Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 28, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 1-13045 | |
Entity Registrant Name | IRON MOUNTAIN INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 23-2588479 | |
Entity Address, Address Line One | One Federal Street | |
Entity Address, City or Town | Boston | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02110 | |
City Area Code | 617 | |
Local Phone Number | 535-4766 | |
Title of 12(b) Security | Common Stock, $.01 par value | |
Trading Symbol | IRM | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Emerging Growth Company | false | |
Small Business Entity | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 290,714,037 | |
Entity Central Index Key | 0001020569 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 155,223 | $ 255,828 |
Accounts receivable (less allowances of $52,695 and $62,009 as of September 30, 2022 and December 31, 2021, respectively) | 1,133,596 | 961,419 |
Prepaid expenses and other | 268,030 | 224,020 |
Total Current Assets | 1,556,849 | 1,441,267 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 8,794,078 | 8,647,303 |
Less—Accumulated depreciation | (4,063,636) | (3,979,159) |
Property, Plant and Equipment, Net | 4,730,442 | 4,668,144 |
Other Assets, Net: | ||
Goodwill | 4,831,306 | 4,463,531 |
Customer and supplier relationships and other intangible assets | 1,444,924 | 1,181,043 |
Operating lease right-of-use assets | 2,556,253 | 2,314,422 |
Other | 574,942 | 381,624 |
Total Other Assets, Net | 9,407,425 | 8,340,620 |
Total Assets | 15,694,716 | 14,450,031 |
Current Liabilities: | ||
Current portion of long-term debt | 81,275 | 309,428 |
Accounts payable | 432,384 | 369,145 |
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities) | 929,566 | 1,032,537 |
Deferred revenue | 282,687 | 307,470 |
Total Current Liabilities | 1,725,912 | 2,018,580 |
Long-term Debt, net of current portion | 10,228,846 | 8,962,513 |
Long-term Operating Lease Liabilities, net of current portion | 2,405,751 | 2,171,472 |
Other Long-term Liabilities | 398,830 | 144,053 |
Deferred Income Taxes | 307,717 | 223,934 |
Commitments and Contingencies | ||
Redeemable Noncontrolling Interests | 93,821 | 72,411 |
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 290,687,942 and 289,757,061 shares as of September 30, 2022 and December 31, 2021, respectively) | 2,907 | 2,898 |
Additional paid-in capital | 4,445,988 | 4,412,553 |
(Distributions in excess of earnings) Earnings in excess of distributions | (3,330,213) | (3,221,152) |
Accumulated other comprehensive items, net | (589,481) | (338,347) |
Total Iron Mountain Incorporated Stockholders' Equity | 529,201 | 855,952 |
Noncontrolling Interests | 4,638 | 1,116 |
Total Equity | 533,839 | 857,068 |
Total Liabilities and Equity | $ 15,694,716 | $ 14,450,031 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 52,695 | $ 62,009 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued shares (in shares) | 0 | 0 |
Preferred stock, outstanding shares (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized shares (in shares) | 400,000,000 | 400,000,000 |
Common stock, issued shares (in shares) | 290,687,942 | 289,757,061 |
Common stock, outstanding shares (in shares) | 290,687,942 | 289,757,061 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues: | ||||
Storage rental | $ 760,370 | $ 718,614 | $ 2,264,566 | $ 2,144,942 |
Service | 526,575 | 411,534 | 1,559,959 | 1,187,002 |
Total Revenues | 1,286,945 | 1,130,148 | 3,824,525 | 3,331,944 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 546,041 | 481,663 | 1,649,139 | 1,408,151 |
Selling, general and administrative | 285,299 | 241,596 | 861,416 | 760,098 |
Depreciation and amortization | 175,077 | 174,818 | 536,946 | 507,145 |
Acquisition and Integration Costs | 5,554 | 1,138 | 38,093 | 3,415 |
Restructuring charges | 3,382 | 50,432 | 3,382 | 129,686 |
(Gain) Loss on disposal/write-down of property, plant and equipment, net | (14,170) | (935) | (66,124) | (134,321) |
Total Operating Expenses | 1,001,183 | 948,712 | 3,022,852 | 2,674,174 |
Operating Income (Loss) | 285,762 | 181,436 | 801,673 | 657,770 |
Interest Expense, Net (includes Interest Income) | 121,767 | 103,809 | 351,266 | 313,451 |
Other (Income) Expense, Net | (52,870) | (18,501) | (38,186) | (200,018) |
Net Income (Loss) Before Provision (Benefit) for Income Taxes | 216,865 | 96,128 | 488,593 | 544,337 |
Provision (Benefit) for Income Taxes | 23,934 | 28,017 | 52,097 | 153,073 |
Net Income (Loss) | 192,931 | 68,111 | 436,496 | 391,264 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 767 | 428 | 1,952 | 2,693 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 192,164 | $ 67,683 | $ 434,544 | $ 388,571 |
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated: | ||||
Basic (in dollars per share) | $ 0.66 | $ 0.23 | $ 1.49 | $ 1.34 |
Diluted (in dollars per share) | $ 0.66 | $ 0.23 | $ 1.49 | $ 1.34 |
Weighted average common shares outstanding-basic (in shares) | 290,937,000 | 289,762,000 | 290,673,000 | 289,255,000 |
Weighted average common shares outstanding-diluted (in shares) | 292,551,871 | 291,482,255 | 292,294,236 | 290,696,596 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Interest income | $ 2,176 | $ 2,160 | $ 5,995 | $ 5,858 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 192,931 | $ 68,111 | $ 436,496 | $ 391,264 |
Other Comprehensive (Loss) Income: | ||||
Foreign Currency Translation Adjustment | (175,098) | (91,263) | (335,431) | (115,075) |
Change in Fair Value of Derivative Instruments | 32,233 | 14,665 | 83,210 | 35,505 |
Total Other Comprehensive (Loss) Income: | (142,865) | (76,598) | (252,221) | (79,570) |
Comprehensive Income (Loss) | 50,066 | (8,487) | 184,275 | 311,694 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 408 | (370) | 865 | 1,683 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ 49,658 | $ (8,117) | $ 183,410 | $ 310,011 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | COMMON STOCK | ADDITIONAL PAID-IN CAPITAL | (DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONS | ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET | NONCONTROLLING INTERESTS | REDEEMABLE NONCONTROLLING INTERESTS |
Beginning of Period at Dec. 31, 2020 | $ 1,136,729 | $ 2,883 | $ 4,340,078 | $ (2,950,339) | $ (255,893) | $ 0 | |
Balance (in shares) at Dec. 31, 2020 | 288,273,049 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation | 66,507 | $ 12 | 66,495 | ||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 1,273,097 | ||||||
Changes in equity related to noncontrolling interests | 680 | 680 | $ (512) | ||||
Parent cash dividends declared | (540,045) | (540,045) | |||||
Foreign currency translation adjustment | (114,112) | (114,065) | (47) | ||||
Change in fair value of derivative instruments | 35,505 | 35,505 | |||||
Net income (loss) | 388,571 | 388,571 | |||||
Purchase of noncontrolling interests | 1,311 | 1,311 | |||||
End of period at Sep. 30, 2021 | 975,146 | $ 2,895 | 4,407,253 | (3,101,813) | (334,453) | 1,264 | |
Balance (in shares) at Sep. 30, 2021 | 289,546,146 | ||||||
Beginning of redeemable noncontrolling interest at Dec. 31, 2020 | 59,805 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Changes in equity related to noncontrolling interests | 680 | 680 | (512) | ||||
Foreign currency translation adjustment | (963) | ||||||
Net income (loss) | 2,693 | ||||||
Noncontrolling interests equity contributions | 2,200 | ||||||
Noncontrolling interests dividends | (1,882) | ||||||
Purchase of noncontrolling interests | 2,567 | ||||||
Redemption of noncontrolling interests | (2,518) | ||||||
Ending of redeemable noncontrolling interest at Sep. 30, 2021 | 61,390 | ||||||
Beginning of Period at Jun. 30, 2021 | 1,147,742 | $ 2,895 | 4,392,396 | (2,988,896) | (258,653) | 0 | |
Balance (in shares) at Jun. 30, 2021 | 289,458,768 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation | 14,857 | $ 0 | 14,857 | ||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 87,378 | ||||||
Changes in equity related to noncontrolling interests | 168 | ||||||
Parent cash dividends declared | (180,600) | (180,600) | |||||
Foreign currency translation adjustment | (90,512) | (90,465) | (47) | ||||
Change in fair value of derivative instruments | 14,665 | 14,665 | |||||
Net income (loss) | 67,683 | 67,683 | |||||
Purchase of noncontrolling interests | 1,311 | 1,311 | |||||
End of period at Sep. 30, 2021 | 975,146 | $ 2,895 | 4,407,253 | (3,101,813) | (334,453) | 1,264 | |
Balance (in shares) at Sep. 30, 2021 | 289,546,146 | ||||||
Beginning of redeemable noncontrolling interest at Jun. 30, 2021 | 64,660 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Changes in equity related to noncontrolling interests | 168 | ||||||
Foreign currency translation adjustment | (751) | ||||||
Net income (loss) | 428 | ||||||
Noncontrolling interests dividends | (597) | ||||||
Redemption of noncontrolling interests | (2,518) | ||||||
Ending of redeemable noncontrolling interest at Sep. 30, 2021 | 61,390 | ||||||
Beginning of Period at Dec. 31, 2021 | $ 857,068 | $ 2,898 | 4,412,553 | (3,221,152) | (338,347) | 1,116 | |
Balance (in shares) at Dec. 31, 2021 | 289,757,061 | 289,757,061 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation | $ 36,939 | $ 9 | 36,930 | ||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 930,881 | ||||||
Changes in equity related to noncontrolling interests | 2,626 | (1,009) | 3,635 | 1,009 | |||
Parent cash dividends declared | (543,605) | (543,605) | |||||
Foreign currency translation adjustment | (334,825) | (334,344) | (481) | (606) | |||
Change in fair value of derivative instruments | 83,210 | 83,210 | |||||
Net income (loss) | 434,912 | 434,544 | 368 | ||||
Noncontrolling interests equity contributions and related costs | (2,486) | (2,486) | |||||
End of period at Sep. 30, 2022 | $ 533,839 | $ 2,907 | 4,445,988 | (3,330,213) | (589,481) | 4,638 | |
Balance (in shares) at Sep. 30, 2022 | 290,687,942 | 290,687,942 | |||||
Beginning of redeemable noncontrolling interest at Dec. 31, 2021 | $ 72,411 | 72,411 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Changes in equity related to noncontrolling interests | 2,626 | (1,009) | 3,635 | 1,009 | |||
Net income (loss) | 1,584 | ||||||
Noncontrolling interests equity contributions | 21,547 | ||||||
Noncontrolling interests dividends | (2,124) | ||||||
Ending of redeemable noncontrolling interest at Sep. 30, 2022 | 93,821 | 93,821 | |||||
Beginning of Period at Jun. 30, 2022 | 651,775 | $ 2,907 | 4,432,009 | (3,340,992) | (446,975) | 4,826 | |
Balance (in shares) at Jun. 30, 2022 | 290,679,958 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation | 13,979 | 13,979 | |||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 7,984 | ||||||
Parent cash dividends declared | (181,385) | (181,385) | |||||
Foreign currency translation adjustment | (175,061) | (174,739) | (322) | (37) | |||
Change in fair value of derivative instruments | 32,233 | 32,233 | |||||
Net income (loss) | 192,298 | 192,164 | 134 | ||||
End of period at Sep. 30, 2022 | $ 533,839 | $ 2,907 | $ 4,445,988 | $ (3,330,213) | $ (589,481) | $ 4,638 | |
Balance (in shares) at Sep. 30, 2022 | 290,687,942 | 290,687,942 | |||||
Beginning of redeemable noncontrolling interest at Jun. 30, 2022 | 93,957 | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Net income (loss) | 633 | ||||||
Noncontrolling interests dividends | (732) | ||||||
Ending of redeemable noncontrolling interest at Sep. 30, 2022 | $ 93,821 | $ 93,821 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 436,496 | $ 391,264 |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Depreciation | 350,626 | 347,269 |
Amortization (includes amortization of deferred financing costs and discounts of $13,536 and $12,470 for the nine months ended September 30, 2022 and 2021, respectively) | 199,856 | 172,346 |
Revenue reduction associated with amortization of customer inducements and above- and below-market leases | 5,532 | 6,578 |
Stock-based compensation expense | 45,923 | 46,852 |
(Benefit) provision for deferred income taxes | (22,991) | 36,333 |
Loss on early extinguishment of debt | 671 | 0 |
Gain on IPM divestment | 0 | (180,569) |
(Gain) loss on disposal/write-down of property, plant and equipment, net | (66,124) | (134,321) |
Loss associated with OSG deconsolidation | 105,825 | 0 |
Gain associated with Clutter Transaction | (35,821) | 0 |
Foreign currency transactions and other, net | (101,329) | (13,239) |
(Increase) decrease in assets | (219,173) | (112,753) |
(Decrease) increase in liabilities | (139,136) | (96,423) |
Cash Flows from Operating Activities | 560,355 | 463,337 |
Cash Flows from Investing Activities: | ||
Capital expenditures | (596,801) | (418,976) |
Cash paid for acquisitions, net of cash acquired | (724,213) | (203,752) |
Acquisition of customer relationships | (1,901) | (4,800) |
Customer inducements | (4,288) | (5,148) |
Contract fulfillment costs | (49,874) | (43,699) |
Investments in joint ventures and other investments | (46,100) | (72,153) |
Net proceeds from IPM Divestment | 0 | 213,878 |
Proceeds from sales of property and equipment and other, net | 119,417 | 214,865 |
Cash Flows from Investing Activities | (1,303,760) | (319,785) |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit facility, term loan facilities and other debt | (8,038,964) | (2,622,555) |
Proceeds from revolving credit facility, term loan facilities and other debt | 9,240,478 | 3,037,476 |
Debt financing and equity contribution from noncontrolling interests | 21,547 | 0 |
Debt repayment and equity distribution to noncontrolling interests | (2,124) | (1,882) |
Repurchase of noncontrolling interest | 0 | (75,000) |
Parent cash dividends | (544,069) | (538,902) |
Net (payments) proceeds associated with employee stock-based awards | (8,984) | 19,655 |
Other, net | (9,437) | 3,621 |
Cash Flows from Financing Activities | 658,447 | (177,587) |
Effect of Exchange Rates on Cash and Cash Equivalents | (15,647) | (9,589) |
(Decrease) increase in Cash and Cash Equivalents | (100,605) | (43,624) |
Cash and Cash Equivalents, Beginning of Period | 255,828 | 205,063 |
Cash and Cash Equivalents, End of Period | 155,223 | 161,439 |
Supplemental Information: | ||
Cash Paid for Interest | 410,851 | 395,355 |
Cash Paid for Income Taxes, Net | 77,765 | 96,174 |
Non-Cash Investing and Financing Activities: | ||
Financing Leases | 18,774 | 40,590 |
Accrued Capital Expenditures | 137,802 | 60,418 |
Deferred Purchase Obligation, Purchase Price Holdbacks and Other | 279,734 | 0 |
Dividends Payable | $ 190,095 | $ 189,010 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Cash Flows [Abstract] | ||
Deferred financing costs and discount included in amortization | $ 13,536 | $ 12,470 |
General
General | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | GENERAL The unaudited condensed consolidated financial statements of Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us"), have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("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 interim condensed consolidated financial statements are presented herein and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year. The Condensed Consolidated Financial Statements and Notes thereto, which are included herein, should be read in conjunction with the Consolidated Financial Statements and Notes thereto for the year ended December 31, 2021 included in Exhibit 99.1 of our Current Report on Form 8-K filed with the SEC on August 4, 2022 (our "Current Report"). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESA. CASH AND CASH EQUIVALENTSCash and cash equivalents include cash on hand and cash invested in highly liquid short-term securities, which have remaining maturities at the date of purchase of less than 90 days. Cash and cash equivalents are carried at cost, which approximates fair value B. ACCOUNTS RECEIVABLE We maintain an allowance for doubtful accounts and a credit memo reserve for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. The rollforward of the allowance for doubtful accounts and credit memo reserves for the nine months ended September 30, 2022 is as follows: Balance as of December 31, 2021 $ 62,009 Credit memos charged to revenue 41,722 Allowance for bad debts charged to expense 10,691 Deductions and other (1) (61,727) Balance as of September 30, 2022 $ 52,695 (1) Primarily consists of the issuance of credit memos, the write-off of accounts receivable, allowances associated with businesses acquired and the impact associated with currency translation adjustments. C. INVENTORY Inventories are stated at the lower of cost or net realizable value, based on a first-in, first-out methodology. Our inventory primarily consists of information technology-related assets including memory, central processing units, hard drives, adaptors and networking. All of our inventory is considered finished goods. Inventory is included as a component of Prepaid expenses and other in our Condensed Consolidated Balance Sheets. At September 30, 2022, we have inventory of approximately $14,565, net of related reserves for obsolete, excess and slow-moving inventory, related to our asset lifecycle management ("ALM") business. We had no inventory as of December 31, 2021. D. LEASES We lease facilities for certain warehouses, data centers and office space. We also have land leases, including those on which certain facilities are located. Operating and financing lease right-of-use assets and lease liabilities as of September 30, 2022 and December 31, 2021 are as follows: DESCRIPTION SEPTEMBER 30, 2022 DECEMBER 31, 2021 Assets: Operating lease right-of-use assets $ 2,556,253 $ 2,314,422 Financing lease right-of-use assets, net of accumulated depreciation (1) 250,627 298,049 Liabilities: Current Operating lease liabilities $ 270,311 $ 259,597 Financing lease liabilities (1) 34,622 41,168 Long-term Operating lease liabilities $ 2,405,751 $ 2,171,472 Financing lease liabilities (1) 276,627 315,561 (1) Financing lease right-of-use assets, current financing lease liabilities and long-term financing lease liabilities are included within Property, Plant and Equipment, Net, Current portion of long-term debt and Long-term Debt, net of current portion, respectively, within our Condensed Consolidated Balance Sheets. The components of the lease expense for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, DESCRIPTION 2022 2021 2022 2021 Operating lease cost (1) $ 145,293 $ 140,551 $ 428,686 $ 408,312 Financing lease cost: Depreciation of financing lease right-of-use assets $ 10,186 $ 14,006 $ 32,218 $ 39,062 Interest expense for financing lease liabilities 4,126 5,055 13,163 14,940 (1) Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of $30,730 and $89,647 for the three and nine months ended September 30, 2022, respectively, and $28,835 and $86,422 for the three and nine months ended September 30, 2021, respectively. Other information: Supplemental cash flow information relating to our leases for the nine months ended September 30, 2022 and 2021 is as follows: NINE MONTHS ENDED SEPTEMBER 30, CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES: 2022 2021 Operating cash flows used in operating leases $ 302,442 $ 291,535 Operating cash flows used in financing leases (interest) 13,163 14,940 Financing cash flows used in financing leases 29,254 35,360 NON-CASH ITEMS: Operating lease modifications and reassessments $ 145,133 $ 103,158 New operating leases (including acquisitions and sale-leaseback transactions) 485,673 240,822 E. GOODWILL Our reporting units as of December 31, 2021 are described in detail in Note 2.k. to Notes to Consolidated Financial Statements included in our Current Report. The goodwill associated with acquisitions completed during the first nine months of 2022 (as described in Note 3) has been incorporated into our current reporting units. The changes in the carrying value of goodwill attributable to each reportable segment for the nine months ended September 30, 2022 are as follows: GLOBAL RIM BUSINESS GLOBAL DATA CENTER BUSINESS CORPORATE AND OTHER BUSINESS TOTAL CONSOLIDATED Goodwill balance, net of accumulated amortization as of December 31, 2021 (1) $ 3,972,852 $ 426,074 $ 64,605 $ 4,463,531 Tax deductible goodwill acquired during the year — — 762 762 Non-tax deductible goodwill acquired during the period 696 — 585,444 586,140 Fair value and other adjustments (2) (12,101) — 384 (11,717) Currency effects (186,056) (18,287) (3,067) (207,410) Goodwill balance, net of accumulated amortization as of September 30, 2022 $ 3,775,391 $ 407,787 $ 648,128 $ 4,831,306 Accumulated goodwill impairment balance as of September 30, 2022 $ 132,409 $ — $ 26,011 $ 158,420 (1) The balances as of December 31, 2021 have been recast to reflect the segment changes described in our Current Report. (2) This amount primarily represents an adjustment to goodwill as a result of the deconsolidation of certain businesses, as described in Note 2.l. F. FAIR VALUE MEASUREMENTS The assets and liabilities carried at fair value measured on a recurring basis as of September 30, 2022 and December 31, 2021 are as follows: FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2022 USING DESCRIPTION TOTAL CARRYING QUOTED PRICES IN SIGNIFICANT OTHER SIGNIFICANT Money Market Funds $ 18,861 $ — $ 18,861 $ — Time Deposits 1,123 — 1,123 — Trading Securities 9,085 9,049 36 — Derivative Assets 85,887 — 85,887 — Deferred Purchase Obligation (as defined in Note 3) 275,100 — — 275,100 FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2021 USING DESCRIPTION TOTAL CARRYING QUOTED PRICES IN SIGNIFICANT OTHER SIGNIFICANT Money Market Funds $ 101,022 $ — $ 101,022 $ — Time Deposits 2,238 — 2,238 — Trading Securities 11,147 11,062 85 — Derivative Assets 11,021 — 11,021 — Derivative Liabilities 8,344 — 8,344 — There were no material items that are measured at fair value on a non-recurring basis at September 30, 2022 and December 31, 2021, other than (i) those disclosed in Note 2.o. to Notes to Consolidated Financial Statements included in our Current Report, (ii) assets acquired and liabilities assumed through our acquisitions that occurred during the nine months ended September 30, 2022, (iii) our initial investment in the Clutter JV and our additional investment in the Web Werks JV (each as defined in Note 4), and (iv) the fair value of our retained investment of our deconsolidated businesses (as described in Note 2.l.), all of which are based on Level 3 inputs. The fair value of the Deferred Purchase Obligation associated with the ITRenew Transaction (as defined in Note 3) was determined utilizing a Monte-Carlo model and takes into account our forecasted projections as it relates to the underlying performance of the business. There has been no material change in the fair value of the Deferred Purchase Obligation since our initial analysis. G. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET The changes in Accumulated other comprehensive items, net for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, 2022 THREE MONTHS ENDED SEPTEMBER 30, 2021 FOREIGN CHANGE IN FAIR VALUE OF TOTAL FOREIGN CHANGE IN FAIR VALUE OF TOTAL Beginning of Period $ (500,629) $ 53,654 $ (446,975) $ (229,790) $ (28,863) $ (258,653) Other comprehensive (loss) income: Foreign currency translation and other adjustments (174,739) — (174,739) (90,465) — (90,465) Change in fair value of derivative instruments — 32,233 32,233 — 14,665 14,665 Total other comprehensive (loss) income (174,739) 32,233 (142,506) (90,465) 14,665 (75,800) End of Period $ (675,368) $ 85,887 $ (589,481) $ (320,255) $ (14,198) $ (334,453) NINE MONTHS ENDED SEPTEMBER 30, 2022 NINE MONTHS ENDED SEPTEMBER 30, 2021 FOREIGN CHANGE IN FAIR VALUE OF TOTAL FOREIGN CHANGE IN FAIR VALUE OF TOTAL Beginning of Period $ (341,024) $ 2,677 $ (338,347) $ (206,190) $ (49,703) $ (255,893) Other comprehensive (loss) income: Foreign currency translation and other adjustments (334,344) — (334,344) (114,065) — (114,065) Change in fair value of derivative instruments — 83,210 83,210 — 35,505 35,505 Total other comprehensive (loss) income (334,344) 83,210 (251,134) (114,065) 35,505 (78,560) End of Period $ (675,368) $ 85,887 $ (589,481) $ (320,255) $ (14,198) $ (334,453) H. REVENUES The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, "Contract Fulfillment Costs"). Contract Fulfillment Costs as of September 30, 2022 and December 31, 2021 are as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 GROSS ACCUMULATED NET GROSS ACCUMULATED NET Intake Costs asset $ 63,856 $ (40,045) $ 23,811 $ 71,336 $ (42,678) $ 28,658 Commissions asset 124,081 (54,948) 69,133 114,791 (50,553) 64,238 Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows: DESCRIPTION LOCATION IN BALANCE SHEET SEPTEMBER 30, 2022 DECEMBER 31, 2021 Deferred revenue - Current Deferred revenue $ 282,687 $ 307,470 Deferred revenue - Long-term Other Long-term Liabilities 31,234 33,691 DATA CENTER LESSOR CONSIDERATIONS Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Codification ("ASC") No. 842 ("ASC 842"), Leases, as amended. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 2021 2022 2021 Storage rental revenue (1) $ 96,328 $ 72,411 $ 273,547 $ 210,805 I. STOCK-BASED COMPENSATION Our stock-based compensation expense includes 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, the "Employee Stock-Based Awards"). 2022 RETIREMENT ELIGIBLE CRITERIA For our Employee Stock-Based Awards made on or after March 1, 2022, we have included the following retirement provision: • Upon an award recipient's retirement on or after attaining age 55 with at least five years of service, if the sum of (i) the award recipient’s age at retirement and (ii) the award recipient’s years of service with us totals at least 65, the award recipient is entitled to continued vesting of any outstanding Employee Stock-Based Awards, provided that their retirement occurs on or after a minimum of six months from the grant date (the "Retirement Criteria"). • Accordingly, (i) grants of Employee Stock-Based Awards to an employee who has met the Retirement Criteria on or before the date of grant, or will meet the Retirement Criteria before the six month anniversary in the year of the grant, will be expensed over six months from the date of grant and (ii) grants of Employee Stock-Based Awards to employees who will meet the Retirement Criteria during the award’s normal vesting period will be expensed between the date of grant and the date upon which the award recipient meets the Retirement Criteria. • Stock options and RSUs granted to award recipients who meet the Retirement Criteria will be delivered to the award recipient based upon the original vesting schedule. If an award recipient retires and has met the Retirement Criteria, stock options will remain exercisable until the original expiration date of the stock options. PUs granted to award recipients who meet the Retirement Criteria will be delivered in accordance with the original vesting schedule of the applicable PU award and remain subject to the same performance conditions. STOCK-BASED COMPENSATION EXPENSE Stock-based compensation expense for the Employee Stock-Based Awards for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 2021 2022 2021 Stock-based compensation expense $ 14,326 $ 13,200 $ 45,923 $ 46,852 As of September 30, 2022, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is $52,664. RESTRICTED STOCK UNITS AND PERFORMANCE UNITS The fair value of RSUs and earned PUs that vested during the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 2021 2022 2021 Fair value of RSUs vested $ 4,748 $ 8,425 $ 26,307 $ 31,404 Fair value of earned PUs that vested 13,622 22,030 17,968 27,856 J. ACQUISITION AND INTEGRATION COSTS Acquisition and integration costs represent operating expenditures directly associated with the closing and integration activities of our business acquisitions that have closed, or are highly probable of closing, and include (i) advisory, legal and professional fees to complete business acquisitions and (ii) costs to integrate acquired businesses into our existing operations, including move, severance, facility upgrade and system integration costs (collectively, "Acquisition and Integration Costs"). Acquisition and Integration Costs do not include costs associated with the formation of joint ventures or costs associated with the acquisition of customer relationships. Total Acquisition and Integration Costs is $5,554 and $38,093 for the three and nine months ended September 30, 2022, respectively, and $1,138 and $3,415 for the three and nine months ended September 30, 2021, respectively. K. (GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT AND EQUIPMENT, NET (Gain) loss on disposal/write-down of property, plant and equipment, net for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 (1) 2021 2022 (1) 2021 (2) (Gain) Loss on disposal/write-down of property, plant and equipment, net (3) $ (14,170) $ (935) $ (66,124) $ (134,321) (1) The gain for the nine months ended September 30, 2022 primarily consists of gains of approximately $66,000 associated with sale and sale-leaseback transactions, of which (i) approximately $17,000 relates to sale-leaseback transactions of two facilities in the United States and one in Canada during the third quarter of 2022 and (ii) approximately $49,000 relates to sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States during the second quarter of 2022. (2) The gain for the nine months ended September 30, 2021 primarily consists of gains of approximately $127,400 associated with sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021. (3) The gains recognized during both 2022 and 2021 are the result of our program to monetize a small portion of our industrial assets through sale and sale-leaseback transactions. The terms for these leases are consistent with the terms of our lease portfolio, which are disclosed in detail in Note 2.i. to Notes to Consolidated Financial Statements included in our Current Report. L. OTHER (INCOME) EXPENSE, NET Other (income) expense, net for the three and nine months ended September 30, 2022 and 2021 consists of the following: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED DESCRIPTION 2022 2021 2022 2021 Foreign currency transaction (gains) losses, net (1) $ (58,519) $ (23,200) $ (126,759) $ (16,157) Debt extinguishment expense — — 671 — Other, net (2)(3) 5,649 4,699 87,902 (183,861) Other (Income) Expense, Net $ (52,870) $ (18,501) $ (38,186) $ (200,018) (1) We recognized net foreign currency transaction gains of $58,519 and $126,759 for the three and nine months ended September 30, 2022, respectively. These gains primarily consist of the impact of changes in the exchange rate of the Euro and the British pound sterling against the United States dollar on our intercompany balances with and between certain of our subsidiaries. (2) On March 24, 2022, as a result of our loss of control, we deconsolidated the businesses included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately $105,800 associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidation and the subsequent remeasurement of the retained investment to a fair value of zero. We have concluded that the deconsolidation does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as it does not represent a strategic shift that will have a major effect on our operations and financial results. The loss was partially offset by a gain recorded in the first quarter of 2022 of approximately $35,800 associated with the Clutter Transaction (as defined in Note 4). (3) Other, net for the nine months ended September 30, 2021 is primarily comprised of (a) a gain of approximately $180,600 associated with our IPM Divestment (as defined and discussed in Note 4 to Notes to Consolidated Financial Statements included in our Current Report) and (b) a gain of approximately $20,300 associated with the loss of control and related deconsolidation, as of May 18, 2021, of one of our wholly owned Netherlands subsidiaries, for which we had value-added tax liability exposure that was recorded in 2019. M. INCOME TAXES We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our effective tax rates for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED 2022 (1) 2021 (2) 2022 (1) 2021 (2) Effective Tax Rate 11.0 % 29.1 % 10.7 % 28.1 % (1) The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2022 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other (income) expense, net and Gain (loss) on disposal/write-down of property, plant and equipment, net, during the period for which there was an insignificant tax impact. During the first quarter of 2022, there was also a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries ("TRS") of approximately $9,900 as a result of the ITRenew Transaction. (2) The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2021 were the impacts of differences in the tax rates at which