Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 19, 2018 | |
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 | Sep. 30, 2018 | |
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 | 286,219,594 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 197,676 | $ 925,699 |
Accounts receivable (less allowances of $46,648 and $51,271 as of December 31, 2017 and September 30, 2018, respectively) | 847,452 | 835,742 |
Prepaid expenses and other | 170,847 | 188,874 |
Total Current Assets | 1,215,975 | 1,950,315 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 7,469,651 | 6,251,100 |
Less—Accumulated depreciation | (3,044,958) | (2,833,421) |
Property, Plant and Equipment, Net | 4,424,693 | 3,417,679 |
Other Assets, Net: | ||
Goodwill | 4,478,757 | 4,070,267 |
Customer relationships, customer inducements and data center lease-based intangibles | 1,516,851 | 1,400,547 |
Other | 169,693 | 133,594 |
Total Other Assets, Net | 6,165,301 | 5,604,408 |
Total Assets | 11,805,969 | 10,972,402 |
Current Liabilities: | ||
Current portion of long-term debt | 121,695 | 146,300 |
Accounts payable | 285,810 | 289,137 |
Accrued expenses | 602,273 | 653,146 |
Deferred revenue | 237,574 | 241,590 |
Total Current Liabilities | 1,247,352 | 1,330,173 |
Long-term Debt, net of current portion | 8,109,179 | 6,896,971 |
Other Long-term Liabilities | 116,757 | 73,039 |
Deferred Rent | 117,330 | 126,231 |
Deferred Income Taxes | 181,730 | 155,728 |
Commitments and Contingencies (see Note 8) | ||
Redeemable Noncontrolling Interest | 94,745 | 91,418 |
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 283,110,183 shares and 286,221,058 shares as of December 31, 2017 and September 30, 2018, respectively) | 2,862 | 2,831 |
Additional paid-in capital | 4,261,187 | 4,164,562 |
(Distributions in excess of earnings) Earnings in excess of distributions | (2,098,403) | (1,765,966) |
Accumulated other comprehensive items, net | (228,260) | (103,989) |
Total Iron Mountain Incorporated Stockholders' Equity | 1,937,386 | 2,297,438 |
Noncontrolling Interests | 1,490 | 1,404 |
Total Equity | 1,938,876 | 2,298,842 |
Total Liabilities and Equity | $ 11,805,969 | $ 10,972,402 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $ 51,271 | $ 46,648 |
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 | 286,221,058 | 283,110,183 |
Common stock, outstanding shares | 286,221,058 | 283,110,183 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues: | ||||
Revenues | $ 1,060,991 | $ 965,661 | $ 3,164,272 | $ 2,854,343 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 448,018 | 418,327 | 1,348,203 | 1,259,318 |
Selling, general and administrative | 258,470 | 242,357 | 778,526 | 719,968 |
Depreciation and amortization | 157,797 | 128,513 | 474,595 | 381,319 |
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | 960 | (292) | (716) | (967) |
Total Operating Expenses | 865,245 | 788,905 | 2,600,608 | 2,359,638 |
Operating Income (Loss) | 195,746 | 176,756 | 563,664 | 494,705 |
Interest Expense (Income), Net | 103,841 | 88,989 | 303,574 | 265,010 |
Other Expense (Income), Net | 325 | 59,479 | 1,420 | 33,749 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 91,580 | 28,288 | 258,670 | 195,946 |
Provision (Benefit) for Income Taxes | 14,300 | 2,268 | 41,873 | 29,497 |
Gain on Sale of Real Estate, Net of Tax | (1,348) | 638 | (1,348) | (925) |
Income (Loss) from Continuing Operations | 78,628 | 25,382 | 218,145 | 167,374 |
Income (loss) from discontinued operations, net of tax | (11,605) | (1,058) | (12,427) | (3,421) |
Net income (loss) | 67,023 | 24,324 | 205,718 | 163,953 |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | (125) | (21) | 485 | 2,853 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 67,148 | $ 24,345 | $ 205,233 | $ 161,100 |
Earnings (Losses) per Share—Basic: | ||||
Income (Loss) from Continuing Operations | $ 0.28 | $ 0.10 | $ 0.76 | $ 0.62 |
Total (Loss) Income from Discontinued Operations, Net of Tax, per Basic Share | (0.04) | 0 | (0.04) | (0.01) |
Net Income (Loss) Attributable to Iron Mountain Incorporated | 0.23 | 0.09 | 0.72 | 0.61 |
Earnings (Losses) per Share-Diluted: | ||||
Income (Loss) from Continuing Operations | 0.27 | 0.10 | 0.76 | 0.62 |
Total (Loss) Income from Discontinued Operations, Net of Tax | (0.04) | 0 | (0.04) | (0.01) |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 0.23 | $ 0.09 | $ 0.72 | $ 0.61 |
Weighted Average Common Shares Outstanding-Basic (in shares) | 286,159,000 | 265,198,000 | 285,801,000 | 264,423,000 |
Weighted Average Common Shares Outstanding-Diluted (in shares) | 286,982,342 | 266,138,983 | 286,515,157 | 265,292,690 |
Dividends Declared per Common Share (in dollars per share) | $ 0.5876 | $ 0.5534 | $ 1.7641 | $ 1.6543 |
Storage rental | ||||
Revenues: | ||||
Revenues | $ 656,973 | $ 601,091 | $ 1,963,561 | $ 1,763,609 |
Service | ||||
Revenues: | ||||
Revenues | $ 404,018 | $ 364,570 | $ 1,200,711 | $ 1,090,734 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Interest Income | $ 1,382 | $ 2,526 | $ 5,048 | $ 5,719 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 67,023 | $ 24,324 | $ 205,718 | $ 163,953 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (24,769) | 37,541 | (132,290) | 95,863 |
Change in Fair Value of Interest Rate Swap Agreements | 1,980 | 0 | 4,183 | 0 |
Total Other Comprehensive Income (Loss) | (22,789) | 37,541 | (128,107) | 95,863 |
Comprehensive Income (Loss) | 44,234 | 61,865 | 77,611 | 259,816 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | (2,104) | (727) | (3,351) | 1,486 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ 46,338 | $ 62,592 | $ 80,962 | $ 258,330 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED 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 | Redeemable Noncontrolling Interests | Over-Allotment Option [Member] | Over-Allotment Option [Member]Common Stock | Over-Allotment Option [Member]Additional Paid-in Capital | At The Market (ATM) Equity Program [Member] | At The Market (ATM) Equity Program [Member]Common Stock | At The Market (ATM) Equity Program [Member]Additional Paid-in Capital | FORTRUST [Member] | FORTRUST [Member]Common Stock | FORTRUST [Member]Additional Paid-in Capital |
Balance (in shares) at Dec. 31, 2016 | 263,682,670 | |||||||||||||||
Balance at Dec. 31, 2016 | $ 1,936,671 | $ 2,636 | $ 3,489,795 | $ (1,343,311) | $ (212,573) | $ 124 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 1,005,975 | |||||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 29,929 | $ 10 | 29,919 | |||||||||||||
Issuance of shares in connection with Fortrust Transaction (as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) | (1,505) | $ 83,014 | $ 22 | $ 82,992 | ||||||||||||
Issuance of shares in connection with Fortrust Transaction (as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) | 2,193,637 | |||||||||||||||
Change in value of redeemable noncontrolling interests | (1,505) | $ 1,505 | ||||||||||||||
Parent cash dividends declared | (439,327) | (439,327) | ||||||||||||||
Foreign currency translation adjustment | 97,123 | 97,230 | (107) | |||||||||||||
Change in Fair Value of Interest Rate Swap Agreements | 0 | |||||||||||||||
Net income (loss) | 163,953 | 161,100 | 2,100 | |||||||||||||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 163,200 | |||||||||||||||
Noncontrolling interests equity contributions | 0 | 0 | ||||||||||||||
Noncontrolling interests dividends | (1,956) | (1,956) | ||||||||||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | 1,497 | 1,497 | ||||||||||||||
Balance at Sep. 30, 2017 | $ 1,868,646 | $ 2,668 | 3,601,201 | (1,621,538) | (115,343) | 1,658 | ||||||||||
Balance (in shares) at Sep. 30, 2017 | 266,882,282 | |||||||||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2016 | 54,697 | |||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||||
Temporary Equity, Foreign Currency Translation Adjustments | (1,260) | |||||||||||||||
Temporary Equity, Net Income | 753 | |||||||||||||||
Noncontrolling interest equity contributions, redeemable noncontrolling interests | 13,230 | |||||||||||||||
Temporary Equity, Accretion of Dividends | (1,501) | |||||||||||||||
Redeemable Noncontrolling Interest at Sep. 30, 2017 | 67,424 | |||||||||||||||
Balance (in shares) at Dec. 31, 2017 | 283,110,183 | 283,110,183 | ||||||||||||||
Balance at Dec. 31, 2017 | $ 2,298,842 | $ 2,831 | 4,164,562 | (1,765,966) | (103,989) | 1,404 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 662,389 | |||||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 20,547 | $ 7 | 20,540 | |||||||||||||
Issuance of shares | $ 76,192 | $ 22 | $ 76,170 | $ 8,716 | $ 2 | $ 8,714 | ||||||||||
Issuance of shares (in shares) | 2,175,000 | 273,486 | ||||||||||||||
Change in value of redeemable noncontrolling interests | (8,799) | (8,799) | 8,799 | |||||||||||||
Parent cash dividends declared | (507,437) | (507,437) | ||||||||||||||
Foreign currency translation adjustment | (128,303) | (128,454) | 151 | |||||||||||||
Change in Fair Value of Interest Rate Swap Agreements | 4,183 | 4,183 | ||||||||||||||
Net income (loss) | 205,718 | |||||||||||||||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 205,168 | 205,233 | (65) | |||||||||||||
Noncontrolling interests dividends | 0 | |||||||||||||||
Balance at Sep. 30, 2018 | $ 1,938,876 | $ 2,862 | $ 4,261,187 | (2,098,403) | $ (228,260) | $ 1,490 | ||||||||||
Balance (in shares) at Sep. 30, 2018 | 286,221,058 | 286,221,058 | ||||||||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2017 | $ 91,418 | 91,418 | ||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||||
Temporary Equity, Foreign Currency Translation Adjustments | (3,987) | |||||||||||||||
Temporary Equity, Net Income | 550 | |||||||||||||||
Temporary Equity, Accretion of Dividends | (2,035) | |||||||||||||||
Redeemable Noncontrolling Interest at Sep. 30, 2018 | 94,745 | $ 94,745 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Cumulative-effect adjustment for adoption of ASU 2014-09 (see Note 2.c.) | Accounting Standards Update 2014-09 | $ (30,233) | $ (30,233) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 205,718 | $ 163,953 |
Loss (Income) from discontinued operations | 12,427 | 3,421 |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Depreciation | 337,923 | 302,480 |
Amortization (includes amortization of deferred financing costs and discounts of $11,904 and $11,537 for the nine months ended September 30, 2017 and 2018, respectively) | 148,209 | 90,743 |
Revenue reduction associated with amortization of permanent withdrawal fees and above- and below-market leases (see Note 2.b.) | 12,430 | 8,627 |
Stock-based compensation expense | 23,352 | 22,853 |
(Benefit) provision for deferred income taxes | (783) | (28,219) |
Loss on early extinguishment of debt | 0 | 48,298 |
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) | (2,064) | (2,532) |
Gain on Russia and Ukraine Divestment (see Note 10) | 0 | (38,869) |
Foreign currency transactions and other, net | (1,271) | 35,621 |
(Increase) decrease in assets | (24,247) | (52,725) |
(Decrease) increase in liabilities | (86,156) | (31,361) |
Cash Flows from Operating Activities - Continuing Operations | 625,538 | 522,290 |
Cash Flows from Operating Activities - Discontinued Operations | (995) | (3,421) |
Cash Flows from Operating Activities | 624,543 | 518,869 |
Cash Flows from Investing Activities: | ||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (329,953) | (243,746) |
Cash paid for acquisitions, net of cash acquired | (1,711,011) | (194,128) |
Acquisition of customer relationships | (38,829) | (43,556) |
Customer inducements (see Note 2.b.) | (6,212) | (13,331) |
Contract fulfillment costs (see Note 2.c.) | (18,520) | 0 |
Net proceeds from Divestments (see Note 10) | 1,019 | 2,423 |
Proceeds from sales of property and equipment and other, net (including real estate) | 713 | 8,937 |
Cash Flows from Investing Activities—Continuing Operations | (2,102,793) | (483,401) |
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 |
Cash Flows from Investing Activities | (2,102,793) | (483,401) |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit facilities, term loan facilities and other debt | (11,226,171) | (9,662,160) |
Proceeds from revolving credit facilities, term loan facilities and other debt | 12,437,017 | 9,866,760 |
Early retirement of senior notes | 0 | (1,193,882) |
Net proceeds from sales of senior notes | 0 | 1,320,183 |
Debt financing and equity contribution from noncontrolling interests | 0 | 13,230 |
Debt repayment and equity distribution to noncontrolling interests | (2,035) | (3,601) |
Parent cash dividends | (505,403) | (292,980) |
Net proceeds associated with the Over-Allotment Option (see Note 9) | 76,192 | 0 |
Net proceeds associated with the At the Market (ATM) Program | 8,716 | 0 |
Net proceeds (payments) associated with employee stock-based awards | (2,800) | 6,615 |
Payment of debt financing and stock issuance costs | (15,957) | (12,685) |
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 769,559 | 41,480 |
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Financing Activities | 769,559 | 41,480 |
Effect of Exchange Rates on Cash and Cash Equivalents | (19,332) | 24,454 |
(Decrease) Increase in cash and cash equivalents | (728,023) | 101,402 |
Cash and cash equivalents, beginning of period | 925,699 | 236,484 |
Cash and cash equivalents, end of period | 197,676 | 337,886 |
Supplemental Information: | ||
Cash Paid for Interest | 322,986 | 309,357 |
Cash Paid for Income Taxes, Net | 49,061 | 67,716 |
Non-Cash Investing and Financing Activities: | ||
Capital Leases | 56,493 | 123,116 |
Accrued Capital Expenditures | 60,062 | 50,085 |
Accrued Purchase Price and Other Holdbacks | 27,919 | 0 |
Fair Value of Initial OSG Investment (see Note 10) | 0 | 18,000 |
(Decrease) increase in Fair Value of OSG Investment (see Note 10) | (25) | (27) |
Dividends Payable | 174,136 | 151,972 |
FORTRUST [Member] | ||
Non-Cash Investing and Financing Activities: | ||
Fair Value of Stock Issued for Fortrust Transaction (as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) | $ 0 | $ 83,014 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
Deferred financing costs and discount included in Amortization | $ 11,537 | $ 11,904 |
General
General | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General The interim condensed consolidated financial statements are presented herein and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year. Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us") store records, primarily physical records and data backup media, provide colocation and wholesale data center spaces and provide information management and data center solutions that help organizations in various locations throughout North America, Europe, Latin America, Asia and Africa protect their information, lower storage rental costs, comply with regulations, facilitate corporate disaster recovery, and better use their information and information technology ("IT") infrastructure for business advantages, regardless of its format, location or life cycle stage. We currently serve customers across an array of market verticals - commercial, legal, financial, healthcare, insurance, life sciences, energy, business services, entertainment and government organizations. The unaudited condensed 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 Condensed Consolidated Financial Statements and Notes thereto, which are included herein, should be read in conjunction with the Consolidated Financial Statements and Notes thereto for the year ended December 31, 2017 included in our Annual Report on Form 10-K filed with the SEC on February 16, 2018 (our "Annual Report"). We have been organized and have operated as a real estate investment trust for United States federal income tax purposes ("REIT") beginning with our taxable year ended December 31, 2014. On January 1, 2018, we adopted Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). See Note 2.c. On January 10, 2018, we completed the acquisition of IO Data Centers, LLC ("IODC"). See Note 4. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Summary of Significant Accounting Policies This Note 2 to Notes to Condensed Consolidated Financial Statements provides information and disclosure regarding certain of our significant accounting policies and should be read in conjunction with Note 2 to Notes to Consolidated Financial Statements included in our Annual Report, which may provide additional information with regard to the accounting policies set forth herein and other of our significant accounting policies. a. 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, 2017 and September 30, 2018, we had approximately $22,167 and $17,941 , respectively, of restricted cash held by certain financial institutions related to bank guarantees. b. Goodwill and Other Intangible Assets and Liabilities Goodwill Since December 31, 2017, there have been no changes to our accounting polices related to the accounting for goodwill. As of December 31, 2017 and September 30, 2018, no factors were identified that would alter our October 1, 2017 goodwill impairment analysis. 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 as of December 31, 2017 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed during the first nine months of 2018 (which are described in Note 4) has been incorporated into our reporting units as they existed as of December 31, 2017. During the first quarter of 2018, as a result of changes in the management of our businesses included in our Other International Business segment, we reassessed the composition of our reporting units. As a result of this reassessment, we determined that our business in South Africa, which was previously being managed in conjunction with our businesses in Northern and Eastern Europe and Middle East and India as a part of our former Northern and Eastern Europe and Middle East, Africa and India (“NEE and MEAI”) reporting unit, was now being managed in conjunction with our businesses included in our Australia and New Zealand reporting unit. This newly formed reporting unit, which consists of (i) the businesses included in our former Australia and New Zealand reporting unit and (ii) our business in South Africa is referred to as the Australia, New Zealand and South Africa (“ANZ-SA”) reporting unit. The former NEE and MEAI reporting unit is now referred to as the Northern and Eastern Europe and Middle East and India ("NEE and MEI") reporting unit. The changes in the carrying value of goodwill attributable to each reportable operating segment for the nine months ended September 30, 2018 are as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Gross Balance as of December 31, 2017 $ 2,474,829 $ 551,726 $ 453,537 $ 846,721 $ — $ 60,048 $ 4,386,861 Deductible goodwill acquired during the year — — — — — 7,345 7,345 Non-deductible goodwill acquired during the year — — — 19,340 455,434 — 474,774 Goodwill allocated to IMFS Divestment (see Note 10) (1,202 ) — — — — — (1,202 ) Fair value and other adjustments(1) (373 ) — — 4,180 — 3,324 7,131 Currency effects (5,611 ) (1,545 ) (13,175 ) (57,979 ) (1,105 ) (740 ) (80,155 ) Gross Balance as of September 30, 2018 $ 2,467,643 $ 550,181 $ 440,362 $ 812,262 $ 454,329 $ 69,977 $ 4,794,754 Accumulated Amortization Balance as of December 31, 2017 $ 205,383 $ 53,875 $ 57,048 $ 288 $ — $ — $ 316,594 Currency effects (200 ) (50 ) (354 ) 7 — — (597 ) Accumulated Amortization Balance as of September 30, 2018 $ 205,183 $ 53,825 $ 56,694 $ 295 $ — $ — $ 315,997 Net Balance as of December 31, 2017 $ 2,269,446 $ 497,851 $ 396,489 $ 846,433 $ — $ 60,048 $ 4,070,267 Net Balance as of September 30, 2018 $ 2,262,460 $ 496,356 $ 383,668 $ 811,967 $ 454,329 $ 69,977 $ 4,478,757 Accumulated Goodwill Impairment Balance as of December 31, 2017 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 Accumulated Goodwill Impairment Balance as of September 30, 2018 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 _______________________________________________________________________________ (1) Total fair value and other adjustments include $7,131 in net adjustments primarily related to property, plant and equipment, customer relationship intangible assets and deferred income taxes and other liabilities. Finite-lived intangible assets and liabilities i. Customer Relationship Intangible Assets Customer relationship intangible assets, which are acquired through either business combinations or acquisitions of customer relationships, are amortized over periods ranging from 10 to 30 years and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of customer relationship intangible assets is calculated based upon estimates of their fair value. ii. Customer Inducements Prior to the adoption of ASU 2014-09, free intake costs to transport boxes to one of our facilities, which include labor and transportation costs ("Free Move Costs"), were capitalized and amortized over periods ranging from 10 to 30 years. The amortization of Free Move Costs is included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2017. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered a Contract Fulfillment Cost (as defined in Note 2.c.) and, therefore, are now deferred and amortized and included in amortization expense over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. See Note 2.c. for information regarding the accounting for Free Move Costs, which are now a component of Intake Costs (as defined in Note 2.c.), following the adoption of ASU 2014-09. Payments that are made to a customer's current records management vendor in order to terminate the customer's existing contract with that vendor, or direct payments to a customer ("Permanent Withdrawal Fees"), are amortized over periods ranging from 5 to 15 years and are included in storage and service revenue in the accompanying Condensed Consolidated Statements of Operations. Our accounting for Permanent Withdrawal Fees did not change as a result of the adoption of ASU 2014-09. Free Move Costs (prior to the adoption of ASU 2014-09) and Permanent Withdrawal Fees are collectively referred to as "Customer Inducements". If the customer terminates its relationship with us, the unamortized carrying value of the Customer Inducement intangible asset is charged to expense or revenue. However, in the event of such termination, we generally collect, and record as income, permanent removal fees that generally equal or exceed the amount of the unamortized Customer Inducement intangible asset. iii. Data Center Intangible Assets and Liabilities Finite-lived intangible assets associated with our data center business consist of the following: Data Center In-Place Lease Intangible Assets and Data Center Tenant Relationship Intangible Assets Data Center In-Place Lease Intangible Assets (“Data Center In-Place Leases”) and Data Center Tenant Relationship Intangible Assets (“Data Center Tenant Relationships") are acquired through either business combinations or asset acquisitions in our data center business. These intangible assets reflect the value associated with acquiring a data center operation with active tenants as of the date of acquisition. The value of Data Center In-Place Leases is determined based upon an estimate of the economic costs (such as lost revenues and unreimbursed operating expenses during the lease-up period, tenant improvement costs, commissions, legal expenses and other costs to acquire new data center leases) avoided by acquiring a data center operation with active tenants that would have otherwise been incurred if the data center operation was purchased vacant. Data Center In-Place Leases are amortized over the weighted average remaining term of the acquired data center leases and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of Data Center Tenant Relationships is determined based upon an estimate of the economic costs avoided upon lease renewal of the acquired tenants, based upon expectations of lease renewal. Data Center Tenant Relationships are amortized over the weighted average remaining anticipated life of the relationship with the acquired tenant and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. Data Center In-Place Leases and Data Center Tenant Relationships are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Above-Market and Below-Market In-Place Lease Intangible Assets Data Center Above-Market In-Place Lease Intangible Assets (“Data Center Above-Market Leases”) and Data Center Below-Market In-Place Lease Intangible Assets (“Data Center Below-Market Leases”) are acquired through either business combinations or asset acquisitions in our data center business. We record Data Center Above-Market Leases and Data Center Below-Market Leases at the net present value of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of the fair market lease rates for each corresponding in-place lease. Data Center Above-Market Leases and Data Center Below-Market Leases are amortized over the remaining non-cancellable term of the acquired in-place lease to storage revenue in the accompanying Condensed Consolidated Statements of Operations. Data Center Above-Market Leases are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Below-Market Leases are included in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. The components of our finite-lived intangible assets related to customer relationship value, customer inducements and data center lease-based intangible assets and liabilities as of December 31, 2017 and September 30, 2018 are as follows: December 31, 2017 September 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Assets: Customer relationship intangible assets $ 1,704,105 $ (395,278 ) $ 1,308,827 $ 1,693,426 $ (439,048 ) $ 1,254,378 Customer inducements(1) 140,030 (66,981 ) 73,049 56,288 (34,374 ) 21,914 Data center lease-based intangible assets(2) 19,314 (643 ) 18,671 276,565 (36,006 ) 240,559 $ 1,863,449 $ (462,902 ) $ 1,400,547 $ 2,026,279 $ (509,428 ) $ 1,516,851 Liabilities: Data center below-market leases $ — $ — $ — $ 12,355 $ (1,231 ) $ 11,124 _______________________________________________________________________________ (1) The gross carrying amount, accumulated amortization and net carrying amount of customer inducements as of December 31, 2017 includes Free Move Costs, which were capitalized as Customer Inducements prior to the adoption of ASU 2014-09. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered Contract Fulfillment Costs and Customer Inducements consist exclusively of Permanent Withdrawal Fees. Contract Fulfillment Costs are included in Other, a component of Other Assets, Net, in the accompanying Condensed Consolidated Balance Sheet as of September 30, 2018. See Note 2.c. for information regarding Contract Fulfillment Costs included in our Condensed Consolidated Balance Sheet as of September 30, 2018. (2) Includes Data Center In-Place Leases, Data Center Tenant Relationships and Data Center Above-Market Leases. Other finite-lived intangible assets, including trade names, noncompetition agreements and trademarks, are capitalized and amortized and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2017 and 2018. The other finite-lived intangible assets as of December 31, 2017 and September 30, 2018 are as follows: December 31, 2017 September 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Other finite-lived intangible assets (included in other assets, net) $ 20,929 $ (10,728 ) $ 10,201 $ 20,284 $ (13,680 ) $ 6,604 Amortization expense associated with finite-lived intangible assets, revenue reduction associated with the amortization of Permanent Withdrawal Fees and net revenue reduction associated with the amortization of Data Center Above-Market Leases and Data Center Below-Market Leases for the three and nine months ended September 30, 2017 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended 2017 2018 2017 2018 Amortization expense included in depreciation and amortization associated with: Customer relationship and customer inducement intangible assets $ 26,889 $ 26,782 $ 74,299 $ 84,401 Data center in-place leases and tenant relationships — 12,036 — 30,437 Other finite-lived intangible assets 1,051 642 4,540 3,486 Revenue reduction associated with amortization of: Permanent withdrawal fees $ 2,721 $ 3,229 $ 8,627 $ 8,782 Data center above-market leases and data center below-market leases — 1,276 — 3,648 . Revenues In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09. ASU 2014-09 provides 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, (4) licenses, (5) time value of money, and (6) contract costs. We adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective method for all of our customer contracts, whereby the cumulative effect of applying ASU 2014-09 is recognized at the date of initial application. At January 1, 2018, we recognized the cumulative effect of initially applying ASU 2014-09 as an adjustment to the opening balance of (distributions in excess of earnings) earnings in excess of distributions, resulting in a decrease of $30,233 to stockholders' equity. The reduction of (distribution in excess of earnings) earnings in excess of distributions represents the net effect of (i) the write-off of Free Move Costs, net (which were capitalized and amortized prior to the adoption of ASU 2014-09) based upon the net book value of the Free Move Costs as of December 31, 2017, (ii) the recognition of certain Contract Fulfillment Costs, specifically Intake Costs (each as defined below) and commission assets, (iii) the recognition of deferred revenue associated with Intake Costs billed to our customers (as discussed below), and (iv) the deferred income tax impact of the aforementioned items. As we adopted ASU 2014-09 on a modified retrospective basis, the comparative Condensed Consolidated Balance Sheet as of December 31, 2017, the Condensed Consolidated Statements of Operations and the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2017 and the Condensed Consolidated Statement of Equity and the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2017 have not been restated to reflect the adoption of ASU 2014-09 and reflect our revenue policies in place at that time, as disclosed in Note 2.l. to Notes to Consolidated Financial Statements included in our Annual Report. 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. The performance obligation is a series of distinct services (as determined for purposes of ASU 2014-09, a “series”) that have the same pattern of transfer to the customer that is satisfied over time. For those contracts that qualify as a series, we have a right to consideration from the customer in an amount that corresponds directly with the value of the underlying performance obligation transferred to the customer to date. This concept is known as "right to invoice" and we are applying the "right to invoice" practical expedient to all revenues, with the exception of storage revenues in our data center business. For all of our businesses, with the exception of the storage component of our data center business, each purchasing decision is fully in the control of the customer and, therefore, consideration beyond the current reporting period is variable and allocated to the specific period, which is consistent with the practical expedient above. Our data center business features storage rental provided to the customer at contractually specified rates over a fixed contractual period. The storage rental revenue related to the storage component of our data center business is recognized on a straight-line basis over the contract term. The revenue related to the service component of our data center business is recognized in the period the data center access or related services are provided. Total data center revenues represent approximately 5% of our total consolidated revenues for the nine months ended September 30, 2018. The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (“Contract Fulfillment Costs”). The following describes each of these Contract Fulfillment Costs recognized under ASU 2014-09: Intake Costs (and associated deferred revenue) Prior to the adoption of ASU 2014-09, intake costs incurred but not charged to a customer to transport records to our facilities (or Free Move Costs, as described in Note 2.b.), which include labor and transportation costs, were capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations. The initial movement of customer records into physical storage must take place prior to initiation of the storage of records and is not considered a separate performance obligation and, therefore, the costs of the initial intake of customer records into physical storage (“Intake Costs”) represent a contract fulfillment cost for the storage of records as the earnings process does not commence until a customer’s records or other assets are in our possession. Accordingly, upon the adoption of ASU 2014-09, all Intake Costs, regardless of whether or not the services associated with such initial moves are billed to the customer or are provided to the customer at no charge, will be deferred and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Similarly, in instances where such Intake Costs are billed to the customer, the associated revenue will be deferred and recognized over the same three year period. Commissions Prior to the adoption of ASU 2014-09, commissions we paid related to our long-term storage contracts were expensed as incurred. Upon the adoption of ASU 2014-09, certain commission payments that are directly associated with the fulfillment of long-term storage contracts are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Certain direct commission payments associated with contracts with a duration of one year or less are expensed as incurred under the practical expedient which allows an entity to expense as incurred an incremental cost of obtaining a contract if the amortization period of the asset that the entity otherwise would have recognized is one year or less. The Contract Fulfillment Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and September 30, 2018 are as follows: January 1, 2018 (Date of Adoption of ASU 2014-09) September 30, 2018 Description Location in Balance Sheet Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intake Costs asset Other (within Other Assets, Net) $ 31,604 $ (14,954 ) $ 16,650 $ 37,605 $ (22,185 ) $ 15,420 Commissions asset Other (within Other Assets, Net) 42,072 (21,173 ) 20,899 53,877 (31,386 ) 22,491 Amortization expense associated with the Intake Costs asset and commissions asset for the three and nine months ended September 30, 2018 are as follows: Three Month Ended September 30, 2018 Nine Months Ended September 30, 2018 Intake Costs asset $ 2,294 $ 7,915 Commissions asset 3,053 10,433 Deferred revenue liabilities associated with billed Intake Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and September 30, 2018 are as follows: Description Location in Balance Sheet January 1, 2018 (Date of Adoption of ASU 2014-09) September 30, 2018 Deferred revenue - Current Deferred revenue $ 9,671 $ 9,510 Deferred revenue - Long-term Other Long-term Liabilities 9,877 7,590 The following table presents certain components of our Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2018 as reported and as if we had not adopted ASU 2014-09 on January 1, 2018: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 As Reported If ASU 2014-09 was not adopted As Reported If ASU 2014-09 was not adopted Revenues $ 1,060,991 $ 1,059,319 $ 3,164,272 $ 3,158,191 Operating Income $ 195,746 $ 193,578 $ 563,664 $ 560,561 Income from Continuing Operations $ 78,628 $ 76,462 $ 218,145 $ 215,044 Per Share Income from Continuing Operations - Basic $ 0.28 $ 0.27 $ 0.76 $ 0.75 Per Share Income from Continuing Operations - Diluted $ 0.27 $ 0.27 $ 0.76 $ 0.75 . Stock-Based Compensation We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards"). There have been no significant changes to our accounting policies, assumptions and valuation methodologies related to the accounting for our Employee Stock-Based Awards as disclosed in Note 2.n. to Notes to Consolidated Financial Statements included in our Annual Report. Stock-based compensation expense for Employee Stock-Based Awards for the three and nine months ended September 30, 2017 was $7,761 ( $6,851 after tax or $0.03 per basic and diluted share) and $22,853 ( $20,174 after tax or $0.08 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and nine months ended September 30, 2018 was $7,279 ( $6,734 after tax or $0.02 per basic and diluted share) and $23,352 ( $21,599 after tax or $0.08 per basic and diluted share), respectively. As of September 30, 2018 , unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $50,089 and is expected to be recognized over a weighted-average period of 2.0 years. Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Condensed Consolidated Statements of Operations is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 25 $ 29 $ 80 $ 87 Selling, general and administrative expenses 7,736 7,250 22,773 23,265 Total stock-based compensation $ 7,761 $ 7,279 $ 22,853 $ 23,352 Stock Options A summary of stock option activity for the nine months ended September 30, 2018 is as follows: Stock Options Outstanding at December 31, 2017 3,671,740 Granted 846,517 Exercised (163,418 ) Forfeited (38,533 ) Expired (16,062 ) Outstanding at September 30, 2018 4,300,244 Options exercisable at September 30, 2018 2,388,037 Options expected to vest 1,817,579 Restricted Stock Units The fair value of RSUs vested during the three and nine months ended September 30, 2017 and 2018 is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Fair value of RSUs vested $ 1,933 $ 3,189 $ 18,006 $ 19,195 A summary of RSU activity for the nine months ended September 30, 2018 is as follows: RSUs Non-vested at December 31, 2017 1,071,469 Granted 746,704 Vested (546,299 ) Forfeited (79,140 ) Non-vested at September 30, 2018 1,192,734 Performance Units Under our various equity compensation plans, we may also make awards of PUs. For the majority of outstanding PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue and return on invested capital ("ROIC") and, beginning with PUs granted in 2018, Adjusted EBITDA (as defined in Note 7). The number of PUs earned may range from 0% to 200% 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 a three -year performance period. Certain PUs that we grant will be earned based on a market condition associated with the total return on our common stock in relation to either (i) a subset of the Standard & Poor's 500 Index (for certain PUs granted prior to 2017), or (ii) the MSCI United States REIT Index (for certain PUs granted in 2017 and thereafter), rather than the revenue, ROIC and Adjusted EBITDA targets noted above. The number of PUs earned based on the applicable market condition may range from 0% to 200% of the initial award. We forecast the likelihood of achieving the predefined revenue, ROIC and Adjusted EBITDA targets for our PUs 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 performance period) or the actual PUs earned (at the three-year anniversary of the grant date) over the vesting period for each of the awards. The fair value of PUs based on our performance against revenue, ROIC and Adjusted EBITDA targets is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). For PUs earned based on a market condition, we utilize 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 September 30, 2018 , we expected 65% , 110% and 100% achievement of the predefined revenue, ROIC and Adjusted EBITDA targets associated with the awards of PUs made in 2016 , 2017 and 2018 , respectively. The fair value of earned PUs that vested during the three and nine months ended September 30, 2017 and 2018 is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Fair value of earned PUs that vested $ 52 $ 84 $ 957 $ 3,117 A summary of PU activity for the nine months ended September 30, 2018 is as follows: Original PU Adjustment(1) Total Non-vested at December 31, 2017 717,878 (250,067 ) 467,811 Granted 353,507 — 353,507 Vested (81,305 ) — (81,305 ) Forfeited/Performance or Market Conditions Not Achieved (16,513 ) (49,881 ) (66,394 ) Non-vested at September 30, 2018 973,567 (299,948 ) 673,619 _______________________________________________________________________________ (1) Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs or a change in estimated awards based on the forecasted performance against the predefined targets. . 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 stock options, RSUs or PUs) 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 nine months ended September 30, 2017 and 2018 is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Income (loss) from continuing operations $ 25,382 $ 78,628 $ 167,374 $ 218,145 Less: Net income (loss) attributable to noncontrolling interests (21 ) (125 ) 2,853 485 Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) $ 25,403 $ 78,753 $ 164,521 $ 217,660 (Loss) income from discontinued operations, net of tax $ (1,058 ) $ (11,605 ) $ (3,421 ) $ (12,427 ) Net income (loss) attributable to Iron Mountain Incorporated $ 24,345 $ 67,148 $ 161,100 $ 205,233 Weighted-average shares—basic 265,198,000 286,159,000 264,423,000 285,801,000 Effect of dilutive potential stock options 414,258 264,451 423,688 250,574 Effect of dilutive potential RSUs and PUs 526,725 558,891 446,002 463,583 Weighted-average shares—diluted 266,138,983 286,982,342 265,292,690 286,515,157 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 0.10 $ 0.28 $ 0.62 $ 0.76 (Loss) income from discontinued operations, net of tax — (0.04 ) (0.01 ) (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.09 $ 0.23 $ 0.61 $ 0.72 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 0.10 $ 0.27 $ 0.62 $ 0.76 (Loss) income from discontinued operations, net of tax — (0.04 ) (0.01 ) (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.09 $ 0.23 $ 0.61 $ 0.72 Antidilutive stock options, RSUs and PUs, excluded from the calculation 2,620,225 3,253,975 2,605,203 3,256,206 _______________________________________________________________________________ (1) Columns may not foot due to rounding. . Income Taxes We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our estimate of the effective tax rate for the year ending December 31, 2018 reflects the impact of the Tax Reform Legislation (as defined below). 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 ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among 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. Our effective tax rates for the three and nine months ended September 30, 2017 were 8.0% and 15.1% , respectively. The primary reconciling items between the then current federal statutory tax rate of 35.0% and our overall effective tax rate for the three months ended September 30, 2017 were the benefit derived from the dividends paid deduction, differences in the rates of tax at which our foreign earnings are subject and a release of valuation allowances on certain of our foreign net operating losses of $18,457 as a result of the merger of certain of our foreign subsidiaries. The primary reconciling items between the then current federal statutory tax rate of 35.0% and our overall effective tax rate for the nine months ended September 30, 2017 were the benefit derived from the dividends paid deduction, differences in the rates of tax at which our foreign earnings are subject and a release of valuation allowances on certain of our foreign net operating losses of $25,968 as a result of the merger of certain of our foreign subsidiaries. Our effective tax rates for the three and nine months ended September 30, 2018 were 15.6% and 16.2% , respectively. The primary reconciling items between the current federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended September 30, 2018 were th |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Historically, we have entered into forward contracts to hedge our exposures associated with certain foreign currencies. As of December 31, 2017, we had outstanding forward contracts to (i) purchase 138,823 United States dollars and sell 176,000 Canadian dollars, (ii) purchase 135,000 Euros and sell 160,757 United States dollars and (iii) purchase 114,390 United States dollars and sell 96,150 Euros to hedge our foreign exchange exposures. As of September 30, 2018, we had outstanding forward contracts to purchase 30,000 Euros and sell 35,436 United States dollars. We have not designated any of the forward contracts we have entered into as hedges. Net cash receipts (payments) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and nine months ended September 30, 2017 and 2018 are as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Net cash receipts (payments) $ 7,643 $ (3,347 ) $ 8,536 $ (4,558 ) Our policy is to record the fair value of each derivative instrument on a gross basis. The following table provides the fair value of our derivative instruments not designated as hedging instruments as of December 31, 2017 and September 30, 2018: Derivatives Not Designated as Hedging Instruments Balance Sheet Location December 31, 2017 September 30, 2018 Derivative assets Prepaid expenses and other $ 1,579 $ — Derivative liabilities Accrued expenses 2,329 365 (Gains) losses for our derivative instruments not recognized as hedging instruments for the three and nine months ended September 30, 2017 and 2018 are as follows: Three Months Ended Nine Months Ended Derivatives Not Designated as Hedging Instruments Location of Loss (Gain) Recognized in Income on Derivative 2017 2018 2017 2018 Foreign exchange contracts Other (income) expense, net $ (5,748 ) $ 616 $ (9,316 ) $ 4,172 We have designated a portion of our (i) Euro denominated borrowings by IMI under our Former Revolving Credit Facility and (ii) Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the nine months ended September 30, 2017, we designated, on average, 84,443 Euros of our Euro denominated borrowings by IMI under our Former Revolving Credit Facility as a hedge of net investment of certain of our Euro denominated subsidiaries. For the nine months ended September 30, 2018, we designated, on average, 209,276 Euros of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded the following foreign exchange (losses) gains 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 Nine Months Ended 2017 2018 2017 2018 Foreign exchange (losses) gains $ (4,211 ) $ 2,139 $ (12,359 ) $ 6,761 As of September 30, 2018 , cumulative net gains of $9,949 , net of tax, are recorded in accumulated other comprehensive items, net associated with this net investment hedge. In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. As of September 30, 2018, we have $350,000 in notional value of interest rate swap agreements outstanding, which expire in March 2022. Under the interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month LIBOR, in exchange for the payment of fixed interest rate payments (at the fixed rate interest specified in the interest rate swap agreements). We have designated these interest rate swaps as cash flow hedges. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities. The fair value of the interest rate swaps are estimated using industry standard valuation models using market-based observable inputs, including interest rate curves (Level 2, as described in Note 2.g.). At September 30, 2018, we had a derivative asset of $4,183 , which was recorded as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheet, which represents the fair value of our interest rate swap agreements. We have recorded the change in fair value of the interest rate swap agreements to accumulated other comprehensive income. We have recorded unrealized gains of $1,980 and $4,183 for the three and nine months ended September 30, 2018, respectively, associated with our interest rate swap agreements. At September 30, 2018, we have recorded cumulative unrealized gains of $4,183 within accumulated other comprehensive items, net associated with these agreements. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | We account for acquisitions using the acquisition method of accounting, and, accordingly, the assets and liabilities acquired are 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. a. Acquisition of IO Data Centers On January 10, 2018, we completed the acquisition of the United States operations of IODC, a leading data center colocation space and solutions provider based in Phoenix, Arizona, including the land and buildings associated with four data centers in Phoenix and Scottsdale, Arizona; Edison, New Jersey; and Columbus, Ohio (the “IODC Transaction”). At the closing of the IODC Transaction, we paid approximately $1,347,000 . In addition to the amount paid at the closing of the IODC Transaction, there is the potential of $35,000 in additional payments associated with the execution of future customer contracts. We have accounted for the IODC Transaction as an acquisition of a business in accordance with the guidance in ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of us and IODC on a pro forma basis as if the IODC Transaction had occurred on January 1, 2017. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2017. The Pro Forma Financial Information, for all periods presented, includes our current estimates of purchase accounting adjustments (including amortization expenses from acquired intangible assets and depreciation of acquired property, plant and equipment). We and IODC have collectively incurred $28,064 of operating expenditures to complete the IODC Transaction (including advisory and professional fees). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2017. Three Months Ended September 30, Nine Months Ended September 30, 2017 2018 2017 2018 Total Revenues $ 1,000,059 $ 1,060,995 $ 2,957,539 $ 3,167,747 Income from Continuing Operations $ 16,081 $ 78,659 $ 109,597 $ 228,082 Per Share Income from Continuing Operations - Basic $ 0.06 $ 0.28 $ 0.38 $ 0.80 Per Share Income from Continuing Operations - Diluted $ 0.06 $ 0.27 $ 0.38 $ 0.79 In addition to our acquisition of IODC, we completed certain other acquisitions during 2017 and 2018. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations. b. Other Noteworthy Acquisitions On March 8, 2018, in order to expand our data center operations into Europe and Asia, we acquired the operations of two data centers in London and Singapore from Credit Suisse International and Credit Suisse AG (together, "Credit Suisse") for a total of (i) 34,600 British pounds sterling and (ii) 81,000 Singapore dollars (or collectively, approximately $111,400 , based upon the exchange rates between the United States dollar and the British pound sterling and Singapore dollar on the closing date of the Credit Suisse transaction) (the “Credit Suisse Transaction”). As part of the Credit Suisse Transaction, Credit Suisse entered into a long-term lease with us to maintain existing data center operations. On May 25, 2018, in order to further expand our data center operations in Europe, we acquired EvoSwitch Netherlands B.V. and EvoSwitch Global Services B.V. (collectively, "EvoSwitch"), a data center colocation space and solutions provider with a data center in Amsterdam (the "EvoSwitch Transaction"), for (i) cash consideration of 189,000 Euros (or approximately $222,000 , based upon the exchange rate between the Euro and the United States dollar on the closing date of the EvoSwitch Transaction) and (ii) $25,000 of additional consideration in the form of future services we will provide to the seller, which is included in purchase price holdbacks and other in the allocation of the purchase price paid table below. In August 2018, in order to expand our presence in China, we acquired the Chinese-Mainland operations of GRM Document Management, a storage and records management company, for approximately $34,100 . A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2018 acquisitions through September 30, 2018 is as follows: IODC Transaction Other Fiscal Year 2018 Acquisitions (excluding IODC) Total Cash Paid (gross of cash acquired)(1) $ 1,347,046 $ 399,369 $ 1,746,415 Purchase Price Holdbacks and Other — 27,919 27,919 Total Consideration 1,347,046 427,288 1,774,334 Fair Value of Identifiable Assets Acquired: Cash 34,227 8,354 42,581 Accounts Receivable and Prepaid Expenses 7,070 6,275 13,345 Property, Plant and Equipment(2) 863,027 202,273 1,065,300 Customer Relationship Intangible Assets — 27,927 27,927 Data Center In-Place Leases 104,340 32,091 136,431 Data Center Tenant Relationships 77,362 18,410 95,772 Data Center Above-Market Leases 16,439 2,381 18,820 Other Assets — 282 282 Debt Assumed — (19,941 ) (19,941 ) Accounts Payable, Accrued Expenses and Other Liabilities (36,230 ) (6,132 ) (42,362 ) Deferred Income Taxes — (32,649 ) (32,649 ) Data Center Below-Market Leases (11,421 ) (694 ) (12,115 ) Other Liabilities — (1,176 ) (1,176 ) Total Fair Value of Identifiable Net Assets Acquired 1,054,814 237,401 1,292,215 Goodwill Initially Recorded(3) $ 292,232 $ 189,887 $ 482,119 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2018 is net cash acquired of $42,581 and contingent and other payments, net of $7,177 related to acquisitions made in previous years. The cash paid for the Accrued Purchase Price for the Santa Fe China Transaction (both as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) is included in cash flows from financing activities (as a component of repayment of revolving credit, term loan and bridge facilities and other debt) in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2018. (2) Consists primarily of building, building improvements, leasehold improvements, data center infrastructure, racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.g. to Notes to Consolidated Financial Statements included in our Annual Report. (3) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. See Note 6 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our allocations of the purchase price for acquisitions. The preliminary purchase price allocations that are not finalized as of September 30, 2018 primarily relate to the final assessment of the fair values of intangible assets (primarily customer relationship intangible assets and data center lease-based intangible assets), property, plant and equipment (primarily building, building improvements, data center infrastructure and racking structures), operating leases, contingencies and income taxes (primarily deferred income taxes), primarily associated with the 2017 Santa Fe Transaction (as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report), the IODC Transaction, the Credit Suisse Transaction and the EvoSwitch Transaction, as well as other acquisitions we closed in 2018. As the valuation of certain assets and liabilities for purposes of purchase price allocations are preliminary in nature, they are subject to adjustment as additional information is obtained about the facts and circumstances regarding these assets and liabilities that existed at the acquisition date. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition dates. Adjustments recorded during the nine months ended September 30, 2018 were not material to our results from operations. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Long-term debt is as follows: December 31, 2017 September 30, 2018 Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Revolving Credit Facility(1) $ 466,593 $ (14,407 ) $ 452,186 $ 466,593 $ 821,470 $ (14,902 ) $ 806,568 $ 821,470 Term Loan A(1) 243,750 — 243,750 243,750 243,750 — 243,750 243,750 Term Loan B(2) — — — — 694,863 (9,055 ) 685,808 690,406 Australian Dollar Term Loan (the "AUD Term Loan")(3) 187,504 (3,382 ) 184,122 189,049 240,970 (3,201 ) 237,769 242,815 UK Bilateral Revolving Credit Facility ("UK Bilateral Facility")(4) — — — — 182,411 (2,476 ) 179,935 182,411 4 3 / 8 % Senior Notes due 2021 (the "4 3 / 8 % Notes")(5)(6) 500,000 (5,874 ) 494,126 507,500 500,000 (4,585 ) 495,415 500,000 6% Senior Notes due 2023 (the "6% Notes due 2023")(5) 600,000 (6,224 ) 593,776 625,500 600,000 (5,400 ) 594,600 615,000 5 3 / 8 % CAD Senior Notes due 2023 (the "CAD Notes due 2023")(6) 199,171 (3,295 ) 195,876 208,631 193,766 (2,787 ) 190,979 193,766 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(5) 1,000,000 (9,156 ) 990,844 1,012,500 1,000,000 (8,126 ) 991,874 990,000 3% Euro Senior Notes due 2025 (the "Euro Notes")(5)(6) 359,386 (4,691 ) 354,695 364,776 348,140 (4,257 ) 343,883 342,483 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes due 2025")(6) 539,702 (7,718 ) 531,984 527,559 521,173 (6,742 ) 514,431 495,380 5 3 / 8 % Senior Notes due 2026 (the "5 3 / 8 % Notes")(6) 250,000 (3,615 ) 246,385 256,875 250,000 (3,293 ) 246,707 235,938 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes")(5)(6) 1,000,000 (13,866 ) 986,134 1,000,000 1,000,000 (12,797 ) 987,203 917,500 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes")(5)(6) 825,000 (11,817 ) 813,183 826,031 825,000 (11,216 ) 813,784 765,188 Real Estate Mortgages, Capital Leases and Other 649,432 (566 ) 648,866 649,432 611,549 (237 ) 611,312 611,549 Accounts Receivable Securitization Program(7) 258,973 (356 ) 258,617 258,973 238,273 (253 ) 238,020 238,273 Mortgage Securitization Program(8) 50,000 (1,273 ) 48,727 50,000 50,000 (1,164 ) 48,836 50,000 Total Long-term Debt 7,129,511 (86,240 ) 7,043,271 8,321,365 — (90,491 ) 8,230,874 Less Current Portion (146,300 ) — (146,300 ) (121,695 ) — (121,695 ) Long-term Debt, Net of Current Portion $ 6,983,211 $ (86,240 ) $ 6,896,971 $ 8,199,670 $ (90,491 ) $ 8,109,179 ______________________________________________________________ (1) Collectively, as amended as described below, the "Credit Agreement". Of the $821,470 of outstanding borrowings under the Revolving Credit Facility, 621,700 was denominated in United States dollars, 120,000 was denominated in Canadian dollars and 92,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $43,359 . The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2018 was $885,171 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.6% as of September 30, 2018 . The average interest rate in effect under the Revolving Credit Facility as of September 30, 2018 was 3.6% and ranged from 1.8% to 4.0% and the interest rate in effect under the term loan ("Term Loan A") as of September 30, 2018 was 3.9% . (2) Interest rate in effect as of September 30, 2018 was 4.0% . The amount of debt for the Term Loan B (as defined below) reflects an unamortized original issue discount of $1,637 as of September 30, 2018. (3) Interest rate in effect as of September 30, 2018 was 5.9% . We had 336,250 Australian dollars outstanding on the AUD Term Loan as of September 30, 2018. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,545 and $1,845 as of December 31, 2017 and September 30, 2018, respectively. (4) Interest rate in effect as of September 30, 2018 was 3.0% . (5) Collectively, the "Parent Notes". (6) Collectively, the "Unregistered Notes". (7) Interest rate in effect as of September 30, 2018 was 3.0% . (8) Interest rate in effect as of September 30, 2018 was 3.5% . See Note 4 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of September 30, 2018 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2017 (which are disclosed in our Annual Report). Additionally, see Note 5 to Notes to Consolidated Financial Statements included in our Annual Report for information regarding which of our consolidated subsidiaries guarantee certain of our debt instruments. There have been no material changes to our long-term debt since December 31, 2017 other than those changes described below. a. Credit Agreement Amendments On March 22, 2018, we entered into an amendment (the “2018 First Amendment”) to the Credit Agreement which provided us with the option to request additional commitments of up to approximately $1,260,000 under the Credit Agreement in the form of term loans or through increased commitments under the Revolving Credit Facility, subject to the conditions specified in the Credit Agreement. On June 4, 2018, we entered into another amendment (the "2018 Second Amendment") to the Credit Agreement which (i) reduced interest rate margins applicable to existing and future borrowings under the Revolving Credit Facility and Term Loan A by 0.25% and (ii) extended the maturity date of the Credit Agreement to June 4, 2023. In connection with the 2018 First Amendment, Iron Mountain Information Management, LLC ("IMIM") entered into an incremental term loan activation notice, or the Activation Notice, with certain lenders pursuant to which the lenders party to the Activation Notice agreed to provide commitments to fund an incremental term loan B in the amount of $700,000 (the “Term Loan B”). On March 26, 2018, IMIM borrowed the full amount of the Term Loan B, which matures on January 2, 2026. The Term Loan B was issued at 99.75% of par. The aggregate net proceeds of approximately $689,850 , after paying commissions to the joint lead arrangers and net of the original discount, were used to repay outstanding borrowings under the Revolving Credit Facility. The Term Loan B holders benefit from the same security and guarantees as other borrowings under the Credit Agreement. The Term Loan B holders also benefit from the same affirmative and negative covenants as other borrowings under the Credit Agreement; however, the Term Loan B holders are not generally entitled to the benefits of the financial covenants under the Credit Agreement. Principal payments on the Term Loan B are to be paid in quarterly installments of $1,750 per quarter during the period June 30, 2018 through December 31, 2025, with the balance due on January 2, 2026. The Term Loan B may be prepaid without penalty at any time after September 22, 2018. The Term Loan B bears interest at a rate of LIBOR plus 1.75% . b. Australian Dollar Term Loan Amendment On March 27, 2018, Iron Mountain Australia Group Pty Ltd, a wholly owned subsidiary of IMI, amended its AUD Term Loan (the "AUD Term Loan Amendment") to (i) increase the borrowings under the AUD Term Loan from 250,000 Australian dollars to 350,000 Australian dollars; (ii) increase the quarterly principal payments from 6,250 Australian dollars per year to 8,750 Australian dollars per year and (iii) decrease the interest rate on the AUD Term Loan from BBSY (an Australian benchmark variable interest rate) plus 4.3% to BBSY plus 3.875% . The AUD Term Loan matures in September 2022. All indebtedness associated with the AUD Term Loan was issued at 99% of par. The net proceeds associated with the AUD Term Loan Amendment of approximately 99,000 Australian dollars (or approximately $75,621 , based upon the exchange rate between the Australian dollar and the United States dollar on March 29, 2018 (the closing date of the AUD Term Loan Amendment)), net of the original discount, were used to repay outstanding borrowings under the Revolving Credit Facility. Principal payments on the AUD Term Loan are to be paid in quarterly installments in an amount equivalent to an aggregate of 8,750 Australian dollars per year, with the remaining balance due September 22, 2022. The AUD Term Loan is secured by substantially all assets of Iron Mountain Australia Group Pty. Ltd. IMI and its direct and indirect 100% owned United States subsidiaries that represent the substantial majority of its United States operations (the “Guarantors”) guarantee all obligations under the AUD Term Loan. c. UK Bilateral Revolving Credit Facility On September 24, 2018, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited entered into a 140,000 British pounds sterling Revolving Credit Facility (the "UK Bilateral Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Facility is 140,000 British pounds sterling, and we have the option to request additional commitments of up to 125,000 British pounds sterling, subject to the conditions specified in the UK Bilateral Facility. The UK Bilateral Facility was fully utilized on September 24, 2018 (the closing date of the UK Bilateral Facility). The UK Bilateral Facility is scheduled to mature on September 23, 2022, at which point all obligations become due. The UK Bilateral Facility contains an option to extend the maturity date for an additional year, subject to the conditions specified in the UK Bilateral Facility, including the lender's consent. The UK Bilateral Facility bears interest at a rate of LIBOR plus 2.25% . The initial net proceeds received under the UK Bilateral Facility of 138,250 British pounds sterling (or approximately $180,300 , based upon the exchange rate between the British pound sterling and the United States dollar on September 24, 2018 (the closing date of the UK Bilateral Facility)), net of upfront fees, were used to repay borrowings under the Revolving Credit Facility. The UK Bilateral Facility is secured by certain properties in the United Kingdom. IMI and the Guarantors guarantee all obligations under the UK Bilateral Facility. d. Cash Pooling As described in greater detail in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report, certain of our subsidiaries participate in cash pooling arrangements (the “Cash Pools”) with Bank Mendes Gans (“BMG”), an independently operated fully-owned subsidiary of ING Group, in order to help manage global liquidity requirements. We currently utilize two separate cash pools with BMG, one of which we utilize to manage global liquidity requirements for our QRSs (the "QRS Cash Pool") and the other for our TRSs (the "TRS Cash Pool"). As of December 31, 2017, we had a net cash position of approximately $5,700 in the QRS Cash Pool (which consisted of a gross cash position of approximately $383,700 less outstanding debit balances of approximately $378,000 by participating subsidiaries) and we had a zero balance in the TRS Cash Pool (which consisted of a gross cash position of approximately $229,600 less outstanding debit balances of approximately $229,600 by participating subsidiaries). As of September 30, 2018, we had a net cash position of approximately $ 2,800 in the QRS Cash Pool (which consisted of a gross cash position of approximately $ 313,800 less outstanding debit balances of approximately $ 311,000 by participating subsidiaries) and we had a net cash position of approximately $ 1,700 in the TRS Cash Pool (which consisted of a gross cash position of approximately $ 208,500 less outstanding debit balances of approximately $ 206,800 by participating subsidiaries). The net cash position balances as of December 31, 2017 and September 30, 2018 are reflected as cash and cash equivalents in the Condensed Consolidated Balance Sheets. e. Debt Covenants 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, 2017 and September 30, 2018, as well as our leverage ratio under our indentures as of December 31, 2017 and September 30, 2018 are as follows: December 31, 2017 September 30, 2018 Maximum/Minimum Allowable Net total lease adjusted leverage ratio 5.0 5.6 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 1.6 2.6 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 5.8 5.8 Maximum allowable of 6.5-7.0(1)(2) Fixed charge coverage ratio 2.1 2.3 Minimum allowable of 1.5 ______________________________________________________________ (1) The maximum allowable leverage ratio under our indentures for the 4 7 / 8 % Notes, the GBP Notes due 2025 and the 5 1 / 4 % Notes is 7.0 , while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5 . In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant. (2) At December 31, 2017, a portion of the net proceeds from the 5 1 / 4 % Notes, together with a portion of the net proceeds of the Equity Offering (as defined in Note 9), were used to temporarily repay approximately $807,000 of outstanding indebtedness under our Revolving Credit Facility until the closing of the IODC Transaction, which occurred on January 10, 2018. The bond leverage ratio at December 31, 2017 is calculated based on our outstanding indebtedness at this date, which reflects the temporary payment of the Revolving Credit Facility. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity. |
