Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations for the three months ended March 31, 2022 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three months ended March 31, 2022, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, 2021, included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (“SEC”) on February 24, 2022 (our “Annual Report”).

FORWARD-LOOKING STATEMENTS

We have made statements in this Quarterly Report that constitute “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements concern our current expectations regarding our future results from operations, economic performance, financial condition, goals, strategies, investment objectives, plans and achievements. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors, and you should not rely upon them except as statements of our present intentions and of our present expectations, which may or may not occur. When we use words such as “believes,” “expects,” “anticipates,” “estimates”, “plans”,“intends”, “pursue”, “will” or similar expressions, we are making forward-looking statements. Although we believe that our forward-looking statements are based on reasonable assumptions, our expected results may not be achieved, and actual results may differ materially from our expectations. In addition, important factors that could cause actual results to differ from expectations include, among others:

• our ability or inability to execute our strategic growth plan, including our ability to invest according to plan, grow our businesses (including through joint ventures), incorporate alternative technologies into our offerings, achieve satisfactory returns on new product offerings, continue our revenue management, expand internationally and manage our international operations, complete acquisitions on satisfactory terms, integrate acquired companies efficiently and transition to more sustainable sources of energy;

• changes in customer preferences and demand for our storage and information management services, including as a result of the shift from paper and tape storage to alternative technologies that require less physical space;

• the impact of our distribution requirements on our ability to execute our business plan;

• the severity and duration of the COVID-19 pandemic and its effects on the global economy, including its effects on us, the markets we serve and our customers and the third parties with whom we do business within those markets;

• our ability to fund capital expenditures;

• our ability to remain qualified for taxation as a real estate investment trust for United States federal income tax purposes (“REIT”);

• the costs of complying with and our ability to comply with laws, regulations and customer requirements, including those relating to data privacy and cybersecurity issues, as well as fire and safety and environmental standards;

• the impact of attacks on our internal information technology (“IT”) systems, including the impact of such incidents on our reputation and ability to compete and any litigation or disputes that may arise in connection with such incidents;

• changes in the political and economic environments in the countries in which our international subsidiaries operate and changes in the global political climate, particularly as we consolidate operations and move records and data across borders;

• our ability to raise debt or equity capital and changes in the cost of our debt;

• our ability to comply with our existing debt obligations and restrictions in our debt instruments;

• the impact of service interruptions or equipment damage and the cost of power on our data center operations;

• the cost or potential liabilities associated with real estate necessary for our business;

• failures to implement and manage new IT systems;

• unexpected events, including those resulting from climate change or geopolitical events, could disrupt our operations and adversely affect our reputation and results of operations;

• other trends in competitive or economic conditions affecting our financial condition or results of operations not presently contemplated; and

• the other risks described in our periodic reports filed with the SEC, including under the caption “Risk Factors” in Part I, Item 1A of our Annual Report.

Except as required by law, we undertake no obligation to update any forward-looking statements appearing in this report.

26									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

OVERVIEW

The following discussions set forth, for the periods indicated, management's discussion and analysis of financial condition and results of operations. Significant trends and changes are discussed for the three months ended March 31, 2022 within each section.

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. Project Summit has improved annual Adjusted EBITDA (as defined below) by approximately $375.0 million exiting 2021,of which approximately $160.0 million and $165.0 million were realized in 2021 and 2020, respectively, with the remainder to come in 2022.

ACQUISITION OF ITRENEW

In order to expand our asset lifecyle management ("ALM”) operations, on January 25, 2022, we acquired an approximately 80% interest in Intercept Parent, Inc. (“ITRenew”). From January 25, 2022, we will consolidate 100% of the revenues and expenses associated with this business. ITRenew is presented as a component of our Corporate and Other Business segment and primarily operates in the United States. See Acquisitions within the Liquidity and Capital Resources section below for additional information.

DIVESTMENTS AND DECONSOLIDATIONS

IPM DIVESTMENT

On June 7, 2021, we sold our Intellectual Property Management (“IPM”) business, also known as our technology escrow services business, which we predominantly operated in the United States, for total gross consideration of approximately $215.4 million (the “IPM Divestment”). We have concluded that the IPM Divestment does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as our decision to divest this business does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with this business are presented as a component of operating income (loss) in our Condensed Consolidated Statements of Operations for the three months ended March 31, 2021 and the cash flows associated with this business is presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2021. Our IPM business represented approximately $14.2 million of total revenues and approximately $6.8 million of total net income for the three months ended March 31, 2021.

