair value, non-vested, end of period (in dollars per share) | $ / shares | $ 34.25 | $ 34.25 | |||
Total fair value of shares or units vested | $ | $ 44 | $ 2,266 | $ 2,107 | $ 6,296 | |
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% | 25.00% | 100.00% | 25.00% | |
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% | 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% | 0.00% | |||
Performance units | Minimum | Market condition associated with shareholder return of common stock | |||||
Performance units disclosure | |||||
Percentage payout rate | 0.00% | 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% | 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% | 200.00% | |||
Performance units | Maximum | Market condition associated with shareholder return of common stock | |||||
Performance units disclosure | |||||
Percentage payout rate | 200.00% | 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 | 461,666 | |||
Granted (in shares) | 139,446 | ||||
Vested (in shares) | (80,035) | ||||
Forfeited (in shares) | (19,038) | ||||
Non-vested at the end of the period (in shares) | 502,039 | 502,039 | |||
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) | (82,609) | |||
Granted (in shares) | 0 | ||||
Vested (in shares) | (4,350) | ||||
Forfeited (in shares) | 0 | ||||
Non-vested at the end of the period (in shares) | (86,959) | (86,959) | |||
Restricted Stock Units | |||||
Dividends accrued | |||||
Cash dividends paid | $ | $ 571 | $ 223 | $ 2,300 | $ 1,054 | |
Weighted average grant date fair value | |||||
Total fair value of shares or units vested | $ | 3,600 | 3,704 | 19,184 | 17,548 | |
Continuing Operations | |||||
Employee stock-based awards | |||||
Stock-based compensation | $ | 7,921 | 7,317 | 14,777 | 14,458 | |
Continuing Operations | Cost of sales (excluding depreciation and amortization) | |||||
Employee stock-based awards | |||||
Stock-based compensation | $ | 46 | 189 | 91 | 379 | |
Continuing Operations | Selling, general and administrative expenses | |||||
Employee stock-based awards | |||||
Stock-based compensation | $ | $ 7,875 | $ 7,128 | $ 14,686 | $ 14,079 | |
Five year vesting options | Stock Options | |||||
Employee stock-based awards | |||||
Certain options as a percentage of total outstanding options | 46.10% | 46.10% | |||
Three year vesting options | Stock Options | |||||
Employee stock-based awards | |||||
Certain options as a percentage of total outstanding options | 46.50% | 46.50% |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Income Per Share, Allowance for Doubful Accounts, Income Taxes, and Concentration of Credit Risk (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($)bank$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | Jun. 30, 2015USD ($)bank$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | Dec. 31, 2014USD ($)bankfund | |
Income (Loss) Per Share-Basic and Diluted | |||||
Income (loss) from continuing operations | $ 54,007,000 | $ 272,702,000 | $ 95,746,000 | $ 315,423,000 | |
Total (loss) income from discontinued operations | 0 | (326,000) | 0 | (938,000) | |
Net income (loss) attributable to Iron Mountain Incorporated | $ 53,330,000 | $ 271,637,000 | $ 94,426,000 | $ 313,304,000 | |
Weighted-average shares—basic | shares | 210,699,000 | 192,381,000 | 210,468,000 | 192,130,000 | |
Effect of dilutive potential stock options (in shares) | shares | 958,714 | 762,416 | 1,091,022 | 722,609 | |
Effect of dilutive potential restricted stock, RSUs and PUs (in shares) | shares | 419,002 | 382,317 | 603,880 | 444,968 | |
Weighted-average shares—diluted | shares | 212,077,000 | 193,526,000 | 212,163,000 | 193,298,000 | |
Earnings (Losses) per share-basic: | |||||
Income (Loss) from continuing operations (in dollars per share) | $ / shares | $ 0.26 | $ 1.42 | $ 0.45 | $ 1.64 | |
Total (loss) income income discontinued operations (see Note 9) (in dollars per share) | $ / shares | 0 | 0 | 0 | 0 | |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ / shares | 0.25 | 1.41 | 0.45 | 1.63 | |
Earnings (Losses) per share-diluted: | |||||
Income (Loss) from continuing operations (in dollars per share) | $ / shares | 0.25 | 1.41 | 0.45 | 1.63 | |
Total (loss) income from discontinued operations (see Note 9) (in dollars per share) | $ / shares | 0 | 0 | 0 | 0 | |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ / shares | $ 0.25 | $ 1.40 | $ 0.45 | $ 1.62 | |
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares) | shares | 1,335,373 | 1,457,975 | 846,803 | 1,419,469 | |
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 | $ 637,000 | $ (631,000) | $ 1,579,000 | $ 335,000 | |
Accrued interest and penalties recorded | $ 6,756,000 | $ 6,756,000 | $ 5,884,000 | ||
Income Tax Reconciliation Reversal of Current and Deferred Tax Assets and Liabilities | $ 230,051,000 | 212,151,000 | |||
Effective tax rates (as a percent) | 12.10% | 19.60% | |||
Federal statutory tax rate (as a percent) | 35.00% | ||||
Effective Income Tax Rate Reconciliation, Prior Year Income Taxes, Amount | 36,084,000 | ||||
Income Tax Reconciliation Adjustments Related to REIT | $ 18,763,000 | $ 33,835,000 | |||
Concentrations of Credit Risk | |||||
Number of global banks with cash, cash equivalent and restricted cash held on deposit | bank | 3 | 3 | 3 | ||
Number of "Triple A" rated money market funds with cash, cash equivalent and restricted cash held on deposit | 0 | 0 | 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 | $ 117,098,000 | 117,098,000 | $ 159,793,000 | ||
Money market funds and time deposits | $ 20,802,000 | $ 20,802,000 | $ 53,032,000 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 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 | |
Time deposits | $ 0 | 0 |
Trading securities | 10,086 | 12,428 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | |
Derivative liabilities | 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 | 36,828 | |
Time deposits | 20,802 | 16,204 |
Trading securities | 874 | 744 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 6,362 | |
Derivative liabilities | 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 | |
Time deposits | 0 | 0 |
Trading securities | 0 | 0 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | |
Derivative liabilities | 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 | 36,828 | |
Time deposits | 20,802 | 16,204 |
Trading securities | 10,960 | 13,172 |
Foreign Currency Contract, Asset, Fair Value Disclosure | $ 6,362 | |
Derivative liabilities | $ 2,411 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Changes in accumulated other comprehensive items | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | $ (131,082) | $ (6,983) | $ (75,031) | $ (8,660) |
Other comprehensive loss: | ||||
Foreign currency translation adjustments | 1,332 | 4,100 | (54,742) | 5,777 |
Market value adjustments for securities | 548 | 23 | 548 | |
Total Other comprehensive (loss) income | 1,332 | 4,648 | (54,719) | 6,325 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | (129,750) | (2,335) | (129,750) | (2,335) |
Other Expense (Income), Net: | ||||
Foreign currency transaction losses (gains), net | 1,656 | (4,347) | 23,922 | 2,091 |
Other, net | 348 | (491) | 431 | (1,612) |