Selected Consolidated Financial
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | 9 Months Ended |
Sep. 30, 2018 | |
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, 2017 and September 30, 2018 and for the three and nine months ended September 30, 2017 and 2018 and are prepared on the same basis as the consolidated financial statements. The Parent Notes, the CAD Notes due 2023, the GBP Notes due 2025, and the 5 3 / 8 % 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 guarantees the CAD Notes due 2023, which were issued by Iron Mountain Canada Operations ULC ("Canada Company"), the GBP Notes due 2025, which were issued by Iron Mountain (UK) PLC ("IM UK"), and the 5 3 / 8 % Notes, which were issued by Iron Mountain US Holdings, Inc ("IM US Holdings"), which is one of the Guarantors. Canada Company and IM UK do not guarantee the Parent Notes. The subsidiaries that do not guarantee the Parent Notes, the CAD Notes due 2023, the GBP Notes due 2025, and the 5 3 / 8 % Notes, including IM UK, Iron Mountain Receivables QRS, LLC, Iron Mountain Receivables TRS, LLC and Iron Mountain Mortgage Finance I, LLC, are referred to below as the Non-Guarantors. In August 2017, we redeemed the CAD Notes due 2021 and, therefore, as of that date, Canada Company had no outstanding debt registered under the Securities Act of 1933, as amended, that would require the presentation of Canada Company on a standalone basis in the accompanying consolidating financial statements. Accordingly, (i) the assets, liabilities and equity of Canada Company are presented as a component of the Non-Guarantor subsidiaries in the accompanying Condensed Consolidated Balance Sheets as of December 31, 2017 and September 30, 2018, (ii) the revenues, expenses and other comprehensive income (loss) of Canada Company are presented as a component of the Non-Guarantor subsidiaries in the Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for the three and nine months ended September 30, 2017 and 2018, and (iii) the operating, investing and financing cash flows for Canada Company are presented as a component of the Non-Guarantor subsidiaries in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2017 and 2018. 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 or a Non-Guarantor. If such a change occurs, the amount of investment in subsidiaries in the below Condensed Consolidated Balance Sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) with respect to the relevant Parent, Guarantors, Non-Guarantors and Eliminations columns also would change. CONDENSED CONSOLIDATED BALANCE SHEETS December 31, 2017 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 2,433 $ 634,317 $ 383,675 $ (94,726 ) $ 925,699 Accounts receivable — 32,972 802,770 — 835,742 Intercompany receivable 332,293 149,731 — (482,024 ) — Prepaid expenses and other 1,579 103,643 83,681 (29 ) 188,874 Total Current Assets 336,305 920,663 1,270,126 (576,779 ) 1,950,315 Property, Plant and Equipment, Net 316 2,030,875 1,386,488 — 3,417,679 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,578,995 — — (4,578,995 ) — Investment in subsidiaries 1,858,045 885,999 — (2,744,044 ) — Goodwill — 2,577,310 1,492,957 — 4,070,267 Other — 796,913 737,228 — 1,534,141 Total Other Assets, Net 6,437,040 4,260,222 2,230,185 (7,323,039 ) 5,604,408 Total Assets $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 Liabilities and Equity Intercompany Payable $ — $ — $ 482,024 $ (482,024 ) $ — Debit Balances Under Cash Pools — 56,233 38,493 (94,726 ) — Current Portion of Long-Term Debt — 54,247 92,082 (29 ) 146,300 Total Other Current Liabilities 235,062 527,549 421,262 — 1,183,873 Long-Term Debt, Net of Current Portion 4,232,759 758,166 1,906,046 — 6,896,971 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,578,995 — (4,578,995 ) — Other Long-term Liabilities — 113,024 241,974 — 354,998 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 8,402 — 83,016 — 91,418 Total Iron Mountain Incorporated Stockholders' Equity 2,297,438 1,123,546 1,620,498 (2,744,044 ) 2,297,438 Noncontrolling Interests — — 1,404 — 1,404 Total Equity 2,297,438 1,123,546 1,621,902 (2,744,044 ) 2,298,842 Total Liabilities and Equity $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at December 31, 2017 is approximately $38,400 and $62,000 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 260 $ 48,069 $ 242,852 $ (93,505 ) $ 197,676 Accounts receivable — 76,060 771,392 — 847,452 Intercompany receivable — 749,032 — (749,032 ) — Prepaid expenses and other — 85,000 85,876 (29 ) 170,847 Total Current Assets 260 958,161 1,100,120 (842,566 ) 1,215,975 Property, Plant and Equipment, Net 219 2,959,776 1,464,698 — 4,424,693 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,853,817 — — (4,853,817 ) — Investment in subsidiaries 1,895,286 954,931 — (2,850,217 ) — Goodwill — 2,878,792 1,599,965 — 4,478,757 Other 4,183 940,845 741,516 — 1,686,544 Total Other Assets, Net 6,753,286 4,774,568 2,341,481 (7,704,034 ) 6,165,301 Total Assets $ 6,753,765 $ 8,692,505 $ 4,906,299 $ (8,546,600 ) $ 11,805,969 Liabilities and Equity Intercompany Payable $ 371,305 $ — $ 377,727 $ (749,032 ) $ — Debit Balances Under Cash Pools — 55,401 38,104 (93,505 ) — Current Portion of Long-Term Debt — 59,937 61,787 (29 ) 121,695 Total Other Current Liabilities 200,605 557,786 367,266 — 1,125,657 Long-Term Debt, Net of Current Portion 4,226,759 1,858,545 2,023,875 — 8,109,179 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,853,817 — (4,853,817 ) — Other Long-term Liabilities — 114,540 301,277 — 415,817 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 17,710 — 77,035 — 94,745 Total Iron Mountain Incorporated Stockholders' Equity 1,937,386 1,192,479 1,657,738 (2,850,217 ) 1,937,386 Noncontrolling Interests — — 1,490 — 1,490 Total Equity 1,937,386 1,192,479 1,659,228 (2,850,217 ) 1,938,876 Total Liabilities and Equity $ 6,753,765 $ 8,692,505 $ 4,906,299 $ (8,546,600 ) $ 11,805,969 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at September 30, 2018 is approximately $39,800 and $58,200 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 573,126 $ 392,535 $ — $ 965,661 Intercompany — 1,148 5,021 (6,169 ) — Total Revenues — 574,274 397,556 (6,169 ) 965,661 Operating Expenses Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (203 ) 391,847 269,040 — 660,684 Intercompany — 5,021 1,148 (6,169 ) — Depreciation and amortization 45 74,470 53,998 — 128,513 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (385 ) 93 — (292 ) Total Operating Expenses (158 ) — 470,953 — 324,279 (6,169 ) 788,905 Operating Income (Loss) 158 103,321 73,277 — 176,756 Interest Expense (Income), Net 41,369 (1,705 ) 49,325 — 88,989 Other Expense (Income), Net 43,258 5,547 10,674 — 59,479 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and Loss (Gain) on Sale of Real Estate (84,469 ) 99,479 13,278 — 28,288 Provision (Benefit) for Income Taxes — 6,138 (3,870 ) — 2,268 Gain on Sale of Real Estate, Net of Tax — — 638 — 638 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (108,814 ) (16,019 ) — 124,833 — Income (Loss) from Continuing Operations 24,345 109,360 16,510 (124,833 ) 25,382 (Loss) Income from Discontinued Operations — (678 ) (380 ) — (1,058 ) Net Income (Loss) 24,345 108,682 16,130 (124,833 ) 24,324 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — (21 ) — (21 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 24,345 $ 108,682 $ 16,151 $ (124,833 ) $ 24,345 Net Income (Loss) $ 24,345 $ 108,682 $ 16,130 $ (124,833 ) $ 24,324 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (4,211 ) — 41,752 — 37,541 Equity in Other Comprehensive Income (Loss) of Subsidiaries 42,458 30,804 — (73,262 ) — Total Other Comprehensive Income (Loss) 38,247 30,804 41,752 (73,262 ) 37,541 Comprehensive Income (Loss) 62,592 139,486 57,882 (198,095 ) 61,865 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (727 ) — (727 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 62,592 $ 139,486 $ 58,609 $ (198,095 ) $ 62,592 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 652,422 $ 408,569 $ — $ 1,060,991 Intercompany — 1,192 4,330 (5,522 ) — Total Revenues — 653,614 412,899 (5,522 ) 1,060,991 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (427 ) 430,179 276,736 — 706,488 Intercompany — 4,330 1,192 (5,522 ) — Depreciation and amortization 31 99,949 57,817 — 157,797 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (321 ) 1,281 — 960 Total Operating Expenses (396 ) 534,137 337,026 (5,522 ) 865,245 Operating (Loss) Income 396 119,477 75,873 — 195,746 Interest Expense (Income), Net 49,964 3,041 50,836 — 103,841 Other Expense (Income), Net 439 3,792 (3,906 ) — 325 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (50,007 ) 112,644 28,943 — 91,580 Provision (Benefit) for Income Taxes — 8,287 6,013 — 14,300 Gain on Sale of Real Estate, Net of Tax — (1,348 ) — — (1,348 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (117,155 ) (26,693 ) — 143,848 — Income (Loss) from Continuing Operations 67,148 132,398 22,930 (143,848 ) 78,628 (Loss) Income from Discontinued Operations, Net of Tax — (11,588 ) (17 ) — (11,605 ) Net Income (Loss) 67,148 120,810 22,913 (143,848 ) 67,023 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — (125 ) — (125 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 67,148 $ 120,810 $ 23,038 $ (143,848 ) $ 67,148 Net Income (Loss) $ 67,148 $ 120,810 $ 22,913 $ (143,848 ) $ 67,023 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 2,139 — (26,908 ) — (24,769 ) Change in fair value of interest rate swap agreements 1,980 — — — 1,980 Equity in Other Comprehensive (Loss) Income of Subsidiaries (24,929 ) (14,443 ) — 39,372 — Total Other Comprehensive (Loss) Income (20,810 ) (14,443 ) (26,908 ) 39,372 (22,789 ) Comprehensive Income (Loss) 46,338 106,367 (3,995 ) (104,476 ) 44,234 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (2,104 ) — (2,104 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 46,338 $ 106,367 $ (1,891 ) $ (104,476 ) $ 46,338 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,714,897 $ 1,139,446 $ — $ 2,854,343 Intercompany — 3,386 18,217 (21,603 ) — Total Revenues — 1,718,283 1,157,663 (21,603 ) 2,854,343 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 149 1,183,560 795,577 — 1,979,286 Intercompany — 18,217 3,386 (21,603 ) — Depreciation and amortization 134 225,760 155,425 — 381,319 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (1,179 ) 212 — — (967 ) Total Operating Expenses 283 1,426,358 954,600 (21,603 ) 2,359,638 Operating (Loss) Income (283 ) 291,925 203,063 — 494,705 Interest Expense (Income), Net 124,530 10,653 129,827 — 265,010 Other Expense (Income), Net 43,678 8,609 (18,538 ) — 33,749 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (168,491 ) 272,663 91,774 — 195,946 Provision (Benefit) for Income Taxes — 19,318 10,179 — 29,497 Gain on Sale of Real Estate, Net of Tax — — (925 ) — (925 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (329,591 ) (69,394 ) — 398,985 — Income (Loss) from Continuing Operations 161,100 322,739 82,520 (398,985 ) 167,374 (Loss) Income from Discontinued Operations — (1,635 ) (1,786 ) — (3,421 ) Net Income (Loss) 161,100 321,104 80,734 (398,985 ) 163,953 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 2,853 — 2,853 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 161,100 $ 321,104 $ 77,881 $ (398,985 ) $ 161,100 Net Income (Loss) $ 161,100 $ 321,104 $ 80,734 $ (398,985 ) $ 163,953 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (12,359 ) — 108,222 — 95,863 Equity in Other Comprehensive Income (Loss) of Subsidiaries 109,589 70,557 — (180,146 ) — Total Other Comprehensive Income (Loss) 97,230 70,557 108,222 (180,146 ) 95,863 Comprehensive Income (Loss) 258,330 391,661 188,956 (579,131 ) 259,816 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — 1,486 — 1,486 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 258,330 $ 391,661 $ 187,470 $ (579,131 ) $ 258,330 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,920,980 $ 1,243,292 $ — $ 3,164,272 Intercompany — 3,613 13,126 (16,739 ) — Total Revenues — 1,924,593 1,256,418 (16,739 ) 3,164,272 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (348 ) 1,280,789 846,288 — 2,126,729 Intercompany — 13,126 3,613 (16,739 ) — Depreciation and amortization 96 298,565 175,934 — 474,595 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (1,139 ) 423 — (716 ) Total Operating Expenses (252 ) 1,591,341 1,026,258 (16,739 ) 2,600,608 Operating (Loss) Income 252 333,252 230,160 — 563,664 Interest Expense (Income), Net 150,218 4,538 148,818 — 303,574 Other Expense (Income), Net 2,049 11,927 (12,556 ) — 1,420 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (152,015 ) 316,787 93,898 — 258,670 Provision (Benefit) for Income Taxes — 14,084 27,789 — 41,873 Gain on Sale of Real Estate, Net of Tax — (1,348 ) — — (1,348 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (357,248 ) (63,539 ) — 420,787 — Income (Loss) from Continuing Operations 205,233 367,590 66,109 (420,787 ) 218,145 (Loss) Income from Discontinued Operations, Net of Tax — (12,283 ) (144 ) — (12,427 ) Net Income (Loss) 205,233 355,307 65,965 (420,787 ) 205,718 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 485 — 485 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 205,233 $ 355,307 $ 65,480 $ (420,787 ) $ 205,233 Net Income (Loss) $ 205,233 $ 355,307 $ 65,965 $ (420,787 ) $ 205,718 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 6,761 — (139,051 ) — (132,290 ) Change in fair value of interest rate swap agreements 4,183 — — — 4,183 Equity in Other Comprehensive (Loss) Income of Subsidiaries (135,215 ) (105,967 ) — 241,182 — Total Other Comprehensive Income (Loss) (124,271 ) (105,967 ) (139,051 ) 241,182 (128,107 ) Comprehensive Income (Loss) 80,962 249,340 (73,086 ) (179,605 ) 77,611 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,351 ) — (3,351 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 80,962 $ 249,340 $ (69,735 ) $ (179,605 ) $ 80,962 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (139,843 ) $ 512,521 $ 149,612 $ — $ 522,290 Cash Flows from Operating Activities—Discontinued Operations — (1,635 ) (1,786 ) — (3,421 ) Cash Flows from Operating Activities (139,843 ) 510,886 147,826 — 518,869 Cash Flows from Investing Activities: Capital expenditures — (175,912 ) (67,834 ) — (243,746 ) Cash paid for acquisitions, net of cash acquired — (95,137 ) (98,991 ) — (194,128 ) Intercompany loans to subsidiaries 192,808 (124,082 ) — (68,726 ) — Investment in subsidiaries (16,170 ) — — 16,170 — Acquisitions of customer relationships and customer inducements — (54,493 ) (2,394 ) — (56,887 ) Net proceeds from Divestments (see Note 10) — — 2,423 — 2,423 Proceeds from sales of property and equipment and other, net (including real estate) — 12,947 (4,010 ) — 8,937 Cash Flows from Investing Activities—Continuing Operations 176,638 (436,677 ) (170,806 ) (52,556 ) (483,401 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 176,638 (436,677 ) (170,806 ) (52,556 ) (483,401 ) Cash Flows from Financing Activities: Repayment of revolving credit facilities, term loan facilities and other debt (262,579 ) (5,299,475 ) (4,100,106 ) — (9,662,160 ) Proceeds from revolving credit facilities, term loan facilities and other debt 224,660 5,386,028 4,256,072 — 9,866,760 Early retirement of senior notes (1,031,554 ) — (162,328 ) — (1,193,882 ) Net proceeds from sales of senior notes 1,320,183 — — — 1,320,183 Debit balances (payments) under cash pools — 73,104 36,168 (109,272 ) — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — 9,629 — 9,629 Intercompany loans from parent — (199,602 ) 130,876 68,726 — Equity contribution from parent — — 16,170 (16,170 ) — Parent cash dividends (292,980 ) — — — (292,980 ) Net proceeds (payments) associated with employee stock-based awards 6,615 — — — 6,615 Payment of debt financing and stock issuance costs (1,513 ) (10,892 ) (280 ) — (12,685 ) Cash Flows from Financing Activities—Continuing Operations (37,168 ) (50,837 ) 186,201 (56,716 ) 41,480 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (37,168 ) (50,837 ) 186,201 (56,716 ) 41,480 Effect of exchange rates on cash and cash equivalents — — 24,454 — 24,454 (Decrease) Increase in cash and cash equivalents (373 ) 23,372 187,675 (109,272 ) 101,402 Cash and cash equivalents, beginning of period 2,405 23,380 210,699 — 236,484 Cash and cash equivalents, end of period $ 2,032 $ 46,752 $ 398,374 $ (109,272 ) $ 337,886 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (208,384 ) $ 644,164 $ 189,758 $ — $ 625,538 Cash Flows from Operating Activities—Discontinued Operations — (995 ) — — (995 ) Cash Flows from Operating Activities (208,384 ) 643,169 189,758 — 624,543 Cash Flows from Investing Activities: Capital expenditures — (224,123 ) (105,830 ) — (329,953 ) Cash paid for acquisitions, net of cash acquired — (1,332,235 ) (378,776 ) — (1,711,011 ) Intercompany loans to subsidiaries 629,918 (23,092 ) — (606,826 ) — Investment in subsidiaries — — — — — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (44,530 ) (19,031 ) — (63,561 ) Net proceeds from Divestments (see Note 10) — 1,019 — — 1,019 Proceeds from sales of property and equipment and other, net (including real estate) — 283 430 — 713 Cash Flows from Investing Activities—Continuing Operations 629,918 (1,622,678 ) (503,207 ) (606,826 ) (2,102,793 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 629,918 (1,622,678 ) (503,207 ) (606,826 ) (2,102,793 ) Cash Flows from Financing Activities: Repayment of revolving credit facilities, term loan facilities and other debt — (5,386,024 ) (5,840,147 ) — (11,226,171 ) Proceeds from revolving credit facilities, term loan facilities and other debt — 6,455,964 5,981,053 — 12,437,017 Debit (payments) balances under cash pools — (832 ) (389 ) 1,221 — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — (2,035 ) — (2,035 ) Intercompany loans from parent — (663,459 ) 56,633 606,826 — Parent cash dividends (505,403 ) — — — (505,403 ) Net (payments) proceeds associated with employee stock-based awards (2,800 ) — — — (2,800 ) Net proceeds associated with the Over-Allotment Option exercise 76,192 — — — 76,192 Net proceeds associated with the At the Market (ATM) Program 8,716 — — — 8,716 Payment of debt financing and stock issuance costs (412 ) (12,388 ) (3,157 ) — (15,957 ) Cash Flows from Financing Activities—Continuing Operations (423,707 ) 393,261 191,958 608,047 769,559 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (423,707 ) 393,261 191,958 608,047 769,559 Effect of exchange rates on cash and cash equivalents — — (19,332 ) — (19,332 ) Increase (Decrease) in cash and cash equivalents (2,173 ) (586,248 ) (140,823 ) 1,221 (728,023 ) Cash and cash equivalents, beginning of period 2,433 634,317 383,675 (94,726 ) 925,699 Cash and cash equivalents, end of period $ 260 $ 48,069 $ 242,852 $ (93,505 ) $ 197,676 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Our six reportable operating segments as of December 31, 2017 are described in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows: • North American Records and Information Management Business • North American Data Management Business • Western European Business • Other International Business • Global Data Center Business • Corporate and Other Business There have been no changes made to our reportable operating segments since December 31, 2017. All previously reported segment information has been restated to conform to the current presentation and reflects the changes to our reportable operating segments that occurred in fourth quarter of 2017. The operations associated with acquisitions completed during the first nine months of 2018 (for which noteworthy acquisitions are described in Note 4) have been incorporated into our existing reportable operating segments. An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements is as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total For the Three Months Ended September 30, 2017 Total Revenues $ 513,567 $ 101,230 $ 128,082 $ 199,698 $ 8,249 $ 14,835 $ 965,661 Storage Rental 308,822 70,075 78,012 125,903 7,761 10,518 601,091 Service 204,745 31,155 50,070 73,795 488 4,317 364,570 Depreciation and Amortization 57,982 8,296 17,385 29,397 2,302 13,151 128,513 Depreciation 49,201 6,089 12,080 19,384 2,265 11,554 100,573 Amortization 8,781 2,207 5,305 10,013 37 1,597 27,940 Adjusted EBITDA 224,882 56,433 43,464 59,082 1,077 (61,914 ) 323,024 Expenditures for Segment Assets 61,016 7,386 5,088 46,097 60,037 83,197 262,821 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 33,860 7,386 4,573 19,607 5,509 7,604 78,539 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 25,784 54,528 75,593 155,905 Acquisitions of Customer Relationships and Customer Inducements 27,156 — 515 706 — — 28,377 For the Three Months Ended September 30, 2018 Total Revenues 539,603 97,477 128,728 198,265 63,380 33,538 1,060,991 Storage Rental 306,633 67,779 79,492 124,920 60,039 18,110 656,973 Service 232,970 29,698 49,236 73,345 3,341 15,428 404,018 Depreciation and Amortization 59,869 9,472 14,515 31,288 27,965 14,688 157,797 Depreciation 46,756 7,277 10,134 19,134 16,431 13,258 112,990 Amortization 13,113 2,195 4,381 12,154 11,534 1,430 44,807 Adjusted EBITDA 248,600 53,484 40,770 60,153 27,299 (66,517 ) 363,789 Expenditures for Segment Assets 53,665 5,033 3,595 48,509 42,585 29,435 182,822 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 31,373 5,033 1,372 21,108 41,896 11,570 112,352 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 26,277 — 17,865 44,142 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 22,292 — 2,223 1,124 689 — 26,328 North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total As of and for the Nine Months Ended September 30, 2017 Total Revenues $ 1,530,761 $ 301,741 $ 370,020 $ 581,344 $ 24,832 $ 45,645 $ 2,854,343 Storage Rental 912,173 207,634 224,114 364,835 23,550 31,303 1,763,609 Service 618,588 94,107 145,906 216,509 1,282 14,342 1,090,734 Depreciation and Amortization 177,145 24,819 47,806 87,276 5,321 38,952 381,319 Depreciation 151,272 18,243 35,334 59,207 5,156 33,268 302,480 Amortization 25,873 6,576 12,472 28,069 165 5,684 78,839 Adjusted EBITDA 655,180 167,151 114,134 170,595 8,574 (181,982 ) 933,652 Total Assets (1) 5,034,140 839,425 994,453 2,320,002 365,659 706,327 10,260,006 Expenditures for Segment Assets 165,544 22,466 12,192 107,801 77,729 109,029 494,761 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 106,673 22,466 11,194 48,776 23,201 31,436 243,746 Cash (Received) Paid for Acquisitions, Net of Cash Acquired 4,379 — — 57,628 54,528 77,593 194,128 Acquisitions of Customer Relationships and Customer Inducements 54,492 — 998 1,397 — — 56,887 As of and for the Nine Months Ended September 30, 2018 Total Revenues 1,605,526 297,472 401,815 610,987 164,878 83,594 3,164,272 Storage Rental 917,347 205,833 245,883 386,278 157,479 50,741 1,963,561 Service 688,179 91,639 155,932 224,709 7,399 32,853 1,200,711 Depreciation and Amortization 183,591 29,114 49,985 93,111 72,736 46,058 474,595 Depreciation 144,146 22,517 34,997 56,113 40,931 39,219 337,923 Amortization 39,445 6,597 14,988 36,998 31,805 6,839 136,672 Adjusted EBITDA 719,199 162,616 131,265 181,417 72,990 (191,229 ) 1,076,258 Total Assets (1) 4,961,149 823,868 1,120,215 2,312,580 2,159,955 428,202 11,805,969 Expenditures for Segment Assets 138,210 15,529 38,978 110,612 1,745,770 55,426 2,104,525 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 86,365 15,529 32,859 59,827 98,169 37,204 329,953 Cash Paid (Received) for Acquisitions, Net of Cash Acquired 1,551 — — 45,673 1,645,922 17,865 1,711,011 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 50,294 — 6,119 5,112 1,679 357 63,561 ________________________________________________________ (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 and in our Annual Report. Adjusted EBITDA for each segment is defined as income (loss) from continuing operations before interest expense, net, provision (benefit) for income taxes, depreciation and amortization, and also excludes certain items that we believe are not indicative of our core operating results, specifically: (i) (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net; (ii) intangible impairments; (iii) other expense (income), net; (iv) gain on sale of real estate, net of tax; and (v) Significant Acquisition Costs (as defined below). Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocating resources to, our operating segments. A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Adjusted EBITDA $ 323,024 $ 363,789 $ 933,652 $ 1,076,258 (Add)/Deduct: Gain on Sale of Real Estate, Net of Tax 638 (1,348 ) (925 ) (1,348 ) Provision (Benefit) for Income Taxes 2,268 14,300 29,497 41,873 Other Expense (Income), Net 59,479 325 33,749 1,420 Interest Expense, Net 88,989 103,841 265,010 303,574 (Gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net (292 ) 960 (967 ) (716 ) Depreciation and Amortization 128,513 157,797 381,319 474,595 Significant Acquisition Costs(1) 18,047 9,286 58,595 38,715 Income (Loss) from Continuing Operations $ 25,382 $ 78,628 $ 167,374 $ 218,145 _______________________________________________________________________________ (1) Represents operating expenditures associated with (1) the Recall Transaction (as defined in Note 1 to Notes to Consolidated Financial Statements included in our Annual Report), including: (i) advisory and professional fees to complete the Recall Transaction; (ii) costs associated with the Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) required in connection with receipt of regulatory approvals (including transitional services); and (iii) costs to integrate Recall Holdings Limited ("Recall") with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs, as well as certain costs associated with our shared service center initiative for our finance, human resources and information technology functions; and (2) the advisory and professional fees to complete the IODC Transaction (collectively, "Significant Acquisition Costs"). |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 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 able to be estimated. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. There have been no material updates or changes to the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report, nor have there been any new material loss contingencies since December 31, 2017. We continue to believe that the resolution of the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report will not have a material impact on our consolidated financial condition, results of operations or cash flows. We have estimated a reasonably possible range for all loss contingencies, including those disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report, and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $17,200 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangements. |
Stockholders' Equity Matters
Stockholders' Equity Matters | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity Matters | Our board of directors has adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. The amount and timing of future dividends will continue to be subject to the approval of our board of directors, in its sole discretion, and to applicable legal requirements. In fiscal year 2017 and in the first nine months of 2018 , our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date February 15, 2017 $ 0.5500 March 15, 2017 $ 145,235 April 3, 2017 May 24, 2017 0.5500 June 15, 2017 145,417 July 3, 2017 July 27, 2017 0.5500 September 15, 2017 146,772 October 2, 2017 October 24, 2017 0.5875 December 15, 2017 166,319 January 2, 2018 February 14, 2018 0.5875 March 15, 2018 167,969 April 2, 2018 May 24, 2018 0.5875 June 15, 2018 168,078 July 2, 2018 July 24, 2018 0.5875 September 17, 2018 168,148 October 2, 2018 At The Market (ATM) Equity Program As described in greater detail in Note 13 to Notes to Consolidated Financial Statements included in our Annual Report, we entered into a distribution agreement (the “Distribution Agreement”) with a syndicate of 10 banks (the “Agents”) pursuant to which we may sell, from time to time, up to an aggregate sales price of $500,000 of our common stock through the Agents (the “At The Market (ATM) Equity Program”). There were no shares of common stock sold under the At The Market (ATM) Equity Program during the three months ended September 30, 2018. During the nine months ended September 30, 2018 under the At The Market (ATM) Equity Program, we sold an aggregate of 273,486 shares of common stock for gross proceeds of approximately $8,800 , generating net proceeds of $8,716 , after deducting commissions of $90 . As of September 30, 2018 the remaining aggregate sale price of shares of our common stock available for distribution under the At The Market (ATM) Equity Program was approximately $431,200 . Equity Offering On December 12, 2017, we entered into an underwriting agreement (the "Underwriting Agreement") with a syndicate of 16 banks (the “Underwriters”) related to the public offering by us of 14,500,000 shares (the “Firm Shares”) of our common stock (the “Equity Offering”). The offering price to the public for the Equity Offering was $37.00 per share, and we agreed to pay the Underwriters an underwriting commission of $1.38195 per share. The net proceeds to us from the Equity Offering, after deducting underwriters' commissions, was $516,462 . At December 31, 2017, the net proceeds of the Equity Offering, together with the net proceeds from the 5 1 / 4 % Notes, were used to temporarily repay borrowings under our Revolving Credit Facility and invest in money market funds. Pursuant to the Underwriting Agreement, we granted the Underwriters a 30-day option to purchase from us up to an additional 2,175,000 shares of common stock (the “Option Shares”) at the public offering price, less the underwriting commission and less an amount per share equal to any dividends or distributions declared by us and payable on the Firm Shares but not payable on the Option Shares (the “Over-Allotment Option"). On January 10, 2018, the Underwriters exercised the Over-Allotment Option in its entirety. The net proceeds to us from the exercise of the Over-Allotment Option, after deducting underwriters' commissions and the per share value of the dividend we declared on our common stock on October 24, 2017 (for which the record date was December 15, 2017) which was paid on January 2, 2018, was approximately $76,200 . The net proceeds of the Equity Offering and the Over-Allotment Option, together with the net proceeds from the issuance of the 5 1 / 4 % Notes, were used to finance the purchase price of the IODC Transaction, and to pay related fees and expenses. |
Divestments