our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit (as defined in Note 11) are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021 reflects a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom. N. INCOME (LOSS) PER SHARE—BASIC AND DILUTED The calculation of basic and diluted income (loss) per share for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED 2022 2021 2022 2021 Net Income (Loss) $ 192,931 $ 68,111 $ 436,496 $ 391,264 Less: Net Income (Loss) Attributable to Noncontrolling Interests 767 428 1,952 2,693 Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation) $ 192,164 $ 67,683 $ 434,544 $ 388,571 Weighted-average shares—basic 290,937,000 289,762,000 290,673,000 289,255,000 Effect of dilutive potential stock options 1,133,952 869,600 1,126,280 522,642 Effect of dilutive potential RSUs and PUs 480,919 850,655 494,956 918,954 Weighted-average shares—diluted 292,551,871 291,482,255 292,294,236 290,696,596 Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated: Basic $ 0.66 $ 0.23 $ 1.49 $ 1.34 Diluted $ 0.66 $ 0.23 $ 1.49 $ 1.34 Antidilutive stock options, RSUs and PUs, excluded from the calculation 220,421 351,673 403,362 1,813,880 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | On January 25, 2022, in order to expand our ALM operations, we acquired an approximately 80% interest in Intercept Parent, Inc. ("ITRenew") at an agreed upon purchase price of $725,000, subject to certain working capital adjustments at, and subsequent to, the closing (the "ITRenew Transaction"). At closing, we paid $748,846 and acquired $30,720 of cash on hand, for a net purchase price of $718,126 for the ITRenew Transaction. The acquisition agreement provides us the option to purchase, and provides the shareholders of ITRenew the option to sell, the remaining approximately 20% interest in ITRenew as follows: (i) approximately 16% on or after the second anniversary of the ITRenew Transaction and (ii) approximately 4% on or after the third anniversary of the ITRenew Transaction (collectively, the "Remaining Interests"). The total payments for the Remaining Interests, based on the achievement of certain targeted performance metrics, will be no less than $200,000 and no more than $531,000 (the "Deferred Purchase Obligation"). The maximum amount of the Deferred Purchase Obligation would require achievement of the targeted performance metrics at approximately two times the level that is assumed in our fair value estimate of the Deferred Purchase Obligation of $275,100. From January 25, 2022, we consolidate 100% of the revenues and expenses associated with this business. The Deferred Purchase Obligation is reflected as a long-term liability in our Condensed Consolidated Balance Sheet at September 30, 2022, and, accordingly, we have not reflected any non-controlling interests associated with the ITRenew Transaction as the Remaining Interests have non-substantive equity interest rights. Subsequent increases or decreases in the fair value estimate of the Deferred Purchase Obligation will be included as a component of Other (income) expense, net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid. ITRenew is presented in Corporate and Other Business (as disclosed in Note 9) and primarily operates in the United States. PRO FORMA FINANCIAL INFORMATION The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of Iron Mountain and ITRenew on a pro forma basis as if the ITRenew Transaction had occurred on January 1, 2021. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2021. The Pro Forma Financial Information, for the periods presented, includes purchase accounting adjustments (including amortization of acquired customer and supplier intangible assets and depreciation of acquired property, plant and equipment) and related tax effects. Through September 30, 2022, we and ITRenew collectively incurred $59,370 of operating expenditures to complete the ITRenew Transaction (including advisory and professional fees required to complete the ITRenew Transaction). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2021. THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED 2022 2021 2022 2021 Total Revenues $ 1,286,945 $ 1,234,386 $ 3,842,499 $ 3,675,396 Income from Continuing Operations $ 192,931 $ 70,491 $ 436,627 $ 341,096 In addition to our acquisition of ITRenew, we completed certain other acquisitions in 2021 and 2022. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations. OTHER 2022 ACQUISITIONS In addition to the ITRenew Transaction, during the nine months ended September 30 , 2022, in order to enhance our existing operations in Morocco and expand our fine arts operations in China - Hong Kong S.A.R. and North America, we completed the acquisitions of a records management company, a fine arts company and the assets of a second fine arts company, for a total purchase price of approximately $11,000, including deferred purchase obligation, purchase price holdbacks and other deferred payments of approximately $4,600. PRELIMINARY PURCHASE PRICE ALLOCATION A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2022 acquisitions through September 30, 2022 is as follows: NINE MONTHS ENDED SEPTEMBER 30, 2022 Cash Paid (gross of cash acquired) (1) $ 756,003 Deferred Purchase Obligation, Purchase Price Holdbacks and Other (2) 279,734 Total Consideration 1,035,737 Fair Value of Identifiable Assets Acquired and Liabilities Assumed: Cash 31,571 Accounts Receivable, Prepaid Expenses and Other Assets 73,351 Property, Plant and Equipment 7,893 Customer and Supplier Relationship Intangible Assets (3) 491,422 Other Intangible Assets (3) 47,300 Operating Lease Right-of-Use Assets 32,680 Accounts Payable, Accrued Expenses and Other Liabilities (60,683) Operating Lease Liabilities (32,680) Deferred Income Taxes (142,019) Total Fair Value of Identifiable Net Assets Acquired 448,835 Goodwill Initially Recorded (4) $ 586,902 (1) Cash paid for acquisitions, net of cash acquired in our Condensed Consolidated Statement of Cash Flows includes contingent and other payments received of $219 for the nine months ended September 30, 2022 related to acquisitions made in the years prior to 2022. (2) Deferred purchase obligation, purchase price holdbacks and other includes $275,100 related to the fair value estimate of the Deferred Purchase Obligation for the Remaining Interests and approximately $4,600 of deferred purchase obligation, purchase price holdbacks and other associated with our other business and asset acquisitions completed in 2022. (3) The preliminary weighted average life of the intangible assets acquired in the ITRenew Transaction is approximately 11 years. Intangible assets are included as a component of Other assets, net in our Condensed Consolidated Balance Sheets. (4) Goodwill is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. The preliminary purchase price allocations that are not finalized as of September 30, 2022 relate to the final assessment of the fair values of intangible assets (primarily customer and supplier relationship intangible assets) and property, plant and equipment associated with the acquisitions we closed in 2022. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined, but no later than the one year measurement period, and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition dates. Adjustments recorded during the nine months ended September 30, 2022 were not material to our results from operations. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
Investments | In February 2022, the joint venture formed by MakeSpace Labs, Inc. and us (the "MakeSpace JV") entered into an agreement with Clutter, Inc. ("Clutter") pursuant to which the equityholders of the MakeSpace JV contributed their ownership interests in the MakeSpace JV and Clutter’s shareholders contributed their ownership interests in Clutter to create a newly formed venture (the "Clutter JV"). In exchange for our 49.99% interest in the MakeSpace JV, we received an approximate 27% interest in the Clutter JV (the "Clutter Transaction"). As a result of the Clutter Transaction, we recognized a gain related to our contributed interest in the MakeSpace JV of approximately $35,800, which was recorded to Other, net, a component of Other expense (income), net during the first quarter of 2022. In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation of the Web Werks JV, we made an initial investment of approximately 3,750,000 Indian rupees (or approximately $50,100, based upon the exchange rate between the United States dollar and Indian rupee as of the closing date of the initial investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the "Initial Web Werks JV Investment"). Under the terms of the Web Werks JV shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500,000 Indian rupees. In August 2022, we made an additional investment of approximately 3,750,000 Indian rupees (or approximately $46,100, based on the exchange rate between the United States dollar and Indian rupee as of the date of the additional investment) in exchange for an additional interest in the form of convertible preference shares in the Web Werks JV (the "Second Web Werks JV Investment"). The shares we received from the Initial Web Werks JV Investment and the Second Web Werks JV Investment are convertible into a to-be-determined amount of equity shares determined by a valuation based on the earnings before interest, taxes, depreciation and amortization ("EBITDA") of the Web Werks JV for the trailing twelve months ending July 31, 2022. Subsequent to the Second Web Werks JV Investment, the shareholders of Web Werks retained control of the financial and operating decisions of the Web Werks JV through their control of Web Werks' board of directors. As we do not control the board of directors or the key management decisions of the Web Werks JV, we account for our interest in the Web Werks JV as an equity method investment. The following joint ventures are accounted for as equity method investments and are presented as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheets. The carrying values and equity interests in our joint ventures at September 30, 2022 and December 31, 2021 are as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST Web Werks JV $ 97,877 55.40 % $ 51,140 38.50 % Joint venture with AGC Equity Partners (the "Frankfurt JV") 27,004 20.00 % 26,167 20.00 % MakeSpace JV — — % 30,154 49.99 % Clutter JV 57,113 26.73 % — — % |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative instruments we are party to include: (i) interest rate swap agreements (which are designated as cash flow hedges) and (ii) cross-currency swap agreements (which are designated as net investment hedges). INTEREST RATE SWAP AGREEMENTS DESIGNATED AS CASH FLOW HEDGES In 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. These swap agreements expired in March 2022. In July 2019, we entered into forward-starting 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, 2022, we had $350,000 in notional value outstanding on the interest rate swap agreements, which expire in March 2024 ("March 2024 Interest Rate Swap Agreements"). 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 rates as specified in the interest rate swap agreements. We have designated these interest rate swap agreements as cash flow hedges. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities. CROSS-CURRENCY SWAP AGREEMENTS DESIGNATED AS A HEDGE OF NET INVESTMENT In August 2019, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $110,000 at an interest rate of 6.0% for approximately 99,055 Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023 ("August 2023 Cross-Currency Swap Agreements"). In September 2020, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for 300,000 Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements were set to expire in February 2026. In May 2022, these cross-currency swaps were amended ("February 2026 Cross-Currency Swap Agreements"). Under the terms of the February 2026 Cross-Currency Swap Agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for approximately 340,500 Euros at a weighted average interest rate of approximately 1.2%. These February 2026 Cross-Currency Swap Agreements are set to expire in February 2026. We have designated these cross-currency swap agreements as a hedge of net investment against certain of our Euro denominated subsidiaries and they require an exchange of the notional amounts at maturity. These cross-currency swap agreements are marked to market at each reporting period, representing the fair values of the cross-currency swap agreements, and any changes in fair value are recognized as a component of Accumulated other comprehensive items, net. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities. Assets (liabilities) recognized in our Condensed Consolidated Balance Sheets at September 30, 2022 and December 31, 2021, by derivative instrument, are as follows: DERIVATIVE INSTRUMENTS (1) SEPTEMBER 30, 2022 DECEMBER 31, 2021 Cash Flow Hedges (2) March 2024 Interest Rate Swap Agreements $ 12,879 $ (7,680) Net Investment Hedges (3) August 2023 Cross-Currency Swap Agreements 12,938 (664) February 2026 Cross-Currency Swap Agreements 60,070 11,021 (1) Our derivative assets are included as a component of (i) Prepaid expenses and other or (ii) Other within Other assets, net in our Condensed Consolidated Balance Sheets and our derivative liabilities are included as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of September 30, 2022, $12,938 is included within Prepaid expenses and other and $72,949 is included within Other assets. As of December 31, 2021, $11,021 is included within Other assets, $2,082 is included within Accrued expense and other current liabilities and $6,262 is included within Other long-term liabilities. (2) As of September 30, 2022, cumulative net gains of $12,879 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements. (3) As of September 30, 2022, cumulative net gains of $73,008 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements. Unrealized gains (losses) recognized during the three and nine months ended September 30, 2022 and 2021, by derivative instrument, are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, DERIVATIVE INSTRUMENTS (1) 2022 2021 2022 2021 Cash Flow Hedges March 2024 Interest Rate Swap Agreements $ 5,157 $ 1,950 $ 20,559 $ 7,946 Net Investment Hedges August 2023 Cross-Currency Swap Agreements 6,771 2,655 13,602 5,933 February 2026 Cross-Currency Swap Agreements 20,305 10,060 49,049 21,626 (1) These amounts are recognized as unrealized gains (losses), a component of Accumulated other comprehensive items, net. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Long-term debt is as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT FAIR VALUE DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT FAIR VALUE Revolving Credit Facility $ 890,000 $ (7,899) $ 882,101 $ 890,000 $ — $ (5,174) $ (5,174) $ — Term Loan A 243,750 — 243,750 243,750 203,125 — 203,125 203,125 Term Loan B 667,766 (4,059) 663,707 668,500 672,847 (4,995) 667,852 675,500 Australian Dollar Term Loan 193,140 (464) 192,676 193,140 223,182 (656) 222,526 223,530 UK Bilateral Revolving Credit Facility 155,887 (175) 155,712 155,887 189,168 (709) 188,459 189,168 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes") 445,392 (2,593) 442,799 392,373 540,481 (3,912) 536,569 542,508 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes due 2027") (1) 1,000,000 (7,110) 992,890 892,500 1,000,000 (8,176) 991,824 1,030,000 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes due 2028") (1) 825,000 (6,495) 818,505 719,813 825,000 (7,380) 817,620 862,125 5% Senior Notes due 2028 (the "5% Notes due 2028") (1) 500,000 (4,220) 495,780 428,750 500,000 (4,763) 495,237 513,750 4 7 / 8 % Senior Notes due 2029 (the "4 7 / 8 % Notes due 2029") (1) 1,000,000 (10,126) 989,874 815,000 1,000,000 (11,211) 988,789 1,022,500 5 1 / 4 % Senior Notes due 2030 (the "5 1 / 4 % Notes due 2030") (1) 1,300,000 (11,783) 1,288,217 1,072,500 1,300,000 (12,911) 1,287,089 1,355,250 4 1 / 2 % Senior Notes due 2031 (the "4 1 / 2 % Notes") (1) 1,100,000 (10,471) 1,089,529 847,000 1,100,000 (11,404) 1,088,596 1,094,500 5% Senior Notes due 2032 (the "5% Notes due 2032") 750,000 (12,827) 737,173 579,375 750,000 (13,782) 736,218 767,813 5 5 / 8 % Senior Notes due 2032 (the "5 5 / 8 % Notes") (1) 600,000 (5,711) 594,289 477,000 600,000 (6,147) 593,853 637,500 Real Estate Mortgages, Financing Lease Liabilities and Other 407,646 (643) 407,003 407,646 460,648 (840) 459,808 460,648 Accounts Receivable Securitization Program 316,700 (584) 316,116 316,700 — (450) (450) — Total Long-term Debt 10,395,281 (85,160) 10,310,121 9,364,451 (92,510) 9,271,941 Less Current Portion (81,275) — (81,275) (310,084) 656 (309,428) Long-term Debt, Net of Current Portion $ 10,314,006 $ (85,160) $ 10,228,846 $ 9,054,367 $ (91,854) $ 8,962,513 (1) Collectively, the "Parent Notes". See Note 7 to Notes to Consolidated Financial Statements included in our Current Report for additional information regarding our long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of September 30, 2022 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2021 (which are disclosed in our Current Report). CREDIT AGREEMENT Our credit agreement (the "Credit Agreement") consists of a revolving credit facility (the "Revolving Credit Facility"), a term loan A (the "Term Loan A") and a term loan B (the "Term Loan B"). On March 18, 2022, we entered into an amendment to the Credit Agreement, which included the following changes: (i) extended the maturity date of the Revolving Credit Facility and Term Loan A from June 3, 2023 to March 18, 2027; (ii) refinanced and increased the borrowing capacity that IMI and certain of its United States and foreign subsidiaries are able to borrow under the Revolving Credit Facility from $1,750,000 to $2,250,000; (iii) refinanced the existing Term Loan A with a new $250,000 Term Loan A; and (iv) increased the net total lease adjusted leverage ratio maximum allowable from 6.5x to 7.0x and removed the net secured lease adjusted leverage ratio requirement. On March 18, 2022, we borrowed the full amount of the Term Loan A. As of September 30, 2022, we had $890,000, $243,750 and $668,500 of outstanding borrowings under the Revolving Credit Facility, Term Loan A and Term Loan B, respectively. In addition, we also had various outstanding letters of credit totaling $3,779. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2022 was $1,356,221 (which represents the maximum availability as of such date). Additionally, the Credit Agreement permits us to incur incremental indebtedness thereunder by adding new term loans or revolving loans or by increasing the principal amount of any existing loans thereunder, subject to a cap contained therein. REVOLVING CREDIT FACILITY $2,250,000 TERM LOAN A $250,000 TERM LOAN B $700,000 Outstanding borrowings $890,000 Aggregate outstanding principal amount $243,750 Aggregate outstanding principal amount $668,500 4.7% Interest rate 4.9% Interest rate 4.2% Interest rate As of September 30, 2022 As of September 30, 2022 As of September 30, 2022 AUSTRALIAN DOLLAR TERM LOAN Iron Mountain Australia Group Pty, Ltd. ("IM Australia"), a wholly owned subsidiary of IMI, has an AUD term loan with an original principal balance of 350,000 Australian dollars ("AUD Term Loan"). On March 18, 2022, IM Australia amended its AUD Term Loan to (i) extend the maturity date from September 22, 2022 to September 30, 2026 and (ii) decrease the interest rate from BBSY (an Australian benchmark variable interest rate) plus 3.875% to BBSY plus 3.625%. All other terms of the AUD Term Loan remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current Report. OUTSTANDING BORROWINGS AU$302,041 INTEREST RATE 6.7% As of September 30, 2022 UK BILATERAL REVOLVING CREDIT FACILITY MAXIMUM AMOUNT £140,000 OPTIONAL ADDITIONAL COMMITMENTS £125,000 INTEREST RATE 4.2% As of September 30, 2022 Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") have a British pounds sterling Revolving Credit Facility (the "UK Bilateral Revolving Credit Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Revolving Credit Facility is 140,000 British pounds sterling, which was fully drawn as of September 30, 2022. We have the option to request additional commitments of up to 125,000 British pounds sterling, subject to conditions specified in the UK Bilateral Revolving Credit Facility. On September 22, 2022, the UK Borrowers exercised their option to extend the maturity date from September 24, 2023 to September 24, 2024. All other material terms of the UK Bilateral Revolving Credit Facility remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current Report. ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM On June 29, 2022, we amended the Accounts Receivable Securitization Program to (i) increase the maximum borrowing capacity from $300,000 to $325,000, with an option to increase the borrowing capacity to $400,000, (ii) change the interest rate under Accounts Receivable Securitization Program from LIBOR plus 1.0% to SOFR plus 0.95%, with a credit spread adjustment of 0.10% and (iii) extend the maturity date from July 1, 2023 to July 1, 2025, at which point all obligations become due. All other material terms of the Accounts Receivable Securitization Program remain consistent with what was disclosed in Note 7 to Notes to Consolidated Financial Statements included in our Current Report. MAXIMUM AMOUNT $325,000 OUTSTANDING BORROWING $316,700 INTEREST RATE 4.1% As of September 30, 2022 CASH POOLING During the third quarter of 2022, we entered into two new cash pooling arrangements with JP Morgan Chase Bank, N.A. ("JPM"), one of which we utilize to manage global liquidity requirements for our QRSs in the Europe, Middle East, and Africa regions (the "JPM QRS EMEA Cash Pool") and the other for our TRSs in the Europe, Middle East, and Africa regions (the "JPM TRS EMEA Cash Pool"). We continue to utilize our two other cash pooling arrangements with JPM, one of which we utilize to manage global liquidity requirements for our QRSs in the Asia Pacific region (the "JPM QRS APAC Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS APAC Cash Pool"). Additionally, we utilize two separate cash pooling arrangements with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the "BMG QRS Cash Pool") and the other for our TRSs (the "BMG TRS Cash Pool"). The approximate amount of the net cash position for our cash pools and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 2022 and December 31, 2021 are as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 GROSS CASH POSITION OUTSTANDING DEBIT BALANCES NET CASH POSITION GROSS CASH POSITION OUTSTANDING DEBIT BALANCES NET CASH POSITION BMG QRS Cash Pool $ 590,127 $ (588,633) $ 1,494 $ 552,900 $ (552,100) $ 800 BMG TRS Cash Pool 539,557 (538,498) 1,059 606,000 (603,900) 2,100 JPM QRS APAC Cash Pool 23,561 (23,394) 167 9,400 (9,200) 200 JPM TRS APAC Cash Pool 22,272 (21,899) 373 12,000 (9,900) 2,100 JPM QRS EMEA Cash Pool 6,030 (5,718) 312 — — — JPM TRS EMEA Cash Pool 2,104 (2,044) 60 — — — The net cash position balances as of September 30, 2022 and December 31, 2021 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets. LETTERS OF CREDIT As of September 30, 2022, we had outstanding letters of credit totaling $37,221, of which $3,779 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between October 2022 and January 2033. DEBT COVENANTS The Credit Agreement, our bond indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take other specified corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our bond indentures or other agreements governing our indebtedness. The Credit Agreement requires that we satisfy a fixed charge coverage ratio and a net total lease adjusted leverage ratio on a quarterly basis and our bond indentures require that, among other things, we satisfy a leverage ratio (not lease adjusted) or a fixed charge coverage ratio (not lease adjusted), as a condition to taking actions such as paying dividends and incurring indebtedness. The Credit Agreement uses earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR") based calculations and the bond indentures use EBITDA based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as "Unrestricted Subsidiaries" as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of September 30, 2022 and December 31, 2021. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | We are involved in litigation from time to time in the ordinary course of business, including litigation arising from damage to customer assets in our facilities caused by fires and other natural disasters. While the outcome of such litigation is inherently uncertain, we do not believe any current litigation will have a material adverse effect on our consolidated financial condition, results of operations or cash flows. We have estimated a reasonably possible range for all loss contingencies and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $24,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement. |
Stockholders' Equity Matters
Stockholders' Equity Matters | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Stockholders' Equity Matters | STOCKHOLDERS' EQUITY MATTERS In fiscal year 2021 and the nine months ended September 30, 2022, our board of directors declared the following dividends: DECLARATION DATE DIVIDEND RECORD DATE TOTAL PAYMENT DATE February 24, 2021 $ 0.6185 March 15, 2021 $ 178,569 April 6, 2021 May 6, 2021 0.6185 June 15, 2021 179,026 July 6, 2021 August 5, 2021 0.6185 September 15, 2021 179,080 October 6, 2021 November 4, 2021 0.6185 December 15, 2021 179,132 January 6, 2022 February 24, 2022 0.6185 March 15, 2022 179,661 April 6, 2022 April 28, 2022 0.6185 June 15, 2022 179,781 July 6, 2022 August 4, 2022 0.6185 September 15, 2022 179,790 October 4, 2022 On November 3, 2022, we declared a dividend to our stockholders of record as of December 15, 2022 of $0.6185 per share, payable on January 5, 2023. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION As discussed in Note 11 to Notes to Consolidated Financial Statements included in our Current Report, in the second quarter of 2022, we reassessed the composition of our reportable segments and note that (i) our Entertainment Services offerings are now managed as part of our Global Records and Information Management ("Global RIM") Business segment; (ii) certain commercial costs that were previously managed as part of Corporate and Other Business are now managed as part of our Global RIM Business segment; and (iii) our ALM services, which includes our legacy secure IT disposition business and our business acquired from ITRenew, are now managed as a separate operating segment that is included in Corporate and Other Business. Previously reported segment information has been restated to conform to the current presentation. Our reportable segments as of December 31, 2021 are described in Note 11 to Notes to Consolidated Financial Statements included in our Current Report and are as follows: • Global RIM Business • Global Data Center Business • Corporate and Other Business The operations associated with acquisitions completed during the first nine months of 2022 have been incorporated into our existing reportable segments. An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2022 2021 2022 2021 Global RIM Business Total Revenues $ 1,091,102 $ 997,843 $ 3,210,469 $ 2,971,085 Adjusted EBITDA 483,862 435,904 1,402,025 1,263,277 Global Data Center Business Total Revenues $ 100,309 $ 88,587 $ 297,384 $ 236,672 Adjusted EBITDA 42,660 35,097 126,944 98,961 Corporate and Other Business Total Revenues $ 95,534 $ 43,718 $ 316,672 $ 124,187 Adjusted EBITDA (57,088) (53,232) (173,835) (158,273) Total Consolidated Total Revenues $ 1,286,945 $ 1,130,148 $ 3,824,525 $ 3,331,944 Adjusted EBITDA 469,434 417,769 1,355,134 1,203,965 Adjusted EBITDA for each segment is defined as net income (loss) before interest expense, net, provision (benefit) for income taxes, depreciation and amortization (inclusive of our share of Adjusted EBITDA from our unconsolidated joint ventures), and excluding certain items we do not believe to be indicative of our core operating results, specifically: EXCLUDED • Acquisition and Integration Costs • Restructuring charges • (Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) • Other (income) expense, net • Stock-based compensation expense Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocating resources to, our operating segments. A reconciliation of Net Income (Loss) to Adjusted EBITDA on a consolidated basis for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2022 2021 2022 2021 Net Income (Loss) $ 192,931 $ 68,111 $ 436,496 $ 391,264 Add/(Deduct): Interest expense, net 121,767 103,809 351,266 313,451 Provision (benefit) for income taxes 23,934 28,017 52,097 153,073 Depreciation and amortization 175,077 174,818 536,946 507,145 Acquisition and Integration Costs 5,554 1,138 38,093 3,415 Restructuring charges 3,382 50,432 3,382 129,686 (Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) (14,170) (935) (66,124) (134,321) Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures (56,226) (21,517) (48,814) (209,001) Stock-based compensation expense 14,326 12,644 45,923 45,913 Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures 2,859 1,252 5,869 3,340 Adjusted EBITDA $ 469,434 $ 417,769 $ 1,355,134 $ 1,203,965 Information as to our revenues by product and service lines by segment for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2022 2021 2022 2021 Global RIM Business Records Management (1) $ 829,357 $ 767,059 $ 2,450,903 $ 2,285,000 Data Management (1) 127,226 130,679 385,276 399,420 Information Destruction (1)(2) 134,519 100,105 374,290 286,665 Data Center (1) — — — — Global Data Center Business Records Management (1) $ — $ — $ — $ — Data Management (1) — — — — Information Destruction (1) — — — — Data Center (1) 100,309 88,587 297,384 236,672 Corporate and Other Business Records Management (1) $ 35,787 $ 30,453 $ 103,826 $ 91,850 Data Management (1) — — — — Information Destruction (1)(3) 59,747 13,265 212,846 32,337 Data Center (1) — — — — Total Consolidated Records Management (1) $ 865,144 $ 797,512 $ 2,554,729 $ 2,376,850 Data Management (1) 127,226 130,679 385,276 399,420 Information Destruction (1)(2)(3) 194,266 113,370 587,136 319,002 Data Center (1) 100,309 88,587 297,384 236,672 (1) Each of these offerings has a component of revenue that is storage rental related and a component that is service revenue, except for information destruction, which does not have a storage rental component. (2) Includes secure shredding services. (3) Includes product revenue from ITRenew. |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Parties | RELATED PARTIESIn October 2020, in connection with the formation of the Frankfurt JV, we entered into agreements whereby we will earn various fees, including (i) special project revenue and (ii) property management and construction and development fees for services we are providing to the Frankfurt JV (the "Frankfurt JV Agreements"). Revenues and expenses associated with the Frankfurt JV Agreements are presented as a component of our Global Data Center Business segment. During the three and nine months ended September 30, 2022, we recognized revenue of approximately $700 and $13,500, respectively, and during the three and nine months ended September 30, 2021, we recognized revenue of approximately $1,200 and $3,100, respectively, associated with the Frankfurt JV Agreements.In March 2019, in connection with the formation of the MakeSpace JV, we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the "MakeSpace Agreement"). In February 2022, in connection with the formation of the Clutter JV, we terminated the MakeSpace Agreement and entered into a storage and service agreement with the Clutter JV to provide certain storage and related services to the Clutter JV (the "Clutter Agreement"). Revenues and expenses associated with the MakeSpace Agreement and Clutter Agreement are presented as a component of our Global RIM Business segment. During the three and nine months ended September 30, 2022, we recognized revenue of approximately $6,900 and $21,300, respectively, and during the three and nine months ended September 30, 2021, we recognized revenue of approximately $9,300 and $24,900, respectively, associated with the MakeSpace Agreement and Clutter Agreement. |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | RESTRUCTURING CHARGES PROJECT MATTERHORN In September 2022, we announced a global program designed to accelerate the growth of our business (“Project Matterhorn”). Project Matterhorn investments will focus on transforming our operating model to a global operating model. This program is designed to allow us to shift from a product-based to a solution-based sales approach to better serve our customers’ needs and establish a global operating model that is designed to allow us to optimize our shared services and best practices. We expect to incur approximately $150,000 in costs annually related to Project Matterhorn from 2023 through 2025. Total costs related to Project Matterhorn for the three and nine months ended September 30, 2022 were not material. PROJECT SUMMIT In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives ("Project Summit") which we completed as of December 31, 2021. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | CASH AND CASH EQUIVALENTSCash 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. |
