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Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 2021
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from                        to                       
Commission file number 1-13045
IRM-20210930_G1.JPG
IRON MOUNTAIN INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)
Delaware 23-2588479
(State or other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)
One Federal Street, Boston, Massachusetts 02110
(Address of Principal Executive Offices, Including Zip Code)
(617) 535-4766
(Registrant's Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $.01 par value IRM NYSE
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒    No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒    No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐    No ☒
As of October 29, 2021, the registrant had 289,549,498 outstanding shares of common stock, $.01 par value.

Table of Contents

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IRON MOUNTAIN INCORPORATED
2021 FORM 10-Q QUARTERLY REPORT
TABLE OF CONTENTS
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Table of Contents
PART I. FINANCIAL INFORMATION
ITEM 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
1
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) (UNAUDITED)
  SEPTEMBER 30, 2021 DECEMBER 31, 2020
ASSETS  
Current Assets:  
Cash and cash equivalents $ 161,439  $ 205,063 
Accounts receivable (less allowances of $60,214 and $56,981 as of September 30, 2021 and December 31, 2020, respectively)
884,348  859,344 
Prepaid expenses and other 223,266  205,380 
Total Current Assets 1,269,053  1,269,787 
Property, Plant and Equipment:  
Property, plant and equipment 8,503,171  8,246,337 
Less—Accumulated depreciation (3,914,553) (3,743,894)
Property, Plant and Equipment, Net 4,588,618  4,502,443 
Other Assets, Net:  
Goodwill 4,472,641  4,557,609 
Customer relationships, customer inducements and data center lease-based intangibles 1,230,330  1,326,977 
Operating lease right-of-use assets 2,308,047  2,196,502 
Other 365,706  295,949 
Total Other Assets, Net 8,376,724  8,377,037 
Total Assets $ 14,234,395  $ 14,149,267 
LIABILITIES AND EQUITY  
Current Liabilities:  
Current portion of long-term debt $ 318,144  $ 193,759 
Accounts payable 324,210  359,863 
Accrued expenses and other current liabilities (includes current portion of operating lease liabilities) 926,360  1,146,288 
Deferred revenue 257,593  295,785 
Total Current Liabilities 1,826,307  1,995,695 
Long-term Debt, net of current portion 8,815,273  8,509,555 
Long-term Operating Lease Liabilities, net of current portion 2,164,449  2,044,598 
Other Long-term Liabilities 155,048  204,508 
Deferred Income Taxes 236,782  198,377 
Commitments and Contingencies
Redeemable Noncontrolling Interests 61,390  59,805 
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 289,546,146 and 288,273,049 shares as of September 30, 2021 and December 31, 2020, respectively)
2,895  2,883 
Additional paid-in capital 4,407,253  4,340,078 
(Distributions in excess of earnings) Earnings in excess of distributions (3,101,813) (2,950,339)
Accumulated other comprehensive items, net (334,453) (255,893)
Total Iron Mountain Incorporated Stockholders' Equity 973,882  1,136,729 
Noncontrolling Interests 1,264  — 
Total Equity 975,146  1,136,729 
Total Liabilities and Equity $ 14,234,395  $ 14,149,267 



The accompanying notes are an integral part of these condensed consolidated financial statements.
2
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
  THREE MONTHS ENDED
SEPTEMBER 30,
  2021 2020
Revenues:    
Storage rental $ 718,614  $ 696,294 
Service 411,534  340,353 
Total Revenues 1,130,148  1,036,647 
Operating Expenses:
Cost of sales (excluding depreciation and amortization) 481,663  434,505 
Selling, general and administrative 241,596  232,095 
Depreciation and amortization 174,818  157,252 
Acquisition and Integration Costs 1,138  — 
Restructuring Charges 50,432  48,371 
(Gain) Loss on disposal/write-down of property, plant and equipment, net (935) (75,840)
Total Operating Expenses 948,712  796,383 
Operating Income (Loss) 181,436  240,264 
Interest Expense, Net (includes Interest Income of $2,160 and $2,476 for the three months ended
September 30, 2021 and 2020, respectively)
103,809  104,303 
Other (Income) Expense, Net (18,501) 83,465 
Net Income (Loss) Before Provision (Benefit) for Income Taxes 96,128  52,496 
Provision (Benefit) for Income Taxes 28,017  13,934 
Net Income (Loss) 68,111  38,562 
Less: Net Income (Loss) Attributable to Noncontrolling Interests 428  168 
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 67,683  $ 38,394 
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:    
Basic $ 0.23  $ 0.13 
Diluted $ 0.23  $ 0.13 
Weighted Average Common Shares Outstanding—Basic 289,762  288,403 
Weighted Average Common Shares Outstanding—Diluted 291,482  288,811 


















The accompanying notes are an integral part of these condensed consolidated financial statements.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
3
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
  NINE MONTHS ENDED
 SEPTEMBER 30,
  2021 2020
Revenues:    
Storage rental $ 2,144,942  $ 2,056,797 
Service 1,187,002  1,030,820 
Total Revenues 3,331,944  3,087,617 
Operating Expenses:
Cost of sales (excluding depreciation and amortization) 1,408,151  1,308,119 
Selling, general and administrative 760,098  712,775 
Depreciation and amortization 507,145  483,686 
Acquisition and Integration Costs 3,415  — 
Restructuring Charges 129,686  128,715 
Intangible impairments —  23,000 
(Gain) Loss on disposal/write-down of property, plant and equipment, net (134,321) (78,170)
Total Operating Expenses 2,674,174  2,578,125 
Operating Income (Loss) 657,770  509,492 
Interest Expense, Net (includes Interest Income of $5,858 and $6,491 for the nine months ended
September 30, 2021 and 2020, respectively)
313,451  313,408 
Other (Income) Expense, Net (200,018) 66,439 
Net Income (Loss) Before Provision (Benefit) for Income Taxes 544,337  129,645 
Provision (Benefit) for Income Taxes 153,073  33,304 
Net Income (Loss) 391,264  96,341 
Less: Net Income (Loss) Attributable to Noncontrolling Interests 2,693  1,058 
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 388,571  $ 95,283 
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:    
Basic $ 1.34  $ 0.33 
Diluted $ 1.34  $ 0.33 
Weighted Average Common Shares Outstanding—Basic 289,255  288,105 
Weighted Average Common Shares Outstanding—Diluted 290,697  288,471 











The accompanying notes are an integral part of these condensed consolidated financial statements.
4
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(IN THOUSANDS) (UNAUDITED)
  THREE MONTHS ENDED
SEPTEMBER 30,
  2021 2020
Net Income (Loss) $ 68,111  $ 38,562 
Other Comprehensive (Loss) Income:    
Foreign Currency Translation Adjustment (91,263) 44,883 
Change in Fair Value of Derivative Instruments 14,665  (184)
Total Other Comprehensive (Loss) Income (76,598) 44,699 
Comprehensive (Loss) Income (8,487) 83,261 
Comprehensive (Loss) Income Attributable to Noncontrolling Interests (370) 522 
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated $ (8,117) $ 82,739 
  NINE MONTHS ENDED
SEPTEMBER 30,
  2021 2020
Net Income (Loss) $ 391,264  $ 96,341 
Other Comprehensive (Loss) Income:
Foreign Currency Translation Adjustment (115,075) (109,742)
Change in Fair Value of Derivative Instruments 35,505  (11,507)
Total Other Comprehensive (Loss) Income (79,570) (121,249)
Comprehensive Income (Loss) 311,694  (24,908)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests 1,683  406 
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 310,011  $ (25,314)
















The accompanying notes are an integral part of these condensed consolidated financial statements.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
5
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)
THREE MONTHS ENDED SEPTEMBER 30, 2021
  IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
  COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL 		(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS 		ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
  TOTAL SHARES AMOUNTS
Balance, June 30, 2021 $ 1,147,742  289,458,768  $ 2,895  $ 4,392,396  $ (2,988,896) $ (258,653) $ —  $ 64,660 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 14,857  87,378  —  14,857  —  —  —  — 
Change in equity related to redeemable noncontrolling interests —  —  —  —  —  —  —  168
Parent cash dividends declared (180,600) —  —  —  (180,600) —  —  — 
Foreign currency translation adjustment (90,512) —  —  —  —  (90,465) (47) (751)
Change in fair value of derivative instruments 14,665  —  —  —  —  14,665  —  — 
Net income (loss) 67,683  —  —  —  67,683  —  —  428 
Noncontrolling interests dividends —  —  —  —  —  —  —  (597)
Purchase of noncontrolling interests 1,311  —  —  —  —  —  1,311  — 
Redemption of noncontrolling interests —  —  —  —  —  —  —  (2,518)
Balance, September 30, 2021 $ 975,146  289,546,146  $ 2,895  $ 4,407,253  $ (3,101,813) $ (334,453) $ 1,264  $ 61,390 
NINE MONTHS ENDED SEPTEMBER 30, 2021
  IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
  COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL 		(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS 		ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET 		NONCONTROLLING
INTERESTS 		REDEEMABLE
NONCONTROLLING
INTERESTS
  TOTAL SHARES AMOUNTS
Balance, December 31, 2020 $ 1,136,729  288,273,049  $ 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 compensation 66,507  1,273,097  12  66,495  —  —  —  — 
Change in equity related to redeemable noncontrolling interests 680  —  —  680  —  —  —  (512)
Parent cash dividends declared (540,045) —  —  —  (540,045) —  —  — 
Foreign currency translation adjustment (114,112) —  —  —  —  (114,065) (47) (963)
Change in fair value of derivative instruments 35,505  —  —  —  —  35,505  —  — 
Net income (loss) 388,571  —  —  —  388,571  —  —  2,693 
Noncontrolling interests equity contributions —  —  —  —  —  —  —  2,200 
Noncontrolling interests dividends —  —  —  —  —  —  —  (1,882)
Purchase of noncontrolling interests 1,311  —  —  —  —  —  1,311  2,567 
Redemption of noncontrolling interests —  —  —  —  —  —  —  (2,518)
Balance, September 30, 2021 $ 975,146  289,546,146  $ 2,895  $ 4,407,253  $ (3,101,813) $ (334,453) $ 1,264  $ 61,390 



The accompanying notes are an integral part of these condensed consolidated financial statements.
6
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)
THREE MONTHS ENDED SEPTEMBER 30, 2020
  IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
  COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL 		(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS 		ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET
NONCONTROLLING
INTERESTS
REDEEMABLE
NONCONTROLLING
INTERESTS
  TOTAL SHARES AMOUNTS
Balance, June 30, 2020 $ 1,024,331  288,142,703  $ 2,881  $ 4,325,803  $ (2,876,861) $ (427,523) $ 31  $ 63,512 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 9,997  20,263  1  9,996  —  —  —  — 
Parent cash dividends declared (179,677) —  —  —  (179,677) —  —  — 
Foreign currency translation adjustment 44,529  —  —  —  —  44,529  —  354 
Change in fair value of derivative instruments (184) —  —  —  —  (184) —  — 
Net income (loss) 38,250  —  —  —  38,394  —  (144) 312 
Noncontrolling interests dividends —  —  —  —  —  —  —  (512)
Balance, September 30, 2020 $ 937,246  288,162,966  $ 2,882  $ 4,335,799  $ (3,018,144) $ (383,178) $ (113) $ 63,666 
NINE MONTHS ENDED SEPTEMBER 30, 2020
  IRON MOUNTAIN INCORPORATED STOCKHOLDERS' EQUITY
  COMMON STOCK ADDITIONAL
PAID-IN
CAPITAL 		(DISTRIBUTIONS
IN EXCESS OF
EARNINGS) EARNINGS IN
EXCESS OF
DISTRIBUTIONS 		ACCUMULATED
OTHER
COMPREHENSIVE
ITEMS, NET 		NONCONTROLLING
INTERESTS 		REDEEMABLE
NONCONTROLLING
INTERESTS
  TOTAL SHARES AMOUNTS
Balance, December 31, 2019 $ 1,464,227  287,299,645  $ 2,873  $ 4,298,566  $ (2,574,896) $ (262,581) $ 265  $ 67,682 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation 34,639  863,321  9  34,630  —  —  —  — 
Change in equity related to redeemable noncontrolling interests 2,603  —  —  2,603  —  —  —  (2,603)
Parent cash dividends declared (538,531) —  —  —  (538,531) —  —  — 
Foreign currency translation adjustment (109,090) —  —  —  —  (109,090) —  (652)
Change in fair value of derivative instruments (11,507) —  —  —  —  (11,507) —  — 
Net income (loss) 94,905  —  —  —  95,283  —  (378) 1,436 
Noncontrolling interests dividends —  —  —  —  —  —  —  (2,197)
Balance, September 30, 2020 $ 937,246  288,162,966  $ 2,882  $ 4,335,799  $ (3,018,144) $ (383,178) $ (113) $ 63,666 









