As filed with the Securities and Exchange Commission on May 1, 2000 Registration No. 333-44185 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- POST-EFFECTIVE AMENDMENT NO. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ----------------------- IRON MOUNTAIN INCORPORATED (1) (Exact name of registrant as specified in its charter) ----------------------- Delaware 04-3107342 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) Co-Registrants (See next page) 745 Atlantic Avenue, Boston, Massachusetts 02111 (617) 535-4766 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) --------------------- C. Richard Reese Chairman of the Board of Directors and Chief Executive Officer Iron Mountain Incorporated 745 Atlantic Avenue Boston, Massachusetts 02111 (617) 535-4766 (Name, address, including zip code, telephone number, including area code, of agent for service) --------------------- Copy to: Susan Forest Barrett, Esq. Sullivan & Worcester LLP One Post Office Square Boston, Massachusetts 02109 (617) 338-2800 --------------------- Approximate date of commencement of proposed sale to the public: N/A. If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. / / If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. / / If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. / / If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. / / If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. / / - ------------------- (1) On February 1, 2000, Iron Mountain Incorporated, a Delaware corporation ("Old Iron Mountain"), merged with and into Pierce Leahy Corp., a Pennsylvania corporation ("Pierce Leahy"). Pierce Leahy survived the merger and immediately changed its name to "Iron Mountain Incorporated," a Pennsylvania corporation ("New Iron Mountain"). Each of the Co-Registrants was a subsidiary of Old Iron Mountain at the time of the filing of the Registration Statement. All of such Co-Registrants that continued to be in existence at the time of the merger of Old Iron Mountain and Pierce Leahy became subsidiaries of New Iron Mountain. This Post-Effective Amendment No. 1 is being filed by New Iron Mountain on behalf of Old Iron Mountain and such Co-Registrants. Co-Registrants Exact name of Co-Registrant State or Other Jurisdiction of as Specified in its Charter Incorporation or Organization Federal Identification Number ---------------------------- ----------------------------- ----------------------------- Archives Express, Incorporated * 87-0518423 Arcus Data Security, Inc. Delaware 94-2148675 Arcus, Inc. Delaware 95-4282434 Arcus Staffing Resources, Inc. Delaware 94-3229868 Criterion Atlantic Property, Inc. Delaware 04-3102768 Copyright, Inc. * 36-4106268 Data Securities International, Inc. Delaware 363-994882 HIMSCORP of Cleveland, Inc. Delaware 36-4072100 HIMSCORP of Detroit, Inc. Delaware 36-3994880 HIMSCORP of Houston, Inc. Delaware 36-4072098 HIMSCORP of Los Angeles, Inc. Delaware 36-4027036 HIMSCORP of New Orleans, Inc. Delaware 36-3994882 HIMSCORP of Philadelphia, Inc. Delaware 36-3998771 HIMSCORP of Pittsburgh, Inc. Delaware 36-3994877 HIMSCORP of Portland, Inc. Delaware 91-1826931 HIMSCORP of San Diego, Inc. Delaware 36-4024320 Hollywood Property, Inc. Delaware 95-4284487 IM-3 Acqusition Corp. Delaware 04-3393000 IM-AEI Acquisition Corp. Delaware 33-0486463 IM Billerica, Inc. Massachusetts 04-3373720 IM Earhart, Inc. Delaware 04-3376181 IM San Diego, Inc. Delaware 95-4453815 Iron Mountain Consulting Services, Inc. Delaware 04-3241466 Iron Mountain/Critical Files, Inc. Delaware 59-1715021 Iron Mountain Data Protection Services, Inc. Delaware 