Divestments | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestments | a. Recall Divestments The table below summarizes certain results of operations of the Recall Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) included in discontinued operations for the three and nine months ended September 30, 2017 and 2018: Three Months Ended Nine Months Ended Description 2017 2018 2017 2018 (Loss) Income from Discontinued Operations Before (Benefit) Provision for Income Taxes $ (1,678 ) $ (11,601 ) $ (5,156 ) $ (12,574 ) (Benefit) Provision for Income Taxes (620 ) 4 (1,735 ) (147 ) (Loss) Income from Discontinued Operations, Net of Tax $ (1,058 ) $ (11,605 ) $ (3,421 ) $ (12,427 ) The loss from discontinued operations during the three and nine months ended September 30, 2018 primarily relates to losses incurred due to the resolution of the post-closing adjustments to the Access Contingent Consideration (as defined below) in connection with our agreement with Access CIG (as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) discussed below. On May 4, 2016, we completed the Access Sale (as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) to Access CIG for total consideration of approximately $80,000 . Of the total consideration, we received $55,000 in cash proceeds at closing and were entitled to receive up to $25,000 of additional cash proceeds (the “Access Contingent Consideration”). The Access Contingent Consideration was subject to adjustments subsequent to the closing of the Access Sale. We are also subject to potential indemnity obligations as part of the Access Sale. We have recorded a non-trade receivable related to the Access Contingent Consideration within Prepaid expenses and other in our Condensed Consolidated Balance Sheets as of December 31, 2017 and September 30, 2018 based upon our estimate of the realizable value of the Access Contingent Consideration. We have settled the Access Contingent Consideration with Access CIG, as well as those indemnification claims Access CIG previously raised in connection with the Access Sale. Changes to the realizable value of the Access Contingent Consideration were recorded to our Condensed Consolidated Statement of Operations as a component of discontinued operations. b. Russia and Ukraine Divestment On May 30, 2017, Iron Mountain EES Holdings Ltd. ("IM EES"), a consolidated subsidiary of IMI, sold its records and information management operations in Russia and Ukraine to OSG Records Management (Europe) Limited (“OSG”) in a stock transaction (the “Russia and Ukraine Divestment”). As consideration for the Russia and Ukraine Divestment, IM EES received a 25% equity interest in OSG (the "OSG Investment"). We have concluded that the Russia and Ukraine Divestment does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as our decision to divest these businesses does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with these businesses are presented as a component of income (loss) from continuing operations in our Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2017 and the cash flows associated with these businesses are presented as a component of cash flows from continuing operations in our Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2017. As a result of the Russia and Ukraine Divestment, we recorded a gain on sale of $38,869 to other expense (income), net, during the second quarter of 2017, representing the excess of the fair value of the consideration received over the carrying value of our businesses in Russia and Ukraine. As of the closing date of the Russia and Ukraine Divestment, the fair value of the OSG Investment (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) was approximately $18,000 . As of the closing date of the Russia and Ukraine Divestment, the carrying value of our businesses in Russia and Ukraine was a credit balance of $20,869 , which consisted of (i) a credit balance of approximately $29,100 of cumulative translation adjustment associated with our businesses in Russia and Ukraine that was reclassified from accumulated other comprehensive items, net, (ii) the carrying value of the net assets of our businesses in Russia and Ukraine, excluding goodwill, of $4,716 and (iii) $3,515 of goodwill associated with our former Northern and Eastern Europe reporting unit (of which our businesses in Russia and Ukraine were a component of prior to the Russia and Ukraine Divestment), which was allocated, on a relative fair value basis, to our businesses in Russia and Ukraine. We account for the OSG Investment as an equity method investment. As of December 31, 2017 and September 30, 2018, the fair value of the OSG Investment is $17,539 and $17,514 , respectively and is presented as a component of Other within Other assets, net in our Consolidated Balance Sheet. c. IMFS Divestment On September 28, 2018, Iron Mountain Fulfillment Services, Inc. ("IMFS"), a consolidated subsidiary of IMI that operated our fulfillment services business in the United States, sold substantially all of its assets for total consideration of approximately $3,000 (the "IMFS Divestment"). We have concluded that the IMFS Divestment does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as our decision to divest this business does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with this business are presented as a component of income (loss) from continuing operations in our Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2017 and 2018 and the cash flows associated with this business are presented as a component of cash flows from continuing operations in our Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2017 and 2018. The fair value of the consideration received as a result of the IMFS Divestment approximated the carrying value of IMFS and, therefore, during the third quarter of 2018, we recorded an insignificant loss in connection with the IMFS Divestment to Other expense (income), net. |
Significant Acquisition Costs
Significant Acquisition Costs | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Recall Costs | Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations are as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 3,059 $ 2,892 $ 16,019 $ 5,015 Selling, general and administrative expenses 14,988 6,394 42,576 33,700 Total Significant Acquisition Costs $ 18,047 $ 9,286 $ 58,595 $ 38,715 Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations by segment are as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 North American Records and Information Management Business $ 2,540 $ 950 $ 16,165 $ 4,551 North American Data Management Business 301 83 1,984 434 Western European Business 2,586 1,806 7,933 5,385 Other International Business 2,570 2,001 6,158 3,434 Global Data Center Business — 232 — 11,572 Corporate and Other Business 10,050 4,214 26,355 13,339 Total Significant Acquisition Costs $ 18,047 $ 9,286 $ 58,595 $ 38,715 A rollforward of accrued liabilities related to Significant Acquisition Costs on our Condensed Consolidated Balance Sheets as of December 31, 2017 to September 30, 2018 is as follows: Accrual for Significant Acquisition Costs Balance at December 31, 2017 $ 12,622 Amounts accrued 3,058 Change in estimates(1) (64 ) Payments (10,843 ) Currency translation adjustments (64 ) Balance at September 30, 2018(2) $ 4,709 _______________________________________________________________________________ (1) Includes adjustments made to amounts accrued in a prior period. (2) Accrued liabilities related to Significant Acquisition Costs as of September 30, 2018 presented in the table above generally related to employee severance costs and onerous lease liabilities associated with the Recall Transaction. We expect that the majority of these liabilities will be paid in 2018. Additional Significant Acquisition Costs recorded in our Condensed Consolidated Statement of Operations for the three and nine months ended September 30, 2018 have either been settled in cash during such periods or are included in our Condensed Consolidated Balance Sheet as of September 30, 2018 as a component of accounts payable. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | 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. |
Revenue Recognition, Policy [Policy Text Block] | Revenues In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09. ASU 2014-09 provides 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, (4) licenses, (5) time value of money, and (6) contract costs. We adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective method for all of our customer contracts, whereby the cumulative effect of applying ASU 2014-09 is recognized at the date of initial application. At January 1, 2018, we recognized the cumulative effect of initially applying ASU 2014-09 as an adjustment to the opening balance of (distributions in excess of earnings) earnings in excess of distributions, resulting in a decrease of $30,233 to stockholders' equity. The reduction of (distribution in excess of earnings) earnings in excess of distributions represents the net effect of (i) the write-off of Free Move Costs, net (which were capitalized and amortized prior to the adoption of ASU 2014-09) based upon the net book value of the Free Move Costs as of December 31, 2017, (ii) the recognition of certain Contract Fulfillment Costs, specifically Intake Costs (each as defined below) and commission assets, (iii) the recognition of deferred revenue associated with Intake Costs billed to our customers (as discussed below), and (iv) the deferred income tax impact of the aforementioned items. As we adopted ASU 2014-09 on a modified retrospective basis, the comparative Condensed Consolidated Balance Sheet as of December 31, 2017, the Condensed Consolidated Statements of Operations and the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2017 and the Condensed Consolidated Statement of Equity and the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2017 have not been restated to reflect the adoption of ASU 2014-09 and reflect our revenue policies in place at that time, as disclosed in Note 2.l. to Notes to Consolidated Financial Statements included in our Annual Report. 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. The performance obligation is a series of distinct services (as determined for purposes of ASU 2014-09, a “series”) that have the same pattern of transfer to the customer that is satisfied over time. For those contracts that qualify as a series, we have a right to consideration from the customer in an amount that corresponds directly with the value of the underlying performance obligation transferred to the customer to date. This concept is known as "right to invoice" and we are applying the "right to invoice" practical expedient to all revenues, with the exception of storage revenues in our data center business. For all of our businesses, with the exception of the storage component of our data center business, each purchasing decision is fully in the control of the customer and, therefore, consideration beyond the current reporting period is variable and allocated to the specific period, which is consistent with the practical expedient above. Our data center business features storage rental provided to the customer at contractually specified rates over a fixed contractual period. The storage rental revenue related to the storage component of our data center business is recognized on a straight-line basis over the contract term. The revenue related to the service component of our data center business is recognized in the period the data center access or related services are provided. Total data center revenues represent approximately 5% of our total consolidated revenues for the nine months ended September 30, 2018. The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (“Contract Fulfillment Costs”). The following describes each of these Contract Fulfillment Costs recognized under ASU 2014-09: Intake Costs (and associated deferred revenue) Prior to the adoption of ASU 2014-09, intake costs incurred but not charged to a customer to transport records to our facilities (or Free Move Costs, as described in Note 2.b.), which include labor and transportation costs, were capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations. The initial movement of customer records into physical storage must take place prior to initiation of the storage of records and is not considered a separate performance obligation and, therefore, the costs of the initial intake of customer records into physical storage (“Intake Costs”) represent a contract fulfillment cost for the storage of records as the earnings process does not commence until a customer’s records or other assets are in our possession. Accordingly, upon the adoption of ASU 2014-09, all Intake Costs, regardless of whether or not the services associated with such initial moves are billed to the customer or are provided to the customer at no charge, will be deferred and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Similarly, in instances where such Intake Costs are billed to the customer, the associated revenue will be deferred and recognized over the same three year period. Commissions Prior to the adoption of ASU 2014-09, commissions we paid related to our long-term storage contracts were expensed as incurred. Upon the adoption of ASU 2014-09, certain commission payments that are directly associated with the fulfillment of long-term storage contracts are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Certain direct commission payments associated with contracts with a duration of one year or less are expensed as incurred under the practical expedient which allows an entity to expense as incurred an incremental cost of obtaining a contract if the amortization period of the asset that the entity otherwise would have recognized is one year or less. |
Goodwill and Other Intangible Assets | Finite-lived intangible assets and liabilities i. Customer Relationship Intangible Assets Customer relationship intangible assets, which are acquired through either business combinations or acquisitions of customer relationships, are amortized over periods ranging from 10 to 30 years and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of customer relationship intangible assets is calculated based upon estimates of their fair value. ii. Customer Inducements Prior to the adoption of ASU 2014-09, free intake costs to transport boxes to one of our facilities, which include labor and transportation costs ("Free Move Costs"), were capitalized and amortized over periods ranging from 10 to 30 years. The amortization of Free Move Costs is included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2017. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered a Contract Fulfillment Cost (as defined in Note 2.c.) and, therefore, are now deferred and amortized and included in amortization expense over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. See Note 2.c. for information regarding the accounting for Free Move Costs, which are now a component of Intake Costs (as defined in Note 2.c.), following the adoption of ASU 2014-09. Payments that are made to a customer's current records management vendor in order to terminate the customer's existing contract with that vendor, or direct payments to a customer ("Permanent Withdrawal Fees"), are amortized over periods ranging from 5 to 15 years and are included in storage and service revenue in the accompanying Condensed Consolidated Statements of Operations. Our accounting for Permanent Withdrawal Fees did not change as a result of the adoption of ASU 2014-09. Free Move Costs (prior to the adoption of ASU 2014-09) and Permanent Withdrawal Fees are collectively referred to as "Customer Inducements". If the customer terminates its relationship with us, the unamortized carrying value of the Customer Inducement intangible asset is charged to expense or revenue. However, in the event of such termination, we generally collect, and record as income, permanent removal fees that generally equal or exceed the amount of the unamortized Customer Inducement intangible asset. iii. Data Center Intangible Assets and Liabilities Finite-lived intangible assets associated with our data center business consist of the following: Data Center In-Place Lease Intangible Assets and Data Center Tenant Relationship Intangible Assets Data Center In-Place Lease Intangible Assets (“Data Center In-Place Leases”) and Data Center Tenant Relationship Intangible Assets (“Data Center Tenant Relationships") are acquired through either business combinations or asset acquisitions in our data center business. These intangible assets reflect the value associated with acquiring a data center operation with active tenants as of the date of acquisition. The value of Data Center In-Place Leases is determined based upon an estimate of the economic costs (such as lost revenues and unreimbursed operating expenses during the lease-up period, tenant improvement costs, commissions, legal expenses and other costs to acquire new data center leases) avoided by acquiring a data center operation with active tenants that would have otherwise been incurred if the data center operation was purchased vacant. Data Center In-Place Leases are amortized over the weighted average remaining term of the acquired data center leases and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of Data Center Tenant Relationships is determined based upon an estimate of the economic costs avoided upon lease renewal of the acquired tenants, based upon expectations of lease renewal. Data Center Tenant Relationships are amortized over the weighted average remaining anticipated life of the relationship with the acquired tenant and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. Data Center In-Place Leases and Data Center Tenant Relationships are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Above-Market and Below-Market In-Place Lease Intangible Assets Data Center Above-Market In-Place Lease Intangible Assets (“Data Center Above-Market Leases”) and Data Center Below-Market In-Place Lease Intangible Assets (“Data Center Below-Market Leases”) are acquired through either business combinations or asset acquisitions in our data center business. We record Data Center Above-Market Leases and Data Center Below-Market Leases at the net present value of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of the fair market lease rates for each corresponding in-place lease. Data Center Above-Market Leases and Data Center Below-Market Leases are amortized over the remaining non-cancellable term of the acquired in-place lease to storage revenue in the accompanying Condensed Consolidated Statements of Operations. Data Center Above-Market Leases are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Below-Market Leases are included in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. |
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 units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards"). Under our various equity compensation plans, we may also make awards of PUs. For the majority of outstanding PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue and return on invested capital ("ROIC") and, beginning with PUs granted in 2018, Adjusted EBITDA (as defined in Note 7). The number of PUs earned may range from 0% to 200% 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 a three -year performance period. Certain PUs that we grant will be earned based on a market condition associated with the total return on our common stock in relation to either (i) a subset of the Standard & Poor's 500 Index (for certain PUs granted prior to 2017), or (ii) the MSCI United States REIT Index (for certain PUs granted in 2017 and thereafter), rather than the revenue, ROIC and Adjusted EBITDA targets noted above. The number of PUs earned based on the applicable market condition may range from 0% to 200% of the initial award. We forecast the likelihood of achieving the predefined revenue, ROIC and Adjusted EBITDA targets for our PUs 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 performance period) or the actual PUs earned (at the three-year anniversary of the grant date) over the vesting period for each of the awards. The fair value of PUs based on our performance against revenue, ROIC and Adjusted EBITDA targets is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). For PUs earned based on a market condition, we utilize 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. |
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 stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive. |
Income Taxes | We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our estimate of the effective tax rate for the year ending December 31, 2018 reflects the impact of the Tax Reform Legislation (as defined below). 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 ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among 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. |
Fair Value Measurements | Fair Value Measurements 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. |
New Accounting Pronouncements | New Accounting Pronouncements Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09. We adopted ASU 2014-09 on January 1, 2018 using the modified retrospective method. See Note 2.c. for information regarding the impact of the adoption of ASU 2014-09 on our consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). ASU 2016-01 requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income, while eliminating the available-for-sale classification for equity securities with readily determinable fair values and the cost method for equity investments without readily determinable fair values. ASU 2016-01 also impacts financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. We adopted ASU 2016-01 on January 1, 2018. ASU 2016-01 did not have an impact on our consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ("ASU 2017-12"). ASU 2017-12 amends the hedge accounting recognition and presentation requirements as outlined in Accounting Standards Codification Topic 815 with the objective of improving the financial reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements and enhance the transparency and understandability of hedge transactions. In addition, ASU 2017-12 simplifies the application of the hedge accounting guidance. We adopted ASU 2017-12 on January 1, 2018. ASU 2017-12 did not have a material impact on our consolidated financial statements. Other As Yet Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 will require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. ASU 2016-02 also will require certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 will be effective for us on January 1, 2019. We have established a cross functional project team responsible for the assessment and implementation of ASU 2016-02. We have also entered into an agreement for the use of a lease accounting software solution that will support us in meeting the accounting and reporting requirements specific to ASU 2016-02, and are in the process of implementing this solution. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases (“ASU 2018-10”) and ASU No. 2018-11, Leases (Topic 842) Targeted Improvements (“ASU 2018-11”). ASU 2018-10 amends certain aspects of the guidance issued in ASU 2016-02. ASU 2018-11 provides entities with relief from the costs of implementing certain aspects of the new leasing standard, ASU 2016-02; specifically, (1) entities may elect not to recast the comparative periods presented when transitioning to ASU 2016-02, and (2) lessors may elect not to separate lease and nonlease components when certain conditions are met. We are currently evaluating the impact ASU 2016-02, including ASU 2018-10 and ASU 2018-11, will have on our consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) ("ASU 2018-15"). ASU 2018-15 aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software. ASU 2018-15 is effective for us on January 1, 2020, with early adoption permitted. We do not expect ASU 2018-15 will have a material impact on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following table presents certain components of our Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2018 as reported and as if we had not adopted ASU 2014-09 on January 1, 2018: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 As Reported If ASU 2014-09 was not adopted As Reported If ASU 2014-09 was not adopted Revenues $ 1,060,991 $ 1,059,319 $ 3,164,272 $ 3,158,191 Operating Income $ 195,746 $ 193,578 $ 563,664 $ 560,561 Income from Continuing Operations $ 78,628 $ 76,462 $ 218,145 $ 215,044 Per Share Income from Continuing Operations - Basic $ 0.28 $ 0.27 $ 0.76 $ 0.75 Per Share Income from Continuing Operations - Diluted $ 0.27 $ 0.27 $ 0.76 $ 0.75 The Contract Fulfillment Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and September 30, 2018 are as follows: January 1, 2018 (Date of Adoption of ASU 2014-09) September 30, 2018 Description Location in Balance Sheet Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intake Costs asset Other (within Other Assets, Net) $ 31,604 $ (14,954 ) $ 16,650 $ 37,605 $ (22,185 ) $ 15,420 Commissions asset Other (within Other Assets, Net) 42,072 (21,173 ) 20,899 53,877 (31,386 ) 22,491 Deferred revenue liabilities associated with billed Intake Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and September 30, 2018 are as follows: Description Location in Balance Sheet January 1, 2018 (Date of Adoption of ASU 2014-09) September 30, 2018 Deferred revenue - Current Deferred revenue $ 9,671 $ 9,510 Deferred revenue - Long-term Other Long-term Liabilities 9,877 7,590 |
Schedule of amortization expense associated with commissions asset and Intake Costs | Amortization expense associated with the Intake Costs asset and commissions asset for the three and nine months ended September 30, 2018 are as follows: Three Month Ended September 30, 2018 Nine Months Ended September 30, 2018 Intake Costs asset $ 2,294 $ 7,915 Commissions asset 3,053 10,433 |
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 nine months ended September 30, 2018 are as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Gross Balance as of December 31, 2017 $ 2,474,829 $ 551,726 $ 453,537 $ 846,721 $ — $ 60,048 $ 4,386,861 Deductible goodwill acquired during the year — — — — — 7,345 7,345 Non-deductible goodwill acquired during the year — — — 19,340 455,434 — 474,774 Goodwill allocated to IMFS Divestment (see Note 10) (1,202 ) — — — — — (1,202 ) Fair value and other adjustments(1) (373 ) — — 4,180 — 3,324 7,131 Currency effects (5,611 ) (1,545 ) (13,175 ) (57,979 ) (1,105 ) (740 ) (80,155 ) Gross Balance as of September 30, 2018 $ 2,467,643 $ 550,181 $ 440,362 $ 812,262 $ 454,329 $ 69,977 $ 4,794,754 Accumulated Amortization Balance as of December 31, 2017 $ 205,383 $ 53,875 $ 57,048 $ 288 $ — $ — $ 316,594 Currency effects (200 ) (50 ) (354 ) 7 — — (597 ) Accumulated Amortization Balance as of September 30, 2018 $ 205,183 $ 53,825 $ 56,694 $ 295 $ — $ — $ 315,997 Net Balance as of December 31, 2017 $ 2,269,446 $ 497,851 $ 396,489 $ 846,433 $ — $ 60,048 $ 4,070,267 Net Balance as of September 30, 2018 $ 2,262,460 $ 496,356 $ 383,668 $ 811,967 $ 454,329 $ 69,977 $ 4,478,757 Accumulated Goodwill Impairment Balance as of December 31, 2017 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 Accumulated Goodwill Impairment Balance as of September 30, 2018 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 _______________________________________________________________________________ (1) Total fair value and other adjustments include $7,131 in net adjustments primarily related to property, plant and equipment, customer relationship intangible assets and deferred income taxes and other liabilities. |
Components of amortizable intangible assets | The components of our finite-lived intangible assets related to customer relationship value, customer inducements and data center lease-based intangible assets and liabilities as of December 31, 2017 and September 30, 2018 are as follows: December 31, 2017 September 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Assets: Customer relationship intangible assets $ 1,704,105 $ (395,278 ) $ 1,308,827 $ 1,693,426 $ (439,048 ) $ 1,254,378 Customer inducements(1) 140,030 (66,981 ) 73,049 56,288 (34,374 ) 21,914 Data center lease-based intangible assets(2) 19,314 (643 ) 18,671 276,565 (36,006 ) 240,559 $ 1,863,449 $ (462,902 ) $ 1,400,547 $ 2,026,279 $ (509,428 ) $ 1,516,851 Liabilities: Data center below-market leases $ — $ — $ — $ 12,355 $ (1,231 ) $ 11,124 _______________________________________________________________________________ (1) The gross carrying amount, accumulated amortization and net carrying amount of customer inducements as of December 31, 2017 includes Free Move Costs, which were capitalized as Customer Inducements prior to the adoption of ASU 2014-09. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered Contract Fulfillment Costs and Customer Inducements consist exclusively of Permanent Withdrawal Fees. Contract Fulfillment Costs are included in Other, a component of Other Assets, Net, in the accompanying Condensed Consolidated Balance Sheet as of September 30, 2018. See Note 2.c. for information regarding Contract Fulfillment Costs included in our Condensed Consolidated Balance Sheet as of September 30, 2018. (2) Includes Data Center In-Place Leases, Data Center Tenant Relationships and Data Center Above-Market Leases. The other finite-lived intangible assets as of December 31, 2017 and September 30, 2018 are as follows: December 31, 2017 September 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Other finite-lived intangible assets (included in other assets, net) $ 20,929 $ (10,728 ) $ 10,201 $ 20,284 $ (13,680 ) $ 6,604 |
Schedule of amortization expenses | Amortization expense associated with finite-lived intangible assets, revenue reduction associated with the amortization of Permanent Withdrawal Fees and net revenue reduction associated with the amortization of Data Center Above-Market Leases and Data Center Below-Market Leases for the three and nine months ended September 30, 2017 and 2018 are as follows: Three Months Ended September 30, Nine Months Ended 2017 2018 2017 2018 Amortization expense included in depreciation and amortization associated with: Customer relationship and customer inducement intangible assets $ 26,889 $ 26,782 $ 74,299 $ 84,401 Data center in-place leases and tenant relationships — 12,036 — 30,437 Other finite-lived intangible assets 1,051 642 4,540 3,486 Revenue reduction associated with amortization of: Permanent withdrawal fees $ 2,721 $ 3,229 $ 8,627 $ 8,782 Data center above-market leases and data center below-market leases — 1,276 — 3,648 |
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 Condensed Consolidated Statements of Operations is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 25 $ 29 $ 80 $ 87 Selling, general and administrative expenses 7,736 7,250 22,773 23,265 Total stock-based compensation $ 7,761 $ 7,279 $ 22,853 $ 23,352 |
Summary of stock option activity | A summary of stock option activity for the nine months ended September 30, 2018 is as follows: Stock Options Outstanding at December 31, 2017 3,671,740 Granted 846,517 Exercised (163,418 ) Forfeited (38,533 ) Expired (16,062 ) Outstanding at September 30, 2018 4,300,244 Options exercisable at September 30, 2018 2,388,037 Options expected to vest 1,817,579 |
Summary of restricted stock and RSU activity | The fair value of RSUs vested during the three and nine months ended September 30, 2017 and 2018 is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Fair value of RSUs vested $ 1,933 $ 3,189 $ 18,006 $ 19,195 A summary of RSU activity for the nine months ended September 30, 2018 is as follows: RSUs Non-vested at December 31, 2017 1,071,469 Granted 746,704 Vested (546,299 ) Forfeited (79,140 ) Non-vested at September 30, 2018 1,192,734 |
Schedule of performance units | The fair value of earned PUs that vested during the three and nine months ended September 30, 2017 and 2018 is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Fair value of earned PUs that vested $ 52 $ 84 $ 957 $ 3,117 |
Summary of Performance Unit (PU) activity | A summary of PU activity for the nine months ended September 30, 2018 is as follows: Original PU Adjustment(1) Total Non-vested at December 31, 2017 717,878 (250,067 ) 467,811 Granted 353,507 — 353,507 Vested (81,305 ) — (81,305 ) Forfeited/Performance or Market Conditions Not Achieved (16,513 ) (49,881 ) (66,394 ) Non-vested at September 30, 2018 973,567 (299,948 ) 673,619 _______________________________________________________________________________ (1) Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs or 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 nine months ended September 30, 2017 and 2018 is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Income (loss) from continuing operations $ 25,382 $ 78,628 $ 167,374 $ 218,145 Less: Net income (loss) attributable to noncontrolling interests (21 ) (125 ) 2,853 485 Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) $ 25,403 $ 78,753 $ 164,521 $ 217,660 (Loss) income from discontinued operations, net of tax $ (1,058 ) $ (11,605 ) $ (3,421 ) $ (12,427 ) Net income (loss) attributable to Iron Mountain Incorporated $ 24,345 $ 67,148 $ 161,100 $ 205,233 Weighted-average shares—basic 265,198,000 286,159,000 264,423,000 285,801,000 Effect of dilutive potential stock options 414,258 264,451 423,688 250,574 Effect of dilutive potential RSUs and PUs 526,725 558,891 446,002 463,583 Weighted-average shares—diluted 266,138,983 286,982,342 265,292,690 286,515,157 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 0.10 $ 0.28 $ 0.62 $ 0.76 (Loss) income from discontinued operations, net of tax — (0.04 ) (0.01 ) (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.09 $ 0.23 $ 0.61 $ 0.72 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 0.10 $ 0.27 $ 0.62 $ 0.76 (Loss) income from discontinued operations, net of tax — (0.04 ) (0.01 ) (0.04 ) Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.09 $ 0.23 $ 0.61 $ 0.72 Antidilutive stock options, RSUs and PUs, excluded from the calculation 2,620,225 3,253,975 2,605,203 3,256,206 _______________________________________________________________________________ (1) Columns may not foot due to rounding. |
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, 2017 and September 30, 2018 , respectively, are as follows: Fair Value Measurements at Description Total Carrying Value at December 31, 2017 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Money Market Funds(1) $ 585,000 $ — $ 585,000 $ — Time Deposits(1) 24,482 — 24,482 — Trading Securities 11,784 11,279 (2) 505 (3) — Derivative Assets(4) 1,579 — 1,579 — Derivative Liabilities(4) 2,329 — 2,329 — Fair Value Measurements at Description Total Carrying Value at September 30, 2018 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Time Deposits(1) $ 5,661 $ — $ 5,661 $ — Trading Securities 11,268 10,583 (2) 685 (3) — Derivative Liabilities(4) 365 — 365 — Interest Rate Swap Agreements Assets(5) 4,183 — 4,183 — _______________________________________________________________________________ (1) Money market funds and time deposits are measured based on quoted prices for similar assets and/or subsequent transactions. At December 31, 2017, we had money market funds with 12 "Triple A" rated money market funds and time deposits with seven global banks. At September 30, 2018, we had no money market funds and time deposits with seven global banks. (2) Certain trading securities are measured at fair value using quoted market prices. (3) Certain trading securities are measured based on inputs other than quoted market prices that are observable. (4) 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 foreign exchange intercompany exposures, as more fully disclosed in 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. (5) We have entered into interest rate swap agreements to hedge certain of our interest rate exposures, as more fully disclosed in Note 3. The interest rate swap agreements are designated as cash flow hedges and are measured based on inputs other than quoted market prices that are observable. |