The accompanying notes are an integral part of these condensed consolidated financial statements.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
7
Table of Contents
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)
  NINE MONTHS ENDED SEPTEMBER 30,
  2021 2020
Cash Flows from Operating Activities:  
Net income (loss) $ 391,264  $ 96,341 
Adjustments to reconcile net income (loss) to cash flows from operating activities:    
Depreciation 347,269  334,780 
Amortization (includes amortization of deferred financing costs and discounts of $12,470 and $13,150 for the nine months ended September 30, 2021 and 2020, respectively)
172,346  162,057 
Intangible impairments —  23,000 
Revenue reduction associated with amortization of customer inducements and above- and below-market leases 6,578  7,612 
Stock-based compensation expense 46,852  35,618 
Provision (benefit) for deferred income taxes 36,333  (3,074)
Loss on early extinguishment of debt —  68,300 
Gain on IPM Divestment (as defined in Note 4) (180,569) — 
(Gain) loss on disposal/write-down of property, plant and equipment, net (134,321) (78,170)
Foreign currency transactions and other, net (13,239) 4,043 
(Increase) decrease in assets (112,753) (10,219)
(Decrease) increase in liabilities (96,423) (13,070)
Cash Flows from Operating Activities 463,337  627,218 
Cash Flows from Investing Activities:    
Capital expenditures (418,976) (309,162)
Cash paid for acquisitions, net of cash acquired (203,752) (118,581)
Acquisition of customer relationships (4,800) (3,529)
Customer inducements (5,148) (8,269)
Contract fulfillment costs and third-party commissions (43,699) (30,705)
Investments in joint ventures and other investments (72,153) (6,850)
Net proceeds from IPM Divestment 213,878  — 
Proceeds from sales of property and equipment and other, net 214,865  116,965 
Cash Flows from Investing Activities (319,785) (360,131)
Cash Flows from Financing Activities:    
Repayment of revolving credit facility, term loan facilities and other debt (2,622,555) (7,354,790)
Proceeds from revolving credit facility, term loan facilities and other debt 3,037,476  7,090,842 
Early redemption of senior notes, including call premiums —  (2,942,554)
Net proceeds from sales of senior notes —  3,465,000 
Debt repayment and equity distribution to noncontrolling interests (1,882) (2,197)
Repurchase of noncontrolling interest (75,000) — 
Parent cash dividends (538,902) (537,853)
Net proceeds (payments) associated with employee stock-based awards 19,655  (979)
Other, net 3,621  (24,643)
Cash Flows from Financing Activities (177,587) (307,174)
Effect of Exchange Rates on Cash and Cash Equivalents (9,589) (1,496)
(Decrease) increase in Cash and Cash Equivalents (43,624) (41,583)
Cash and Cash Equivalents, including Restricted Cash, Beginning of Period 205,063  193,555 
Cash and Cash Equivalents, including Restricted Cash, End of Period $ 161,439  $ 151,972 
Supplemental Information:  
Cash Paid for Interest $ 395,355  $ 357,897 
Cash Paid for Income Taxes, Net $ 96,174  $ 27,430 
Non-Cash Investing and Financing Activities:    
Financing Leases $ 40,590  $ 34,889 
Accrued Capital Expenditures $ 60,418  $ 58,175 
Fair Value of Investments Applied to Acquisitions $ —  $ 27,276 
Dividends Payable $ 189,010  $ 186,699 
The accompanying notes are an integral part of these condensed consolidated financial statements.
8
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Table of Contents
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, 2020 included in our Annual Report on Form 10-K filed with the SEC on February 24, 2021 (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.
In March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic. The preventative and protective actions that governments have ordered, or we or our customers have implemented, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. The broader impacts of the COVID-19 pandemic on our financial position, results of operations and cash flows, including impacts to the estimates we use in the preparation of our financial statements, remain uncertain and difficult to predict as information continues to evolve, and the severity and duration of the pandemic remains unknown, as is our visibility of its effect on the markets we serve and our customers within those markets.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. CASH, CASH EQUIVALENTS AND RESTRICTED CASH
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 nine months ended September 30, 2021 is as follows:
Balance as of December 31, 2020 $ 56,981 
Credit memos charged to revenue 29,996 
Allowance for bad debts charged to expense 16,371 
Deductions and other(1)
(43,134)
Balance as of September 30, 2021 $ 60,214 
(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 SEPTEMBER 30, 2021 FORM 10-Q
9
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. LEASES
We lease facilities for certain warehouses, data centers and office space. We also have land leases, including those on which certain facilities are located. Operating and financing lease right-of-use assets and lease liabilities as of September 30, 2021 and December 31, 2020 are as follows:
DESCRIPTION SEPTEMBER 30, 2021 DECEMBER 31, 2020
Assets:
Operating lease right-of-use assets $ 2,308,047  $ 2,196,502 
Financing lease right-of-use assets, net of accumulated depreciation(1)
307,032  310,534 
Liabilities:
Current
Operating lease liabilities $ 257,884  $ 250,239 
Financing lease liabilities(1)
42,442  43,149 
Long-term
Operating lease liabilities $ 2,164,449  $ 2,044,598 
Financing lease liabilities(1)
321,682  323,162 
(1)Financing lease right-of-use assets, current financing lease liabilities and long-term financing lease liabilities are included within Property, Plant and Equipment, Net, Current portion of long-term debt and Long-term Debt, net of current portion, respectively, within our Condensed Consolidated Balance Sheets.
The components of the lease expense for the three and nine months ended September 30, 2021 and 2020 are as follows:
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
DESCRIPTION 2021 2020 2021 2020
Operating lease cost(1)
$ 140,551  $ 122,737  $ 408,312  $ 365,303 
Financing lease cost:
Depreciation of financing lease right-of-use assets $ 14,006  $ 12,973  $ 39,062  $ 38,495 
Interest expense for financing lease liabilities 5,055  4,891  14,940  14,664 
(1)Operating lease cost, the majority of which is included in Cost of sales, includes variable lease costs of $28,835 and $86,422 for the three and nine months ended September 30, 2021, respectively, and $27,486 and $82,287 for the three and nine months ended September 30, 2020, respectively.
Other information: Supplemental cash flow information relating to our leases for the nine months ended September 30, 2021 and 2020 is as follows:
NINE MONTHS ENDED SEPTEMBER 30,
CASH PAID FOR AMOUNTS INCLUDED IN MEASUREMENT OF LEASE LIABILITIES: 2021 2020
Operating cash flows used in operating leases $ 291,535  $ 266,619 
Operating cash flows used in financing leases (interest) 14,940  14,664 
Financing cash flows used in financing leases 35,360  36,008 
NON-CASH ITEMS:
Operating lease modifications and reassessments $ 103,158  $ 89,727 
New operating leases (including acquisitions and sale-leaseback transactions) 240,822  173,635 
10
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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)
D. GOODWILL
Our reporting units as of December 31, 2020 are described in detail in Note 2.k. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed during the first nine months of 2021 (as described in Note 3) has been incorporated into our reporting units as they existed as of December 31, 2020.
The changes in the carrying value of goodwill attributable to each reportable operating segment for the nine months ended September 30, 2021 are as follows:
GLOBAL RIM BUSINESS GLOBAL DATA CENTER BUSINESS CORPORATE AND OTHER BUSINESS TOTAL CONSOLIDATED
Goodwill balance, net of accumulated amortization as of December 31, 2020 $ 4,024,182  $ 436,987  $ 96,440  $ 4,557,609 
Non-tax deductible goodwill acquired during the period 17,180  —  9,991  27,171 
Goodwill allocated to IPM Divestment —  —  (46,105) (46,105)
Fair value and other adjustments (6,091) —  (1,268) (7,359)
Currency effects (49,737) (7,995) (943) (58,675)
Goodwill balance, net accumulated amortization as of September 30, 2021 $ 3,985,534  $ 428,992  $ 58,115  $ 4,472,641 
Accumulated goodwill impairment balance as of September 30, 2021 $ 132,409  $ —  $ 26,011  $ 158,420 
E. INVESTMENTS
2021 NEWLY FORMED JOINT VENTURE
In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation of the Web Werks JV, we made an initial investment of approximately 3,750,000 Indian rupees (or approximately $50,100, based upon the exchange rate between the United States dollar and Indian rupee as of the closing date of the initial investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.
Under the terms of the Web Werks JV shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500,000 Indian rupees (or approximately $100,000, based upon the current exchange rate between the United States dollar and Indian rupee).
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 September 30, 2021 and December 31, 2020 are as follows:
SEPTEMBER 30, 2021 DECEMBER 31, 2020
CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST
Web Werks JV
$ 51,257  38  % $ —  —  %
Joint venture with AGC Equity Partners (the “Frankfurt JV”)
26,272  20  % 26,500  20  %
Joint venture with MakeSpace Labs, Inc. (the “MakeSpace JV”)
27,419  48  % 16,924  39  %


IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
11
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 September 30, 2021 and December 31, 2020 are as follows:
    FAIR VALUE MEASUREMENTS AT SEPTEMBER 30, 2021 USING
DESCRIPTION TOTAL CARRYING
VALUE AT
SEPTEMBER 30, 2021 		QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1) 		SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2) 		SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds $ 9,186  $ —  $ 9,186  $ — 
Time Deposits 2,175  —  2,175  — 
Trading Securities 11,713  11,572    141    — 
Derivative Assets 1,214  —  1,214  — 
Derivative Liabilities 15,412  —  15,412  — 
    FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2020 USING
DESCRIPTION TOTAL CARRYING
VALUE AT
DECEMBER 31, 2020 		QUOTED PRICES IN
ACTIVE MARKETS
(LEVEL 1) 		SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2) 		SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
Money Market Funds $ 62,657  $ —  $ 62,657  $ — 
Time Deposits 2,121  —  2,121  — 
Trading Securities 10,892  10,636    256    — 
Derivative Liabilities 49,703  —  49,703  — 
There were no material items that are measured at fair value on a non-recurring basis at September 30, 2021 and December 31, 2020, other than (i) those disclosed in Note 2.o. to Notes to Consolidated Financial Statements included in our Annual Report, (ii) our investment in the Web Werks JV, as described in Note 2.e., and (iii) those acquired in acquisitions that occurred during the nine months ended September 30, 2021, as described in Note 3, all of which are based on Level 3 inputs.
G. REDEEMABLE NONCONTROLLING INTERESTS
In 2018, one of the noncontrolling interest shareholders in one of our foreign consolidated subsidiaries exercised its option to put its ownership interest back to us. Upon the exercise of the put option, this noncontrolling interest became mandatorily redeemable by us, and, therefore, was accounted for as a liability rather than a component of redeemable noncontrolling interests. In May 2021, we agreed to final settlement terms and paid the put option price for the noncontrolling interest shares. We remain in dispute with this former shareholder with respect to whether interest from the date of the put and certain other costs should be reimbursable. We have vigorously defended that interest and costs are not owed, and are currently awaiting a ruling from an arbitration hearing.
12
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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)
H. ACCUMULATED OTHER COMPREHENSIVE ITEMS, NET
The changes in accumulated other comprehensive items, net for the three and nine months ended September 30, 2021 and 2020 are as follows:
THREE MONTHS ENDED SEPTEMBER 30, 2021 NINE MONTHS ENDED SEPTEMBER 30, 2021
  FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS 		CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS 		TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS 		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS TOTAL
Beginning of Period $ (229,790) $ (28,863) $ (258,653) $ (206,190) $ (49,703) $ (255,893)
Other comprehensive (loss) income):
Foreign currency translation and other adjustments (90,465) —  (90,465) (114,065) —  (114,065)
Change in fair value of derivative instruments —  14,665  14,665  —  35,505  35,505 
Total other comprehensive (loss) income (90,465) 14,665  (75,800) (114,065) 35,505  (78,560)
End of Period $ (320,255) $ (14,198) $ (334,453) $ (320,255) $ (14,198) $ (334,453)
THREE MONTHS ENDED SEPTEMBER 30, 2020 NINE MONTHS ENDED SEPTEMBER 30, 2020
  FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS 		CHANGE IN FAIR VALUE OF
DERIVATIVE
INSTRUMENTS 		TOTAL FOREIGN
CURRENCY
TRANSLATION AND OTHER
ADJUSTMENTS 		CHANGE IN FAIR VALUE OF DERIVATIVE INSTRUMENTS TOTAL
Beginning of Period $ (406,444) $ (21,079) $ (427,523) $ (252,825) $ (9,756) $ (262,581)
Other comprehensive income (loss):
Foreign currency translation and other adjustments 44,529  —  44,529  (109,090) —  (109,090)
Change in fair value of derivative instruments —  (184) (184) —  (11,507) (11,507)
Total other comprehensive income (loss) 44,529  (184) 44,345  (109,090) (11,507) (120,597)
End of Period $ (361,915) $ (21,263) $ (383,178) $ (361,915) $ (21,263) $ (383,178)
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
13
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. REVENUES
The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (collectively, “Contract Fulfillment Costs”). Contract Fulfillment Costs as of September 30, 2021 and December 31, 2020 are as follows:
SEPTEMBER 30, 2021 DECEMBER 31, 2020
GROSS
CARRYING
AMOUNT 		ACCUMULATED
AMORTIZATION 		NET
CARRYING
AMOUNT 		GROSS
CARRYING
AMOUNT 		ACCUMULATED
AMORTIZATION 		NET
CARRYING
AMOUNT
Intake Costs asset $ 71,540  $ (41,246) $ 30,294  $ 63,721  $ (33,352) $ 30,369 
Commissions asset 107,298  (48,708) 58,590  91,069  (38,787) 52,282 
Deferred revenue liabilities are reflected in our Condensed Consolidated Balance Sheets as follows:
DESCRIPTION LOCATION IN BALANCE SHEET SEPTEMBER 30, 2021 DECEMBER 31, 2020
Deferred revenue - Current Deferred revenue $ 257,593  $ 295,785 
Deferred revenue - Long-term Other Long-term Liabilities 34,342  35,612 
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 Update ("ASU") No. 2016-02, Leases (Topic 842), as amended. Storage rental revenue, including revenue associated with power and connectivity, associated with our Global Data Center Business for the three and nine months ended September 30, 2021 and 2020 are as follows:
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Storage rental revenue(1)
$ 72,411  $ 68,416  $ 210,805  $ 196,823 
(1)Revenue associated with power and connectivity included within storage rental revenue was $14,639 and $42,333 for the three and nine months ended September 30, 2021, respectively, and $12,033 and $34,986 for the three and nine months ended September 30, 2020, respectively.
14
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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. STOCK-BASED COMPENSATION
PLAN AMENDMENTS
In May 2021, our stockholders (1) approved an amendment to the Iron Mountain Incorporated 2014 Stock and Cash Incentive Plan (the “2014 Plan”) to (i) increase the number of shares of our common stock authorized for issuance thereunder by 8,000,000 from 12,750,000 to 20,750,000, (ii) extend the termination date of the 2014 Plan from May 24, 2027 to May 12, 2031, (iii) provide that, other than in specified circumstances, no equity-based award will vest before the first anniversary of the date of grant and (iv) provide that dividends and dividend equivalents are not paid with respect to stock options or stock appreciation rights and (2) approved an amendment to the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan to increase the number of shares of Common Stock authorized for issuance thereunder by 1,000,000 from 1,000,000 to 2,000,000.
STOCK-BASED COMPENSATION EXPENSE
Stock-based compensation expense for the cost of stock options, restricted stock units (“RSUs”), performance units (“PUs”) and shares of stock issued under our employee stock purchase plan (collectively, “Employee Stock-Based Awards”) for the three and nine months ended September 30, 2021 and 2020 is as follows:
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Stock-based compensation expense $ 13,200  $ 8,946  $ 46,852  $ 35,618 
As of September 30, 2021, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards is $48,494.
RESTRICTED STOCK UNITS AND PERFORMANCE UNITS
The fair value of RSUs and earned PUs that vested during the three and nine months ended September 30, 2021 and 2020 is as follows:
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
  2021 2020 2021 2020
Fair value of RSUs vested $ 8,425  $ 2,766  $ 31,404  $ 24,411 
Fair value of earned PUs that vested 22,030  1,370  27,856  12,421 
As of September 30, 2021, we expected 133%, 114% and 103% achievement of each of the predefined targets associated with the awards of PUs made in 2021, 2020 and 2019, respectively.
K. 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 for the three and nine months ended September 30, 2021 is $1,138 and $3,415, respectively.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
15
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)
L. (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 nine months ended September 30, 2021 and 2020 is as follows:
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021
2020(1)
2021(2)
2020(1)
(Gain) Loss on disposal/write-down of property, plant and equipment, net (3)
$ (935) $ (75,840) $ (134,321) $ (78,170)
(1) The gains for both the three and nine months ended September 30, 2020 primarily consisted of gains of approximately $76,400 associated with the sale-leaseback transactions of two facilities in the United States.
(2) The gains for the nine months ended September 30, 2021 primarily consisted of gains of approximately $127,400 associated with the sale-leaseback transactions of five facilities in the United Kingdom, which occurred during the second quarter of 2021.
(3) The gains recognized during both 2021 and 2020 are a result 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.
M. OTHER (INCOME) EXPENSE, NET
Consolidated other (income) expense, net for the three and nine months ended September 30, 2021 and 2020 consists of the following:
  THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
DESCRIPTION 2021 2020 2021 2020
Foreign currency transaction (gains) losses, net $ (23,200) $ 29,635  $ (16,157) $ (6,293)
Debt extinguishment expense —  51,260  —  68,300 
Other, net(1)
4,699  2,570  (183,861) 4,432 
Other (Income) Expense, Net $ (18,501) $ 83,465  $ (200,018) $ 66,439 
(1)Other, net for the nine months ended September 30, 2021 is primarily comprised of (a) a gain of approximately $180,600 associated with our IPM Divestment 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.
16
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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)
N. INCOME TAXES
We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year.
Our effective tax rates for the three and nine months ended September 30, 2021 and 2020 are as follows:
  THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Effective Tax Rate(1)
29.1  % 26.5  % 28.1  % 25.7  %
(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2021 and 2020 were the impacts of differences in the tax rates at which our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit (as defined in Note 11) are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021, reflects a discrete tax expense of approximately $12,000 primarily resulting from a tax law change in the United Kingdom.
At December 31, 2020, we concluded that it was our intent to indefinitely reinvest our current and future undistributed earnings of certain of our unconverted foreign taxable REIT subsidiaries (“TRSs”) outside the United States, with the exception of certain limited instances. During 2021, as a result of the enactment of a tax law and the closing of various acquisitions, we reassessed this intention and concluded that it is no longer our intention to reinvest our undistributed earnings of our foreign TRSs indefinitely outside the United States. As a REIT, future repatriation of incremental undistributed earnings of our foreign subsidiaries will not be subject to federal or state income tax, with the exception of foreign withholding taxes. However, such future repatriations may require distributions to our stockholders in accordance with REIT distribution rules, and any such distribution may then be taxable, as appropriate, at the stockholder level. We expect to provide for foreign withholding taxes on the current and future earnings of all of our foreign subsidiaries as the result of such reassessment.
O. INCOME (LOSS) PER SHARE—BASIC AND DILUTED
The calculation of basic and diluted income (loss) per share for the three and nine months ended September 30, 2021 and 2020 are as follows:
 
