Item 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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Item 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q1

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) (UNAUDITED)

JUNE 30, 2022DECEMBER 31, 2021
ASSETS
Current Assets:
Cash and cash equivalents$144,746$255,828
Accounts receivable (less allowances of $55,715 and $62,009 as of June 30, 2022 and December 31, 2021, respectively)1,116,329961,419
Prepaid expenses and other280,944224,020
Total Current Assets1,542,0191,441,267
Property, Plant and Equipment:
Property, plant and equipment8,690,9568,647,303
Less—Accumulated depreciation(4,072,787)(3,979,159)
Property, Plant and Equipment, Net4,618,1694,668,144
Other Assets, Net:
Goodwill4,923,6914,463,531
Customer and supplier relationships and other intangible assets1,508,5261,181,043
Operating lease right-of-use assets2,512,3772,314,422
Other517,537381,624
Total Other Assets, Net9,462,1318,340,620
Total Assets$15,622,319$14,450,031
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt$86,790$309,428
Accounts payable435,475369,145
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities)957,5071,032,537
Deferred revenue302,494307,470
Total Current Liabilities1,782,2662,018,580
Long-term Debt, net of current portion9,993,1268,962,513
Long-term Operating Lease Liabilities, net of current portion2,371,2702,171,472
Other Long-term Liabilities404,703144,053
Deferred Income Taxes325,222223,934
Commitments and Contingencies
Redeemable Noncontrolling Interests93,95772,411
Equity:
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding)——
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 290,679,958 and 289,757,061 shares as of June 30, 2022 and December 31, 2021, respectively)2,9072,898
Additional paid-in capital4,432,0094,412,553
(Distributions in excess of earnings) Earnings in excess of distributions(3,340,992)(3,221,152)
Accumulated other comprehensive items, net(446,975)(338,347)
Total Iron Mountain Incorporated Stockholders' Equity646,949855,952
Noncontrolling Interests4,8261,116
Total Equity651,775857,068
Total Liabilities and Equity$15,622,319$14,450,031

The accompanying notes are an integral part of these condensed consolidated financial statements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q2

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)

THREE MONTHS ENDED JUNE 30,
20222021
Revenues:
Storage rental$753,126$718,272
Service536,408401,484
Total Revenues1,289,5341,119,756
Operating Expenses:
Cost of sales (excluding depreciation and amortization)556,476474,579
Selling, general and administrative295,394259,779
Depreciation and amortization178,254166,685
Acquisition and Integration Costs16,8782,277
Restructuring Charges—39,443
(Gain) Loss on disposal/write-down of property, plant and equipment, net(51,249)(128,935)
Total Operating Expenses995,753813,828
Operating Income (Loss)293,781305,928
Interest Expense, Net (includes Interest Income of $2,171 and $1,127 for the three months ended June 30, 2022 and 2021, respectively)115,057105,220
Other (Income) Expense, Net(41,217)(186,230)
Net Income (Loss) Before Provision (Benefit) for Income Taxes219,941386,938
Provision (Benefit) for Income Taxes18,083110,416
Net Income (Loss)201,858276,522
Less: Net Income (Loss) Attributable to Noncontrolling Interests1,7771,237
Net Income (Loss) Attributable to Iron Mountain Incorporated$200,081$275,285
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic$0.69$0.95
Diluted$0.68$0.95
Weighted Average Common Shares Outstanding—Basic290,756289,247
Weighted Average Common Shares Outstanding—Diluted292,487291,079

The accompanying notes are an integral part of these condensed consolidated financial statements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q3

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)

SIX MONTHS ENDED JUNE 30,
20222021
Revenues:
Storage rental$1,504,196$1,426,328
Service1,033,384775,468
Total Revenues2,537,5802,201,796
Operating Expenses:
Cost of sales (excluding depreciation and amortization)1,103,098926,488
Selling, general and administrative576,117518,502
Depreciation and amortization361,869332,327
Acquisition and Integration Costs32,5392,277
Restructuring Charges—79,254
(Gain) Loss on disposal/write-down of property, plant and equipment, net(51,954)(133,386)
Total Operating Expenses2,021,6691,725,462
Operating Income (Loss)515,911476,334
Interest Expense, Net (includes Interest Income of $3,819 and $3,698 for the six months ended June 30, 2022 and 2021, respectively)229,499209,642
Other Expense (Income), Net14,684(181,517)
Net Income (Loss) Before Provision (Benefit) for Income Taxes271,728448,209
Provision (Benefit) for Income Taxes28,163125,056
Net Income (Loss)243,565323,153
Less: Net Income (Loss) Attributable to Noncontrolling Interests1,1852,265
Net Income (Loss) Attributable to Iron Mountain Incorporated$242,380$320,888
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic$0.83$1.11
Diluted$0.83$1.11
Weighted Average Common Shares Outstanding—Basic290,542289,001
Weighted Average Common Shares Outstanding—Diluted292,166290,303

The accompanying notes are an integral part of these condensed consolidated financial statements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q4

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(IN THOUSANDS) (UNAUDITED)