Schedule of changes in accumulated other comprehensive items, net | The changes in accumulated other comprehensive items, net for the three and nine months ended September 30, 2017 , respectively, are as follows: Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 Foreign Total Foreign Total Beginning of Period $ (153,590 ) $ (153,590 ) $ (212,573 ) $ (212,573 ) Other comprehensive income (loss): Foreign currency translation adjustments(1) 38,247 38,247 97,230 97,230 Total other comprehensive income (loss) 38,247 38,247 97,230 97,230 Balance as of September 30, 2017 $ (115,343 ) $ (115,343 ) $ (115,343 ) $ (115,343 ) ______________________________________________________________ (1) During the nine months ended September 30, 2017, approximately $29,100 of cumulative translation adjustments associated with our businesses in Russia and Ukraine was reclassified from accumulated other comprehensive items, net and was included in the gain on sale associated with the Russia and Ukraine Divestment (as defined and discussed more fully in Note 10). The changes in accumulated other comprehensive items, net for the three and nine months ended September 30, 2018, respectively, are as follows: Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Foreign Fair Value Adjustments for Interest Rate Swap Agreements Total Foreign Fair Value Adjustments for Interest Rate Swap Agreements Total Beginning of Period $ (209,653 ) $ 2,203 $ (207,450 ) $ (103,989 ) $ — $ (103,989 ) Other comprehensive (loss) income: Foreign currency translation adjustments (22,790 ) — (22,790 ) (128,454 ) — (128,454 ) Fair value adjustments for interest rate swap agreements — 1,980 1,980 — 4,183 4,183 Total other comprehensive (loss) income (22,790 ) 1,980 (20,810 ) (128,454 ) 4,183 (124,271 ) Balance as of September 30, 2018 $ (232,443 ) $ 4,183 $ (228,260 ) $ (232,443 ) $ 4,183 $ (228,260 ) |
Other expense (income), net | Other expense (income), net for the three and nine months ended September 30, 2017 and 2018 consists of the following: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Foreign currency transaction losses (gains), net $ 11,865 $ 664 $ 27,900 $ 3,825 Debt extinguishment expense 48,298 — 48,298 — Other, net (684 ) (339 ) (42,449 ) (2,405 ) $ 59,479 $ 325 $ 33,749 $ 1,420 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Net cash receipts (payments) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and nine months ended September 30, 2017 and 2018 are as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Net cash receipts (payments) $ 7,643 $ (3,347 ) $ 8,536 $ (4,558 ) |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The following table provides the fair value of our derivative instruments not designated as hedging instruments as of December 31, 2017 and September 30, 2018: Derivatives Not Designated as Hedging Instruments Balance Sheet Location December 31, 2017 September 30, 2018 Derivative assets Prepaid expenses and other $ 1,579 $ — Derivative liabilities Accrued expenses 2,329 365 |
Derivative Instruments, Gain (Loss) [Table Text Block] | (Gains) losses for our derivative instruments not recognized as hedging instruments for the three and nine months ended September 30, 2017 and 2018 are as follows: Three Months Ended Nine Months Ended Derivatives Not Designated as Hedging Instruments Location of Loss (Gain) Recognized in Income on Derivative 2017 2018 2017 2018 Foreign exchange contracts Other (income) expense, net $ (5,748 ) $ 616 $ (9,316 ) $ 4,172 |
Foreign exchange gains related to currency translation adjustments | As a result, we recorded the following foreign exchange (losses) gains 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 Nine Months Ended 2017 2018 2017 2018 Foreign exchange (losses) gains $ (4,211 ) $ 2,139 $ (12,359 ) $ 6,761 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information | Three Months Ended September 30, Nine Months Ended September 30, 2017 2018 2017 2018 Total Revenues $ 1,000,059 $ 1,060,995 $ 2,957,539 $ 3,167,747 Income from Continuing Operations $ 16,081 $ 78,659 $ 109,597 $ 228,082 Per Share Income from Continuing Operations - Basic $ 0.06 $ 0.28 $ 0.38 $ 0.80 Per Share Income from Continuing Operations - Diluted $ 0.06 $ 0.27 $ 0.38 $ 0.79 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2018 acquisitions through September 30, 2018 is as follows: IODC Transaction Other Fiscal Year 2018 Acquisitions (excluding IODC) Total Cash Paid (gross of cash acquired)(1) $ 1,347,046 $ 399,369 $ 1,746,415 Purchase Price Holdbacks and Other — 27,919 27,919 Total Consideration 1,347,046 427,288 1,774,334 Fair Value of Identifiable Assets Acquired: Cash 34,227 8,354 42,581 Accounts Receivable and Prepaid Expenses 7,070 6,275 13,345 Property, Plant and Equipment(2) 863,027 202,273 1,065,300 Customer Relationship Intangible Assets — 27,927 27,927 Data Center In-Place Leases 104,340 32,091 136,431 Data Center Tenant Relationships 77,362 18,410 95,772 Data Center Above-Market Leases 16,439 2,381 18,820 Other Assets — 282 282 Debt Assumed — (19,941 ) (19,941 ) Accounts Payable, Accrued Expenses and Other Liabilities (36,230 ) (6,132 ) (42,362 ) Deferred Income Taxes — (32,649 ) (32,649 ) Data Center Below-Market Leases (11,421 ) (694 ) (12,115 ) Other Liabilities — (1,176 ) (1,176 ) Total Fair Value of Identifiable Net Assets Acquired 1,054,814 237,401 1,292,215 Goodwill Initially Recorded(3) $ 292,232 $ 189,887 $ 482,119 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2018 is net cash acquired of $42,581 and contingent and other payments, net of $7,177 related to acquisitions made in previous years. The cash paid for the Accrued Purchase Price for the Santa Fe China Transaction (both as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) is included in cash flows from financing activities (as a component of repayment of revolving credit, term loan and bridge facilities and other debt) in the Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2018. (2) Consists primarily of building, building improvements, leasehold improvements, data center infrastructure, racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.g. to Notes to Consolidated Financial Statements included in our Annual Report. (3) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of carrying amount and fair value of long-term debt instruments | Long-term debt is as follows: December 31, 2017 September 30, 2018 Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Revolving Credit Facility(1) $ 466,593 $ (14,407 ) $ 452,186 $ 466,593 $ 821,470 $ (14,902 ) $ 806,568 $ 821,470 Term Loan A(1) 243,750 — 243,750 243,750 243,750 — 243,750 243,750 Term Loan B(2) — — — — 694,863 (9,055 ) 685,808 690,406 Australian Dollar Term Loan (the "AUD Term Loan")(3) 187,504 (3,382 ) 184,122 189,049 240,970 (3,201 ) 237,769 242,815 UK Bilateral Revolving Credit Facility ("UK Bilateral Facility")(4) — — — — 182,411 (2,476 ) 179,935 182,411 4 3 / 8 % Senior Notes due 2021 (the "4 3 / 8 % Notes")(5)(6) 500,000 (5,874 ) 494,126 507,500 500,000 (4,585 ) 495,415 500,000 6% Senior Notes due 2023 (the "6% Notes due 2023")(5) 600,000 (6,224 ) 593,776 625,500 600,000 (5,400 ) 594,600 615,000 5 3 / 8 % CAD Senior Notes due 2023 (the "CAD Notes due 2023")(6) 199,171 (3,295 ) 195,876 208,631 193,766 (2,787 ) 190,979 193,766 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(5) 1,000,000 (9,156 ) 990,844 1,012,500 1,000,000 (8,126 ) 991,874 990,000 3% Euro Senior Notes due 2025 (the "Euro Notes")(5)(6) 359,386 (4,691 ) 354,695 364,776 348,140 (4,257 ) 343,883 342,483 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes due 2025")(6) 539,702 (7,718 ) 531,984 527,559 521,173 (6,742 ) 514,431 495,380 5 3 / 8 % Senior Notes due 2026 (the "5 3 / 8 % Notes")(6) 250,000 (3,615 ) 246,385 256,875 250,000 (3,293 ) 246,707 235,938 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes")(5)(6) 1,000,000 (13,866 ) 986,134 1,000,000 1,000,000 (12,797 ) 987,203 917,500 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes")(5)(6) 825,000 (11,817 ) 813,183 826,031 825,000 (11,216 ) 813,784 765,188 Real Estate Mortgages, Capital Leases and Other 649,432 (566 ) 648,866 649,432 611,549 (237 ) 611,312 611,549 Accounts Receivable Securitization Program(7) 258,973 (356 ) 258,617 258,973 238,273 (253 ) 238,020 238,273 Mortgage Securitization Program(8) 50,000 (1,273 ) 48,727 50,000 50,000 (1,164 ) 48,836 50,000 Total Long-term Debt 7,129,511 (86,240 ) 7,043,271 8,321,365 — (90,491 ) 8,230,874 Less Current Portion (146,300 ) — (146,300 ) (121,695 ) — (121,695 ) Long-term Debt, Net of Current Portion $ 6,983,211 $ (86,240 ) $ 6,896,971 $ 8,199,670 $ (90,491 ) $ 8,109,179 ______________________________________________________________ (1) Collectively, as amended as described below, the "Credit Agreement". Of the $821,470 of outstanding borrowings under the Revolving Credit Facility, 621,700 was denominated in United States dollars, 120,000 was denominated in Canadian dollars and 92,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $43,359 . The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2018 was $885,171 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.6% as of September 30, 2018 . The average interest rate in effect under the Revolving Credit Facility as of September 30, 2018 was 3.6% and ranged from 1.8% to 4.0% and the interest rate in effect under the term loan ("Term Loan A") as of September 30, 2018 was 3.9% . (2) Interest rate in effect as of September 30, 2018 was 4.0% . The amount of debt for the Term Loan B (as defined below) reflects an unamortized original issue discount of $1,637 as of September 30, 2018. (3) Interest rate in effect as of September 30, 2018 was 5.9% . We had 336,250 Australian dollars outstanding on the AUD Term Loan as of September 30, 2018. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,545 and $1,845 as of December 31, 2017 and September 30, 2018, respectively. (4) Interest rate in effect as of September 30, 2018 was 3.0% . (5) Collectively, the "Parent Notes". (6) Collectively, the "Unregistered Notes". (7) Interest rate in effect as of September 30, 2018 was 3.0% . (8) Interest rate in effect as of September 30, 2018 was 3.5% . |
Schedule of Leverage and Fixed Charge Ratios | Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2017 and September 30, 2018, as well as our leverage ratio under our indentures as of December 31, 2017 and September 30, 2018 are as follows: December 31, 2017 September 30, 2018 Maximum/Minimum Allowable Net total lease adjusted leverage ratio 5.0 5.6 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 1.6 2.6 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 5.8 5.8 Maximum allowable of 6.5-7.0(1)(2) Fixed charge coverage ratio 2.1 2.3 Minimum allowable of 1.5 ______________________________________________________________ (1) The maximum allowable leverage ratio under our indentures for the 4 7 / 8 % Notes, the GBP Notes due 2025 and the 5 1 / 4 % Notes is 7.0 , while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5 . In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant. (2) At December 31, 2017, a portion of the net proceeds from the 5 1 / 4 % Notes, together with a portion of the net proceeds of the Equity Offering (as defined in Note 9), were used to temporarily repay approximately $807,000 of outstanding indebtedness under our Revolving Credit Facility until the closing of the IODC Transaction, which occurred on January 10, 2018. The bond leverage ratio at December 31, 2017 is calculated based on our outstanding indebtedness at this date, which reflects the temporary payment of the Revolving Credit Facility. |
Selected Consolidated Financi_2
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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, 2017 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 2,433 $ 634,317 $ 383,675 $ (94,726 ) $ 925,699 Accounts receivable — 32,972 802,770 — 835,742 Intercompany receivable 332,293 149,731 — (482,024 ) — Prepaid expenses and other 1,579 103,643 83,681 (29 ) 188,874 Total Current Assets 336,305 920,663 1,270,126 (576,779 ) 1,950,315 Property, Plant and Equipment, Net 316 2,030,875 1,386,488 — 3,417,679 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,578,995 — — (4,578,995 ) — Investment in subsidiaries 1,858,045 885,999 — (2,744,044 ) — Goodwill — 2,577,310 1,492,957 — 4,070,267 Other — 796,913 737,228 — 1,534,141 Total Other Assets, Net 6,437,040 4,260,222 2,230,185 (7,323,039 ) 5,604,408 Total Assets $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 Liabilities and Equity Intercompany Payable $ — $ — $ 482,024 $ (482,024 ) $ — Debit Balances Under Cash Pools — 56,233 38,493 (94,726 ) — Current Portion of Long-Term Debt — 54,247 92,082 (29 ) 146,300 Total Other Current Liabilities 235,062 527,549 421,262 — 1,183,873 Long-Term Debt, Net of Current Portion 4,232,759 758,166 1,906,046 — 6,896,971 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,578,995 — (4,578,995 ) — Other Long-term Liabilities — 113,024 241,974 — 354,998 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 8,402 — 83,016 — 91,418 Total Iron Mountain Incorporated Stockholders' Equity 2,297,438 1,123,546 1,620,498 (2,744,044 ) 2,297,438 Noncontrolling Interests — — 1,404 — 1,404 Total Equity 2,297,438 1,123,546 1,621,902 (2,744,044 ) 2,298,842 Total Liabilities and Equity $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at December 31, 2017 is approximately $38,400 and $62,000 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 260 $ 48,069 $ 242,852 $ (93,505 ) $ 197,676 Accounts receivable — 76,060 771,392 — 847,452 Intercompany receivable — 749,032 — (749,032 ) — Prepaid expenses and other — 85,000 85,876 (29 ) 170,847 Total Current Assets 260 958,161 1,100,120 (842,566 ) 1,215,975 Property, Plant and Equipment, Net 219 2,959,776 1,464,698 — 4,424,693 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,853,817 — — (4,853,817 ) — Investment in subsidiaries 1,895,286 954,931 — (2,850,217 ) — Goodwill — 2,878,792 1,599,965 — 4,478,757 Other 4,183 940,845 741,516 — 1,686,544 Total Other Assets, Net 6,753,286 4,774,568 2,341,481 (7,704,034 ) 6,165,301 Total Assets $ 6,753,765 $ 8,692,505 $ 4,906,299 $ (8,546,600 ) $ 11,805,969 Liabilities and Equity Intercompany Payable $ 371,305 $ — $ 377,727 $ (749,032 ) $ — Debit Balances Under Cash Pools — 55,401 38,104 (93,505 ) — Current Portion of Long-Term Debt — 59,937 61,787 (29 ) 121,695 Total Other Current Liabilities 200,605 557,786 367,266 — 1,125,657 Long-Term Debt, Net of Current Portion 4,226,759 1,858,545 2,023,875 — 8,109,179 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,853,817 — (4,853,817 ) — Other Long-term Liabilities — 114,540 301,277 — 415,817 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 17,710 — 77,035 — 94,745 Total Iron Mountain Incorporated Stockholders' Equity 1,937,386 1,192,479 1,657,738 (2,850,217 ) 1,937,386 Noncontrolling Interests — — 1,490 — 1,490 Total Equity 1,937,386 1,192,479 1,659,228 (2,850,217 ) 1,938,876 Total Liabilities and Equity $ 6,753,765 $ 8,692,505 $ 4,906,299 $ (8,546,600 ) $ 11,805,969 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at September 30, 2018 is approximately $39,800 and $58,200 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. |
Schedule of selected consolidated Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 573,126 $ 392,535 $ — $ 965,661 Intercompany — 1,148 5,021 (6,169 ) — Total Revenues — 574,274 397,556 (6,169 ) 965,661 Operating Expenses Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (203 ) 391,847 269,040 — 660,684 Intercompany — 5,021 1,148 (6,169 ) — Depreciation and amortization 45 74,470 53,998 — 128,513 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (385 ) 93 — (292 ) Total Operating Expenses (158 ) — 470,953 — 324,279 (6,169 ) 788,905 Operating Income (Loss) 158 103,321 73,277 — 176,756 Interest Expense (Income), Net 41,369 (1,705 ) 49,325 — 88,989 Other Expense (Income), Net 43,258 5,547 10,674 — 59,479 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and Loss (Gain) on Sale of Real Estate (84,469 ) 99,479 13,278 — 28,288 Provision (Benefit) for Income Taxes — 6,138 (3,870 ) — 2,268 Gain on Sale of Real Estate, Net of Tax — — 638 — 638 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (108,814 ) (16,019 ) — 124,833 — Income (Loss) from Continuing Operations 24,345 109,360 16,510 (124,833 ) 25,382 (Loss) Income from Discontinued Operations — (678 ) (380 ) — (1,058 ) Net Income (Loss) 24,345 108,682 16,130 (124,833 ) 24,324 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — (21 ) — (21 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 24,345 $ 108,682 $ 16,151 $ (124,833 ) $ 24,345 Net Income (Loss) $ 24,345 $ 108,682 $ 16,130 $ (124,833 ) $ 24,324 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (4,211 ) — 41,752 — 37,541 Equity in Other Comprehensive Income (Loss) of Subsidiaries 42,458 30,804 — (73,262 ) — Total Other Comprehensive Income (Loss) 38,247 30,804 41,752 (73,262 ) 37,541 Comprehensive Income (Loss) 62,592 139,486 57,882 (198,095 ) 61,865 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (727 ) — (727 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 62,592 $ 139,486 $ 58,609 $ (198,095 ) $ 62,592 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 652,422 $ 408,569 $ — $ 1,060,991 Intercompany — 1,192 4,330 (5,522 ) — Total Revenues — 653,614 412,899 (5,522 ) 1,060,991 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (427 ) 430,179 276,736 — 706,488 Intercompany — 4,330 1,192 (5,522 ) — Depreciation and amortization 31 99,949 57,817 — 157,797 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (321 ) 1,281 — 960 Total Operating Expenses (396 ) 534,137 337,026 (5,522 ) 865,245 Operating (Loss) Income 396 119,477 75,873 — 195,746 Interest Expense (Income), Net 49,964 3,041 50,836 — 103,841 Other Expense (Income), Net 439 3,792 (3,906 ) — 325 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (50,007 ) 112,644 28,943 — 91,580 Provision (Benefit) for Income Taxes — 8,287 6,013 — 14,300 Gain on Sale of Real Estate, Net of Tax — (1,348 ) — — (1,348 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (117,155 ) (26,693 ) — 143,848 — Income (Loss) from Continuing Operations 67,148 132,398 22,930 (143,848 ) 78,628 (Loss) Income from Discontinued Operations, Net of Tax — (11,588 ) (17 ) — (11,605 ) Net Income (Loss) 67,148 120,810 22,913 (143,848 ) 67,023 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — (125 ) — (125 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 67,148 $ 120,810 $ 23,038 $ (143,848 ) $ 67,148 Net Income (Loss) $ 67,148 $ 120,810 $ 22,913 $ (143,848 ) $ 67,023 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 2,139 — (26,908 ) — (24,769 ) Change in fair value of interest rate swap agreements 1,980 — — — 1,980 Equity in Other Comprehensive (Loss) Income of Subsidiaries (24,929 ) (14,443 ) — 39,372 — Total Other Comprehensive (Loss) Income (20,810 ) (14,443 ) (26,908 ) 39,372 (22,789 ) Comprehensive Income (Loss) 46,338 106,367 (3,995 ) (104,476 ) 44,234 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (2,104 ) — (2,104 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 46,338 $ 106,367 $ (1,891 ) $ (104,476 ) $ 46,338 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,714,897 $ 1,139,446 $ — $ 2,854,343 Intercompany — 3,386 18,217 (21,603 ) — Total Revenues — 1,718,283 1,157,663 (21,603 ) 2,854,343 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 149 1,183,560 795,577 — 1,979,286 Intercompany — 18,217 3,386 (21,603 ) — Depreciation and amortization 134 225,760 155,425 — 381,319 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (1,179 ) 212 — — (967 ) Total Operating Expenses 283 1,426,358 954,600 (21,603 ) 2,359,638 Operating (Loss) Income (283 ) 291,925 203,063 — 494,705 Interest Expense (Income), Net 124,530 10,653 129,827 — 265,010 Other Expense (Income), Net 43,678 8,609 (18,538 ) — 33,749 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (168,491 ) 272,663 91,774 — 195,946 Provision (Benefit) for Income Taxes — 19,318 10,179 — 29,497 Gain on Sale of Real Estate, Net of Tax — — (925 ) — (925 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (329,591 ) (69,394 ) — 398,985 — Income (Loss) from Continuing Operations 161,100 322,739 82,520 (398,985 ) 167,374 (Loss) Income from Discontinued Operations — (1,635 ) (1,786 ) — (3,421 ) Net Income (Loss) 161,100 321,104 80,734 (398,985 ) 163,953 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 2,853 — 2,853 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 161,100 $ 321,104 $ 77,881 $ (398,985 ) $ 161,100 Net Income (Loss) $ 161,100 $ 321,104 $ 80,734 $ (398,985 ) $ 163,953 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (12,359 ) — 108,222 — 95,863 Equity in Other Comprehensive Income (Loss) of Subsidiaries 109,589 70,557 — (180,146 ) — Total Other Comprehensive Income (Loss) 97,230 70,557 108,222 (180,146 ) 95,863 Comprehensive Income (Loss) 258,330 391,661 188,956 (579,131 ) 259,816 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — 1,486 — 1,486 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 258,330 $ 391,661 $ 187,470 $ (579,131 ) $ 258,330 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,920,980 $ 1,243,292 $ — $ 3,164,272 Intercompany — 3,613 13,126 (16,739 ) — Total Revenues — 1,924,593 1,256,418 (16,739 ) 3,164,272 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (348 ) 1,280,789 846,288 — 2,126,729 Intercompany — 13,126 3,613 (16,739 ) — Depreciation and amortization 96 298,565 175,934 — 474,595 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (1,139 ) 423 — (716 ) Total Operating Expenses (252 ) 1,591,341 1,026,258 (16,739 ) 2,600,608 Operating (Loss) Income 252 333,252 230,160 — 563,664 Interest Expense (Income), Net 150,218 4,538 148,818 — 303,574 Other Expense (Income), Net 2,049 11,927 (12,556 ) — 1,420 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (152,015 ) 316,787 93,898 — 258,670 Provision (Benefit) for Income Taxes — 14,084 27,789 — 41,873 Gain on Sale of Real Estate, Net of Tax — (1,348 ) — — (1,348 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (357,248 ) (63,539 ) — 420,787 — Income (Loss) from Continuing Operations 205,233 367,590 66,109 (420,787 ) 218,145 (Loss) Income from Discontinued Operations, Net of Tax — (12,283 ) (144 ) — (12,427 ) Net Income (Loss) 205,233 355,307 65,965 (420,787 ) 205,718 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 485 — 485 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 205,233 $ 355,307 $ 65,480 $ (420,787 ) $ 205,233 Net Income (Loss) $ 205,233 $ 355,307 $ 65,965 $ (420,787 ) $ 205,718 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 6,761 — (139,051 ) — (132,290 ) Change in fair value of interest rate swap agreements 4,183 — — — 4,183 Equity in Other Comprehensive (Loss) Income of Subsidiaries (135,215 ) (105,967 ) — 241,182 — Total Other Comprehensive Income (Loss) (124,271 ) (105,967 ) (139,051 ) 241,182 (128,107 ) Comprehensive Income (Loss) 80,962 249,340 (73,086 ) (179,605 ) 77,611 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,351 ) — (3,351 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 80,962 $ 249,340 $ (69,735 ) $ (179,605 ) $ 80,962 |
Schedule of selected consolidated Comprehensive Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 573,126 $ 392,535 $ — $ 965,661 Intercompany — 1,148 5,021 (6,169 ) — Total Revenues — 574,274 397,556 (6,169 ) 965,661 Operating Expenses Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (203 ) 391,847 269,040 — 660,684 Intercompany — 5,021 1,148 (6,169 ) — Depreciation and amortization 45 74,470 53,998 — 128,513 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (385 ) 93 — (292 ) Total Operating Expenses (158 ) — 470,953 — 324,279 (6,169 ) 788,905 Operating Income (Loss) 158 103,321 73,277 — 176,756 Interest Expense (Income), Net 41,369 (1,705 ) 49,325 — 88,989 Other Expense (Income), Net 43,258 5,547 10,674 — 59,479 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and Loss (Gain) on Sale of Real Estate (84,469 ) 99,479 13,278 — 28,288 Provision (Benefit) for Income Taxes — 6,138 (3,870 ) — 2,268 Gain on Sale of Real Estate, Net of Tax — — 638 — 638 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (108,814 ) (16,019 ) — 124,833 — Income (Loss) from Continuing Operations 24,345 109,360 16,510 (124,833 ) 25,382 (Loss) Income from Discontinued Operations — (678 ) (380 ) — (1,058 ) Net Income (Loss) 24,345 108,682 16,130 (124,833 ) 24,324 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — (21 ) — (21 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 24,345 $ 108,682 $ 16,151 $ (124,833 ) $ 24,345 Net Income (Loss) $ 24,345 $ 108,682 $ 16,130 $ (124,833 ) $ 24,324 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (4,211 ) — 41,752 — 37,541 Equity in Other Comprehensive Income (Loss) of Subsidiaries 42,458 30,804 — (73,262 ) — Total Other Comprehensive Income (Loss) 38,247 30,804 41,752 (73,262 ) 37,541 Comprehensive Income (Loss) 62,592 139,486 57,882 (198,095 ) 61,865 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (727 ) — (727 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 62,592 $ 139,486 $ 58,609 $ (198,095 ) $ 62,592 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 652,422 $ 408,569 $ — $ 1,060,991 Intercompany — 1,192 4,330 (5,522 ) — Total Revenues — 653,614 412,899 (5,522 ) 1,060,991 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (427 ) 430,179 276,736 — 706,488 Intercompany — 4,330 1,192 (5,522 ) — Depreciation and amortization 31 99,949 57,817 — 157,797 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (321 ) 1,281 — 960 Total Operating Expenses (396 ) 534,137 337,026 (5,522 ) 865,245 Operating (Loss) Income 396 119,477 75,873 — 195,746 Interest Expense (Income), Net 49,964 3,041 50,836 — 103,841 Other Expense (Income), Net 439 3,792 (3,906 ) — 325 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (50,007 ) 112,644 28,943 — 91,580 Provision (Benefit) for Income Taxes — 8,287 6,013 — 14,300 Gain on Sale of Real Estate, Net of Tax — (1,348 ) — — (1,348 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (117,155 ) (26,693 ) — 143,848 — Income (Loss) from Continuing Operations 67,148 132,398 22,930 (143,848 ) 78,628 (Loss) Income from Discontinued Operations, Net of Tax — (11,588 ) (17 ) — (11,605 ) Net Income (Loss) 67,148 120,810 22,913 (143,848 ) 67,023 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — (125 ) — (125 ) Net Income (Loss) Attributable to Iron Mountain Incorporated $ 67,148 $ 120,810 $ 23,038 $ (143,848 ) $ 67,148 Net Income (Loss) $ 67,148 $ 120,810 $ 22,913 $ (143,848 ) $ 67,023 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 2,139 — (26,908 ) — (24,769 ) Change in fair value of interest rate swap agreements 1,980 — — — 1,980 Equity in Other Comprehensive (Loss) Income of Subsidiaries (24,929 ) (14,443 ) — 39,372 — Total Other Comprehensive (Loss) Income (20,810 ) (14,443 ) (26,908 ) 39,372 (22,789 ) Comprehensive Income (Loss) 46,338 106,367 (3,995 ) (104,476 ) 44,234 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (2,104 ) — (2,104 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 46,338 $ 106,367 $ (1,891 ) $ (104,476 ) $ 46,338 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,714,897 $ 1,139,446 $ — $ 2,854,343 Intercompany — 3,386 18,217 (21,603 ) — Total Revenues — 1,718,283 1,157,663 (21,603 ) 2,854,343 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 149 1,183,560 795,577 — 1,979,286 Intercompany — 18,217 3,386 (21,603 ) — Depreciation and amortization 134 225,760 155,425 — 381,319 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (1,179 ) 212 — — (967 ) Total Operating Expenses 283 1,426,358 954,600 (21,603 ) 2,359,638 Operating (Loss) Income (283 ) 291,925 203,063 — 494,705 Interest Expense (Income), Net 124,530 10,653 129,827 — 265,010 Other Expense (Income), Net 43,678 8,609 (18,538 ) — 33,749 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (168,491 ) 272,663 91,774 — 195,946 Provision (Benefit) for Income Taxes — 19,318 10,179 — 29,497 Gain on Sale of Real Estate, Net of Tax — — (925 ) — (925 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (329,591 ) (69,394 ) — 398,985 — Income (Loss) from Continuing Operations 161,100 322,739 82,520 (398,985 ) 167,374 (Loss) Income from Discontinued Operations — (1,635 ) (1,786 ) — (3,421 ) Net Income (Loss) 161,100 321,104 80,734 (398,985 ) 163,953 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 2,853 — 2,853 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 161,100 $ 321,104 $ 77,881 $ (398,985 ) $ 161,100 Net Income (Loss) $ 161,100 $ 321,104 $ 80,734 $ (398,985 ) $ 163,953 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (12,359 ) — 108,222 — 95,863 Equity in Other Comprehensive Income (Loss) of Subsidiaries 109,589 70,557 — (180,146 ) — Total Other Comprehensive Income (Loss) 97,230 70,557 108,222 (180,146 ) 95,863 Comprehensive Income (Loss) 258,330 391,661 188,956 (579,131 ) 259,816 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — 1,486 — 1,486 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 258,330 $ 391,661 $ 187,470 $ (579,131 ) $ 258,330 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,920,980 $ 1,243,292 $ — $ 3,164,272 Intercompany — 3,613 13,126 (16,739 ) — Total Revenues — 1,924,593 1,256,418 (16,739 ) 3,164,272 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative (348 ) 1,280,789 846,288 — 2,126,729 Intercompany — 13,126 3,613 (16,739 ) — Depreciation and amortization 96 298,565 175,934 — 474,595 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (1,139 ) 423 — (716 ) Total Operating Expenses (252 ) 1,591,341 1,026,258 (16,739 ) 2,600,608 Operating (Loss) Income 252 333,252 230,160 — 563,664 Interest Expense (Income), Net 150,218 4,538 148,818 — 303,574 Other Expense (Income), Net 2,049 11,927 (12,556 ) — 1,420 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and (Gain) Loss on Sale of Real Estate (152,015 ) 316,787 93,898 — 258,670 Provision (Benefit) for Income Taxes — 14,084 27,789 — 41,873 Gain on Sale of Real Estate, Net of Tax — (1,348 ) — — (1,348 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (357,248 ) (63,539 ) — 420,787 — Income (Loss) from Continuing Operations 205,233 367,590 66,109 (420,787 ) 218,145 (Loss) Income from Discontinued Operations, Net of Tax — (12,283 ) (144 ) — (12,427 ) Net Income (Loss) 205,233 355,307 65,965 (420,787 ) 205,718 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 485 — 485 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 205,233 $ 355,307 $ 65,480 $ (420,787 ) $ 205,233 Net Income (Loss) $ 205,233 $ 355,307 $ 65,965 $ (420,787 ) $ 205,718 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 6,761 — (139,051 ) — (132,290 ) Change in fair value of interest rate swap agreements 4,183 — — — 4,183 Equity in Other Comprehensive (Loss) Income of Subsidiaries (135,215 ) (105,967 ) — 241,182 — Total Other Comprehensive Income (Loss) (124,271 ) (105,967 ) (139,051 ) 241,182 (128,107 ) Comprehensive Income (Loss) 80,962 249,340 (73,086 ) (179,605 ) 77,611 Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,351 ) — (3,351 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 80,962 $ 249,340 $ (69,735 ) $ (179,605 ) $ 80,962 |