THREE MONTHS ENDED
SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
  2021 2020 2021 2020
Net Income (Loss) $ 68,111  $ 38,562  $ 391,264  $ 96,341 
Less: Net Income (Loss) Attributable to Noncontrolling Interests 428  168  2,693  1,058 
Net Income (Loss) Attributable to Iron Mountain Incorporated (utilized in numerator of Earnings Per Share calculation) $ 67,683  $ 38,394  $ 388,571  $ 95,283 
Weighted-average shares—basic 289,762,000  288,403,000  289,255,000  288,105,000 
Effect of dilutive potential stock options 869,600  14,758  522,642  28,723 
Effect of dilutive potential RSUs and PUs 850,655  392,943  918,954  337,588 
Weighted-average shares—diluted 291,482,255  288,810,701  290,696,596  288,471,311 
Net Income (Loss) Per Share Attributable to Iron Mountain Incorporated:        
 Basic $ 0.23  $ 0.13  $ 1.34  $ 0.33 
 Diluted $ 0.23  $ 0.13  $ 1.34  $ 0.33 
Antidilutive stock options, RSUs and PUs, excluded from the calculation 351,673  5,529,126  1,813,880  5,959,693 
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
17
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)
P. RECENT ACCOUNTING PRONOUNCEMENTS
In December 2019, the Financial Accounting Standards Board issued ASU No. 2019-12, Income Taxes (Topic 740) (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions for recognizing deferred taxes for investments, performing intra-period allocation and calculating income taxes in interim periods. ASU 2019-12 also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. We adopted ASU 2019-12 on January 1, 2021. ASU 2019-12 did not have a material impact on our consolidated financial statements.

3. ACQUISITIONS
INFOFORT ACQUISITION
On September 15, 2021, in order to further expand our records management operations in the Middle East and North Africa, we acquired Information Fort, LLC, a records and information management provider, for approximately $90,300.
FRANKFURT DATA CENTER ACQUISITION
On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77,900 Euros (or approximately $91,300, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition).
OTHER 2021 ACQUISITIONS
In addition to the transactions noted above, during the nine months ended September 30, 2021, in order to enhance our existing operations in the United Kingdom and Indonesia and to expand our operations into Morocco, we completed the acquisition of two records management companies and one art storage company for total cash consideration of approximately $45,100.
18
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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)
PURCHASE PRICE ALLOCATION
A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2021 acquisitions through September 30, 2021 is as follows:
NINE MONTHS ENDED
SEPTEMBER 30, 2021
Cash Paid (gross of cash acquired) $ 224,192 
Fair Value of Noncontrolling Interests 3,878 
Purchase Price Holdbacks and Other 2,534 
Total Consideration 230,604 
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Cash 20,440 
Accounts Receivable, Prepaid Expenses and Other Assets 25,392 
Property, Plant and Equipment(1)
147,132 
Customer Relationship Intangible Assets(2)
39,315 
Operating Lease Right-of-Use Assets 45,209 
Data Center In-Place Leases(3)
4,994 
Data Center Tenant Relationships(4)
4,682 
Data Center Above-Market Leases(5)
1,042 
Debt Assumed (9,026)
Accounts Payable, Accrued Expenses and Other Liabilities (23,082)
Operating Lease Liabilities (45,209)
Deferred Income Taxes (7,436)
Data Center Below-Market Leases(5)
(20)
Total Fair Value of Identifiable Net Assets Acquired 203,433 
Goodwill Initially Recorded $ 27,171 
(1)Consists primarily of land and building.
(2)The preliminary weighted average lives of customer relationship intangible assets associated with acquisitions is 9 years.
(3)     The preliminary weighted average lives of data center in-place leases associated with acquisitions is 5 years.
(4) The preliminary weighted average lives of data center tenant relationships associated with acquisitions is 5 years.
(5) The preliminary weighted average lives of data center above-market leases associated with acquisitions is 5 years and the weighted average lives of data center below-market leases associated with acquisitions is 4 years.
The preliminary purchase price allocations that are not finalized as of September 30, 2021 relate to the final assessment of the fair values of intangible assets (primarily customer relationship intangible assets) and property, plant and equipment associated with the acquisitions we closed in 2021. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined, but no later than the one year measurement period, and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition dates. Adjustments recorded during the nine months ended September 30, 2021 were not material to our results from operations.



IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
19
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
4. DIVESTMENTS
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 $216,600 (the “IPM Divestment”). As a result of the IPM Divestment, we recorded a gain on sale of approximately $180,600 to Other (income) expense, net, during the nine months ended September 30, 2021, the substantial majority of which was recorded during the second quarter of 2021, representing the excess of the fair value of the consideration received over the sum of the carrying value of the IPM business.
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 and nine months ended September 30, 2021 and 2020 through the closing date of the IPM Divestment 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 nine months ended September 30, 2021 and 2020 through the closing date of the IPM Divestment.
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. As of September 30, 2021 and December 31, 2020, we had $350,000 in notional value of interest rate swap agreements outstanding, which expire in March 2022. 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.
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 once our current interest rate swap agreements expire in March 2022. The forward-starting interest rate swap agreements have $350,000 in notional value, commence in March 2022 and expire in March 2024. Under the forward-starting interest rate swap agreements, we will receive variable rate interest payments 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, including the forward-starting interest rate swap agreements, as cash flow hedges. Unrealized gains are recognized as assets, while unrealized losses are recognized as liabilities.
CROSS-CURRENCY SWAP AGREEMENTS DESIGNATED AS A HEDGE OF NET INVESTMENT
In August 2019, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $110,000 at an interest rate of 6.0% for approximately 99,055 Euros at a weighted average interest rate of approximately 3.65%. These cross-currency swap agreements expire in August 2023 (“August 2023 Cross-Currency Swap Agreements”).
In September 2020, we entered into cross-currency swap agreements to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreements, we notionally exchanged approximately $359,200 at an interest rate of 4.5% for approximately 300,000 Euros at a weighted average interest rate of approximately 3.4%. These cross-currency swap agreements expire in February 2026 (“February 2026 Cross-Currency Swap Agreements”).
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.
20
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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)
(Liabilities) assets recognized in our Condensed Consolidated Balance Sheets at September 30, 2021 and December 31, 2020, by derivative instrument, are as follows:
DERIVATIVE INSTRUMENTS(1)
SEPTEMBER 30, 2021 DECEMBER 31, 2020
Cash Flow Hedges(2)
   
Interest Rate Swap Agreements $ (13,116) $ (21,062)
Net Investment Hedges(3)
August 2023 Cross-Currency Swap Agreements $ (2,296) $ (8,229)
February 2026 Cross-Currency Swap Agreements 1,214  (20,412)
(1)Our derivative assets are included as a component of Other assets in our Condensed Consolidated Balance Sheets and our derivative liabilities are included either as a component of (i) Accrued expenses and other current liabilities or (ii) Other long-term liabilities in our Condensed Consolidated Balance Sheets. As of September 30, 2021, $1,214 is included within Other assets, $4,296 is included within Accrued expenses and other current liabilities and $11,116 is included within Other long-term liabilities. As of December 31, 2020, $49,703 is included within Other long-term liabilities.
(2)As of September 30, 2021, cumulative net losses of $13,116 are recorded within Accumulated other comprehensive items, net associated with these interest rate swap agreements.
(3)As of September 30, 2021, cumulative net losses of $1,082 are recorded within Accumulated other comprehensive items, net associated with these cross-currency swap agreements.
Unrealized gains (losses) recognized during the three and nine months ended September 30, 2021 and 2020, by derivative instrument, are as follows:
THREE MONTHS ENDED SEPTEMBER 30,
NINE MONTHS ENDED
 SEPTEMBER 30,
DERIVATIVE INSTRUMENTS(1)
2021 2020 2021 2020
Cash Flow Hedges    
Interest Rate Swap Agreements $ 1,950  $ 1,185  $ 7,946  $ (14,445)
Net Investment Hedges
August 2023 Cross-Currency Swap Agreements $ 2,655  $ (5,716) $ 5,933  $ (1,408)
February 2026 Cross-Currency Swap Agreements 10,060  4,346  21,626  4,346 
(1)These amounts are recognized as unrealized gains (losses), a component of Accumulated other comprehensive items, net.
EURO NOTES DESIGNATED AS A HEDGE OF NET INVESTMENT
Prior to their redemption in August 2020, we designated a portion of our previously outstanding 3% Euro Senior Notes due 2025 (the “Euro Notes”) as a hedge of net investment of certain of our Euro denominated subsidiaries. From January 1, 2020 through March 31, 2020, we designated 300,000 Euros of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange (gains) losses related to the change in fair value of such debt due to currency translation adjustments as a component of Accumulated other comprehensive items, net.
Foreign exchange gains (losses) associated with this hedge of net investment for the three and nine months ended September 30, 2021 and 2020 are as follows:
 
THREE MONTHS ENDED SEPTEMBER 30,
NINE MONTHS ENDED
SEPTEMBER 30,
2021(1)
2020
2021(1)
2020
Foreign exchange gains (losses) associated with net investment hedge $ —  $ (16,604) $ —  $ (17,005)
(1)As there are no hedges of net investment outstanding during the three and nine months ended September 30, 2021, no foreign exchange gains (losses) associated with hedges of net investment have been recognized.

As of September 30, 2021, cumulative net gains of $3,256, net of tax, are recorded in Accumulated other comprehensive items, net associated with this net investment hedge.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
21
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:
  SEPTEMBER 30, 2021 DECEMBER 31, 2020
 
DEBT
(INCLUSIVE OF
DISCOUNT)
UNAMORTIZED
DEFERRED
FINANCING
COSTS
CARRYING
AMOUNT
FAIR
VALUE
DEBT
(INCLUSIVE OF
DISCOUNT)
UNAMORTIZED
DEFERRED
FINANCING
COSTS
CARRYING
AMOUNT
FAIR
VALUE
Revolving Credit Facility(1)
$ 310,000  $ (6,034) $ 303,966  $ 310,000  $ —  $ (8,620) $ (8,620) $ — 
Term Loan A(1)
206,250  —  206,250  206,250  215,625  —  215,625  215,625 
Term Loan B 674,540  (5,308) 669,232  675,500  679,621  (6,244) 673,377  680,750 
Australian Dollar Term Loan (the “AUD Term Loan”)(2)
223,109  (881) 222,228  223,557  243,152  (1,624) 241,528  244,014 
UK Bilateral Revolving Credit Facility (the “UK Bilateral Facility”) 188,431  (874) 187,557  188,431  191,101  (1,307) 189,794  191,101 
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)
538,374  (4,151) 534,223  544,431  546,003  (4,983) 541,020  553,101 
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(3)
1,000,000  (8,532) 991,468  1,035,000  1,000,000  (9,598) 990,402  1,046,250 
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(3)
825,000  (7,676) 817,324  861,094  825,000  (8,561) 816,439  868,313 
5% Senior Notes due 2028 (the “5% Notes”)(3)
500,000  (4,944) 495,056  521,250  500,000  (5,486) 494,514  523,125 
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(3)
1,000,000  (11,573) 988,427  1,047,500  1,000,000  (12,658) 987,342  1,050,000 
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(3)
1,300,000  (13,287) 1,286,713  1,376,375  1,300,000  (14,416) 1,285,584  1,400,750 
41/2% Senior Notes due 2031 (the “41/2% Notes”)(3)
1,100,000  (11,715) 1,088,285  1,111,000  1,100,000  (12,648) 1,087,352  1,138,500 
55/8% Senior Notes due 2032 (the “55/8% Notes”)(3)
600,000  (6,292) 593,708  642,000  600,000  (6,727) 593,273  660,000 
Real Estate Mortgages, Financing Lease Liabilities and Other 483,934  (905) 483,029  483,934  511,922  (1,086) 510,836  511,922 
Accounts Receivable Securitization Program 266,400  (449) 265,951  266,400  85,000  (152) 84,848  85,000 
Total Long-term Debt 9,216,038  (82,621) 9,133,417    8,797,424  (94,110) 8,703,314 
Less Current Portion (319,025) 881  (318,144)   (193,759) —  (193,759)  
Long-term Debt, Net of Current Portion $ 8,897,013  $ (81,740) $ 8,815,273    $ 8,603,665  $ (94,110) $ 8,509,555   
(1)Collectively, the “Credit Agreement”. The Credit Agreement consists of a revolving credit facility (the “Revolving Credit Facility”) and a term loan (the “Term Loan A”). The Credit Agreement is scheduled to mature on June 3, 2023. In addition, we also had various outstanding letters of credit totaling $3,064. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2021 was $1,436,936 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 1.8% and 1.9% as of September 30, 2021 and December 31, 2020, respectively.
(2)The AUD Term Loan is scheduled to mature on September 22, 2022, at which point all obligations become due. The full amount of the AUD Term Loan is classified within the current portion of long-term debt in our Condensed Consolidated Balance Sheet as of September 30, 2021.
(3) Collectively, the “Parent Notes”.
See Note 6 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of September 30, 2021 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2020 (which are disclosed in our Annual Report).
22
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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)
UK BILATERAL REVOLVING CREDIT FACILITY
On May 25, 2021, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") entered into an amendment to the UK Bilateral Facility with Barclays Bank PLC to (i) modify the interest rate from LIBOR plus 2.25% to LIBOR plus 2.0% (with flexibility built in for the expected transition away from LIBOR) and (ii) add an additional option to extend the maturity date by one year. After this amendment, the UK Bilateral Facility contains two one-year options that allow us to extend the maturity date beyond the September 23, 2022 expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the one-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
MAXIMUM AMOUNT
£140,000

OPTIONAL ADDITIONAL
COMMITMENTS
£125,000

INTEREST RATE
2.1%
As of September 30, 2021
ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM
On June 28, 2021, we entered into an amendment to the Accounts Receivable Securitization Program to extend the maturity date from July 30, 2021 to July 1, 2023, at which point all obligations become due. The interest rate under the amended Accounts Receivable Securitization Program is LIBOR plus 1.0%. The full amount outstanding under the Accounts Receivable Securitization Program is classified within long-term debt, net of current portion at September 30, 2021 and within current portion of long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheets. There were no other changes to the terms of the Accounts Receivable Securitization Program described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
OUTSTANDING BORROWINGS
$266,400