THREE MONTHS ENDED JUNE 30,
20222021
Net Income (Loss)$201,858$276,522
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment(187,786)42,543
Change in Fair Value of Derivative Instruments34,2115,634
Total Other Comprehensive (Loss) Income:(153,575)48,177
Comprehensive Income (Loss)48,283324,699
Comprehensive Income (Loss) Attributable to Noncontrolling Interests8191,156
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated$47,464$323,543
SIX MONTHS ENDED JUNE 30,
20222021
Net Income (Loss)$243,565$323,153
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment(160,333)(23,812)
Change in Fair Value of Derivative Instruments50,97720,840
Total Other Comprehensive (Loss) Income(109,356)(2,972)
Comprehensive Income (Loss)134,209320,181
Comprehensive Income (Loss) Attributable to Noncontrolling Interests4572,053
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated$133,752$318,128

The accompanying notes are an integral part of these condensed consolidated financial statements

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q5

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

THREE MONTHS ENDED JUNE 30, 2022
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCKADDITIONAL PAID-IN CAPITAL(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONSACCUMULATED OTHER COMPREHENSIVE ITEMS, NETNONCONTROLLING INTERESTSREDEEMABLE NONCONTROLLING INTERESTS
TOTALSHARESAMOUNTS
Balance, March 31, 2022$758,771290,550,440$2,906$4,409,051$(3,359,876)$(294,358)$1,048$73,428
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation24,462129,518124,461————
Changes in equity related to noncontrolling interests4,618——983——3,635(983)
Parent cash dividends declared(181,197)———(181,197)———
Foreign currency translation adjustment(186,919)————(186,828)(91)(867)
Change in fair value of derivative instruments34,211————34,211——
Net income (loss)200,315———200,081—2341,543
Noncontrolling interests equity contributions and related costs(2,486)——(2,486)———21,547
Noncontrolling interests dividends———————(711)
Balance, June 30, 2022$651,775290,679,958$2,907$4,432,009$(3,340,992)$(446,975)$4,826$93,957
SIX MONTHS ENDED JUNE 30, 2022
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCKADDITIONAL PAID-IN CAPITAL(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONSACCUMULATED OTHER COMPREHENSIVE ITEMS, NETNONCONTROLLING INTERESTSREDEEMABLE NONCONTROLLING INTERESTS
TOTALSHARESAMOUNTS
Balance, December 31, 2021$857,068289,757,061$2,898$4,412,553$(3,221,152)$(338,347)$1,116$72,411
Issuance and net settlement of shares under employee stock purchase plan and option plans and stock-based compensation22,960922,897922,951————
Changes in equity related to noncontrolling interests2,626——(1,009)——3,6351,009
Parent cash dividends declared(362,220)———(362,220)———
Foreign currency translation adjustment(159,764)————(159,605)(159)(569)
Change in fair value of derivative instruments50,977————50,977——
Net income (loss)242,614———242,380—234951
Noncontrolling interests equity contributions and related costs(2,486)——(2,486)———21,547
Noncontrolling interests dividends———————(1,392)
Balance, June 30, 2022$651,775290,679,958$2,907$4,432,009$(3,340,992)$(446,975)$4,826$93,957

The accompanying notes are an integral part of these condensed consolidated financial statements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q6

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

THREE MONTHS ENDED JUNE 30, 2021
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCKADDITIONAL PAID-IN CAPITAL(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONSACCUMULATED OTHER COMPREHENSIVE ITEMS, NETREDEEMABLE NONCONTROLLING INTERESTS
TOTALSHARESAMOUNTS
Balance, March 31, 2021$959,707288,727,747$2,888$4,347,151$(3,083,421)$(306,911)$61,601
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation45,252731,021745,245———
Parent cash dividends declared(180,760)———(180,760)——
Foreign currency translation adjustment42,624————42,624(81)
Change in fair value of derivative instruments5,634————5,634—
Net income (loss)275,285———275,285—1,237
Noncontrolling interests dividends——————(664)
Purchase of noncontrolling interests——————2,567
Balance, June 30, 2021$1,147,742289,458,768$2,895$4,392,396$(2,988,896)$(258,653)$64,660
SIX MONTHS ENDED JUNE 30, 2021
IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
COMMON STOCKADDITIONAL PAID-IN CAPITAL(DISTRIBUTIONS IN EXCESS OF EARNINGS) EARNINGS IN EXCESS OF DISTRIBUTIONSACCUMULATED OTHER COMPREHENSIVE ITEMS, NETREDEEMABLE NONCONTROLLING INTERESTS
TOTALSHARESAMOUNTS
Balance, December 31, 2020$1,136,729288,273,049$2,883$4,340,078$(2,950,339)$(255,893)$59,805
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation51,6501,185,7191251,638———
Change in equity related to redeemable noncontrolling interests680——680——(680)
Parent cash dividends declared(359,445)———(359,445)——
Foreign currency translation adjustment(23,600)————(23,600)(212)
Change in fair value of derivative instruments20,840————20,840—
Net income (loss)320,888———320,888—2,265
Noncontrolling interests equity contributions——————2,200
Noncontrolling interests dividends——————(1,285)
Purchase of noncontrolling interests——————2,567
Balance, June 30, 2021$1,147,742289,458,768$2,895$4,392,396$(2,988,896)$(258,653)$64,660

The accompanying notes are an integral part of these condensed consolidated financial statements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q7

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS) (UNAUDITED)