Schedule of selected consolidated cash flow statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 2017 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (139,843 ) $ 512,521 $ 149,612 $ — $ 522,290 Cash Flows from Operating Activities—Discontinued Operations — (1,635 ) (1,786 ) — (3,421 ) Cash Flows from Operating Activities (139,843 ) 510,886 147,826 — 518,869 Cash Flows from Investing Activities: Capital expenditures — (175,912 ) (67,834 ) — (243,746 ) Cash paid for acquisitions, net of cash acquired — (95,137 ) (98,991 ) — (194,128 ) Intercompany loans to subsidiaries 192,808 (124,082 ) — (68,726 ) — Investment in subsidiaries (16,170 ) — — 16,170 — Acquisitions of customer relationships and customer inducements — (54,493 ) (2,394 ) — (56,887 ) Net proceeds from Divestments (see Note 10) — — 2,423 — 2,423 Proceeds from sales of property and equipment and other, net (including real estate) — 12,947 (4,010 ) — 8,937 Cash Flows from Investing Activities—Continuing Operations 176,638 (436,677 ) (170,806 ) (52,556 ) (483,401 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 176,638 (436,677 ) (170,806 ) (52,556 ) (483,401 ) Cash Flows from Financing Activities: Repayment of revolving credit facilities, term loan facilities and other debt (262,579 ) (5,299,475 ) (4,100,106 ) — (9,662,160 ) Proceeds from revolving credit facilities, term loan facilities and other debt 224,660 5,386,028 4,256,072 — 9,866,760 Early retirement of senior notes (1,031,554 ) — (162,328 ) — (1,193,882 ) Net proceeds from sales of senior notes 1,320,183 — — — 1,320,183 Debit balances (payments) under cash pools — 73,104 36,168 (109,272 ) — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — 9,629 — 9,629 Intercompany loans from parent — (199,602 ) 130,876 68,726 — Equity contribution from parent — — 16,170 (16,170 ) — Parent cash dividends (292,980 ) — — — (292,980 ) Net proceeds (payments) associated with employee stock-based awards 6,615 — — — 6,615 Payment of debt financing and stock issuance costs (1,513 ) (10,892 ) (280 ) — (12,685 ) Cash Flows from Financing Activities—Continuing Operations (37,168 ) (50,837 ) 186,201 (56,716 ) 41,480 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (37,168 ) (50,837 ) 186,201 (56,716 ) 41,480 Effect of exchange rates on cash and cash equivalents — — 24,454 — 24,454 (Decrease) Increase in cash and cash equivalents (373 ) 23,372 187,675 (109,272 ) 101,402 Cash and cash equivalents, beginning of period 2,405 23,380 210,699 — 236,484 Cash and cash equivalents, end of period $ 2,032 $ 46,752 $ 398,374 $ (109,272 ) $ 337,886 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Nine Months Ended September 30, 2018 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (208,384 ) $ 644,164 $ 189,758 $ — $ 625,538 Cash Flows from Operating Activities—Discontinued Operations — (995 ) — — (995 ) Cash Flows from Operating Activities (208,384 ) 643,169 189,758 — 624,543 Cash Flows from Investing Activities: Capital expenditures — (224,123 ) (105,830 ) — (329,953 ) Cash paid for acquisitions, net of cash acquired — (1,332,235 ) (378,776 ) — (1,711,011 ) Intercompany loans to subsidiaries 629,918 (23,092 ) — (606,826 ) — Investment in subsidiaries — — — — — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (44,530 ) (19,031 ) — (63,561 ) Net proceeds from Divestments (see Note 10) — 1,019 — — 1,019 Proceeds from sales of property and equipment and other, net (including real estate) — 283 430 — 713 Cash Flows from Investing Activities—Continuing Operations 629,918 (1,622,678 ) (503,207 ) (606,826 ) (2,102,793 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 629,918 (1,622,678 ) (503,207 ) (606,826 ) (2,102,793 ) Cash Flows from Financing Activities: Repayment of revolving credit facilities, term loan facilities and other debt — (5,386,024 ) (5,840,147 ) — (11,226,171 ) Proceeds from revolving credit facilities, term loan facilities and other debt — 6,455,964 5,981,053 — 12,437,017 Debit (payments) balances under cash pools — (832 ) (389 ) 1,221 — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — (2,035 ) — (2,035 ) Intercompany loans from parent — (663,459 ) 56,633 606,826 — Parent cash dividends (505,403 ) — — — (505,403 ) Net (payments) proceeds associated with employee stock-based awards (2,800 ) — — — (2,800 ) Net proceeds associated with the Over-Allotment Option exercise 76,192 — — — 76,192 Net proceeds associated with the At the Market (ATM) Program 8,716 — — — 8,716 Payment of debt financing and stock issuance costs (412 ) (12,388 ) (3,157 ) — (15,957 ) Cash Flows from Financing Activities—Continuing Operations (423,707 ) 393,261 191,958 608,047 769,559 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (423,707 ) 393,261 191,958 608,047 769,559 Effect of exchange rates on cash and cash equivalents — — (19,332 ) — (19,332 ) Increase (Decrease) in cash and cash equivalents (2,173 ) (586,248 ) (140,823 ) 1,221 (728,023 ) Cash and cash equivalents, beginning of period 2,433 634,317 383,675 (94,726 ) 925,699 Cash and cash equivalents, end of period $ 260 $ 48,069 $ 242,852 $ (93,505 ) $ 197,676 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of analysis of business segment information and reconciliation | An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements is as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total For the Three Months Ended September 30, 2017 Total Revenues $ 513,567 $ 101,230 $ 128,082 $ 199,698 $ 8,249 $ 14,835 $ 965,661 Storage Rental 308,822 70,075 78,012 125,903 7,761 10,518 601,091 Service 204,745 31,155 50,070 73,795 488 4,317 364,570 Depreciation and Amortization 57,982 8,296 17,385 29,397 2,302 13,151 128,513 Depreciation 49,201 6,089 12,080 19,384 2,265 11,554 100,573 Amortization 8,781 2,207 5,305 10,013 37 1,597 27,940 Adjusted EBITDA 224,882 56,433 43,464 59,082 1,077 (61,914 ) 323,024 Expenditures for Segment Assets 61,016 7,386 5,088 46,097 60,037 83,197 262,821 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 33,860 7,386 4,573 19,607 5,509 7,604 78,539 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 25,784 54,528 75,593 155,905 Acquisitions of Customer Relationships and Customer Inducements 27,156 — 515 706 — — 28,377 For the Three Months Ended September 30, 2018 Total Revenues 539,603 97,477 128,728 198,265 63,380 33,538 1,060,991 Storage Rental 306,633 67,779 79,492 124,920 60,039 18,110 656,973 Service 232,970 29,698 49,236 73,345 3,341 15,428 404,018 Depreciation and Amortization 59,869 9,472 14,515 31,288 27,965 14,688 157,797 Depreciation 46,756 7,277 10,134 19,134 16,431 13,258 112,990 Amortization 13,113 2,195 4,381 12,154 11,534 1,430 44,807 Adjusted EBITDA 248,600 53,484 40,770 60,153 27,299 (66,517 ) 363,789 Expenditures for Segment Assets 53,665 5,033 3,595 48,509 42,585 29,435 182,822 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 31,373 5,033 1,372 21,108 41,896 11,570 112,352 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 26,277 — 17,865 44,142 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 22,292 — 2,223 1,124 689 — 26,328 North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total As of and for the Nine Months Ended September 30, 2017 Total Revenues $ 1,530,761 $ 301,741 $ 370,020 $ 581,344 $ 24,832 $ 45,645 $ 2,854,343 Storage Rental 912,173 207,634 224,114 364,835 23,550 31,303 1,763,609 Service 618,588 94,107 145,906 216,509 1,282 14,342 1,090,734 Depreciation and Amortization 177,145 24,819 47,806 87,276 5,321 38,952 381,319 Depreciation 151,272 18,243 35,334 59,207 5,156 33,268 302,480 Amortization 25,873 6,576 12,472 28,069 165 5,684 78,839 Adjusted EBITDA 655,180 167,151 114,134 170,595 8,574 (181,982 ) 933,652 Total Assets (1) 5,034,140 839,425 994,453 2,320,002 365,659 706,327 10,260,006 Expenditures for Segment Assets 165,544 22,466 12,192 107,801 77,729 109,029 494,761 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 106,673 22,466 11,194 48,776 23,201 31,436 243,746 Cash (Received) Paid for Acquisitions, Net of Cash Acquired 4,379 — — 57,628 54,528 77,593 194,128 Acquisitions of Customer Relationships and Customer Inducements 54,492 — 998 1,397 — — 56,887 As of and for the Nine Months Ended September 30, 2018 Total Revenues 1,605,526 297,472 401,815 610,987 164,878 83,594 3,164,272 Storage Rental 917,347 205,833 245,883 386,278 157,479 50,741 1,963,561 Service 688,179 91,639 155,932 224,709 7,399 32,853 1,200,711 Depreciation and Amortization 183,591 29,114 49,985 93,111 72,736 46,058 474,595 Depreciation 144,146 22,517 34,997 56,113 40,931 39,219 337,923 Amortization 39,445 6,597 14,988 36,998 31,805 6,839 136,672 Adjusted EBITDA 719,199 162,616 131,265 181,417 72,990 (191,229 ) 1,076,258 Total Assets (1) 4,961,149 823,868 1,120,215 2,312,580 2,159,955 428,202 11,805,969 Expenditures for Segment Assets 138,210 15,529 38,978 110,612 1,745,770 55,426 2,104,525 Capital Expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) 86,365 15,529 32,859 59,827 98,169 37,204 329,953 Cash Paid (Received) for Acquisitions, Net of Cash Acquired 1,551 — — 45,673 1,645,922 17,865 1,711,011 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 50,294 — 6,119 5,112 1,679 357 63,561 ________________________________________________________ (1) Excludes all intercompany receivables or payables and investment in subsidiary balances. |
Schedule of reconciliation of Adjusted EBITDA to income from continuing operations | A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis is as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Adjusted EBITDA $ 323,024 $ 363,789 $ 933,652 $ 1,076,258 (Add)/Deduct: Gain on Sale of Real Estate, Net of Tax 638 (1,348 ) (925 ) (1,348 ) Provision (Benefit) for Income Taxes 2,268 14,300 29,497 41,873 Other Expense (Income), Net 59,479 325 33,749 1,420 Interest Expense, Net 88,989 103,841 265,010 303,574 (Gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net (292 ) 960 (967 ) (716 ) Depreciation and Amortization 128,513 157,797 381,319 474,595 Significant Acquisition Costs(1) 18,047 9,286 58,595 38,715 Income (Loss) from Continuing Operations $ 25,382 $ 78,628 $ 167,374 $ 218,145 _______________________________________________________________________________ (1) Represents operating expenditures associated with (1) the Recall Transaction (as defined in Note 1 to Notes to Consolidated Financial Statements included in our Annual Report), including: (i) advisory and professional fees to complete the Recall Transaction; (ii) costs associated with the Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) required in connection with receipt of regulatory approvals (including transitional services); and (iii) costs to integrate Recall Holdings Limited ("Recall") with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs, as well as certain costs associated with our shared service center initiative for our finance, human resources and information technology functions; and (2) the advisory and professional fees to complete the IODC Transaction (collectively, "Significant Acquisition Costs"). |
Stockholders' Equity Matters (T
Stockholders' Equity Matters (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of dividend declared and payments | In fiscal year 2017 and in the first nine months of 2018 , our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date February 15, 2017 $ 0.5500 March 15, 2017 $ 145,235 April 3, 2017 May 24, 2017 0.5500 June 15, 2017 145,417 July 3, 2017 July 27, 2017 0.5500 September 15, 2017 146,772 October 2, 2017 October 24, 2017 0.5875 December 15, 2017 166,319 January 2, 2018 February 14, 2018 0.5875 March 15, 2018 167,969 April 2, 2018 May 24, 2018 0.5875 June 15, 2018 168,078 July 2, 2018 July 24, 2018 0.5875 September 17, 2018 168,148 October 2, 2018 |
Divestments (Tables)
Divestments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The table below summarizes certain results of operations of the Recall Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) included in discontinued operations for the three and nine months ended September 30, 2017 and 2018: Three Months Ended Nine Months Ended Description 2017 2018 2017 2018 (Loss) Income from Discontinued Operations Before (Benefit) Provision for Income Taxes $ (1,678 ) $ (11,601 ) $ (5,156 ) $ (12,574 ) (Benefit) Provision for Income Taxes (620 ) 4 (1,735 ) (147 ) (Loss) Income from Discontinued Operations, Net of Tax $ (1,058 ) $ (11,605 ) $ (3,421 ) $ (12,427 ) |
Significant Acquisition Costs (
Significant Acquisition Costs (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisition costs Included in Statement of Operations | Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations by segment are as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 North American Records and Information Management Business $ 2,540 $ 950 $ 16,165 $ 4,551 North American Data Management Business 301 83 1,984 434 Western European Business 2,586 1,806 7,933 5,385 Other International Business 2,570 2,001 6,158 3,434 Global Data Center Business — 232 — 11,572 Corporate and Other Business 10,050 4,214 26,355 13,339 Total Significant Acquisition Costs $ 18,047 $ 9,286 $ 58,595 $ 38,715 Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations are as follows: Three Months Ended Nine Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 3,059 $ 2,892 $ 16,019 $ 5,015 Selling, general and administrative expenses 14,988 6,394 42,576 33,700 Total Significant Acquisition Costs $ 18,047 $ 9,286 $ 58,595 $ 38,715 |
Restructuring and Related Costs [Table Text Block] | A rollforward of accrued liabilities related to Significant Acquisition Costs on our Condensed Consolidated Balance Sheets as of December 31, 2017 to September 30, 2018 is as follows: Accrual for Significant Acquisition Costs Balance at December 31, 2017 $ 12,622 Amounts accrued 3,058 Change in estimates(1) (64 ) Payments (10,843 ) Currency translation adjustments (64 ) Balance at September 30, 2018(2) $ 4,709 _______________________________________________________________________________ (1) Includes adjustments made to amounts accrued in a prior period. (2) Accrued liabilities related to Significant Acquisition Costs as of September 30, 2018 presented in the table above generally related to employee severance costs and onerous lease liabilities associated with the Recall Transaction. We expect that the majority of these liabilities will be paid in 2018. Additional Significant Acquisition Costs recorded in our Condensed Consolidated Statement of Operations for the three and nine months ended September 30, 2018 have either been settled in cash during such periods or are included in our Condensed Consolidated Balance Sheet as of September 30, 2018 as a component of accounts payable. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Cash and Cash Equivalents and Foreign Currency (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Cash and Cash Equivalents and Restricted Cash [Abstract] | ||
Restricted cash | $ 17,941 | $ 22,167 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets and Liabilities - Finite-Lived Intangible Assets and Liabilities Narrative (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Customer Relationships | Minimum | |
Finite-Lived Intangible Assets | |
Amortization period | 10 years |
Customer Relationships | Maximum | |
Finite-Lived Intangible Assets | |
Amortization period | 30 years |
Customer inducements | Minimum | |
Finite-Lived Intangible Assets | |
Amortization period | 10 years |
Customer inducements | Maximum | |
Finite-Lived Intangible Assets | |
Amortization period | 30 years |
Customer Inducements, Current Record Management Vendor Or Payments To Customers [Member] | Minimum | |
Finite-Lived Intangible Assets | |
Amortization period | 5 years |
Customer Inducements, Current Record Management Vendor Or Payments To Customers [Member] | Maximum | |
Finite-Lived Intangible Assets | |
Amortization period | 15 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets and Liabilities - Schedule of Components of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Assets: | ||
Finite-Lived Intangible Assets, Net Carrying Amount | $ 1,516,851 | $ 1,400,547 |
Customer relationship intangible assets | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 1,693,426 | 1,704,105 |
Finite-Lived Intangible Assets, Accumulated Amortization | (439,048) | (395,278) |
Finite-Lived Intangible Assets, Net Carrying Amount | $ 1,254,378 | 1,308,827 |
Customer inducements | ||
Finite-Lived Intangible Assets | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Assets: | ||
Finite-Lived Intangible Assets, Gross | $ 56,288 | 140,030 |
Finite-Lived Intangible Assets, Accumulated Amortization | (34,374) | (66,981) |
Finite-Lived Intangible Assets, Net Carrying Amount | 21,914 | 73,049 |
Data center lease-based intangible assets | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 276,565 | 19,314 |
Finite-Lived Intangible Assets, Accumulated Amortization | (36,006) | (643) |
Finite-Lived Intangible Assets, Net Carrying Amount | 240,559 | 18,671 |
Liabilities: | ||
Data center Below Market Lease, Gross Carrying Amount | 12,355 | 0 |
Below Market Lease, Accumulated Amortization | (1,231) | 0 |
Below Market Lease, Net Carrying Amount | 11,124 | 0 |
Customer relationships, customer inducements and data center | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 2,026,279 | 1,863,449 |
Finite-Lived Intangible Assets, Accumulated Amortization | (509,428) | (462,902) |
Finite-Lived Intangible Assets, Net Carrying Amount | $ 1,516,851 | $ 1,400,547 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets and Liabilities - Schedule Of Other Finite-Lived Intangile Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets | ||
Customer relationships, customer inducements and data center lease-based intangibles | $ 1,516,851 | $ 1,400,547 |
Other finite-lived intangible assets | ||
Finite-Lived Intangible Assets | ||
Finite-Lived Intangible Assets, Gross | 20,284 | 20,929 |
Finite-Lived Intangible Assets, Accumulated Amortization | (13,680) | (10,728) |
Customer relationships, customer inducements and data center lease-based intangibles | $ 6,604 | $ 10,201 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | $ 44,807 | $ 27,940 | $ 136,672 | $ 78,839 |
Customer relationship and customer inducement intangible assets | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 26,782 | 26,889 | 84,401 | 74,299 |
Leases Acquired In Place and Tenant Relationships [Member] | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 12,036 | 0 | 30,437 | 0 |
Other finite-lived intangible assets | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 642 | 1,051 | 3,486 | 4,540 |
Permanent withdrawal fees | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 3,229 | 2,721 | 8,782 | 8,627 |
Data Center Above and Below Market Leases [Member] | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | $ 1,276 | $ 0 | $ 3,648 | $ 0 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill, by Reportable Operating Segment (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Goodwill | ||
Goodwill, Deductible, Acquired During Period | $ 7,345 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 4,386,861 | |
Non-deductible goodwill acquired during the year | 474,774 | |
Goodwill allocated to IMFS Divestment (see Note 10) | (1,202) | |
Fair value and other adjustments | 7,131 | |
Currency effects | (80,155) | |
Ending balance | 4,794,754 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 316,594 | |
Currency effects | (597) | |
Accumulated amortization. ending balance | 315,997 | |
Goodwill | 4,478,757 | $ 4,070,267 |
Accumulated goodwill impairment, beginning balance | 135,420 | |
Accumulated goodwill impairment, ending balance | 135,420 | |
North American Records and Information Management Business | ||
Goodwill | ||
Goodwill, Deductible, Acquired During Period | 0 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 2,474,829 | |
Non-deductible goodwill acquired during the year | 0 | |
Goodwill allocated to IMFS Divestment (see Note 10) | (1,202) | |
Fair value and other adjustments | (373) | |
Currency effects | (5,611) | |
Ending balance | 2,467,643 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 205,383 | |
Currency effects | (200) | |
Accumulated amortization. ending balance | 205,183 | |
Goodwill | 2,262,460 | 2,269,446 |
Accumulated goodwill impairment, beginning balance | 85,909 | |
Accumulated goodwill impairment, ending balance | 85,909 | |
North American Data Management Business | ||
Goodwill | ||
Goodwill, Deductible, Acquired During Period | 0 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 551,726 | |
Non-deductible goodwill acquired during the year | 0 | |
Goodwill allocated to IMFS Divestment (see Note 10) | 0 | |
Fair value and other adjustments | 0 | |
Currency effects | (1,545) | |
Ending balance | 550,181 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 53,875 | |
Currency effects | (50) | |
Accumulated amortization. ending balance | 53,825 | |
Goodwill | 496,356 | 497,851 |
Accumulated goodwill impairment, beginning balance | 0 | |
Accumulated goodwill impairment, ending balance | 0 | |
Western European Business | ||
Goodwill | ||
Goodwill, Deductible, Acquired During Period | 0 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 453,537 | |
Non-deductible goodwill acquired during the year | 0 | |
Goodwill allocated to IMFS Divestment (see Note 10) | 0 | |
Fair value and other adjustments | 0 | |
Currency effects | (13,175) | |
Ending balance | 440,362 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 57,048 | |
Currency effects | (354) | |
Accumulated amortization. ending balance | 56,694 | |
Goodwill | 383,668 | 396,489 |
Accumulated goodwill impairment, beginning balance | 46,500 | |
Accumulated goodwill impairment, ending balance | 46,500 | |
Other International Business | ||
Goodwill | ||
Goodwill, Deductible, Acquired During Period | 0 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 846,721 | |
Non-deductible goodwill acquired during the year | 19,340 | |
Goodwill allocated to IMFS Divestment (see Note 10) | 0 | |
Fair value and other adjustments | 4,180 | |
Currency effects | (57,979) | |
Ending balance | 812,262 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 288 | |
Currency effects | 7 | |
Accumulated amortization. ending balance | 295 | |
Goodwill | 811,967 | 846,433 |
Accumulated goodwill impairment, beginning balance | 0 | |
Accumulated goodwill impairment, ending balance | 0 | |
Global Data Center Business | ||
Goodwill | ||
Goodwill, Deductible, Acquired During Period | 0 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 0 | |
Non-deductible goodwill acquired during the year | 455,434 | |
Goodwill allocated to IMFS Divestment (see Note 10) | 0 | |
Fair value and other adjustments | 0 | |
Currency effects | (1,105) | |
Ending balance | 454,329 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 0 | |
Currency effects | 0 | |
Accumulated amortization. ending balance | 0 | |
Goodwill | 454,329 | 0 |
Accumulated goodwill impairment, beginning balance | 0 | |
Accumulated goodwill impairment, ending balance | 0 | |
Corporate and Other | ||
Goodwill | ||
Goodwill, Deductible, Acquired During Period | 7,345 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 60,048 | |
Non-deductible goodwill acquired during the year | 0 | |
Goodwill allocated to IMFS Divestment (see Note 10) | 0 | |
Fair value and other adjustments | 3,324 | |
Currency effects | (740) | |
Ending balance | 69,977 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 0 | |
Currency effects | 0 | |
Accumulated amortization. ending balance | 0 | |
Goodwill | 69,977 | $ 60,048 |
Accumulated goodwill impairment, beginning balance | 3,011 | |
Accumulated goodwill impairment, ending balance | $ 3,011 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Revenue - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Jan. 01, 2018 | |
Commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Capitalized Contract Cost, Amortization Period | 3 years | |
Contract Duration Term | 1 year | |
Data Center Business | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Percentage of consolidated revenue | 5.00% | |
Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Capitalized Contract Cost, Amortization Period | 3 years | |
Accounting Standards Update 2014-09 | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 30,233 | $ 30,233 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Revenue - Contract Fulfillment Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jan. 01, 2018 |
Commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | $ 22,491 | |
Accumulated Amortization | (31,386) | $ (21,173) |
Gross Carrying Amount | 53,877 | 42,072 |
Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | 15,420 | |
Accumulated Amortization | (22,185) | (14,954) |
Gross Carrying Amount | $ 37,605 | 31,604 |
Accounting Standards Update 2014-09 | Commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | 20,899 | |
Accounting Standards Update 2014-09 | Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | $ 16,650 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Revenue - Amortization Expense Associated with Commissions Asset and Intake Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Commissions asset | ||
Capitalized Contract Cost [Line Items] | ||
Amortization expense | $ 3,053 | $ 10,433 |
Intake Costs asset | ||
Capitalized Contract Cost [Line Items] | ||
Amortization expense | $ 2,294 | $ 7,915 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Revenue - Summary of Deferred Revenue Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Deferred revenue | $ 237,574 | $ 241,590 | |
Other Long-term Liabilities | 116,757 | $ 73,039 | |
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Deferred revenue | 9,510 | $ 9,671 | |
Other Long-term Liabilities | $ 7,590 | $ 9,877 |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Revenue - Summary of Condensed Consolidated Statements of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | $ 1,060,991 | $ 965,661 | $ 3,164,272 | $ 2,854,343 |
Operating Income | 195,746 | 176,756 | 563,664 | 494,705 |
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 78,628 | 25,382 | 218,145 | 167,374 |
Income from Continuing Operations | $ 91,580 | $ 28,288 | $ 258,670 | $ 195,946 |
Income (Loss) from continuing operations (in dollars per share) | $ 0.28 | $ 0.10 | $ 0.76 | $ 0.62 |
Income (Loss) from continuing operations (in dollars per share) | $ 0.27 | $ 0.10 | $ 0.76 | $ 0.62 |
Calculated under Revenue Guidance in Effect before Topic 606 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | $ 1,059,319 | $ 3,158,191 | ||
Operating Income | 193,578 | 560,561 | ||
Income from Continuing Operations | $ 76,462 | $ 215,044 | ||
Income (Loss) from continuing operations (in dollars per share) | $ 0.27 | $ 0.75 | ||
Income (Loss) from continuing operations (in dollars per share) | $ 0.27 | $ 0.75 |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Employee stock-based awards | ||||
Weighted Average Common Shares Outstanding-Basic (in shares) | 286,159,000 | 265,198,000 | 285,801,000 | 264,423,000 |
Stock-based compensation | $ 7,279 | $ 7,761 | $ 23,352 | $ 22,853 |
Stock-based compensation expense (income), net of tax | $ 6,734 | $ 6,851 | $ 21,599 | $ 20,174 |
Stock-based compensation expense per basic and diluted share (in dollars per share) | $ 0.02 | $ 0.03 | $ 0.08 | $ 0.08 |
Share-Based Compensation, aggregate disclosures | ||||
Employee stock-based awards, unrecognized compensation costs on nonvested awards | $ 50,089 | $ 50,089 | ||
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition | 2 years | |||
Continuing Operations | ||||
Employee stock-based awards | ||||
Stock-based compensation | 7,279 | $ 7,761 | $ 23,352 | $ 22,853 |
Continuing Operations | Cost of sales (excluding depreciation and amortization) | ||||
Employee stock-based awards | ||||
Stock-based compensation | 29 | 25 | 87 | 80 |
Continuing Operations | Selling, general and administrative expenses | ||||
Employee stock-based awards | ||||
Stock-based compensation | $ 7,250 | 7,736 | $ 23,265 | 22,773 |
Stock Options | ||||
Summary of option activity | ||||
Options outstanding balance, beginning of period (in shares) | 3,671,740 | |||
Options granted (in shares) | 846,517 | |||
Options exercised (in shares) | (163,418) | |||
Options forfeited (in shares) | (38,533) | |||
Options expired (in shares) | (16,062) | |||
Options outstanding balance, end of period (in shares) | 4,300,244 | 4,300,244 | ||
Options exercisable balance (in shares) | 2,388,037 | 2,388,037 | ||
Options expected to vest (in shares) | 1,817,579 | 1,817,579 | ||
Performance 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) | 467,811 | |||
Granted (in shares) | 353,507 | |||
Vested (in shares) | (81,305) | |||
Forfeited (in shares) | (66,394) | |||
Non-vested at the end of the period (in shares) | 673,619 | 673,619 | ||
Total fair value of shares or units vested | $ 84 | 52 | $ 3,117 | 957 |
Performance units | Two Thousand Sixteen [Member] [Member] | ||||
Performance units disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 65.00% | 65.00% | ||
Performance units | Two Thousand Seventeen [Member] | ||||
Performance units disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 110.00% | 110.00% | ||
Performance units | Two Thousand Eighteen [Member] | ||||
Performance units disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 100.00% | 100.00% | ||
Performance units | Revenue or revenue growth and return on invested capital | ||||
Performance units disclosure | ||||
Performance period | 3 years | |||
Performance units | Minimum | Revenue or revenue growth and return on invested capital | ||||
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 | ||||
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) | 717,878 | |||
Granted (in shares) | 353,507 | |||
Vested (in shares) | (81,305) | |||
Forfeited (in shares) | (16,513) | |||
Non-vested at the end of the period (in shares) | 973,567 | 973,567 | ||
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) | (250,067) | |||
Granted (in shares) | 0 | |||
Vested (in shares) | 0 | |||
Forfeited (in shares) | (49,881) | |||
Non-vested at the end of the period (in shares) | (299,948) | (299,948) | ||
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) | 1,071,469 | |||
Granted (in shares) | 746,704 | |||
Vested (in shares) | (546,299) | |||
Forfeited (in shares) | (79,140) | |||
Non-vested at the end of the period (in shares) | 1,192,734 | 1,192,734 | ||
Total fair value of shares or units vested | $ 3,189 | $ 1,933 | $ 19,195 | $ 18,006 |
Summary of Significant Accou_16
Summary of Significant Accounting Policies - Income Per Share, Allowance for Doubful Accounts, Income Taxes, and Concentration of Credit Risk (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018USD ($)bankfund$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Sep. 30, 2018USD ($)bankfund$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)bankfund | |
Accounting Policies [Abstract] | |||||
Concentration Risk, Number of "Triple A" Rated Money Market Funds | fund | 0 | 0 | 12 | ||
Effective Income Tax Rate Reconciliation Repatriation Of Foreign Earnings, Cash And Liquid Assets | 15.50% | ||||
Income (Loss) Per Share-Basic and Diluted | |||||
Income (loss) from continuing operations | $ 78,628 | $ 25,382 | $ 218,145 | $ 167,374 | |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | (125) | (21) | 485 | 2,853 | |
Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) | 78,753 | 25,403 | 217,660 | 164,521 | |
Income (loss) from discontinued operations, net of tax | (11,605) | (1,058) | (12,427) | (3,421) | |
Net income (loss) attributable to Iron Mountain Incorporated | $ 67,148 | $ 24,345 | $ 205,233 | $ 161,100 | |
Weighted-average shares—basic | shares | 286,159,000 | 265,198,000 | 285,801,000 | 264,423,000 | |
Effect of dilutive potential stock options (in shares) | shares | 264,451 | 414,258 | 250,574 | 423,688 | |
Effect of dilutive potential restricted stock, RSUs and PUs (in shares) | shares | 558,891 | 526,725 | 463,583 | 446,002 | |
Weighted-average shares—diluted | shares | 286,982,342 | 266,138,983 | 286,515,157 | 265,292,690 | |
Earnings (Losses) per share-basic: | |||||
Income (Loss) from continuing operations (in dollars per share) | $ / shares | $ 0.28 | $ 0.10 | $ 0.76 | $ 0.62 | |
Total (loss) income discontinued operations (in dollars per share) | $ / shares | (0.04) | 0 | (0.04) | (0.01) | |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ / shares | 0.23 | 0.09 | 0.72 | 0.61 | |
Earnings (Losses) per share-diluted: | |||||
Income (Loss) from continuing operations (in dollars per share) | $ / shares | 0.27 | 0.10 | 0.76 | 0.62 | |
Total (loss) income from discontinued operations (in dollars per share) | $ / shares | (0.04) | 0 | (0.04) | (0.01) | |
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ / shares | $ 0.23 | $ 0.09 | $ 0.72 | $ 0.61 | |
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares) | shares | 3,253,975 | 2,620,225 | 3,256,206 | 2,605,203 | |
Income Taxes: | |||||
Effective tax rates (as a percent) | 15.60% | 8.00% | 16.20% | 15.10% | |
Income (Loss) From Continuing Operations Before Income Taxes, Minority Interest, and (Gain) Loss on Disposition of Real Estate | $ 91,580 | $ 28,288 | $ 258,670 | $ 195,946 | |
Federal statutory tax rate (as a percent) | 21.00% | 35.00% | 21.00% | 35.00% | 35.00% |
Tax Matter Resolution, amount released | $ 14,000 | ||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 18,457 | $ 25,968 | |||
Concentrations of Credit Risk | |||||
Number of global banks with cash, cash equivalent and restricted cash held on deposit | bank | 7 | 7 | 7 | ||
Effective Income Tax Rate Reconciliation Repatriation Of Foreign Earnings, Non-Liquid Assets | 8.00% | ||||
Tax Cuts and Jobs Act of 2017, Incomplete Accounting, Transition Tax for Accumulated Foreign Earnings, Provisional Liability | $ 160,000 | ||||
Income Tax Reconciliation Repatriation Of Foreign Earnings, Attributable To REIT | $ 70,900 |
Summary of Significant Accou_17
Summary of Significant Accounting Policies - Fair Value Measurements (Details) $ in Thousands | Sep. 30, 2018USD ($)bankfund | Dec. 31, 2017USD ($)bankfund |
Assets and liabilities carried at fair value measured on a recurring basis | ||
Concentration Risk, Number of "Triple A" Rated Money Market Funds | fund | 0 | 12 |
Number of global banks with cash, cash equivalent and restricted cash held on deposit | bank | 7 | 7 |
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, at Carrying Value | $ 0 | |
Time Deposits, at Carrying Value | $ 0 | 0 |
Trading securities | 10,583 | 11,279 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 0 | 0 |
Interest Rate Swap | 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, at Carrying Value | 585,000 | |
Time Deposits, at Carrying Value | 5,661 | 24,482 |
Trading securities | 685 | 505 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 1,579 | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 365 | 2,329 |
Interest Rate Swap | 4,183 | |
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, at Carrying Value | 0 | |