Accounts Receivable | ACCOUNTS RECEIVABLE We maintain an allowance for doubtful accounts and a credit memo reserve for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. |
Inventory | INVENTORYInventories are stated at the lower of cost or net realizable value, based on a first-in, first-out methodology. Our inventory primarily consists of information technology-related assets including memory, central processing units, hard drives, adaptors and networking. All of our inventory is considered finished goods. Inventory is included as a component of Prepaid expenses and other in our Condensed Consolidated Balance Sheets. |
Leases | LEASES We lease facilities for certain warehouses, data centers and office space. We also have land leases, including those on which certain facilities are located. |
Revenues | The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, "Contract Fulfillment Costs").DATA CENTER LESSOR CONSIDERATIONS Our Global Data Center Business features storage rental provided to customers at contractually specified rates over a fixed contractual period, which are accounted for in accordance with Accounting Standards Codification ("ASC") No. 842 ("ASC 842"), Leases, |
Income Taxes | INCOME TAXESWe provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. |
Commitments and Contingencies | We are involved in litigation from time to time in the ordinary course of business, including litigation arising from damage to customer assets in our facilities caused by fires and other natural disasters. While the outcome of such litigation is inherently uncertain, we do not believe any current litigation will have a material adverse effect on our consolidated financial condition, results of operations or cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Allowance for Credit Loss | The rollforward of the allowance for doubtful accounts and credit memo reserves for the nine months ended September 30, 2022 is as follows: Balance as of December 31, 2021 $ 62,009 Credit memos charged to revenue 41,722 Allowance for bad debts charged to expense 10,691 Deductions and other (1) (61,727) Balance as of September 30, 2022 $ 52,695 (1) Primarily consists of the issuance of credit memos, the write-off of accounts receivable, allowances associated with businesses acquired and the impact associated with currency translation adjustments. |
Schedule of Operating and Financing Lease Right-of-Use Assets and Lease Liabilities | Operating and financing lease right-of-use assets and lease liabilities as of September 30, 2022 and December 31, 2021 are as follows: DESCRIPTION SEPTEMBER 30, 2022 DECEMBER 31, 2021 Assets: Operating lease right-of-use assets $ 2,556,253 $ 2,314,422 Financing lease right-of-use assets, net of accumulated depreciation (1) 250,627 298,049 Liabilities: Current Operating lease liabilities $ 270,311 $ 259,597 Financing lease liabilities (1) 34,622 41,168 Long-term Operating lease liabilities $ 2,405,751 $ 2,171,472 Financing lease liabilities (1) 276,627 315,561 (1) Financing lease right-of-use assets, current financing lease liabilities and long-term financing lease liabilities are included within Property, Plant and Equipment, Net, Current portion of long-term debt and Long-term Debt, net of current portion, respectively, within our Condensed Consolidated Balance Sheets. |
Schedule of Lease Costs and Other Information | The components of the lease expense for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, DESCRIPTION 2022 2021 2022 2021 Operating lease cost (1) $ 145,293 $ 140,551 $ 428,686 $ 408,312 Financing lease cost: Depreciation of financing lease right-of-use assets $ 10,186 $ 14,006 $ 32,218 $ 39,062 Interest expense for financing lease liabilities 4,126 5,055 13,163 14,940 (1) Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of $30,730 and $89,647 for the three and nine months ended September 30, 2022, respectively, and $28,835 and $86,422 for the three and nine months ended September 30, 2021, respectively. NINE MONTHS ENDED SEPTEMBER 30, CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES: 2022 2021 Operating cash flows used in operating leases $ 302,442 $ 291,535 Operating cash flows used in financing leases (interest) 13,163 14,940 Financing cash flows used in financing leases 29,254 35,360 NON-CASH ITEMS: Operating lease modifications and reassessments $ 145,133 $ 103,158 New operating leases (including acquisitions and sale-leaseback transactions) 485,673 240,822 |
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 segment for the nine months ended September 30, 2022 are as follows: GLOBAL RIM BUSINESS GLOBAL DATA CENTER BUSINESS CORPORATE AND OTHER BUSINESS TOTAL CONSOLIDATED Goodwill balance, net of accumulated amortization as of December 31, 2021 (1) $ 3,972,852 $ 426,074 $ 64,605 $ 4,463,531 Tax deductible goodwill acquired during the year — — 762 762 Non-tax deductible goodwill acquired during the period 696 — 585,444 586,140 Fair value and other adjustments (2) (12,101) — 384 (11,717) Currency effects (186,056) (18,287) (3,067) (207,410) Goodwill balance, net of accumulated amortization as of September 30, 2022 $ 3,775,391 $ 407,787 $ 648,128 $ 4,831,306 Accumulated goodwill impairment balance as of September 30, 2022 $ 132,409 $ — $ 26,011 $ 158,420 (1) The balances as of December 31, 2021 have been recast to reflect the segment changes described in our Current Report. (2) This amount primarily represents an adjustment to goodwill as a result of the deconsolidation of certain businesses, as described in Note 2.l. |
Schedule of 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 September 30, 2022 and December 31, 2021 are as follows: FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2022 USING DESCRIPTION TOTAL CARRYING QUOTED PRICES IN SIGNIFICANT OTHER SIGNIFICANT Money Market Funds $ 18,861 $ — $ 18,861 $ — Time Deposits 1,123 — 1,123 — Trading Securities 9,085 9,049 36 — Derivative Assets 85,887 — 85,887 — Deferred Purchase Obligation (as defined in Note 3) 275,100 — — 275,100 FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2021 USING DESCRIPTION TOTAL CARRYING QUOTED PRICES IN SIGNIFICANT OTHER SIGNIFICANT Money Market Funds $ 101,022 $ — $ 101,022 $ — Time Deposits 2,238 — 2,238 — Trading Securities 11,147 11,062 85 — Derivative Assets 11,021 — 11,021 — Derivative Liabilities 8,344 — 8,344 — |
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, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, 2022 THREE MONTHS ENDED SEPTEMBER 30, 2021 FOREIGN CHANGE IN FAIR VALUE OF TOTAL FOREIGN CHANGE IN FAIR VALUE OF TOTAL Beginning of Period $ (500,629) $ 53,654 $ (446,975) $ (229,790) $ (28,863) $ (258,653) Other comprehensive (loss) income: Foreign currency translation and other adjustments (174,739) — (174,739) (90,465) — (90,465) Change in fair value of derivative instruments — 32,233 32,233 — 14,665 14,665 Total other comprehensive (loss) income (174,739) 32,233 (142,506) (90,465) 14,665 (75,800) End of Period $ (675,368) $ 85,887 $ (589,481) $ (320,255) $ (14,198) $ (334,453) NINE MONTHS ENDED SEPTEMBER 30, 2022 NINE MONTHS ENDED SEPTEMBER 30, 2021 FOREIGN CHANGE IN FAIR VALUE OF TOTAL FOREIGN CHANGE IN FAIR VALUE OF TOTAL Beginning of Period $ (341,024) $ 2,677 $ (338,347) $ (206,190) $ (49,703) $ (255,893) Other comprehensive (loss) income: Foreign currency translation and other adjustments (334,344) — (334,344) (114,065) — (114,065) Change in fair value of derivative instruments — 83,210 83,210 — 35,505 35,505 Total other comprehensive (loss) income (334,344) 83,210 (251,134) (114,065) 35,505 (78,560) End of Period $ (675,368) $ 85,887 $ (589,481) $ (320,255) $ (14,198) $ (334,453) |
Schedule of Cost and Accumulated Amortization Associated with Contract Fulfillment Costs | Contract Fulfillment Costs as of September 30, 2022 and December 31, 2021 are as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 GROSS ACCUMULATED NET GROSS ACCUMULATED NET Intake Costs asset $ 63,856 $ (40,045) $ 23,811 $ 71,336 $ (42,678) $ 28,658 Commissions asset 124,081 (54,948) 69,133 114,791 (50,553) 64,238 |
Schedule of Deferred Revenue Liabilities | Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows: DESCRIPTION LOCATION IN BALANCE SHEET SEPTEMBER 30, 2022 DECEMBER 31, 2021 Deferred revenue - Current Deferred revenue $ 282,687 $ 307,470 Deferred revenue - Long-term Other Long-term Liabilities 31,234 33,691 |
Schedule of Revenue | Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 2021 2022 2021 Storage rental revenue (1) $ 96,328 $ 72,411 $ 273,547 $ 210,805 |
Schedule of Stock-based Compensation Expense | Stock-based compensation expense for the Employee Stock-Based Awards for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 2021 2022 2021 Stock-based compensation expense $ 14,326 $ 13,200 $ 45,923 $ 46,852 |
Schedule of Fair Value of RSU and Earned PUs Vested | The fair value of RSUs and earned PUs that vested during the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 2021 2022 2021 Fair value of RSUs vested $ 4,748 $ 8,425 $ 26,307 $ 31,404 Fair value of earned PUs that vested 13,622 22,030 17,968 27,856 |
Schedule of Components of Gain/Loss on Sale/Disposal of Property, Plant and Equipment | (Gain) loss on disposal/write-down of property, plant and equipment, net for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2022 (1) 2021 2022 (1) 2021 (2) (Gain) Loss on disposal/write-down of property, plant and equipment, net (3) $ (14,170) $ (935) $ (66,124) $ (134,321) (1) The gain for the nine months ended September 30, 2022 primarily consists of gains of approximately $66,000 associated with sale and sale-leaseback transactions, of which (i) approximately $17,000 relates to sale-leaseback transactions of two facilities in the United States and one in Canada during the third quarter of 2022 and (ii) approximately $49,000 relates to sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States during the second quarter of 2022. (2) The gain for the nine months ended September 30, 2021 primarily consists of gains of approximately $127,400 associated with sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021. (3) The gains recognized during both 2022 and 2021 are the result of our program to monetize a small portion of our industrial assets through sale and sale-leaseback transactions. The terms for these leases are consistent with the terms of our lease portfolio, which are disclosed in detail in Note 2.i. to Notes to Consolidated Financial Statements included in our Current Report. |
Schedule of Other (Income) Expense, Net | Other (income) expense, net for the three and nine months ended September 30, 2022 and 2021 consists of the following: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED DESCRIPTION 2022 2021 2022 2021 Foreign currency transaction (gains) losses, net (1) $ (58,519) $ (23,200) $ (126,759) $ (16,157) Debt extinguishment expense — — 671 — Other, net (2)(3) 5,649 4,699 87,902 (183,861) Other (Income) Expense, Net $ (52,870) $ (18,501) $ (38,186) $ (200,018) (1) We recognized net foreign currency transaction gains of $58,519 and $126,759 for the three and nine months ended September 30, 2022, respectively. These gains primarily consist of the impact of changes in the exchange rate of the Euro and the British pound sterling against the United States dollar on our intercompany balances with and between certain of our subsidiaries. (2) On March 24, 2022, as a result of our loss of control, we deconsolidated the businesses included in the acquisition of OSG Records Management (Europe) Limited, excluding Ukraine. We recognized a loss of approximately $105,800 associated with the deconsolidation to Other expense (income), net in the first quarter of 2022 representing the difference between the net asset value prior to the deconsolidation and the subsequent remeasurement of the retained investment to a fair value of zero. We have concluded that the deconsolidation does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as it does not represent a strategic shift that will have a major effect on our operations and financial results. The loss was partially offset by a gain recorded in the first quarter of 2022 of approximately $35,800 associated with the Clutter Transaction (as defined in Note 4). |
Schedule of Income Taxes | Our effective tax rates for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED 2022 (1) 2021 (2) 2022 (1) 2021 (2) Effective Tax Rate 11.0 % 29.1 % 10.7 % 28.1 % (1) The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2022 were the benefits derived from the dividends paid deduction and the differences in the tax rates to which our foreign earnings are subject. In addition, there were gains and losses recorded in Other (income) expense, net and Gain (loss) on disposal/write-down of property, plant and equipment, net, during the period for which there was an insignificant tax impact. During the first quarter of 2022, there was also a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries ("TRS") of approximately $9,900 as a result of the ITRenew Transaction. (2) The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2021 were the impacts of differences in the tax rates at which our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit (as defined in Note 11) are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021 reflects a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom. |
Schedule 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, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED 2022 2021 2022 2021 Net Income (Loss) $ 192,931 $ 68,111 $ 436,496 $ 391,264 Less: Net Income (Loss) Attributable to Noncontrolling Interests 767 428 1,952 2,693 Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation) $ 192,164 $ 67,683 $ 434,544 $ 388,571 Weighted-average shares—basic 290,937,000 289,762,000 290,673,000 289,255,000 Effect of dilutive potential stock options 1,133,952 869,600 1,126,280 522,642 Effect of dilutive potential RSUs and PUs 480,919 850,655 494,956 918,954 Weighted-average shares—diluted 292,551,871 291,482,255 292,294,236 290,696,596 Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated: Basic $ 0.66 $ 0.23 $ 1.49 $ 1.34 Diluted $ 0.66 $ 0.23 $ 1.49 $ 1.34 Antidilutive stock options, RSUs and PUs, excluded from the calculation 220,421 351,673 403,362 1,813,880 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Acquisition, Pro Forma Information | These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2021. THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED 2022 2021 2022 2021 Total Revenues $ 1,286,945 $ 1,234,386 $ 3,842,499 $ 3,675,396 Income from Continuing Operations $ 192,931 $ 70,491 $ 436,627 $ 341,096 |
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 2022 acquisitions through September 30, 2022 is as follows: NINE MONTHS ENDED SEPTEMBER 30, 2022 Cash Paid (gross of cash acquired) (1) $ 756,003 Deferred Purchase Obligation, Purchase Price Holdbacks and Other (2) 279,734 Total Consideration 1,035,737 Fair Value of Identifiable Assets Acquired and Liabilities Assumed: Cash 31,571 Accounts Receivable, Prepaid Expenses and Other Assets 73,351 Property, Plant and Equipment 7,893 Customer and Supplier Relationship Intangible Assets (3) 491,422 Other Intangible Assets (3) 47,300 Operating Lease Right-of-Use Assets 32,680 Accounts Payable, Accrued Expenses and Other Liabilities (60,683) Operating Lease Liabilities (32,680) Deferred Income Taxes (142,019) Total Fair Value of Identifiable Net Assets Acquired 448,835 Goodwill Initially Recorded (4) $ 586,902 (1) Cash paid for acquisitions, net of cash acquired in our Condensed Consolidated Statement of Cash Flows includes contingent and other payments received of $219 for the nine months ended September 30, 2022 related to acquisitions made in the years prior to 2022. (2) Deferred purchase obligation, purchase price holdbacks and other includes $275,100 related to the fair value estimate of the Deferred Purchase Obligation for the Remaining Interests and approximately $4,600 of deferred purchase obligation, purchase price holdbacks and other associated with our other business and asset acquisitions completed in 2022. (3) The preliminary weighted average life of the intangible assets acquired in the ITRenew Transaction is approximately 11 years. Intangible assets are included as a component of Other assets, net in our Condensed Consolidated Balance Sheets. (4) Goodwill is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