SIX MONTHS ENDED JUNE 30,
20222021
Cash Flows from Operating Activities:
Net income (loss)$243,565$323,153
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation236,496226,939
Amortization (includes amortization of deferred financing costs and discounts of $9,064 and $8,443 for the six months ended June 30, 2022 and 2021, respectively)134,437113,831
Revenue reduction associated with amortization of customer inducements and above- and below-market leases3,6814,327
Stock-based compensation expense31,59733,652
(Benefit) provision for deferred income taxes(18,491)30,899
Loss on early extinguishment of debt671—
Gain on IPM divestment—(181,196)
(Gain) loss on disposal/write-down of property, plant and equipment, net(51,954)(133,386)
Loss associated with OSG deconsolidation105,825—
Gain associated with Clutter Transaction(35,821)—
Foreign currency transactions and other, net(58,821)2,727
(Increase) decrease in assets(194,756)(83,975)
(Decrease) increase in liabilities(50,505)52,231
Cash Flows from Operating Activities345,924389,202
Cash Flows from Investing Activities:
Capital expenditures(330,220)(295,586)
Cash paid for acquisitions, net of cash acquired(718,657)(35,723)
Acquisition of customer relationships(148)(3,641)
Customer inducements(4,624)(3,818)
Contract fulfillment costs(33,951)(29,023)
Investments in joint ventures and other investments—(63,135)
Net proceeds from IPM Divestment—213,878
Proceeds from sales of property and equipment and other, net96,497209,697
Cash Flows from Investing Activities(991,103)(7,351)
Cash Flows from Financing Activities:
Repayment of revolving credit facility, term loan facilities and other debt(5,351,720)(1,620,167)
Proceeds from revolving credit facility, term loan facilities and other debt6,255,8291,763,597
Debt financing and equity contribution from noncontrolling interests21,547—
Debt repayment and equity distribution to noncontrolling interests(1,392)(1,285)
Repurchase of noncontrolling interest—(75,000)
Parent cash dividends(364,223)(359,824)
Net (payments) proceeds associated with employee stock-based awards(8,636)17,998
Other, net(9,405)3,742
Cash Flows from Financing Activities542,000(270,939)
Effect of Exchange Rates on Cash and Cash Equivalents(7,903)(47)
(Decrease) increase in Cash and Cash Equivalents(111,082)110,865
Cash and Cash Equivalents, Beginning of Period255,828205,063
Cash and Cash Equivalents, End of Period$144,746$315,928
Supplemental Information:
Cash Paid for Interest$227,633$217,687
Cash Paid for Income Taxes, Net$57,135$45,246
Non-Cash Investing and Financing Activities:
Financing Leases$12,878$13,775
Accrued Capital Expenditures$98,210$45,665
Deferred Purchase Obligation and Other$276,017$—
Dividends Payable$188,556$187,488

The accompanying notes are an integral part of these condensed consolidated financial statements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q8

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except share and per share data) (Unaudited)

1. 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 our Annual Report on Form 10-K filed with the SEC on February 24, 2022 (our "Annual Report").

We have been organized and have operated as a real estate investment trust for United States federal income tax purposes ("REIT") beginning with our taxable year ended December 31, 2014.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash on hand and cash invested in highly liquid short-term securities, which have remaining maturities at the date of purchase of less than 90 days. Cash and cash equivalents are carried at cost, which approximates fair value.

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 six months ended June 30, 2022 is as follows:

Balance as of December 31, 2021$62,009
Credit memos charged to revenue26,091
Allowance for bad debts charged to expense9,010
Deductions and other(1)(41,395)
Balance as of June 30, 2022$55,715

(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.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q9

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 June 30, 2022, we have inventory of approximately $22,400, net of related reserves for obsolete, excess and slow-moving inventory, which was acquired as part of the ITRenew Transaction (as defined in Note 3). 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 June 30, 2022 and December 31, 2021 are as follows:

DESCRIPTIONJUNE 30, 2022DECEMBER 31, 2021
Assets:
Operating lease right-of-use assets$2,512,377$2,314,422
Financing lease right-of-use assets, net of accumulated depreciation(1)261,762298,049
Liabilities:
Current
Operating lease liabilities$262,044$259,597
Financing lease liabilities(1)36,37741,168
Long-term
Operating lease liabilities$2,371,270$2,171,472
Financing lease liabilities(1)286,548315,561

(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 six months ended June 30, 2022 and 2021 are as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
DESCRIPTION2022202120222021
Operating lease cost(1)$139,863$135,086$283,393$267,761
Financing lease cost:
Depreciation of financing lease right-of-use assets$10,578$12,408$22,032$25,056
Interest expense for financing lease liabilities4,3594,9109,0379,885

(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of $28,788 and $59,296 for the three and six months ended June 30, 2022, respectively, and $29,219 and $57,587 for the three and six months ended June 30, 2021, respectively.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q10

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Other information: Supplemental cash flow information relating to our leases for the six months ended June 30, 2022 and 2021 is as follows:

SIX MONTHS ENDED JUNE 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES:20222021
Operating cash flows used in operating leases$200,958$192,039
Operating cash flows used in financing leases (interest)9,0379,885
Financing cash flows used in financing leases20,08423,656
NON-CASH ITEMS:
Operating lease modifications and reassessments$67,699$63,047
New operating leases (including acquisitions and sale-leaseback transactions)382,890210,881
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q11

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 Annual Report. During the second quarter of 2022, as a result of the realignment of our global managerial structure, we reassessed the composition of our reportable segments (see Note 9 for a description and definition of our reportable segments) as well as our reporting units.