Time Deposits, at Carrying Value | 0 | 0 |
Trading securities | 0 | 0 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 0 | 0 |
Interest Rate Swap | 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, at Carrying Value | 585,000 | |
Time Deposits, at Carrying Value | 5,661 | 24,482 |
Trading securities | 11,268 | 11,784 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 1,579 | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 365 | $ 2,329 |
Interest Rate Swap | $ 4,183 |
Summary of Significant Accou_18
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Accumulated other comprehensive items, net | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 0 | $ 38,869 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | $ (207,450) | $ (153,590) | (103,989) | (212,573) | |
Other comprehensive loss: | |||||
Foreign currency translation adjustments | (22,790) | 38,247 | (128,454) | 97,230 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 1,980 | 0 | 4,183 | 0 | |
Total Other comprehensive (loss) income | (20,810) | 38,247 | (124,271) | 97,230 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | (228,260) | (115,343) | $ (153,590) | (228,260) | (115,343) |
Total loss on foreign currency transactions | 664 | 11,865 | 3,825 | 27,900 | |
Debt extinguishment expense | 0 | 48,298 | 0 | 48,298 | |
Other, net | (339) | (684) | (2,405) | (42,449) | |
Other (Income) Expense, Net | 325 | 59,479 | 1,420 | 33,749 | |
Russia and Ukraine Divestment | Disposal Group, Not Discontinued Operations | |||||
Accumulated other comprehensive items, net | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 38,869 | 38,869 | |||
Other comprehensive loss: | |||||
Foreign currency translation adjustments | 29,100 | ||||
Foreign currency translation adjustments | |||||
Accumulated other comprehensive items, net | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | (209,653) | (153,590) | (103,989) | (212,573) | |
Other comprehensive loss: | |||||
Foreign currency translation adjustments | (22,790) | 38,247 | (128,454) | 97,230 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 0 | 0 | |||
Total Other comprehensive (loss) income | (22,790) | 38,247 | (128,454) | 97,230 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | (232,443) | $ (115,343) | $ (153,590) | (232,443) | $ (115,343) |
Market value adjustments for securities | |||||
Accumulated other comprehensive items, net | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | 2,203 | 0 | |||
Other comprehensive loss: | |||||
Foreign currency translation adjustments | 0 | 0 | |||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 1,980 | 4,183 | |||
Total Other comprehensive (loss) income | 1,980 | 4,183 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | $ 4,183 | $ 4,183 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities (Details) € in Thousands, $ in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018EUR (€) | Dec. 31, 2017USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2017CAD ($) | Sep. 30, 2017EUR (€) | |
Derivative instruments | |||||||||
Unrealized gains associated with interest rate swap agreements | $ 1,980 | $ 4,183 | |||||||
Net Investment Hedging [Member] | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Derivatives used in Net Investment Hedge, Net of Tax | 9,949 | 9,949 | |||||||
Former Revolving Credit Facility [Member] | Net Investment Hedging [Member] | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | € | € 84,443 | ||||||||
Senior Notes 4.375 Percent due 2021 | Net Investment Hedging [Member] | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | € | € 209,276 | ||||||||
Foreign Exchange Forward - Option One [Member] | Purchases | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | $ 138,823 | ||||||||
Foreign Exchange Forward - Option One [Member] | Sales | |||||||||
Derivative instruments | |||||||||
Derivative, amount of hedged item | $ 176,000 | ||||||||
Interest Rate Swap | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | 350,000 | 350,000 | |||||||
Foreign exchange contracts | |||||||||
Derivative instruments | |||||||||
Net cash receipts (payments) | (3,347) | $ 7,643 | (4,558) | $ 8,536 | |||||
Foreign exchange contracts | Purchases | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | € | € 30,000 | € 135,000 | |||||||
Foreign exchange contracts | Sales | |||||||||
Derivative instruments | |||||||||
Derivative, amount of hedged item | 35,436 | 35,436 | 160,757 | ||||||
Foreign Exchange Forward - Option Two [Member] | Purchases | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | $ 114,390 | ||||||||
Foreign Exchange Forward - Option Two [Member] | Sales | |||||||||
Derivative instruments | |||||||||
Derivative, amount of hedged item | € | € 96,150 | ||||||||
Other Long-Term Liabilities | Interest Rate Swap | |||||||||
Derivative instruments | |||||||||
Derivative liability | $ 4,183 | $ 4,183 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Fair Value of Derivative Instruments Not Designated as Heding Instruments (Details) - Not Designated as Hedging Instrument - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Prepaid expenses and other | ||
Fair value of derivative instruments | ||
Derivative assets | $ 0 | $ 1,579 |
Accrued expenses | ||
Fair value of derivative instruments | ||
Derivative liabilities | $ 365 | $ 2,329 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Amount of (Gain) Loss in Income on Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Not Designated as Hedging Instrument | ||||
Gains and losses on derivative instruments | ||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ 616 | $ (5,748) | $ 4,172 | $ (9,316) |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - Schedule of Foreign Exchange Gains Related to Fair of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Foreign exchange (losses) gains | $ 2,139 | $ (4,211) | $ 6,761 | $ (12,359) |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) € in Thousands, £ in Thousands, $ in Thousands, $ in Thousands | May 25, 2018USD ($) | May 25, 2018EUR (€) | Mar. 08, 2018USD ($)data_center | Mar. 08, 2018GBP (£)data_center | Mar. 08, 2018SGD ($)data_center | Jan. 10, 2018USD ($) | Aug. 31, 2018USD ($) | Sep. 30, 2018USD ($) |
IO Data Center LLC [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 1,347,046 | |||||||
Consideration transferred | $ 1,347,000 | 1,347,046 | ||||||
Business Combination, Contingent Consideration, Liability | $ 35,000 | |||||||
Business combination separately recognized transactions expenses and losses recognized, acquisition costs incurred to date | $ 28,064 | |||||||
Credit Suisse Data Center Acquisition | ||||||||
Business Acquisition [Line Items] | ||||||||
Number Of Data Centers | data_center | 2 | 2 | 2 | |||||
Consideration transferred | $ 111,400 | £ 34,600 | $ 81,000 | |||||
EvoSwitch [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 222,000 | € 189,000 | ||||||
Business Combination, Contingent Consideration, Liability | $ 25,000 | |||||||
GRM Document Management [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration transferred | $ 34,100 |
Acquisitions - Pro Forma Financ
Acquisitions - Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Combinations [Abstract] | ||||
Total Revenues | $ 1,060,995 | $ 1,000,059 | $ 3,167,747 | $ 2,957,539 |
Income from Continuing Operations | $ 78,659 | $ 16,081 | $ 228,082 | $ 109,597 |
Per Share Income from Continuing Operations - Basic | $ 0.28 | $ 0.06 | $ 0.80 | $ 0.38 |
Per Share Income from Continuing Operations - Diluted | $ 0.27 | $ 0.06 | $ 0.79 | $ 0.38 |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jan. 10, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Accrued Purchase Price and Other Holdbacks | $ 27,919 | $ 0 | ||
Fair Value of Identifiable Assets Acquired: | ||||
Goodwill | 4,478,757 | $ 4,070,267 | ||
FY 2018 Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 399,369 | |||
Accrued Purchase Price and Other Holdbacks | 27,919 | |||
Total Consideration | 427,288 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 8,354 | |||
Fair Value of Identifiable Assets Acquired: | ||||
Accounts Receivable and Prepaid Expenses | 6,275 | |||
Property, Plant and Equipment | 202,273 | |||
Customer Relationship Intangible Assets | 27,927 | |||
Data Center In-Place Leases | 32,091 | |||
Data Center Tenant Relationships | 18,410 | |||
Data Center Above-Market Leases | 2,381 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 282 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | (19,941) | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (6,132) | |||
Deferred Income Taxes | (32,649) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Data Center Below Market Leases | (694) | |||
Other Liabilities | (1,176) | |||
Total Fair Value of Identifiable Net Assets Acquired | 237,401 | |||
Goodwill | 189,887 | |||
Payments for (Proceeds from) Previous Acquisition | 7,177 | |||
Series of Individually Immaterial Business Acquisitions and IODC Transaction [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 1,746,415 | |||
Accrued Purchase Price and Other Holdbacks | 27,919 | |||
Total Consideration | 1,774,334 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 42,581 | |||
Fair Value of Identifiable Assets Acquired: | ||||
Cash | 42,581 | |||
Accounts Receivable and Prepaid Expenses | 13,345 | |||
Property, Plant and Equipment | 1,065,300 | |||
Customer Relationship Intangible Assets | 27,927 | |||
Data Center In-Place Leases | 136,431 | |||
Data Center Tenant Relationships | 95,772 | |||
Data Center Above-Market Leases | 18,820 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 282 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | (19,941) | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (42,362) | |||
Deferred Income Taxes | (32,649) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Data Center Below Market Leases | (12,115) | |||
Other Liabilities | (1,176) | |||
Total Fair Value of Identifiable Net Assets Acquired | 1,292,215 | |||
Goodwill | 482,119 | |||
IO Data Center LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 1,347,046 | |||
Accrued Purchase Price and Other Holdbacks | 0 | |||
Total Consideration | $ 1,347,000 | 1,347,046 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 34,227 | |||
Fair Value of Identifiable Assets Acquired: | ||||
Accounts Receivable and Prepaid Expenses | 7,070 | |||
Property, Plant and Equipment | 863,027 | |||
Customer Relationship Intangible Assets | 0 | |||
Data Center In-Place Leases | 104,340 | |||
Data Center Tenant Relationships | 77,362 | |||
Data Center Above-Market Leases | 16,439 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | 0 | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (36,230) | |||
Deferred Income Taxes | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Data Center Below Market Leases | (11,421) | |||
Other Liabilities | 0 | |||
Total Fair Value of Identifiable Net Assets Acquired | 1,054,814 | |||
Goodwill | $ 292,232 |
Debt Schedule of Long Term Debt
Debt Schedule of Long Term Debt (Details) $ in Thousands, $ in Thousands | Sep. 30, 2018USD ($) | Sep. 30, 2018AUD ($) | Mar. 27, 2018AUD ($) | Dec. 31, 2017USD ($) | Sep. 28, 2016AUD ($) |
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | $ 8,321,365 | $ 7,129,511 | |||
Unamortized Debt Issuance Expense | (90,491) | (86,240) | |||
Long-term Debt | 8,230,874 | 7,043,271 | |||
Long-term Debt, Gross, Current Maturities | (121,695) | (146,300) | |||
Unamortized Debt Issuance Expense, Current | 0 | 0 | |||
Long-term Debt, Current Maturities | (121,695) | (146,300) | |||
Long Term Debt, Gross, Net of Current Portion | 8,199,670 | 6,983,211 | |||
Unamortized Debt Issuance Expense, Net | (90,491) | (86,240) | |||
Long-term Debt, Excluding Current Maturities | 8,109,179 | 6,896,971 | |||
Senior Notes 4.375 Percent due 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 500,000 | 500,000 | |||
Fair Value | $ 500,000 | $ 507,500 | |||
Stated interest rate (as a percent) | 4.375% | 4.375% | 4.375% | ||
Unamortized Debt Issuance Expense | $ (4,585) | $ (5,874) | |||
Long-term Debt | $ 495,415 | 494,126 | |||
Australian Dollar Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 5.90% | 5.90% | |||
Debt Instrument, Unamortized Discount | $ 1,845 | 1,545 | |||
Long-term Debt, Gross | 240,970 | $ 350,000 | 187,504 | $ 250,000 | |
Fair Value | 242,815 | 189,049 | |||
Unamortized Debt Issuance Expense | (3,201) | (3,382) | |||
Long-term Debt | 237,769 | $ 336,250 | 184,122 | ||
6% Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 600,000 | 600,000 | |||
Fair Value | $ 615,000 | $ 625,500 | |||
Stated interest rate (as a percent) | 6.00% | 6.00% | 6.00% | ||
Unamortized Debt Issuance Expense | $ (5,400) | $ (6,224) | |||
Long-term Debt | 594,600 | 593,776 | |||
CAD 5.375 Percent Senior Notes due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 193,766 | 199,171 | |||
Fair Value | $ 193,766 | $ 208,631 | |||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | ||
Unamortized Debt Issuance Expense | $ (2,787) | $ (3,295) | |||
Long-term Debt | 190,979 | 195,876 | |||
The 5 3/4% Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | |||
Fair Value | $ 990,000 | $ 1,012,500 | |||
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% | ||
Unamortized Debt Issuance Expense | $ (8,126) | $ (9,156) | |||
Long-term Debt | 991,874 | 990,844 | |||
Euro Notes 3 Percent due 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 348,140 | 359,386 | |||
Fair Value | $ 342,483 | $ 364,776 | |||
Stated interest rate (as a percent) | 3.00% | 3.00% | 3.00% | ||
Unamortized Debt Issuance Expense | $ (4,257) | $ (4,691) | |||
Long-term Debt | 343,883 | 354,695 | |||
GBP Notes due 2025 3.875 Percent [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 521,173 | 539,702 | |||
Fair Value | $ 495,380 | $ 527,559 | |||
Stated interest rate (as a percent) | 3.875% | 3.875% | 3.875% | ||
Unamortized Debt Issuance Expense | $ (6,742) | $ (7,718) | |||
Long-term Debt | 514,431 | 531,984 | |||
Senior Notes 5.375 Percent due 2026 | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 250,000 | 250,000 | |||
Fair Value | $ 235,938 | $ 256,875 | |||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | ||
Unamortized Debt Issuance Expense | $ (3,293) | $ (3,615) | |||
Long-term Debt | 246,707 | 246,385 | |||
Senior Notes 4.875 Percent due 2027 | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | |||
Fair Value | $ 917,500 | $ 1,000,000 | |||
Stated interest rate (as a percent) | 4.875% | 4.875% | 4.875% | ||
Unamortized Debt Issuance Expense | $ (12,797) | $ (13,866) | |||
Long-term Debt | 987,203 | 986,134 | |||
Senior Notes due 2028 5.25 Percent [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 825,000 | 825,000 | |||
Fair Value | $ 765,188 | $ 826,031 | |||
Stated interest rate (as a percent) | 5.25% | 5.25% | 5.25% | ||
Unamortized Debt Issuance Expense | $ (11,216) | $ (11,817) | |||
Long-term Debt | $ 813,784 | 813,183 | |||
Accounts Receivable Securitization Program | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.00% | 3.00% | |||
Long-term Debt, Gross | $ 238,273 | 258,973 | |||
Fair Value | 238,273 | 258,973 | |||
Unamortized Debt Issuance Expense | (253) | (356) | |||
Long-term Debt | 238,020 | 258,617 | |||
Real Estate Mortgages, Capital Leases and Other | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 611,549 | 649,432 | |||
Fair Value | 611,549 | 649,432 | |||
Unamortized Debt Issuance Expense | (237) | (566) | |||
Long-term Debt | $ 611,312 | 648,866 | |||
Mortgage Securitization Program [Member] | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.50% | 3.50% | |||
Long-term Debt, Gross | $ 50,000 | 50,000 | |||
Fair Value | 50,000 | 50,000 | |||
Unamortized Debt Issuance Expense | (1,164) | (1,273) | |||
Long-term Debt | $ 48,836 | 48,727 | |||
New Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.60% | 3.60% | |||
New Credit Agreement | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.60% | 3.60% | |||
Long-term Debt, Gross | $ 821,470 | 466,593 | |||
Fair Value | 821,470 | 466,593 | |||
Unamortized Debt Issuance Expense | (14,902) | (14,407) | |||
Long-term Debt | $ 806,568 | 452,186 | |||
Term Loan A [Member] | Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.90% | 3.90% | |||
Long-term Debt, Gross | $ 243,750 | 243,750 | |||
Fair Value | 243,750 | 243,750 | |||
Unamortized Debt Issuance Expense | 0 | 0 | |||
Long-term Debt | $ 243,750 | 243,750 | |||
Term Loan B [Member] | Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 4.00% | 4.00% | |||
Debt Instrument, Unamortized Discount | $ 1,637 | ||||
Long-term Debt, Gross | 694,863 | 0 | |||
Fair Value | 690,406 | 0 | |||
Unamortized Debt Issuance Expense | (9,055) | 0 | |||
Long-term Debt | $ 685,808 | 0 | |||
UK Bilateral Revolving Credit Facility | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Interest Rate at Period End | 3.00% | 3.00% | |||
Long-term Debt, Gross | $ 182,411 | 0 | |||
Fair Value | 182,411 | 0 | |||
Unamortized Debt Issuance Expense | (2,476) | 0 | |||
Long-term Debt | $ 179,935 | $ 0 |
Debt (Details)
Debt (Details) € in Thousands, $ in Thousands, $ in Thousands, $ in Thousands | Sep. 24, 2018USD ($) | Sep. 24, 2018GBP (£) | Mar. 29, 2018USD ($) | Mar. 29, 2018AUD ($) | Mar. 27, 2018AUD ($) | Mar. 22, 2018USD ($) | Sep. 28, 2016AUD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2018AUD ($) | Sep. 30, 2018EUR (€) | Sep. 30, 2018CAD ($) | Mar. 26, 2018 |
Debt covenants | ||||||||||||||
Long-term Debt, Gross | $ 8,321,365 | $ 7,129,511 | ||||||||||||
Net proceeds from sales of senior notes | 0 | $ 1,320,183 | ||||||||||||
Long-term Debt | $ 8,230,874 | 7,043,271 | ||||||||||||
New Credit Agreement | ||||||||||||||
Debt | ||||||||||||||
Average interest rate (as a percent) | 3.60% | 3.60% | 3.60% | 3.60% | ||||||||||
Revolving Credit Facility | ||||||||||||||
Debt | ||||||||||||||
Repayments of Debt | 807,000 | |||||||||||||
QRS Cash Pool [Member] | ||||||||||||||
Debt covenants | ||||||||||||||
Cash pool agreement, net cash position | $ 2,800 | 5,700 | ||||||||||||
Cash pool agreement, gross cash position | 313,800 | 383,700 | ||||||||||||
Cash pool agreement, outstanding borrowings | 311,000 | 378,000 | ||||||||||||
TRS Cash Pool [Member] | ||||||||||||||
Debt covenants | ||||||||||||||
Cash pool agreement, net cash position | 1,700 | 0 | ||||||||||||
Cash pool agreement, gross cash position | 208,500 | 229,600 | ||||||||||||
Cash pool agreement, outstanding borrowings | $ 206,800 | $ 229,600 | ||||||||||||
Credit Agreement | ||||||||||||||
Debt covenants | ||||||||||||||
Net total lease adjusted leverage ratio | 5.6 | 5 | 5.6 | 5.6 | 5.6 | |||||||||
Net secured debt lease adjusted leverage ratio | 2.6 | 1.6 | 2.6 | 2.6 | 2.6 | |||||||||
Bond leverage ratio, per indentures | 5.8 | 5.8 | 5.8 | 5.8 | 5.8 | |||||||||
Fixed charge coverage ratio | 2.3 | 2.1 | 2.3 | 2.3 | 2.3 | |||||||||
Credit Agreement | Minimum | ||||||||||||||
Debt covenants | ||||||||||||||
Fixed charge coverage ratio | 1.5 | 1.5 | 1.5 | 1.5 | ||||||||||
Credit Agreement | Maximum | ||||||||||||||
Debt covenants | ||||||||||||||
Net total lease adjusted leverage ratio | 6.5 | 6.5 | 6.5 | 6.5 | ||||||||||
Net secured debt lease adjusted leverage ratio | 4 | 4 | 4 | 4 | ||||||||||
Bond leverage ratio, per indentures | 6.5 | 6.5 | 6.5 | 6.5 | ||||||||||
Revolving Credit Facility | ||||||||||||||
Debt | ||||||||||||||
Letters of credit outstanding | $ 43,359 | |||||||||||||
Remaining amount available for borrowing under credit facility | $ 885,171 | |||||||||||||
Revolving Credit Facility | New Credit Agreement | ||||||||||||||
Debt | ||||||||||||||
Optional additional commitments | $ 1,260,000 | |||||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 0.25% | |||||||||||||
Average interest rate (as a percent) | 3.60% | 3.60% | 3.60% | 3.60% | ||||||||||
Fair Value | $ 821,470 | $ 466,593 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 821,470 | 466,593 | ||||||||||||
Long-term Debt | $ 806,568 | 452,186 | ||||||||||||
Revolving Credit Facility | New Credit Agreement | Minimum | ||||||||||||||
Debt | ||||||||||||||
Effective interest rate (as a percent) | 1.80% | 1.80% | 1.80% | 1.80% | ||||||||||
Revolving Credit Facility | New Credit Agreement | Maximum | ||||||||||||||
Debt | ||||||||||||||
Effective interest rate (as a percent) | 4.00% | 4.00% | 4.00% | 4.00% | ||||||||||
Revolving Credit Facility | UK Bilateral Revolving Credit Facility | ||||||||||||||
Debt | ||||||||||||||
Maximum borrowing capacity | £ | £ 140,000,000 | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Additional Commitments | £ | £ 125,000,000 | |||||||||||||
Fair Value | $ 182,411 | 0 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 182,411 | 0 | ||||||||||||
Basis spread on variable rate | 2.25% | 2.25% | ||||||||||||
Proceeds from Lines of Credit | $ 180,300 | £ 138,250,000 | ||||||||||||
Long-term Debt | 179,935 | 0 | ||||||||||||
Term Loan Facility | New Credit Agreement | USD | ||||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | $ 621,700 | |||||||||||||
Term Loan Facility | New Credit Agreement | Canada, Dollars | ||||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | $ 120,000 | |||||||||||||
Term Loan Facility | New Credit Agreement | EUR | ||||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | € | € 92,000 | |||||||||||||
Term Loan Facility | Term Loan A [Member] | ||||||||||||||
Debt | ||||||||||||||
Average interest rate (as a percent) | 3.90% | 3.90% | 3.90% | 3.90% | ||||||||||
Fair Value | $ 243,750 | 243,750 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 243,750 | 243,750 | ||||||||||||
Long-term Debt | $ 243,750 | 243,750 | ||||||||||||
Term Loan Facility | Term Loan B [Member] | ||||||||||||||
Debt | ||||||||||||||
Average interest rate (as a percent) | 4.00% | 4.00% | 4.00% | 4.00% | ||||||||||
Debt Instrument, Unamortized Discount | $ 1,637 | |||||||||||||
Fair Value | 690,406 | 0 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 694,863 | 0 | ||||||||||||
Long-term Debt | 685,808 | $ 0 | ||||||||||||
Loans Payable [Member] | Term Loan B [Member] | Term Loan Facility | ||||||||||||||
Debt | ||||||||||||||
Maximum borrowing capacity | $ 700,000 | |||||||||||||
Stated interest rate (as a percent) | 1.75% | |||||||||||||
Debt covenants | ||||||||||||||
Par percentage | 99.75% | |||||||||||||
Proceeds from issuance of debt | $ 689,850 | |||||||||||||
Principal payments | $ 1,750 | |||||||||||||
Euro Notes 3 Percent due 2025 [Member] | ||||||||||||||
Debt | ||||||||||||||
Stated interest rate (as a percent) | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | |||||||||
Fair Value | $ 342,483 | $ 364,776 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 348,140 | 359,386 | ||||||||||||
Long-term Debt | $ 343,883 | $ 354,695 | ||||||||||||
Senior Notes 4.875 Percent due 2027 | ||||||||||||||
Debt | ||||||||||||||
Stated interest rate (as a percent) | 4.875% | 4.875% | 4.875% | 4.875% | 4.875% | |||||||||
Fair Value | $ 917,500 | $ 1,000,000 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | ||||||||||||
Long-term Debt | $ 987,203 | $ 986,134 | ||||||||||||
Senior Notes 5.375 Percent due 2026 | ||||||||||||||
Debt | ||||||||||||||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | 5.375% | 5.375% | |||||||||
Fair Value | $ 235,938 | $ 256,875 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 250,000 | 250,000 | ||||||||||||
Long-term Debt | $ 246,707 | $ 246,385 | ||||||||||||
CAD 5.375 Percent Senior Notes due 2023 [Member] | ||||||||||||||
Debt | ||||||||||||||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | 5.375% | 5.375% | |||||||||
Fair Value | $ 193,766 | $ 208,631 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | 193,766 | 199,171 | ||||||||||||
Long-term Debt | $ 190,979 | 195,876 | ||||||||||||
Australian Dollar Term Loan [Member] | ||||||||||||||
Debt | ||||||||||||||
Amount of quarterly installments based on the original principal (as a percentage) | $ 8,750 | $ 6,250 | ||||||||||||
Average interest rate (as a percent) | 5.90% | 5.90% | 5.90% | 5.90% | ||||||||||
Debt Instrument, Unamortized Discount | $ 1,845 | 1,545 | ||||||||||||
Fair Value | 242,815 | 189,049 | ||||||||||||
Debt covenants | ||||||||||||||
Long-term Debt, Gross | $ 350,000 | $ 250,000 | 240,970 | 187,504 | ||||||||||
Par percentage | 99.00% | |||||||||||||
Net proceeds from sales of senior notes | $ 75,621 | $ 99,000 | ||||||||||||
Long-term Debt | $ 237,769 | $ 184,122 | $ 336,250 | |||||||||||
Australian Dollar Term Loan [Member] | BBSY | ||||||||||||||
Debt covenants | ||||||||||||||
Basis spread on variable rate | 3.875% | 4.30% |
Debt Covenant Ratios (Details)
Debt Covenant Ratios (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017USD ($) | Sep. 30, 2018 | |
Credit Agreement | ||
Debt Instrument [Line Items] | ||
Net total lease adjusted leverage ratio | 5 | 5.6 |
Net secured debt lease adjusted leverage ratio | 1.6 | 2.6 |
Bond leverage ratio, per indentures | 5.8 | 5.8 |
Fixed charge coverage ratio | 2.1 | 2.3 |
Credit Agreement | 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 | |
Credit Agreement | Minimum | ||
Debt Instrument [Line Items] | ||
Fixed charge coverage ratio | 1.5 | |
Senior Notes 4.875 Percent due 2027, GBP Notes due 2025 and 5.25 Percent Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Covenant, Indenture, Leverage Ratio Maximum | 7 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Repayments of Debt | $ 807,000 |
Selected Consolidated Financi_3
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||||
Cash and Cash Equivalents | $ 197,676 | $ 925,699 | $ 337,886 | $ 236,484 |
Accounts Receivable | 847,452 | 835,742 | ||
Intercompany Receivable | 0 | 0 | ||
Prepaid expenses and other | 170,847 | 188,874 | ||
Total Current Assets | 1,215,975 | 1,950,315 | ||
Property, Plant and Equipment, Net | 4,424,693 | 3,417,679 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 0 | 0 | ||
Goodwill | 4,478,757 | 4,070,267 | ||
Other | 1,686,544 | 1,534,141 | ||
Total Other Assets, Net | 6,165,301 | 5,604,408 | ||
Total Assets | 11,805,969 | 10,972,402 | 10,260,006 | |
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Debit Balances Under Cash Pools | 0 | 0 | ||
Current Portion of Long-term Debt | 121,695 | 146,300 | ||
Total Other Current Liabilities | 1,125,657 | 1,183,873 | ||
Long-term Debt, Net of Current Portion | 8,109,179 | 6,896,971 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 415,817 | 354,998 | ||
Redeemable Noncontrolling Interest | 94,745 | 91,418 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 1,937,386 | 2,297,438 | ||
Noncontrolling Interests | 1,490 | 1,404 | ||
Total Equity | 1,938,876 | 2,298,842 | 1,868,646 | 1,936,671 |
Total Liabilities and Equity | 11,805,969 | 10,972,402 | ||
Eliminations | ||||
Current Assets: | ||||
Cash and Cash Equivalents | (93,505) | (94,726) | (109,272) | 0 |
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | (749,032) | (482,024) | ||
Prepaid expenses and other | (29) | (29) | ||
Total Current Assets | (842,566) | (576,779) | ||
Property, Plant and Equipment, Net | 0 | 0 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | (4,853,817) | (4,578,995) | ||
Investment in Subsidiaries | (2,850,217) | (2,744,044) | ||
Goodwill | 0 | 0 | ||
Other | 0 | 0 | ||
Total Other Assets, Net | (7,704,034) | (7,323,039) | ||
Total Assets | (8,546,600) | (7,899,818) | ||
Liabilities and Equity | ||||
Intercompany Payable | (749,032) | (482,024) | ||
Debit Balances Under Cash Pools | (93,505) | (94,726) | ||
Current Portion of Long-term Debt | (29) | (29) | ||
Total Other Current Liabilities | 0 | 0 | ||
Long-term Debt, Net of Current Portion | 0 | 0 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | (4,853,817) | (4,578,995) | ||
Other Long-term Liabilities | 0 | 0 | ||
Redeemable Noncontrolling Interest | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | (2,850,217) | (2,744,044) | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | (2,850,217) | (2,744,044) | ||
Total Liabilities and Equity | (8,546,600) | (7,899,818) | ||
Parent | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 260 | 2,433 | 2,032 | 2,405 |
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | 0 | 332,293 | ||
Prepaid expenses and other | 0 | 1,579 | ||
Total Current Assets | 260 | 336,305 | ||
Property, Plant and Equipment, Net | 219 | 316 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 4,853,817 | 4,578,995 | ||
Investment in Subsidiaries | 1,895,286 | 1,858,045 | ||
Goodwill | 0 | 0 | ||
Other | 4,183 | 0 | ||
Total Other Assets, Net | 6,753,286 | 6,437,040 | ||
Total Assets | 6,753,765 | 6,773,661 | ||
Liabilities and Equity | ||||
Intercompany Payable | 371,305 | 0 | ||
Debit Balances Under Cash Pools | 0 | 0 | ||
Current Portion of Long-term Debt | 0 | 0 | ||
Total Other Current Liabilities | 200,605 | 235,062 | ||
Long-term Debt, Net of Current Portion | 4,226,759 | 4,232,759 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 0 | 0 | ||
Redeemable Noncontrolling Interest | 17,710 | 8,402 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 1,937,386 | 2,297,438 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 1,937,386 | 2,297,438 | ||
Total Liabilities and Equity | 6,753,765 | 6,773,661 | ||
Guarantors | ||||
Other Assets, Net: | ||||
Deposits | 39,800 | 38,400 | ||
Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 48,069 | 634,317 | 46,752 | 23,380 |
Accounts Receivable | 76,060 | 32,972 | ||
Intercompany Receivable | 749,032 | 149,731 | ||
Prepaid expenses and other | 85,000 | 103,643 | ||
Total Current Assets | 958,161 | 920,663 | ||
Property, Plant and Equipment, Net | 2,959,776 | 2,030,875 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 954,931 | 885,999 | ||
Goodwill | 2,878,792 | 2,577,310 | ||
Other | 940,845 | 796,913 | ||
Total Other Assets, Net | 4,774,568 | 4,260,222 | ||
Total Assets | 8,692,505 | 7,211,760 | ||
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Debit Balances Under Cash Pools | 55,401 | 56,233 | ||
Current Portion of Long-term Debt | 59,937 | 54,247 | ||
Total Other Current Liabilities | 557,786 | 527,549 | ||
Long-term Debt, Net of Current Portion | 1,858,545 | 758,166 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 4,853,817 | 4,578,995 | ||
Other Long-term Liabilities | 114,540 | 113,024 | ||
Redeemable Noncontrolling Interest | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 1,192,479 | 1,123,546 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 1,192,479 | 1,123,546 | ||
Total Liabilities and Equity | 8,692,505 | 7,211,760 | ||
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 242,852 | 383,675 | $ 398,374 | $ 210,699 |
Accounts Receivable | 771,392 | 802,770 | ||
Intercompany Receivable | 0 | 0 | ||
Prepaid expenses and other | 85,876 | 83,681 | ||
Total Current Assets | 1,100,120 | 1,270,126 | ||
Property, Plant and Equipment, Net | 1,464,698 | 1,386,488 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 0 | 0 | ||
Goodwill | 1,599,965 | 1,492,957 | ||
Other | 741,516 | 737,228 | ||
Total Other Assets, Net | 2,341,481 | 2,230,185 | ||
Total Assets | 4,906,299 | 4,886,799 | ||
Liabilities and Equity | ||||
Intercompany Payable | 377,727 | 482,024 | ||
Debit Balances Under Cash Pools | 38,104 | 38,493 | ||
Current Portion of Long-term Debt | 61,787 | 92,082 | ||
Total Other Current Liabilities | 367,266 | 421,262 | ||
Long-term Debt, Net of Current Portion | 2,023,875 | 1,906,046 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 301,277 | 241,974 | ||
Redeemable Noncontrolling Interest | 77,035 | 83,016 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 1,657,738 | 1,620,498 | ||
Noncontrolling Interests | 1,490 | 1,404 | ||
Total Equity | 1,659,228 | 1,621,902 | ||
Total Liabilities and Equity | 4,906,299 | 4,886,799 | ||
Non-Guarantors | ||||
Other Assets, Net: | ||||
Deposits | $ 58,200 | $ 62,000 |
Selected Consolidated Financi_4
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Consolidating financial statements | ||||
Revenues | $ 1,060,991 | $ 965,661 | $ 3,164,272 | $ 2,854,343 |
Intercompany | 0 | 0 | 0 | 0 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 706,488 | 660,684 | 2,126,729 | 1,979,286 |
Intercompany | 0 | 0 | 0 | 0 |
Income (loss) from discontinued operations, net of tax | (11,605) | (1,058) | (12,427) | (3,421) |
Operating Expenses: | ||||
Selling, General and Administrative | 258,470 | 242,357 | 778,526 | 719,968 |
Depreciation and Amortization | 157,797 | 128,513 | 474,595 | 381,319 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 960 | (292) | (716) | (967) |
Total Operating Expenses | 865,245 | 788,905 | 2,600,608 | 2,359,638 |
Operating Income (Loss) | 195,746 | 176,756 | 563,664 | 494,705 |
Interest Expense (Income), Net | 103,841 | 88,989 | 303,574 | 265,010 |
Other (Income) Expense, Net | 325 | 59,479 | 1,420 | 33,749 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 91,580 | 28,288 | 258,670 | 195,946 |
Provision (Benefit) for Income Taxes | 14,300 | 2,268 | 41,873 | 29,497 |
Gain on Sale of Real Estate, Net of Tax | (1,348) | 638 | (1,348) | (925) |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations | 78,628 | 25,382 | 218,145 | 167,374 |
Net income (loss) | 67,023 | 24,324 | 205,718 | 163,953 |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | (125) | (21) | 485 | 2,853 |
Net income (loss) attributable to Iron Mountain Incorporated | 67,148 | 24,345 | 205,233 | 161,100 |
Net income (loss) | 67,023 | 24,324 | 205,718 | 163,953 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (24,769) | 37,541 | (132,290) | 95,863 |