Other (Income) Expense, Net | 2,004 | (4,838) | 24,353 | 479 |
Foreign currency translation adjustments | ||||
Changes in accumulated other comprehensive items | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | (132,084) | (7,909) | (76,010) | (9,586) |
Other comprehensive loss: | ||||
Foreign currency translation adjustments | 1,332 | 4,100 | (54,742) | 5,777 |
Market value adjustments for securities | 0 | 0 | 0 | |
Total Other comprehensive (loss) income | 1,332 | 4,100 | (54,742) | 5,777 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | (130,752) | (3,809) | (130,752) | (3,809) |
Market value adjustments for securities | ||||
Changes in accumulated other comprehensive items | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | 1,002 | 926 | 979 | 926 |
Other comprehensive loss: | ||||
Foreign currency translation adjustments | 0 | 0 | 0 | 0 |
Market value adjustments for securities | 548 | 23 | 548 | |
Total Other comprehensive (loss) income | 0 | 548 | 23 | 548 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | $ 1,002 | $ 1,474 | $ 1,002 | $ 1,474 |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Property, Plant and Equipment and Long-Lived Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Accounting Policies [Abstract] | ||||
Capitalization of internal use computer software | $ 6,395 | $ 4,861 | $ 12,435 | $ 9,758 |
Gain (loss) on disposal/write-down of property, plant and equipment (excluding real estate) | $ 515 | $ (107) | 848 | 1,045 |
Gain on Sale of Real Estate, Net of Tax | $ 0 | 7,468 | ||
Income tax expense on gain of real estate | $ 1,991 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Cash dividends on RSUs (Details) - Restricted Stock Units - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Employee stock-based awards | ||||
Accrued cash dividends | $ 631 | $ 416 | $ 1,301 | $ 850 |
Cash dividends paid | $ 571 | $ 223 | $ 2,300 | $ 1,054 |
Derivative Instruments and He41
Derivative Instruments and Hedging Activities (Details) € in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015USD ($)derivative | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)derivative | Jun. 30, 2014USD ($) | Jun. 30, 2015EUR (€)derivative | Dec. 31, 2014derivative | Jun. 30, 2014EUR (€) | |
Derivative instruments | |||||||
Targeted percentage of debt portfolio to be fixed with interest rates | 75.00% | 75.00% | 75.00% | ||||
Number of derivative instrument with contingent features of credit risk | derivative | 0 | 0 | 0 | 0 | |||
6 3/4% Notes | Net Investment Hedging [Member] | Designated as Hedging Instrument [Member] | |||||||
Derivative instruments | |||||||
Notional amount of derivatives | € | € 35,786 | € 58,735 | |||||
Derivatives used in Net Investment Hedge, Net of Tax | $ 17,278 | $ 17,278 | |||||
Foreign exchange contracts | |||||||
Derivative instruments | |||||||
Net cash payments from foreign currency forward contracts | 12,368 | $ 7,330 | 29,188 | $ 14,529 | |||
Forward contracts | Purchases | Euros : U.S. dollars | |||||||
Derivative instruments | |||||||
Notional amount of derivatives | € | € 212,500 | ||||||
Forward contracts | Sales | Euros : U.S. dollars | |||||||
Derivative instruments | |||||||
Notional amount of derivatives | $ 231,385 | $ 231,385 |
Derivative Instruments and He42
Derivative Instruments and Hedging Activities - Fair Value of Derivatives (Details) - Derivatives Not Designated as Hedging Instruments - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair value of derivative instruments | ||
Derivative Liability, Fair Value, Gross Liability | $ 0 | $ 2,411 |
Liability Derivatives | 6,362 | 0 |
Foreign exchange contracts | Accrued expenses | ||
Fair value of derivative instruments | ||
Derivative Liability, Fair Value, Gross Liability | 0 | 2,411 |
Foreign exchange contracts | Prepaid expenses and other | ||
Fair value of derivative instruments | ||
Liability Derivatives | $ 6,362 | $ 0 |
Derivative Instruments and He43
Derivative Instruments and Hedging Activities - Amount of (Gain) Loss in Income on Derivatives (Details) - Derivatives Not Designated as Hedging Instruments - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Gains and losses on derivative instruments | ||||
Amount of (Gain) Loss Recognized in Income on Derivatives | $ (8,119) | $ 11,748 | $ 20,414 | $ 14,670 |
Foreign exchange contracts | Other (income) expense, net | ||||
Gains and losses on derivative instruments | ||||
Amount of (Gain) Loss Recognized in Income on Derivatives | $ (8,119) | $ 11,748 | $ 20,414 | $ 14,670 |
Derivative Instruments and He44
Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities - Schedule of Foreign Exchange Gains Related to Fair of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Foreign exchange gains (losses) | $ (1,464) | $ 663 | $ 3,466 | $ 808 |
Tax expense (benefit) on foreign exchange gains (losses) | 0 | 0 | 0 | 57 |
Foreign exchange gains (losses), net of tax | $ (1,464) | $ 663 | $ 3,466 | $ 751 |
Acquisitions Acquisitions (Deta
Acquisitions Acquisitions (Details) AUD / shares in Units, $ / shares in Units, AUD in Thousands, $ in Thousands | Jun. 08, 2015USD ($)$ / sharesshares | Jun. 08, 2015AUDAUD / sharesshares | Jun. 30, 2015USD ($)company |
Series of Individually Immaterial Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | company | 6 | ||
Consideration transferred | $ 18,400 | ||
Cash consideration | $ 18,433 | ||
Storage and Records Management Company [Member] | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | company | 4 | ||
Storage and Data Management Company [Member] | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | company | 1 | ||
Personal Storage Company [Member] | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | company | 1 | ||
Recall | |||
Business Acquisition [Line Items] | |||
Price per outstanding share | $ / shares | $ 0.50 | ||
Common stock issuable per Recall common share | shares | 0.1722 | 0.1722 | |
Consideration transferable per Recall common share (per share) | AUD / shares | AUD 8.50 | ||
Consideration transferable cap | AUD | AUD 225 | ||
Cash consideration | $ 335 | ||
Minimum | Series of Individually Immaterial Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Consideration transferred | $ 2,300 | ||
Maximum | Series of Individually Immaterial Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Consideration transferred | $ 5,500 | ||
Common Stock | Recall | |||
Business Acquisition [Line Items] | |||
Issuance of common stock (in shares) | shares | 51,000,000 | 51,000,000 |
Acquisitions Acquisitons - Sche
Acquisitions Acquisitons - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 2,388,697 | $ 2,423,783 |
Series of Individually Immaterial Business Acquisitions | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Gross | 18,433 | |
Consideration transferred | 18,400 | |
Cash, Accounts Receivable, Prepaid Expenses, Deferred Income Taxes and Other | 1,162 | |
Property, Plant and Equipment(2) | 4,050 | |
Customer Relationship Assets(3) | 9,922 | |
Other Assets | 361 | |
Liabilities Assumed and Deferred Income Taxes(4) | (5,413) | |
Total Fair Value of Identifiable Net Assets Acquired | 10,082 | |
Goodwill | 8,351 | |