INTEREST RATE
1.1%
As of September 30, 2021

CASH POOLING
During the third quarter of 2021, certain of our subsidiaries in the Asia Pacific region began to participate in two 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”). Under the JPM Cash Pools, cash deposited by participating subsidiaries with JPM is pledged as security against the debit balances of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Condensed Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in the JPM Cash Pools. We have executed overdraft facility agreements for the JPM QRS Cash Pool and the JPM TRS Cash Pool in amounts not to exceed $12,000 and $10,000, respectively. Each overdraft facility permits us to cover a temporary net debit position in the applicable pool.
In addition to the JPM Cash Pools, we also utilize two separate cash pooling arrangements with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detail in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
23
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 approximate amount of the net cash position for our cash pools and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 2021 and December 31, 2020 are as follows:
SEPTEMBER 30, 2021 DECEMBER 31, 2020
 
GROSS CASH
POSITION
OUTSTANDING
DEBIT BALANCES
NET CASH
POSITION
GROSS CASH
POSITION
OUTSTANDING
DEBIT BALANCES
NET CASH
POSITION
BMG QRS Cash Pool $ 566,100  $ (562,400) $ 3,700  $ 448,700  $ (447,400) $ 1,300 
BMG TRS Cash Pool 579,300  (578,300) 1,000  555,500  (553,500) 2,000 
JPM QRS Cash Pool 4,200  (2,300) 1,900  —  —  — 
JPM TRS Cash Pool 5,200  (4,700) 500  —  —  — 
The net cash position balances as of September 30, 2021 and December 31, 2020 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets.
LETTERS OF CREDIT
As of September 30, 2021, we had outstanding letters of credit totaling $36,506, of which $3,064 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between October 2021 and March 2025.
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, a net total lease adjusted leverage ratio and a net secured debt 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 EBITDAR-based calculations and the bond indentures use EBITDA-based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of September 30, 2021 and December 31, 2020. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition.
7. COMMITMENTS AND CONTINGENCIES
We are involved in litigation from time to time in the ordinary course of business, including litigation arising from damage to customer assets in our facilities caused by fires and other natural disasters. While the outcome of such litigation is inherently uncertain, we do not believe any current litigation will have a material adverse effect on our consolidated financial condition, results of operations or cash flows.
We have estimated a reasonably possible range for all loss contingencies and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $26,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangement.

24
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
8. STOCKHOLDERS' EQUITY MATTERS
In fiscal year 2020 and the nine months ended September 30, 2021, our board of directors declared the following dividends:
DECLARATION DATE DIVIDEND
PER SHARE 		RECORD DATE TOTAL
AMOUNT 		PAYMENT DATE
February 13, 2020 $ 0.6185  March 16, 2020 $ 178,047  April 6, 2020
May 5, 2020 0.6185  June 15, 2020 178,212  July 2, 2020
August 5, 2020 0.6185  September 15, 2020 178,224  October 2, 2020
November 4, 2020 0.6185  December 15, 2020 178,290  January 6, 2021
February 24, 2021 0.6185  March 15, 2021 178,569  April 6, 2021
May 6, 2021 0.6185  June 15, 2021 179,026  July 6, 2021
August 5, 2021 0.6185  September 15, 2021 179,080  October 6, 2021
On November 4, 2021, we declared a dividend to our stockholders of record as of December 15, 2021 of $0.6185 per share, payable on January 6, 2022.
9. SEGMENT INFORMATION
Our three reportable operating segments as of December 31, 2020 are described in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows:
•Global Records and Information Management (“Global RIM”) Business
•Global Data Center Business
•Corporate and Other Business
The operations associated with acquisitions completed during the first nine months of 2021 have been incorporated into our existing reportable operating segments.
An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2021 and 2020 is as follows:
THREE MONTHS ENDED
SEPTEMBER 30, 		NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Global RIM Business
Total Revenues $ 995,577  $ 921,773  $ 2,955,803  $ 2,755,294 
      Adjusted EBITDA 442,798  393,883  1,281,668  1,169,671 
Global Data Center Business
Total Revenues $ 88,587  $ 72,814  $ 236,672  $ 206,939 
Adjusted EBITDA 35,097  33,359  98,961  94,812 
Corporate and Other Business
Total Revenues $ 45,984  $ 42,060  $ 139,469  $ 125,384 
     Adjusted EBITDA (60,126) (51,230) (176,664) (163,010)
Total Consolidated
Total Revenues $ 1,130,148  $ 1,036,647  $ 3,331,944  $ 3,087,617 
Adjusted EBITDA 417,769  376,012  1,203,965  1,101,473 

IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
25
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)
During the fourth quarter of 2020, we changed our definition of Adjusted EBITDA to (a) exclude stock-based compensation expense and (b) include our share of Adjusted EBITDA from our unconsolidated joint ventures. All prior periods have been recast to conform to these changes. We now define Adjusted EBITDA for each segment 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
•Other (income) expense, net
•Restructuring Charges
•Stock-based compensation expense
•Intangible impairments
•COVID-19 Costs (as defined below)
•(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)
Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocated resources to, our operating segments.
A reconciliation of Net Income (Loss) to Adjusted EBITDA on a consolidated basis for the three and nine months ended September 30, 2021 and 2020 is as follows:
  THREE MONTHS ENDED
SEPTEMBER 30, 		NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Net Income (Loss) $ 68,111  $ 38,562  $ 391,264  $ 96,341 
Add/(Deduct):
Interest expense, net 103,809  104,303  313,451  313,408 
Provision (benefit) for income taxes 28,017  13,934  153,073  33,304 
Depreciation and amortization 174,818  157,252  507,145  483,686 
Acquisition and Integration Costs 1,138  —  3,415  — 
Restructuring Charges 50,432  48,371  129,686  128,715 
Intangible impairments —  —  —  23,000 
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) (935) (75,840) (134,321) (78,170)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures (21,517) 81,190  (209,001) 59,398 
Stock-based compensation expense(1)
12,644  8,065  45,913  32,056 
COVID-19 Costs(2)
—  —  —  9,285 
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures 1,252  175  3,340  450 
Adjusted EBITDA $ 417,769  $ 376,012  $ 1,203,965  $ 1,101,473 
(1) Stock-based compensation expense related to Project Summit is included within Restructuring Charges for the three and nine months ended September 30, 2021 and 2020.
(2) Costs that are incremental and directly attributable to the COVID-19 pandemic which are not expected to recur once the pandemic ends ("COVID-19 Costs"). These costs include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other direct costs.
26
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
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 nine months ended September 30, 2021 and 2020 are as follows:
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
2021 2020 2021 2020
Global RIM Business
Records Management(1)
$ 767,059  $ 712,182  $ 2,285,000  $ 2,118,767 
Data Management(1)
115,261  121,936  351,914  367,093 
Information Destruction(1)(2)
113,257  87,655  318,889  269,434 
Data Center(1)
—  —  —  — 
Global Data Center Business
Records Management(1)
$ —  $ —  $ —  $ — 
Data Management(1)
—  —  —  — 
Information Destruction(1)(2)
—  —  —  — 
Data Center(1)
88,587  72,814  236,672  206,939 
Corporate and Other Business
Records Management(1)
$ 30,453  $ 25,720  $ 91,461  $ 75,675 
Data Management(1)
15,531  16,340  48,008  49,709 
Information Destruction(1)(2)
—  —  —  — 
Data Center(1)
—  —  —  — 
Total Consolidated
Records Management(1)
$ 797,512  $ 737,902  $ 2,376,461  $ 2,194,442 
Data Management(1)
130,792  138,276  399,922  416,802 
Information Destruction(1)(2)
113,257  87,655  318,889  269,434 
Data Center(1)
88,587  72,814  236,672  206,939 
(1)Each of the offerings within our product and service lines 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.
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 property management and construction and development fees, for services we are providing to the Frankfurt JV (the “Frankfurt JV Agreements”). Revenues and expenses associated with the Frankfurt JV Agreements are presented as a component of our Global Data Center Business segment. During the three and nine months ended September 30, 2021, we recognized revenue of approximately $1,200 and $3,100, respectively, associated with the Frankfurt JV Agreements.
In March 2019, in connection with the formation of the MakeSpace JV, we entered into a storage and service agreement with the MakeSpace JV to provide certain storage and related services to the MakeSpace JV (the “MakeSpace Agreement”). Revenues and expenses associated with the MakeSpace Agreement are presented as a component of our Global RIM Business segment. We recognized revenue of approximately $9,300 and $24,900 for the three and nine months ended September 30, 2021, respectively, and $8,400 and $22,300 for the three and nine months ended September 30, 2020, respectively, associated with the MakeSpace Agreement.
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
27
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
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”). As a result of the program, we expect to reduce the number of positions at vice president and above by approximately 45%. The total program is expected to reduce our total managerial and administrative workforce by approximately 700 positions by the end of 2021. We have also reduced our services and operations workforce. As of September 30, 2021, we have completed approximately 95% of our planned workforce reductions. The activities associated with Project Summit began in the fourth quarter of 2019 and are expected to be substantially complete by the end of 2021.
We estimate that the implementation of Project Summit will result in total operating expenditures (“Restructuring Charges”) of approximately $450,000 that primarily consist 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 are assisting with the design and execution of various initiatives as well as project management activities and (4) system implementation and data conversion costs.
Restructuring Charges included in the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020, and from the inception of Project Summit through September 30, 2021, are as follows:
  THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, FROM THE INCEPTION
OF PROJECT SUMMIT
THROUGH
SEPTEMBER 30, 2021
2021 2020 2021 2020
Employee severance costs $ 6,797  $ 13,579  $ 14,526  $ 31,229  $ 82,725 
Professional fees and other costs 43,635  34,792  115,160  97,486  289,954 
Restructuring Charges $ 50,432  $ 48,371  $ 129,686  $ 128,715  $ 372,679 
Restructuring Charges by segment for the three and nine months ended September 30, 2021 and 2020, and from the inception of Project Summit through September 30, 2021, are as follows:
  THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, FROM THE INCEPTION
OF PROJECT SUMMIT
THROUGH
SEPTEMBER 30, 2021
2021 2020 2021 2020
Global RIM Business $ 11,362  $ 16,183  $ 27,528  $ 37,245  $ 116,568 
Global Data Center Business 1,285  296  2,922  986  4,860 
Corporate and Other Business 37,785  31,892  99,236  90,484  251,251 
Restructuring Charges $ 50,432  $ 48,371  $ 129,686  $ 128,715  $ 372,679 
28
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
Part I. Financial Information
IRON MOUNTAIN INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(In thousands, except share and per share data) (Unaudited)
11. PROJECT SUMMIT (CONTINUED)
A rollforward of the accrued Restructuring Charges, which is included as a component of Accrued expenses and other current liabilities in our Condensed Consolidated Balance Sheets, from December 31, 2019 through September 30, 2021, is as follows:
EMPLOYEE SEVERANCE COSTS PROFESSIONAL FEES AND OTHER TOTAL ACCRUED RESTRUCTURING CHARGES
Balance as of December 31, 2019 $ 4,823  $ 12,954  $ 17,777 
Amounts accrued 47,349  147,047  194,396 
Payments (32,455) (136,222) (168,677)
Other, including currency translation adjustments (3,439) (4) (3,443)
Balance as of December 31, 2020 16,278  23,775  40,053 
Amounts accrued 14,525  115,161  129,686 
Payments (20,771) (112,714) (133,485)
Other, including currency translation adjustments (939) —  (939)
Balance as of September 30, 2021 $ 9,093  $ 26,222  $ 35,315 
IRON MOUNTAIN SEPTEMBER 30, 2021 FORM 10-Q
29
Part I. Financial Information
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 and nine months ended September 30, 2021 should be read in conjunction with our Condensed Consolidated Financial Statements and Notes thereto for the three and nine months ended September 30, 2021, included herein, and our Consolidated Financial Statements and Notes thereto for the year ended December 31, 2020, included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (“SEC”) on February 24, 2021 (our “Annual Report”).
FORWARD-LOOKING STATEMENTS
We have made statements in this Quarterly Report on Form 10-Q (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 operations, economic performance, financial condition, goals, beliefs, future growth strategies, investment objectives, plans and current expectations, such as our (1) expectations and assumptions regarding the impact of the COVID-19 (as defined below) pandemic on us and our customers, including on our businesses, financial position, results of operations and cash flows, (2) commitment to future dividend payments, (3) expected change in volume of records stored with us, (4) expected organic revenue growth, including 2021 consolidated organic storage rental revenue growth rate and consolidated organic total revenue growth rate, (5) expectations that profits will increase in our growth portfolio, including our higher-growth markets, and that our growth portfolio will become a larger part of our business over time, (6) expectations related to our revenue management programs and continuous improvement initiatives, (7) expectations related to monetizing our owned industrial real estate assets as part of our capital recycling program, (8) expected ability to identify and complete acquisitions and other investments, including joint ventures, and drive returns on invested capital, (9) anticipated capital expenditures, (10) expected benefits, costs and actions related to, and timing of, Project Summit (as defined below), and (11) other forward-looking statements related to our business, results of operations and financial condition. 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" 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:
•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 execute on Project Summit and the potential impacts of Project Summit on our ability to retain and recruit employees;
•our ability to remain qualified for taxation as a real estate investment trust for United States federal income tax purposes (“REIT”);
•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;
•our ability or inability to execute our strategic growth plan, including our ability to invest according to plan, incorporate new digital information technologies into our offerings, achieve satisfactory returns on new product offerings, continue our revenue management, expand internationally, complete acquisitions on satisfactory terms, integrate acquired companies efficiently and grow our business through joint ventures;
•changes in the amount of our capital expenditures;
•our ability to raise debt or equity capital and changes in the cost of our debt;
•the costs of complying with, and our ability to comply with, laws, regulations and customer demands, including those relating to data security and privacy issues, as well as fire and safety and environmental standards;
•the impact of litigation or disputes that may arise in connection with incidents in which we fail to protect our customers’ information or our internal records or information technology (“IT”) systems and the impact of such incidents on our reputation and ability to compete;
•changes in the price for our storage and information management services relative to the cost of providing such storage and information management services;
•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;
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•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 in our adoption of new IT systems;
•unexpected events, including those resulting from climate change, 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.
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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 and nine months ended September 30, 2021 within each section. Trends and changes that are consistent for both the three and nine month periods are not repeated and are discussed on a year to date basis only.
COVID-19
In March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic. The preventative and protective actions that governments have ordered, or we or our customers have implemented, have resulted in a period of reduced service operations and business disruption for us, our customers and other third parties with which we do business. While we have broad geographic and customer diversification with operations in 63 countries and no single customer accounting for a significant portion of our revenue during the nine months ended September 30, 2021, COVID-19 is a global pandemic impacting numerous industries and geographies. While our service operations have increased from the reductions we experienced during the peak of the COVID-19 pandemic, future service revenues remain uncertain and will be dependent on the severity of the COVID-19 pandemic, including new variants of COVID-19 that may emerge.
PROJECT SUMMIT
Compelling Adjusted EBITDA Benefits Implementation Details
~$375M
Expected annual run-rate
benefits realized exiting 2021