Change in Fair Value of Interest Rate Swap Agreements | 1,980 | 0 | 4,183 | 0 |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 0 | 0 | 0 | 0 |
Total Other Comprehensive Income (Loss) | (22,789) | 37,541 | (128,107) | 95,863 |
Comprehensive Income (Loss) | 44,234 | 61,865 | 77,611 | 259,816 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | (2,104) | (727) | (3,351) | 1,486 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 46,338 | 62,592 | 80,962 | 258,330 |
Eliminations | ||||
Consolidating financial statements | ||||
Revenues | (5,522) | (6,169) | (16,739) | (21,603) |
Intercompany | (5,522) | (6,169) | (16,739) | (21,603) |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 0 | 0 | 0 | 0 |
Intercompany | (5,522) | (6,169) | (16,739) | (21,603) |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
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 | (5,522) | (6,169) | (16,739) | (21,603) |
Operating Income (Loss) | 0 | 0 | 0 | 0 |
Interest Expense (Income), Net | 0 | 0 | 0 | 0 |
Other (Income) Expense, Net | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 0 | 0 | 0 | 0 |
Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | 0 | 0 | 0 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 143,848 | 124,833 | 420,787 | 398,985 |
Income (Loss) from Continuing Operations | (143,848) | (124,833) | (420,787) | (398,985) |
Net income (loss) | (143,848) | (124,833) | (420,787) | (398,985) |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | (143,848) | (124,833) | (420,787) | (398,985) |
Net income (loss) | (143,848) | (124,833) | (420,787) | (398,985) |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 0 | 0 | 0 | 0 |
Change in Fair Value of Interest Rate Swap Agreements | 0 | 0 | ||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 39,372 | (73,262) | 241,182 | (180,146) |
Total Other Comprehensive Income (Loss) | 39,372 | (73,262) | 241,182 | (180,146) |
Comprehensive Income (Loss) | (104,476) | (198,095) | (179,605) | (579,131) |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (104,476) | (198,095) | (179,605) | (579,131) |
Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Intercompany | 0 | 0 | 0 | 0 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | (427) | (203) | (348) | 149 |
Intercompany | 0 | 0 | 0 | 0 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
Depreciation and Amortization | 31 | 45 | 96 | 134 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 | 0 | 0 |
Total Operating Expenses | (396) | (158) | (252) | 283 |
Operating Income (Loss) | 396 | 158 | 252 | (283) |
Interest Expense (Income), Net | 49,964 | 41,369 | 150,218 | 124,530 |
Other (Income) Expense, Net | 439 | 43,258 | 2,049 | 43,678 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | (50,007) | (84,469) | (152,015) | (168,491) |
Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | 0 | 0 | 0 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (117,155) | (108,814) | (357,248) | (329,591) |
Income (Loss) from Continuing Operations | 67,148 | 24,345 | 205,233 | 161,100 |
Net income (loss) | 67,148 | 24,345 | 205,233 | 161,100 |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 67,148 | 24,345 | 205,233 | 161,100 |
Net income (loss) | 67,148 | 24,345 | 205,233 | 161,100 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 2,139 | (4,211) | 6,761 | (12,359) |
Change in Fair Value of Interest Rate Swap Agreements | 1,980 | 4,183 | ||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | (24,929) | 42,458 | (135,215) | 109,589 |
Total Other Comprehensive Income (Loss) | (20,810) | 38,247 | (124,271) | 97,230 |
Comprehensive Income (Loss) | 46,338 | 62,592 | 80,962 | 258,330 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 46,338 | 62,592 | 80,962 | 258,330 |
Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 653,614 | 574,274 | 1,924,593 | 1,718,283 |
Intercompany | 1,192 | 1,148 | 3,613 | 3,386 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 430,179 | 391,847 | 1,280,789 | 1,183,560 |
Intercompany | 4,330 | 5,021 | 13,126 | 18,217 |
Income (loss) from discontinued operations, net of tax | (11,588) | (678) | (12,283) | (1,635) |
Operating Expenses: | ||||
Depreciation and Amortization | 99,949 | 74,470 | 298,565 | 225,760 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | (321) | (385) | (1,139) | (1,179) |
Total Operating Expenses | 534,137 | 470,953 | 1,591,341 | 1,426,358 |
Operating Income (Loss) | 119,477 | 103,321 | 333,252 | 291,925 |
Interest Expense (Income), Net | 3,041 | (1,705) | 4,538 | 10,653 |
Other (Income) Expense, Net | 3,792 | 5,547 | 11,927 | 8,609 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 112,644 | 99,479 | 316,787 | 272,663 |
Provision (Benefit) for Income Taxes | 8,287 | 6,138 | 14,084 | 19,318 |
Gain on Sale of Real Estate, Net of Tax | (1,348) | 0 | (1,348) | 0 |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (26,693) | (16,019) | (63,539) | (69,394) |
Income (Loss) from Continuing Operations | 132,398 | 109,360 | 367,590 | 322,739 |
Net income (loss) | 120,810 | 108,682 | 355,307 | 321,104 |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 120,810 | 108,682 | 355,307 | 321,104 |
Net income (loss) | 120,810 | 108,682 | 355,307 | 321,104 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 0 | 0 | 0 | 0 |
Change in Fair Value of Interest Rate Swap Agreements | 0 | 0 | ||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | (14,443) | 30,804 | (105,967) | 70,557 |
Total Other Comprehensive Income (Loss) | (14,443) | 30,804 | (105,967) | 70,557 |
Comprehensive Income (Loss) | 106,367 | 139,486 | 249,340 | 391,661 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | 0 | 0 | 0 | |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 106,367 | 139,486 | 249,340 | 391,661 |
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 412,899 | 397,556 | 1,256,418 | 1,157,663 |
Intercompany | 4,330 | 5,021 | 13,126 | 18,217 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 276,736 | 269,040 | 846,288 | 795,577 |
Intercompany | 1,192 | 1,148 | 3,613 | 3,386 |
Income (loss) from discontinued operations, net of tax | (17) | (380) | (144) | (1,786) |
Operating Expenses: | ||||
Depreciation and Amortization | 57,817 | 53,998 | 175,934 | 155,425 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 1,281 | 93 | 423 | 212 |
Total Operating Expenses | 337,026 | 324,279 | 1,026,258 | 954,600 |
Operating Income (Loss) | 75,873 | 73,277 | 230,160 | 203,063 |
Interest Expense (Income), Net | 50,836 | 49,325 | 148,818 | 129,827 |
Other (Income) Expense, Net | (3,906) | 10,674 | (12,556) | (18,538) |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 28,943 | 13,278 | 93,898 | 91,774 |
Provision (Benefit) for Income Taxes | 6,013 | (3,870) | 27,789 | 10,179 |
Gain on Sale of Real Estate, Net of Tax | 0 | 638 | 0 | (925) |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations | 22,930 | 16,510 | 66,109 | 82,520 |
Net income (loss) | 22,913 | 16,130 | 65,965 | 80,734 |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | (125) | (21) | 485 | 2,853 |
Net income (loss) attributable to Iron Mountain Incorporated | 23,038 | 16,151 | 65,480 | 77,881 |
Net income (loss) | 22,913 | 16,130 | 65,965 | 80,734 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (26,908) | 41,752 | (139,051) | 108,222 |
Change in Fair Value of Interest Rate Swap Agreements | 0 | 0 | ||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 0 | 0 | 0 | 0 |
Total Other Comprehensive Income (Loss) | (26,908) | 41,752 | (139,051) | 108,222 |
Comprehensive Income (Loss) | (3,995) | 57,882 | (73,086) | 188,956 |
Comprehensive (Loss) Income Attributable to Noncontrolling Interests | (2,104) | (727) | (3,351) | 1,486 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (1,891) | 58,609 | (69,735) | 187,470 |
Storage Rental And Service [Member] | ||||
Consolidating financial statements | ||||
Revenues | 1,060,991 | 965,661 | 3,164,272 | 2,854,343 |
Storage Rental And Service [Member] | Eliminations | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Storage Rental And Service [Member] | Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Storage Rental And Service [Member] | Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 652,422 | 573,126 | 1,920,980 | 1,714,897 |
Storage Rental And Service [Member] | Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | $ 408,569 | $ 392,535 | $ 1,243,292 | $ 1,139,446 |
Selected Consolidated Financi_5
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | $ 625,538 | $ 522,290 | ||
Cash Flows from Operating Activities—Discontinued Operations | (995) | (3,421) | ||
Cash Flows from Operating Activities | 624,543 | 518,869 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | $ (112,352) | $ (78,539) | (329,953) | (243,746) |
Cash paid for acquisitions, net of cash acquired | (44,142) | (155,905) | (1,711,011) | (194,128) |
Intercompany loans to subsidiaries | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | (26,328) | (63,561) | ||
Payments to Acquire Intangible Assets and Customer Inducements | (28,377) | (56,887) | ||
Net proceeds from Divestments (see Note 10) | 1,019 | 2,423 | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 713 | 8,937 | ||
Cash Flows from Investing Activities—Continuing Operations | (2,102,793) | (483,401) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (2,102,793) | (483,401) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facilities, term loan facilities and other debt | (11,226,171) | (9,662,160) | ||
Proceeds from revolving credit facilities, term loan facilities and other debt | 12,437,017 | 9,866,760 | ||
Early retirement of senior notes | 0 | (1,193,882) | ||
Net proceeds from sales of senior notes | 0 | 1,320,183 | ||
Borrowings under cash pools | 0 | 0 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | (2,035) | 9,629 | ||
Intercompany loans from parent | 0 | 0 | ||
Equity contribution from parent | 0 | |||
Parent cash dividends | (505,403) | (292,980) | ||
Net proceeds (payments) associated with employee stock-based awards | (2,800) | 6,615 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 76,192 | 0 | ||
Net proceeds associated with the At the Market (ATM) Program | 8,716 | 0 | ||
Payment of debt financing and stock issuance costs | (15,957) | (12,685) | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 769,559 | 41,480 | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 769,559 | 41,480 | ||
Effect of exchange rates on cash and cash equivalents | (19,332) | 24,454 | ||
(Decrease) Increase in cash and cash equivalents | (728,023) | 101,402 | ||
Cash and cash equivalents, beginning of period | 925,699 | 236,484 | ||
Cash and cash equivalents, end of period | 197,676 | 337,886 | 197,676 | 337,886 |
Eliminations | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 0 | 0 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | 0 | 0 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Intercompany loans to subsidiaries | (606,826) | (68,726) | ||
Investment in subsidiaries | 0 | 16,170 | ||
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 0 | |||
Net proceeds from Divestments (see Note 10) | 0 | 0 | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 0 | ||
Cash Flows from Investing Activities—Continuing Operations | (606,826) | (52,556) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (606,826) | (52,556) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facilities, term loan facilities and other debt | 0 | 0 | ||
Proceeds from revolving credit facilities, term loan facilities and other debt | 0 | 0 | ||
Early retirement of senior notes | 0 | |||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | 1,221 | (109,272) | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 606,826 | 68,726 | ||
Equity contribution from parent | (16,170) | |||
Parent cash dividends | 0 | 0 | ||
Net proceeds (payments) associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 0 | |||
Net proceeds associated with the At the Market (ATM) Program | 0 | |||
Payment of debt financing and stock issuance costs | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 608,047 | (56,716) | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 608,047 | (56,716) | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | 1,221 | (109,272) | ||
Cash and cash equivalents, beginning of period | (94,726) | 0 | ||
Cash and cash equivalents, end of period | (93,505) | (109,272) | (93,505) | (109,272) |
Parent | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | (208,384) | (139,843) | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | (208,384) | (139,843) | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Intercompany loans to subsidiaries | 629,918 | 192,808 | ||
Investment in subsidiaries | 0 | (16,170) | ||
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 0 | |||
Net proceeds from Divestments (see Note 10) | 0 | 0 | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 0 | ||
Cash Flows from Investing Activities—Continuing Operations | 629,918 | 176,638 | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | 629,918 | 176,638 | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facilities, term loan facilities and other debt | 0 | (262,579) | ||
Proceeds from revolving credit facilities, term loan facilities and other debt | 0 | 224,660 | ||
Early retirement of senior notes | (1,031,554) | |||
Net proceeds from sales of senior notes | 1,320,183 | |||
Borrowings under cash pools | 0 | 0 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 0 | 0 | ||
Equity contribution from parent | 0 | |||
Parent cash dividends | (505,403) | (292,980) | ||
Net proceeds (payments) associated with employee stock-based awards | (2,800) | 6,615 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 76,192 | |||
Net proceeds associated with the At the Market (ATM) Program | 8,716 | |||
Payment of debt financing and stock issuance costs | (412) | (1,513) | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | (423,707) | (37,168) | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | (423,707) | (37,168) | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | (2,173) | (373) | ||
Cash and cash equivalents, beginning of period | 2,433 | 2,405 | ||
Cash and cash equivalents, end of period | 260 | 2,032 | 260 | 2,032 |
Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 644,164 | 512,521 | ||
Cash Flows from Operating Activities—Discontinued Operations | (995) | (1,635) | ||
Cash Flows from Operating Activities | 643,169 | 510,886 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (224,123) | (175,912) | ||
Cash paid for acquisitions, net of cash acquired | (1,332,235) | (95,137) | ||
Intercompany loans to subsidiaries | (23,092) | (124,082) | ||
Investment in subsidiaries | 0 | 0 | ||
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | (44,530) | |||
Payments to Acquire Intangible Assets and Customer Inducements | (54,493) | |||
Net proceeds from Divestments (see Note 10) | 1,019 | 0 | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 283 | 12,947 | ||
Cash Flows from Investing Activities—Continuing Operations | (1,622,678) | (436,677) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (1,622,678) | (436,677) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facilities, term loan facilities and other debt | (5,386,024) | (5,299,475) | ||
Proceeds from revolving credit facilities, term loan facilities and other debt | 6,455,964 | 5,386,028 | ||
Early retirement of senior notes | 0 | |||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | (832) | 73,104 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | (663,459) | (199,602) | ||
Equity contribution from parent | 0 | |||
Parent cash dividends | 0 | 0 | ||
Net proceeds (payments) associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 0 | |||
Net proceeds associated with the At the Market (ATM) Program | 0 | |||
Payment of debt financing and stock issuance costs | (12,388) | (10,892) | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 393,261 | (50,837) | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 393,261 | (50,837) | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | (586,248) | 23,372 | ||
Cash and cash equivalents, beginning of period | 634,317 | 23,380 | ||
Cash and cash equivalents, end of period | 48,069 | 46,752 | 48,069 | 46,752 |
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 189,758 | 149,612 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | (1,786) | ||
Cash Flows from Operating Activities | 189,758 | 147,826 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (105,830) | (67,834) | ||
Cash paid for acquisitions, net of cash acquired | (378,776) | (98,991) | ||
Intercompany loans to subsidiaries | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | (19,031) | |||
Payments to Acquire Intangible Assets and Customer Inducements | (2,394) | |||
Net proceeds from Divestments (see Note 10) | 0 | 2,423 | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 430 | (4,010) | ||
Cash Flows from Investing Activities—Continuing Operations | (503,207) | (170,806) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (503,207) | (170,806) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit facilities, term loan facilities and other debt | (5,840,147) | (4,100,106) | ||
Proceeds from revolving credit facilities, term loan facilities and other debt | 5,981,053 | 4,256,072 | ||
Early retirement of senior notes | (162,328) | |||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | (389) | 36,168 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | (2,035) | 9,629 | ||
Intercompany loans from parent | 56,633 | 130,876 | ||
Equity contribution from parent | 16,170 | |||
Parent cash dividends | 0 | 0 | ||
Net proceeds (payments) associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 0 | |||
Net proceeds associated with the At the Market (ATM) Program | 0 | |||
Payment of debt financing and stock issuance costs | (3,157) | (280) | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 191,958 | 186,201 | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 191,958 | 186,201 | ||
Effect of exchange rates on cash and cash equivalents | (19,332) | 24,454 | ||
(Decrease) Increase in cash and cash equivalents | (140,823) | 187,675 | ||
Cash and cash equivalents, beginning of period | 383,675 | 210,699 | ||
Cash and cash equivalents, end of period | $ 242,852 | $ 398,374 | $ 242,852 | $ 398,374 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 6 |
Segment Information - Segment R
Segment Information - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Segment information | |||||
Revenues | $ 1,060,991 | $ 965,661 | $ 3,164,272 | $ 2,854,343 | |
Depreciation and Amortization | 157,797 | 128,513 | 474,595 | 381,319 | |
Depreciation | 112,990 | 100,573 | 337,923 | 302,480 | |
Amortization | 44,807 | 27,940 | 136,672 | 78,839 | |
Adjusted EBITDA | 363,789 | 323,024 | 1,076,258 | 933,652 | |
Assets | 11,805,969 | 10,260,006 | 11,805,969 | 10,260,006 | $ 10,972,402 |
Expenditures for Segment Assets | 182,822 | 262,821 | 2,104,525 | 494,761 | |
Capital Expenditures | 112,352 | 78,539 | 329,953 | 243,746 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 44,142 | 155,905 | 1,711,011 | 194,128 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 26,328 | 63,561 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 28,377 | 56,887 | |||
North American Records and Information Management business | |||||
Segment information | |||||
Revenues | 539,603 | 513,567 | 1,605,526 | 1,530,761 | |
Depreciation and Amortization | 59,869 | 57,982 | 183,591 | 177,145 | |
Depreciation | 46,756 | 49,201 | 144,146 | 151,272 | |
Amortization | 13,113 | 8,781 | 39,445 | 25,873 | |
Adjusted EBITDA | 248,600 | 224,882 | 719,199 | 655,180 | |
Assets | 4,961,149 | 5,034,140 | 4,961,149 | 5,034,140 | |
Expenditures for Segment Assets | 53,665 | 61,016 | 138,210 | 165,544 | |
Capital Expenditures | 31,373 | 33,860 | 86,365 | 106,673 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 1,551 | 4,379 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 22,292 | 50,294 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 27,156 | 54,492 | |||
North American Data Management Business | |||||
Segment information | |||||
Revenues | 97,477 | 101,230 | 297,472 | 301,741 | |
Depreciation and Amortization | 9,472 | 8,296 | 29,114 | 24,819 | |
Depreciation | 7,277 | 6,089 | 22,517 | 18,243 | |
Amortization | 2,195 | 2,207 | 6,597 | 6,576 | |
Adjusted EBITDA | 53,484 | 56,433 | 162,616 | 167,151 | |
Assets | 823,868 | 839,425 | 823,868 | 839,425 | |
Expenditures for Segment Assets | 5,033 | 7,386 | 15,529 | 22,466 | |
Capital Expenditures | 5,033 | 7,386 | 15,529 | 22,466 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 0 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | 0 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 0 | 0 | |||
Western European Business | |||||
Segment information | |||||
Revenues | 128,728 | 128,082 | 401,815 | 370,020 | |
Depreciation and Amortization | 14,515 | 17,385 | 49,985 | 47,806 | |
Depreciation | 10,134 | 12,080 | 34,997 | 35,334 | |
Amortization | 4,381 | 5,305 | 14,988 | 12,472 | |
Adjusted EBITDA | 40,770 | 43,464 | 131,265 | 114,134 | |
Assets | 1,120,215 | 994,453 | 1,120,215 | 994,453 | |
Expenditures for Segment Assets | 3,595 | 5,088 | 38,978 | 12,192 | |
Capital Expenditures | 1,372 | 4,573 | 32,859 | 11,194 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 0 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 2,223 | 6,119 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 515 | 998 | |||
Other International Business | |||||
Segment information | |||||
Revenues | 198,265 | 199,698 | 610,987 | 581,344 | |
Depreciation and Amortization | 31,288 | 29,397 | 93,111 | 87,276 | |
Depreciation | 19,134 | 19,384 | 56,113 | 59,207 | |
Amortization | 12,154 | 10,013 | 36,998 | 28,069 | |
Adjusted EBITDA | 60,153 | 59,082 | 181,417 | 170,595 | |
Assets | 2,312,580 | 2,320,002 | 2,312,580 | 2,320,002 | |
Expenditures for Segment Assets | 48,509 | 46,097 | 110,612 | 107,801 | |
Capital Expenditures | 21,108 | 19,607 | 59,827 | 48,776 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 26,277 | 25,784 | 45,673 | 57,628 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 1,124 | 5,112 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 706 | 1,397 | |||
Global Data Center Business | |||||
Segment information | |||||
Revenues | 63,380 | 8,249 | 164,878 | 24,832 | |
Depreciation and Amortization | 27,965 | 2,302 | 72,736 | 5,321 | |
Depreciation | 16,431 | 2,265 | 40,931 | 5,156 | |
Amortization | 11,534 | 37 | 31,805 | 165 | |
Adjusted EBITDA | 27,299 | 1,077 | 72,990 | 8,574 | |
Assets | 2,159,955 | 365,659 | 2,159,955 | 365,659 | |
Expenditures for Segment Assets | 42,585 | 60,037 | 1,745,770 | 77,729 | |
Capital Expenditures | 41,896 | 5,509 | 98,169 | 23,201 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 54,528 | 1,645,922 | 54,528 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 689 | 1,679 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 0 | 0 | |||
Corporate and Other | |||||
Segment information | |||||
Revenues | 33,538 | 14,835 | 83,594 | 45,645 | |
Depreciation and Amortization | 14,688 | 13,151 | 46,058 | 38,952 | |
Depreciation | 13,258 | 11,554 | 39,219 | 33,268 | |
Amortization | 1,430 | 1,597 | 6,839 | 5,684 | |
Adjusted EBITDA | (66,517) | (61,914) | (191,229) | (181,982) | |
Assets | 428,202 | 706,327 | 428,202 | 706,327 | |
Expenditures for Segment Assets | 29,435 | 83,197 | 55,426 | 109,029 | |
Capital Expenditures | 11,570 | 7,604 | 37,204 | 31,436 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 17,865 | 75,593 | 17,865 | 77,593 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | 357 | |||
Payments to Acquire Intangible Assets and Customer Inducements | 0 | 0 | |||
Storage rental | |||||
Segment information | |||||
Revenues | 656,973 | 601,091 | 1,963,561 | 1,763,609 | |
Storage rental | North American Records and Information Management business | |||||
Segment information | |||||
Revenues | 306,633 | 308,822 | 917,347 | 912,173 | |
Storage rental | North American Data Management Business | |||||
Segment information | |||||
Revenues | 67,779 | 70,075 | 205,833 | 207,634 | |
Storage rental | Western European Business | |||||
Segment information | |||||
Revenues | 79,492 | 78,012 | 245,883 | 224,114 | |
Storage rental | Other International Business | |||||
Segment information | |||||
Revenues | 124,920 | 125,903 | 386,278 | 364,835 | |
Storage rental | Global Data Center Business | |||||
Segment information | |||||
Revenues | 60,039 | 7,761 | 157,479 | 23,550 | |
Storage rental | Corporate and Other | |||||
Segment information | |||||
Revenues | 18,110 | 10,518 | 50,741 | 31,303 | |
Service | |||||
Segment information | |||||
Revenues | 404,018 | 364,570 | 1,200,711 | 1,090,734 | |
Service | North American Records and Information Management business | |||||
Segment information | |||||
Revenues | 232,970 | 204,745 | 688,179 | 618,588 | |
Service | North American Data Management Business | |||||
Segment information | |||||
Revenues | 29,698 | 31,155 | 91,639 | 94,107 | |
Service | Western European Business | |||||
Segment information | |||||
Revenues | 49,236 | 50,070 | 155,932 | 145,906 | |
Service | Other International Business | |||||
Segment information | |||||
Revenues | 73,345 | 73,795 | 224,709 | 216,509 | |
Service | Global Data Center Business | |||||
Segment information | |||||
Revenues | 3,341 | 488 | 7,399 | 1,282 | |
Service | Corporate and Other | |||||
Segment information | |||||
Revenues | $ 15,428 | $ 4,317 | $ 32,853 | $ 14,342 |
Segment Information - Reconcili
Segment Information - Reconciliation to Income from Continuing Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reconciliation of Adjusted EBITDA to income from continuing operations | ||||
Adjusted EBITDA | $ 363,789 | $ 323,024 | $ 1,076,258 | $ 933,652 |
Provision (Benefit) for Income Taxes | 14,300 | 2,268 | 41,873 | 29,497 |
Less: Depreciation and Amortization | 157,797 | 128,513 | 474,595 | 381,319 |
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | 960 | (292) | (716) | (967) |
Income (Loss) from Continuing Operations | 78,628 | 25,382 | 218,145 | 167,374 |
Interest Expense (Income), Net | 103,841 | 88,989 | 303,574 | 265,010 |
Other Expense (Income), Net | 325 | 59,479 | 1,420 | 33,749 |
Gain on Sale of Real Estate, Net of Tax | (1,348) | 638 | (1,348) | (925) |
Recall Transaction and IODC Transaction [Member] | ||||
Reconciliation of Adjusted EBITDA to income from continuing operations | ||||
Total Significant Acquisition Costs | $ 9,286 | $ 18,047 | $ 38,715 | $ 58,595 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Insurance Settlement | |
Commitments and Contingencies | |
Reasonably possible additional losses | $ 17,200 |
Stockholders' Equity Matters -
Stockholders' Equity Matters - Dividends Declared (Details) | Oct. 02, 2018USD ($) | Jul. 24, 2018$ / shares | Jul. 02, 2018USD ($) | May 24, 2018$ / shares | Apr. 02, 2018USD ($) | Feb. 14, 2018$ / shares | Jan. 02, 2018USD ($) | Dec. 12, 2017USD ($)bank$ / sharesshares | Oct. 24, 2017$ / shares | Oct. 02, 2017USD ($) | Jul. 27, 2017$ / shares | Jul. 03, 2017USD ($) | May 24, 2017$ / shares | Apr. 03, 2017USD ($) | Feb. 15, 2017$ / shares | Oct. 31, 2017USD ($) | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017$ / shares | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($)$ / shares | Dec. 31, 2017$ / sharesshares |
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||||
Dividends Declared per Common Share (in dollars per share) | $ / shares | $ 0.5875 | $ 0.5875 | $ 0.5875 | $ 0.5875 | $ 0.55 | $ 0.55 | $ 0.55 | $ 0.5876 | $ 0.5534 | $ 1.7641 | $ 1.6543 | ||||||||||
Dividends, Common Stock | $ 168,078,000 | $ 167,969,000 | $ 166,319,000 | $ 146,772,000 | $ 145,417,000 | $ 145,235,000 | $ 507,437,000 | $ 439,327,000 | |||||||||||||
Common stock, issued shares | shares | 286,221,058 | 286,221,058 | 283,110,183 | ||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||
Subsequent Event | |||||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||||
Dividends, Common Stock | $ 168,148,000 | ||||||||||||||||||||
At The Market (ATM) Equity Program [Member] | |||||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||||
Sale of Stock, Authorized Amount | $ 500,000,000 | ||||||||||||||||||||
Sale Of Stock Consideration Received On Transaction, Gross | $ 8,800,000 | ||||||||||||||||||||
Sale of Stock, Consideration Received on Transaction | 8,716,000 | ||||||||||||||||||||
Payment of Stock Trading Commission Costs | 90,000 | ||||||||||||||||||||
Sale of Stock, Remaining Aggregate Sale Price Of Stock Available For Distribution | $ 431,200,000 | $ 431,200,000 | |||||||||||||||||||
Number Of Banks | 10 | ||||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 0 | 273,486 | |||||||||||||||||||
Equity Offering [Member] | |||||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 516,462,000 | ||||||||||||||||||||
Number Of Banks | bank | 16 | ||||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 14,500,000 | ||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 37 | ||||||||||||||||||||
Payments of Stock Issuance Costs Per Share | $ / shares | $ 1.38195 | ||||||||||||||||||||
Over-Allotment Option [Member] | |||||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 76,200,000 | ||||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 2,175,000 |
Divestments - (Details)
Divestments - (Details) - USD ($) $ in Thousands | May 30, 2017 | May 04, 2016 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 28, 2018 | Dec. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Cash proceeds from divestment | $ 1,019 | $ 2,423 | |||||||
Income (Loss) from Discontinued Operations, Net of Tax | $ (11,605) | $ (1,058) | (12,427) | (3,421) | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 0 | 38,869 | |||||||
Initial United States Divestments | Discontinued Operations, Disposed of by Sale | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Disposal, consideration | $ 80,000 | ||||||||
Cash proceeds from divestment | 55,000 | ||||||||
Disposal Group, Including Discontinued Operation, Contingent Receivable | $ 25,000 | ||||||||
Recall Divestments [Member] | Discontinued Operations, Disposed of by Sale | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Income (Loss) from Discontinued Operations Before Provision (Benefit) for Income Taxes | (11,601) | (1,678) | (12,574) | (5,156) | |||||
Discontinued Operation, Tax Effect of Discontinued Operation | 4 | (620) | (147) | (1,735) | |||||
Income (Loss) from Discontinued Operations, Net of Tax | (11,605) | $ (1,058) | (12,427) | (3,421) | |||||
Russia and Ukraine Divestment | Disposal Group, Not Discontinued Operations | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Disposal group, equity interest | 25.00% | ||||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 38,869 | $ 38,869 | |||||||
Disposal group, cumulative translation adjustment | $ 29,100 | ||||||||
Disposal Group, Including Discontinued Operation, Net Assets Excluding Goodwill | 4,716 | ||||||||
Disposal Group, Including Discontinued Operation, Goodwill | 3,515 | ||||||||
IMFS [Member] | Disposed of by Sale, Not Discontinued Operations | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Disposal, consideration | $ 3,000 | ||||||||
Other Assets | Russia and Ukraine Divestment | Disposal Group, Not Discontinued Operations | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Equity method investment, fair value | 18,000 | $ 17,514 | $ 17,514 | $ 17,539 | |||||
Equity method investments, carrying value | $ 20,869 |
Divestments - Results of Operat
Divestments - Results of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income (Loss) from Discontinued Operations, Net of Tax | $ (11,605) | $ (1,058) | $ (12,427) | $ (3,421) |
Significant Acquisition Costs_2
Significant Acquisition Costs (Details) - Recall Holdings Limited [Member] - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||
Restructuring Reserve | $ 4,709 | $ 12,622 |
Restructuring Accruals | 3,058 | |
Restructuring Reserve, Accrual Adjustment | (64) | |
Payments for Restructuring | (10,843) | |
Restructuring Reserve, Foreign Currency Translation Gain (Loss) | $ (64) |
Significant Acquisition Costs S
Significant Acquisition Costs Significant Acquisition Costs Included in Statements of Operations (Details) - Recall Transaction and IODC Transaction [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 9,286 | $ 18,047 | $ 38,715 | $ 58,595 |
Cost of sales (excluding depreciation and amortization) | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 2,892 | 3,059 | 5,015 | 16,019 |
Selling, general and administrative expenses | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 6,394 | $ 14,988 | $ 33,700 | $ 42,576 |
Significant Acquisition Costs_3
Significant Acquisition Costs Significant Acquisition Costs by Segment (Details) - Recall Transaction and IODC Transaction [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 9,286 | $ 18,047 | $ 38,715 | $ 58,595 |
North American Records and Information Management business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 950 | 2,540 | 4,551 | 16,165 |
North American Data Management Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 83 | 301 | 434 | 1,984 |
Western European Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 1,806 | 2,586 | 5,385 | 7,933 |
Other International Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 2,001 | 2,570 | 3,434 | 6,158 |
Global Data Center Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 232 | 0 | 11,572 | 0 |
Corporate and Other | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 4,214 | $ 10,050 | $ 13,339 | $ 26,355 |