DECONSOLIDATIONS

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 $105.8 million 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 subsequent remeasurement of the retained investment to 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. Accordingly, the revenues and expenses associated with these businesses are presented as a component of operating income (loss) in our Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 through the date of deconsolidation and the cash flows associated with these businesses are presented as a component of cash flows from operations in our Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 through the date of the deconsolidation. These businesses represented approximately $44.9 million of total revenues and $7.2 million of total net income for the year ended December 31, 2021.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									27

Part I. Financial Information

GENERAL

RESULTS OF OPERATIONS - KEY TRENDS

• We have experienced steady volume in our Global RIM Business segment, with organic storage rental revenue growth driven primarily by revenue management. We expect organic storage rental revenue growth to benefit from revenue management and volume to be relatively stable in the near term.

• Our organic service revenue growth is primarily due to increases in our service activity. We expect organic service revenue growth in 2022 to benefit from our new and existing digital offerings, as well as our traditional services.

• We expect total revenue and Adjusted EBITDA growth to accelerate in 2022 with continued focus on new product and service offerings, innovation, customer solutions and market expansion.

Cost of sales (excluding depreciation and amortization) and Selling, general and administrative expenses for the three months ended March 31, 2022 consists of the following:

COST OF SALES						SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

NON-GAAP MEASURES

ADJUSTED EBITDA

We define Adjusted EBITDA 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 (as defined below)						•Other expense (income), net
•Restructuring Charges (as defined below)						•Stock-based compensation expense
•(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)

Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by total revenues. We also show Adjusted EBITDA and Adjusted EBITDA Margin for each of our reportable operating segments under “Results of Operations – Segment Analysis” below.

28									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

Adjusted EBITDA excludes both interest expense, net and the provision (benefit) for income taxes. These expenses are associated with our capitalization and tax structures, which we do not consider when evaluating the operating profitability of our core operations. Adjusted EBITDA does not include depreciation and amortization expenses, in order to eliminate the impact of capital investments, which we evaluate by comparing capital expenditures to incremental revenue generated and as a percentage of total revenues. Adjusted EBITDA and Adjusted EBITDA Margin should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with accounting principles generally accepted in the United States of America (“GAAP”), such as operating income, net income (loss) or cash flows from operating activities (as determined in accordance with GAAP).

RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA (IN THOUSANDS):

			THREE MONTHS ENDED MARCH 31,
			2022						2021
Net Income (Loss)			$	41,707					$	46,631
Add/(Deduct):
Interest expense, net			114,442						104,422
Provision (benefit) for income taxes			10,080						14,640
Depreciation and amortization			183,615						165,642
Acquisition and Integration Costs(1)			15,661						—
Restructuring Charges(2)			—						39,811
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)			(705)						(4,451)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures			53,515						2,121
Stock-based compensation expense			11,341						10,733
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures			1,338						1,016
Adjusted EBITDA			$	430,994					$	380,565

(1) 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.

(2) Represent operating expenses associated with the implementation of Project Summit that primarily consisted of: (1) employee severance costs; (2) internal costs associated with the development and implementation of Project Summit initiatives; (3) professional fees, primarily related to third party consultants who assisted with the design and execution of various initiatives as well as project management activities and (4) system implementation and data conversion costs.

ADJUSTED EPS

We define Adjusted EPS as reported earnings per share fully diluted from net income (loss) attributable to Iron Mountain Incorporated (inclusive of our share of adjusted losses (gains) from our unconsolidated joint ventures) and excluding certain items, specifically:

EXCLUDED
•Acquisition and Integration Costs •Restructuring Charges •Amortization related to the write-off of certain customer relationship intangible assets •(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)						•Other expense (income), net •Stock-based compensation expense •Tax impact of reconciling items and discrete tax items

We do not believe these excluded items to be indicative of our ongoing operating results, and they are not considered when we are forecasting our future results. We believe Adjusted EPS is of value to our current and potential investors when comparing our results from past, present and future periods.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									29

Part I. Financial Information

RECONCILIATION OF REPORTED EPS—FULLY DILUTED FROM NET INCOME (LOSS) ATTRIBUTABLE TO IRON MOUNTAIN INCORPORATED TO ADJUSTED EPS—FULLY DILUTED FROM NET INCOME (LOSS) ATTRIBUTABLE TO IRON MOUNTAIN INCORPORATED:

			THREE MONTHS ENDED MARCH 31,
			2022						2021
Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated			$	0.14					$	0.16
Add/(Deduct):
Acquisition and Integration Costs			0.05						—
Restructuring Charges			—						0.14
Amortization related to the write-off of certain customer relationship intangible assets			0.02						—
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)			—						(0.02)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures			0.18						0.01
Stock-based compensation expense			0.04						0.04
Tax impact of reconciling items and discrete tax items(1)			(0.05)						(0.01)
Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)			$	0.38					$	0.32

(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three months ended March 31, 2022 and 2021 is primarily due to (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the three months ended March 31, 2022 and 2021 was 18.6% and 16.6%, respectively. The Tax Impact of Reconciling Items and Discrete Tax Items is calculated using the current quarter's estimate of the annual structural tax rate for the full year. This may result in the current period adjustment plus prior period reported quarterly adjustments not summing to the full year adjustment.