•Project Summit began in Q4 2019 and is expected to be substantially complete by the end of 2021
•Cost to implement is estimated to be ~$450M
In October 2019, we announced our global program designed to better position us for future growth and achievement of our strategic objectives (“Project Summit”). As a result of the program, we expect to reduce the number of positions at vice president and above by approximately 45%. The total program is expected to reduce our total managerial and administrative workforce by approximately 700 positions by the end of 2021. We have also reduced our services and operations workforce. As of September 30, 2021, we have completed approximately 95% of our planned workforce reductions.
The activities associated with Project Summit began in the fourth quarter of 2019 and are expected to be substantially complete by the end of 2021. We expect the total program benefits associated with Project Summit to be fully realized exiting 2021. We expect that Project Summit will improve annual Adjusted EBITDA (as defined below) by approximately $375.0 million exiting 2021. We will continue to evaluate our overall operating model, as well as various opportunities and initiatives, including those associated with real estate consolidation, system implementation and process changes, which could result in the identification and implementation of additional actions associated with Project Summit and incremental costs and benefits.
Exiting 2021
IRM-20210930_G4.JPG
$375 million
(expected)

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We estimate that the implementation of Project Summit will result in total operating expenditures (“Restructuring Charges”) of approximately $450.0 million that primarily consist 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 are assisting with the design and execution of various initiatives as well as project management activities and (4) system implementation and data conversion costs. The following table presents total Restructuring Charges related to Project Summit primarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees from the inception of Project Summit through September 30, 2021, and for the three and nine months ended September 30, 2021:
TOTAL
From the Inception of Project Summit through September 30, 2021
$372,679 $372.7 million
For the Three Months Ended September 30, 2021
$50,432 $50.4 million
For the Nine Months Ended September 30, 2021
$129,686 $129.7 million
We have also incurred approximately $6.6 million and $16.6 million in capital expenditures related to Project Summit during the three and nine months ended September 30, 2021 and approximately $26.7 million from the inception of Project Summit through September 30, 2021.
See Note 11 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for more information on the Restructuring Charges.
DIVESTMENTS
On June 7, 2021, as disclosed in Note 4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report, 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 $216.6 million (the “IPM Divestment”). As described in Note 4 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report, the IPM Divestment does not meet the criteria to be reported as discontinued operations in our condensed consolidated financial statements. Our IPM business represented approximately $0.0 million and $14.2 million of total revenues and approximately $0.0 million and $6.8 million of total net income for the three and nine months ended September 30, 2021, respectively. Our IPM business represented approximately $8.2 million and $24.7 million of total revenues and approximately $4.4 million and $14.1 million of total net income for the three and nine months ended September 30, 2020, respectively.
CHANGES IMPACTING COMPARABILITY WITH PRIOR YEAR
During the fourth quarter of 2020, we made changes to the definitions of the following non-GAAP measures: Adjusted EBITDA, Adjusted EPS, FFO (Nareit) and FFO (Normalized) (each as defined below). These changes were implemented to align our definitions more closely with our peers. All prior periods have been recast to conform to these changes.

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GENERAL
RESULTS OF OPERATIONS - KEY TRENDS
•In spite of the COVID-19 pandemic, we have experienced relatively 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, which we expect will be flat to slightly positive when compared to the prior year. We expect low single digit organic storage rental revenue growth for the remainder of 2021.
•Our organic service revenue growth is primarily due to increases in our service activity, particularly in regions where governments have lifted or eased restrictions on our customers’ non-essential business operations. While our service operations have increased from the reductions we experienced during the peak of the COVID-19 pandemic, future service revenues remain uncertain and will be dependent on the severity of the COVID-19 pandemic, including new variants of COVID-19 that may emerge.
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative expenses for the nine months ended September 30, 2021 consists of the following:
COST OF SALES SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
IRM-20210930_G5.JPG
IRM-20210930_G6.JPG
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 (income) expense, net
•Restructuring Charges
•Stock-based compensation expense
•Intangible impairments
•COVID-19 Costs (as defined below)
•(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.
IRM-20210930_G7.JPG
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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 SEPTEMBER 30,
NINE MONTHS ENDED SEPTEMBER 30,
2021 2020 2021 2020
Net Income (Loss) $ 68,111  $ 38,562  $ 391,264  $ 96,341 
Add/(Deduct):
Interest expense, net 103,809  104,303  313,451  313,408 
Provision (benefit) for income taxes 28,017  13,934  153,073  33,304 
Depreciation and amortization 174,818  157,252  507,145  483,686 
Acquisition and Integration Costs(1)
1,138  —  3,415  — 
Restructuring Charges 50,432  48,371  129,686  128,715 
Intangible impairments —  —  —  23,000 
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) (935) (75,840) (134,321) (78,170)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures (21,517) 81,190  (209,001) 59,398 
Stock-based compensation expense(2)
12,644  8,065  45,913  32,056 
COVID-19 Costs(3)
—  —  —  9,285 
Our share of Adjusted EBITDA reconciling items from our unconsolidated joint ventures 1,252  175  3,340  450 
Adjusted EBITDA $ 417,769  $ 376,012  $ 1,203,965  $ 1,101,473 
(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) Stock-based compensation expense related to Project Summit is included within Restructuring Charges for the three and nine months ended September 30, 2021 and 2020.
(3) Costs that are incremental and directly attributable to the COVID-19 pandemic which are not expected to recur once the pandemic ends ("COVID-19 Costs"). These costs include the purchase of personal protective equipment for our employees and incremental cleaning costs of our facilities, among other direct costs.
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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
•Intangible impairments
•(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate)
•Other (income) expense, net
•Stock-based compensation expense
•COVID-19 Costs
•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.
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
SEPTEMBER 30, 		NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Reported EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated
$ 0.23  $ 0.13  $ 1.34  $ 0.33 
Add/(Deduct):
Acquisition and Integration Costs —  —  0.01  — 
Restructuring Charges 0.17  0.17  0.45  0.45 
Intangible impairments —  —  —  0.08 
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) (0.01) (0.26) (0.46) (0.27)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures (0.07) 0.28  (0.72) 0.21 
Stock-based compensation expense 0.04  0.03  0.16  0.11 
COVID-19 Costs —  —  —  0.03 
Tax impact of reconciling items and discrete tax items(1)
0.02  (0.02) 0.31  (0.06)
Income (Loss) Attributable to Noncontrolling Interests —  —  0.01  — 
Adjusted EPS—Fully Diluted from Net Income (Loss) Attributable to Iron Mountain Incorporated(2)
$ 0.40  $ 0.33  $ 1.09  $ 0.88 
(1)The difference between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the three and nine months ended September 30, 2021 and 2020 is primarily due to (i) the reconciling items above, which impact our reported net income (loss) before 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 and nine months ended September 30, 2021 and 2020 was 16.5% and 16.3%, respectively.
(2)Columns may not foot due to rounding.

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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
•Intangible impairments
•(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate)
•Other (income) expense, net
•Stock-based compensation expense
•COVID-19 Costs
•Real estate financing lease depreciation
•Tax impact of reconciling items and discrete tax items

     
RECONCILIATION OF NET INCOME (LOSS) TO FFO (NAREIT) AND FFO (NORMALIZED) (IN THOUSANDS):
THREE MONTHS ENDED
SEPTEMBER 30, 		NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Net Income (Loss) $ 68,111  $ 38,562  $ 391,264  $ 96,341 
Add/(Deduct):
Real estate depreciation 79,463  72,019  230,294  224,325 
Loss (gain) on sale of real estate, net of tax 748  (75,880) (106,033) (77,461)
Data center lease-based intangible assets amortization 10,458  10,441  31,423  32,173 
FFO (Nareit) 158,780  45,142  546,948  275,378 
Add/(Deduct):
Acquisition and Integration Costs 1,138  —  3,415  — 
Restructuring Charges 50,432  48,371  129,686  128,715 
Intangible impairments —  —  —  23,000 
(Gain) loss on disposal/write-down of property, plant and equipment, net (excluding real estate) (1,668) 40  (2,890) (359)
Other (income) expense, net, excluding our share of losses (gains) from our unconsolidated joint ventures(1)
(21,517) 81,190  (209,001) 59,398 
Stock-based compensation expense 12,644  8,065  45,913  32,056 
COVID-19 Costs —  —  —  9,285 
Real estate financing lease depreciation 3,740  3,501  10,791  10,095 
Tax impact of reconciling items and discrete tax items(2)
5,304  (4,648) 65,120  (16,464)
Our share of FFO (Normalized) reconciling items from our unconsolidated joint ventures (17) (1) (30) (31)
FFO (Normalized) $ 208,836  $ 181,660  $ 589,952  $ 521,073 
(1)Includes foreign currency transaction (gains) losses, net and other, net. See Note 2.m. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding the components of Other (income) expense, 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 provision (benefit) for income taxes of $5.0 million and $19.4 million for the three and nine months ended September 30, 2021, respectively, and $(3.9) million and $(2.7) million for the three and nine months ended September 30, 2020, respectively.
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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, 2020.
RESULTS OF OPERATIONS
COMPARISON OF THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021 TO THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020 (IN THOUSANDS):
THREE MONTHS ENDED SEPTEMBER 30, DOLLAR
CHANGE 		PERCENTAGE
CHANGE
2021 2020
Revenues $ 1,130,148 $ 1,036,647 $ 93,501  9.0  %
Operating Expenses 948,712 796,383 152,329  19.1  %
Operating Income 181,436 240,264 (58,828) (24.5) %
Other Expenses, Net 113,325 201,702 (88,377) (43.8) %
Net Income (Loss) 68,111 38,562 29,549  76.6  %
Net Income (Loss) Attributable to Noncontrolling Interests 428 168 260  154.8  %
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 67,683 $ 38,394 $ 29,289  76.3  %
Adjusted EBITDA(1)
$ 417,769 $ 376,012 $ 41,757  11.1  %
Adjusted EBITDA Margin(1)
37.0  % 36.3  %
NINE MONTHS ENDED
SEPTEMBER 30, 		DOLLAR
CHANGE 		PERCENTAGE
CHANGE
2021 2020
Revenues $ 3,331,944 $ 3,087,617 $ 244,327  7.9  %
Operating Expenses 2,674,174 2,578,125 96,049  3.7  %
Operating Income 657,770 509,492 148,278  29.1  %
Other Expenses, Net 266,506 413,151 (146,645) (35.5) %
Net Income (Loss) 391,264 96,341 294,923  306.1  %
Net Income (Loss) Attributable to Noncontrolling Interests 2,693 1,058 1,635  154.5  %
Net Income (Loss) Attributable to Iron Mountain Incorporated $ 388,571 $ 95,283 $ 293,288  307.8  %
Adjusted EBITDA(1)
$ 1,203,965 $ 1,101,473 $ 102,492  9.3  %
Adjusted EBITDA Margin(1)
36.1  % 35.7  %
(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.

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REVENUES
Consolidated revenues consist of the following (in thousands):
THREE MONTHS ENDED SEPTEMBER 30, PERCENTAGE CHANGE
2021 2020 DOLLAR
CHANGE 		ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental $ 718,614  $ 696,294  $ 22,320  3.2  % 2.2  % 2.3  % (0.1) %
Service 411,534  340,353  71,181  20.9  % 19.7  % 17.7  % 2.0  %
Total Revenues $ 1,130,148  $ 1,036,647  $ 93,501  9.0  % 7.9  % 7.4  % 0.5  %
NINE MONTHS ENDED
SEPTEMBER 30, 		PERCENTAGE CHANGE
2021 2020 DOLLAR
CHANGE 		ACTUAL
CONSTANT
CURRENCY(1)
ORGANIC
GROWTH(2)
IMPACT OF
ACQUISITIONS
Storage Rental $ 2,144,942  $ 2,056,797  $ 88,145  4.3  % 2.2  % 2.2  % —  %
Service 1,187,002  1,030,820  156,182  15.2  % 12.7  % 11.6  % 1.1  %
Total Revenues $ 3,331,944  $ 3,087,617  $ 244,327  7.9  % 5.7  % 5.4  % 0.3  %
(1)Constant currency growth rates, which are a non-GAAP measure, are calculated by translating the 2020 results at the 2021 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 nine months ended September 30, 2021, the increase in reported consolidated revenue was driven by reported storage rental revenue growth and reported service revenue growth. Foreign currency exchange rate fluctuations increased our reported consolidated revenue growth rate for the nine months ended September 30, 2021 by 2.2% 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 nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 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 2.4% increase in total global volume (excluding acquisitions, total global volume increased 0.3%); and
•an increase of $41.1 million due to foreign currency exchange rate fluctuations.
SERVICE REVENUES
•an increase in service activity levels, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations;
•organic service revenue growth reflecting increased service activity levels; and
•an increase of $22.3 million due to foreign currency exchange rate fluctuations.