06-1402551 Iron Mountain Records Management, Inc. Delaware 04-3038590 Iron Mountain Records Management of Delaware 04-3321756 Boston, Inc. Iron Mountain Reoords Management of Delaware 04-3332464 Florida, Inc. Iron Mountain Records Management of Delaware 52-1911465 Maryland, Inc. Iron Mountain Records Management of Delaware 04-3346223 Michigan, Inc. Iron Mountain Records Management of Delaware 43-1743847 Missouri, LLC Iron Mountain Records Management of Ohio, Delaware 31-1419399 Inc. Exact name of Co-Registrant State or Other Jurisdiction of as Specified in its Charter Incorporation or Organization Federal Identification Number ---------------------------- ----------------------------- ----------------------------- Iron Mountain Records Management of San Delaware 04-3376180 Antonio, Inc. Iron Mountain Records Management of Delaware 04-3377554 Antonio - FP, Inc. Iron Mountain Records Management of the Delaware 59-1715021 Northwest, Inc. Iron Mountain/Safesite, Inc. Delaware 04-3071673 Metro Business Archives, Inc. Delaware 13-2687436 RecordKeepers, Inc. * 52-1578272 Record Masters Network Corp. * 38-2993389 Towler Data Services, Inc. * * TPI Holdings Corp. * * Wolf Advisory International, Inc. * * Wolf Advisory International, Ltd. * * --------------------- * Not available. Deregistration of Common Stock On January 13, 1998, Old Iron Mountain filed a Registration Statement on Form S-3 (Registration No. 333-44185) for the sale of an aggregate of $350,000,000 of debt securities, guarantees of such debt securities, shares of preferred stock, par value $.01 per share, depositary shares representing preferred stock, shares of common stock, par value $.01 per share, and warrants of Old Iron Mountain (collectively, the "Offered Securities"). On February 1, 2000, Old Iron Mountain merged with and into Pierce Leahy. Pursuant to Old Iron Mountain's undertaking in the Registration Statement, this Post-Effective Amendment No. 1 is being filed by New Iron Mountain on behalf of Old Iron Mountain to deregister all Offered Securities registered pursuant to the Registration Statement but remaining unsold as of the date this Post-Effective Amendment No. 1 is filed. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of Massachusetts, on May 1, 2000. IRON MOUNTAIN INCORPORATED By: /s/ C. Richard Reese C. Richard Reese Chairman and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. Signature Title Date /s/ C. Richard Reese Chairman, Chief Executive May 1, 2000 C. Richard Reese Officer and Director President and Director J. Peter Pierce /s/ John F. Kenny, Jr. Executive Vice President, Chief May 1, 2000 John F. Kenny, Jr. Financial Officer and Director * Vice President and Corporate May 1, 2000 Jean A. Bua Controller (principal accounting officer) * Director May 1, 2000 Clarke H. Bailey * Director May 1, 2000 Constantin R. Boden * Director May 1, 2000 Kent P. Dauten * Director May 1, 2000 Eugene B. Doggett * Director May 1, 2000 B. Thomas Golisano * Director May 1, 2000 Arthur D. Little Director Howard D. Ross * Director May 1, 2000 Vincent J. Ryan *By: /s/ C. Richard Reese C. Richard Reese Attorney-in-Fact pursuant to Power of Attorney previously filed as a part of this Registration Statement Pursuant to the requirements of the Securities Act of 1933, as amended, Iron Mountain Records Management, Inc., Iron Mountain/Safesite, Inc., Data Securities International, Inc., IM-3 Acquisition Corp., Metro Business Archives, Inc., Criterion Atlantic Property, Inc., Iron Mountain/Critical Files, Inc., Hollywood Property, Inc., IM San Diego, Inc., Iron Mountain Consulting Services, Inc., Iron