(2)Columns may not foot due to rounding.

FFO (NAREIT) AND FFO (NORMALIZED)

Funds from operations (“FFO”) is defined by the National Association of Real Estate Investment Trusts (“Nareit”) as net income (loss) excluding depreciation on real estate assets, losses and gains on sale of real estate, net of tax, and amortization of data center leased-based intangibles and adjusting for our share of reconciling items from our unconsolidated joint ventures from FFO (“FFO (Nareit)”). FFO (Nareit) does not give effect to real estate depreciation because these amounts are computed, under GAAP, to allocate the cost of a property over its useful life. Because values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, we believe that FFO (Nareit) provides investors with a clearer view of our operating performance. Our most directly comparable GAAP measure to FFO (Nareit) is net income (loss).

Although Nareit has published a definition of FFO, we modify FFO (Nareit), as is common among REITs seeking to provide financial measures that most meaningfully reflect their particular business (“FFO (Normalized)”). Our definition of FFO (Normalized) excludes certain items included in FFO (Nareit) that we believe are not 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 (excluding real estate) •Other expense (income), net						•Stock-based compensation expense •Real estate financing lease depreciation •Tax impact of reconciling items and discrete tax items

30									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

RECONCILIATION OF NET INCOME (LOSS) TO FFO (NAREIT) AND FFO (NORMALIZED) (IN THOUSANDS):

			THREE MONTHS ENDED MARCH 31,
			2022						2021
Net Income (Loss)			$	41,707					$	46,631
Add/(Deduct):
Real estate depreciation			79,333						76,047
Loss (gain) on sale of real estate, net of tax			214						(4,305)
Data center lease-based intangible assets amortization			4,123						10,483
FFO (Nareit)			125,377						128,856
Add/(Deduct):
Acquisition and Integration Costs			15,661						—
Restructuring Charges			—						39,811
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)			(919)						(146)
Other expense (income), net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)			53,515						2,121
Stock-based compensation expense			11,341						10,733
Real estate financing lease depreciation			3,780						3,536
Tax impact of reconciling items and discrete tax items(2)			(15,632)						(3,569)
Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures			(20)						(4)
FFO (Normalized)			$	193,103					$	181,338

(1)Includes foreign currency transaction (gains) losses, net and other, net. See Note 2.k. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding the components of Other expense (income), net.

(2)Represents the tax impact of (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a (benefit) provision for income taxes of $(10.0) million and $1.0 million for the three months ended March 31, 2022 and March 31, 2021, respectively.

CRITICAL ACCOUNTING ESTIMATES

Our discussion and analysis of our financial condition and results of operations are based upon our Condensed Consolidated Financial Statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an ongoing basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates. Our critical accounting estimates include the following, which are listed in no particular order:

• Revenue Recognition

• Accounting for Acquisitions

• Impairment of Tangible and Intangible Assets

• Income Taxes

Further detail regarding our critical accounting estimates can be found in “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report, and the Consolidated Financial Statements and the Notes included therein. We have determined that no material changes concerning our critical accounting estimates have occurred since December 31, 2021.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									31

Part I. Financial Information

RESULTS OF OPERATIONS

COMPARISON OF THE THREE MONTHS ENDED MARCH 31, 2022 TO THE THREE MONTHS ENDED MARCH 31, 2021 (IN THOUSANDS):

			THREE MONTHS ENDED MARCH 31,												DOLLAR CHANGE						PERCENTAGE CHANGE
			2022						2021
Revenues			$	1,248,046					$	1,082,040					$	166,006					15.3		%
Operating Expenses			1,025,916						911,634						114,282						12.5		%
Operating Income			222,130						170,406						51,724						30.4		%
Other Expenses, Net			180,423						123,775						56,648						45.8		%
Net Income (Loss)			41,707						46,631						(4,924)						(10.6)		%
Net Income (Loss) Attributable to Noncontrolling Interests			(592)						1,028						(1,620)						(157.6)		%
Net Income (Loss) Attributable to Iron Mountain Incorporated			$	42,299					$	45,603					$	(3,304)					(7.2)		%
Adjusted EBITDA(1)			$	430,994					$	380,565					$	50,429					13.3		%
Adjusted EBITDA Margin(1)			34.5		%				35.2		%

(1)See “Non-GAAP Measures—Adjusted EBITDA” in this Quarterly Report for the definitions of Adjusted EBITDA and Adjusted EBITDA Margin, reconciliation of Net Income (Loss) to Adjusted EBITDA and a discussion of why we believe these non-GAAP measures provide relevant and useful information to our current and potential investors.