Cash Acquired from Acquisition | 325 | |
Cash Paid Related to Acquisitions in Current and Previous Years | $ 3,606 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years |
Debt Schedule of Long Term Debt
Debt Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | $ 4,789,150 | $ 4,663,531 |
Current portion of long-term debt | (70,235) | (52,095) |
Long-term Debt, net of current portion | 4,718,915 | 4,611,436 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 834,753 | 883,428 |
Fair Value | 834,753 | 883,428 |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 248,125 | 249,375 |
Fair Value | 248,125 | 249,375 |
6 3/4% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 284,243 | 308,616 |
Fair Value | $ 283,702 | $ 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 | $ 421,240 | $ 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 | $ 106,047 | $ 106,030 |
Fair Value | $ 109,831 | $ 110,500 |
Stated interest rate (as a percent) | 8.375% | 8.375% |
Senior Subsidiary Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | $ 160,950 | $ 172,420 |
Fair Value | $ 165,376 | $ 175,437 |
Stated interest rate (as a percent) | 6.125% | 6.125% |
GBP Senior Notes 6.125 Percent, Due 2022 | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | $ 629,100 | $ 622,960 |
Fair Value | $ 644,010 | 639,282 |
Stated interest rate (as a percent) | 6.125% | |
6% Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | $ 600,000 | 600,000 |
Fair Value | $ 624,000 | $ 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 | $ 1,002,500 | $ 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 | $ 217,500 | $ 0 |
Fair Value | 217,500 | 0 |
Real Estate Mortgages, Capital Leases and Other | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | 308,432 | 320,702 |
Fair Value | 308,432 | $ 320,702 |
USD | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Carrying amount on long-term debt | $ 631,900 |
Debt (Details)
Debt (Details) € in Thousands, CAD in Thousands, AUD in Thousands | Mar. 06, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 24, 2014USD ($) | Aug. 07, 2013USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015 | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015EUR (€) | Jun. 30, 2015AUD | Jun. 30, 2015CAD |
Debt | ||||||||||||
Capital stock of subsidiaries pledged to secure debt (as a percent) | 66.00% | 66.00% | 66.00% | 66.00% | 66.00% | |||||||
Ownership in U.S. subsidiaries that are considered guarantor (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | |||||||
Carrying amount on long-term debt | $ 4,663,531,000 | $ 4,789,150,000 | $ 4,789,150,000 | |||||||||
Secured Debt [Member] | Accounts Receivable Securitization Program | ||||||||||||
Debt | ||||||||||||
Maximum borrowing capacity | $ 250,000,000 | |||||||||||
Commitment fee (as a percent) | 0.40% | |||||||||||
Effective interest rate (as a percent) | 1.10% | 1.10% | 1.10% | 1.10% | 1.10% | |||||||
Accounts Receivable from Securitization | $ 217,500,000 | $ 217,500,000 | ||||||||||
Credit Agreement | ||||||||||||
Debt | ||||||||||||
Capital stock of subsidiaries pledged to secure debt (as a percent) | 66.00% | 66.00% | 66.00% | 66.00% | 66.00% | |||||||
Optional additional commitments | $ 500,000,000 | |||||||||||
Average interest rate (as a percent) | 2.80% | 2.80% | 2.80% | 2.80% | 2.80% | |||||||
Debt covenants | ||||||||||||
Net total lease adjusted leverage ratio | 5.4 | 5.7 | 5.7 | 5.7 | 5.7 | 5.7 | ||||||
Net secured debt lease adjusted leverage ratio | 2.6 | 2.8 | 2.8 | 2.8 | 2.8 | 2.8 | ||||||
Bond leverage ratio, per indentures | 5.7 | 5.8 | 5.8 | 5.8 | 5.8 | 5.8 | ||||||
Fixed charge coverage ratio | 2.5 | 2.3 | 2.3 | 2.3 | 2.3 | 2.3 | ||||||
Credit Agreement | CAD | Canada Company | ||||||||||||
Debt | ||||||||||||
Capital stock of subsidiaries pledged to secure debt (as a percent) | 66.00% | 66.00% | 66.00% | 66.00% | 66.00% | |||||||
Credit Agreement | Minimum | ||||||||||||
Debt covenants | ||||||||||||
Fixed charge coverage ratio | 1.5 | |||||||||||
Credit Agreement | Maximum | ||||||||||||
Debt covenants | ||||||||||||
Net total lease adjusted leverage ratio | 6.5 | |||||||||||
Net secured debt lease adjusted leverage ratio | 4 | |||||||||||
Bond leverage ratio, per indentures | 6.5 | |||||||||||
Revolving Credit Facility | ||||||||||||
Debt | ||||||||||||
Maximum borrowing capacity | $ 1,500,000,000 | |||||||||||
Carrying amount on long-term debt | $ 883,428,000 | $ 834,753,000 | $ 834,753,000 | |||||||||
Fair Value | $ 883,428,000 | 834,753,000 | 834,753,000 | |||||||||
Letters of credit outstanding | 33,835,000 | 33,835,000 | ||||||||||
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 | $ 631,412,000 | $ 631,412,000 | ||||||||||
Average interest rate (as a percent) | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | |||||||
Commitment fees and letters of credit fees | $ 991,000 | $ 509,000 | $ 1,858,000 | $ 1,167,000 | ||||||||
Revolving Credit Facility | USD | ||||||||||||
Debt | ||||||||||||
Carrying amount on long-term debt | $ 631,900,000 | $ 631,900,000 | ||||||||||
Revolving Credit Facility | EUR | ||||||||||||
Debt | ||||||||||||
Carrying amount on long-term debt | € | € 73,750 | |||||||||||
Revolving Credit Facility | CAD | ||||||||||||
Debt | ||||||||||||
Carrying amount on long-term debt | CAD | CAD 81,200 | |||||||||||
Revolving Credit Facility | AUD | ||||||||||||
Debt | ||||||||||||
Carrying amount on long-term debt | AUD | AUD 71,600 | |||||||||||
Revolving Credit Facility | Minimum | ||||||||||||
Debt | ||||||||||||
Commitment fee (as a percent) | 0.30% | |||||||||||
Effective interest rate (as a percent) | 2.30% | 2.30% | 2.30% | 2.30% | 2.30% | |||||||
Revolving Credit Facility | Maximum | ||||||||||||
Debt | ||||||||||||
Commitment fee (as a percent) | 0.50% | |||||||||||
Effective interest rate (as a percent) | 4.50% | 4.50% | 4.50% | 4.50% | 4.50% | |||||||
Term Loan Facility | ||||||||||||
Debt | ||||||||||||
Optional additional commitments | $ 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) | 625,000 | |||||||||||
Carrying amount on long-term debt | $ 249,375,000 | $ 248,125,000 | $ 248,125,000 | |||||||||
Fair Value | $ 249,375,000 | $ 248,125,000 | $ 248,125,000 | |||||||||
Average interest rate (as a percent) | 2.40% | 2.40% | 2.40% | 2.40% | 2.40% |
Debt Covenant Ratios (Details)
Debt Covenant Ratios (Details) - Credit Agreement | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Net total lease adjusted leverage ratio | 5.7 | 5.4 |
Net secured debt lease adjusted leverage ratio | 2.8 | 2.6 |
Bond leverage ratio, per indentures | 5.8 | 5.7 |
Fixed charge coverage ratio | 2.3 | 2.5 |
Maximum | ||
Debt Instrument [Line Items] | ||
Net total lease adjusted leverage ratio | 6.5 | |
Net secured debt lease adjusted leverage ratio | 4 | |
Bond leverage ratio, per indentures | 6.5 | |
Minimum | ||
Debt Instrument [Line Items] | ||
Fixed charge coverage ratio | 1.5 |
Debt Commitment Fees (Details)
Debt Commitment Fees (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Commitment fees and letters of credit fees | $ 991 | $ 509 | $ 1,858 | $ 1,167 |
Selected Consolidated Financi51
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Consolidating financial statements | ||||