We note the following changes to our reporting units as a result of the reassessment described above:
•our former Europe RIM reporting unit is now managed as two separate reporting units: (1) our Middle East, North Africa and Turkey ("MENAT") businesses will comprise our "MENAT RIM" reporting unit and (2) our other businesses in Europe and South Africa ("ESA") will comprise our “ESA RIM” reporting unit; •our former ANZ RIM and Asia RIM reporting units are now managed as one "APAC RIM" reporting unit; and •our asset lifecycle management ("ALM") business, which includes our legacy secure IT asset disposition business (which was primarily previously included in our North America RIM reporting unit) and the business acquired through our acquisition of Intercept Parent, Inc. ("ITRenew"), will comprise our newly formed "ALM" reporting unit.

There were no changes to our Latin America RIM, Global Data Center and Fine Arts reporting units. We have reassigned goodwill associated with the reporting units impacted by the reorganization on a relative fair value basis, where appropriate. The fair value of each of our new reporting units was determined based on the application of a combined weighted average approach of preliminary fair value multiples of revenue and earnings and discounted cash flow techniques. These fair values represent our best estimate and preliminary assessment of goodwill allocations to each of the new reporting units on a relative fair value basis. We have completed an interim goodwill impairment analysis before and after the reporting unit changes, and we have concluded that the goodwill associated with each of our reporting units was not impaired.

The goodwill associated with acquisitions completed during the six 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 six months ended June 30, 2022 are as follows:

GLOBAL RIM BUSINESSGLOBAL DATA CENTER BUSINESSCORPORATE AND OTHER BUSINESSTOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2021$3,976,261$426,074$61,196$4,463,531
Non-tax deductible goodwill acquired during the period696—581,195581,891
Goodwill reallocation due to the change in reportable segments(1)(3,409)—3,409—
Fair value and other adjustments(2)(12,247)—384(11,863)
Currency effects(97,746)(10,569)(1,553)(109,868)
Goodwill balance, net of accumulated amortization as of June 30, 2022$3,863,555$415,505$644,631$4,923,691
Accumulated goodwill impairment balance as of June 30, 2022$132,409$—$26,011$158,420

(1)For additional information regarding the changes that were made to our reportable segments in the second quarter of 2022, see Note 9.

(2)This amount represents an adjustment to goodwill as a result of the deconsolidation of certain businesses, as described in Note 2.l.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q12

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

F. FAIR VALUE MEASUREMENTS

The assets and liabilities carried at fair value measured on a recurring basis as of June 30, 2022 and December 31, 2021 are as follows:

FAIR VALUE MEASUREMENTS AT JUNE 30, 2022 USING
DESCRIPTIONTOTAL CARRYING VALUE AT JUNE 30, 2022QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds$7,164$—$7,164$—
Time Deposits1,397—1,397—
Trading Securities10,59710,53166—
Derivative Assets53,654—53,654—
Deferred Purchase Obligation (as defined in Note 3)275,100——275,100
FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2021 USING
DESCRIPTIONTOTAL CARRYING VALUE AT DECEMBER 31, 2021QUOTED PRICES IN ACTIVE MARKETS (LEVEL 1)SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Money Market Funds$101,022$—$101,022$—
Time Deposits2,238—2,238—
Trading Securities11,14711,06285—
Derivative Assets11,021—11,021—
Derivative Liabilities8,344—8,344—

There were no material items that are measured at fair value on a non-recurring basis at June 30, 2022 and December 31, 2021, other than (i) those disclosed in Note 2.o. to Notes to Consolidated Financial Statements included in our Annual Report, (ii) assets acquired and liabilities assumed through the ITRenew Transaction (as defined and described in Note 3), (iii) our investment in the Clutter JV (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 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 were no significant changes to the inputs to the model as of June 30, 2022.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q13

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

G. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET

The changes in accumulated other comprehensive items, net for the three and six months ended June 30, 2022 and 2021 are as follows:

THREE MONTHS ENDED JUNE 30, 2022THREE MONTHS ENDED JUNE 30, 2021
FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTSCHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTSTOTALFOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTSCHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTSTOTAL
Beginning of Period$(313,801)$19,443$(294,358)$(272,414)$(34,497)$(306,911)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments(186,828)—(186,828)42,624—42,624
Change in fair value of derivative instruments—34,21134,211—5,6345,634
Total other comprehensive (loss) income(186,828)34,211(152,617)42,6245,63448,258
End of Period$(500,629)$53,654$(446,975)$(229,790)$(28,863)$(258,653)
SIX MONTHS ENDED JUNE 30, 2022SIX MONTHS ENDED JUNE 30, 2021
FOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTSCHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTSTOTALFOREIGN CURRENCY TRANSLATION AND OTHER ADJUSTMENTSCHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTSTOTAL
Beginning of Period$(341,024)$2,677$(338,347)$(206,190)$(49,703)$(255,893)
Other comprehensive (loss) income:
Foreign currency translation and other adjustments(159,605)—(159,605)(23,600)—(23,600)
Change in fair value of derivative instruments—50,97750,977—20,84020,840
Total other comprehensive (loss) income(159,605)50,977(108,628)(23,600)20,840(2,760)
End of Period$(500,629)$53,654$(446,975)$(229,790)$(28,863)$(258,653)

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 June 30, 2022 and December 31, 2021 are as follows:

JUNE 30, 2022DECEMBER 31, 2021
GROSS CARRYING AMOUNTACCUMULATED AMORTIZATIONNET CARRYING AMOUNTGROSS CARRYING AMOUNTACCUMULATED AMORTIZATIONNET CARRYING AMOUNT
Intake Costs asset$67,334$(44,086)$23,248$71,336$(42,678)$28,658
Commissions asset130,277(55,952)74,325114,791(50,553)64,238
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q14