REVENUES

Consolidated revenues consist of the following (in thousands):

			THREE MONTHS ENDED MARCH 31,																		PERCENTAGE CHANGE
			2022						2021						DOLLAR CHANGE						ACTUAL						CONSTANT CURRENCY**(1)**						ORGANIC GROWTH**(2)**						IMPACT OF ACQUISITIONS
Storage Rental			$	751,070					$	708,056					$	43,014					6.1		%				7.9		%				6.8		%				1.1		%
Service			496,976						373,984						122,992						32.9		%				35.4		%				16.1		%				19.3		%
Total Revenues			$	1,248,046					$	1,082,040					$	166,006					15.3		%				17.4		%				10.0		%				7.4		%

(1)Constant currency growth rates, which are a non-GAAP measure, are calculated by translating the 2021 results at the 2022 average exchange rates.

(2)Our organic revenue growth rate, which is a non-GAAP measure, represents the year-over-year growth rate of our revenues excluding the impact of business acquisitions, divestitures and foreign currency exchange rate fluctuations. Our organic revenue growth rate includes the impact of acquisitions of customer relationships.

TOTAL REVENUES

For the three months ended March 31, 2022, the increase in reported consolidated revenue was driven by reported storage rental revenue growth and reported service revenue growth. Foreign currency exchange rate fluctuations decreased our reported consolidated revenue growth rate for the three months ended March 31, 2022 by 2.1% compared to the prior year period.

STORAGE RENTAL REVENUES AND SERVICE REVENUES

Primary factors influencing the change in reported consolidated storage rental revenue and reported service revenues for the three months ended March 31, 2022 compared to the three months ended March 31, 2021 include the following:

STORAGE RENTAL REVENUES						•organic storage rental revenue growth driven by increased volume in faster growing markets and our Global Data Center Business segment and revenue management; •a 2.3% increase in total global volume excluding deconsolidations (also excluding acquisitions, total global volume increased 0.1%); and •a decrease of $11.7 million due to foreign currency exchange rate fluctuations.
SERVICE REVENUES						•organic service revenue growth reflecting increased service activity levels; •an increase of $59.6 million due to our recent acquisition of ITRenew; and •a decrease of $6.9 million due to foreign currency exchange rate fluctuations.

32									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

OPERATING EXPENSES

COST OF SALES

Consolidated Cost of sales (excluding depreciation and amortization) consists of the following expenses (in thousands):

			THREE MONTHS ENDED MARCH 31,																		PERCENTAGE CHANGE												% OF CONSOLIDATED REVENUES												PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
			2022						2021						DOLLAR CHANGE						ACTUAL						CONSTANT CURRENCY						2022						2021
Labor			$	201,501					$	189,396					$	12,105					6.4		%				8.4		%				16.1		%				17.5		%				(1.4)		%
Facilities			218,319						194,963						23,356						12.0		%				14.0		%				17.5		%				18.0		%				(0.5)		%
Transportation			35,268						30,843						4,425						14.3		%				16.6		%				2.8		%				2.9		%				(0.1)		%
Product Cost of Sales and Other			91,534						36,707						54,827						149.4		%				154.7		%				7.3		%				3.4		%				3.9		%
Total Cost of sales			$	546,622					$	451,909					$	94,713					21.0		%				23.2		%				43.8		%				41.8		%				2.0		%

Primary factors influencing the change in reported consolidated Cost of sales for the three months ended March 31, 2022 compared to the three months ended March 31, 2021 include the following:

*•*an increase in labor costs driven by an increase in service activity and the impact of recent acquisitions, partially offset by benefits from Project Summit;

*•*an increase in facilities expenses driven by increases in rent expense, reflecting the impact from our sale-leaseback activity during 2021 (which we expect to continue for the remainder of 2022 as we continue to look for future opportunities to monetize a small portion of our owned industrial real estate assets as part of our ongoing capital recycling program), as well as increase in utilities and building maintenance costs;

• an increase in product cost of sales and other driven by the acquisition of ITRenew; and

*•*a decrease of $8.3 million due to foreign currency exchange rate fluctuations.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

Consolidated Selling, general and administrative expenses consists of the following expenses (in thousands):

			THREE MONTHS ENDED MARCH 31,																		PERCENTAGE CHANGE												% OF CONSOLIDATED REVENUES												PERCENTAGE CHANGE (FAVORABLE)/ UNFAVORABLE
			2022						2021						DOLLAR CHANGE						ACTUAL						CONSTANT CURRENCY						2022						2021
General, Administrative and Other			$	206,316					$	188,993					$	17,323					9.2		%				10.6		%				16.5		%				17.5		%				(1.0)		%
Sales, Marketing and Account Management			74,407						69,730						4,677						6.7		%				8.2		%				6.0		%				6.4		%				(0.4)		%
Total Selling, general and administrative expenses			$	280,723					$	258,723					$	22,000					8.5		%				10.0		%				22.5		%				23.9		%				(1.4)		%

Primary factors influencing the change in reported consolidated Selling, general and administrative expenses for the three months ended March 31, 2022 compared to the three months ended March 31, 2021 include the following:

• an increase in general, administrative and other expenses, driven by recent acquisitions, higher wages and benefits, employee related costs and professional fees partially offset by benefits from Project Summit;

• an increase in sales, marketing and account management expenses, driven by recent acquisitions, higher compensation expense, primarily reflecting increased wages and benefits, partially offset by lower professional fees; and

• a decrease of $3.4 million due to foreign currency exchange rate fluctuations.

DEPRECIATION AND AMORTIZATION

Depreciation expense increased by $5.9 million, or 5.2%, for the three months ended March 31, 2022 compared to the prior year period. See Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.

Amortization expense increased by $12.0 million, or 23.5%, for the three months ended March 31, 2022 compared to the prior year period.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									33

Part I. Financial Information

ACQUISITION AND INTEGRATION COSTS

Acquisition and Integration Costs for the three months ended March 31, 2022 were approximately $15.7 million and primarily consist of legal and professional fees.

OTHER EXPENSES, NET

INTEREST EXPENSE, NET

Consolidated interest expense, net increased by $10.0 million, to $114.4 million in the three months ended March 31, 2022 from $104.4 million in the prior year period, primarily driven by an increase in average debt balances at March 31, 2022. See Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our indebtedness.

OTHER EXPENSE (INCOME), NET

Consolidated other expense (income), net consists of the following (in thousands):

						THREE MONTHS ENDED MARCH 31,												DOLLAR CHANGE
DESCRIPTION						2022						2021
Foreign currency transaction (gains) losses, net						$	(13,201)					$	2,314					$	(15,515)
Debt extinguishment expense						671						—						671
Other, net(1)						68,431						2,399						66,032
Other Expense (Income), Net						$	55,901					$	4,713					$	51,188

(1)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 $105.8 million 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 subsequent remeasurement of the retained investment to fair value of zero. The loss was partially offset by a gain of approximately $35.8 million associated with the Clutter Transaction (as defined below).

PROVISION FOR 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 months ended March 31, 2022 and 2021 are as follows:

			THREE MONTHS ENDED MARCH 31,
			2022**(1)**						2021**(2)**
Effective Tax Rate			19.5		%				23.9		%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended March 31, 2022 were the benefits derived from the dividends paid deduction, the differences in the tax rates to which our foreign earnings are subject, and a release of valuation allowances on deferred tax assets of our U.S. taxable REIT subsidiaries (“TRS”) of approximately $9.9 million as a result of the ITRenew Transaction (as defined below).

(2)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended March 31, 2021 were the benefits derived from the dividends paid deduction and the impacts of differences in the tax rates to which our foreign earnings are subject.

34									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

NET INCOME (LOSS) AND ADJUSTED EBITDA

The following table reflects the effect of the foregoing factors on our consolidated Net Income (Loss) and Adjusted EBITDA (in thousands):

			THREE MONTHS ENDED MARCH 31,												DOLLAR CHANGE						PERCENTAGE CHANGE
			2022						2021
Net Income (Loss)			$	41,707					$	46,631					$	(4,924)					(10.6)		%
Net Income (Loss) as a percentage of Consolidated Revenue			3.3		%				4.3		%
Adjusted EBITDA			$	430,994					$	380,565					$	50,429					13.3		%
Adjusted EBITDA Margin			34.5		%				35.2		%

Adjusted EBITDA Margin for the three months ended March 31, 2022 decreased by 70 basis points compared to the same prior year period, primarily reflecting a 110 basis point decrease from the acquisition of ITRenew, partially offset by improved service revenue trends, benefits from Project Summit, revenue management and ongoing cost containment measures.			↑ INCREASED BY $50.4 MILLION OR 13.3% Adjusted EBITDA

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									35

Part I. Financial Information

SEGMENT ANALYSIS

See Note 11 to Notes to Consolidated Financial Statements included in our Annual Report for a description of our reportable operating segments.

GLOBAL RIM BUSINESS (IN THOUSANDS)

			THREE MONTHS ENDED MARCH 31,																		PERCENTAGE CHANGE
						DOLLAR CHANGE						ACTUAL						CONSTANT CURRENCY						ORGANIC GROWTH						IMPACT OF ACQUISITIONS
			2022						2021
Storage Rental			$	638,041					$	610,694					$	27,347					4.5		%				6.4		%				4.6		%				1.8		%
Service			405,541						356,600						48,941						13.7		%				15.8		%				14.1		%				1.7		%
Segment Revenue			$	1,043,582					$	967,294					$	76,288					7.9		%				9.8		%				8.1		%				1.7		%
Segment Adjusted EBITDA			$	451,249					$	408,562					$	42,687
Segment Adjusted EBITDA Margin			43.2		%				42.2		%

THREE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL RIM BUSINESS (IN MILLIONS)

Storage Rental Revenue						Service Revenue						Segment Revenue						Segment Adjusted EBITDA

Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the three months ended March 31, 2022 compared to the prior year period include the following:

• organic storage rental revenue growth driven by revenue management and volume;

*•*a 2.2% increase in Global RIM volume excluding deconsolidations (also excluding acquisitions, Global RIM volume remained flat);

• organic service revenue growth mainly driven by increases in our traditional service activity levels and growth in our Global Digital Solutions and Secure IT Asset Disposition businesses;

*•*a decrease in revenue of $17.3 million due to foreign currency exchange rate fluctuations; and

*•*a 100 basis point increase in Adjusted EBITDA Margin primarily driven by revenue management, benefits from Project Summit and ongoing cost containment measures.

36									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)

			THREE MONTHS ENDED MARCH 31,																		PERCENTAGE CHANGE
						DOLLAR CHANGE						ACTUAL						CONSTANT CURRENCY						ORGANIC GROWTH						IMPACT OF ACQUISITIONS
			2022						2021
Storage Rental			$	87,451					$	67,157					$	20,294					30.2		%				31.7		%				26.3		%				5.4		%
Service			9,536						3,951						5,585						141.4		%				147.5		%				144.4		%				3.1		%
Segment Revenue			$	96,987					$	71,108					$	25,879					36.4		%				38.1		%				32.8		%				5.3		%
Segment Adjusted EBITDA			$	41,977					$	30,432					$	11,545
Segment Adjusted EBITDA Margin			43.3		%				42.8		%

THREE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL DATA CENTER BUSINESS (IN MILLIONS)

Storage Rental Revenue						Service Revenue						Segment Revenue						Segment Adjusted EBITDA

Primary factors influencing the change in revenue, Adjusted EBITDA and Adjusted EBITDA Margin in our Global Data Center Business segment for the three months ended March 31, 2022 compared to the prior year period include the following:

• organic storage rental revenue growth from leases signed during the first three months of 2022 and in prior periods, and service revenue growth from project revenue, partially offset by churn of 200 basis points;

*•*an increase in Adjusted EBITDA primarily driven by organic storage rental revenue growth; and

*•*a 50 basis point increase in Adjusted EBITDA Margin reflecting ongoing overhead cost management, partially offset by higher pass-through power costs, and a change in revenue mix due to lower margin project revenue during the period, which is expected to have a temporary impact on segment margins.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									37

Part I. Financial Information

CORPORATE AND OTHER BUSINESS (IN THOUSANDS)

			THREE MONTHS ENDED MARCH 31,																		PERCENTAGE CHANGE
						DOLLAR CHANGE						ACTUAL						CONSTANT CURRENCY						ORGANIC GROWTH						IMPACT OF ACQUISITIONS
			2022						2021
Storage Rental			$	25,578					$	30,205					$	(4,627)					(15.3)		%				(14.9)		%				8.0		%				(22.9)		%
Service			81,899						13,433						68,466						509.7		%				525.5		%				30.5		%				495.0		%
Segment Revenue			$	107,477					$	43,638					$	63,839					146.3		%				149.0		%				16.4		%				132.6		%
Segment Adjusted EBITDA			$	(62,232)					$	(58,429)					$	(3,803)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue			(5.0)		%				(5.4)		%

Primary factors influencing the change in revenue and Adjusted EBITDA in our Corporate and Other Business segment for the three months ended March 31, 2022 compared to the prior year period include the following:

• a decrease in reported storage revenue reflecting the IPM Divestment in the second quarter of 2021;

• reported service revenue for the three months ended March 31, 2022 includes the impact of the acquisition of ITRenew of $59.6 million;

• organic service revenue growth mainly driven by increased service activity levels in our Fine Arts business; and

*•*a decrease in Adjusted EBITDA driven by higher compensation expense, employee related costs and professional fees, partially offset by benefits from Project Summit, improved service revenue trends and the impact of the acquisition of ITRenew.

38									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

LIQUIDITY AND CAPITAL RESOURCES

GENERAL

We expect to meet our short-term and long-term cash flow requirements through cash generated from operations, cash on hand, borrowings under our Credit Agreement (as defined below) and proceeds from monetizing a small portion of our total industrial real estate assets in the future, as well as other potential financings (such as the issuance of debt or equity). Our cash flow requirements, both in the near and long term, include, but are not limited to, capital expenditures, the repayment of outstanding debt, shareholder dividends, potential and pending business acquisitions and investments and normal business operation needs.

CASH FLOWS

The following is a summary of our cash balances and cash flows (in thousands) as of and for the three months ended March 31,

			2022						2021
Cash Flows from Operating Activities			$	54,506					$	68,829
Cash Flows from Investing Activities			(889,754)						(158,630)
Cash Flows from Financing Activities			771,553						29,490
Cash and Cash Equivalents, including Restricted Cash, End of Period			195,660						138,944

A. CASH FLOWS FROM OPERATING ACTIVITIES

For the three months ended March 31, 2022, net cash flows provided by operating activities decreased by $14.3 million compared to the prior year period, primarily due to a decrease in cash from working capital of $81.8 million, primarily related to the timing of accounts payable and accrued expenses and collections of accounts receivable, partially offset by an increase in net income (including non-cash charges) of $67.5 million.

B. CASH FLOWS FROM INVESTING ACTIVITIES

Our significant investing activity during the three months ended March 31, 2022 included:

• We paid cash for capital expenditures of $161.1 million. Additional details of our capital spending are included in the “Capital Expenditures” section below.

• We paid cash for acquisitions (net of cash acquired) of $717.9 million, primarily funded by cash on hand and borrowings under our Revolving Credit Facility (as defined in Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report).

C. CASH FLOWS FROM FINANCING ACTIVITIES

Our significant financing activities during the three months ended March 31, 2022 included:

• Net proceeds of $975.3 million primarily associated with borrowings under the Revolving Credit Facility, Term Loan A and the Accounts Receivable Securitization Program.

• Payment of dividends in the amount of $184.4 million on our common stock.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									39

Part I. Financial Information

CAPITAL EXPENDITURES

The following table presents our capital spend for the three months ended March 31, 2022 and 2021, organized by the type of the spending as described in our Annual Report (in thousands):

						THREE MONTHS ENDED MARCH 31,
NATURE OF CAPITAL SPEND						2022						2021
Growth Investment Capital Expenditures:
Data Center						$	82,159					$	58,891
Real Estate						27,290						19,717
Innovation and Other						6,020						6,250
Total Growth Investment Capital Expenditures						115,469						84,858
Recurring Capital Expenditures:
Real Estate						$	7,541					$	13,225
Non-Real Estate						24,776						14,266
Data Center						2,468						1,092
Total Recurring Capital Expenditures						34,785						28,583
Total Capital Spend (on accrual basis)						$	150,254					$	113,441
Net increase (decrease) in prepaid capital expenditures						1,051						49
Net decrease (increase) in accrued capital expenditures						9,745						32,038
Total Capital Spend (on cash basis)						$	161,050					$	145,528

Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately $950.0 million for the year ending December 31, 2022. Of this, we expect our capital expenditures for growth investment to be approximately $800.0 million, and our recurring capital expenditures to approach $155.0 million. Approximately $625.0 million of our expected capital expenditures relates to Global Data Center Business development spend.

DIVIDENDS

See Note 8 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for a listing of dividends that we declared during the first three months of 2022 and fiscal year 2021.

On April 28, 2022, we declared a dividend to our stockholders of record as of June 15, 2022 of $0.6185 per share, payable on July 6, 2022.

40									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

FINANCIAL INSTRUMENTS AND DEBT

Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents (including money market funds and time deposits) and accounts receivable. The only significant concentration of liquid investments as of March 31, 2022 is related to cash and cash equivalents. See Note 2.f. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market funds and time deposits.

Long-term debt as of March 31, 2022 is as follows (in thousands):

			MARCH 31, 2022
			DEBT (INCLUSIVE OF DISCOUNT)						UNAMORTIZED DEFERRED FINANCING COSTS						CARRYING AMOUNT
Revolving Credit Facility			$	650,000					$	(10,096)					$	639,904
Term Loan A			250,000						—						250,000
Term Loan B			671,153						(4,683)						666,470
Australian Dollar Term Loan			226,517						(517)						226,000
UK Bilateral Revolving Credit Facility			183,870						(525)						183,345
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)			525,342						(3,554)						521,788
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)			1,000,000						(7,821)						992,179
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)			825,000						(7,085)						817,915
5% Senior Notes due 2028 (the “5% Notes due 2028”)(1)			500,000						(4,582)						495,418
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)			1,000,000						(10,849)						989,151
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)			1,300,000						(12,535)						1,287,465
41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)			1,100,000						(11,093)						1,088,907
5% Senior Notes due 2032 (the “5% Notes due 2032”)			750,000						(13,499)						736,501
55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)			600,000						(6,001)						593,999
Real Estate Mortgages, Financing Lease Liabilities and Other			446,394						(795)						445,599
Accounts Receivable Securitization Program			300,000						(450)						299,550
Total Long-term Debt			10,328,276						(94,085)						10,234,191
Less Current Portion			(91,180)						—						(91,180)
Long-term Debt, Net of Current Portion			$	10,237,096					$	(94,085)					$	10,143,011

(1)Collectively, the “Parent Notes”.