Schedule of Equity Method Investments | The carrying values and equity interests in our joint ventures at September 30, 2022 and December 31, 2021 are as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST Web Werks JV $ 97,877 55.40 % $ 51,140 38.50 % Joint venture with AGC Equity Partners (the "Frankfurt JV") 27,004 20.00 % 26,167 20.00 % MakeSpace JV — — % 30,154 49.99 % Clutter JV 57,113 26.73 % — — % |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Assets (liabilities) recognized in our Condensed Consolidated Balance Sheets at September 30, 2022 and December 31, 2021, by derivative instrument, are as follows: DERIVATIVE INSTRUMENTS (1) SEPTEMBER 30, 2022 DECEMBER 31, 2021 Cash Flow Hedges (2) March 2024 Interest Rate Swap Agreements $ 12,879 $ (7,680) Net Investment Hedges (3) August 2023 Cross-Currency Swap Agreements 12,938 (664) February 2026 Cross-Currency Swap Agreements 60,070 11,021 (1) Our derivative assets are included as a component of (i) Prepaid expenses and other or (ii) Other within Other assets, net in our Condensed Consolidated Balance Sheets and our derivative liabilities are included as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of September 30, 2022, $12,938 is included within Prepaid expenses and other and $72,949 is included within Other assets. As of December 31, 2021, $11,021 is included within Other assets, $2,082 is included within Accrued expense and other current liabilities and $6,262 is included within Other long-term liabilities. (2) As of September 30, 2022, cumulative net gains of $12,879 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements. (3) As of September 30, 2022, cumulative net gains of $73,008 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements. |
Schedule of Gains(Losses) for Derivative Instruments | Unrealized gains (losses) recognized during the three and nine months ended September 30, 2022 and 2021, by derivative instrument, are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, DERIVATIVE INSTRUMENTS (1) 2022 2021 2022 2021 Cash Flow Hedges March 2024 Interest Rate Swap Agreements $ 5,157 $ 1,950 $ 20,559 $ 7,946 Net Investment Hedges August 2023 Cross-Currency Swap Agreements 6,771 2,655 13,602 5,933 February 2026 Cross-Currency Swap Agreements 20,305 10,060 49,049 21,626 (1) These amounts are recognized as unrealized gains (losses), a component of Accumulated other comprehensive items, net. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Amount and Fair Value of Long-Term Debt Instruments | Long-term debt is as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT FAIR VALUE DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT FAIR VALUE Revolving Credit Facility $ 890,000 $ (7,899) $ 882,101 $ 890,000 $ — $ (5,174) $ (5,174) $ — Term Loan A 243,750 — 243,750 243,750 203,125 — 203,125 203,125 Term Loan B 667,766 (4,059) 663,707 668,500 672,847 (4,995) 667,852 675,500 Australian Dollar Term Loan 193,140 (464) 192,676 193,140 223,182 (656) 222,526 223,530 UK Bilateral Revolving Credit Facility 155,887 (175) 155,712 155,887 189,168 (709) 188,459 189,168 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes") 445,392 (2,593) 442,799 392,373 540,481 (3,912) 536,569 542,508 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes due 2027") (1) 1,000,000 (7,110) 992,890 892,500 1,000,000 (8,176) 991,824 1,030,000 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes due 2028") (1) 825,000 (6,495) 818,505 719,813 825,000 (7,380) 817,620 862,125 5% Senior Notes due 2028 (the "5% Notes due 2028") (1) 500,000 (4,220) 495,780 428,750 500,000 (4,763) 495,237 513,750 4 7 / 8 % Senior Notes due 2029 (the "4 7 / 8 % Notes due 2029") (1) 1,000,000 (10,126) 989,874 815,000 1,000,000 (11,211) 988,789 1,022,500 5 1 / 4 % Senior Notes due 2030 (the "5 1 / 4 % Notes due 2030") (1) 1,300,000 (11,783) 1,288,217 1,072,500 1,300,000 (12,911) 1,287,089 1,355,250 4 1 / 2 % Senior Notes due 2031 (the "4 1 / 2 % Notes") (1) 1,100,000 (10,471) 1,089,529 847,000 1,100,000 (11,404) 1,088,596 1,094,500 5% Senior Notes due 2032 (the "5% Notes due 2032") 750,000 (12,827) 737,173 579,375 750,000 (13,782) 736,218 767,813 5 5 / 8 % Senior Notes due 2032 (the "5 5 / 8 % Notes") (1) 600,000 (5,711) 594,289 477,000 600,000 (6,147) 593,853 637,500 Real Estate Mortgages, Financing Lease Liabilities and Other 407,646 (643) 407,003 407,646 460,648 (840) 459,808 460,648 Accounts Receivable Securitization Program 316,700 (584) 316,116 316,700 — (450) (450) — Total Long-term Debt 10,395,281 (85,160) 10,310,121 9,364,451 (92,510) 9,271,941 Less Current Portion (81,275) — (81,275) (310,084) 656 (309,428) Long-term Debt, Net of Current Portion $ 10,314,006 $ (85,160) $ 10,228,846 $ 9,054,367 $ (91,854) $ 8,962,513 (1) Collectively, the "Parent Notes". |
Schedule of Net Cash Position in Cash Pool Agreements | The approximate amount of the net cash position for our cash pools and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 2022 and December 31, 2021 are as follows: SEPTEMBER 30, 2022 DECEMBER 31, 2021 GROSS CASH POSITION OUTSTANDING DEBIT BALANCES NET CASH POSITION GROSS CASH POSITION OUTSTANDING DEBIT BALANCES NET CASH POSITION BMG QRS Cash Pool $ 590,127 $ (588,633) $ 1,494 $ 552,900 $ (552,100) $ 800 BMG TRS Cash Pool 539,557 (538,498) 1,059 606,000 (603,900) 2,100 JPM QRS APAC Cash Pool 23,561 (23,394) 167 9,400 (9,200) 200 JPM TRS APAC Cash Pool 22,272 (21,899) 373 12,000 (9,900) 2,100 JPM QRS EMEA Cash Pool 6,030 (5,718) 312 — — — JPM TRS EMEA Cash Pool 2,104 (2,044) 60 — — — |
Stockholders' Equity Matters (T
Stockholders' Equity Matters (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of Dividend Declared and Payments | In fiscal year 2021 and the nine months ended September 30, 2022, our board of directors declared the following dividends: DECLARATION DATE DIVIDEND RECORD DATE TOTAL PAYMENT DATE February 24, 2021 $ 0.6185 March 15, 2021 $ 178,569 April 6, 2021 May 6, 2021 0.6185 June 15, 2021 179,026 July 6, 2021 August 5, 2021 0.6185 September 15, 2021 179,080 October 6, 2021 November 4, 2021 0.6185 December 15, 2021 179,132 January 6, 2022 February 24, 2022 0.6185 March 15, 2022 179,661 April 6, 2022 April 28, 2022 0.6185 June 15, 2022 179,781 July 6, 2022 August 4, 2022 0.6185 September 15, 2022 179,790 October 4, 2022 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Analysis of Business Segment Information | An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2022 2021 2022 2021 Global RIM Business Total Revenues $ 1,091,102 $ 997,843 $ 3,210,469 $ 2,971,085 Adjusted EBITDA 483,862 435,904 1,402,025 1,263,277 Global Data Center Business Total Revenues $ 100,309 $ 88,587 $ 297,384 $ 236,672 Adjusted EBITDA 42,660 35,097 126,944 98,961 Corporate and Other Business Total Revenues $ 95,534 $ 43,718 $ 316,672 $ 124,187 Adjusted EBITDA (57,088) (53,232) (173,835) (158,273) Total Consolidated Total Revenues $ 1,286,945 $ 1,130,148 $ 3,824,525 $ 3,331,944 Adjusted EBITDA 469,434 417,769 1,355,134 1,203,965 |
Schedule of Reconciliation of Net Income (Loss) to Adjusted EBITDA | A reconciliation of Net Income (Loss) to Adjusted EBITDA on a consolidated basis for the three and nine months ended September 30, 2022 and 2021 is as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2022 2021 2022 2021 Net Income (Loss) $ 192,931 $ 68,111 $ 436,496 $ 391,264 Add/(Deduct): Interest expense, net 121,767 103,809 351,266 313,451 Provision (benefit) for income taxes 23,934 28,017 52,097 153,073 Depreciation and amortization 175,077 174,818 536,946 507,145 Acquisition and Integration Costs 5,554 1,138 38,093 3,415 Restructuring charges 3,382 50,432 3,382 129,686 (Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) (14,170) (935) (66,124) (134,321) Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures (56,226) (21,517) (48,814) (209,001) Stock-based compensation expense 14,326 12,644 45,923 45,913 Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures 2,859 1,252 5,869 3,340 Adjusted EBITDA $ 469,434 $ 417,769 $ 1,355,134 $ 1,203,965 |
Schedule of Revenues by Product and Service Lines by Segment | Information as to our revenues by product and service lines by segment for the three and nine months ended September 30, 2022 and 2021 are as follows: THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2022 2021 2022 2021 Global RIM Business Records Management (1) $ 829,357 $ 767,059 $ 2,450,903 $ 2,285,000 Data Management (1) 127,226 130,679 385,276 399,420 Information Destruction (1)(2) 134,519 100,105 374,290 286,665 Data Center (1) — — — — Global Data Center Business Records Management (1) $ — $ — $ — $ — Data Management (1) — — — — Information Destruction (1) — — — — Data Center (1) 100,309 88,587 297,384 236,672 Corporate and Other Business Records Management (1) $ 35,787 $ 30,453 $ 103,826 $ 91,850 Data Management (1) — — — — Information Destruction (1)(3) 59,747 13,265 212,846 32,337 Data Center (1) — — — — Total Consolidated Records Management (1) $ 865,144 $ 797,512 $ 2,554,729 $ 2,376,850 Data Management (1) 127,226 130,679 385,276 399,420 Information Destruction (1)(2)(3) 194,266 113,370 587,136 319,002 Data Center (1) 100,309 88,587 297,384 236,672 (1) Each of these offerings has a component of revenue that is storage rental related and a component that is service revenue, except for information destruction, which does not have a storage rental component. (2) Includes secure shredding services. (3) Includes product revenue from ITRenew. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Allowance for Doubtful Accounts and Credit Memo Reserves (Details) - Allowance for doubtful accounts $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |
Beginning balance | $ 62,009 |
Credit memos charged to revenue | 41,722 |
Allowance for bad debts charged to expense | 10,691 |
Deductions and other | (61,727) |
Ending balance | $ 52,695 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies- Inventory (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Inventory | $ 14,565,000 | $ 0 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Supplemental Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Operating lease right-of-use assets | $ 2,556,253 | $ 2,314,422 |
Financing lease right-of-use assets, net of accumulated depreciation | 250,627 | 298,049 |
Current | ||
Operating lease liabilities | 270,311 | 259,597 |
Finance lease liabilities | 34,622 | 41,168 |
Long-term | ||
Operating lease liabilities | 2,405,751 | 2,171,472 |
Finance lease liabilities | $ 276,627 | $ 315,561 |
Finance lease, right-of-use asset, statement of financial position [Extensible List] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization |
Operating lease, liability, current, statement of financial position [Extensible List] | Accrued expenses and other current liabilities (includes current portion of operating lease liabilities) | Accrued expenses and other current liabilities (includes current portion of operating lease liabilities) |
Finance lease, liability, current, statement of financial position [Extensible List] | Current portion of long-term debt | Current portion of long-term debt |
Finance lease, liability, noncurrent, statement of financial position [Extensible List] | Long-term Debt, net of current portion | Long-term Debt, net of current portion |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Leases Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | ||||
Operating lease cost | $ 145,293 | $ 140,551 | $ 428,686 | $ 408,312 |
Depreciation of financing lease right-of-use assets | 10,186 | 14,006 | 32,218 | 39,062 |
Interest expense for financing lease liabilities | 4,126 | 5,055 | 14,940 | |
Variable lease costs | $ 30,730 | $ 28,835 | $ 89,647 | $ 86,422 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Supplemental Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | ||
Operating cash flows used in operating leases | $ 302,442 | $ 291,535 |
Operating cash flows used in financing leases (interest) | 13,163 | 14,940 |
Financing cash flows used in financing leases | 29,254 | 35,360 |
Operating lease modifications and reassessments | 145,133 | 103,158 |
New operating leases (including acquisitions and sale-leaseback transactions) | $ 485,673 | $ 240,822 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | $ 4,463,531 |
Tax deductible goodwill acquired during the year | 762 |
Non-tax deductible goodwill acquired during the period | 586,140 |
Fair value and other adjustments | (11,717) |
Currency effects | (207,410) |
Goodwill ending balance | 4,831,306 |
Accumulated goodwill impairment | 158,420 |
GLOBAL RIM BUSINESS | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 3,972,852 |
Tax deductible goodwill acquired during the year | 0 |
Non-tax deductible goodwill acquired during the period | 696 |
Fair value and other adjustments | (12,101) |
Currency effects | (186,056) |
Goodwill ending balance | 3,775,391 |
Accumulated goodwill impairment | 132,409 |
GLOBAL DATA CENTER BUSINESS | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 426,074 |
Tax deductible goodwill acquired during the year | 0 |
Non-tax deductible goodwill acquired during the period | 0 |
Fair value and other adjustments | 0 |
Currency effects | (18,287) |
Goodwill ending balance | 407,787 |
Accumulated goodwill impairment | 0 |
CORPORATE AND OTHER BUSINESS | |
Gross amount of goodwill [Roll Forward] | |
Goodwill beginning balance | 64,605 |
Tax deductible goodwill acquired during the year | 762 |
Non-tax deductible goodwill acquired during the period | 585,444 |
Fair value and other adjustments | 384 |
Currency effects | (3,067) |
Goodwill ending balance | 648,128 |
Accumulated goodwill impairment | $ 26,011 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Derivative Assets | $ 11,021 | |
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 [Line Items] | ||
Trading Securities | $ 9,049 | 11,062 |
Derivative Assets | 0 | 0 |
Derivative Liabilities | 0 | |
Deferred purchase obligation | 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 [Line Items] | ||
Trading Securities | 36 | 85 |
Derivative Assets | 85,887 | 11,021 |
Derivative Liabilities | 8,344 | |
Deferred purchase obligation | 0 | |
Fair Value Measured on Recurring Basis | SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Trading Securities | 0 | 0 |
Derivative Assets | 0 | 0 |
Derivative Liabilities | 0 | |
Deferred purchase obligation | 275,100 | |
Estimate of Fair Value Measurement | Fair Value Measured on Recurring Basis | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Trading Securities | 9,085 | 11,147 |
Derivative Assets | 85,887 | 11,021 |
Derivative Liabilities | 8,344 | |
Deferred purchase obligation | 275,100 | |
Money Market Funds | 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 [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Money Market Funds | Fair Value Measured on Recurring Basis | SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Cash and cash equivalents | 18,861 | 101,022 |
Money Market Funds | Fair Value Measured on Recurring Basis | SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Money Market Funds | Estimate of Fair Value Measurement | Fair Value Measured on Recurring Basis | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Cash and cash equivalents | 18,861 | 101,022 |
Time Deposits | 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 [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Time Deposits | Fair Value Measured on Recurring Basis | SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Cash and cash equivalents | 1,123 | 2,238 |
Time Deposits | Fair Value Measured on Recurring Basis | SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3) | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Time Deposits | Estimate of Fair Value Measurement | Fair Value Measured on Recurring Basis | ||
Assets and Liabilities Carried at Fair Value Measured on a Recurring Basis [Line Items] | ||
Cash and cash equivalents | $ 1,123 | $ 2,238 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
AOCI Rollforward | ||||
Beginning of Period | $ 651,775 | $ 1,147,742 | $ 857,068 | $ 1,136,729 |
Other comprehensive (loss) income: | ||||
Foreign currency translation and other adjustments | (174,739) | (90,465) | (334,344) | (114,065) |
Change in fair value of derivative instruments | 32,233 | 14,665 | 83,210 | 35,505 |
Total other comprehensive (loss) income | (142,506) | (75,800) | (251,134) | (78,560) |
End of period | 533,839 | 975,146 | 533,839 | 975,146 |
FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTS | ||||
AOCI Rollforward | ||||
Beginning of Period | (500,629) | (229,790) | (341,024) | (206,190) |
Other comprehensive (loss) income: | ||||
Foreign currency translation and other adjustments | (174,739) | (90,465) | (334,344) | (114,065) |
Change in fair value of derivative instruments | 0 | 0 | 0 | 0 |
Total other comprehensive (loss) income | (174,739) | (90,465) | (334,344) | (114,065) |
End of period | (675,368) | (320,255) | (675,368) | (320,255) |
CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS | ||||
AOCI Rollforward | ||||
Beginning of Period | 53,654 | (28,863) | 2,677 | (49,703) |
Other comprehensive (loss) income: | ||||
Foreign currency translation and other adjustments | 0 | 0 | 0 | 0 |
Change in fair value of derivative instruments | 32,233 | 14,665 | 83,210 | 35,505 |
Total other comprehensive (loss) income | 32,233 | 14,665 | 83,210 | 35,505 |
End of period | 85,887 | (14,198) | 85,887 | (14,198) |
TOTAL | ||||
AOCI Rollforward | ||||
Beginning of Period | (446,975) | (258,653) | (338,347) | (255,893) |
Other comprehensive (loss) income: | ||||
End of period | $ (589,481) | $ (334,453) | $ (589,481) | $ (334,453) |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Contract Fulfillment Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Intake Costs asset | ||
Contract With Customer, Asset And Liabilities [Line Items] | ||
GROSS CARRYING AMOUNT | $ 63,856 | $ 71,336 |
ACCUMULATED AMORTIZATION | (40,045) | (42,678) |
NET CARRYING AMOUNT | 23,811 | 28,658 |
Commissions asset | ||
Contract With Customer, Asset And Liabilities [Line Items] | ||
GROSS CARRYING AMOUNT | 124,081 | 114,791 |
ACCUMULATED AMORTIZATION | (54,948) | (50,553) |
NET CARRYING AMOUNT | $ 69,133 | $ 64,238 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Summary of Deferred Revenue Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Deferred revenue - Current | $ 282,687 | $ 307,470 |
Deferred revenue - Long-term | $ 31,234 | $ 33,691 |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Storage Rental (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Lessor, Lease, Description [Line Items] | ||||
Storage rental | $ 760,370 | $ 718,614 | $ 2,264,566 | $ 2,144,942 |
GLOBAL DATA CENTER BUSINESS | ||||
Lessor, Lease, Description [Line Items] | ||||
Storage rental | 96,328 | 72,411 | 273,547 | 210,805 |
Storage Rental, Power and Connectivity | GLOBAL DATA CENTER BUSINESS | ||||
Lessor, Lease, Description [Line Items] | ||||
Storage rental | $ 34,621 | $ 14,639 | $ 93,652 | $ 42,333 |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Stock-Based Compensation Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 USD ($) yr | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) yr | Sep. 30, 2021 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Age of recipient | yr | 55 | 55 | ||
Service period | 5 years | |||
Unrecognized compensation cost | $ 52,664 | $ 52,664 | ||
Stock-based Compensation Expense [Abstract] | ||||
Stock-based compensation expense | 14,326 | $ 13,200 | 45,923 | $ 46,852 |
Restricted Stock Units | ||||
Summary of Option Activity | ||||
Total fair value of shares or units vested | 4,748 | 8,425 | 26,307 | 31,404 |
Performance units | ||||
Summary of Option Activity | ||||
Total fair value of shares or units vested | $ 13,622 | $ 22,030 | $ 17,968 | $ 27,856 |
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Age of recipient | yr | 65 | 65 |
Summary of Significant Accou_16
Summary of Significant Accounting Policies - Acquisition and Integration costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | ||||
Acquisition and Integration Costs | $ 5,554 | $ 1,138 | $ 38,093 | $ 3,415 |
Summary of Significant Accou_17
Summary of Significant Accounting Policies - (Gain) Loss on Disposal/Write-Down of Property, Plant and Equipment, Net (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 USD ($) facility | Jun. 30, 2022 USD ($) facility | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
(Gain) loss on disposal/write-down of property, plant and equipment, net | $ | $ (14,170) | $ (935) | $ (66,124) | $ (134,321) | |
Facilities And Parcels Of Land In the United States | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Sale and sale-leaseback transactions | $ | $ 17,000 | $ 49,000 | $ 66,000 | ||
Number of sale lease back properties | 11 | ||||
Facilities In United States | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Number of sale lease back properties | 2 | ||||
Facilities in Canada | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Number of sale lease back properties | 1 | ||||
Facilities In The United Kingdom | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Sale and sale-leaseback transactions | $ | $ 127,400 | ||||
Number of sale lease back properties | 5 |
Summary of Significant Accou_18
Summary of Significant Accounting Policies - Other (Income) Expense, Net (Details) € in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
May 18, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 EUR (€) | Mar. 31, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 EUR (€) | Sep. 30, 2021 USD ($) | |
Accounting Policies [Abstract] | ||||||||
Foreign currency transaction (gains) losses, net | $ (58,519) | € (58,519) | $ (23,200) | $ (126,759) | € (126,759) | $ (16,157) | ||
Debt extinguishment expense | 0 | 0 | 671 | 0 | ||||
Other, net | 5,649 | 4,699 | 87,902 | (183,861) | ||||
Other (Income) Expense, Net | (52,870) | (18,501) | (38,186) | (200,018) | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Foreign currency transaction gain | $ 58,519 | € 58,519 | $ 23,200 | 126,759 | € 126,759 | 16,157 | ||
Gain (loss) on disposal | (105,825) | 0 | ||||||
Gain on IPM divestment | $ 20,300 | $ 0 | 180,569 | |||||
IPM Divestment | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Gain on IPM divestment | $ 180,600 | |||||||
OSG Records Management (Europe) Limited | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Gain (loss) on disposal | $ (105,800) | |||||||
Clutter JV | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Gain (loss) on disposal | $ 35,800 |
Summary of Significant Accou_19
Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 31, 2022 | |
Accounting Policies [Abstract] | |||||
Effective Tax Rate | 11% | 29.10% | 10.70% | 28.10% | |
Federal statutory tax rate | 21% | 21% | 21% | 21% | |
Deferred tax assets | $ 9,900 | ||||
Expense related to change in enacted tax law | $ 12 |
Summary of Significant Accou_20
Summary of Significant Accounting Policies - Income (Loss) Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income (Loss) Per Share-Basic and Diluted | ||||
Net Income (Loss) | $ 192,931 | $ 68,111 | $ 436,496 | $ 391,264 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 767 | 428 | 1,952 | 2,693 |
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation) | $ 192,164 | $ 67,683 | $ 434,544 | $ 388,571 |
Weighted-average shares—basic (in shares) | 290,937,000 | 289,762,000 | 290,673,000 | 289,255,000 |
Effect of dilutive potential stock options (in shares) | 1,133,952 | 869,600 | 1,126,280 | 522,642 |
Effect of dilutive potential restricted stock, RSUs and PUs (in shares) | 480,919 | 850,655 | 494,956 | 918,954 |
Weighted-average shares—diluted (in shares) | 292,551,871 | 291,482,255 | 292,294,236 | 290,696,596 |
Basic (in dollars per share) | $ 0.66 | $ 0.23 | $ 1.49 | $ 1.34 |
Diluted (in dollars per share) | $ 0.66 | $ 0.23 | $ 1.49 | $ 1.34 |
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares) | 220,421 | 351,673 | 403,362 | 1,813,880 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||||
Jan. 25, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Jan. 25, 2025 | Jan. 25, 2024 | |
Business Acquisition [Line Items] | |||||
Cash paid for acquisitions, net of cash acquired | $ 724,213 | $ 203,752 | |||
ITRenew | |||||
Business Acquisition [Line Items] | |||||
Ownership acquired | 80% | ||||
Total Consideration | $ 725 | ||||
Cash paid (gross of cash acquired) | 748,846 | ||||
Net cash acquired | 30,720 | ||||
Cash paid for acquisitions, net of cash acquired | $ 718,126 | ||||
Possible subsequent percentage acquired | 20% | ||||
Deferred purchase obligation | $ 275,100 | ||||
Consolidation percentage | 100% | ||||
Operating expenditures | 59,370 | ||||
ITRenew | Minimum | |||||
Business Acquisition [Line Items] | |||||
Value of possible subsequent acquisition | $ 200 | ||||
ITRenew | Maximum | |||||
Business Acquisition [Line Items] | |||||
Value of possible subsequent acquisition | 531,000 | ||||
ITRenew | Second Anniversary | Forecast | |||||
Business Acquisition [Line Items] | |||||
Possible subsequent percentage acquired | 16% | ||||
ITRenew | Third Anniversary | Forecast | |||||
Business Acquisition [Line Items] | |||||
Possible subsequent percentage acquired | 4% | ||||
Other 2022 Acquisition | |||||
Business Acquisition [Line Items] | |||||
Total Consideration | $ 11,000 | ||||
Deferred purchase obligation, purchase price holdbacks and other | $ 4,600 |
Acquisitions - Pro Forma Financ
Acquisitions - Pro Forma Financial Information (Details) - ITRenew - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||
Total Revenues | $ 1,286,945 | $ 1,234,386 | $ 3,842,499 | $ 3,675,396 |
Income from Continuing Operations | $ 192,931 | $ 70,491 | $ 436,627 | $ 341,096 |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Jan. 25, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Fair Value of Identifiable Assets Acquired and Liabilities Assumed: | |||
Operating Lease Liabilities | $ (2,405,751) | $ (2,171,472) | |
Goodwill initially recorded | 4,831,306 | $ 4,463,531 | |
2022 Acquisitions | |||
Business Acquisition [Line Items] | |||
Cash paid (gross of cash acquired) | 756,003 | ||
Deferred purchase obligation, purchase price holdbacks and other | 279,734 | ||
Total Consideration | 1,035,737 | ||
Fair Value of Identifiable Assets Acquired and Liabilities Assumed: | |||
Cash | 31,571 | ||
Accounts Receivable, Prepaid Expenses and Other Assets | 73,351 | ||
Property, Plant and Equipment | 7,893 | ||
Operating Lease Right-of-Use Assets | 32,680 | ||
Accounts Payable, Accrued Expenses and Other Liabilities | (60,683) | ||
Operating Lease Liabilities | (32,680) | ||
Deferred Income Taxes | (142,019) | ||
Total Fair Value of Identifiable Net Assets Acquired | 448,835 | ||
Goodwill initially recorded | 586,902 | ||
Proceeds from previous acquisition | 219 | ||
Deferred purchase obligation, purchase price holdbacks and other, fair value | 275,100 | ||
2022 Acquisitions | Customer Relationships | |||
Fair Value of Identifiable Assets Acquired and Liabilities Assumed: | |||
Intangible assets | 491,422 | ||
2022 Acquisitions | Other Intangible Assets | |||
Fair Value of Identifiable Assets Acquired and Liabilities Assumed: | |||
Intangible assets | 47,300 | ||
Other 2022 Acquisition | |||
Business Acquisition [Line Items] | |||
Deferred purchase obligation, purchase price holdbacks and other | $ 4,600 | ||
Total Consideration | $ 11,000 | ||
ITRenew | |||
Business Acquisition [Line Items] | |||
Cash paid (gross of cash acquired) | 748,846 | ||
Total Consideration | $ 725 | ||
Fair Value of Identifiable Assets Acquired and Liabilities Assumed: | |||
Acquired finite-lived intangible assets, weighted average useful life | 11 years |
Investments (Details)
Investments (Details) ₨ in Thousands, $ in Thousands | 1 Months Ended | 9 Months Ended | |||||||
Feb. 28, 2022 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 INR (₨) | Aug. 31, 2022 USD ($) | Aug. 31, 2022 INR (₨) | Dec. 31, 2021 | Apr. 30, 2021 USD ($) | Apr. 30, 2021 INR (₨) | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity in Other Comprehensive (Loss) Income of Subsidiaries | $ 35,821 | $ 0 | |||||||
Web Werks JV | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity method investments, fair value disclosure | $ 46,100 | ₨ 3,750,000 | $ 50,100 | ₨ 3,750 | |||||
Additional equity method investments, fair value disclosure | ₨ | ₨ 7,500 | ||||||||
MakeSpace JV | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership percentage | 49.99% | 0% | 49.99% | ||||||
Equity in Other Comprehensive (Loss) Income of Subsidiaries | $ 35,800 | ||||||||
Clutter JV | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership percentage | 27% | 26.73% | 0% |
Investments - Schedule of Inves
Investments - Schedule of Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Feb. 28, 2022 | Dec. 31, 2021 |
Web Werks JV | |||
Schedule of Equity Method Investments [Line Items] | |||
CARRYING VALUE | $ 97,877 | $ 51,140 | |
EQUITY INTEREST | 55.40% | 38.50% | |
Joint venture with AGC Equity Partners (the "Frankfurt JV") | |||
Schedule of Equity Method Investments [Line Items] | |||
CARRYING VALUE | $ 27,004 | $ 26,167 | |
EQUITY INTEREST | 20% | 20% | |
MakeSpace JV | |||
Schedule of Equity Method Investments [Line Items] | |||
CARRYING VALUE | $ 0 | $ 30,154 | |
EQUITY INTEREST | 0% | 49.99% | 49.99% |
Clutter JV | |||
Schedule of Equity Method Investments [Line Items] | |||
CARRYING VALUE | $ 57,113 | $ 0 | |
EQUITY INTEREST | 26.73% | 27% | 0% |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Additional Information (Details) € in Thousands, $ in Thousands | Sep. 30, 2022 USD ($) | May 31, 2022 USD ($) | May 31, 2022 EUR (€) | Sep. 30, 2020 USD ($) | Sep. 30, 2020 EUR (€) | Aug. 31, 2019 USD ($) | Aug. 31, 2019 EUR (€) |
March 2024 Interest Rate Swap Agreements | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Notional amount | $ 350,000 | ||||||
Cross-currency Swap Agreements | Net Investment Hedges | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Notional amount | $ 359,200 | € 340,500 | $ 359,200 | € 300,000 | $ 110,000 | € 99,055 | |
Interest rate (as a percent) | 4.50% | 4.50% | 4.50% | 4.50% | 6% | 6% | |
Weighted average interest rate (as a percent) | 1.20% | 1.20% | 3.40% | 3.40% | 3.65% | 3.65% |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Net Investment Hedges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Assets | $ 11,021 | ||||
Prepaid Expenses And Other | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Assets | $ 12,938 | $ 12,938 | |||
Other Assets | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Assets | 72,949 | 72,949 | |||
Accrued Expenses And Other Current Liabilities | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative liabilities | (2,082) | ||||
Other Long-Term Liabilities | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative liabilities | (6,262) | ||||
Net Investment Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Cumulative net gain in cross-currency swaps | 73,008 | 73,008 | |||
March 2024 Interest Rate Swap Agreements | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Cumulative net gain in AOCI | 12,879 | 12,879 | |||
March 2024 Interest Rate Swap Agreements | Cash Flow Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Assets | 12,879 | 12,879 | |||
Derivative liabilities | (7,680) | ||||
March 2024 Interest Rate Swap Agreements | Designated as Hedging Instrument | Cash Flow Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Unrealized gains (losses) associated with interest rate swap agreements | 5,157 | $ 1,950 | 20,559 | $ 7,946 | |
August 2023 Cross-Currency Swap Agreements | Net Investment Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Assets | 12,938 | 12,938 | |||
Derivative liabilities | (664) | ||||
August 2023 Cross-Currency Swap Agreements | Designated as Hedging Instrument | Net Investment Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Unrealized gains (losses) associated with cross-currency swaps | 6,771 | 2,655 | 13,602 | 5,933 | |
February 2026 Cross-Currency Swap Agreements | Net Investment Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Derivative Assets | 60,070 | 60,070 | $ 11,021 | ||
February 2026 Cross-Currency Swap Agreements | Designated as Hedging Instrument | Net Investment Hedges | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Unrealized gains (losses) associated with cross-currency swaps | $ 20,305 | $ 10,060 | $ 49,049 | $ 21,626 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Details) $ in Thousands, $ in Thousands | Sep. 30, 2022 USD ($) | Sep. 30, 2022 AUD ($) | Dec. 31, 2021 USD ($) |
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | $ 10,395,281 | $ 9,364,451 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (85,160) | (92,510) | |
CARRYING AMOUNT | 10,310,121 | 9,271,941 | |
Long-term debt, gross, current maturities | (81,275) | (310,084) | |
Long term debt, gross, net of current portion | 10,314,006 | 9,054,367 | |
Unamortized deferred financing costs, current | 0 | 656 | |
Unamortized deferred financing costs, noncurrent | (85,160) | (91,854) | |
Carrying amount, current maturities | (81,275) | (309,428) | |
Carrying amount, excluding current maturities | 10,228,846 | 8,962,513 | |
Australian Dollar Term Loan | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 193,140 | $ 302,041 | 223,182 |
UNAMORTIZED DEFERRED FINANCING COSTS | (464) | (656) | |
CARRYING AMOUNT | 192,676 | 222,526 | |
FAIR VALUE | 193,140 | 223,530 | |
Real Estate Mortgages, Financing Lease Liabilities and Other | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 407,646 | 460,648 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (643) | (840) | |
CARRYING AMOUNT | 407,003 | 459,808 | |
FAIR VALUE | 407,646 | 460,648 | |
Accounts Receivable Securitization Program | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 316,700 | 0 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (584) | (450) | |
CARRYING AMOUNT | 316,116 | (450) | |
FAIR VALUE | 316,700 | 0 | |
New Credit Agreement | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 890,000 | 0 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (7,899) | (5,174) | |
CARRYING AMOUNT | 882,101 | (5,174) | |
FAIR VALUE | 890,000 | 0 | |
Term Loan A | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 243,750 | 203,125 | |
UNAMORTIZED DEFERRED FINANCING COSTS | 0 | 0 | |
CARRYING AMOUNT | 243,750 | 203,125 | |
FAIR VALUE | 243,750 | 203,125 | |
Term Loan B | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 667,766 | 672,847 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (4,059) | (4,995) | |
CARRYING AMOUNT | 663,707 | 667,852 | |
FAIR VALUE | 668,500 | 675,500 | |
UK Bilateral Revolving Credit Facility | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
DEBT (INCLUSIVE OF DISCOUNT) | 155,887 | 189,168 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (175) | (709) | |
CARRYING AMOUNT | 155,712 | 188,459 | |
FAIR VALUE | $ 155,887 | 189,168 | |
37/8% GBP Senior Notes due 2025 (the "GBP Notes") | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 3.875% | 3.875% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 445,392 | 540,481 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (2,593) | (3,912) | |
CARRYING AMOUNT | 442,799 | 536,569 | |
FAIR VALUE | $ 392,373 | 542,508 | |
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”) | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.875% | 4.875% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 1,000,000 | 1,000,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (7,110) | (8,176) | |
CARRYING AMOUNT | 992,890 | 991,824 | |
FAIR VALUE | $ 892,500 | 1,030,000 | |
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”) | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.25% | 5.25% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 825,000 | 825,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (6,495) | (7,380) | |
CARRYING AMOUNT | 818,505 | 817,620 | |
FAIR VALUE | $ 719,813 | 862,125 | |
5% Senior Notes due 2028 (the “5% Notes due 2028”) | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5% | 5% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 500,000 | 500,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (4,220) | (4,763) | |
CARRYING AMOUNT | 495,780 | 495,237 | |
FAIR VALUE | $ 428,750 | 513,750 | |
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”) | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.875% | 4.875% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 1,000,000 | 1,000,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (10,126) | (11,211) | |
CARRYING AMOUNT | 989,874 | 988,789 | |
FAIR VALUE | $ 815,000 | 1,022,500 | |
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”) | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.25% | 5.25% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 1,300,000 | 1,300,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (11,783) | (12,911) | |
CARRYING AMOUNT | 1,288,217 | 1,287,089 | |
FAIR VALUE | $ 1,072,500 | 1,355,250 | |
41/2% Senior Notes due 2031 (the “41/2% Notes”) | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 4.50% | 4.50% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 1,100,000 | 1,100,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (10,471) | (11,404) | |
CARRYING AMOUNT | 1,089,529 | 1,088,596 | |
FAIR VALUE | $ 847,000 | 1,094,500 | |
5% Senior Notes due 2032 (the "5% Notes due 2032") | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5% | 5% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 750,000 | 750,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (12,827) | (13,782) | |
CARRYING AMOUNT | 737,173 | 736,218 | |
FAIR VALUE | $ 477,000 | 767,813 | |
55/8% Senior Notes due 2032 (the "55/8% Notes") | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.625% | 5.625% | |
DEBT (INCLUSIVE OF DISCOUNT) | $ 600,000 | 600,000 | |
UNAMORTIZED DEFERRED FINANCING COSTS | (5,711) | (6,147) | |
CARRYING AMOUNT | 594,289 | 593,853 | |
FAIR VALUE | $ 579,375 | $ 637,500 |
Debt - Credit Agreements (Detai
Debt - Credit Agreements (Details) | Sep. 30, 2022 USD ($) | Mar. 18, 2022 measurement | Mar. 17, 2022 USD ($) measurement | Dec. 31, 2021 USD ($) |
Debt Instrument [Line Items] | ||||
Leveraged leases, adjusted covenant ratio | measurement | 7 | 6.5 | ||
Outstanding borrowings | $ 10,395,281,000 | $ 9,364,451,000 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Letters of credit outstanding | 3,779,000 | |||
Remaining capacity | 1,356,221,000 | |||
New Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 2,250,000,000 | $ 1,750,000,000 | ||
Outstanding borrowings | $ 890,000,000 | 0 | ||
Average interest rate (as a percent) | 4.70% | |||
Term Loan A | Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 250,000,000 | |||
Outstanding borrowings | $ 243,750,000 | $ 203,125,000 | ||
Average interest rate (as a percent) | 4.90% | |||
Term B Loan Facility | Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 700,000,000 | |||
Outstanding borrowings | $ 668,500,000 | |||
Average interest rate (as a percent) | 4.20% |
Debt - Australian Dollar Term L
Debt - Australian Dollar Term Loan (Details) $ in Thousands, $ in Thousands | 12 Months Ended | |||
Mar. 18, 2022 | Dec. 31, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 AUD ($) | |
Debt Instrument [Line Items] | ||||
Outstanding borrowings | $ 9,364,451 | $ 10,395,281 | ||
Australian Dollar Term Loan | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 350 | |||
Outstanding borrowings | $ 223,182 | $ 193,140 | $ 302,041 | |
Australian Dollar Term Loan | BBSY | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 3.625% | 3.875% | ||
Effective interest rate (as a percent) | 6.70% | 6.70% |
Debt - UK Bilateral Revolving C
Debt - UK Bilateral Revolving Credit Facility (Details) - UK Bilateral Revolving Credit Facility | Sep. 30, 2022 GBP (£) |
Debt Instrument [Line Items] | |
Effective interest rate (as a percent) | 4.20% |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity | £ 140,000 |
Additional borrowing capacity | £ 125,000,000 |
Debt - Accounts Receivable Secu
Debt - Accounts Receivable Securitization Program Narrative (Details) - Accounts Receivable Securitization Program - USD ($) | Jun. 29, 2022 | Sep. 30, 2022 | Jun. 28, 2022 |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 325,000,000 | $ 316,700,000 | $ 300,000,000 |
Debt instrument, basis spread on variable rate | 0.10% | ||
Effective interest rate (as a percent) | 4.10% | ||
Maximum | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 400,000,000 | ||
LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1% | ||
SOFR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.95% |
Debt - Cash Pooling (Details)
Debt - Cash Pooling (Details) $ in Thousands | Sep. 30, 2022 USD ($) cash_pool | Dec. 31, 2021 USD ($) |
Bank Mendes Gans | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 2 | |
QRS Cash Pool | Bank Mendes Gans | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 1 | |
GROSS CASH POSITION | $ 590,127 | $ 552,900 |
OUTSTANDING DEBIT BALANCES | (588,633) | (552,100) |
NET CASH POSITION | $ 1,494 | 800 |
QRS Cash Pool | JP Morgan Chase Bank | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 1 | |
QRS Cash Pool | JP Morgan Chase Bank | EMEA | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 2 | |
GROSS CASH POSITION | $ 6,030 | 0 |
OUTSTANDING DEBIT BALANCES | (5,718) | 0 |
NET CASH POSITION | $ 312 | 0 |
QRS Cash Pool | JP Morgan Chase Bank | APAC | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 2 | |
GROSS CASH POSITION | $ 23,561 | 9,400 |
OUTSTANDING DEBIT BALANCES | (23,394) | (9,200) |
NET CASH POSITION | $ 167 | 200 |
TRS Cash Pool | Bank Mendes Gans | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 1 | |
GROSS CASH POSITION | $ 539,557 | 606,000 |
OUTSTANDING DEBIT BALANCES | (538,498) | (603,900) |
NET CASH POSITION | $ 1,059 | 2,100 |
TRS Cash Pool | JP Morgan Chase Bank | ||
Debt Instrument [Line Items] | ||
Number of cash pools | cash_pool | 1 | |
TRS Cash Pool | JP Morgan Chase Bank | EMEA | ||
Debt Instrument [Line Items] | ||
GROSS CASH POSITION | $ 2,104 | 0 |
OUTSTANDING DEBIT BALANCES | (2,044) | 0 |
NET CASH POSITION | 60 | 0 |
TRS Cash Pool | JP Morgan Chase Bank | APAC | ||
Debt Instrument [Line Items] | ||
GROSS CASH POSITION | 22,272 | 12,000 |
OUTSTANDING DEBIT BALANCES | (21,899) | (9,900) |
NET CASH POSITION | $ 373 | $ 2,100 |
Debt - Letters of Credit (Detai
Debt - Letters of Credit (Details) - Credit Agreement $ in Thousands | Sep. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |
Letters of credit outstanding | $ 37,221 |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Letters of credit outstanding | $ 3,779 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Insurance settlement | |
Commitments and Contingencies | |
Reasonably possible additional losses | $ 24,000 |
Stockholders' Equity Matters (D
Stockholders' Equity Matters (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||||||||||
Nov. 03, 2022 | Oct. 04, 2022 | Aug. 04, 2022 | Jul. 06, 2022 | Apr. 28, 2022 | Apr. 06, 2022 | Feb. 24, 2022 | Jan. 06, 2022 | Nov. 04, 2021 | Oct. 06, 2021 | Aug. 05, 2021 | Jul. 06, 2021 | May 06, 2021 | Apr. 06, 2021 | Feb. 24, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Instrument [Line Items] | |||||||||||||||||||
Dividend per share (in dollars per share) | $ 0.6185 | $ 0.6185 | $ 0.6185 | $ 0.6185 | $ 0.6185 | $ 0.6185 | $ 0.6185 | ||||||||||||
TOTAL AMOUNT | $ 179,781 | $ 179,661 | $ 179,132 | $ 179,080 | $ 179,026 | $ 178,569 | $ 181,385 | $ 180,600 | $ 543,605 | $ 540,045 | |||||||||
Subsequent Event | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Dividend per share (in dollars per share) | $ 0.6185 | ||||||||||||||||||
TOTAL AMOUNT | $ 179,790 |
Segment Information - Segment R
Segment Information - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,286,945 | $ 1,130,148 | $ 3,824,525 | $ 3,331,944 |
Adjusted EBITDA | 469,434 | 417,769 | 1,355,134 | 1,203,965 |
Global RIM Business | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,091,102 | 997,843 | 3,210,469 | 2,971,085 |
Adjusted EBITDA | 483,862 | 435,904 | 1,402,025 | 1,263,277 |
Global Data Center Business | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 100,309 | 88,587 | 297,384 | 236,672 |
Adjusted EBITDA | 42,660 | 35,097 | 126,944 | 98,961 |
Corporate and Other Business | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 95,534 | 43,718 | 316,672 | 124,187 |
Adjusted EBITDA | $ (57,088) | $ (53,232) | $ (173,835) | $ (158,273) |
Segment Information - Reconcili
Segment Information - Reconciliation to of Net Income to Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Reconciliation to of Net Income to Adjusted EBITDA | ||||
Net Income (Loss) | $ 192,931 | $ 68,111 | $ 436,496 | $ 391,264 |
Interest expense, net | 121,767 | 103,809 | 351,266 | 313,451 |
Provision (benefit) for income taxes | 23,934 | 28,017 | 52,097 | 153,073 |
Depreciation and amortization | 175,077 | 174,818 | 536,946 | 507,145 |
Acquisition and Integration Costs | 5,554 | 1,138 | 38,093 | 3,415 |
Restructuring charges | 3,382 | 50,432 | 3,382 | 129,686 |
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) | (14,170) | (935) | (66,124) | (134,321) |
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures | (56,226) | (21,517) | (48,814) | (209,001) |
Stock-based compensation expense | 14,326 | 12,644 | 45,923 | 45,913 |
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures | 2,859 | 1,252 | 5,869 | 3,340 |
Adjusted EBITDA | $ 469,434 | $ 417,769 | $ 1,355,134 | $ 1,203,965 |
Segment Information - Revenues
Segment Information - Revenues by Product and Service Lines by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,286,945 | $ 1,130,148 | $ 3,824,525 | $ 3,331,944 |
GLOBAL RIM BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,091,102 | 997,843 | 3,210,469 | 2,971,085 |
GLOBAL DATA CENTER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 100,309 | 88,587 | 297,384 | 236,672 |
CORPORATE AND OTHER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 95,534 | 43,718 | 316,672 | 124,187 |
Records Management | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 865,144 | 797,512 | 2,554,729 | 2,376,850 |
Records Management | GLOBAL RIM BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 829,357 | 767,059 | 2,450,903 | 2,285,000 |
Records Management | GLOBAL DATA CENTER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Records Management | CORPORATE AND OTHER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 35,787 | 30,453 | 103,826 | 91,850 |
Data Management | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 127,226 | 130,679 | 385,276 | 399,420 |
Data Management | GLOBAL RIM BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 127,226 | 130,679 | 385,276 | 399,420 |
Data Management | GLOBAL DATA CENTER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Management | CORPORATE AND OTHER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Information Destruction | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 194,266 | 113,370 | 587,136 | 319,002 |
Information Destruction | GLOBAL RIM BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 134,519 | 100,105 | 374,290 | 286,665 |
Information Destruction | GLOBAL DATA CENTER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Information Destruction | CORPORATE AND OTHER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 59,747 | 13,265 | 212,846 | 32,337 |
Data Center | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 100,309 | 88,587 | 297,384 | 236,672 |
Data Center | GLOBAL RIM BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Data Center | GLOBAL DATA CENTER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 100,309 | 88,587 | 297,384 | 236,672 |
Data Center | CORPORATE AND OTHER BUSINESS | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Frankfurt JV | ||||
Related Party Transaction [Line Items] | ||||
Revenue | $ 700 | $ 1,200 | $ 13,500 | $ 3,100 |
Makespace And Clutter | ||||
Related Party Transaction [Line Items] | ||||
Revenue | $ 6,900 | $ 9,300 | $ 21,300 | $ 24,900 |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 27 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 3,382,000 | $ 50,432,000 | $ 3,382,000 | $ 129,686,000 | |
Project Matterhorn | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected cost | 150,000,000 | 150,000,000 | |||
Project Summit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 0 | 50,432,000 | $ 0 | 129,686,000 | $ 450,000,000 |
Project Summit costs | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 6,797,000 | 14,526,000 | |||
Project Summit costs | Accrued Professional Fees | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 43,635,000 | $ 115,160,000 |