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows:

DESCRIPTIONLOCATION IN BALANCE SHEETJUNE 30, 2022DECEMBER 31, 2021
Deferred revenue - CurrentDeferred revenue$302,494$307,470
Deferred revenue - Long-termOther Long-term Liabilities33,30833,691

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 six months ended June 30, 2022 and 2021 are as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Storage rental revenue(1)$89,768$71,237$177,219$138,394

(1)Revenue associated with power and connectivity included within storage rental revenue was $30,713 and $59,031 for the three and six months ended June 30, 2022, respectively, and $14,561 and $27,694 for the three and six months ended June 30, 2021, respectively.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q15

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 six months ended June 30, 2022 and 2021 is as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Stock-based compensation expense$20,256$22,699$31,597$33,652

As of June 30, 2022, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is $69,595.

RESTRICTED STOCK UNITS AND PERFORMANCE UNITS

The fair value of RSUs and earned PUs that vested during the three and six months ended June 30, 2022 and 2021 is as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Fair value of RSUs vested$3,144$3,118$21,559$22,979
Fair value of earned PUs that vested—2354,3465,826
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q16

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 $16,878 and $32,539 for the three and six months ended June 30, 2022, respectively, and $2,277 for both the three and six months ended June 30, 2021.

K. (GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT AND EQUIPMENT, NET

Consolidated (gain) loss on disposal/write-down of property, plant and equipment, net for the three and six months ended June 30, 2022 and 2021 is as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022**(1)**2021**(2)**2022**(1)**2021**(2)**
(Gain) Loss on disposal/write-down of property, plant and equipment, net$(51,249)$(128,935)$(51,954)$(133,386)

(1) The gains for the three and six months ended June 30, 2022 primarily consisted of gains of approximately $49,000 associated with the sale and sale-leaseback transactions of 11 facilities and parcels of land in the United States, as part of our program to monetize a portion of our industrial assets. 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 Annual Report.

(2) The gains for the three and six months ended June 30, 2021 primarily consisted of gains of approximately $127,400 associated with the sale-leaseback transactions of five facilities in the United Kingdom, as part of our program to monetize a small portion of our industrial assets. 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 Annual Report.

L. OTHER (INCOME) EXPENSE, NET

Consolidated other (income) expense, net for the three and six months ended June 30, 2022 and 2021 consists of the following:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
DESCRIPTION2022202120222021
Foreign currency transaction (gains) losses, net(1)$(55,039)$4,729$(68,240)$7,043
Debt extinguishment expense——671—
Other, net(2)(3)13,822(190,959)82,253(188,560)
Other (Income) Expense, Net$(41,217)$(186,230)$14,684$(181,517)

(1)We recognized net foreign currency transaction gains of $55,039 and $68,240 for the three and six months ended June 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 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. 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 three and six months ended June 30, 2021 is primarily comprised of (a) a gain of approximately $181,200 associated with our IPM Divestment (as defined and discussed in Note 4 to Notes to Consolidated Financial Statements included in our Annual 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.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q17

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 six months ended June 30, 2022 and 2021 are as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022**(1)**2021**(2)**2022**(1)**2021**(2)**
Effective Tax Rate8.2%28.5%10.4%27.9%

(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and six months ended June 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 expense (income), 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 six months ended June 30, 2021 were the impacts of differences in the tax rates at which our foreign earnings are subject and a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom, partially offset by the benefits derived from the dividends paid deduction.

N. INCOME (LOSS) PER SHARE—BASIC AND DILUTED

The calculation of basic and diluted income (loss) per share for the three and six months ended June 30, 2022 and 2021 are as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Net Income (Loss)$201,858$276,522$243,565$323,153
Less: Net Income (Loss) Attributable to Noncontrolling Interests1,7771,2371,1852,265
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation)$200,081$275,285$242,380$320,888
Weighted-average shares—basic290,756,000289,247,000290,542,000289,001,000
Effect of dilutive potential stock options1,249,262641,8881,122,444349,163
Effect of dilutive potential RSUs and PUs481,9721,190,357501,975953,104
Weighted-average shares—diluted292,487,234291,079,245292,166,419290,303,267
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:
Basic$0.69$0.95$0.83$1.11
Diluted$0.68$0.95$0.83$1.11
Antidilutive stock options, RSUs and PUs, excluded from the calculation234,085381,900494,8332,544,984
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q18

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

3. ACQUISITIONS

On January 25, 2022, in order to expand our ALM operations, we acquired an approximately 80% interest in 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 current 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 June 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 expense (income), 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 June 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 JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Total Revenues$1,289,534$1,239,034$2,555,554$2,441,010
Income from Continuing Operations$201,858$275,988$243,696$270,605

In addition to our acquisition of ITRenew, we completed one additional acquisition during the first six months of 2022. The Pro Forma Financial Information does not reflect this acquisition due to the insignificant impact of the acquisition on our consolidated results of operations.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q19

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

3. ACQUISITIONS (CONTINUED)

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 June 30, 2022 is as follows:

SIX MONTHS ENDED JUNE 30, 2022
Cash Paid (gross of cash acquired)(1)$749,596
Deferred Purchase Obligation and Other(2)276,017
Total Consideration1,025,613
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Cash30,720
Accounts Receivable, Prepaid Expenses and Other Assets71,838
Property, Plant and Equipment7,600
Customer and Supplier Relationship Intangible Assets(3)488,080
Other Intangible Assets(3)47,300
Operating Lease Right-of-Use Assets30,395
Accounts Payable, Accrued Expenses and Other Liabilities(60,256)
Operating Lease Liabilities(30,395)
Deferred Income Taxes(141,560)
Total Fair Value of Identifiable Net Assets Acquired443,722
Goodwill Initially Recorded(4)$581,891

(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 six months ended June 30, 2022 related to acquisitions made in the years prior to 2022.