See Note 7 to Notes to Consolidated Financial Statements included in our Annual Report and Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our long-term debt.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									41

Part I. Financial Information

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 $1,750.0 million to $2,250.0 million;

(iii) refinanced the existing Term Loan A with a new $250.0 million 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 March 31, 2022, we had $650.0 million, $250.0 million and $672.0 million 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 $3.1 million. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2022 was $1,596.9 million (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.

AUSTRALIAN DOLLAR TERM LOAN

On March 18, 2022, Iron Mountain Australia Group Pty, Ltd. (“IM Australia”), a wholly owned subsidiary of IMI, 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 Annual Report.

LETTERS OF CREDIT

As of March 31, 2022, we had outstanding letters of credit totaling $36.5 million, of which $3.1 million reduce our borrowing capacity under the Revolving Credit Facility. The letters of credit expire at various dates between April 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 earnings before interest, taxes, depreciation and amortization (“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. These adjustments can be significant. For example, the calculation of financial performance under the Credit Agreement and certain of our bond indentures includes (subject to specified exceptions and caps) adjustments for non-cash charges and for expected benefits associated with (i) completed acquisitions, (ii) certain executed lease agreements associated with our data center business that have yet to commence, and (iii) restructuring and other strategic initiatives, such as Project Summit. The calculation of financial performance under our other bond indentures includes, for example, adjustments for non-cash charges and for expected benefits associated with (i) completed acquisitions, and (ii) events that are extraordinary, unusual or non-recurring.

42									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information

Our leverage and fixed charge coverage ratios under the Credit Agreement as of March 31, 2022 are as follows:

			MARCH 31, 2022												MAXIMUM/MINIMUM ALLOWABLE
Net total lease adjusted leverage ratio			5.4												Maximum allowable of 7.0
Fixed charge coverage ratio			2.4												Minimum allowable of 1.5

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 March 31, 2022. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

Our ability to pay interest on or to refinance our indebtedness depends on our future performance, working capital levels and capital structure, which are subject to general economic, financial, competitive, legislative, regulatory and other factors which may be beyond our control. There can be no assurance that we will generate sufficient cash flow from our operations or that future financings will be available on acceptable terms or in amounts sufficient to enable us to service or refinance our indebtedness or to make necessary capital expenditures.

DERIVATIVE INSTRUMENTS

A. INTEREST RATE SWAP AGREEMENTS

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 March 31, 2022, we had $350.0 million in notional value of interest rate swap agreements outstanding, which expire in March 2024. 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.

B. CROSS-CURRENCY SWAP AGREEMENTS

We enter into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. The cross-currency swap agreements are designated as a hedge of net investment against certain of our Euro denominated subsidiaries and require an exchange of the notional amounts at maturity.

In August 2019, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $110.0 million at an interest rate of 6.0% for approximately 99.1 million Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023.

In September 2020, we entered into cross-currency swap agreements whereby we notionally exchanged approximately $359.2 million at an interest rate of 4.5% for approximately 300.0 million Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026.

See Note 5 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information on our derivative instruments.

ACQUISITIONS

On January 25, 2022, we acquired an approximately 80% interest in ITRenew, at an agreed upon purchase price of $725.0 million, subject to certain working capital adjustments at, and subsequent to, the closing (the “ITRenew Transaction”). At closing, we paid approximately $748.8 million and acquired approximately $30.7 million of cash on hand, for a net purchase price of approximately $718.1 million 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 $200.0 million and no more than $531.0 million (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 current fair value estimate of the Deferred Purchase Obligation of $275.1 million. From January 25, 2022, we will 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 March 31, 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 expense (income), net in our Consolidated Statements of Operations until the Deferred Purchase Obligation is settled or paid.

IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q									43

Part I. Financial Information

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 $35.8 million, which was recorded to Other, net, a component of Other expense (income), net.

JOINT VENTURE SUMMARY

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 March 31, 2022 and December 31, 2021 are as follows (in thousands):

						MARCH 31, 2022												DECEMBER 31, 2021
						CARRYING VALUE						EQUITY INTEREST						CARRYING VALUE						EQUITY INTEREST
Joint venture with Web Werks India Private Limited						$	51,258					38.50		%				$	51,140					38.50		%
Joint venture with AGC Equity Partners						26,472						20.00		%				26,167						20.00		%
MakeSpace JV						—						—		%				30,154						49.99		%
Clutter JV						66,625						26.76		%				—						—		%

44									IRON MOUNTAIN MARCH 31, 2022 FORM 10-Q

Part I. Financial Information