SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 of 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 13, 2001
IRON MOUNTAIN INCORPORATED
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 1-13045 23-2588479
State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
745 Atlantic Avenue
Boston, Massachusetts 02111
(Address of principal executive offices, including zip code)
(617) 535-4766
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
On December 6, 2001, Iron Mountain Incorporated (the
"Company") announced the authorization and approval of a 3-for-2 stock split
effected in the form of a dividend on the Company's Common Stock, par value $.01
per share. Shares of the Common Stock will be issued on December 31, 2001, to
all stockholders of record as of the close of business on December 17, 2001. The
payment date is December 31, 2001. For more information, see the Company's press
release, dated December 6, 2001, which is attached herewith as Exhibit 99.
ITEM 7. PRO FORMA FINANCIAL INFORMATION
(b) Pro Forma Financial Information
The primary purpose of this Form 8-K is to file pro forma information
for the nine months ended September 30, 2001. The pro forma information
presented below was prepared as if the Company's issuance of and sale of
$435,000,000 of 8-5/8% Senior Subordinated Notes due 2013 (the "Debt Issuance")
and the redemption of the $165,000,000 10-1/8% Senior Subordinated Notes due
2006 and the $130,000,000 11-1/8% Senior Subordinated Notes due 2006 (the "Debt
Redemptions") had occurred on January 1, 2000. Please see the Liquidity and
Capital Resources section of our Quarterly Report on Form 10-Q for the period
ended September 30, 2001 for a more complete description of these transactions.
The historical statement of operations for the nine months ended
September 30, 2001, previously filed in the Company's Form 10-Q for the quarter
ended September 30, 2001, does not include the pro forma impact of the Debt
Issuance and Debt Redemptions. The pro forma impact on the Company's historical
statement of operations as of September 30, 2001 would be a decrease in interest
expense and net loss before extraordinary item of $0.3 million and $0.2 million,
respectively. The pro forma impact on the Company's balance sheet as of
September 30, 2001 would be a decrease in cash of $17.5 million, a decrease in
accrued expenses of $9.1 million and a decrease in long-term debt of $8.3
million, representing the payment of principal, call premium and interest on the
untendered portion of the 10-1/8% Senior Subordinated Notes due 2006 that
occurred on October 19, 2001.
(c) Exhibits.
EXHIBIT NO. ITEM
99 Press Release, dated December 6, 2001.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
IRON MOUNTAIN INCORPORATED
(Registrant)
Date: December 13, 2001
By: /s/ John F. Kenny, Jr.
Name: John F. Kenny, Jr.
Title: Executive Vice President
and Chief Financial Officer