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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 SEPTEMBER 30, PERCENTAGE
CHANGE 		% OF
CONSOLIDATED
REVENUES 		PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		2021 2020
Labor $ 190,285  $ 183,878  $ 6,407  3.5  % 2.6  % 16.8  % 17.7  % (0.9) %
Facilities 202,426  179,031  23,395  13.1  % 11.7  % 17.9  % 17.3  % 0.6  %
Transportation 33,314  30,890  2,424  7.8  % 7.0  % 2.9  % 3.0  % (0.1) %
Product Cost of Sales and Other 55,638  40,706  14,932  36.7  % 35.5  % 4.9  % 3.9  % 1.0  %
Total Cost of sales $ 481,663  $ 434,505  $ 47,158  10.9  % 9.7  % 42.6  % 41.9  % 0.7  %
NINE MONTHS ENDED SEPTEMBER 30, PERCENTAGE
CHANGE 		% OF
CONSOLIDATED
REVENUES 		PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		2021 2020
Labor $ 578,765  $ 552,396  $ 26,369  4.8  % 2.8  % 17.4  % 17.9  % (0.5) %
Facilities 593,487  537,181  56,306  10.5  % 8.0  % 17.8  % 17.4  % 0.4  %
Transportation 101,241  97,990  3,251  3.3  % 0.8  % 3.0  % 3.2  % (0.2) %
Product Cost of Sales and Other 134,658  112,904  21,754  19.3  % 16.6  % 4.0  % 3.7  % 0.3  %
COVID-19 Costs —  7,648  (7,648) (100.0) % (100.0) % —  % 0.2  % (0.2) %
Total Cost of sales $ 1,408,151  $ 1,308,119  $ 100,032  7.6  % 6.0  % 42.3  % 42.4  % (0.1) %
Primary factors influencing the change in reported consolidated Cost of sales for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 include the following:
•an increase in labor costs driven by an increase in service activity, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations, 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 the second half of 2020 and first nine months of 2021 (which we expect to continue for the remainder of 2021 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 increases in property taxes, insurance and building maintenance costs;
•an increase in product cost of sales and other driven by an increase in project activity; and
•an increase of $28.4 million due to foreign currency exchange rate fluctuations.
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SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Consolidated Selling, general and administrative expenses consists of the following expenses (in thousands):
THREE MONTHS ENDED SEPTEMBER 30, PERCENTAGE CHANGE % OF
CONSOLIDATED
REVENUES 		PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		2021 2020
General, Administrative and Other $ 183,476  $ 176,801  $ 6,675  3.8  % 3.1  % 16.2  % 17.1  % (0.9) %
Sales, Marketing and Account Management 58,120  55,294  2,826  5.1  % 4.1  % 5.1  % 5.3  % (0.2) %
Total Selling, general and administrative expenses $ 241,596  $ 232,095  $ 9,501  4.1  % 3.3  % 21.4  % 22.4  % (1.0) %
NINE MONTHS ENDED SEPTEMBER 30, PERCENTAGE CHANGE % OF
CONSOLIDATED
REVENUES 		PERCENTAGE
CHANGE
(FAVORABLE)/
UNFAVORABLE
2021 2020 DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		2021 2020
General, Administrative and Other $ 561,686  $ 544,000  $ 17,686  3.3  % 1.8  % 16.9  % 17.6  % (0.7) %
Sales, Marketing and Account Management 198,412  167,138  31,274  18.7  % 16.3  % 6.0  % 5.4  % 0.6  %
COVID-19 Costs —  1,637  (1,637) (100.0) % (100.0) % —  % 0.1  % (0.1) %
Total Selling, general and administrative expenses $ 760,098  $ 712,775  $ 47,323  6.6  % 5.0  % 22.8  % 23.1  % (0.3) %
Primary factors influencing the change in reported consolidated Selling, general and administrative expenses for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 include the following:
•an increase in general, administrative and other expenses, driven by higher wages and benefits and stock-based compensation expense, partially offset by other employee related costs, reflecting ongoing cost containment measures and benefits from Project Summit, as well as lower professional fees and bad debt expense;
•an increase in sales, marketing and account management expenses, driven by higher compensation expense, primarily reflecting increased salaries and sales commissions, as well as increased marketing costs; and
•an increase of $11.4 million due to foreign currency exchange rate fluctuations.
DEPRECIATION AND AMORTIZATION
Depreciation expense increased by $12.5 million, or 3.7%, for the nine months ended September 30, 2021 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 $11.0 million, or 7.4%, for the nine months ended September 30, 2021 compared to the prior year period.
ACQUISITION AND INTEGRATION COSTS
Acquisition and Integration Costs for the nine months ended September 30, 2021 were approximately $3.4 million and primarily consist of legal and professional fees.
RESTRUCTURING CHARGES
Restructuring Charges for the nine months ended September 30, 2021 and 2020 were approximately $129.7 million and $128.7 million, respectively, and primarily consist of employee severance costs and professional fees associated with Project Summit.
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Part I. Financial Information
(GAIN) LOSS ON DISPOSAL/WRITE-DOWN OF PROPERTY, PLANT AND EQUIPMENT, NET
Consolidated gain on disposal/write-down of property, plant and equipment, net for the nine months ended September 30, 2021 was approximately $134.3 million, which primarily consisted of gains of approximately $127.4 million associated with the sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021.
Consolidated gain on disposal/write-down of property, plant and equipment, net for the nine months ended September 30, 2020 was approximately $78.2 million, which primarily consisted of gains of approximately $76.4 million associated with the sale-leaseback transactions of two facilities in the United States during the third quarter of 2020.
Consolidated gain on disposal/write-down of property, plant and equipment recognized during both 2021 and 2020 are a result of our program to monetize a small portion of our industrial assets.
OTHER EXPENSES, NET
INTEREST EXPENSE, NET
Consolidated interest expense, net increased by $0.1 million, to $313.5 million in the nine months ended September 30, 2021 from $313.4 million in the prior year period. See Note 6 to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for additional information regarding our indebtedness.
OTHER (INCOME) EXPENSE, NET
Consolidated other (income) expense, net consists of the following (in thousands):
THREE MONTHS ENDED
SEPTEMBER 30, 		DOLLAR
CHANGE 		NINE MONTHS ENDED
SEPTEMBER 30, 		DOLLAR CHANGE
DESCRIPTION 2021 2020 2021 2020
Foreign currency transaction losses (gains), net $ (23,200) $ 29,635  $ (52,835) $ (16,157) $ (6,293) $ (9,864)
Debt extinguishment expense —  51,260  (51,260) —  68,300  (68,300)
Other, net(1)
4,699  2,570  2,129  (183,861) 4,432  (188,293)
Other (Income) Expense, Net $ (18,501) $ 83,465  $ (101,966) $ (200,018) $ 66,439  $ (266,457)
(1)Other, net for the nine months ended September 30, 2021 is primarily comprised of (a) a gain of approximately $180.6 million associated with our IPM Divestment and (b) a gain of approximately $20.3 million 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.
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 and nine months ended September 30, 2021 and 2020 are as follows:
  THREE MONTHS ENDED
SEPTEMBER 30, 		NINE MONTHS ENDED
SEPTEMBER 30,
2021 2020 2021 2020
Effective Tax Rate(1)
29.1  % 26.5  % 28.1  % 25.7  %
(1)The primary reconciling items between the federal statutory tax rate of 21.0% and our overall effective tax rate for the three and nine months ended September 30, 2021 and 2020 were the impacts of differences in the tax rates at which our foreign earnings are subject, partially offset by the benefits derived from the dividends paid deduction. The costs associated with Project Summit are more heavily weighted to our United States qualified REIT subsidiaries ("QRSs"), and, therefore, provide no tax benefit. Additionally, the nine months ended September 30, 2021,reflects a discrete tax expense of approximately $12.0 million primarily resulting from a tax law change in the United Kingdom.
At December 31, 2020, we concluded that it was our intent to indefinitely reinvest our current and future undistributed earnings of certain of our unconverted foreign taxable REIT subsidiaries (“TRSs”) outside the United States, with the exception of certain limited instances. During 2021, as a result of the enactment of a tax law and the closing of various acquisitions, we reassessed this intention and concluded that it is no longer our intention to reinvest our undistributed earnings of our foreign TRSs indefinitely outside the United States. As a REIT, future repatriation of incremental undistributed earnings of our foreign subsidiaries will not be subject to federal or state income tax, with the exception of foreign withholding taxes. However, such future repatriations may require distribution to our stockholders in accordance with REIT distribution rules, and any such distribution may then be taxable, as appropriate, at the stockholder level. We expect to provide for foreign withholding taxes on the current and future earnings of all of our foreign subsidiaries as the result of such reassessment.
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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 SEPTEMBER 30, DOLLAR
CHANGE 		PERCENTAGE CHANGE
2021 2020
Net Income (Loss) $ 68,111  $ 38,562  $ 29,549  76.6  %
Net Income (Loss) as a percentage of Consolidated Revenue 6.0  % 3.7  %
Adjusted EBITDA $ 417,769  $ 376,012  $ 41,757  11.1  %
Adjusted EBITDA Margin 37.0  % 36.3  %
NINE MONTHS ENDED
 SEPTEMBER 30, 		DOLLAR CHANGE PERCENTAGE CHANGE
2021 2020
Net Income (Loss) $ 391,264  $ 96,341  $ 294,923  306.1  %
Net Income (Loss) as a percentage of Consolidated Revenue 11.7  % 3.1  %
Adjusted EBITDA $ 1,203,965  $ 1,101,473  $ 102,492  9.3  %
Adjusted EBITDA Margin 36.1  % 35.7  %
Consolidated Adjusted EBITDA Margin for the nine months ended September 30, 2021 increased by 40 basis points compared to the same prior year period, reflecting improved service revenue trends, benefits from Project Summit, revenue management and ongoing cost containment measures, partially offset by higher compensation expense and sales commissions.
↑ INCREASED BY $102.5 MILLION OR 9.3%
Consolidated Adjusted EBITDA
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Table of Contents
Part I. Financial Information
SEGMENT ANALYSIS
See Note 9 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
 SEPTEMBER 30, 		PERCENTAGE CHANGE
DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		ORGANIC
GROWTH 		IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 621,615 $ 598,949 $ 22,666  3.8  % 2.7  % 1.8  % 0.9  %
Service 373,962 322,824 51,138  15.8  % 14.6  % 13.8  % 0.8  %
Segment Revenue $ 995,577 $ 921,773 $ 73,804  8.0  % 6.9  % 6.0  % 0.9  %
Segment Adjusted EBITDA $ 442,798 $ 393,883 $ 48,915 
Segment Adjusted EBITDA Margin 44.5  % 42.7  %
NINE MONTHS ENDED
SEPTEMBER 30, 		PERCENTAGE CHANGE
DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		ORGANIC
GROWTH 		IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 1,849,387 $ 1,773,364 $ 76,023  4.3  % 2.1  % 1.7  % 0.4  %
Service 1,106,416 981,930 124,486  12.7  % 10.3  % 10.0  % 0.3  %
Segment Revenue $ 2,955,803 $ 2,755,294 $ 200,509  7.3  % 5.0  % 4.6  % 0.4  %
Segment Adjusted EBITDA $ 1,281,668 $ 1,169,671 $ 111,997 
Segment Adjusted EBITDA Margin 43.4  % 42.5  %
NINE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL RIM BUSINESS (IN MILLIONS)

Storage Rental
Revenue 		Service
Revenue 		Segment
Revenue 		Segment Adjusted
EBITDA
IRM-20210930_G8.JPG IRM-20210930_G9.JPG
Primary factors influencing the change in revenue and Adjusted EBITDA Margin in our Global RIM Business segment for the nine months ended September 30, 2021 compared to the prior year period include the following:
•organic storage rental revenue growth driven by revenue management and volume;
•organic service revenue growth mainly driven by increased traditional service activity levels, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations, and growth in our Global Digital Solutions and Secure Information Technology Asset Disposition businesses;
•an increase in revenue of $58.9 million due to foreign currency exchange rate fluctuations;
•a 2.3% increase in global records management volume (excluding acquisitions, global records management volume increased 0.1%); and
•a 90 basis point increase in Adjusted EBITDA Margin primarily driven by benefits from Project Summit, revenue management, ongoing cost containment measures and lower bad debt expense, partially offset by increases in compensation, benefits, sales commissions and rent expense.
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Part I. Financial Information
GLOBAL DATA CENTER BUSINESS (IN THOUSANDS)
THREE MONTHS ENDED
SEPTEMBER 30, 		PERCENTAGE CHANGE
DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		ORGANIC
GROWTH 		IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 72,411 $ 68,416 $ 3,995  5.8  % 5.4  % 5.4  % —  %
Service 16,176 4,398 11,778  267.8  % 266.1  % 266.1  % —  %
Segment Revenue $ 88,587 $ 72,814 $ 15,773  21.7  % 21.2  % 21.2  % —  %
Segment Adjusted EBITDA $ 35,097 $ 33,359 $ 1,738 
Segment Adjusted EBITDA Margin 39.6  % 45.8  %
NINE MONTHS ENDED
SEPTEMBER 30, 		PERCENTAGE CHANGE
DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		ORGANIC
GROWTH 		IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 210,805 $ 196,823 $ 13,982  7.1  % 5.8  % 5.8  % —  %
Service 25,867 10,116 15,751  155.7  % 152.4  % 152.4  % —  %
Segment Revenue $ 236,672 $ 206,939 $ 29,733  14.4  % 13.0  % 13.0  % —  %
Segment Adjusted EBITDA $ 98,961 $ 94,812 $ 4,149 
Segment Adjusted EBITDA Margin 41.8  % 45.8  %
NINE MONTHS ENDED YEAR OVER YEAR SEGMENT ANALYSIS: GLOBAL DATA CENTER BUSINESS (IN MILLIONS)
Storage Rental
Revenue 		Service
Revenue 		Segment
Revenue 		Segment Adjusted
EBITDA
IRM-20210930_G10.JPG IRM-20210930_G11.JPG
Primary factors influencing the change in revenue, Adjusted EBITDA and Adjusted EBITDA Margin in our Global Data Center Business segment for the nine months ended September 30, 2021 compared to the prior year period include the following:
•organic storage rental revenue growth from leases signed during the first nine months of 2021 and in prior periods, and service revenue growth from project revenue, partially offset by churn of 810 basis points;
•an increase in Adjusted EBITDA primarily driven by organic storage rental revenue growth; and
•a 400 basis point decrease in Adjusted EBITDA Margin reflecting 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.

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Part I. Financial Information
CORPORATE AND OTHER BUSINESS (IN THOUSANDS)
THREE MONTHS ENDED
SEPTEMBER 30, 		PERCENTAGE CHANGE
DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		ORGANIC
GROWTH 		IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 24,588 $ 28,929 $ (4,341) (15.0) % (15.5) % 8.7  % (24.2) %
Service 21,396 13,131 8,265  62.9  % 61.9  % 29.6  % 32.3  %
Segment Revenue $ 45,984 $ 42,060 $ 3,924  9.3  % 8.6  % 16.8  % (8.2) %
Segment Adjusted EBITDA $ (60,126) $ (51,230) $ (8,896)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue (5.3) % (4.9) %
NINE MONTHS ENDED
SEPTEMBER 30, 		PERCENTAGE CHANGE
DOLLAR
CHANGE 		ACTUAL CONSTANT
CURRENCY 		ORGANIC
GROWTH 		IMPACT OF ACQUISITIONS
2021 2020
Storage Rental $ 84,750 $ 86,610 $ (1,860) (2.1) % (3.1) % 5.5  % (8.6) %
Service 54,719 38,774 15,945  41.1  % 37.1  % 15.2  % 21.9  %
Segment Revenue $ 139,469 $ 125,384 $ 14,085  11.2  % 9.5  % 8.8  % 0.7  %
Segment Adjusted EBITDA $ (176,664) $ (163,010) $ (13,654)
Segment Adjusted EBITDA as a percentage of Consolidated Revenue (5.3) % (5.3) %
Primary factors influencing the change in revenue and Adjusted EBITDA in our Corporate and Other Business segment for the nine months ended September 30, 2021 compared to the prior year period include the following:
•organic service revenue growth mainly driven by increased service activity levels in our Fine Arts business, particularly in regions where governments have lifted or eased COVID-19 related restrictions on our customers' non-essential business operations; and
•a decrease in Adjusted EBITDA driven by higher wages and benefits, partially offset by benefits from Project Summit and ongoing cost containment measures.
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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, Project Summit initiatives, potential and pending business acquisitions and investments and normal business operation needs.
PROJECT SUMMIT
As disclosed above, in October 2019, we announced Project Summit. We estimate that the implementation of Project Summit will result in total Restructuring Charges of $450.0 million. From the inception of Project Summit through September 30, 2021, we have incurred approximately $372.7 million of Restructuring Charges related to Project Summit, primarily related to employee severance costs, internal costs associated with the development and implementation of Project Summit initiatives and professional fees. From the inception of Project Summit through September 30, 2021, we have also incurred $26.7 million of capital expenditures.
CASH FLOWS
The following is a summary of our cash balances and cash flows (in thousands) as of and for the nine months ended September 30,
2021 2020
Cash Flows from Operating Activities $ 463,337  $ 627,218 
Cash Flows from Investing Activities (319,785) (360,131)
Cash Flows from Financing Activities (177,587) (307,174)
Cash and Cash Equivalents, including Restricted Cash, End of Period 161,439  151,972 
A. CASH FLOWS FROM OPERATING ACTIVITIES
For the nine months ended September 30, 2021, net cash flows provided by operating activities decreased by $163.9 million compared to the prior year period, primarily due to a decrease in cash from working capital of $185.9 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 $22.0 million.
B. CASH FLOWS FROM INVESTING ACTIVITIES
Our significant investing activity during the nine months ended September 30, 2021 is highlighted below:
•We paid cash for capital expenditures of $419.0 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 $203.8 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).
•We received $214.9 million in proceeds from sales of property, plant and equipment, primarily related to proceeds from sale-leaseback transactions of five facilities in the United Kingdom during the second quarter of 2021.
•We received $213.9 million in net proceeds from the IPM Divestment.
C. CASH FLOWS FROM FINANCING ACTIVITIES
Our significant financing activities during the nine months ended September 30, 2021 included:
•Net proceeds of $414.9 million primarily associated with borrowings under the Revolving Credit Facility and the Accounts Receivable Securitization Program.
•Repurchase of noncontrolling interest of $75.0 million.
•Payment of dividends in the amount of $538.9 million on our common stock.