Percentage of subsidiaries owned | 100.00% | |||
Current Assets: | ||||
Cash and Cash Equivalents | $ 117,098 | $ 125,933 | $ 145,343 | $ 120,526 |
Restricted Cash | 0 | 33,860 | ||
Accounts Receivable | 596,252 | 604,265 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 161,377 | 153,661 | ||
Total Current Assets | 874,727 | 917,719 | ||
Property, Plant and Equipment, Net | 2,493,013 | 2,550,727 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 0 | 0 | ||
Goodwill | 2,388,697 | 2,423,783 | ||
Other | 666,140 | 678,113 | ||
Total Other Assets, net | 3,054,837 | 3,101,896 | ||
Total Assets | 6,422,577 | 6,570,342 | 6,735,124 | |
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Current Portion of Long-term Debt | 70,235 | 52,095 | ||
Total Other Current Liabilities | 681,900 | 804,641 | ||
Long-term Debt, Net of Current Portion | 4,718,915 | 4,611,436 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | $ 229,302 | $ 232,215 | ||
Commitments and Contingencies (see Note 8) | ||||
Total Iron Mountain Incorporated Stockholders' Equity | $ 708,787 | $ 856,355 | ||
Noncontrolling Interests | 13,438 | 13,600 | ||
Total Equity | 722,225 | 869,955 | 1,297,150 | 1,051,734 |
Total Liabilities and Equity | 6,422,577 | 6,570,342 | ||
Eliminations | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 0 | 0 | 0 | 0 |
Restricted Cash | 0 | |||
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | (998,589) | (586,725) | ||
Other Current Assets | (31) | (34) | ||
Total Current Assets | (998,620) | (586,759) | ||
Property, Plant and Equipment, Net | 0 | 0 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | (3,007,764) | (2,854,344) | ||
Investment in Subsidiaries | (1,617,517) | (1,698,153) | ||
Goodwill | 0 | 0 | ||
Other | 0 | 0 | ||
Total Other Assets, net | (4,625,281) | (4,552,497) | ||
Total Assets | (5,623,901) | (5,139,256) | ||
Liabilities and Equity | ||||
Intercompany Payable | (998,589) | (586,725) | ||
Current Portion of Long-term Debt | (31) | (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 | (3,007,764) | (2,854,344) | ||
Other Long-term Liabilities | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | (1,617,517) | (1,698,153) | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | (1,617,517) | (1,698,153) | ||
Total Liabilities and Equity | (5,623,901) | (5,139,256) | ||
Parent | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 1,473 | 2,399 | 0 | 1,243 |
Restricted Cash | 33,860 | |||
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 6,362 | 153 | ||
Total Current Assets | 7,835 | 36,412 | ||
Property, Plant and Equipment, Net | 751 | 840 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 3,005,347 | 2,851,651 | ||
Investment in Subsidiaries | 875,518 | 917,170 | ||
Goodwill | 0 | 0 | ||
Other | 28,571 | 31,108 | ||
Total Other Assets, net | 3,909,436 | 3,799,929 | ||
Total Assets | 3,918,022 | 3,837,181 | ||
Liabilities and Equity | ||||
Intercompany Payable | 762,351 | 505,083 | ||
Current Portion of Long-term Debt | 0 | 0 | ||
Total Other Current Liabilities | 55,595 | 60,097 | ||
Long-term Debt, Net of Current Portion | 2,390,289 | 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 | 708,787 | 856,355 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 708,787 | 856,355 | ||
Total Liabilities and Equity | 3,918,022 | 3,837,181 | ||
Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 3,455 | 4,713 | 7,948 | 10,366 |
Restricted Cash | 0 | |||
Accounts Receivable | 19,114 | 361,330 | ||
Intercompany Receivable | 998,589 | 586,725 | ||
Other Current Assets | 87,872 | 88,709 | ||
Total Current Assets | 1,109,030 | 1,041,477 | ||
Property, Plant and Equipment, Net | 1,565,978 | 1,580,337 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 1,000 | 245 | ||
Investment in Subsidiaries | 615,258 | 656,877 | ||
Goodwill | 1,615,448 | 1,611,957 | ||
Other | 383,904 | 375,082 | ||
Total Other Assets, net | 2,615,610 | 2,644,161 | ||
Total Assets | 5,290,618 | 5,265,975 | ||
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Current Portion of Long-term Debt | 36,113 | 24,955 | ||
Total Other Current Liabilities | 397,531 | 470,122 | ||
Long-term Debt, Net of Current Portion | 884,663 | 908,431 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 3,006,764 | 2,851,384 | ||
Other Long-term Liabilities | 111,872 | 115,789 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 853,675 | 895,294 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 853,675 | 895,294 | ||
Total Liabilities and Equity | 5,290,618 | 5,265,975 | ||
Canada Company | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 6,877 | 4,979 | 5,578 | 1,094 |
Restricted Cash | 0 | |||
Accounts Receivable | 37,858 | 37,137 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 3,621 | 2,925 | ||
Total Current Assets | 48,356 | 45,041 | ||
Property, Plant and Equipment, Net | 151,969 | 160,977 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 1,417 | 2,448 | ||
Investment in Subsidiaries | 29,929 | 30,751 | ||
Goodwill | 171,194 | 180,342 | ||
Other | 27,588 | 26,672 | ||
Total Other Assets, net | 230,128 | 240,213 | ||
Total Assets | 430,453 | 446,231 | ||
Liabilities and Equity | ||||
Intercompany Payable | 4,201 | 3,564 | ||
Current Portion of Long-term Debt | 0 | 0 | ||
Total Other Current Liabilities | 27,557 | 35,142 | ||
Long-term Debt, Net of Current Portion | 232,476 | 245,861 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 39,478 | 37,558 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 126,741 | 124,106 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 126,741 | 124,106 | ||
Total Liabilities and Equity | 430,453 | 446,231 | ||
Non-Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 105,293 | 113,842 | $ 131,817 | $ 107,823 |
Restricted Cash | 0 | |||
Accounts Receivable | 539,280 | 205,798 | ||
Intercompany Receivable | 0 | 0 | ||
Other Current Assets | 63,553 | 61,908 | ||
Total Current Assets | 708,126 | 381,548 | ||
Property, Plant and Equipment, Net | 774,315 | 808,573 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 96,812 | 93,355 | ||
Goodwill | 602,055 | 631,484 | ||
Other | 226,077 | 245,251 | ||
Total Other Assets, net | 924,944 | 970,090 | ||
Total Assets | 2,407,385 | 2,160,211 | ||
Liabilities and Equity | ||||
Intercompany Payable | 232,037 | 78,078 | ||
Current Portion of Long-term Debt | 34,153 | 27,174 | ||
Total Other Current Liabilities | 201,217 | 239,280 | ||
Long-term Debt, Net of Current Portion | 1,211,487 | 1,042,498 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 1,960 | ||
Other Long-term Liabilities | 77,952 | 78,868 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 637,101 | 678,753 | ||
Noncontrolling Interests | 13,438 | 13,600 | ||
Total Equity | 650,539 | 692,353 | ||
Total Liabilities and Equity | $ 2,407,385 | $ 2,160,211 |
Selected Consolidated Financi52
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Storage Rental | $ 461,209 | $ 466,889 | $ 920,081 | $ 925,778 |
Service | 298,525 | 320,003 | 588,939 | 631,240 |
Intercompany Service | 0 | 0 | 0 | 0 |
Total Revenues | 759,734 | 786,892 | 1,509,020 | 1,557,018 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 326,283 | 336,961 | 647,937 | 672,106 |