(2)At June 30, 2022, we included approximately $275,100 in Other long-term liabilities related to the fair value estimate of the Deferred Purchase Obligation for the Remaining Interests. Deferred Purchase Obligation and Other also includes $917 of purchase price associated with the acquisition of a records and information management business 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 June 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 six months ended June 30, 2022 were not material to our results from operations.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q20

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

4. 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.

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 June 30, 2022 and December 31, 2021 are as follows:

JUNE 30, 2022DECEMBER 31, 2021
CARRYING VALUEEQUITY INTERESTCARRYING VALUEEQUITY INTEREST
Joint venture with Web Werks India Private Limited$51,42738.50%$51,14038.50%
Joint venture with AGC Equity Partners (the "Frankfurt JV")26,79820.00%26,16720.00%
MakeSpace JV——%30,15449.99%
Clutter JV60,98426.73%——%

5. 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 June 30, 2022, we had $350,000 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. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q21

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (CONTINUED)

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 June 30, 2022 and December 31, 2021, by derivative instrument, are as follows:

DERIVATIVE INSTRUMENTS**(1)**JUNE 30, 2022DECEMBER 31, 2021
Cash Flow Hedges*(2)*
Interest Rate Swap Agreements$7,722$(7,680)
Net Investment Hedges*(3)*
August 2023 Cross-Currency Swap Agreements6,167(664)
February 2026 Cross-Currency Swap Agreements39,76511,021

(1)Our derivative assets are included as a component of 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 June 30, 2022, $53,654 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 June 30, 2022, cumulative net gains of $7,722 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements.

(3)As of June 30, 2022, cumulative net gains of $45,932 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements.

Unrealized gains (losses) recognized during the three and six months ended June 30, 2022 and 2021, by derivative instrument, are as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
DERIVATIVE INSTRUMENTS**(1)**2022202120222021
Cash Flow Hedges
Interest Rate Swap Agreements$3,932$1,795$15,402$5,996
Net Investment Hedges
August 2023 Cross-Currency Swap Agreements5,948(1,473)6,8313,278
February 2026 Cross-Currency Swap Agreements24,3315,31228,74411,566

(1)These amounts are recognized as unrealized gains (losses), a component of Accumulated other comprehensive items, net.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q22

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT

Long-term debt is as follows:

JUNE 30, 2022DECEMBER 31, 2021
DEBT (INCLUSIVE OF DISCOUNT)UNAMORTIZED DEFERRED FINANCING COSTSCARRYING AMOUNTFAIR VALUEDEBT (INCLUSIVE OF DISCOUNT)UNAMORTIZED DEFERRED FINANCING COSTSCARRYING AMOUNTFAIR VALUE
Revolving Credit Facility$578,000$(9,006)$568,994$578,000$—$(5,174)$(5,174)$—
Term Loan A246,875—246,875246,875203,125—203,125203,125
Term Loan B669,460(4,371)665,089670,250672,847(4,995)667,852675,500
Australian Dollar Term Loan (the "AUD Term Loan")207,221(519)206,702207,221223,182(656)222,526223,530
UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")170,057(334)169,723170,057189,168(709)188,459189,168
37/8% GBP Senior Notes due 2025 (the "GBP Notes")485,875(3,058)482,817436,996540,481(3,912)536,569542,508
47/8% Senior Notes due 2027 (the "47/8% Notes due 2027")(1)1,000,000(7,465)992,535895,0001,000,000(8,176)991,8241,030,000
51/4% Senior Notes due 2028 (the "51/4% Notes due 2028")(1)825,000(6,790)818,210738,375825,000(7,380)817,620862,125
5% Senior Notes due 2028 (the "5% Notes due 2028")(1)500,000(4,401)495,599442,500500,000(4,763)495,237513,750
47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(1)1,000,000(10,488)989,512850,0001,000,000(11,211)988,7891,022,500
51/4% Senior Notes due 2030 (the "51/4% Notes due 2030")(1)1,300,000(12,159)1,287,8411,118,0001,300,000(12,911)1,287,0891,355,250
41/2% Senior Notes due 2031 (the "41/2% Notes")(1)1,100,000(10,782)1,089,218888,2501,100,000(11,404)1,088,5961,094,500
5% Senior Notes due 2032 (the "5% Notes due 2032")750,000(13,164)736,836607,500750,000(13,782)736,218767,813
55/8% Senior Notes due 2032 (the "55/8% Notes")(1)600,000(5,856)594,144507,000600,000(6,147)593,853637,500
Real Estate Mortgages, Financing Lease Liabilities and Other423,934(706)423,228423,934460,648(840)459,808460,648
Accounts Receivable Securitization Program313,200(607)312,593313,200—(450)(450)—
Total Long-term Debt10,169,622(89,706)10,079,9169,364,451(92,510)9,271,941
Less Current Portion(86,790)—(86,790)(310,084)656(309,428)
Long-term Debt, Net of Current Portion$10,082,832$(89,706)$9,993,126$9,054,367$(91,854)$8,962,513

(1) Collectively, the "Parent Notes".