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Part I. Financial Information
CAPITAL EXPENDITURES
During 2020, a portion of what was previously categorized as Non-Real Estate Growth Capital Expenditures was recategorized as Real Estate Growth Capital Expenditures and the remaining portion was recategorized as Recurring Capital Expenditures. In addition, capital expenditures associated with restructuring (including Project Summit) and integration of acquisitions, which was previously categorized as recurring capital expenditures, have been recategorized as Innovation and Other. We have reclassified the categorization of our prior year capital expenditures to conform with our current presentation.
The following table presents our capital spend for the nine months ended September 30, 2021 and 2020, organized by the type of the spending as described in our Annual Report (in thousands):
  NINE MONTHS ENDED SEPTEMBER 30,
NATURE OF CAPITAL SPEND 2021 2020
Growth Investment Capital Expenditures:
Data Center $ 209,097  $ 151,692 
Real Estate 60,558  45,888 
Innovation and Other 15,445  5,670 
Total Growth Investment Capital Expenditures 285,100  203,250 
Recurring Capital Expenditures:
Real Estate $ 43,398  $ 28,242 
Non-Real Estate 52,153  43,196 
Data Center 6,936  8,083 
Total Recurring Capital Expenditures 102,487  79,521 
Total Capital Spend (on accrual basis) $ 387,587  $ 282,771 
Net increase (decrease) in prepaid capital expenditures 279  2,221 
Net decrease (increase) in accrued capital expenditures 31,110  24,170 
Total Capital Spend (on cash basis) $ 418,976  $ 309,162 
Excluding capital expenditures associated with potential future acquisitions, we expect total capital expenditures of approximately $550.0 million for the year ending December 31, 2021. Of this, we expect our capital expenditures for growth investment to be approximately $410.0 million, and our recurring capital expenditures to be approximately $140.0 million. Our capital expenditures for growth investment includes Global Data Center Business development spend of approximately $300.0 million.
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 nine months of 2021 and fiscal year 2020.
On November 4, 2021, we declared a dividend to our stockholders of record as of December 15, 2021 of $0.6185 per share, payable on January 6, 2022.
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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 September 30, 2021 is related to cash and cash equivalents. See Note 2.f. to Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report for information on our money market funds and time deposits.
Long-term debt as of September 30, 2021 is as follows (in thousands):
  SEPTEMBER 30, 2021
  DEBT (INCLUSIVE OF DISCOUNT) UNAMORTIZED DEFERRED FINANCING COSTS CARRYING AMOUNT
Revolving Credit Facility $ 310,000  $ (6,034) $ 303,966 
Term Loan A 206,250  —  206,250 
Term Loan B 674,540  (5,308) 669,232 
Australian Dollar Term Loan 223,109  (881) 222,228 
UK Bilateral Revolving Credit Facility 188,431  (874) 187,557 
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)
538,374  (4,151) 534,223 
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(1)
1,000,000  (8,532) 991,468 
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(1)
825,000  (7,676) 817,324 
5% Senior Notes due 2028 (the “5% Notes”)(1)
500,000  (4,944) 495,056 
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(1)
1,000,000  (11,573) 988,427 
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(1)
1,300,000  (13,287) 1,286,713 
41/2% Senior Notes due 2031 (the “41/2 Notes”)(1)
1,100,000  (11,715) 1,088,285 
55/8% Senior Notes due 2032 (the “55/8% Notes”)(1)
600,000  (6,292) 593,708 
Real Estate Mortgages, Financing Lease Liabilities and Other 483,934  (905) 483,029 
Accounts Receivable Securitization Program 266,400  (449) 265,951 
Total Long-term Debt 9,216,038  (82,621) 9,133,417 
Less Current Portion (319,025) 881  (318,144)
Long-term Debt, Net of Current Portion $ 8,897,013  $ (81,740) $ 8,815,273 
(1)Collectively, the “Parent Notes".
See Note 6 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.
UK BILATERAL REVOLVING CREDIT FACILITY
On May 25, 2021, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited (collectively, the "UK Borrowers") entered into an amendment to the UK Bilateral Facility with Barclays Bank PLC to (i) modify the interest rate from LIBOR plus 2.25% to LIBOR plus 2.0% (with flexibility built in for the expected transition away from LIBOR) and (ii) add an additional option to extend the maturity date by one year. After this amendment, the UK Bilateral Facility contains two one-year options that allow us to extend the maturity date beyond the September 23, 2022 expiration date, subject to certain conditions specified in the UK Bilateral Facility, including the lender's consent. On September 23, 2021, the UK Borrowers executed the one-year option to extend the maturity date to September 24, 2023. There were no other changes to the terms of the UK Bilateral Revolving Credit Facility described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
ACCOUNTS RECEIVABLE SECURITIZATION PROGRAM
On June 28, 2021, we entered into an amendment to the Accounts Receivable Securitization Program to extend the maturity date from July 30, 2021 to July 1, 2023, at which point all obligations become due. The interest rate under the amended Accounts Receivable Securitization Program is LIBOR plus 1.0%. The full amount outstanding under the Accounts Receivable Securitization Program is classified within long-term debt, net of current portion at September 30, 2021 and within current portion of long-term debt at December 31, 2020 in our Condensed Consolidated Balance Sheets. There were no other changes to the terms of the Accounts Receivable Securitization Program described in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.



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Part I. Financial Information
CASH POOLING
During the third quarter of 2021, certain of our subsidiaries in the Asia Pacific region began to participate in two 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”). Under the JPM Cash Pools, cash deposited by participating subsidiaries with JPM is pledged as security against the debit balances of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Condensed Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on its debit balances based on an applicable rate as defined in the JPM Cash Pools. We have executed overdraft facility agreements for the JPM QRS Cash Pool and the JPM TRS Cash Pool in amounts not to exceed $12.0 million and $10.0 million, respectively. Each overdraft facility permits us to cover a temporary net debit position in the applicable pool.
In addition to the JPM Cash Pools, we also utilize two separate cash pooling arrangements with Bank Mendes Gans ("BMG"), one of which we utilize to manage global liquidity requirements for our QRSs (the “BMG QRS Cash Pool”) and the other for our TRSs (the “BMG TRS Cash Pool”), each as described in more detail in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report.
LETTERS OF CREDIT
As of September 30, 2021, 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 October 2021 and March 2025.
DEBT COVENANTS
The Credit Agreement (as defined in Note 6 to Notes of Condensed Consolidated Financial Statements included in this Quarterly Report), 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, a net total lease adjusted leverage ratio and a net secured debt 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 EBITDAR-based calculations and the bond indentures use EBITDA-based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The EBITDAR- and EBITDA-based leverage calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the Credit Agreement and bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. These adjustments can be significant. For example, the calculation of financial performance under the Credit Agreement and certain of our bond indentures (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 (i) for non-cash charges and for expected benefits associated with completed acquisitions, and (ii) to exclude the effects of events that are extraordinary, unusual or non-recurring, such as the COVID-19 pandemic.
Our leverage and fixed charge coverage ratios under the Credit Agreement and our indentures as of September 30, 2021 are as follows:
  SEPTEMBER 30, 2021 MAXIMUM/MINIMUM ALLOWABLE
Net total lease adjusted leverage ratio 5.4  Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio 2.1  Maximum allowable of 4.0
Fixed charge coverage ratio 2.3  Minimum allowable of 1.5
Bond leverage ratio (not lease adjusted) 5.8 
Maximum allowable of 7.0(1)
Bond fixed charge coverage ratio (not lease adjusted) 3.3 
Minimum allowable of 2.0(1)
(1)The indentures for the GBP Notes, the 47/8% Notes due 2027, the 51/4% Notes due 2028 and the 47/8% Notes due 2029 include a maximum leverage ratio covenant. The indentures for the 5% Notes, the 51/4% Notes due 2030, the 41/2% Notes and the 55/8% Notes do not include a maximum leverage ratio covenant; the indentures for these notes instead require us to maintain a minimum fixed charge coverage ratio. In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio or bond fixed charge coverage ratio exceeding or falling below the maximum or minimum permitted ratio under our indentures and still remain in compliance with the applicable covenant.
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Part I. Financial Information
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. As of September 30, 2021, we had $350.0 million in notional value of interest rate swap agreements outstanding, which expire in March 2022. 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.
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 once our current interest rate swap agreements expire in March 2022. The forward-starting interest rate swap agreements have $350.0 million in notional value, commence in March 2022 and expire in March 2024. Under the forward-starting interest rate swap agreements, we will receive variable rate interest payments 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, including the forward-starting 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.
EQUITY FINANCING
In 2017, we entered into a distribution agreement pursuant to which we may sell, from time to time, up to an aggregate sales price of $500.0 million of our common stock through the agents under the agreement (the “At The Market (ATM) Equity Program”). During the nine months ended September 30, 2021, there were no shares of common stock sold under the At The Market (ATM) Equity Program. As of September 30, 2021, the remaining aggregate sale price of shares of our common stock available for distribution under the At The Market (ATM) Equity Program was approximately $431.2 million.
ACQUISITIONS
INFOFORT ACQUISITION
On September 15, 2021, in order to further expand our records management operations in the Middle East and North Africa, we acquired Information Fort, LLC, a records and information management provider, for approximately $90.3 million.
FRANKFURT DATA CENTER ACQUISITION
On September 23, 2021, in order to further enhance our data center operations in Germany, we acquired a Frankfurt data center for approximately 77.9 million Euros (or approximately $91.3 million, based upon the exchange rate between the Euro and the United States dollar on the closing date of this acquisition).
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Part I. Financial Information
OTHER 2021 ACQUISITIONS
In addition to the transactions noted above, during the nine months ended September 30,2021, in order to enhance our existing operations in the United Kingdom and Indonesia and to expand our operations into Morocco, we completed the acquisition of two records management companies and one art storage company for total cash consideration of approximately $45.1 million.
INVESTMENTS
2021 NEWLY FORMED JOINT VENTURE
In April 2021, we closed on an agreement to form a joint venture (the "Web Werks JV") with the shareholders of Web Werks India Private Limited ("Web Werks"), a colocation data center provider in India. In connection with the formation of the Web Werks JV, we made an initial investment of approximately 3,750.0 million Indian rupees (or approximately $50.1 million, based upon the exchange rate between the United States dollar and Indian rupee as of the closing date of the initial investment) in exchange for a noncontrolling interest in the form of convertible preference shares in the Web Werks JV (the “Initial Web Werks JV Investment”). These shares are convertible into a to-be-determined amount of common shares based upon the achievement of EBITDA targets for the Web Werks JV's fiscal year ending March 31, 2022.
Under the terms of the Web Werks JV shareholder agreement, we are required to make additional investments over a period ending May 2023 totaling approximately 7,500.0 million Indian rupees (or approximately $100.0 million, based upon the current exchange rate between the United States dollar and Indian rupee), and, over time, we expect to acquire a majority interest in the Web Werks JV.
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 September 30, 2021 and December 31, 2020 are as follows (in thousands):
SEPTEMBER 30, 2021 DECEMBER 31, 2020
CARRYING VALUE EQUITY INTEREST CARRYING VALUE EQUITY INTEREST
Web Werks JV
$ 51,257  38  % $ —  —  %
Joint venture with AGC Equity Partners
26,272  20  % 26,500  20  %
Joint venture with MakeSpace Labs, Inc.(1)
27,419  48  % 16,924  39  %
(1)    During the first, second and third quarters of 2021, we made capital contributions of $6.5 million to this joint venture.
See Note 2.e. to Notes to Condensed Consolidated Financial Statements included in this Quarterly Report for information regarding our 2021 joint ventures.
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ITEM 4. CONTROLS AND PROCEDURES
DISCLOSURE CONTROLS AND PROCEDURES
The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act”). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, accumulated, summarized, communicated and reported to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of September 30, 2021 (the "Evaluation Date”), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
Our management, with the participation of our principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our internal control system is designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements. 
There were no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2021, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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IRM-20210930_G12.JPG

Table of Contents
Part II. Other Information
PART II. OTHER INFORMATION
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
We did not sell any unregistered equity securities during the three months ended September 30, 2021, nor did we repurchase any shares of our common stock during the three months ended September 30, 2021.
ITEM 6. EXHIBITS
(A) EXHIBITS
Certain exhibits indicated below are incorporated by reference to documents we have filed with the SEC.
EXHIBIT NO. DESCRIPTION
10.1
31.1
31.2
32.1
32.2
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy Extension Schema Document.
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB Inline XBRL Taxonomy Label Linkbase Document.
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document.

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Part II. Other Information
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
IRON MOUNTAIN INCORPORATED
By: /s/ DANIEL BORGES
Daniel Borges
 Senior Vice President, Chief Accounting Officer
Dated: November 4, 2021
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Exhibit 10.1        
                                                
IMAGE_0A.JPG
CORPORATE OFFICE
ONE FEDERAL STREET
BOSTON, MA 02110
www.ironmountain.com




August 6, 2021


Mr. Ernest Cloutier
34 Livingston St.
Wellesley, MA 02482

Dear Ernie:
This will confirm that we have agreed to the following terms and conditions regarding your separation from employment with Iron Mountain Information Management, LLC (“Iron Mountain” or the “Company”).

1.End of Employment. Your employment with Iron Mountain will terminate on December 31, 2021 (the “Termination Date”). Effective as of October 1, 2021, you will no longer serve as an Executive Vice President and General Manager, Global Records and Information Management (“EVP & GM, Global RIM”) of Iron Mountain Incorporated and of its subsidiaries. Between such date and the Termination Date, your role will be to facilitate the transition of the EVP & GM, Global RIM role and to support the Company’s new and/or acting EVP & GM, Global RIM. If you resign your employment with Iron Mountain prior to the Termination Date, the benefits described in Sections 2 and 4 of this Agreement and benefits under the Iron Mountain Companies Severance Plan Severance Program No. 1 (“Severance Program No. 1”) will be forfeited. Notwithstanding the foregoing, if you accept or announce your acceptance of a position with any entity other than Iron Mountain, its subsidiaries, or affiliates, such acceptance or announcement shall not be interpreted either as a resignation from your employment or a notification of your intent to resign, and shall not otherwise impact your right to severance pay and other benefits under this Agreement, Severance Program No. 1, or the Iron Mountain Companies Severance Plan, as applicable; provided, however, that you remain an employee of Iron Mountain through the Termination Date.

2.Severance Pay and Equity Vesting. Provided that you (a) sign this Agreement and do not revoke your signature; (b) comply with all of your obligations set forth herein and under Section 3.4(a) of Severance Program No. 1, and (c) on or after the Termination Date, sign (and not revoke) a release of claims in the form attached hereto as Exhibit A, then Iron Mountain will provide you with the benefits set forth in Severance Program No. 1. Pursuant to Section 3.1(c) of Severance Program No. 1, your Target Bonus Payment will be calculated as follows: 110% of your base salary on the Termination Date multiplied by your average payout percentage based upon financial performance and individual performance goals for

Mr. Ernest Cloutier
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2018, 2019, and 2020. The timing of your Severance Pay is governed by Severance Program No. 1.