Selling, General and Administrative | 215,885 | 213,807 | 412,299 | 428,587 |
Intercompany Service Cost of Sales | 0 | 0 | 0 | 0 |
Depreciation and Amortization | 87,549 | 88,941 | 173,500 | 175,374 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 515 | (107) | 848 | 1,045 |
Total Operating Expenses | 630,232 | 639,602 | 1,234,584 | 1,277,112 |
Operating (Loss) Income | 129,502 | 147,290 | 274,436 | 279,906 |
Interest Expense (Income), Net | 66,087 | 62,201 | 130,985 | 124,513 |
Other (Income) Expense, Net | 2,004 | (4,838) | 24,353 | 479 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 61,411 | 89,927 | 119,098 | 154,914 |
(Benefit) Provision for Income Taxes | 7,404 | (182,775) | 23,352 | (153,041) |
Gain on Sale of Real Estate, Net of Tax | 0 | (7,468) | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations | 54,007 | 272,702 | 95,746 | 315,423 |
(Loss) Income from Discontinued Operations, Net of Tax | 0 | (326) | 0 | (938) |
Net Income (Loss) | 54,007 | 272,376 | 95,746 | 314,485 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 677 | 739 | 1,320 | 1,181 |
Net income (loss) attributable to Iron Mountain Incorporated | 53,330 | 271,637 | 94,426 | 313,304 |
Net income (loss) | 54,007 | 272,376 | 95,746 | 314,485 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 1,000 | 4,526 | (55,175) | 6,314 |
Market Value Adjustments for Securities | 0 | 548 | 23 | 548 |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 0 | 0 | 0 | 0 |
Total Other Comprehensive Income (Loss) | 1,000 | 5,074 | (55,152) | 6,862 |
Comprehensive Income (Loss) | 55,007 | 277,450 | 40,594 | 321,347 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 345 | 1,165 | 887 | 1,718 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 54,662 | 276,285 | 39,707 | 319,629 |
Eliminations | ||||
Revenues: | ||||
Storage Rental | 0 | 0 | 0 | 0 |
Service | 0 | 0 | 0 | 0 |
Intercompany Service | (23,181) | (15,194) | (39,952) | (32,552) |
Total Revenues | (23,181) | (15,194) | (39,952) | (32,552) |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 0 | 0 | 0 | 0 |
Selling, General and Administrative | 0 | 0 | 0 | 0 |
Intercompany Service Cost of Sales | (23,181) | (15,194) | (39,952) | (32,552) |
Depreciation and Amortization | 0 | 0 | 0 | 0 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 | 0 | 0 |
Total Operating Expenses | (23,181) | (15,194) | (39,952) | (32,552) |
Operating (Loss) Income | 0 | 0 | 0 | 0 |
Interest Expense (Income), Net | 0 | 0 | 0 | 0 |
Other (Income) Expense, Net | 0 | 0 | 0 | 0 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 0 | 0 | 0 | 0 |
(Benefit) Provision for Income Taxes | 0 | 0 | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | |||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 99,721 | 370,322 | 165,870 | 489,902 |
Income (Loss) from Continuing Operations | (489,902) | |||
(Loss) Income from Discontinued Operations, Net of Tax | 0 | 0 | ||
Net Income (Loss) | (99,721) | (370,322) | (165,870) | (489,902) |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | (99,721) | (370,322) | (165,870) | (489,902) |
Net income (loss) | (99,721) | (370,322) | (165,870) | (489,902) |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 0 | 0 | 0 | 0 |
Market Value Adjustments for Securities | 0 | 0 | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | (8,282) | (11,945) | 124,542 | (9,685) |
Total Other Comprehensive Income (Loss) | (8,282) | (11,945) | 124,542 | (9,685) |
Comprehensive Income (Loss) | (108,003) | (382,267) | (41,328) | (499,587) |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (108,003) | (382,267) | (41,328) | (499,587) |
Parent | Reportable legal entities | ||||
Revenues: | ||||
Storage Rental | 0 | 0 | 0 | 0 |
Service | 0 | 0 | 0 | 0 |
Intercompany Service | 0 | 0 | 0 | 0 |
Total Revenues | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 0 | 0 | 0 | 0 |
Selling, General and Administrative | 24 | 36 | 97 | 64 |
Intercompany Service Cost of Sales | 0 | 0 | 0 | 0 |
Depreciation and Amortization | 45 | 56 | 91 | 133 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 | 0 | 0 |
Total Operating Expenses | 69 | 92 | 188 | 197 |
Operating (Loss) Income | (69) | (92) | (188) | (197) |
Interest Expense (Income), Net | 39,222 | 46,674 | 78,392 | 94,839 |
Other (Income) Expense, Net | 1,127 | 8,105 | (911) | 6,825 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | (40,418) | (54,871) | (77,669) | (101,861) |
(Benefit) Provision for Income Taxes | 0 | 0 | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | |||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (93,748) | (326,508) | (172,095) | (415,165) |
Income (Loss) from Continuing Operations | 271,637 | 313,304 | ||
(Loss) Income from Discontinued Operations, Net of Tax | 0 | |||
Net Income (Loss) | 53,330 | 271,637 | 94,426 | 313,304 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 53,330 | 271,637 | 94,426 | 313,304 |
Net income (loss) | 53,330 | 271,637 | 94,426 | 313,304 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (1,464) | 663 | 3,466 | 751 |
Market Value Adjustments for Securities | 0 | 0 | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 2,796 | 3,985 | (58,185) | 5,574 |
Total Other Comprehensive Income (Loss) | 1,332 | 4,648 | (54,719) | 6,325 |
Comprehensive Income (Loss) | 54,662 | 276,285 | 39,707 | 319,629 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 54,662 | 276,285 | 39,707 | 319,629 |
Guarantors | Reportable legal entities | ||||
Revenues: | ||||
Storage Rental | 305,913 | 301,683 | 610,505 | 602,012 |
Service | 189,268 | 190,613 | 370,133 | 377,043 |
Intercompany Service | 1,055 | 0 | 1,407 | 0 |
Total Revenues | 496,236 | 492,296 | 982,045 | 979,055 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 196,080 | 196,328 | 392,741 | 399,248 |
Selling, General and Administrative | 149,051 | 142,698 | 281,243 | 289,276 |
Intercompany Service Cost of Sales | 6,400 | 0 | 6,400 | 0 |
Depreciation and Amortization | 56,360 | 52,322 | 111,763 | 104,962 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 440 | (97) | 762 | 832 |
Total Operating Expenses | 408,331 | 391,251 | 792,909 | 794,318 |
Operating (Loss) Income | 87,905 | 101,045 | 189,136 | 184,737 |
Interest Expense (Income), Net | (6,415) | (3,004) | (13,092) | (7,856) |
Other (Income) Expense, Net | 3,139 | 6,214 | 4,522 | 7,721 |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 91,181 | 97,835 | 197,706 | 184,872 |
(Benefit) Provision for Income Taxes | (1,037) | (193,131) | 8,665 | (169,328) |
Gain on Sale of Real Estate, Net of Tax | (197) | |||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (643) | (35,234) | 18,097 | (60,060) |
Income (Loss) from Continuing Operations | 326,200 | 414,457 | ||
(Loss) Income from Discontinued Operations, Net of Tax | (335) | (960) | ||
Net Income (Loss) | 92,861 | 325,865 | 170,944 | 413,497 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 92,861 | 325,865 | 170,944 | 413,497 |
Net income (loss) | 92,861 | 325,865 | 170,944 | 413,497 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 0 | (657) | 0 | 84 |
Market Value Adjustments for Securities | 548 | 23 | 548 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 2,907 | 4,116 | (57,989) | 4,045 |