See Note 7 to Notes to Consolidated Financial Statements included in our Annual 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 June 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 Annual Report).

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q23

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT (CONTINUED)

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 June 30, 2022, we had $578,000, $246,875 and $670,250 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 $3,831. The remaining amount available for borrowing under the Revolving Credit Facility as of June 30, 2022 was $1,668,169 (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.

The average interest rate in effect under the Credit Agreement was 3.4% and 1.9% as of June 30, 2022 and December 31, 2021, respectively.

REVOLVING CREDIT FACILITY $2,250,000TERM LOAN A $250,000TERM LOAN B $700,000
Outstanding borrowings $578,000Aggregate outstanding principal amount $246,875Aggregate outstanding principal amount $670,250
3.4% Interest rate3.4% Interest rate3.5% Interest rate
As of June 30, 2022As of June 30, 2022As of June 30, 2022
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. The interest rate in effect under the AUD Term Loan was 5.5% and 4.0% as of June 30, 2022 and December 31, 2021, respectively.OUTSTANDING BORROWINGS AU$303,965 INTEREST RATE 5.5% As of June 30, 2022
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q24

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT (CONTINUED)

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 Annual Report.MAXIMUM AMOUNT $325,000 OUTSTANDING BORROWING $313,200 INTEREST RATE 2.6% As of June 30, 2022

CASH POOLING

We currently utilize four separate cash pooling arrangements. We utilize two separate cash pooling arrangements with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our qualified REIT subsidiaries ("QRS") (the "BMG QRS Cash Pool") and the other for our TRSs (the "BMG TRS Cash Pool"). We utilize two separate 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 Asia Pacific region (the "JPM QRS Cash Pool") and the other for our TRSs in the Asia Pacific region (the "JPM TRS Cash Pool") (collectively, the "JPM Cash Pools").

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 June 30, 2022 and December 31, 2021 are as follows:

JUNE 30, 2022DECEMBER 31, 2021
GROSS CASH POSITIONOUTSTANDING DEBIT BALANCESNET CASH POSITIONGROSS CASH POSITIONOUTSTANDING DEBIT BALANCESNET CASH POSITION
BMG QRS Cash Pool$586,400$(583,200)$3,200$552,900$(552,100)$800
BMG TRS Cash Pool542,700(541,300)1,400606,000(603,900)2,100
JPM QRS Cash Pool17,100(16,900)2009,400(9,200)200
JPM TRS Cash Pool20,800(20,000)80012,000(9,900)2,100

The net cash position balances as of June 30, 2022 and December 31, 2021 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets.

LETTERS OF CREDIT

As of June 30, 2022, we had outstanding letters of credit totaling $37,272, of which $3,831 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between September 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.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q25

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

6. DEBT (CONTINUED)

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. 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 June 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.

7. COMMITMENT 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 $23,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.

8. STOCKHOLDERS' EQUITY MATTERS

In fiscal year 2021 and the six months ended June 30, 2022, our board of directors declared the following dividends:

DECLARATION DATEDIVIDEND PER SHARERECORD DATETOTAL AMOUNTPAYMENT DATE
February 24, 2021$0.6185March 15, 2021$178,569April 6, 2021
May 6, 20210.6185June 15, 2021179,026July 6, 2021
August 5, 20210.6185September 15, 2021179,080October 6, 2021
November 4, 20210.6185December 15, 2021179,132January 6, 2022
February 24, 20220.6185March 15, 2022179,661April 6, 2022
April 28, 20220.6185June 15, 2022179,781July 6, 2022

On August 4, 2022, we declared a dividend to our stockholders of record as of September 15, 2022 of $0.6185 per share, payable on October 4, 2022.

9. SEGMENT INFORMATION

In the second quarter of 2022, as a result of the realignment of our global managerial structure, 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. Our reportable segments are described in more detail below, and previously reported segment information has been restated to reflect the changes described above.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q26

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

(1)Global RIM Business includes several distinct offerings:

(i)Records Management, which stores physical records and provides healthcare information services, vital records services, courier operations, and the collection, handling and disposal of sensitive documents (collectively, "Records Management") for customers in 59 countries around the globe.

(ii)Data Management, which provides storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection & Recovery"); server and computer backup services; and related services offerings, (collectively, "Data Management").

(iii)Global Digital Solutions, which develops, implements and supports comprehensive storage and information management solutions for the complete lifecycle of our customers’ information, including the management of physical records, conversion of documents to digital formats and digital storage of information.

(iv)Secure Shredding, which includes the scheduled pick-up of office records that customers accumulate in specially designed secure containers we provide and is a natural extension of our hardcopy records management operations, completing the lifecycle of a record. Through a combination of shredding facilities and mobile shredding units consisting of custom built trucks, we are able to offer secure shredding services to our customers.

(v)Entertainment Services, which includes entertainment and media services which help industry clients store, safeguard and deliver physical media of all types, and provides digital content repository systems that house, distribute, and archive key media assets.

(vi)Consumer Storage, which provides on-demand, valet storage for consumers ("Consumer Storage") in markets across North America through a strategic partnership that utilizes data analytics and machine learning to provide effective customer acquisition and a convenient and seamless consumer storage experience.