3.Authorized Deductions. You hereby authorize the Company to deduct from the severance payments(s), to the fullest extent permissible by law, including but not limited to (i) undocumented and unauthorized travel and expense reimbursement; (ii) negative vacation balance or overpayment of compensation; and (iii) any unpaid balance on your corporate American Express Card and/or your corporate Citibank Card. You agree to provide the Company, within one week of your Termination Date, all travel and expense related documentation for which you have received or are seeking reimbursement.

4.Benefits. All Company benefits will end on your Termination Date except as otherwise provided herein or pursuant to applicable law. Under Section 3.2(a) of Severance Program No. 1, the Company will continue to pay the employer share of the cost of medical and dental coverage for you, your spouse and your dependents until the earlier of 52 weeks following your termination or the date on which you become covered under another group health plan.

5.Tax Support and Equalization. The Company will provide you with up to $20,000 per year for tax preparation through PwC for tax filings for calendar years 2021 and 2022. PwC will invoice the Company directly. The Company will be responsible for all reasonable tax equalization costs incurred as a result of your assignment for Iron Mountain.

6.Outplacement. In accordance with Section 3.2(b) of Severance Program No. 1, you are also eligible for up to outplacement services (through Lee Hecht Harrison), such outplacement services will continue for 12 months following the Termination Date. You may start using such outplacement services prior to the Termination Date.

7.Unemployment Compensation. Eligibility for state unemployment compensation benefits is determined by applicable state law. Iron Mountain will not contest or appeal any claim for unemployment compensation benefits that you may file after the Termination Date.

8.Release of Claims. In exchange for the promises and payments described in this Agreement, you must execute and return the Release attached hereto as Exhibit A. If you sign and date the Release prior to the Termination Date, you may be required to sign a second, identical Release on the Termination Date in order to waive any claim(s) that may have arisen between the date you signed this agreement and the Termination Date.


Mr. Ernest Cloutier
Page 3
You hereby represent that you have not previously filed or joined in any complaints, charges or lawsuits against Iron Mountain pending before any governmental agency or court of law relating to your employment and/or the termination thereof. You acknowledge that any workplace injuries you may have sustained during the course of your employment with Iron Mountain have resolved and you have no new injuries to report.

9.Iron Mountain Employee Confidentiality, Non-Competition, Non-Solicitation and Assignment of Inventions Agreement. You hereby acknowledge and affirm your continuing obligations under the Iron Mountain Employee Confidentiality, Non-Competition, Non-Solicitation and Assignment of Inventions Agreement, or such similar agreement signed by you as a condition of your employment with Iron Mountain that protects the company’s confidential information, intellectual property and customer relationship (collectively referred to as “Employee Agreement”).  The Employee Agreement shall continue in full force and effect also after the Termination Date and is incorporated into this Agreement by reference. You acknowledge that your continued compliance with the Employee Agreement is a condition of your receiving the severance payments and benefits provided in this Agreement. If you violate your Employee Agreement, you acknowledge that Iron Mountain has the right to demand that you return all the payments under Section 2 (except $100) and that if you fail to return the Payments (except $100) within 14 days of receiving Iron Mountain’s written demand for such repayment, Iron Mountain has the right to seek legal recourse against you and that in addition to the repayment, you agree to reimburse Iron Mountain for all reasonable attorneys’ fees and costs associated with enforcing this Section.

10.Return of Property. All equipment, documents and materials provided to you during your employment with Iron Mountain are the sole property of Iron Mountain. You agree to return to Iron Mountain all such property within your possession or control, including, but not limited to, laptop and related devices, phone, credit cards, customer and vendor records and other documents and materials, whether hard copy or electronic form, and all copies thereof, and all other property belonging to Iron Mountain no later than the Termination Date. You further agree to provide any passwords or security codes necessary for Iron Mountain to access the above materials no later than your Termination Date. By signing this Agreement, you hereby acknowledge that you have complied with the obligations under this Section 10.

11.Confidentiality/Non-Disparagement/Cooperation. Except as required by law and as otherwise provided in Section (f) of Exhibit A and this Section 11, you agree:


Mr. Ernest Cloutier
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a.You will not disclose this Agreement and its terms, or the facts and circumstances leading to any Claims as defined by Section (a) of Exhibit A, to any person, firm or entity, except to your spouse, accountant(s), financial planner(s) and attorney(s), and to them only if they agree to keep this Agreement and its terms confidential. Nothing herein is intended to preclude you from (i) reporting alleged violations of law to governmental agencies to the extent that such laws prohibit such restrictions; (ii) disclosing this Agreement to your state unemployment office; or (iii) disclosing good faith claims of sexual harassment and/or sexual abuse by Released Parties (as defined in Exhibit A) arising on or before the effective date of this Agreement or the Release of Claims.

b.You will not disparage the Company, its management, products, business practices or strategy. The obligation of non-disparagement set forth in this Section 11(b) includes disparagement in any form or forum, including but not limited to any print or electronic media, social networking site, blog, tweet, website, and statements to or in the press including any trade press. You are permitted to provide truthful information in response to a legal subpoena or other legal process.

c.To the extent such cooperation does not unreasonably interfere with your other duties, you will cooperate with the Company and its legal counsel in connection with any current or future litigation, investigation or other legal matters involving the Company about which you have knowledge or information and to make yourself available at mutually convenient times and reasonable locations. The Company will reimburse you for reasonable travel expenses incurred by you as a result of, and directly related to, your cooperation. Your obligation to cooperate shall continue after your Termination Date.

12.Indemnification. Iron Mountain’s obligations to indemnify you in accordance with Article XII of the bylaws of Iron Mountain Incorporated, as in effect on the date hereof, shall continue following your Termination Date.

13.Remedies. If you breach any term of this Agreement, Iron Mountain may commence legal action and pursue its available legal and equitable remedies, including, but not limited to, suspending and recovering any and all payments and benefits made or to be made under this Agreement. In the event of your breach of any term of this Agreement, you will be responsible for Iron Mountain’s costs incurred, including attorneys’ fees, in enforcing its rights under this Agreement.


Mr. Ernest Cloutier
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14.Successors and Assigns. The rights and obligations of this Agreement shall inure to the benefit of the successors and assigns of Iron Mountain. This Agreement may not be assigned by you.

15.Enforceability; Severability. If a court finds any term of this Agreement to be invalid or unenforceable, the parties agree that the court shall modify such term to make it enforceable to the maximum extent possible. The invalidity or unenforceability of any provision of this Agreement shall in no way affect the validity or enforceability of any other provisions, or any part, hereof.

16.Law Governing; Jurisdiction. This Agreement shall be governed and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to conflict of laws principles. You agree that all disputes arising under or out of this Agreement shall be brought in a court of competent jurisdiction within the Commonwealth of Massachusetts and you hereby consent to exclusive jurisdiction in such court with respect to all such disputes.

17.Entire Agreement; No Representations. This Agreement constitutes the entire agreement between you and Iron Mountain concerning the terms and conditions of your separation from employment with Iron Mountain and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, between you and Iron Mountain, except as otherwise specifically referenced herein. You agree that Iron Mountain has not made any representations or promises to you regarding the meaning or implication of any provision of this Agreement other than as stated herein.

18.Modification and Waiver. This Agreement may be amended or modified only by a written instrument signed by you and an authorized representative of Iron Mountain. The failure of you or Iron Mountain at any time to require the performance of any provision of this Agreement shall in no manner affect the right of such party at a later time to enforce the same provision.

19.Knowing and Voluntary Waiver of Legal Claims. Because you are waiving certain legal claims against Iron Mountain under Section 8 of this Agreement in exchange for the receipt of the compensation and benefits set forth in this Agreement, you acknowledge and agree that:

a.This waiver is part of the Agreement between yourself and the Company, and it is written in a manner that you understand;

b.In signing this Agreement, you are not waiving rights or claims that may arise after the date that this Agreement becomes effective;

Mr. Ernest Cloutier
Page 6

c.You have the right to review this Agreement with an attorney before signing the Agreement, and you have voluntarily chosen whether or not to consult with counsel before signing the Agreement;

d.You may take up to twenty-one (21) days to review this Agreement before you decide to sign the Agreement, and if you sign the Agreement before the end of that twenty-one (21) day period, you have intentionally waived the remainder of this review period;

e.Should you choose to execute this Agreement, you have an additional period of seven (7) days from the date of execution to change your decision to enter into the Agreement and rescind your signature (the “Rescission Period”). This Agreement shall not become enforceable until this Rescission Period has expired. If you choose to rescind the Agreement you must deliver a written and signed notice of your rescission to: Iron Mountain, Attn. Chief Human Resources Officer, One Federal Street, Boston, MA 02110; and

f.By signing this Agreement, you acknowledge that you have read this Agreement, that you fully understand its terms, and that you have entered into this Agreement knowingly and voluntarily.


Please indicate your acceptance of this Agreement by signing both copies and returning one copy in the enclosed envelope to Edward E. Greene, EVP Chief Human Resources Officer Officer, Iron Mountain Incorporated, One Federal Street, Boston, Massachusetts 02110 within twenty-one (21) days from your receipt of this Agreement. Please keep the other copy for your records.

Very truly yours,
___/s/ Edward E. Greene_________
Edward E. Greene
Executive Vice President and Chief Human Resources Officer






Mr. Ernest Cloutier
Page 7
ACCEPTED AND AGREED:
___/s/ Ernest Cloutier_____________________    Date: ____27 August 2021___
Ernest Cloutier




EXHIBIT A

ADDENDUM TO SEVERANCE AGREEMENT AT CONCLUSION OF EMPLOYMENT


Pursuant to the Severance Agreement dated ____________________, 2021 (the “Agreement”) and as a condition precedent of receiving the severance benefits contained in the Agreement, I hereby execute this Release of Claims up through and including the date of execution of this addendum below.

Release of Claims.

(a)In exchange for the promises and payments described in the Agreement, you (on behalf of yourself and your heirs, executors, administrators and assigns) hereby release and forever discharge Iron Mountain Incorporated, its subsidiaries, divisions, and affiliated entities, and all of their respective present and former officers, directors, shareholders, trustees, employees, agents, representatives, consultants, predecessors, successors and assigns, in their official and individual capacities (collectively, the “Released Parties”), from any and all claims, demands, causes of action, legal disputes, liabilities or damages of any nature whatsoever, both in law and equity, which you have had, now have, or may have in the future, against the Released Parties, whether or not either known to you now or discovered by you hereafter (collectively referred to as “Claims”).

(b)Scope of Claims Release. This general Release of Claims includes, without limitation, all Claims relating to your employment and termination of employment with the Company, the Company’s employment and business practices, the compensation and benefits provided to you by the Company, all contract and tort Claims, all Claims for reinstatement, severance pay, attorney’s fees or costs, all Claims for retaliation of any kind, all Claims under Title VII of the Civil Rights Act of 1964, the Americans With Disabilities Act, the Age Discrimination in Employment Act (“ADEA”), the Older Workers Benefit Protection Act of 1990, 29 U.S.C. § 626(f) (“OWBPA”), the Family and Medical Leave Act, the Worker Adjustment Retraining and Notification Act (“WARN”), and any amendments to the foregoing statutes, and any other federal, state or local statute, regulation, ordinance or common law creating employment-related causes of action, and all claims related to or arising out of your employment or the termination of your employment with Iron Mountain.

(c)Claims Excluded From Release. Notwithstanding anything to the contrary contained elsewhere in this Agreement, this Release of Claims does not include and will not preclude (i) claims under the Employee Retirement Income Security Act of 1974, as amended (29 U.S.C. et seq.) for vested benefits under The Iron Mountain Companies 401(k)

Mr. Ernest Cloutier
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plan, or any other qualified retirement plan; (ii) claims for benefits under state workers’ compensation statutes; (iii) claims under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”); (iv) claims, actions, or rights arising under or to enforce the terms of this Agreement; and (v) any claim that cannot be released under applicable law.

(d)Full Satisfaction. You agree to accept the provision set forth in the Agreement in full satisfaction of all Claims, including but not limited to all claims for compensation or benefits, which you may have against the Released Parties. Except as otherwise set forth in this Agreement, you agree that the Company has fully satisfied any and all obligations whatsoever owed to you arising out of your employment with the Company. The parties agree that this provision is intended to release the Released Parties from any and all liability to the fullest extent permitted by law.

(e)You specifically agree to waive the provisions of the Massachusetts Wage Act, M.G.L. c. 149 and in so doing you explicitly waive any claims for unpaid wages.

(f)You agree and represent that no complaint, lawsuit or investigation has been brought, filed or initiated by you, or by any agent or representative on your behalf, in any local, state or federal court or governmental agency. You hereby agree that neither you nor any representative or agent will ever assert in any forum any claim as to which this release of claims may lawfully be applied. You hereby agree, to the fullest extent permitted by law, that you will not join, assist or voluntarily participate in any lawsuit or class action brought or filed against the Released Parties. Nothing in the Agreement, including this addendum, restricts or prohibits you from communicating with, providing testimony before, providing confidential information to, or filing or cooperating in a claim or investigation directly with a self-regulatory authority or a government agency or entity (without the need to seek the Company’s prior approval), including the U.S. Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General (collectively, the “Regulators”) or from making other disclosures that are protected under the whistleblower provisions of state or federal law or regulation or receiving an award from any Regulator that provides awards for providing information. However, to the maximum extent permitted by law, you are waiving your right to receive any individual monetary relief from the Released Parties resulting from such claims.


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Iron Mountain has advised me that I have the right to consult with an attorney prior to signing this Release.  I have had at least twenty-one (21) days after receiving this Release to decide whether to sign it.  I understand that if I sign this Release, I will have seven (7) days thereafter to revoke my signature by delivering a signed notice of revocation to Iron Mountain before the expiration of the 7-day period.  This Release will become binding on the eighth day after I sign it unless I have timely revoked my signature.  I understand that if I do not sign this Release or if I sign it and then revoke, I will not receive any of the benefits described in Severance Program No. 1 or the Agreement. 

        _________________________________
        NAME


        ________________________________
DATE



EXHIBIT 31.1

CERTIFICATIONS

I, William L. Meaney, certify that:

1.    I have reviewed this quarterly report on Form 10-Q of Iron Mountain Incorporated; 
2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 
3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 
4.    The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: 
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 
(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.    The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: November 4, 2021
/s/ WILLIAM L. MEANEY
    William L. Meaney
President and Chief Executive Officer



EXHIBIT 31.2 

CERTIFICATIONS

I, Barry A. Hytinen, certify that:

1.    I have reviewed this quarterly report on Form 10-Q of Iron Mountain Incorporated;
2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 
3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.    The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: 
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 
5.    The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): 
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: November 4, 2021
/s/ BARRY A. HYTINEN
    Barry A. Hytinen
Executive Vice President and Chief Financial Officer


EXHIBIT 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 
    In connection with the filing of the quarterly report on Form 10-Q for the quarter ended September 30, 2021 (the "Report") by Iron Mountain Incorporated (the "Company"), the undersigned, as the President and Chief Executive Officer of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
1.    the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and
2.    the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: November 4, 2021
/s/ WILLIAM L. MEANEY
  William L. Meaney
President and Chief Executive Officer


EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

    In connection with the filing of the quarterly report on Form 10-Q for the quarter ended September 30, 2021 (the "Report") by Iron Mountain Incorporated (the "Company"), the undersigned, as the Executive Vice President and Chief Financial Officer of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
1.    the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and
2.    the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: November 4, 2021
/s/ BARRY A. HYTINEN
Barry A. Hytinen
Executive Vice President and Chief Financial Officer