Mountain Data Protection Services, Inc., Iron Mountain Records Management of Maryland, Inc., Iron Mountain Records Management of Ohio, Inc., Iron Mountain Records Management of Missouri, LLC, Iron Mountain Records Management of Boston, Inc., Iron Mountain Records Management of Florida, Inc., Iron Mountain Records Management of Michigan, Inc., Iron Mountain Records Management of the Northwest, Inc., IM Earhart, Inc., IM Billerica, Inc., Iron Mountain Records Management of San Antonio, Inc., Iron Mountain Records Management of San Antonio- FP, Inc., IM-AEI Acquisition Corp., Archives Express, Inc., HIMSCORP Philadelphia, Inc., RecordKeepers, Inc., HIMSCORP of Pittsburgh, Inc., HIMSCORP of Cleveland, Inc., HIMSCORP of New Orleans, Inc., HIMSCORP of Portland, Inc., HIMSCORP of San Diego, Inc., HIMSCORP of Detroit, Inc., HIMSCORP of Los Angeles, Inc., HIMSCORP of Houston, Inc., Copyright, Inc., Record Masters Network Corp., Arcus, Inc., Arcus Data Security, Inc., Towler Data Services, Inc., Arcus Staffing Resources, Inc., Wolf Advisory International, Inc., Wolf Advisory International, Ltd., and TPI Holdings, Corp. have each duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of Massachusetts, on May 1, 2000. IRON MOUNTAIN RECORDS MANAGEMENT, IRON MOUNTAIN RECORDS MANAGEMENT INC. OF THE NORTHWEST, INC. IRON MOUNTAIN/SAFESITE, INC. IM EARHART, INC. DATA SECURITIES INTERNATIONAL, INC. IM BILLERICA, INC. IM-3 ACQUISITION CORP. IRON MOUNTAIN RECORDS MANAGEMENT METRO BUSINESS ARCHIVES, INC. OF SAN ANTONIO, INC. CRITERION ATLANTIC PROPERTY, INC. IRON MOUNTAIN RECORDS MANAGEMENT IRON MOUNTAIN/CRITICAL FILES, INC. OF SAN ANTONIO - FP, INC. HOLLYWOOD PROPERTY, INC. IM-AEI ACQUISITION CORP. IM SAN DIEGO, INC. ARCHIVES EXPRESS, INCORPORATED IRON MOUNTAIN CONSULTING SERVICES, HIMSCORP OF PHILADELPHIA, INC. INC. RECORDKEEPERS, INC. IRON MOUNTAIN DATA PROTECTION HIMSCORP OF PITTSBURGH, INC. SERVICES, INC. HIMSCORP OF CLEVELAND, INC. IRON MOUNTAIN RECORDS MANAGEMENT HIMSCORP OF NEW ORLEANS, INC. OF MARYLAND, INC. HIMSCORP OF PORTLAND, INC. IRON MOUNTAIN RECORDS MANAGEMENT HIMSCORP OF SAN DIEGO, INC. OF OHIO, INC. HIMSCORP OF DETROIT, INC. IRON MOUNTAIN RECORDS MANAGEMENT HIMSCORP OF LOS ANGELES, INC. OF BOSTON, INC. HIMSCORP OF HOUSTON, INC. IRON MOUNTAIN RECORDS MANAGEMENT COPYRIGHT, INC. OF FLORIDA, INC. RECORD MASTERS NETWORK CORP. IRON MOUNTAIN RECORDS MANAGEMENT ARCUS STAFFING RESOURCES, INC. OF MICHIGAN, INC. WOLF ADVISORY INTERNATIONAL, INC. ARCUS, INC. WOLF ADVISORY INTERNATIONAL, LTD. ARCUS DATA SECURITY, INC. TPI HOLDINGS, CORP. TOWLER DATA SERVICES, INC. By: /s/ C. Richard Reese Name: C. Richard Reese Title: Chairman of the Board of Directors and Chief Executive Officer IRON MOUNTAIN RECORDS MANAGEMENT OF MISSOURI, LLC By: Iron Mountain Records Management, Inc. Its Manager By: /s/ C. Richard Reese Name: C. Richard Reese Title: Chairman of the Board of Directors and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. Signature Title Date /s/ C. Richard Reese Chairman, Chief Executive May 1, 2000 C. Richard Reese Officer and Director * Executive Vice President and May 1, 2000 John F. Kenny, Jr. Chief Financial Officer * Vice President and Corporate May 1, 2000 Jean A. Bua Controller (principal accounting officer) Iron Mountain Records Manager of Iron Mountain May 1, 2000 Management, Inc. Records Management of Missouri, LLC By: /s/ C. Richard Reese C. Richard Reese Chairman of the Board and Chief Executive Officer *By: /s/ C. Richard Reese C. Richard Reese Attorney-in-Fact pursuant to Power of Attorney previously filed as a part of this Registration Statement