Total Other Comprehensive Income (Loss) | 2,907 | 4,007 | (57,966) | 4,677 |
Comprehensive Income (Loss) | 95,768 | 329,872 | 112,978 | 418,174 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 95,768 | 329,872 | 112,978 | 418,174 |
Canada Company | Reportable legal entities | ||||
Revenues: | ||||
Storage Rental | 30,804 | 31,295 | 61,672 | 61,706 |
Service | 16,108 | 17,591 | 32,665 | 33,741 |
Intercompany Service | 0 | 0 | 0 | 0 |
Total Revenues | 46,912 | 48,886 | 94,337 | 95,447 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 6,642 | 6,322 | 13,807 | 12,564 |
Selling, General and Administrative | 3,795 | 3,090 | 7,962 | 6,843 |
Intercompany Service Cost of Sales | 15,726 | 15,194 | 32,145 | 32,552 |
Depreciation and Amortization | 3,165 | 2,979 | 6,217 | 5,978 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 | 0 | 1 |
Total Operating Expenses | 29,328 | 27,585 | 60,131 | 57,938 |
Operating (Loss) Income | 17,584 | 21,301 | 34,206 | 37,509 |
Interest Expense (Income), Net | 8,342 | 7,836 | 16,545 | 17,383 |
Other (Income) Expense, Net | (10) | 0 | (137) | (20) |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 9,252 | 13,465 | 17,798 | 20,146 |
(Benefit) Provision for Income Taxes | 4,796 | 3,572 | 7,859 | 6,110 |
Gain on Sale of Real Estate, Net of Tax | 0 | |||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (874) | 1,313 | (1,933) | (641) |
Income (Loss) from Continuing Operations | 8,580 | 14,677 | ||
(Loss) Income from Discontinued Operations, Net of Tax | 0 | 0 | ||
Net Income (Loss) | 5,330 | 8,580 | 11,872 | 14,677 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 5,330 | 8,580 | 11,872 | 14,677 |
Net income (loss) | 5,330 | 8,580 | 11,872 | 14,677 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 1,037 | 2,181 | (6,903) | (437) |
Market Value Adjustments for Securities | 0 | 0 | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 1,542 | 1,663 | (1,465) | 503 |
Total Other Comprehensive Income (Loss) | 2,579 | 3,844 | (8,368) | 66 |
Comprehensive Income (Loss) | 7,909 | 12,424 | 3,504 | 14,743 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 7,909 | 12,424 | 3,504 | 14,743 |
Non-Guarantors | Reportable legal entities | ||||
Revenues: | ||||
Storage Rental | 124,492 | 133,911 | 247,904 | 262,060 |
Service | 93,149 | 111,799 | 186,141 | 220,456 |
Intercompany Service | 22,126 | 15,194 | 38,545 | 32,552 |
Total Revenues | 239,767 | 260,904 | 472,590 | 515,068 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 123,561 | 134,311 | 241,389 | 260,294 |
Selling, General and Administrative | 63,015 | 67,983 | 122,997 | 132,404 |
Intercompany Service Cost of Sales | 1,055 | 0 | 1,407 | 0 |
Depreciation and Amortization | 27,979 | 33,584 | 55,429 | 64,301 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 75 | (10) | 86 | 212 |
Total Operating Expenses | 215,685 | 235,868 | 421,308 | 457,211 |
Operating (Loss) Income | 24,082 | 25,036 | 51,282 | 57,857 |
Interest Expense (Income), Net | 24,938 | 10,695 | 49,140 | 20,147 |
Other (Income) Expense, Net | (2,252) | (19,157) | 20,879 | (14,047) |
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate | 1,396 | 33,498 | (18,737) | 51,757 |
(Benefit) Provision for Income Taxes | 3,645 | 6,784 | 6,828 | 10,177 |
Gain on Sale of Real Estate, Net of Tax | (7,271) | |||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (4,456) | (9,893) | (9,939) | (14,036) |
Income (Loss) from Continuing Operations | 36,607 | 62,887 | ||
(Loss) Income from Discontinued Operations, Net of Tax | 9 | 22 | ||
Net Income (Loss) | 2,207 | 36,616 | (15,626) | 62,909 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 677 | 739 | 1,320 | 1,181 |
Net income (loss) attributable to Iron Mountain Incorporated | 1,530 | 35,877 | (16,946) | 61,728 |
Net income (loss) | 2,207 | 36,616 | (15,626) | 62,909 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 1,427 | 2,339 | (51,738) | 5,916 |
Market Value Adjustments for Securities | 0 | 0 | 0 | |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 1,037 | 2,181 | (6,903) | (437) |
Total Other Comprehensive Income (Loss) | 2,464 | 4,520 | (58,641) | 5,479 |
Comprehensive Income (Loss) | 4,671 | 41,136 | (74,267) | 68,388 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 345 | 1,165 | 887 | 1,718 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ 4,326 | $ 39,971 | $ (75,154) | $ 66,670 |
Selected Consolidated Financi53
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities | $ 179,738 | $ 195,601 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | $ (64,580) | $ (80,889) | (139,356) | (188,745) |
Cash paid for acquisitions, net of cash acquired | (15,283) | (15,585) | (21,714) | (46,366) |
Intercompany loans to subsidiaries | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Decrease in restricted cash | 33,860 | 0 | ||
Additions to customer relationship and acquisition costs | (14,964) | (9,052) | (24,207) | (17,210) |
Proceeds from sales of property and equipment and other, net (including real estate) | 805 | 17,608 | ||
Cash Flows from Investing Activities—Continuing Operations | (150,612) | (234,713) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit and term loan facilities and other debt | (4,915,045) | (5,307,846) | ||
Proceeds from revolving credit and term loan facilities and other debt | 5,075,035 | 5,704,569 | ||
Early retirement of senior subordinated notes | 0 | (247,275) | ||
Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net | (830) | (2,083) | ||
Intercompany loans from parent | 0 | 0 | ||
Equity contribution from parent | 0 | 0 | ||
Parent cash dividends | (203,229) | (104,861) | ||
Proceeds from exercise of stock options and employee stock purchase plan | 9,454 | 17,818 | ||
Excess tax (deficiency) benefit from stock-based compensation | 260 | (66) | ||
Payment of debt financing and stock issuance costs | (1,114) | (429) | ||
Cash Flows from Financing Activities—Continuing Operations | (35,469) | 59,827 | ||
Effect of exchange rates on cash and cash equivalents | (2,492) | 4,102 | ||
(Decrease) Increase in cash and cash equivalents | (8,835) | 24,817 | ||
Cash and cash equivalents, beginning of period | 125,933 | 120,526 | ||
Cash and cash equivalents, end of period | 117,098 | 145,343 | 117,098 | 145,343 |
Eliminations | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities | 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 | (418,611) | (476,805) | ||
Investment in subsidiaries | 20,000 | 36,398 | ||
Decrease 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 | (398,611) | (440,407) | ||
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 from and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 418,611 | 476,805 | ||
Equity contribution from parent | (20,000) | (36,398) | ||
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 | 398,611 | 440,407 | ||
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 | 0 | 0 |
Parent | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities | (77,187) | (102,687) | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Intercompany loans to subsidiaries | 245,945 | 454,027 | ||
Investment in subsidiaries | (10,000) | (18,199) | ||
Decrease in restricted cash | 33,860 | |||
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 | 269,805 | 435,828 | ||
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 from 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 | (203,229) | (104,861) | ||
Proceeds from exercise of stock options and employee stock purchase plan | 9,454 | 17,818 | ||
Excess tax (deficiency) benefit from stock-based compensation | 260 | (66) | ||
Payment of debt financing and stock issuance costs | (29) | 0 | ||
Cash Flows from Financing Activities—Continuing Operations | (193,544) | (334,384) | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | (926) | (1,243) | ||
Cash and cash equivalents, beginning of period | 2,399 | 1,243 | ||
Cash and cash equivalents, end of period | 1,473 | 0 | 1,473 | 0 |
Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities | 203,751 | 193,625 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | (86,883) | (117,875) | ||
Cash paid for acquisitions, net of cash acquired | (5,736) | 683 | ||
Intercompany loans to subsidiaries | 172,666 | 22,778 | ||
Investment in subsidiaries | (10,000) | (18,199) | ||
Decrease in restricted cash | 0 | |||
Additions to customer relationship and acquisition costs | (20,247) | (14,278) | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 327 | 1,535 | ||
Cash Flows from Investing Activities—Continuing Operations | 50,127 | (125,356) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit and term loan facilities and other debt | (3,640,841) | (4,719,695) | ||
Proceeds from revolving credit and term loan facilities and other debt | 3,616,000 | 5,084,042 | ||
Early retirement of senior subordinated notes | 0 | |||
Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | (240,118) | (453,675) | ||
Equity contribution from parent | 10,000 | 18,199 | ||
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 | (110) | 0 | ||
Cash Flows from Financing Activities—Continuing Operations | (255,069) | (71,129) | ||
Effect of exchange rates on cash and cash equivalents | (67) | 442 | ||
(Decrease) Increase in cash and cash equivalents | (1,258) | (2,418) | ||
Cash and cash equivalents, beginning of period | 4,713 | 10,366 | ||
Cash and cash equivalents, end of period | 3,455 | 7,948 | 3,455 | 7,948 |
Canada Company | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities | 13,218 | 30,500 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | (8,914) | (3,714) | ||
Cash paid for acquisitions, net of cash acquired | (5,399) | 0 | ||
Intercompany loans to subsidiaries | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Decrease in restricted cash | 0 | |||
Additions to customer relationship and acquisition costs | (690) | (425) | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 6 | 64 | ||
Cash Flows from Investing Activities—Continuing Operations | (14,997) | (4,075) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit and term loan facilities and other debt | (331,819) | (490,931) | ||
Proceeds from revolving credit and term loan facilities and other debt | 334,633 | 466,677 | ||
Early retirement of senior subordinated notes | 0 | |||
Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 877 | 2,135 | ||
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 | 3,691 | (22,131) | ||
Effect of exchange rates on cash and cash equivalents | (14) | 190 | ||
(Decrease) Increase in cash and cash equivalents | 1,898 | 4,484 | ||
Cash and cash equivalents, beginning of period | 4,979 | 1,094 | ||
Cash and cash equivalents, end of period | 6,877 | 5,578 | 6,877 | 5,578 |
Non-Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities | 39,956 | 74,163 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures | (43,559) | (67,156) | ||
Cash paid for acquisitions, net of cash acquired | (10,579) | (47,049) | ||
Intercompany loans to subsidiaries | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Decrease in restricted cash | 0 | |||
Additions to customer relationship and acquisition costs | (3,270) | (2,507) | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 472 | 16,009 | ||
Cash Flows from Investing Activities—Continuing Operations | (56,936) | (100,703) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit and term loan facilities and other debt | (942,385) | (97,220) | ||
Proceeds from revolving credit and term loan facilities and other debt | 1,124,402 | 153,850 | ||
Early retirement of senior subordinated notes | 0 | |||
Debt (repayment to) financing from and equity (distribution to) contribution from noncontrolling interests, net | (830) | (2,083) | ||
Intercompany loans from parent | (179,370) | (25,265) | ||
Equity contribution from parent | 10,000 | 18,199 | ||
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 | (975) | (417) | ||
Cash Flows from Financing Activities—Continuing Operations | 10,842 | 47,064 | ||
Effect of exchange rates on cash and cash equivalents | (2,411) | 3,470 | ||
(Decrease) Increase in cash and cash equivalents | (8,549) | 23,994 | ||
Cash and cash equivalents, beginning of period | 113,842 | 107,823 | ||
Cash and cash equivalents, end of period | $ 105,293 | $ 131,817 | $ 105,293 | $ 131,817 |
Segment Information Segment Inf
Segment Information Segment Information - Additional Information (Details) - segment | Jan. 01, 2015 | Jun. 30, 2015 |
Segment Reporting [Abstract] | ||
Number of operating segments, new segments | 2 | |
Number of operating segments | 5 |
Segment Information - Segment R
Segment Information - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Segment information | |||||
Total Revenues | $ 759,734 | $ 786,892 | $ 1,509,020 | $ 1,557,018 | |
Depreciation and Amortization | 87,549 | 88,941 | 173,500 | 175,374 | |
Depreciation | 76,224 | 76,404 | 151,015 | 151,117 | |
Amortization | 11,325 | 12,537 | 22,485 | 24,257 | |
Adjusted OIBDA | 223,228 | 241,849 | 454,446 | 470,373 | |
Total Assets | 6,422,577 | 6,735,124 | 6,422,577 | 6,735,124 | $ 6,570,342 |
Expenditures for Segment Assets | 94,827 | 105,526 | 185,277 | 252,321 | |
Capital Expenditures | 64,580 | 80,889 | 139,356 | 188,745 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 15,283 | 15,585 | 21,714 | 46,366 | |
Additions to Customer Relationship and Acquisition Costs | 14,964 | 9,052 | 24,207 | 17,210 | |
North American Records and Information Management business | |||||
Segment information | |||||
Total Revenues | 448,887 | 452,271 | 891,574 | 898,403 | |
Depreciation and Amortization | 46,293 | 42,807 | 91,596 | 88,313 | |
Depreciation | 41,335 | 38,144 | 81,671 | 78,965 | |
Amortization | 4,958 | 4,663 | 9,925 | 9,348 | |
Adjusted OIBDA | 176,787 | 175,427 | 358,267 | 344,636 | |
Total Assets | 3,632,747 | 3,664,360 | 3,632,747 | 3,664,360 | |
Expenditures for Segment Assets | 44,467 | 41,448 | 86,842 | 90,714 | |
Capital Expenditures | 30,929 | 34,678 | 64,109 | 77,239 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 8,178 | (161) | 8,778 | (1,077) | |
Additions to Customer Relationship and Acquisition Costs | 5,360 | 6,931 | 13,955 | 14,552 | |
North American Data Management Business | |||||
Segment information | |||||
Total Revenues | 99,600 | 97,551 | 196,835 | 194,275 | |
Depreciation and Amortization | 5,498 | 4,938 | 10,842 | 9,968 | |
Depreciation | 5,300 | 4,876 | 10,584 | 9,841 | |
Amortization | 198 | 62 | 258 | 127 | |
Adjusted OIBDA | 50,622 | 59,420 | 101,910 | 114,088 | |
Total Assets | 652,212 | 656,722 | 652,212 | 656,722 | |
Expenditures for Segment Assets | 9,039 | 4,813 | 13,988 | 10,320 | |
Capital Expenditures | 2,039 | 4,702 | 6,946 | 10,209 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | (40) | (21) | (40) | |
Additions to Customer Relationship and Acquisition Costs | 7,000 | 151 | 7,063 | 151 | |
Western European Business | |||||
Segment information | |||||
Total Revenues | 100,160 | 118,397 | 200,972 | 235,528 | |
Depreciation and Amortization | 11,772 | 14,421 | 23,211 | 28,761 | |
Depreciation | 10,288 | 12,058 | 20,274 | 24,072 | |
Amortization | 1,484 | 2,363 | 2,937 | 4,689 | |
Adjusted OIBDA | 27,895 | 34,395 | 57,348 | 68,958 | |
Total Assets | 945,859 | 1,115,151 | 945,859 | 1,115,151 | |
Expenditures for Segment Assets | 4,950 | 9,257 | 12,538 | 20,044 | |
Capital Expenditures | 4,140 | 8,672 | 8,550 | 18,646 | |
Cash Paid for Acquisitions, Net of Cash Acquired | (309) | 0 | 2,510 | 296 | |
Additions to Customer Relationship and Acquisition Costs | 1,119 | 585 | 1,478 | 1,102 | |
Other International Business | |||||
Segment information | |||||
Total Revenues | 106,422 | 115,193 | 210,413 | 222,492 | |
Depreciation and Amortization | 14,574 | 17,378 | 28,839 | 31,797 | |
Depreciation | 9,984 | 11,973 | 19,616 | 21,748 | |
Amortization | 4,590 | 5,405 | 9,223 | 10,049 | |
Adjusted OIBDA | 20,050 | 21,309 | 40,885 | 45,509 | |
Total Assets | 930,181 | 1,039,668 | 930,181 | 1,039,668 | |
Expenditures for Segment Assets | 20,754 | 40,619 | 43,302 | 94,773 | |
Capital Expenditures | 14,254 | 23,448 | 33,543 | 46,181 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 5,015 | 15,786 | 8,048 | 47,187 | |
Additions to Customer Relationship and Acquisition Costs | 1,485 | 1,385 | 1,711 | 1,405 | |
Corporate and Other | |||||
Segment information | |||||
Total Revenues | 4,665 | 3,480 | 9,226 | 6,320 | |
Depreciation and Amortization | 9,412 | 9,397 | 19,012 | 16,535 | |
Depreciation | 9,317 | 9,353 | 18,870 | 16,491 | |
Amortization | 95 | 44 | 142 | 44 | |
Adjusted OIBDA | (52,126) | (48,702) | (103,964) | (102,818) | |
Total Assets | 261,578 | 259,223 | 261,578 | 259,223 | |
Expenditures for Segment Assets | 15,617 | 9,389 | 28,607 | 36,470 | |
Capital Expenditures | 13,218 | 9,389 | 26,208 | 36,470 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 2,399 | 0 | 2,399 | 0 | |
Additions to Customer Relationship and Acquisition Costs | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Information - Reconcili
Segment Information - Reconciliation to Income Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Reconciliation of Adjusted OIBDA to income from continuing operations before provision (benefit) for income taxes on a consolidated basis | ||||
Adjusted OIBDA | $ 223,228 | $ 241,849 | $ 454,446 | $ 470,373 |
Less: Depreciation and Amortization | 87,549 | 88,941 | 173,500 | 175,374 |
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | 515 | (107) | 848 | 1,045 |
Business Combination, Acquisition Related Costs | 5,662 | 0 | 5,662 | 0 |
REIT Costs | 0 | 5,725 | 0 | 14,048 |
Interest Income (Expense), Net | 66,087 | 62,201 | 130,985 | 124,513 |
Other (Income) Expense, Net | 2,004 | (4,838) | 24,353 | 479 |
Income (Loss) from Continuing Operations Before (Benefit) Provision for Income Taxes | $ 61,411 | $ 89,927 | $ 119,098 | $ 154,914 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | 1 Months Ended | 6 Months Ended |
Nov. 30, 2011customer | Jun. 30, 2015USD ($)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 | $ 10,000 | |
Italy Fire | ||
Commitments and Contingencies | ||
Number of customer lawsuits | customer | 4 | |
Number of customer lawsuits settled | claim | 3 |
Stockholders' Equity Matters (D
Stockholders' Equity Matters (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 17, 2014 | Nov. 04, 2014 | Sep. 15, 2014 | Nov. 30, 2012 |
Equity [Abstract] | ||||
Special distribution declared | $ 700,000 | $ 700,000 | ||
Special distribution paid | $ 700,000 | |||
Maximum amount the special distribution can be in cash | $ 140,000 | |||
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 | |||
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) | 15,750,000 | |||
Catch-Up Dividends per Common Share (in dollars per share) | $ 0.2550 |
Stockholders' Equity Matters St
Stockholders' Equity Matters Stockholders' Equity Matters - Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 26, 2015 | May. 28, 2015 | 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 | May. 28, 2014 | Apr. 15, 2014 | Mar. 14, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Equity [Abstract] | ||||||||||||||||||
Dividends Declared per Common Share (in dollars per share) | $ 0.4750 | $ 0.475 | $ 0.475 | $ 0.475 | $ 0.2700 | $ 0.2700 | $ 0.4752 | $ 0.2705 | $ 0.9499 | $ 0.5405 | ||||||||
Special Dividends Declared per Common Share (in dollars per share) | $ 3.6144 | |||||||||||||||||
Catch-Up Dividends per Common Share (in dollars per share) | $ 0.2550 | |||||||||||||||||
Dividends, Common Stock | $ 100,119 | $ 99,795 | $ 99,617 | $ 91,993 | $ 52,033 | $ 51,812 | $ 201,722 | $ 104,776 | ||||||||||
Special distribution paid | $ 700,000 | $ 700,000 | ||||||||||||||||
Catch Up Distribution, Common Stock | $ 53,450 |
Subsequent Events (Details)
Subsequent Events (Details) number in Thousands, $ in Thousands | Jul. 02, 2015USD ($)bank | Dec. 31, 2014USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Aug. 07, 2013USD ($) |
Subsequent events | |||||
Carrying amount on long-term debt | $ 4,663,531 | $ 4,789,150 | |||
Subsequent event | |||||
Subsequent events | |||||
Number of banks supporting New Credit Agreement | bank | 25 | ||||
Gains (Losses) on Extinguishment of Debt | $ 2,300 | ||||
Charge Associated With Overhead Optimization Plan | $ 10,000 | ||||
Revolving Credit Facility | |||||
Subsequent events | |||||
Carrying amount on long-term debt | 883,428 | 834,753 | |||
Maximum borrowing capacity | $ 1,500,000 | ||||
Revolving Credit Facility | Subsequent event | |||||
Subsequent events | |||||
Carrying amount on long-term debt | 846,231 | ||||
Term Loan Facility | |||||
Subsequent events | |||||
Carrying amount on long-term debt | $ 249,375 | $ 248,125 | |||
Amount of quarterly installments based on the original principal (as a percentage) | 625 | ||||
Term Loan Facility | Subsequent event | |||||
Subsequent events | |||||
Carrying amount on long-term debt | 250,000 | ||||
New Credit Agreement | Revolving Credit Facility | |||||
Subsequent events | |||||
Maximum borrowing capacity | $ 500,000 | ||||
New Credit Agreement | Revolving Credit Facility | Subsequent event | |||||
Subsequent events | |||||
Maximum borrowing capacity | $ 1,500,000 | ||||
New Credit Agreement | Term Loan Facility | Subsequent event | |||||
Subsequent events | |||||
Amount of quarterly installments based on the original principal (as a percentage) | 3,125 | ||||
Revolving Credit Facility | New Credit Agreement | Subsequent event | |||||
Subsequent events | |||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 1,099,117 |