(2)Global Data Center Business, which provides enterprise-class data center facilities and hyperscale-ready capacity to protect mission-critical assets and ensure the continued operation of our customers’ IT infrastructure, with secure, reliable and flexible data center options.

(3) Corporate and Other Business consists primarily of our Fine Arts and ALM businesses and other corporate items.

(i) Fine Arts provides technical expertise in the handling, installation and storing of art.

(ii) ALM provides hyperscale and corporate IT infrastructure managers with services and solutions that enable the decommissioning and disposition or sale of IT hardware and component assets. ALM services are enabled by: secure logistics and chain of custody practices, environmentally-responsible asset processing and recycling, and data sanitization and asset refurbishment services that enable value recovery through asset remarketing. Our ALM services focus on protecting and eradicating customer data while maintaining strong, auditable and transparent chain of custody practices.

Corporate and Other Business also includes costs related to executive and staff functions, including finance, human resources and IT, which benefit the enterprise as a whole.

The operations associated with acquisitions completed during the first six months of 2022 have been incorporated as detailed above.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q27

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three and six months ended June 30, 2022 and 2021 is as follows:

GLOBAL RIM BUSINESSGLOBAL DATA CENTER BUSINESSCORPORATE AND OTHER BUSINESSTOTAL CONSOLIDATED
As of and for the Three Months Ended June 30, 2022
Total Revenues$1,070,476$100,088$118,970$1,289,534
Adjusted EBITDA469,36842,307(56,969)454,706
As of and for the Three Months Ended June 30, 2021
Total Revenues$996,324$76,977$46,455$1,119,756
Adjusted EBITDA423,94033,432(51,741)405,631
As of and for the Six Months Ended June 30, 2022
Total Revenues$2,119,367$197,075$221,138$2,537,580
Adjusted EBITDA918,16384,284(116,747)885,700
As of and for the Six Months Ended June 30, 2021
Total Revenues$1,973,242$148,085$80,469$2,201,796
Adjusted EBITDA827,37363,864(105,041)786,196
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q28

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

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 six months ended June 30, 2022 and 2021 is as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Net Income (Loss)$201,858$276,522$243,565$323,153
Add/(Deduct):
Interest expense, net115,057105,220229,499209,642
Provision (benefit) for income taxes18,083110,41628,163125,056
Depreciation and amortization178,254166,685361,869332,327
Acquisition and Integration Costs16,8782,27732,5392,277
Restructuring Charges—39,443—79,254
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)(51,249)(128,935)(51,954)(133,386)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(46,103)(189,605)7,412(187,484)
Stock-based compensation expense20,25622,53631,59733,269
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures1,6721,0723,0102,088
Adjusted EBITDA$454,706$405,631$885,700$786,196
IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q29

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

9. SEGMENT INFORMATION (CONTINUED)

Information as to our revenues by product and service lines by segment for the three and six months ended June 30, 2022 and 2021 are as follows:

THREE MONTHS ENDED JUNE 30,SIX MONTHS ENDED JUNE 30,
2022202120222021
Global RIM Business
Records Management(1)$818,993$765,818$1,621,546$1,517,941
Data Management(1)124,394133,876258,050268,741
Information Destruction(1)(2)127,08996,630239,771186,560
Data Center(1)————
Global Data Center Business
Records Management(1)$—$—$—$—
Data Management(1)————
Information Destruction(1)————
Data Center(1)100,08876,977197,075148,085
Corporate and Other Business
Records Management(1)$36,141$34,210$68,039$61,397
Data Management(1)————
Information Destruction(1)(3)82,82912,245153,09919,072
Data Center(1)————
Total Consolidated
Records Management(1)$855,134$800,028$1,689,585$1,579,338
Data Management(1)124,394133,876258,050268,741
Information Destruction(1)(2)(3)209,918108,875392,870205,632
Data Center(1)100,08876,977197,075148,085

(1)Each of these offerings has a component of revenue that is storage rental related and a component that is service revenues, except for information destruction, which does not have a storage rental component.

(2)Includes secure shredding services.

(3)Includes product revenue from ITRenew.

10. RELATED PARTIES

In 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 six months ended June 30, 2022, we recognized revenue of approximately $5,700 and $12,800, respectively, and during the three and six months ended June 30, 2021, we recognized revenue of approximately $800 and $1,900, respectively, associated with the Frankfurt JV Agreements.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q30

Part I. Financial Information

IRON MOUNTAIN INCORPORATED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(In thousands, except share and per share data) (Unaudited)

10. RELATED PARTIES (CONTINUED)

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 six months ended June 30, 2022, we recognized revenue of approximately $7,400 and $14,400, respectively, and during the three and six months ended June 30, 2021, we recognized revenue of approximately $8,100 and $15,600, respectively, associated with the MakeSpace Agreement and Clutter Agreement.

11. 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.

The implementation of Project Summit resulted in total operating expenditures (“Restructuring Charges”) of approximately $450,000 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. As Project Summit was completed as of December 31, 2021, there were no Restructuring Charges for the three and six months ended June 30, 2022. Total Restructuring Charges for the three and six months ended June 30, 2021 was $39,443 and $79,254, respectively, and consisted of (i) employee severance costs of $3,921 and $7,729, respectively, and (ii) professional fees and other costs of $35,522 and $71,525, respectively.

IRON MOUNTAIN JUNE 30, 2022 FORM 10-Q31

Part I. Financial Information

Previous: Cover and table of contents · Next: Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS