IRON MOUNTAIN INC, 10-Q filed on 4/27/2017
Quarterly Report
Document and Entity Information
3 Months Ended
Mar. 31, 2017
Apr. 21, 2017
Document and Entity Information
 
 
Entity Registrant Name
IRON MOUNTAIN INC 
 
Entity Central Index Key
0001020569 
 
Document Type
10-Q 
 
Document Period End Date
Mar. 31, 2017 
 
Amendment Flag
false 
 
Current Fiscal Year End Date
--12-31 
 
Entity Current Reporting Status
Yes 
 
Entity Filer Category
Large Accelerated Filer 
 
Entity Common Stock, Shares Outstanding
 
264,116,522 
Document Fiscal Year Focus
2017 
 
Document Fiscal Period Focus
Q1 
 
CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Current Assets:
 
 
Cash and cash equivalents
$ 295,628 
$ 236,484 
Accounts receivable (less allowances of $44,290 and $40,690 as of December 31, 2016 and March 31, 2017, respectively)
721,030 
691,249 
Prepaid expenses and other
181,979 
184,374 
Total Current Assets
1,198,637 
1,112,107 
Property, Plant and Equipment:
 
 
Property, plant and equipment
5,662,272 
5,535,783 
Less—Accumulated depreciation
(2,550,532)
(2,452,457)
Property, Plant and Equipment, Net
3,111,740 
3,083,326 
Other Assets, Net:
 
 
Goodwill
3,957,058 
3,905,021 
Customer relationships and customer inducements
1,276,929 
1,252,523 
Other
127,770 
133,823 
Total Other Assets, Net
5,361,757 
5,291,367 
Total Assets
9,672,134 
9,486,800 
Current Liabilities:
 
 
Current portion of long-term debt
421,227 
172,975 
Accounts payable
239,894 
222,197 
Accrued expenses
533,647 
450,257 
Deferred revenue
223,701 
201,128 
Total Current Liabilities
1,418,469 
1,046,557 
Long-term Debt, net of current portion
5,922,748 
6,078,206 
Other Long-term Liabilities
86,583 
99,540 
Deferred Rent
121,938 
119,834 
Deferred Income Taxes
151,314 
151,295 
Commitments and Contingencies (see Note 8)
   
   
Redeemable Noncontrolling Interest
67,308 
54,697 
Iron Mountain Incorporated Stockholders' 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 263,682,670 shares and 264,110,388 shares as of December 31, 2016 and March 31, 2017, respectively)
2,641 
2,636 
Additional paid-in capital
3,491,936 
3,489,795 
(Distributions in excess of earnings) Earnings in excess of distributions
(1,430,613)
(1,343,311)
Accumulated other comprehensive items, net
(161,239)
(212,573)
Total Iron Mountain Incorporated Stockholders' Equity
1,902,725 
1,936,547 
Noncontrolling Interests
1,049 
124 
Total Equity
1,903,774 
1,936,671 
Total Liabilities and Equity
$ 9,672,134 
$ 9,486,800 
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]
 
 
Accounts receivable, allowances (in dollars)
$ 40,690 
$ 44,290 
Preferred stock, par value (in dollars per share)
$ 0.01 
$ 0.01 
Preferred stock, authorized shares
10,000,000 
10,000,000 
Preferred stock, issued shares
Preferred stock, outstanding shares
Common stock, par value (in dollars per share)
$ 0.01 
$ 0.01 
Common stock, authorized shares
400,000,000 
400,000,000 
Common stock, issued shares
264,110,388 
263,682,670 
Common stock, outstanding shares
264,110,388 
263,682,670 
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Thousands, except Share data, unless otherwise specified
0 Months Ended 3 Months Ended
Feb. 15, 2017
Oct. 31, 2016
Jul. 27, 2016
May 25, 2016
Feb. 17, 2016
Mar. 31, 2017
Mar. 31, 2016
Revenues:
 
 
 
 
 
 
 
Storage rental
 
 
 
 
 
$ 572,279 
$ 461,211 
Service
 
 
 
 
 
366,597 
289,479 
Total Revenues
 
 
 
 
 
938,876 
750,690 
Operating Expenses:
 
 
 
 
 
 
 
Cost of sales (excluding depreciation and amortization)
 
 
 
 
 
426,707 
326,105 
Selling, general and administrative
 
 
 
 
 
240,166 
207,766 
Depreciation and amortization
 
 
 
 
 
124,707 
87,204 
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net
 
 
 
 
 
(459)
(451)
Total Operating Expenses
 
 
 
 
 
791,121 
620,624 
Operating Income (Loss)
 
 
 
 
 
147,755 
130,066 
Interest Expense (Income), Net
 
 
 
 
 
86,055 
67,062 
Other (Income) Expense, Net
 
 
 
 
 
(6,364)
(11,937)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
 
 
 
 
 
68,064 
74,941 
Provision (Benefit) for Income Taxes
 
 
 
 
 
9,220 
11,900 
Income (Loss) from Continuing Operations
 
 
 
 
 
58,844 
63,041 
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
(337)
Net income (loss)
 
 
 
 
 
58,507 
63,041 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
 
 
 
 
 
382 
267 
Net Income (Loss) Attributable to Iron Mountain Incorporated
 
 
 
 
 
$ 58,125 
$ 62,774 
Earnings (Losses) per Share—Basic:
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations
 
 
 
 
 
$ 0.22 
$ 0.30 
Total Income (Loss) from Discontinued Operations, Net of Tax, per Basic Share
 
 
 
 
 
$ 0.00 
$ 0.00 
Net Income (Loss) Attributable to Iron Mountain Incorporated
 
 
 
 
 
$ 0.22 
$ 0.30 
Earnings (Losses) per Share-Diluted:
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations
 
 
 
 
 
$ 0.22 
$ 0.30 
Income (Loss) from Discontinued Operations, Net of Tax, Per Diluted Share
 
 
 
 
 
$ 0.00 
$ 0.00 
Net Income (Loss) Attributable to Iron Mountain Incorporated
 
 
 
 
 
$ 0.22 
$ 0.30 
Weighted Average Common Shares Outstanding-Basic (in shares)
 
 
 
 
 
263,855,000 
211,526,000 
Weighted Average Common Shares Outstanding-Diluted (in shares)
 
 
 
 
 
264,809,666 
212,471,000 
Dividends Declared per Common Share (in dollars per share)
$ 0.55 
$ 0.55 
$ 0.485 
$ 0.4850 
$ 0.4850 
$ 0.5504 
$ 0.4853 
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Income Statement [Abstract]
 
 
Interest Income
$ 2,293 
$ 1,287 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Statement of Comprehensive Income [Abstract]
 
 
Net Income (Loss)
$ 58,507 
$ 63,041 
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
50,784 
23,978 
Market Value Adjustments for Securities
(734)
Total Other Comprehensive Income (Loss)
50,784 
23,244 
Comprehensive Income (Loss)
109,291 
86,285 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
(168)
754 
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
$ 109,459 
$ 85,531 
CONSOLIDATED STATEMENTS OF EQUITY (USD $)
In Thousands, except Share data, unless otherwise specified
Total
Common Stock
Additional Paid-in Capital
Earnings in Excess of Distributions (Distributions in Excess of Earnings)
Accumulated Other Comprehensive Items, Net
Noncontrolling Interests
Redeemable Noncontrolling Interests
Balance at Dec. 31, 2015
$ 528,607 
$ 2,113 
$ 1,623,863 
$ (942,218)
$ (174,917)
$ 19,766 
 
Balance (in shares) at Dec. 31, 2015
 
211,340,296 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity
 
 
 
 
 
 
 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares)
 
552,458 
 
 
 
 
 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation
5,114 
5,108 
 
 
 
 
Parent cash dividends declared
(103,088)
 
 
(103,088)
 
 
 
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Excluding Redeemable Noncontrolling Interest, Net of Tax
23,978 
 
 
 
23,491 
487 
 
Market Value Adjustments for Securities
(734)
 
 
 
(734)
 
 
Net income (loss)
63,041 
 
 
62,774 
 
267 
 
Noncontrolling interests equity contributions
1,299 
 
 
 
 
1,299 
 
Noncontrolling interests dividends
(579)
 
 
 
 
(579)
 
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests
3,506 
 
 
 
 
3,506 
 
Balance at Mar. 31, 2016
521,144 
2,119 
1,628,971 
(982,532)
(152,160)
24,746 
 
Balance (in shares) at Mar. 31, 2016
 
211,892,754 
 
 
 
 
 
Balance at Dec. 31, 2016
1,936,671 
2,636 
3,489,795 
(1,343,311)
(212,573)
124 
 
Balance (in shares) at Dec. 31, 2016
263,682,670 
263,682,670 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity
 
 
 
 
 
 
 
Redeemable Noncontrolling Interest
67,308 
 
 
 
 
 
67,308 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares)
 
427,718 
 
 
 
 
 
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation
2,453 
2,448 
 
 
 
 
Adjustments to Additional Paid in Capital, Change in Value of Redeemable Noncontrolling Interests
(307)
 
(307)
 
 
 
 
Temporary Equity, Accretion to Redemption Value
 
 
 
 
 
 
307 
Parent cash dividends declared
(145,427)
 
 
(145,427)
 
 
 
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Excluding Redeemable Noncontrolling Interest, Net of Tax
51,405 
 
 
 
51,334 
71 
 
Temporary Equity, Foreign Currency Translation Adjustments
 
 
 
 
 
 
(621)
Market Value Adjustments for Securities
 
 
 
 
 
 
Net income (loss)
58,507 
 
 
 
 
 
 
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest
58,350 
 
 
58,125 
 
225 
 
Temporary Equity, Net Income
 
 
 
 
 
 
157 
Noncontrolling interests equity contributions
 
 
 
 
 
Noncontrolling interest equity contributions, redeemable noncontrolling interests
 
 
 
 
 
 
13,230 
Noncontrolling interests dividends
(214)
 
 
 
 
(214)
 
Temporary Equity, Accretion of Dividends
 
 
 
 
 
 
(462)
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests
843 
 
 
 
 
843 
 
Balance at Mar. 31, 2017
$ 1,903,774 
$ 2,641 
$ 3,491,936 
$ (1,430,613)
$ (161,239)
$ 1,049 
 
Balance (in shares) at Mar. 31, 2017
264,110,388 
264,110,388 
 
 
 
 
 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Cash Flows from Operating Activities:
 
 
Net income (loss)
$ 58,507 
$ 63,041 
Loss (Income) from discontinued operations
337 
Adjustments to reconcile net income (loss) to cash flows from operating activities:
 
 
Depreciation
99,592 
75,390 
Amortization (includes amortization of deferred financing costs and discount of $2,749 and $3,907 for the three months ended March 31, 2016 and 2017, respectively)
29,022 
14,563 
Revenue reduction associated with amortization of permanent withdrawal fees
3,158 
2,943 
Stock-based compensation expense
6,549 
6,885 
(Benefit) Provision for deferred income taxes
(7,386)
(6,012)
(Gain) Loss on disposal/write-down of property, plant and equipment, net (including real estate)
(459)
(451)
Foreign currency transactions and other, net
(786)
(11,477)
Changes in Assets and Liabilities (exclusive of acquisitions):
 
 
Accounts receivable
(8,971)
(8,151)
Prepaid expenses and other
(24,826)
30,297 
Accounts payable
5,869 
(30,934)
Accrued expenses and deferred revenue
(36,112)
(55,494)
Other assets and long-term liabilities
(2,320)
518 
Cash Flows from Operating Activities - Continuing Operations
122,174 
81,118 
Cash Flows from Operating Activities - Discontinued Operations
(337)
Cash Flows from Operating Activities
121,837 
81,118 
Cash Flows from Investing Activities:
 
 
Capital expenditures
(73,202)
(80,852)
Cash paid for acquisitions, net of cash acquired
(12,187)
(19,340)
Acquisition of customer relationships
(17,132)
(6,132)
Customer inducements
(4,271)
(1,126)
Net proceeds from Iron Mountain Divestments (see Note 10)
2,423 
Proceeds from sales of property and equipment and other, net (including real estate)
66 
169 
Cash Flows from Investing Activities—Continuing Operations
(104,303)
(107,281)
Cash Flows from Investing Activities—Discontinued Operations
Cash Flows from Investing Activities
(104,303)
(107,281)
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
(2,682,348)
(2,384,215)
Proceeds from revolving credit and term loan facilities and other debt
2,714,783 
2,509,845 
Debt financing and equity contribution from noncontrolling interests
13,230 
1,299 
Debt repayment and equity distribution to noncontrolling interests
(2,562)
(414)
Parent cash dividends
(2,060)
(104,931)
Net (payments) proceeds associated with employee stock-based awards
(4,308)
(1,975)
Excess tax (deficiency) benefits from stock-based compensation
(348)
Payment of debt financing and stock issuance costs
(73)
Net Cash Provided by (Used in) Financing Activities
36,662 
19,261 
Cash Flows from Financing Activities—Discontinued Operations
Effect of Exchange Rates on Cash and Cash Equivalents
4,948 
(3,534)
Increase (Decrease) in cash and cash equivalents
59,144 
(10,436)
Cash and cash equivalents, beginning of period
236,484 
128,381 
Cash and cash equivalents, end of period
295,628 
117,945 
Supplemental Information:
 
 
Cash Paid for Interest
99,022 
83,942 
(Refund Received) Cash Paid for Income Taxes, Net
30,422 
(3,211)
Non-Cash Investing and Financing Activities:
 
 
Capital Leases
24,395 
18,005 
Accrued Capital Expenditures
63,655 
42,205 
Dividends Payable
$ 148,992 
$ 3,736 
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Statement of Cash Flows [Abstract]
 
 
Deferred financing costs and discount included in Amortization
$ 3,907 
$ 2,749 
General
General
The interim 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. Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us") store records, primarily physical records and data backup media, and provide information management services in various locations throughout North America, Europe, Latin America, Asia and Africa. We have a diversified customer base consisting of commercial, legal, financial, healthcare, insurance, life sciences, energy, business services, entertainment and government organizations.
The unaudited consolidated financial statements 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 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, 2016 included in our Annual Report on Form 10-K filed with the SEC on February 23, 2017 (our "Annual Report").
We have been organized and operating as a real estate investment trust for United States federal income tax purposes ("REIT") effective for our taxable year beginning January 1, 2014.
On May 2, 2016 (Sydney, Australia time), we completed the acquisition of Recall Holdings Limited ("Recall") pursuant to the Scheme Implementation Deed, as amended, with Recall (the "Recall Transaction"). See Note 4.
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
This Note 2 to Notes to Consolidated Financial Statements provides information and disclosure regarding certain of our significant accounting policies and should be read in conjunction with Note 2 to Notes to Consolidated Financial Statements included in our Annual Report, which may provide additional information with regard to the accounting policies set forth herein and other of our significant accounting policies.
a. Foreign Currency
Local currencies are the functional currencies for our operations outside the United States, with the exception of certain foreign holding companies and our financing centers in Europe, whose functional currency is the United States dollar. In those instances where the local currency is the functional currency, assets and liabilities are translated at period-end exchange rates, and revenues and expenses are translated at average exchange rates for the applicable period. Resulting translation adjustments are reflected in the accumulated other comprehensive items, net component of Iron Mountain Incorporated Stockholders' Equity, Redeemable Noncontrolling Interests and Noncontrolling Interests in the accompanying Consolidated Balance Sheets. The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, including those related to (i) borrowings in certain foreign currencies under our Revolving Credit Facility (as defined in Note 5) and (ii) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, are included in Other (Income) Expense, Net, in the accompanying Consolidated Statements of Operations.
Total (gain) loss on foreign currency transactions for the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Total (gain) loss on foreign currency transactions
$
(12,542
)
 
$
(4,164
)
b.    Goodwill and Other Intangible Assets
Goodwill
Goodwill is not amortized but is reviewed annually for impairment, or more frequently if impairment indicators arise. We have selected October 1 as our annual goodwill impairment review date. We performed our most recent annual goodwill impairment review as of October 1, 2016 and concluded there was no impairment of goodwill at such date. As of December 31, 2016 and March 31, 2017, no factors were identified that would alter our October 1, 2016 goodwill impairment analysis. In making this assessment, we considered a number of factors including operating results, business plans, anticipated future cash flows, transactions and marketplace data. There are inherent uncertainties related to these factors and our judgment in applying them to the analysis of goodwill impairment. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values.
Our reporting units as of December 31, 2016 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. During the first three months of 2017, there were no changes to the composition of our reporting units. The goodwill associated with acquisitions completed during the first three months of 2017 (which are described in Note 4) has been incorporated into our existing reporting units.
The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2017 are as follows:
 
North American
Records and Information
Management
Business
 
North American
Data
Management
Business
 
Western
European Business
 
Other International Business
 
Corporate and Other Business
 
Total
Consolidated
Gross Balance as of December 31, 2016
$
2,485,806

 
$
559,443

 
$
405,571

 
$
743,126

 
$
25,922

 
$
4,219,868

Deductible goodwill acquired during the year
672

 

 

 
387

 
717

 
1,776

Non-deductible goodwill acquired during the year

 

 

 
4,311

 

 
4,311

Fair value and other adjustments(1)
5,548

 
525

 
2,818

 
2,802

 

 
11,693

Currency effects
1,569

 
448

 
4,649

 
27,801

 

 
34,467

Gross Balance as of March 31, 2017
$
2,493,595

 
$
560,416

 
$
413,038

 
$
778,427

 
$
26,639

 
$
4,272,115

Accumulated Amortization Balance as of December 31, 2016
$
204,895

 
$
53,753

 
$
56,150

 
$
49

 
$

 
$
314,847

Currency effects
58

 
15

 
125

 
12

 

 
210

Accumulated Amortization Balance as of March 31, 2017
$
204,953

 
$
53,768

 
$
56,275

 
$
61

 
$

 
$
315,057

Net Balance as of December 31, 2016
$
2,280,911

 
$
505,690

 
$
349,421

 
$
743,077

 
$
25,922

 
$
3,905,021

Net Balance as of March 31, 2017
$
2,288,642

 
$
506,648

 
$
356,763

 
$
778,366

 
$
26,639

 
$
3,957,058

Accumulated Goodwill Impairment Balance as of December 31, 2016
$
85,909

 
$

 
$
46,500

 
$

 
$

 
$
132,409

Accumulated Goodwill Impairment Balance as of March 31, 2017
$
85,909

 
$

 
$
46,500

 
$

 
$

 
$
132,409

_______________________________________________________________________________
(1)
Total fair value and other adjustments include $11,693 in net adjustments primarily related to property, plant and equipment and customer relationship intangible assets (which represent adjustments within the applicable measurement period to provisional amounts recognized in purchase accounting).

Finite-lived intangible assets
Customer relationship intangible assets, which are acquired through either business combinations or acquisitions of customer relationships, are amortized over periods ranging from eight to 30 years and are included in depreciation and amortization in the accompanying Consolidated Statements of Operations. The value of customer relationship intangible assets is calculated based upon estimates of their fair value utilizing an income approach based on the present value of expected future cash flows.
Costs related to the acquisition of large volume accounts are capitalized. Free intake costs to transport boxes to one of our facilities, which include labor and transportation costs ("Move Costs"), are amortized over periods ranging from eight to 30 years and are included in depreciation and amortization in the accompanying Consolidated Statements of Operations. Payments that are made to a customer's current records management vendor in order to terminate the customer's existing contract with that vendor, or direct payments to a customer ("Permanent Withdrawal Fees"), are amortized over periods ranging from three to 15 years and are included in storage and service revenue in the accompanying Consolidated Statements of Operations. Move Costs and Permanent Withdrawal Fees are collectively referred to as "Customer Inducements". If the customer terminates its relationship with us, the unamortized carrying value of the Customer Inducement intangible asset is charged to expense or revenue. However, in the event of such termination, we generally collect, and record as income, permanent removal fees that generally equal or exceed the amount of the unamortized Customer Inducement intangible asset.
Other finite-lived intangible assets, including trade names, noncompetition agreements and trademarks, are capitalized and amortized over periods ranging from three to 10 years and are included in depreciation and amortization in the accompanying Consolidated Statements of Operations.

The components of our finite-lived intangible assets as of December 31, 2016 and March 31, 2017 are as follows:
 
December 31, 2016
 
March 31, 2017
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Amount
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Amount
Customer relationship intangible assets and Customer Inducements
$
1,604,020

 
$
(351,497
)
 
$
1,252,523

 
$
1,650,854

 
$
(373,925
)
 
$
1,276,929

Other finite-lived intangible assets (included in other assets, net)
24,788

 
(7,989
)
 
16,799

 
24,225

 
(10,478
)
 
13,747

Total
$
1,628,808

 
$
(359,486
)
 
$
1,269,322

 
$
1,675,079

 
$
(384,403
)
 
$
1,290,676

Amortization expense associated with finite-lived intangible assets and revenue reduction associated with the amortization of Permanent Withdrawal Fees for the three months ended March 31, 2016 and 2017 are as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Amortization expense associated with finite-lived intangible assets
$
11,814

 
$
25,115

Revenue reduction associated with amortization of Permanent Withdrawal Fees
2,943

 
3,158

c.    Stock-Based Compensation
We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards").
Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations for the three months ended March 31, 2016 and 2017 was $6,885 ($4,914 after tax or $0.02 per basic and diluted share) and $6,549 ($4,585 after tax or $0.02 per basic and diluted share), respectively.
Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Cost of sales (excluding depreciation and amortization)
$
27

 
$
28

Selling, general and administrative expenses
6,858

 
6,521

Total stock-based compensation
$
6,885

 
$
6,549


Stock Options
A summary of our stock options outstanding as of March 31, 2017 by vesting terms is as follows:
 
March 31, 2017
 
Stock Options Outstanding
 
% of
Stock Options Outstanding
Three-year vesting period (10 year contractual life)
3,597,671

 
83.4
%
Five-year vesting period (10 year contractual life)
626,204

 
14.5
%
Ten-year vesting period (12 year contractual life)
90,754

 
2.1
%
 
4,314,629

 
100.0
%

The weighted average fair value of stock options granted for the three months ended March 31, 2016 and 2017 was $2.49 and $4.26 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The weighted average assumptions used for grants in the respective periods are as follows:
 
 
Three Months Ended
March 31,
Weighted Average Assumptions
 
2016
 
2017
Expected volatility
 
27.2
%
 
25.8
%
Risk-free interest rate
 
1.32
%
 
1.96
%
Expected dividend yield
 
7
%
 
6
%
Expected life
 
5.6 years

 
5.0 years


Expected volatility is calculated utilizing daily historical volatility over a period that equates to the expected life of the option. The risk-free interest rate was based on the United States Treasury interest rates whose term is consistent with the expected life (estimated period of time outstanding) of the stock options. Expected dividend yield is considered in the option pricing model and represents our current annualized expected per share dividends over the current trade price of our common stock. The expected life of the stock options granted is estimated using the historical exercise behavior of employees.
A summary of stock option activity for the three months ended March 31, 2017 is as follows:
 
Stock Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term (Years)
 
Average
Intrinsic
Value
Outstanding at December 31, 2016
3,451,698

 
$
31.79

 
 
 
 

Granted
1,007,224

 
36.89

 
 
 
 

Exercised
(136,739
)
 
22.24

 
 
 
 

Forfeited
(5,773
)
 
28.21

 
 
 
 

Expired
(1,781
)
 
38.83

 
 
 
 

Outstanding at March 31, 2017
4,314,629

 
$
33.29

 
7.57
 
$
17,780

Options exercisable at March 31, 2017
2,126,229

 
$
30.09

 
5.84
 
$
15,685

Options expected to vest
2,022,212

 
$
36.41

 
9.24
 
$
1,955


The aggregate intrinsic value of stock options exercised for the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Aggregate intrinsic value of stock options exercised
$
1,433

 
$
1,912


Restricted Stock Units
Under our various equity compensation plans, we may also grant RSUs. Our RSUs generally have a vesting period of between three and five years from the date of grant. However, RSUs granted to our non-employee directors vest immediately upon grant.
All RSUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of RSUs in cash upon the vesting date of the associated RSU and will be forfeited if the RSU does not vest. The fair value of RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero).
Cash dividends accrued and paid on RSUs for the three months ended March 31, 2016 and 2017 are as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Cash dividends accrued on RSUs
$
631

 
$
683

Cash dividends paid on RSUs
1,635

 
1,855

The fair value of RSUs vested during the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Fair value of RSUs vested
$
14,978

 
$
14,026

A summary of RSU activity for the three months ended March 31, 2017 is as follows:
 
RSUs
 
Weighted-
Average
Grant-Date
Fair Value
Non-vested at December 31, 2016
1,163,393

 
$
33.21

Granted
525,328

 
36.90

Vested
(438,091
)
 
32.02

Forfeited
(11,597
)
 
34.65

Non-vested at March 31, 2017
1,239,033

 
$
35.18


Performance Units
Under our various equity compensation plans, we may also make awards of PUs. For the majority of outstanding PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 200% of the initial award. The number of PUs earned is determined based on our actual performance as compared to the targets at the end of a three-year performance period. Certain PUs that we grant will be earned based on a market condition associated with the total return on our common stock in relation to either (i) a subset of the Standard & Poor's 500 Index (for certain PUs granted prior to 2017), or (ii) a subset of the MSCI United States REIT Index (for certain PUs granted in 2017), rather than the revenue and ROIC targets noted above. The number of PUs earned based on the applicable market condition may range from 0% to 200% of the initial award.
All of our PUs will be settled in shares of our common stock and are subject to cliff vesting three years from the date of the original PU grant. PUs awarded to employees who terminate their employment during the three-year performance period and on or after attaining age 55 and completing 10 years of qualifying service are eligible for pro-rated vesting, subject to the actual achievement against the predefined targets or a market condition as discussed above, based on the number of full years of service completed following the grant date (but delivery of the shares remains deferred). As a result, PUs are generally expensed over the three-year performance period.
All PUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of PUs in cash upon the settlement date of the associated PU and will be forfeited if the PU does not vest.
Cash dividends accrued and paid on PUs for the three months ended March 31, 2016 and 2017 are as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Cash dividends accrued on PUs
$
262

 
$
324

Cash dividends paid on PUs
645

 
205


During the three months ended March 31, 2017, we issued 229,692 PUs. The majority of our PUs are earned based on our performance against revenue and ROIC targets during their applicable performance period; therefore, we forecast the likelihood of achieving the predefined revenue and ROIC targets in order to calculate the expected PUs to be earned. We record a compensation charge based on either the forecasted PUs to be earned (during the performance period) or the actual PUs earned (at the three-year anniversary of the grant date) over the vesting period for each of the awards. The fair value of PUs based on our performance against revenue and ROIC targets is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). For PUs earned based on a market condition, we utilize a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value is expensed over the three-year performance period. As of March 31, 2017, we expected 25%, 100% and 100% achievement of the predefined revenue and ROIC targets associated with the awards of PUs made in 2015, 2016 and 2017, respectively.
The fair value of earned PUs that vested during the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Fair value of earned PUs that vested
$
4,081

 
$
905


A summary of PU activity for the three months ended March 31, 2017 is as follows:
 
Original
PU Awards
 
PU Adjustment(1)
 
Total
PU Awards
 
Weighted-
Average
Grant-Date
Fair Value
Non-vested at December 31, 2016
559,340

 
(121,038
)
 
438,302

 
$
33.67

Granted
229,692

 

 
229,692

 
41.93

Vested
(32,776
)
 

 
(32,776
)
 
27.60

Forfeited/Performance or Market Conditions Not Achieved
(3,480
)
 
(129,029
)
 
(132,509
)
 
28.57

Non-vested at March 31, 2017
752,776

 
(250,067
)
 
502,709

 
$
39.18

_______________________________________________________________________________

(1)
Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs or a change in estimated awards based on the forecasted performance against the predefined targets.
Employee Stock Purchase Plan
We offer an ESPP in which participation is available to substantially all United States and Canadian employees who meet certain service eligibility requirements. The price for shares purchased under the ESPP is 95% of the market price of our common stock at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation expense for the ESPP shares purchased. As of March 31, 2017, we had 727,594 shares available under the ESPP.
_______________________________________________________________________________
As of March 31, 2017, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $61,990 and is expected to be recognized over a weighted-average period of 2.4 years.
We generally issue shares of our common stock for the exercises of stock options, the vesting of RSUs and PUs and under our ESPP from unissued reserved shares.
d.    Income (Loss) Per Share—Basic and Diluted
Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive.
The calculation of basic and diluted income (loss) per share for the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Income (loss) from continuing operations
$
63,041

 
$
58,844

Less: Net income (loss) attributable to noncontrolling interests
267

 
382

Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation)
$
62,774

 
$
58,462

(Loss) income from discontinued operations, net of tax
$

 
$
(337
)
Net income (loss) attributable to Iron Mountain Incorporated
$
62,774

 
$
58,125

 
 
 
 
Weighted-average shares—basic
211,526,000

 
263,855,000

Effect of dilutive potential stock options
482,388

 
461,761

Effect of dilutive potential RSUs and PUs
463,053

 
492,905

Weighted-average shares—diluted
212,471,441

 
264,809,666

 
 
 
 
Earnings (losses) per share—basic:
 

 
 

Income (loss) from continuing operations
$
0.30

 
$
0.22

(Loss) income from discontinued operations, net of tax

 

Net income (loss) attributable to Iron Mountain Incorporated(1)
$
0.30

 
$
0.22

 
 
 
 
Earnings (losses) per share—diluted:
 

 
 

Income (loss) from continuing operations
$
0.30

 
$
0.22

(Loss) income from discontinued operations, net of tax

 

Net income (loss) attributable to Iron Mountain Incorporated(1)
$
0.30

 
$
0.22

 
 
 
 
Antidilutive stock options, RSUs and PUs, excluded from the calculation
2,821,795

 
2,494,255


_______________________________________________________________________________

(1) Columns may not foot due to rounding.
e.    Income Taxes
We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and losses; (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate.
Our effective tax rate for the three months ended March 31, 2016 and 2017 was 15.9% and 13.5%, respectively. The primary reconciling items between the federal statutory tax rate of 35.0% and our overall effective tax rate in the three months ended March 31, 2016 were the benefit derived from the dividends paid deduction and differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. The primary reconciling items between the federal statutory tax rate of 35.0% and our overall effective tax rate in the three months ended March 31, 2017 were the benefit derived from the dividends paid deduction, a release of valuation allowances on certain of our foreign net operating losses of $7,511 as a result of the merger of certain of our foreign subsidiaries and differences in the rates of tax at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. These benefits were partially offset by the impact of a legislative change enacted in the first quarter of 2017 in the United Kingdom which eliminated the deductibility of certain interest expense and increased our tax provision for the first quarter of 2017 by $1,764, or 2.5%.

During 2016, as a result of the closing of the Recall Transaction and the subsequent integration of Recall's operations into our operations, we reassessed our intentions regarding the indefinite reinvestment of current and future undistributed earnings of our foreign subsidiaries outside the United States (the "2016 Indefinite Reinvestment Assessment"). As a result of the 2016 Indefinite Reinvestment Assessment, we concluded that it is our intent to indefinitely reinvest our current and future undistributed earnings of our unconverted foreign TRSs outside the United States. Accordingly, we no longer provide incremental foreign withholding taxes on the retained book earnings of these unconverted foreign TRSs. 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 in limited instances; however, such future repatriations will require distribution in accordance with REIT distribution rules, and any such distribution may then be taxable, as appropriate, at the stockholder level. We continue, however, to provide for incremental foreign withholding taxes on net book over outside basis differences related to the earnings of our foreign QRSs and certain of our converted TRSs.
f.    Concentrations of Credit Risk
Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents (including time deposits) and accounts receivable. The only significant concentrations of liquid investments as of December 31, 2016 and March 31, 2017, respectively, related to cash and cash equivalents. At December 31, 2016 and March 31, 2017, we had time deposits with six global banks and seven global banks, respectively. As of December 31, 2016 and March 31, 2017, our cash and cash equivalents was $236,484 and $295,628, respectively, including time deposits of $22,240 and $25,739, respectively.
g.    Fair Value Measurements
Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.
The three levels of the fair value hierarchy are as follows:
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date.
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).
Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.
The assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2016 and March 31, 2017, respectively, are as follows:
 
 
 
 
Fair Value Measurements at
December 31, 2016 Using
Description
 
Total Carrying
Value at
December 31,
2016
 
Quoted prices
in active
markets
(Level 1)
 
 
 
Significant other
observable
inputs
(Level 2)
 
 
 
Significant
unobservable
inputs
(Level 3)
Time Deposits(1)
 
$
22,240

 
$

 
 
 
$
22,240

 
 
 
$

Trading Securities
 
10,659

 
10,181

 
(2)
 
478

 
(1)
 

 
 
 
 
Fair Value Measurements at
March 31, 2017 Using
Description
 
Total Carrying
Value at
March 31,
2017
 
Quoted prices
in active
markets
(Level 1)
 
 
 
Significant other
observable
inputs
(Level 2)
 
 
 
Significant
unobservable
inputs
(Level 3)
Time Deposits(1)
 
$
25,739

 
$

 
 
 
$
25,739

 
 
 
$

Trading Securities
 
10,342

 
9,958

 
(2)
 
384

 
(1)
 

Derivative Assets(3)
 
114

 

 
 
 
114

 
 
 

_______________________________________________________________________________

(1)
Time deposits and certain trading securities (included in Prepaid expenses and other in our Consolidated Balance Sheets) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)
Certain trading securities are measured at fair value using quoted market prices.

(3)
Derivative assets relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge certain of our foreign exchange intercompany exposures, as more fully disclosed at Note 3. We calculate the value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets.
Disclosures are required in the financial statements for items measured at fair value on a non-recurring basis. We did not have any material items that are measured at fair value on a non-recurring basis at December 31, 2016 and March 31, 2017, with the exception of: (i) goodwill (as disclosed in Note 2.b.); (ii) the assets and liabilities acquired through acquisitions (as disclosed in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report and Note 4); (iii) the Access Contingent Consideration (as defined and disclosed in Note 10); and (iv) the redemption value of certain redeemable noncontrolling interests (as disclosed in Note 2.x. in Notes to Consolidated Financial Statements included in our Annual Report), all of which are based on Level 3 inputs.
The fair value of our long-term debt, which was determined based on either Level 1 inputs or Level 3 inputs, is disclosed in Note 5. Long-term debt is measured at cost in our Consolidated Balance Sheets as of December 31, 2016 and March 31, 2017.
h.    Accumulated Other Comprehensive Items, Net
The changes in accumulated other comprehensive items, net for the three months ended March 31, 2016 and 2017, respectively, are as follows:
 
Foreign
Currency
Translation
Adjustments
 
Market Value
Adjustments for
Securities
 
Total
Balance as of December 31, 2015
$
(175,651
)
 
$
734

 
$
(174,917
)
Other comprehensive income (loss):


 
 
 


Foreign currency translation adjustments
23,491

 

 
23,491

Market value adjustments for securities

 
(734
)
 
(734
)
Total other comprehensive income (loss)
23,491

 
(734
)
 
22,757

Balance as of March 31, 2016
$
(152,160
)
 
$

 
$
(152,160
)
 
Foreign
Currency
Translation
Adjustments
 
Market Value
Adjustments for
Securities
 
Total
Balance as of December 31, 2016
$
(212,573
)
 
$

 
$
(212,573
)
Other comprehensive income (loss):


 


 


Foreign currency translation adjustments
51,334

 

 
51,334

Market value adjustments for securities

 

 

Total other comprehensive income (loss)
51,334

 

 
51,334

Balance as of March 31, 2017
$
(161,239
)
 
$

 
$
(161,239
)
i.    Other (Income) Expense, Net
Other (income) expense, net for the three months ended March 31, 2016 and 2017 consists of the following:
 
Three Months Ended
March 31,
 
2016
 
2017
Foreign currency transaction (gains) losses, net
$
(12,542
)
 
$
(4,164
)
Other, net
605

 
(2,200
)
 
$
(11,937
)
 
$
(6,364
)
j.    Property, Plant and Equipment and Long-Lived Assets
During the three months ended March 31, 2016 and 2017, we capitalized $3,403 and $5,283 of costs, respectively, associated with the development of internal use computer software projects.
Consolidated gain on disposal/write-down of property, plant and equipment (excluding real estate), net for the three months ended March 31, 2016 and 2017 was $451 and $459, respectively. These gains are primarily associated with the retirement of leased vehicles accounted for as capital lease assets within our North American Records and Information Management Business segment.
k.    New Accounting Pronouncements
 
Recently Adopted Accounting Pronouncements

In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 modifies the process by which entities will test goodwill for impairment. Under existing GAAP, when the carrying value of a reporting unit exceeds the reporting unit’s fair value, an entity would then proceed to a “Step 2” goodwill impairment analysis, which requires calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities, as if that reporting unit had been acquired in a business combination. Under ASU 2017-04, a goodwill impairment will be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of the reporting unit’s goodwill. We adopted ASU 2017-04 in the first quarter of 2017 and it did not impact our consolidated financial statements.

As Yet Adopted Accounting Pronouncements

a. ASU 2014-09

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). ASU 2014-09 provides guidance for management to reassess revenue recognition as it relates to: (1) transfer of control, (2) variable consideration, (3) allocation of transaction price based on relative standalone selling price, (4) licenses, (5) time value of money, and (6) contract costs.

ASU 2014-09 will replace the current revenue recognition criteria under GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of ASU 2014-09 is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for such goods or services. The two permitted transition methods under ASU 2014-09 are: (i) the full retrospective method, whereby ASU 2014-09 would be applied to each prior reporting period presented and the cumulative effect of adoption would be recognized at the earliest period shown, or (ii) the modified retrospective method, whereby the cumulative effect of applying ASU 2014-09 would be recognized at the date of initial application. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 for one year, making ASU 2014-09 effective for us on January 1, 2018, with early adoption permitted as of January 1, 2017. We will adopt ASU 2014-09 as of January 1, 2018 using the modified retrospective method.

During 2015, we established a project team responsible for the assessment and implementation of ASU 2014-09. We utilized a bottoms-up approach to analyze the impact of ASU 2014-09 on our contracts with customers by reviewing our current accounting policies and practices to identify potential differences that would result from applying the requirements of ASU 2014-09 to our contracts with customers. We are currently in the process of designing and implementing appropriate changes to our business processes, systems and controls to support the accounting and the financial disclosure requirements under ASU 2014-09. We have been closely monitoring the FASB activity related to specific interpretative issues pertaining to ASU 2014-09. During the second half of 2016, we substantially completed our evaluation of the potential changes resulting from the adoption of ASU 2014-09 on our accounting and the financial disclosure requirements and are now moving into the more detailed quantification of the impacts of adopting ASU 2014-09, the more significant of which are discussed below. Based on our analysis to date, we expect that the most significant impacts associated with adopting ASU 2014-09 compared to current GAAP will relate to (i) the deferral of certain commissions on our long-term storage contracts (“Accounting for Commissions”) and (ii) certain policy changes related to initial moves of physical storage, which will be subject to new cost guidance (“Accounting for Initial Moves”).

i. Accounting for Commissions

Under current GAAP, commissions that we pay related to our long-term storage contracts are expensed as incurred. Under ASU 2014-09, however, certain commissions will be capitalized and amortized over the period of expected earned revenue. In the year of adoption, this will result in increased intangible contract assets on our Consolidated Balance Sheet, a reduction in selling, general and administrative expenses and a corresponding increase in amortization expense (assuming consistent levels of spending up through the adoption date) on our Consolidated Statement of Operations and an increase in cash flows from operating activities and a corresponding increase in cash used for investing activities on our Consolidated Statement of Cash Flows.

ii. Accounting for Initial Moves

Under current GAAP, intake costs not charged to transport boxes to one of our facilities, which include labor and transportation costs, are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations. Under ASU 2014-09, however, the revenue and costs associated with all initial moves of physical storage, regardless of whether or not the services associated with such initial moves are provided to the customer at no charge, will be deferred and recognized over the period consistent with the transfer of the service to the customer to which the asset relates. In the year of adoption, this will result in decreased intangible assets and increased deferred revenue on our Consolidated Balance Sheet, a reduction in cost of sales and a corresponding increase in amortization expense (assuming consistent levels of spending up through the adoption date) on our Consolidated Statement of Operations and an increase in cash flows from operating activities and a corresponding increase in cash used for investing activities on our Consolidated Statement of Cash Flows.

b. Other As Yet Adopted Accounting Pronouncements

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). ASU 2016-01 requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income. ASU 2016-01 also impacts financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. ASU 2016-01 is effective for us on January 1, 2018. We do not believe that the adoption of ASU 2016-01 will have a material impact on our consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. ASU 2016-02 also will require certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 will be effective for us on January 1, 2019, with early adoption permitted. We will adopt ASU 2016-02 on January 1, 2019 and are currently evaluating the impact ASU 2016-02 will have on our consolidated financial statements.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18"). ASU 2016-18 provides guidance on the classification of restricted cash in the statement of cash flows. ASU 2016-18 is effective for us on January 1, 2018, with early adoption permitted and is required to be adopted on a retrospective basis. We do not believe that the adoption of ASU 2016-18 will have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business ("ASU 2017-01"). ASU 2017-01 provides greater clarity on the definition of a business to assist entities in evaluating whether transactions should be accounted for as an acquisition or disposal of assets or businesses. ASU 2017-01 is effective for us on January 1, 2018, with early adoption permitted. We are currently evaluating the impact ASU 2017-01 will have on our consolidated financial statements.
Derivative Instruments and Hedging Activities
Derivative Instruments and Hedging Activities Disclosure [Text Block]
Historically, we have entered into forward contracts to hedge our exposures in certain foreign currencies. At the maturity of the forward contracts, we may enter into new forward contracts to hedge movements in the underlying currencies. At the time of settlement, we either pay or receive the net settlement amount from the forward contract and recognize this amount in other expense (income), net in the Consolidated Statements of Operations as a realized foreign exchange gain or loss. At the end of each month, we mark the outstanding forward contracts to market and record an unrealized foreign exchange gain or loss for the mark-to-market valuation. We have not designated any of the forward contracts we have entered into as hedges. Our policy is to record the fair value of each derivative instrument on a gross basis. As of December 31, 2016, we had no forward contracts outstanding. As of March 31, 2017, we had outstanding forward contracts to purchase 46,000 Canadian dollars and sell $34,439 to hedge our foreign exchange exposures associated with the Canadian dollar. As of March 31, 2017, we recorded a derivative asset of $114 which is a component of Prepaid expenses and other on our Consolidated Balance Sheet. During the three months ended March 31, 2016 and 2017, there were no cash receipts or payments included in cash from operating activities from continuing operations related to settlements associated with foreign currency forward contracts.
We have designated a portion of our Euro denominated borrowings by IMI under our Revolving Credit Facility (discussed more fully in Note 5) as a hedge of net investment of certain of our Euro denominated subsidiaries. For the three months ended March 31, 2016 and 2017, we designated, on average, 30,218 and 49,600 Euros, respectively, of our Euro denominated borrowings by IMI under our Revolving Credit Facility as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded the following foreign exchange (losses) gains, net of tax, related to the change in fair value of such debt due to currency translation adjustments, which is a component of accumulated other comprehensive items, net:
 
 
Three Months Ended
March 31,
 
 
2016
 
2017
Foreign exchange (losses) gains
 
$
(1,342
)
 
$
(1,072
)
Less: Tax (benefit) expense on foreign exchange (losses) gains
 

 

Foreign exchange (losses) gains, net of tax
 
$
(1,342
)
 
$
(1,072
)

As of March 31, 2017, cumulative net gains of $17,131, net of tax, are recorded in accumulated other comprehensive items, net associated with this net investment hedge.
Acquisitions
Acquisitions
We account for acquisitions using the acquisition method of accounting, and, accordingly, the assets and liabilities acquired are recorded at their estimated fair values and the results of operations for each acquisition have been included in our consolidated results from their respective acquisition dates. Cash consideration for our various acquisitions in 2017 was primarily provided through cash flows from operating activities and borrowings, as well as cash and cash equivalents on-hand.
a. Acquisition of Recall in 2016

On May 2, 2016 (Sydney, Australia time), we completed the Recall Transaction. At the closing of the Recall Transaction, we paid approximately $331,800 in cash and issued 50,233,412 shares of our common stock which, based on the closing price of our common stock as of April 29, 2016 (the last day of trading on the New York Stock Exchange prior to the closing of the Recall Transaction) of $36.53 per share, resulted in a total purchase price to Recall shareholders of approximately $2,166,900.

In connection with the acquisition of Recall, we sought regulatory approval of the Recall Transaction from the United States Department of Justice (the “DOJ”), the Australian Competition and Consumer Commission (the “ACCC”), the Canada Competition Bureau (the “CCB”) and the United Kingdom Competition and Markets Authority (the “CMA”).

As part of the regulatory approval process, we agreed to make certain divestments in order to address competition concerns raised by the DOJ, the ACCC, the CCB and the CMA in respect of the Recall Transaction (the “Divestments”). The Divestments, all of which were completed during the year ended December 31, 2016, are defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report and are described in greater detail within that note, as well as within Note 10 in this Quarterly Report, were as follows:
i.
United States
The Initial United States Divestments
The Seattle/Atlanta Divestments

ii.
Australia
The Australia Divestment Business

iii.
Canada
The Recall Canadian Divestments
The Iron Mountain Canadian Divestments

iv.
United Kingdom
The UK Divestments

The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of us and Recall on a pro forma basis as if the Recall Transaction had occurred on January 1, 2015. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2015. The Pro Forma Financial Information, for all periods presented, includes adjustments to convert Recall's historical results from International Financial Reporting Standards to GAAP, our current estimates of purchase accounting adjustments (including amortization expenses from acquired intangible assets, depreciation of acquired property, plant and equipment and amortization of favorable and unfavorable operating leases), stock-based compensation and related tax effects. Through March 31, 2017, we and Recall have collectively incurred $140,661 of operating expenditures to complete the Recall Transaction (including advisory and professional fees and costs to complete the Divestments and to provide transitional services required to support the divested businesses during a transition period). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2015. The costs we have incurred to integrate Recall with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs are reflected in the Pro Forma Financial Information in the period in which they were incurred.
The Pro Forma Financial Information, for all periods presented, excludes from income (loss) from continuing operations the results of operations of the Initial United States Divestments, the Seattle/Atlanta Divestments, the Recall Canadian Divestments and the UK Divestments, as these businesses are presented as discontinued operations. See Note 10 for information regarding our conclusion with respect to the presentation of these divestments as discontinued operations. The results of the Australia Divestment Business and the Iron Mountain Canadian Divestments are included within the results from continuing operations in the Pro Forma Financial Information through the closing date of the Australia Sale (as defined in Note 10), in the case of the Australia Divestment Business, and through the closing date of the ARKIVE Sale (as defined in Note 10), in the case of the Iron Mountain Canadian Divestments, as these businesses do not qualify for discontinued operations. See Note 10 for information regarding our conclusion that these divestments do not meet the criteria to be reported as discontinued operations. The Australia Divestment Business and the Iron Mountain Canadian Divestments, collectively, represent $13,376 of total revenues and $806 of total income from continuing operations for the three months ended March 31, 2016.
 
Three Months Ended
March 31, 2016
Total Revenues
$
937,952

Income from Continuing Operations
$
58,058

Per Share Income from Continuing Operations - Basic
$
0.22

Per Share Income from Continuing Operations - Diluted
$
0.22


In addition to our acquisition of Recall, we completed certain other acquisitions during 2016 and 2017. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations.

b. Other Noteworthy Acquisitions

In November 2016, we entered into a binding agreement to acquire the information management assets and operations of Santa Fe Group A/S ("Santa Fe") in ten regions within Europe and Asia in order to expand our presence in southeast Asia and western Europe. In December 2016, we acquired the information management assets and operations of Santa Fe in Hong Kong, Malaysia, Singapore, Spain and Taiwan (the “2016 Santa Fe Transaction”) for approximately 15,200 Euros (approximately $16,000, based upon the exchange rate between the United States dollar and the Euro as of December 30, 2016, the closing date of the 2016 Santa Fe Transaction). Of the total purchase price, 13,500 Euros (or approximately $14,200, based upon the exchange rate between the United States dollar and the Euro on the closing date of the 2016 Santa Fe Transaction) was paid during the year ended December 31, 2016, and the remaining balance is due on the 18-month anniversary of the closing of the 2016 Santa Fe Transaction. During the first quarter of 2017, we acquired the information management assets and operations of Santa Fe in Macau and South Korea (the "2017 Santa Fe Transaction") for approximately 925 Euros (or approximately $1,000, based upon the exchange rate between the United States dollar and the Euro on the closing date of the 2017 Santa Fe Transaction). We expect to acquire Santa Fe's information management assets and operations in India, Indonesia and the Philippines by the end of the second quarter of 2017.

In addition to the 2017 Santa Fe Transaction noted above, during 2017, in order to enhance our existing operations in the United States and Greece and to expand our operations into the United Arab Emirates, we completed the acquisition of three storage and records management companies and one art storage company for total consideration of approximately $13,700. The individual purchase prices of these acquisitions ranged from approximately $2,000 to approximately $4,400.
A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2017 acquisitions is as follows:

Cash Paid (gross of cash acquired)(1)
 
$
13,736

Fair Value of Noncontrolling Interests
 
843

Total Consideration
 
14,579

Fair Value of Identifiable Assets Acquired:
 
 
Cash
 
1,631

Accounts Receivable and Prepaid Expenses
 
1,771

Other Assets
 
692

Property, Plant and Equipment(2)
 
2,845

Customer Relationship Intangible Assets(3)
 
8,222

Accounts Payable, Accrued Expenses and Other Liabilities
 
(6,208
)
Deferred Income Taxes
 
(461
)
Total Fair Value of Identifiable Net Assets Acquired
 
8,492

Goodwill Initially Recorded(4)
 
$
6,087

_______________________________________________________________________________

(1)
Included in cash paid for acquisitions in the Consolidated Statement of Cash Flows for the three months ended March 31, 2017 is net cash acquired of $1,631 and contingent and other payments, net of $82 related to acquisitions made in previous years.

(2)
Consists primarily of racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.f. to Notes to Consolidated Financial Statements included in our Annual Report.

(3)
The weighted average lives of customer relationship intangible assets associated with acquisitions in 2017 was 20 years.

(4) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses.

Allocations of the purchase price for acquisitions made in 2016 and 2017 were based on estimates of the fair value of the net assets acquired and are subject to adjustment upon the finalization of the purchase price allocations. The accounting for business combinations requires estimates and judgments as to expectations for future cash flows of the acquired business, and the allocations of those cash flows to identifiable tangible and intangible assets, in determining the assets acquired and liabilities assumed. The fair values assigned to tangible and intangible assets acquired and liabilities assumed, including contingent consideration, are based on management's best estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. The estimates and assumptions underlying the initial valuations are subject to the collection of information necessary to complete the valuations within the measurement periods, which are up to one year from the respective acquisition dates. The preliminary purchase price allocations that are not finalized as of March 31, 2017 primarily relate to the final assessment of the fair values of intangible assets (primarily customer relationship intangible assets), property, plant and equipment (primarily racking structures), operating leases, contingencies and income taxes (primarily deferred income taxes), primarily associated with the Recall Transaction and the Santa Fe Transaction, as well as other acquisitions which closed in 2017.

As the valuation of certain assets and liabilities for purposes of purchase price allocations are preliminary in nature, they are subject to adjustment as additional information is obtained about the facts and circumstances regarding these assets and liabilities that existed at the acquisition date. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined 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 three months ended March 31, 2017 were not material to our results from operations.
Debt
Debt
Long-term debt is as follows:
 
 
December 31, 2016
 
 
March 31, 2017
 
 
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
 
$
953,548

 
$
(7,530
)
 
$
946,018

 
$
953,548

 
 
$
988,327



$
(6,800
)

$
981,527

 
$
988,327

Term Loan
 
234,375

 

 
234,375

 
234,375

 
 
228,125





228,125

 
228,125

Australian Dollar Term Loan (the "AUD Term Loan")
 
177,198

 
(3,774
)
 
173,424

 
178,923

 
 
186,963



(3,832
)

183,131

 
188,715

6% Senior Notes due 2020 (the "6% Notes due 2020")(1)(2)
 
1,000,000

 
(12,730
)
 
987,270

 
1,052,500

 
 
1,000,000



(11,881
)

988,119

 
1,046,250

43/8% Senior Notes due 2021 (the "43/8% Notes")(1)(2)
 
500,000

 
(7,593
)
 
492,407

 
511,250

 
 
500,000



(7,163
)

492,837

 
512,500

61/8% CAD Senior Notes due 2021 (the "CAD Notes due 2021")(3)
 
148,792

 
(1,635
)
 
147,157

 
155,860

 
 
150,045



(1,561
)

148,484

 
155,859

61/8% GBP Senior Notes due 2022 (the "GBP Notes")(2)
 
493,648

 
(6,214
)
 
487,434

 
527,562

 
 
499,508



(6,012
)

493,496

 
529,478

6% Senior Notes due 2023 (the "6% Notes due 2023")(1)
 
600,000

 
(7,322
)
 
592,678

 
637,500

 
 
600,000



(7,048
)

592,952

 
632,280

53/8% CAD Senior Notes due 2023 (the "CAD Notes due 2023")(2)(3)
 
185,990

 
(3,498
)
 
182,492

 
188,780

 
 
187,557



(3,405
)

184,152

 
193,418

53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(1)
 
1,000,000

 
(10,529
)
 
989,471

 
1,027,500

 
 
1,000,000



(10,186
)

989,814

 
1,017,500

53/8% Senior Notes due 2026 (the "53/8% Notes")(2)
 
250,000

 
(4,044
)
 
245,956

 
242,500

 
 
250,000



(3,937
)

246,063

 
248,750

Real Estate Mortgages, Capital Leases and Other
 
478,565

 
(1,277
)
 
477,288

 
478,565

 
 
518,191



(1,239
)

516,952

 
518,191

Accounts Receivable Securitization Program(4)
 
247,000

 
(384
)
 
246,616

 
247,000

 
 
250,000



(308
)

249,692

 
250,000

Mortgage Securitization Program
 
50,000

 
(1,405
)
 
48,595

 
50,000

 
 
50,000



(1,369
)

48,631

 
50,000

Total Long-term Debt
 
6,319,116

 
(67,935
)
 
6,251,181

 
 

 
 
6,408,716


(64,741
)
 
6,343,975

 
 
Less Current Portion
 
(172,975
)
 

 
(172,975
)
 
 

 
 
(421,535
)

308


(421,227
)
 
 

Long-term Debt, Net of Current Portion
 
$
6,146,141

 
$
(67,935
)
 
$
6,078,206

 
 

 
 
$
5,987,181



$
(64,433
)
 
$
5,922,748

 
 

______________________________________________________________
(1)
Collectively, the "Parent Notes".
(2)
Collectively, the "Unregistered Notes".
(3)
Collectively, the "CAD Notes".
(4)
Because the Accounts Receivable Securitization Program terminates on March 6, 2018, at which point all obligations under the program become due, this debt is classified within the current portion of long-term debt in our Consolidated Balance Sheet as of March 31, 2017.
See Note 4 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of March 31, 2017 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2016 (which are disclosed in our Annual Report). Additionally, see Note 6 for information regarding which of our consolidated subsidiaries guarantee certain of our debt instruments.
a. Credit Agreement
On July 2, 2015, we entered into a new credit agreement (the "Credit Agreement") to refinance our then existing credit agreement. The Credit Agreement terminates on July 6, 2019, at which point all obligations become due, but may be extended by one year at our option, subject to the conditions set forth in the Credit Agreement. Borrowings under the Credit Agreement may be prepaid without penalty or premium, in whole or in part, at any time. The Credit Agreement consists of a revolving credit facility (the "Revolving Credit Facility") and a term loan (the "Term Loan"). The maximum amount permitted to be borrowed under the Revolving Credit Facility is $1,750,000. The original amount of the Term Loan was $250,000. We have the option to request additional commitments of up to $250,000, in the form of term loans or through increased commitments under the Revolving Credit Facility, subject to the conditions specified in the Credit Agreement.
The Revolving Credit Facility is supported by a group of 25 banks and enables IMI and certain of its United States and foreign subsidiaries to borrow in United States dollars and (subject to sublimits) a variety of other currencies (including Canadian dollars, British pounds sterling, Euros and Australian dollars, among other currencies) in an aggregate outstanding amount not to exceed $1,750,000. The Term Loan is to be paid in quarterly installments in an amount equal to $3,125 per quarter, with the remaining balance due on July 3, 2019.
The interest rate on borrowings under the Credit Agreement varies depending on our choice of interest rate and currency options, plus an applicable margin, which varies based on our consolidated leverage ratio. Additionally, the Credit Agreement requires the payment of a commitment fee on the unused portion of the Revolving Credit Facility, which fee ranges from between 0.25% to 0.4% based on our consolidated leverage ratio and fees associated with outstanding letters of credit. As of March 31, 2017, we had $988,327 and $228,125 of outstanding borrowings under the Revolving Credit Facility and the Term Loan, respectively. Of the $988,327 of outstanding borrowings under the Revolving Credit Facility, $741,000 was denominated in United States dollars and 231,530 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $53,649. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2017, which is based on IMI's leverage ratio, the last 12 months' earnings before interest, taxes, depreciation and amortization and rent expense ("EBITDAR"), other adjustments as defined in the Credit Agreement and current external debt, was $708,024 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.0% as of March 31, 2017. The average interest rate in effect under the Revolving Credit Facility was 3.0% and ranged from 2.3% to 5.0% as of March 31, 2017 and the interest rate in effect under the Term Loan as of March 31, 2017 was 3.2%.
The capital stock or other equity interests of most of our United States subsidiaries, and up to 66% of the capital stock or other equity interests of most of our first-tier foreign subsidiaries, are pledged to secure borrowings under the Credit Agreement, together with all intercompany obligations (including promissory notes) of subsidiaries owed to us or to one of our United States subsidiary guarantors. In addition, Iron Mountain Canada Operations ULC ("Canada Company") has pledged 66% of the capital stock of its subsidiaries, and all intercompany obligations (including promissory notes) owed to or held by it, to secure the Canadian dollar subfacility under the Revolving Credit Facility.
The Credit Agreement, our 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 certain other 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 indentures or other agreements governing our indebtedness. The Credit Agreement uses EBITDAR-based calculations as the primary measures of financial performance, including leverage and fixed charge coverage ratios.
Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2016 and March 31 2017, respectively, and our leverage ratio under our indentures as of December 31, 2016 and March 31, 2017, respectively, are as follows:
 
December 31, 2016
 
March 31, 2017
 
Maximum/Minimum Allowable
Net total lease adjusted leverage ratio
5.7

 
5.8

 
Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio
2.7

 
2.7

 
Maximum allowable of 4.0
Bond leverage ratio (not lease adjusted)
5.2

 
5.5

 
Maximum allowable of 6.5
Fixed charge coverage ratio
2.4

 
2.3

 
Minimum allowable of 1.5

As noted in the table above, our maximum allowable net total lease adjusted leverage ratio under the Credit Agreement is 6.5. The Credit Agreement also contains a provision which limits, in certain circumstances, our dividends in any four consecutive fiscal quarters to 95% of Funds From Operations (as defined in the Credit Agreement) for such four fiscal quarters or, if greater, the amount that we would be required to pay in order to continue to be qualified for taxation as a REIT or to avoid the imposition of income or excise taxes on IMI. This limitation only applies when our net total lease adjusted leverage ratio exceeds 6.0 as measured as of the end of the most recently completed fiscal quarter.
Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.
b. Australian Dollar Term Loan
On September 28, 2016, Iron Mountain Australia Group Pty, Ltd., a wholly owned subsidiary of IMI, entered into a 250,000 Australian dollar Syndicated Term Loan B Facility (the "AUD Term Loan"), which matures in September 2022. The AUD Term Loan was issued at 99% of par. The net proceeds of approximately 243,750 Australian dollars (or approximately $185,800, based upon the exchange rate between the Australian dollar and the United States dollar on September 28, 2016 (the settlement date for the AUD Term Loan)), after paying commissions to the joint lead arrangers and net of the original discount, were used to repay outstanding borrowings under the Revolving Credit Facility and for general corporate purposes.
Principal payments on the AUD Term Loan are to be paid in quarterly installments in an amount equivalent to an aggregate of 6,250 Australian dollars per year, with the remaining balance due on September 28, 2022. The AUD Term Loan is secured by substantially all assets of Iron Mountain Australia Group Pty. Ltd. IMI and the Guarantors guarantee all obligations under the AUD Term Loan. The interest rate on the AUD Term Loan is based upon BBSY (an Australian benchmark variable interest rate) plus 4.3%. As of March 31, 2017, we had 246,875 Australian dollars ($188,715 based upon the exchange rate between the United States dollar and the Australian dollar as of March 31, 2017) outstanding on the AUD Term Loan and the interest rate in effect under the AUD Term Loan was 6.1%. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,725 and $1,752 as of December 31, 2016 and March 31, 2017, respectively.
c. Accounts Receivable Securitization Program
In March 2015, we entered into a $250,000 accounts receivable securitization program (the "Accounts Receivable Securitization Program") involving several of our wholly owned subsidiaries and certain financial institutions. Under the Accounts Receivable Securitization Program, certain of our subsidiaries sell substantially all of their United States accounts receivable balances to our wholly owned special purpose entities, Iron Mountain Receivables QRS, LLC and Iron Mountain Receivables TRS, LLC (the "Accounts Receivable Securitization Special Purpose Subsidiaries"). The Accounts Receivable Securitization Special Purpose Subsidiaries use the accounts receivable balances to collateralize loans obtained from certain financial institutions. The Accounts Receivable Securitization Special Purpose Subsidiaries are consolidated subsidiaries of IMI. The Accounts Receivable Securitization Program is accounted for as a collateralized financing activity, rather than a sale of assets, and therefore: (i) accounts receivable balances pledged as collateral are presented as assets and borrowings are presented as liabilities on our Consolidated Balance Sheets, (ii) our Consolidated Statements of Operations reflect the associated charges for bad debt expense related to pledged accounts receivable (a component of selling, general and administrative expenses) and reductions to revenue due to billing and service related credit memos issued to customers and related reserves, as well as interest expense associated with the collateralized borrowings and (iii) receipts from customers related to the underlying accounts receivable are reflected as operating cash flows and borrowings and repayments under the collateralized loans are reflected as financing cash flows within our Consolidated Statements of Cash Flows. Iron Mountain Information Management, LLC ("IMIM") retains the responsibility of servicing the accounts receivable balances pledged as collateral in this transaction and IMI provides a performance guaranty. The Accounts Receivable Securitization Program terminates on March 6, 2018, at which point all obligations become due. The maximum availability allowed is limited by eligible accounts receivable, as defined under the terms of the Accounts Receivable Securitization Program. As of March 31, 2017, the maximum availability allowed and amount outstanding under the Accounts Receivable Securitization Program was $250,000. The interest rate in effect under the Accounts Receivable Securitization Program was 1.9% as of March 31, 2017.
d. Mortgage Securitization Program
In October 2016, we entered into a $50,000 mortgage securitization program (the "Mortgage Securitization Program") involving certain of our wholly owned subsidiaries with Goldman Sachs Mortgage Company (“Goldman Sachs”). Under the Mortgage Securitization Program, IMIM contributed certain real estate assets to its wholly owned special purpose entity, Iron Mountain Mortgage Finance I, LLC (the "Mortgage Securitization Special Purpose Subsidiary"). The Mortgage Securitization Special Purpose Subsidiary then used the real estate to secure a collateralized loan obtained from Goldman Sachs. The Mortgage Securitization Special Purpose Subsidiary is a consolidated subsidiary of IMI. The Mortgage Securitization Program is accounted for as a collateralized financing activity, rather than a sale of assets and therefore: (i) real estate assets pledged as collateral remain as assets and borrowings are presented as liabilities on our Consolidated Balance Sheets, (ii) our Consolidated Statement of Operations reflects the associated charges for depreciation expense related to the pledged real estate and interest expense associated with the collateralized borrowings and (iii) borrowings and repayments under the collateralized loans are reflected as financing cash flows within our Consolidated Statement of Cash Flows. The Mortgage Securitization Program is scheduled to terminate on November 6, 2026, at which point all obligations become due. As of March 31, 2017, the outstanding amount under the Mortgage Securitization Program was $50,000. The interest rate in effect under the Mortgage Securitization Program was 3.5% as of March 31, 2017.
e. Cash Pooling
Certain of our subsidiaries participate in cash pooling arrangements (the “Cash Pools”) with Bank Mendes Gans (“BMG”), an independently operated fully-owned subsidiary of ING Group, in order to help manage global liquidity requirements. Under the Cash Pools, cash deposited by participating subsidiaries with BMG is pledged as security against the drawings of other participating subsidiaries, and legal rights of offset are provided and, therefore, amounts are presented in our Consolidated Balance Sheets on a net basis. Each subsidiary receives interest on the cash balances held on deposit or pays interest on the amounts owed based on an applicable rate as defined in the Cash Pools. At December 31, 2016, we had a net cash position of approximately $1,700 (which consisted of a gross cash position of approximately $69,500 less outstanding borrowings of approximately $67,800 by participating subsidiaries).

During the first quarter of 2017, we significantly expanded our utilization of the Cash Pools and reduced our utilization of our financing centers in Europe for purposes of meeting our global liquidity requirements. As of March 31, 2017, we utilize two separate cash pools with BMG, one of which we utilize to manage global liquidity requirements for our QRSs (the "QRS Cash Pool") and one pool for our TRSs (the "TRS Cash Pool"). As of March 31, 2017, we had a net cash position of approximately $5,400 in the QRS Cash Pool (which consisted of a gross cash position of approximately $478,200 less outstanding borrowings of approximately $472,800 by participating subsidiaries) and we had a net cash position of approximately $11,100 in the TRS Cash Pool (which consisted of a gross cash position of approximately $217,300 less outstanding borrowings of approximately $206,200 by participating subsidiaries). The net cash position balances as of December 31, 2016 and March 31, 2017, respectively, are reflected as cash and cash equivalents in the Consolidated Balance Sheets.
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors
The following data summarizes the consolidating results of IMI on the equity method of accounting as of December 31, 2016 and March 31, 2017 and for the three months ended March 31, 2016 and 2017 and are prepared on the same basis as the consolidated financial statements.
The Parent Notes, CAD Notes, GBP Notes and the 53/8% Notes are guaranteed by the direct and indirect 100% owned United States subsidiaries of IMI, that represent the substantial majority of our United States operations (the "Guarantors"). The guarantees are full and unconditional, as well as joint and several.
Additionally, IMI guarantees the CAD Notes, which were issued by Canada Company, the GBP Notes, which were issued by Iron Mountain Europe PLC ("IME"), and the 53/8% Notes, which were issued by Iron Mountain US Holdings, Inc. which is one of the Guarantors. Canada Company and IME do not guarantee the Parent Notes. The subsidiaries that do not guarantee the Parent Notes, the CAD Notes, the GBP Notes and the 53/8% Notes, including IME, the Accounts Receivable Securitization Special Purpose Subsidiaries and the Mortgage Securitization Special Purpose Subsidiary, but excluding Canada Company, are referred to below as the "Non-Guarantors".
In the normal course of business, we periodically change the ownership structure of our subsidiaries to meet the requirements of our business. In the event of such changes, we recast the prior period financial information within this footnote to conform to the current period presentation in the period such changes occur. Generally, these changes do not alter the designation of the underlying subsidiaries as Guarantors or Non-Guarantors. However, they may change whether the underlying subsidiary is owned by the Parent, a Guarantor, Canada Company or a Non-Guarantor. If such a change occurs, the amount of investment in subsidiaries in the below Consolidated Balance Sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below Consolidated Statements of Operations and Comprehensive Income (Loss) with respect to the relevant Parent, Guarantors, Canada Company, Non-Guarantors and Eliminations columns also would change.
In July 2016, certain Non-Guarantor subsidiaries which were originally established at the time of our acquisition of Crozier Fine Arts in December 2015 (the “Crozier Entities”), were merged into IMIM, a Guarantor and a substantive operating entity (the “Crozier Merger”). As a result of the Crozier Merger, we have recast the accompanying Consolidated Statement of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2016 and the Consolidated Statement of Cash Flows for the three months ended March 31, 2016 to conform to the current period presentation of the Crozier Entities.
 
CONSOLIDATED BALANCE SHEETS
 
December 31, 2016
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Assets
 

 
 

 
 

 
 

 
 

 
 

Current Assets:
 

 
 

 
 

 
 

 
 

 
 

Cash and Cash Equivalents:
$
2,405

 
$
23,380

 
$
17,110

 
$
193,589

 
$

 
$
236,484

Accounts receivable

 
53,364

 
37,781

 
600,104

 

 
691,249

Intercompany receivable

 
653,008

 
21,114

 

 
(674,122
)
 

Prepaid expenses and other

 
70,660

 
4,967

 
108,776

 
(29
)
 
184,374

Total Current Assets
2,405

 
800,412

 
80,972

 
902,469

 
(674,151
)
 
1,112,107

Property, Plant and Equipment, Net
483

 
1,804,991

 
159,391

 
1,118,461

 

 
3,083,326

Other Assets, Net:
 

 
 

 
 

 
 

 
 

 
 

Long-term notes receivable from affiliates and intercompany receivable
4,014,330

 
1,000

 

 

 
(4,015,330
)
 

Investment in subsidiaries
1,659,518

 
699,411

 
35,504

 
77,449

 
(2,471,882
)
 

Goodwill

 
2,602,784

 
217,422

 
1,084,815

 

 
3,905,021

Other

 
765,698

 
49,570

 
571,078

 

 
1,386,346

Total Other Assets, Net
5,673,848

 
4,068,893

 
302,496

 
1,733,342

 
(6,487,212
)
 
5,291,367

Total Assets
$
5,676,736

 
$
6,674,296

 
$
542,859

 
$
3,754,272

 
$
(7,161,363
)
 
$
9,486,800

Liabilities and Equity
 

 
 

 
 

 
 

 
 

 
 

Intercompany Payable
$
558,492

 
$

 
$

 
$
115,630

 
$
(674,122
)
 
$

Current Portion of Long-Term Debt

 
51,456

 

 
121,548

 
(29
)
 
172,975

Total Other Current Liabilities
58,478

 
488,194

 
40,442

 
286,468

 

 
873,582

Long-Term Debt, Net of Current Portion
3,093,388

 
1,055,642

 
335,410

 
1,593,766

 

 
6,078,206

Long-Term Notes Payable to Affiliates and Intercompany Payable
1,000

 
4,014,330

 

 

 
(4,015,330
)
 

Other Long-term Liabilities

 
127,715

 
54,054

 
188,900

 

 
370,669

Commitments and Contingencies (See Note 8)
 

 
 

 
 

 
 

 
 

 
 

Redeemable Noncontrolling Interests
28,831

 

 

 
25,866

 

 
54,697

Total Iron Mountain Incorporated Stockholders' Equity           
1,936,547

 
936,959

 
112,953

 
1,421,970

 
(2,471,882
)
 
1,936,547

Noncontrolling Interests

 

 

 
124

 

 
124

Total Equity
1,936,547

 
936,959

 
112,953

 
1,422,094

 
(2,471,882
)
 
1,936,671

Total Liabilities and Equity
$
5,676,736

 
$
6,674,296

 
$
542,859

 
$
3,754,272

 
$
(7,161,363
)
 
$
9,486,800

CONSOLIDATED BALANCE SHEETS (Continued)
 
March 31, 2017
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Assets
 

 
 

 
 

 
 

 
 

 
 

Current Assets:
 

 
 

 
 

 
 

 
 

 
 

Cash and cash equivalents(1)
$
470

 
$
64,550

 
$
5,763

 
$
410,667

 
$
(185,822
)
 
$
295,628

Accounts receivable

 
36,545

 
36,215

 
648,270

 

 
721,030

Intercompany receivable

 
904,316

 
33,923

 

 
(938,239
)
 

Prepaid expenses and other
114

 
79,337

 
6,325

 
96,232

 
(29
)
 
181,979

Total Current Assets
584

 
1,084,748

 
82,226

 
1,155,169

 
(1,124,090
)
 
1,198,637

Property, Plant and Equipment, Net
438

 
1,810,787

 
157,814

 
1,142,701

 

 
3,111,740

Other Assets, Net:
 

 
 

 
 

 
 

 
 

 
 

Long-term notes receivable from affiliates and intercompany receivable
4,214,179

 
1,000

 

 

 
(4,215,179
)
 

Investment in subsidiaries
1,750,210

 
785,770

 
35,948

 
85,456

 
(2,657,384
)
 

Goodwill

 
2,584,712

 
217,837

 
1,154,509

 

 
3,957,058

Other

 
762,098

 
49,211

 
593,390

 

 
1,404,699

Total Other Assets, Net
5,964,389

 
4,133,580

 
302,996

 
1,833,355

 
(6,872,563
)
 
5,361,757

Total Assets
$
5,965,411

 
$
7,029,115

 
$
543,036

 
$
4,131,225

 
$
(7,996,653
)
 
$
9,672,134

Liabilities and Equity
 

 
 

 
 

 
 

 
 

 
 

Intercompany Payable
$
698,066

 
$

 
$

 
$
240,173

 
$
(938,239
)
 
$

Borrowings under cash pools

 
138,693

 

 
47,129

 
(185,822
)
 

Current Portion of Long-Term Debt

 
45,837

 

 
375,419

 
(29
)
 
421,227

Total Other Current Liabilities
199,038

 
454,823

 
41,747

 
301,634

 

 
997,242

Long-Term Debt, Net of Current Portion
3,159,864

 
1,014,038

 
338,456

 
1,410,390

 

 
5,922,748

Long-Term Notes Payable to Affiliates and Intercompany Payable
1,000

 
4,214,179

 

 

 
(4,215,179
)
 

Other Long-term Liabilities

 
138,228

 
41,429

 
180,178

 

 
359,835

Commitments and Contingencies (See Note 8)
 

 
 

 
 

 
 

 
 

 
 

Redeemable Noncontrolling Interests
4,718

 

 

 
62,590

 

 
67,308

Total Iron Mountain Incorporated Stockholders' Equity           
1,902,725

 
1,023,317

 
121,404

 
1,512,663

 
(2,657,384
)
 
1,902,725

Noncontrolling Interests

 

 

 
1,049

 

 
1,049

Total Equity
1,902,725

 
1,023,317

 
121,404

 
1,513,712

 
(2,657,384
)
 
1,903,774

Total Liabilities and Equity
$
5,965,411

 
$
7,029,115

 
$
543,036

 
$
4,131,225

 
$
(7,996,653
)
 
$
9,672,134


______________________________________________________________
(1)
Included within Cash and Cash Equivalents at March 31, 2017 is approximately $58,200 and $144,100 of cash on deposit associated with our Cash Pools for the Guarantor and Non-Guarantors, respectively. See Note 5 for more information on our Cash Pools.



CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
 
Three Months Ended March 31, 2016
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Revenues:
 

 
 

 
 

 
 

 
 

 
 

Storage rental
$

 
$
313,619

 
$
27,605

 
$
119,987

 
$

 
$
461,211

Service

 
188,908

 
14,642

 
85,929

 

 
289,479

Intercompany revenues

 
1,013

 

 
17,345

 
(18,358
)
 

Total Revenues

 
503,540

 
42,247

 
223,261

 
(18,358
)
 
750,690

Operating Expenses:
 

 
 

 
 

 
 

 
 

 


Cost of sales (excluding depreciation and amortization)

 
208,154

 
6,790

 
111,161

 

 
326,105

Selling, general and administrative
72

 
150,019

 
3,373

 
54,302

 

 
207,766

Intercompany cost of sales

 
3,354

 
13,991

 
1,013

 
(18,358
)
 

Depreciation and amortization
45

 
56,926

 
3,079

 
27,154

 

 
87,204

(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net

 
(570
)
 
6

 
113

 

 
(451
)
Total Operating Expenses
117

 
417,883

 
27,239

 
193,743

 
(18,358
)
 
620,624

Operating (Loss) Income
(117
)
 
85,657

 
15,008

 
29,518

 

 
130,066

Interest Expense (Income), Net
39,984

 
(8,509
)
 
10,034

 
25,553

 

 
67,062

Other Expense (Income), Net
886

 
3,456

 
(20
)
 
(16,259
)
 

 
(11,937
)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes
(40,987
)
 
90,710

 
4,994

 
20,224

 

 
74,941

Provision (Benefit) for Income Taxes

 
9,070

 
1,866

 
964

 

 
11,900

Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(103,761
)
 
(22,374
)
 
(1,371
)
 
(3,128
)
 
130,634

 

Net Income (Loss)
62,774

 
104,014

 
4,499

 
22,388

 
(130,634
)
 
63,041

Less: Net Income (Loss) Attributable to Noncontrolling Interests

 

 

 
267

 

 
267

Net Income (Loss) Attributable to Iron Mountain Incorporated
$
62,774

 
$
104,014

 
$
4,499

 
$
22,121

 
$
(130,634
)
 
$
62,774

Net Income (Loss)
$
62,774

 
$
104,014

 
$
4,499

 
$
22,388

 
$
(130,634
)
 
$
63,041

Other Comprehensive Income (Loss):
 
 
 
 
 
 
 
 
 
 
 
Foreign Currency Translation Adjustments
(1,342
)
 

 
1,789

 
23,531

 

 
23,978

Market Value Adjustments for Securities

 
(734
)
 

 

 

 
(734
)
Equity in Other Comprehensive Income (Loss) of Subsidiaries
24,099

 
24,099

 
661

 
1,789

 
(50,648
)
 

Total Other Comprehensive Income (Loss)
22,757

 
23,365

 
2,450

 
25,320

 
(50,648
)
 
23,244

Comprehensive Income (Loss)
85,531

 
127,379

 
6,949

 
47,708

 
(181,282
)
 
86,285

Comprehensive Income (Loss) Attributable to Noncontrolling Interests

 

 

 
754

 

 
754

Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
$
85,531

 
$
127,379

 
$
6,949

 
$
46,954

 
$
(181,282
)
 
$
85,531


CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued)
 
Three Months Ended March 31, 2017
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Revenues:
 

 
 

 
 

 
 

 
 

 
 

Storage rental
$

 
$
349,351

 
$
32,006

 
$
190,922

 
$

 
$
572,279

Service

 
218,209

 
16,050

 
132,338

 

 
366,597

Intercompany revenues

 
1,097

 

 
22,342

 
(23,439
)
 

Total Revenues

 
568,657

 
48,056

 
345,602

 
(23,439
)
 
938,876

Operating Expenses:
 

 
 

 
 

 
 

 
 

 
 

Cost of sales (excluding depreciation and amortization)

 
239,329

 
7,550

 
179,828

 

 
426,707

Selling, general and administrative
79

 
162,705

 
3,561

 
73,821

 

 
240,166

Intercompany cost of sales

 
6,606

 
15,736

 
1,097

 
(23,439
)
 

Depreciation and amortization
46

 
76,161

 
4,238

 
44,262

 

 
124,707

(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net

 
(548
)
 
2

 
87

 

 
(459
)
Total Operating Expenses
125

 
484,253

 
31,087

 
299,095

 
(23,439
)
 
791,121

Operating (Loss) Income
(125
)
 
84,404

 
16,969

 
46,507

 

 
147,755

Interest Expense (Income), Net
42,784

 
(3,279
)
 
11,670

 
34,880

 

 
86,055

Other Expense (Income), Net
81

 
2,519

 
(27
)
 
(8,937
)
 

 
(6,364
)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes
(42,990
)

85,164


5,326


20,564




68,064

Provision (Benefit) for Income Taxes

 
12,744

 
(3,488
)
 
(36
)
 

 
9,220

Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(101,115
)
 
(23,413
)
 
(157
)
 
(8,814
)
 
133,499

 

Income (Loss) from Continuing Operations
58,125

 
95,833

 
8,971

 
29,414

 
(133,499
)
 
58,844

Income (Loss) from Discontinued Operations, Net of Tax

 
198

 

 
(535
)
 

 
(337
)
Net Income (Loss)
58,125

 
96,031

 
8,971

 
28,879

 
(133,499
)
 
58,507

Less: Net Income (Loss) Attributable to Noncontrolling Interests

 

 

 
382

 

 
382

Net Income (Loss) Attributable to Iron Mountain Incorporated
$
58,125

 
$
96,031

 
$
8,971

 
$
28,497

 
$
(133,499
)
 
$
58,125

Net Income (Loss)
$
58,125

 
$
96,031

 
$
8,971

 
$
28,879

 
$
(133,499
)
 
$
58,507

Other Comprehensive Income (Loss):
 

 
 

 
 

 
 

 
 

 
 

Foreign Currency Translation Adjustments
(1,072
)
 

 
635

 
51,221

 

 
50,784

Equity in Other Comprehensive Income (Loss) of Subsidiaries
52,406

 
28,540

 
287

 
635

 
(81,868
)
 

Total Other Comprehensive Income (Loss)
51,334

 
28,540

 
922

 
51,856

 
(81,868
)
 
50,784

Comprehensive Income (Loss)
109,459

 
124,571

 
9,893

 
80,735

 
(215,367
)
 
109,291

Comprehensive (Loss) Income Attributable to Noncontrolling Interests

 

 

 
(168
)
 

 
(168
)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
$
109,459

 
$
124,571

 
$
9,893

 
$
80,903

 
$
(215,367
)
 
$
109,459


 
 

CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Three Months Ended March 31, 2016
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Cash Flows from Operating Activities:
 

 
 

 
 

 
 

 
 

 
 

Cash Flows from Operating Activities
$
(48,737
)
 
$
121,636

 
$
6,477

 
$
1,742

 
$

 
$
81,118

Cash Flows from Investing Activities:
 

 
 

 
 

 
 

 
 

 
 

Capital expenditures

 
(61,886
)
 
(1,007
)
 
(17,959
)
 

 
(80,852
)
Cash paid for acquisitions, net of cash acquired

 

 
130

 
(19,470
)
 

 
(19,340
)
Intercompany loans to subsidiaries
166,442

 
31,987

 

 

 
(198,429
)
 

Investment in subsidiaries
(1,585
)
 
(1,585
)
 

 

 
3,170

 

Acquisitions of customer relationships and customer inducements

 
(4,733
)
 

 
(2,525
)
 

 
(7,258
)
Proceeds from sales of property and equipment and other, net (including real estate)

 
50

 

 
119

 

 
169

Cash Flows from Investing Activities
164,857

 
(36,167
)
 
(877
)
 
(39,835
)
 
(195,259
)
 
(107,281
)
Cash Flows from Financing Activities:
 

 
 

 
 

 
 

 
 

 
 

Repayment of revolving credit and term loan facilities and other debt
(8,463
)
 
(1,422,545
)
 
(383,896
)
 
(569,311
)
 

 
(2,384,215
)
Proceeds from revolving credit and term loan facilities and other debt

 
1,500,499

 
370,816

 
638,530

 

 
2,509,845

Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net

 

 

 
885

 

 
885

Intercompany loans from parent

 
(167,514
)
 
(1,111
)
 
(29,804
)
 
198,429

 

Equity contribution from parent

 
1,585

 

 
1,585

 
(3,170
)
 

Parent cash dividends
(104,931
)
 

 

 

 

 
(104,931
)
Net (payments) proceeds associated with employee
stock-based awards
(1,975
)
 

 

 

 

 
(1,975
)
Excess tax (deficiency) benefit from stock-based compensation
(348
)
 

 

 

 

 
(348
)
Cash Flows from Financing Activities
(115,717
)
 
(87,975
)
 
(14,191
)
 
41,885

 
195,259

 
19,261

Effect of exchange rates on cash and cash equivalents

 

 
(608
)
 
(2,926
)
 

 
(3,534
)
Increase (Decrease) in cash and cash equivalents
403

 
(2,506
)
 
(9,199
)
 
866

 

 
(10,436
)
Cash and cash equivalents, beginning of period
151

 
7,803

 
13,182

 
107,245

 

 
128,381

Cash and cash equivalents, end of period
$
554

 
$
5,297

 
$
3,983

 
$
108,111

 
$

 
$
117,945

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
 
Three Months Ended March 31, 2017
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Cash Flows from Operating Activities:
 

 
 

 
 

 
 

 
 

 
 

Cash Flows from Operating Activities—Continuing Operations
$
(41,288
)
 
$
136,411

 
$
5,291

 
$
21,760

 
$

 
$
122,174

Cash Flows from Operating Activities—Discontinued Operations

 
198

 
(535
)
 

 

 
(337
)
Cash Flows from Operating Activities
(41,288
)
 
136,609

 
4,756

 
21,760

 

 
121,837

Cash Flows from Investing Activities:
 

 
 

 
 

 
 

 
 

 
 

Capital expenditures

 
(53,175
)
 
(2,555
)
 
(17,472
)
 

 
(73,202
)
Cash paid for acquisitions, net of cash acquired

 
(6,380
)
 

 
(5,807
)
 

 
(12,187
)
Intercompany loans to subsidiaries
(1,187
)
 
(72,807
)
 

 
(478
)
 
74,472

 

Investment in subsidiaries
(16,170
)
 

 

 

 
16,170

 

Acquisitions of customer relationships and customer inducements

 
(20,653
)
 
(271
)
 
(479
)
 

 
(21,403
)
Net proceeds from Iron Mountain Divestments (see Note 10)

 

 

 
2,423

 

 
2,423

Proceeds from sales of property and equipment and other, net (including real estate)

 
93

 
2

 
(29
)
 

 
66

Cash Flows from Investing Activities—Continuing Operations
(17,357
)
 
(152,922
)
 
(2,824
)
 
(21,842
)
 
90,642

 
(104,303
)
Cash Flows from Investing Activities—Discontinued Operations

 

 

 

 

 

Cash Flows from Investing Activities
(17,357
)
 
(152,922
)
 
(2,824
)
 
(21,842
)
 
90,642

 
(104,303
)
Cash Flows from Financing Activities:
 

 
 

 
 

 
 

 
 

 
 

Repayment of revolving credit and term loan facilities and other debt
(31,733
)
 
(1,495,558
)
 
(71
)
 
(1,154,986
)
 

 
(2,682,348
)
Proceeds from revolving credit and term loan facilities and other debt
94,811

 
1,423,653

 

 
1,196,319

 

 
2,714,783

Borrowings (payments) under cash pools

 
138,693

 

 
47,129

 
(185,822
)
 

Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net

 

 

 
10,668

 

 
10,668

Intercompany loans from parent

 
(9,305
)
 
(12,680
)
 
96,457

 
(74,472
)
 

Equity contribution from parent

 

 

 
16,170

 
(16,170
)
 

Parent cash dividends
(2,060
)
 

 

 

 

 
(2,060
)
Net payments associated with employee stock-based awards
(4,308
)
 

 

 

 

 
(4,308
)
Payment of debt financing and stock issuance costs              

 

 
(73
)
 

 

 
(73
)
Cash Flows from Financing Activities—Continuing Operations
56,710

 
57,483

 
(12,824
)
 
211,757

 
(276,464
)
 
36,662

Cash Flows from Financing Activities—Discontinued Operations

 

 

 

 

 

Cash Flows from Financing Activities
56,710

 
57,483

 
(12,824
)
 
211,757

 
(276,464
)
 
36,662

Effect of exchange rates on cash and cash equivalents

 

 
(455
)
 
5,403

 

 
4,948

(Decrease) Increase in cash and cash equivalents
(1,935
)
 
41,170

 
(11,347
)
 
217,078

 
(185,822
)
 
59,144

Cash and cash equivalents, beginning of period
2,405

 
23,380

 
17,110

 
193,589

 

 
236,484

Cash and cash equivalents, end of period
$
470

 
$
64,550

 
$
5,763

 
$
410,667

 
$
(185,822
)
 
$
295,628

Segment Information
Segment Information
Our five reportable operating segments as of December 31, 2016 are described in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows:
North American Records and Information Management Business
North American Data Management Business
Western European Business
Other International Business
Corporate and Other Business

There have been no changes made to our reportable operating segments since December 31, 2016. The operations associated with acquisitions completed during the first three months of 2017 (which are described in Note 4) have been incorporated into our existing reportable operating segments.
An analysis of our business segment information and reconciliation to the accompanying Consolidated Financial Statements is as follows:
 
 
North American
Records and
Information
Management
Business
 
North American
Data
Management
Business
 
Western European Business
 
Other International Business
 
Corporate
and Other
Business
 
Total
Consolidated
For the Three Months Ended March 31, 2016
 
 

 
 

 
 
 
 

 
 

 
 

Total Revenues
 
$
444,681

 
$
96,343

 
$
93,876

 
$
101,341

 
$
14,449

 
$
750,690

Depreciation and Amortization
 
45,350

 
5,670

 
11,251

 
14,286

 
10,647

 
87,204

Depreciation
 
40,255

 
5,422

 
8,671

 
10,902

 
10,140

 
75,390

Amortization
 
5,095

 
248

 
2,580

 
3,384

 
507

 
11,814

Adjusted EBITDA
 
176,557

 
53,460

 
31,946

 
21,576

 
(48,393
)
 
235,146

Expenditures for Segment Assets
 
46,666

 
4,827

 
6,060

 
32,156

 
17,741

 
107,450

Capital Expenditures
 
42,088

 
4,827

 
4,059

 
12,162

 
17,716

 
80,852

Cash (Received) Paid for Acquisitions, Net of Cash Acquired
 
(130
)
 

 

 
19,470

 

 
19,340

Acquisitions of Customer Relationships and Customer Inducements
 
4,708

 

 
2,001

 
524

 
25

 
7,258

For the Three Months Ended March 31, 2017
 
 

 
 

 
 
 
 

 
 

 
 

Total Revenues
 
507,597

 
106,950

 
120,072

 
189,241

 
15,016

 
938,876

Depreciation and Amortization
 
60,535

 
8,933

 
14,297

 
27,676

 
13,266

 
124,707

Depreciation
 
51,952

 
6,673

 
10,888

 
19,305

 
10,774

 
99,592

Amortization
 
8,583

 
2,260

 
3,409

 
8,371

 
2,492

 
25,115

Adjusted EBITDA
 
209,530

 
55,912

 
34,142

 
55,347

 
(62,357
)
 
292,574

Expenditures for Segment Assets
 
51,888

 
8,737

 
5,025

 
18,620

 
22,522

 
106,792

Capital Expenditures
 
26,578

 
8,737

 
4,898

 
12,467

 
20,522

 
73,202

Cash Paid (Received) for Acquisitions, Net of Cash Acquired
 
4,379

 

 

 
5,808

 
2,000

 
12,187

Acquisitions of Customer Relationships and Customer Inducements
 
20,931

 

 
127

 
345

 

 
21,403

The accounting policies of the reportable segments are the same as those described in Note 2 and in our Annual Report. Adjusted EBITDA for each segment is defined as income (loss) from continuing operations before interest expense, net, provision (benefit) for income taxes, depreciation and amortization, and also excludes certain items that we believe are not indicative of our core operating results, specifically: (i) (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net; (ii) intangible impairments; (iii) other (income) expense, net; (iv) gain on sale of real estate, net of tax; and (v) Recall Costs (as defined below). Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocating resources to, our operating segments.
A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Adjusted EBITDA
$
235,146

 
$
292,574

(Add)/Deduct:
 
 
 
(Gain) Loss on Disposal/Write-Down of Property, Plant and Equipment (Excluding Real Estate), Net
(451
)
 
(459
)
Provision (Benefit) for Income Taxes
11,900

 
9,220

Other (Income) Expense, Net
(11,937
)
 
(6,364
)
Interest Expense, Net
67,062

 
86,055

Depreciation and Amortization
87,204

 
124,707

Recall Costs(1)
18,327

 
20,571

Income (Loss) from Continuing Operations
$
63,041

 
$
58,844

_______________________________________________________________________________

(1)
Represents operating expenditures to complete the Recall Transaction, including advisory and professional fees and costs to complete the Divestments required in connection with receipt of regulatory approval, including transitional services required to support the divested businesses during a transition period and operating expenditures to integrate Recall with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs ("Recall Costs").
Commitments and Contingencies
Commitments and Contingencies
a.    Litigation—General

We are involved in litigation from time to time in the ordinary course of business. A portion of the defense and/or
settlement costs associated with such litigation is covered by various commercial liability insurance policies purchased by us
and, in limited cases, indemnification from third parties. Our policy is to establish reserves for loss contingencies when the
losses are both probable and reasonably able to be estimated. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. The matters described below represent our significant loss contingencies. We have evaluated each matter and, if both probable and reasonably able to be estimated, accrued an amount that represents our estimate of any probable loss associated with such matter. In addition, we have estimated a reasonably possible range for all loss contingencies including those described below. We believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $20,000 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangements.
b. Italy Fire
On November 4, 2011, we experienced a fire at a facility we leased in Aprilia, Italy. The facility primarily stored archival and inactive business records for local area businesses. Despite quick response by local fire authorities, damage to the building was extensive, and the building and its contents were a total loss. We have been sued by five customers. Four of those lawsuits have been settled and one, a claim asserted by Azienda per i Transporti Autoferrotranviari del Comune di Roma, S.p.A, seeking 42,600 Euros for the loss of its current and historical archives, remains pending. We have also received correspondence from other affected customers, including certain customers demanding payment under various theories of liability. Although our warehouse legal liability insurer has reserved its rights to contest coverage related to certain types of potential claims, we believe we carry adequate insurance. We deny any liability with respect to the fire and we have referred these claims to our warehouse legal liability insurer for an appropriate response. We do not expect that this event will have a material impact on our consolidated financial condition, results of operations or cash flows. We sold our Italian operations on April 27, 2012, and we indemnified the buyers related to certain obligations and contingencies associated with the fire. As a result of the sale of the Italian operations, any future statement of operations and cash flow impacts related to the fire will be reflected as discontinued operations.
c. Argentina Fire
On February 5, 2014, we experienced a fire at a facility we own in Buenos Aires, Argentina. As a result of the quick response by local fire authorities, the fire was contained before the entire facility was destroyed and all employees were safely evacuated; however, a number of first responders lost their lives, or in some cases, were severely injured. The cause of the fire is currently being investigated. We believe we carry adequate insurance and do not expect that this event will have a material impact to our consolidated financial condition, results of operations or cash flows. Revenues from our operations at this facility represent less than 0.5% of our consolidated revenues.
d. Brooklyn Fire (Recall)
On January 31, 2015, a former Recall leased facility located in Brooklyn, New York was completely destroyed by a fire. Approximately 900,000 cartons of customer records were lost impacting approximately 1,200 customers. No one was injured as a result of the fire. We believe we carry adequate insurance to cover any losses resulting from the fire. There are three pending customer-related lawsuits stemming from the fire, which are being defended by our warehouse legal liability insurer. We have also received correspondence from other customers, under various theories of liability. We deny any liability with respect to the fire and we have referred these claims to our insurer for an appropriate response. We do not expect that this event will have a material impact on our consolidated financial condition, results of operations or cash flows.

e. Roye Fire (Recall)

On January 28, 2002, a former leased Recall records management facility located in Roye, France was destroyed by a fire.
Local French authorities conducted an investigation relating to the fire and issued a charge of criminal negligence for non-compliance with security regulations against the Recall entity that leased the facility. We intend to defend this matter
vigorously. We are currently corresponding with various customers impacted by the fire who are seeking payment under various
theories of liability. There is also pending civil litigation with the owner of the destroyed facility, who is demanding payment
for lost rental income and other items. Based on known and expected claims and our expectation of the ultimate outcome of
those claims, we believe we carry adequate insurance coverage. We do not expect that this event will have a material impact on
our consolidated financial condition, results of operations or cash flows.
Stockholders' Equity Matters
Stockholders' Equity Matters
Our board of directors has adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. The amount and timing of future dividends will continue to be subject to the approval of our board of directors, in its sole discretion, and to applicable legal requirements.
In fiscal year 2016 and in the first three months of 2017, our board of directors declared the following dividends:
Declaration Date
 
Dividend
Per Share
 
Record Date
 
Total
Amount
 
Payment Date
February 17, 2016
 
0.4850

 
March 7, 2016
 
$
102,651

 
March 21, 2016
May 25, 2016
 
0.4850

 
June 6, 2016
 
127,469

 
June 24, 2016
July 27, 2016
 
0.4850

 
September 12, 2016
 
127,737

 
September 30, 2016
October 31, 2016
 
0.5500

 
December 15, 2016
 
145,006

 
December 30, 2016
February 15, 2017
 
0.5500

 
March 15, 2017
 
145,235

 
April 3, 2017
Divestments
Divestments
As disclosed in Note 4, in connection with the acquisition of Recall, we sought regulatory approval of the Recall Transaction from the DOJ, the ACCC, the CCB and the CMA and, as part of the regulatory approval process, we agreed to make the Divestments.
On May 4, 2016, we completed the sale of the Initial United States Divestments to Access CIG, LLC, a privately held provider of information management services throughout the United States (“Access CIG”), for total consideration of approximately $80,000, subject to adjustments (the “Access Sale”). Of the total consideration, we received $55,000 in cash proceeds upon closing of the Access Sale, and we are entitled to receive up to $25,000 of additional cash proceeds on the 27-month anniversary of the closing of the Access Sale (the "Access Contingent Consideration"). Our estimate of the fair value of the Access Contingent Consideration is approximately $21,400 (which reflects a fair value adjustment of approximately $2,200 and a present value adjustment of approximately $1,400). We have a non-trade receivable amounting to $22,000 included in Other, a component of Other Assets, Net in our Consolidated Balance Sheet as of March 31, 2017 related to the Access Contingent Consideration.

On December 29, 2016, we completed the sale of the Seattle/Atlanta Divestments, the Recall Canadian Divestments and the Iron Mountain Canadian Divestments to ARKIVE, Inc., an information management company (“ARKIVE”), for total consideration of approximately $50,000, subject to adjustments (the “ARKIVE Sale”). Of the total consideration, we received approximately $45,000 in cash proceeds upon the closing of the ARKIVE Sale and the remaining consideration is held in escrow. ARKIVE may be entitled to receive from us, on the 24-month anniversary of the closing of the ARKIVE Sale, cash payments, up to the total consideration paid by ARKIVE, based on lost revenues attributable to the acquired customer base.
On October 31, 2016, after receiving approval of the proposed transaction from the ACCC, we completed the sale of the Australia Divestment Business (the “Australia Sale”) to a consortium led by Housatonic Partners (the “Australia Divestment Business Purchasers”) for total consideration of approximately 70,000 Australian dollars (or approximately $53,200, based upon the exchange rate between the United States dollar and the Australian dollar as of October 31, 2016, the closing date of the Australia Sale), subject to adjustments. The total consideration consists of (i) 35,000 Australian dollars in cash received upon the closing of the Australia Sale and (ii) 35,000 Australian dollars in the form of a note due from the Australia Divestment Business Purchasers to us (the “Bridging Loan Note”). The Bridging Loan Note bears interest at 3.3% per annum and matures on December 29, 2017, at which point all outstanding obligations become due. The total consideration for the Australia Sale is subject to certain adjustments, including ones associated with customer attrition, subsequent to the closing of the Australia Sale.

On December 9, 2016, we completed the sale of the UK Divestments (the "UK Sale") to the Oasis Group for total consideration of approximately 1,800 British pounds sterling (or approximately $2,200, based upon the exchange rate between the United States dollar and the British pound sterling as of December 9, 2016, the closing date of the UK Sale), subject to adjustments.

We have concluded that the Australian Divestment Business and the Iron Mountain Canadian Divestments (collectively, the “Iron Mountain Divestments”) do not meet the criteria to be reported as discontinued operations as our decision to divest these businesses did not represent a strategic shift that had a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with the Iron Mountain Divestments are presented as a component of income (loss) from continuing operations in our Consolidated Statement of Operations for the three months ended March 31, 2016 and the cash flows associated with the Iron Mountain Divestments are presented as a component of cash flows from continuing operations in our Consolidated Statement of Cash Flows for the three months ended March 31, 2016.
We have concluded that the Initial United States Divestments, the Seattle/Atlanta Divestments, the Recall Canadian Divestments and the UK Divestments (collectively, the “Recall Divestments”) meet the criteria to be reported as discontinued operations in our Consolidated Statement of Operations and Consolidated Statement of Cash Flows as the Recall Divestments met the criteria to be reported as assets and liabilities held for sale at, or within a short period of time following, the closing of the Recall Transaction.
The table below summarizes certain results of operations of the Recall Divestments:
 
 
Three Months Ended March 31, 2017
Description
 
Initial
United States Divestments
 
Seattle/Atlanta Divestments
 
Recall Canadian Divestments
 
UK Divestments
 
Total(1)
Income (Loss) from Discontinued Operations Before Provision (Benefit) for Income Taxes
 
$

 
$
239

 
$
(668
)
 
$

 
$
(429
)
Provision (Benefit) for Income Taxes
 

 
41


(133
)
 

 
(92
)
Income (Loss) from Discontinued Operations, Net of Tax
 
$

 
$
198

 
$
(535
)
 
$

 
$
(337
)
_____________________________________________________________________________

(1) During the three months ended March 31, 2017, we recognized a loss from discontinued operations before benefit for income taxes of $429, primarily related to costs associated with transitional service agreements related to the Recall Divestments.
Recall Costs (Notes)
Recall Costs
Recall Costs included in the accompanying Consolidated Statements of Operations are as follows:
 
 
Three Months Ended
March 31,
 
 
2016
 
2017
Cost of sales (excluding depreciation and amortization)
 
$

 
$
7,887

Selling, general and administrative expenses
 
18,327

 
12,684

Total Recall Costs
 
$
18,327

 
$
20,571


Recall Costs included in the accompanying Consolidated Statements of Operations by segment are as follows:
 
 
Three Months Ended
March 31,
 
 
2016
 
2017
North American Records and Information Management Business
 
$
39

 
$
7,299

North American Data Management Business
 

 
873

Western European Business
 
217

 
3,216

Other International Business
 
431

 
1,651

Corporate and Other Business
 
17,640

 
7,532

Total Recall Costs
 
$
18,327

 
$
20,571


A rollforward of accrued liabilities related to Recall Costs on our Consolidated Balance Sheets as of December 31, 2016 to March 31, 2017 is as follows:
 
Accrual for Recall Costs
Balance at December 31, 2016
$
4,914

Amounts accrued
5,147

Change in estimates(1)
(230
)
Payments
(5,371
)
Currency translation adjustments
47

Balance at March 31, 2017(2)
$
4,507

_______________________________________________________________________________
(1)
Includes adjustments made to amounts accrued in a prior period.
(2)
Accrued liabilities related to Recall Costs as of March 31, 2017 presented in the table above generally related to employee severance costs and onerous lease liabilities. We expect that the majority of these liabilities will be paid throughout 2017. Additional Recall Costs recorded in our Consolidated Statement of Operations have either been settled in cash during the three months ended March 31, 2017 or are included in our Consolidated Balance Sheet as of March 31, 2017 as a component of accounts payable.
Summary of Significant Accounting Policies (Policies)
Foreign Currency
Local currencies are the functional currencies for our operations outside the United States, with the exception of certain foreign holding companies and our financing centers in Europe, whose functional currency is the United States dollar. In those instances where the local currency is the functional currency, assets and liabilities are translated at period-end exchange rates, and revenues and expenses are translated at average exchange rates for the applicable period. Resulting translation adjustments are reflected in the accumulated other comprehensive items, net component of Iron Mountain Incorporated Stockholders' Equity, Redeemable Noncontrolling Interests and Noncontrolling Interests in the accompanying Consolidated Balance Sheets. The gain or loss on foreign currency transactions, calculated as the difference between the historical exchange rate and the exchange rate at the applicable measurement date, including those related to (i) borrowings in certain foreign currencies under our Revolving Credit Facility (as defined in Note 5) and (ii) certain foreign currency denominated intercompany obligations of our foreign subsidiaries to us and between our foreign subsidiaries, which are not considered permanently invested, are included in Other (Income) Expense, Net, in the accompanying Consolidated Statements of Operations.
Goodwill and Other Intangible Assets
Goodwill
Goodwill is not amortized but is reviewed annually for impairment, or more frequently if impairment indicators arise. We have selected October 1 as our annual goodwill impairment review date.
Stock-Based Compensation
We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards").
Under our various equity compensation plans, we may also grant RSUs. Our RSUs generally have a vesting period of between three and five years from the date of grant. However, RSUs granted to our non-employee directors vest immediately upon grant.
All RSUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of RSUs in cash upon the vesting date of the associated RSU and will be forfeited if the RSU does not vest. The fair value of RSUs is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero).
The majority of our PUs are earned based on our performance against revenue and ROIC targets during their applicable performance period; therefore, we forecast the likelihood of achieving the predefined revenue and ROIC targets in order to calculate the expected PUs to be earned. We record a compensation charge based on either the forecasted PUs to be earned (during the performance period) or the actual PUs earned (at the three-year anniversary of the grant date) over the vesting period for each of the awards. The fair value of PUs based on our performance against revenue and ROIC targets is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). For PUs earned based on a market condition, we utilize a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value is expensed over the three-year performance period.
Under our various equity compensation plans, we may also make awards of PUs. For the majority of outstanding PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 200% of the initial award. The number of PUs earned is determined based on our actual performance as compared to the targets at the end of a three-year performance period. Certain PUs that we grant will be earned based on a market condition associated with the total return on our common stock in relation to either (i) a subset of the Standard & Poor's 500 Index (for certain PUs granted prior to 2017), or (ii) a subset of the MSCI United States REIT Index (for certain PUs granted in 2017), rather than the revenue and ROIC targets noted above. The number of PUs earned based on the applicable market condition may range from 0% to 200% of the initial award.
All of our PUs will be settled in shares of our common stock and are subject to cliff vesting three years from the date of the original PU grant. PUs awarded to employees who terminate their employment during the three-year performance period and on or after attaining age 55 and completing 10 years of qualifying service are eligible for pro-rated vesting, subject to the actual achievement against the predefined targets or a market condition as discussed above, based on the number of full years of service completed following the grant date (but delivery of the shares remains deferred). As a result, PUs are generally expensed over the three-year performance period.
All PUs accrue dividend equivalents associated with the underlying stock as we declare dividends. Dividends will generally be paid to holders of PUs in cash upon the settlement date of the associated PU and will be forfeited if the PU does not vest.
We offer an ESPP in which participation is available to substantially all United States and Canadian employees who meet certain service eligibility requirements. The price for shares purchased under the ESPP is 95% of the market price of our common stock at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation expense for the ESPP shares purchased.
Income (Loss) Per Share—Basic and Diluted
Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive.
Income Taxes
We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and losses; (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate.
g.    Fair Value Measurements
Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.
The three levels of the fair value hierarchy are as follows:
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date.
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).
Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.
New Accounting Pronouncements
 
Recently Adopted Accounting Pronouncements

In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 modifies the process by which entities will test goodwill for impairment. Under existing GAAP, when the carrying value of a reporting unit exceeds the reporting unit’s fair value, an entity would then proceed to a “Step 2” goodwill impairment analysis, which requires calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities, as if that reporting unit had been acquired in a business combination. Under ASU 2017-04, a goodwill impairment will be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of the reporting unit’s goodwill. We adopted ASU 2017-04 in the first quarter of 2017 and it did not impact our consolidated financial statements.

As Yet Adopted Accounting Pronouncements

a. ASU 2014-09

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). ASU 2014-09 provides guidance for management to reassess revenue recognition as it relates to: (1) transfer of control, (2) variable consideration, (3) allocation of transaction price based on relative standalone selling price, (4) licenses, (5) time value of money, and (6) contract costs.

ASU 2014-09 will replace the current revenue recognition criteria under GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of ASU 2014-09 is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for such goods or services. The two permitted transition methods under ASU 2014-09 are: (i) the full retrospective method, whereby ASU 2014-09 would be applied to each prior reporting period presented and the cumulative effect of adoption would be recognized at the earliest period shown, or (ii) the modified retrospective method, whereby the cumulative effect of applying ASU 2014-09 would be recognized at the date of initial application. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which deferred the effective date of ASU 2014-09 for one year, making ASU 2014-09 effective for us on January 1, 2018, with early adoption permitted as of January 1, 2017. We will adopt ASU 2014-09 as of January 1, 2018 using the modified retrospective method.

During 2015, we established a project team responsible for the assessment and implementation of ASU 2014-09. We utilized a bottoms-up approach to analyze the impact of ASU 2014-09 on our contracts with customers by reviewing our current accounting policies and practices to identify potential differences that would result from applying the requirements of ASU 2014-09 to our contracts with customers. We are currently in the process of designing and implementing appropriate changes to our business processes, systems and controls to support the accounting and the financial disclosure requirements under ASU 2014-09. We have been closely monitoring the FASB activity related to specific interpretative issues pertaining to ASU 2014-09. During the second half of 2016, we substantially completed our evaluation of the potential changes resulting from the adoption of ASU 2014-09 on our accounting and the financial disclosure requirements and are now moving into the more detailed quantification of the impacts of adopting ASU 2014-09, the more significant of which are discussed below. Based on our analysis to date, we expect that the most significant impacts associated with adopting ASU 2014-09 compared to current GAAP will relate to (i) the deferral of certain commissions on our long-term storage contracts (“Accounting for Commissions”) and (ii) certain policy changes related to initial moves of physical storage, which will be subject to new cost guidance (“Accounting for Initial Moves”).

i. Accounting for Commissions

Under current GAAP, commissions that we pay related to our long-term storage contracts are expensed as incurred. Under ASU 2014-09, however, certain commissions will be capitalized and amortized over the period of expected earned revenue. In the year of adoption, this will result in increased intangible contract assets on our Consolidated Balance Sheet, a reduction in selling, general and administrative expenses and a corresponding increase in amortization expense (assuming consistent levels of spending up through the adoption date) on our Consolidated Statement of Operations and an increase in cash flows from operating activities and a corresponding increase in cash used for investing activities on our Consolidated Statement of Cash Flows.

ii. Accounting for Initial Moves

Under current GAAP, intake costs not charged to transport boxes to one of our facilities, which include labor and transportation costs, are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations. Under ASU 2014-09, however, the revenue and costs associated with all initial moves of physical storage, regardless of whether or not the services associated with such initial moves are provided to the customer at no charge, will be deferred and recognized over the period consistent with the transfer of the service to the customer to which the asset relates. In the year of adoption, this will result in decreased intangible assets and increased deferred revenue on our Consolidated Balance Sheet, a reduction in cost of sales and a corresponding increase in amortization expense (assuming consistent levels of spending up through the adoption date) on our Consolidated Statement of Operations and an increase in cash flows from operating activities and a corresponding increase in cash used for investing activities on our Consolidated Statement of Cash Flows.

b. Other As Yet Adopted Accounting Pronouncements

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). ASU 2016-01 requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income. ASU 2016-01 also impacts financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. ASU 2016-01 is effective for us on January 1, 2018. We do not believe that the adoption of ASU 2016-01 will have a material impact on our consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. ASU 2016-02 also will require certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 will be effective for us on January 1, 2019, with early adoption permitted. We will adopt ASU 2016-02 on January 1, 2019 and are currently evaluating the impact ASU 2016-02 will have on our consolidated financial statements.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18"). ASU 2016-18 provides guidance on the classification of restricted cash in the statement of cash flows. ASU 2016-18 is effective for us on January 1, 2018, with early adoption permitted and is required to be adopted on a retrospective basis. We do not believe that the adoption of ASU 2016-18 will have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business ("ASU 2017-01"). ASU 2017-01 provides greater clarity on the definition of a business to assist entities in evaluating whether transactions should be accounted for as an acquisition or disposal of assets or businesses. ASU 2017-01 is effective for us on January 1, 2018, with early adoption permitted. We are currently evaluating the impact ASU 2017-01 will have on our consolidated financial statements.


Summary of Significant Accounting Policies (Tables)
Total (gain) loss on foreign currency transactions for the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Total (gain) loss on foreign currency transactions
$
(12,542
)
 
$
(4,164
)
The changes in the carrying value of goodwill attributable to each reportable operating segment for the three months ended March 31, 2017 are as follows:
 
North American
Records and Information
Management
Business
 
North American
Data
Management
Business
 
Western
European Business
 
Other International Business
 
Corporate and Other Business
 
Total
Consolidated
Gross Balance as of December 31, 2016
$
2,485,806

 
$
559,443

 
$
405,571

 
$
743,126

 
$
25,922

 
$
4,219,868

Deductible goodwill acquired during the year
672

 

 

 
387

 
717

 
1,776

Non-deductible goodwill acquired during the year

 

 

 
4,311

 

 
4,311

Fair value and other adjustments(1)
5,548

 
525

 
2,818

 
2,802

 

 
11,693

Currency effects
1,569

 
448

 
4,649

 
27,801

 

 
34,467

Gross Balance as of March 31, 2017
$
2,493,595

 
$
560,416

 
$
413,038

 
$
778,427

 
$
26,639

 
$
4,272,115

Accumulated Amortization Balance as of December 31, 2016
$
204,895

 
$
53,753

 
$
56,150

 
$
49

 
$

 
$
314,847

Currency effects
58

 
15

 
125

 
12

 

 
210

Accumulated Amortization Balance as of March 31, 2017
$
204,953

 
$
53,768

 
$
56,275

 
$
61

 
$

 
$
315,057

Net Balance as of December 31, 2016
$
2,280,911

 
$
505,690

 
$
349,421

 
$
743,077

 
$
25,922

 
$
3,905,021

Net Balance as of March 31, 2017
$
2,288,642

 
$
506,648

 
$
356,763

 
$
778,366

 
$
26,639

 
$
3,957,058

Accumulated Goodwill Impairment Balance as of December 31, 2016
$
85,909

 
$

 
$
46,500

 
$

 
$

 
$
132,409

Accumulated Goodwill Impairment Balance as of March 31, 2017
$
85,909

 
$

 
$
46,500

 
$

 
$

 
$
132,409

_______________________________________________________________________________
(1)
Total fair value and other adjustments include $11,693 in net adjustments primarily related to property, plant and equipment and customer relationship intangible assets (which represent adjustments within the applicable measurement period to provisional amounts recognized in purchase accounting)
The components of our finite-lived intangible assets as of December 31, 2016 and March 31, 2017 are as follows:
 
December 31, 2016
 
March 31, 2017
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Amount
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Amount
Customer relationship intangible assets and Customer Inducements
$
1,604,020

 
$
(351,497
)
 
$
1,252,523

 
$
1,650,854

 
$
(373,925
)
 
$
1,276,929

Other finite-lived intangible assets (included in other assets, net)
24,788

 
(7,989
)
 
16,799

 
24,225

 
(10,478
)
 
13,747

Total
$
1,628,808

 
$
(359,486
)
 
$
1,269,322

 
$
1,675,079

 
$
(384,403
)
 
$
1,290,676

Amortization expense associated with finite-lived intangible assets and revenue reduction associated with the amortization of Permanent Withdrawal Fees for the three months ended March 31, 2016 and 2017 are as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Amortization expense associated with finite-lived intangible assets
$
11,814

 
$
25,115

Revenue reduction associated with amortization of Permanent Withdrawal Fees
2,943

 
3,158

Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Cost of sales (excluding depreciation and amortization)
$
27

 
$
28

Selling, general and administrative expenses
6,858

 
6,521

Total stock-based compensation
$
6,885

 
$
6,549

A summary of our stock options outstanding as of March 31, 2017 by vesting terms is as follows:
 
March 31, 2017
 
Stock Options Outstanding
 
% of
Stock Options Outstanding
Three-year vesting period (10 year contractual life)
3,597,671

 
83.4
%
Five-year vesting period (10 year contractual life)
626,204

 
14.5
%
Ten-year vesting period (12 year contractual life)
90,754

 
2.1
%
 
4,314,629

 
100.0
%
A summary of stock option activity for the three months ended March 31, 2017 is as follows:
 
Stock Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term (Years)
 
Average
Intrinsic
Value
Outstanding at December 31, 2016
3,451,698

 
$
31.79

 
 
 
 

Granted
1,007,224

 
36.89

 
 
 
 

Exercised
(136,739
)
 
22.24

 
 
 
 

Forfeited
(5,773
)
 
28.21

 
 
 
 

Expired
(1,781
)
 
38.83

 
 
 
 

Outstanding at March 31, 2017
4,314,629

 
$
33.29

 
7.57
 
$
17,780

Options exercisable at March 31, 2017
2,126,229

 
$
30.09

 
5.84
 
$
15,685

Options expected to vest
2,022,212

 
$
36.41

 
9.24
 
$
1,955

These values were estimated on the date of grant using the Black-Scholes option pricing model. The weighted average assumptions used for grants in the respective periods are as follows:
 
 
Three Months Ended
March 31,
Weighted Average Assumptions
 
2016
 
2017
Expected volatility
 
27.2
%
 
25.8
%
Risk-free interest rate
 
1.32
%
 
1.96
%
Expected dividend yield
 
7
%
 
6
%
Expected life
 
5.6 years

 
5.0 years

The aggregate intrinsic value of stock options exercised for the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Aggregate intrinsic value of stock options exercised
$
1,433

 
$
1,912

Cash dividends accrued and paid on RSUs for the three months ended March 31, 2016 and 2017 are as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Cash dividends accrued on RSUs
$
631

 
$
683

Cash dividends paid on RSUs
1,635

 
1,855

The fair value of RSUs vested during the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Fair value of RSUs vested
$
14,978

 
$
14,026

A summary of RSU activity for the three months ended March 31, 2017 is as follows:
 
RSUs
 
Weighted-
Average
Grant-Date
Fair Value
Non-vested at December 31, 2016
1,163,393

 
$
33.21

Granted
525,328

 
36.90

Vested
(438,091
)
 
32.02

Forfeited
(11,597
)
 
34.65

Non-vested at March 31, 2017
1,239,033

 
$
35.18

The fair value of earned PUs that vested during the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Fair value of earned PUs that vested
$
4,081

 
$
905

Cash dividends accrued and paid on PUs for the three months ended March 31, 2016 and 2017 are as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Cash dividends accrued on PUs
$
262

 
$
324

Cash dividends paid on PUs
645

 
205

A summary of PU activity for the three months ended March 31, 2017 is as follows:
 
Original
PU Awards
 
PU Adjustment(1)
 
Total
PU Awards
 
Weighted-
Average
Grant-Date
Fair Value
Non-vested at December 31, 2016
559,340

 
(121,038
)
 
438,302

 
$
33.67

Granted
229,692

 

 
229,692

 
41.93

Vested
(32,776
)
 

 
(32,776
)
 
27.60

Forfeited/Performance or Market Conditions Not Achieved
(3,480
)
 
(129,029
)
 
(132,509
)
 
28.57

Non-vested at March 31, 2017
752,776

 
(250,067
)
 
502,709

 
$
39.18

_______________________________________________________________________________

(1)
Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs or a change in estimated awards based on the forecasted performance against the predefined targets.
The calculation of basic and diluted income (loss) per share for the three months ended March 31, 2016 and 2017 is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Income (loss) from continuing operations
$
63,041

 
$
58,844

Less: Net income (loss) attributable to noncontrolling interests
267

 
382

Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation)
$
62,774

 
$
58,462

(Loss) income from discontinued operations, net of tax
$

 
$
(337
)
Net income (loss) attributable to Iron Mountain Incorporated
$
62,774

 
$
58,125

 
 
 
 
Weighted-average shares—basic
211,526,000

 
263,855,000

Effect of dilutive potential stock options
482,388

 
461,761

Effect of dilutive potential RSUs and PUs
463,053

 
492,905

Weighted-average shares—diluted
212,471,441

 
264,809,666

 
 
 
 
Earnings (losses) per share—basic:
 

 
 

Income (loss) from continuing operations
$
0.30

 
$
0.22

(Loss) income from discontinued operations, net of tax

 

Net income (loss) attributable to Iron Mountain Incorporated(1)
$
0.30

 
$
0.22

 
 
 
 
Earnings (losses) per share—diluted:
 

 
 

Income (loss) from continuing operations
$
0.30

 
$
0.22

(Loss) income from discontinued operations, net of tax

 

Net income (loss) attributable to Iron Mountain Incorporated(1)
$
0.30

 
$
0.22

 
 
 
 
Antidilutive stock options, RSUs and PUs, excluded from the calculation
2,821,795

 
2,494,255


_______________________________________________________________________________

(1) Columns may not foot due to rounding.
The assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2016 and March 31, 2017, respectively, are as follows:
 
 
 
 
Fair Value Measurements at
December 31, 2016 Using
Description
 
Total Carrying
Value at
December 31,
2016
 
Quoted prices
in active
markets
(Level 1)
 
 
 
Significant other
observable
inputs
(Level 2)
 
 
 
Significant
unobservable
inputs
(Level 3)
Time Deposits(1)
 
$
22,240

 
$

 
 
 
$
22,240

 
 
 
$

Trading Securities
 
10,659

 
10,181

 
(2)
 
478

 
(1)
 

 
 
 
 
Fair Value Measurements at
March 31, 2017 Using
Description
 
Total Carrying
Value at
March 31,
2017
 
Quoted prices
in active
markets
(Level 1)
 
 
 
Significant other
observable
inputs
(Level 2)
 
 
 
Significant
unobservable
inputs
(Level 3)
Time Deposits(1)
 
$
25,739

 
$

 
 
 
$
25,739

 
 
 
$

Trading Securities
 
10,342

 
9,958

 
(2)
 
384

 
(1)
 

Derivative Assets(3)
 
114

 

 
 
 
114

 
 
 

_______________________________________________________________________________

(1)
Time deposits and certain trading securities (included in Prepaid expenses and other in our Consolidated Balance Sheets) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)
Certain trading securities are measured at fair value using quoted market prices.

(3)
Derivative assets relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge certain of our foreign exchange intercompany exposures, as more fully disclosed at Note 3. We calculate the value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets.
The changes in accumulated other comprehensive items, net for the three months ended March 31, 2016 and 2017, respectively, are as follows:
 
Foreign
Currency
Translation
Adjustments
 
Market Value
Adjustments for
Securities
 
Total
Balance as of December 31, 2015
$
(175,651
)
 
$
734

 
$
(174,917
)
Other comprehensive income (loss):


 
 
 


Foreign currency translation adjustments
23,491

 

 
23,491

Market value adjustments for securities

 
(734
)
 
(734
)
Total other comprehensive income (loss)
23,491

 
(734
)
 
22,757

Balance as of March 31, 2016
$
(152,160
)
 
$

 
$
(152,160
)
 
Foreign
Currency
Translation
Adjustments
 
Market Value
Adjustments for
Securities
 
Total
Balance as of December 31, 2016
$
(212,573
)
 
$

 
$
(212,573
)
Other comprehensive income (loss):


 


 


Foreign currency translation adjustments
51,334

 

 
51,334

Market value adjustments for securities

 

 

Total other comprehensive income (loss)
51,334

 

 
51,334

Balance as of March 31, 2017
$
(161,239
)
 
$

 
$
(161,239
)
Other (income) expense, net for the three months ended March 31, 2016 and 2017 consists of the following:
 
Three Months Ended
March 31,
 
2016
 
2017
Foreign currency transaction (gains) losses, net
$
(12,542
)
 
$
(4,164
)
Other, net
605

 
(2,200
)
 
$
(11,937
)
 
$
(6,364
)
Derivative Instruments and Hedging Activities (Tables)
Foreign exchange gains related to currency translation adjustments
As a result, we recorded the following foreign exchange (losses) gains, net of tax, related to the change in fair value of such debt due to currency translation adjustments, which is a component of accumulated other comprehensive items, net:
 
 
Three Months Ended
March 31,
 
 
2016
 
2017
Foreign exchange (losses) gains
 
$
(1,342
)
 
$
(1,072
)
Less: Tax (benefit) expense on foreign exchange (losses) gains
 

 

Foreign exchange (losses) gains, net of tax
 
$
(1,342
)
 
$
(1,072
)
Acquisitions (Tables)
A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2017 acquisitions is as follows:

Cash Paid (gross of cash acquired)(1)
 
$
13,736

Fair Value of Noncontrolling Interests
 
843

Total Consideration
 
14,579

Fair Value of Identifiable Assets Acquired:
 
 
Cash
 
1,631

Accounts Receivable and Prepaid Expenses
 
1,771

Other Assets
 
692

Property, Plant and Equipment(2)
 
2,845

Customer Relationship Intangible Assets(3)
 
8,222

Accounts Payable, Accrued Expenses and Other Liabilities
 
(6,208
)
Deferred Income Taxes
 
(461
)
Total Fair Value of Identifiable Net Assets Acquired
 
8,492

Goodwill Initially Recorded(4)
 
$
6,087

_______________________________________________________________________________

(1)
Included in cash paid for acquisitions in the Consolidated Statement of Cash Flows for the three months ended March 31, 2017 is net cash acquired of $1,631 and contingent and other payments, net of $82 related to acquisitions made in previous years.

(2)
Consists primarily of racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.f. to Notes to Consolidated Financial Statements included in our Annual Report.

(3)
The weighted average lives of customer relationship intangible assets associated with acquisitions in 2017 was 20 years.

(4) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses.
 
Three Months Ended
March 31, 2016
Total Revenues
$
937,952

Income from Continuing Operations
$
58,058

Per Share Income from Continuing Operations - Basic
$
0.22

Per Share Income from Continuing Operations - Diluted
$
0.22

Debt (Tables)
Long-term debt is as follows:
 
 
December 31, 2016
 
 
March 31, 2017
 
 
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
 
$
953,548

 
$
(7,530
)
 
$
946,018

 
$
953,548

 
 
$
988,327



$
(6,800
)

$
981,527

 
$
988,327

Term Loan
 
234,375

 

 
234,375

 
234,375

 
 
228,125





228,125

 
228,125

Australian Dollar Term Loan (the "AUD Term Loan")
 
177,198

 
(3,774
)
 
173,424

 
178,923

 
 
186,963



(3,832
)

183,131

 
188,715

6% Senior Notes due 2020 (the "6% Notes due 2020")(1)(2)
 
1,000,000

 
(12,730
)
 
987,270

 
1,052,500

 
 
1,000,000



(11,881
)

988,119

 
1,046,250

43/8% Senior Notes due 2021 (the "43/8% Notes")(1)(2)
 
500,000

 
(7,593
)
 
492,407

 
511,250

 
 
500,000



(7,163
)

492,837

 
512,500

61/8% CAD Senior Notes due 2021 (the "CAD Notes due 2021")(3)
 
148,792

 
(1,635
)
 
147,157

 
155,860

 
 
150,045



(1,561
)

148,484

 
155,859

61/8% GBP Senior Notes due 2022 (the "GBP Notes")(2)
 
493,648

 
(6,214
)
 
487,434

 
527,562

 
 
499,508



(6,012
)

493,496

 
529,478

6% Senior Notes due 2023 (the "6% Notes due 2023")(1)
 
600,000

 
(7,322
)
 
592,678

 
637,500

 
 
600,000



(7,048
)

592,952

 
632,280

53/8% CAD Senior Notes due 2023 (the "CAD Notes due 2023")(2)(3)
 
185,990

 
(3,498
)
 
182,492

 
188,780

 
 
187,557



(3,405
)

184,152

 
193,418

53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(1)
 
1,000,000

 
(10,529
)
 
989,471

 
1,027,500

 
 
1,000,000



(10,186
)

989,814

 
1,017,500

53/8% Senior Notes due 2026 (the "53/8% Notes")(2)
 
250,000

 
(4,044
)
 
245,956

 
242,500

 
 
250,000



(3,937
)

246,063

 
248,750

Real Estate Mortgages, Capital Leases and Other
 
478,565

 
(1,277
)
 
477,288

 
478,565

 
 
518,191



(1,239
)

516,952

 
518,191

Accounts Receivable Securitization Program(4)
 
247,000

 
(384
)
 
246,616

 
247,000

 
 
250,000



(308
)

249,692

 
250,000

Mortgage Securitization Program
 
50,000

 
(1,405
)
 
48,595

 
50,000

 
 
50,000



(1,369
)

48,631

 
50,000

Total Long-term Debt
 
6,319,116

 
(67,935
)
 
6,251,181

 
 

 
 
6,408,716


(64,741
)
 
6,343,975

 
 
Less Current Portion
 
(172,975
)
 

 
(172,975
)
 
 

 
 
(421,535
)

308


(421,227
)
 
 

Long-term Debt, Net of Current Portion
 
$
6,146,141

 
$
(67,935
)
 
$
6,078,206

 
 

 
 
$
5,987,181



$
(64,433
)
 
$
5,922,748

 
 

______________________________________________________________
(1)
Collectively, the "Parent Notes".
(2)
Collectively, the "Unregistered Notes".
(3)
Collectively, the "CAD Notes".
(4)
Because the Accounts Receivable Securitization Program terminates on March 6, 2018, at which point all obligations under the program become due, this debt is classified within the current portion of long-term debt in our Consolidated Balance Sheet as of March 31, 2017.
Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2016 and March 31 2017, respectively, and our leverage ratio under our indentures as of December 31, 2016 and March 31, 2017, respectively, are as follows:
 
December 31, 2016
 
March 31, 2017
 
Maximum/Minimum Allowable
Net total lease adjusted leverage ratio
5.7

 
5.8

 
Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio
2.7

 
2.7

 
Maximum allowable of 4.0
Bond leverage ratio (not lease adjusted)
5.2

 
5.5

 
Maximum allowable of 6.5
Fixed charge coverage ratio
2.4

 
2.3

 
Minimum allowable of 1.5
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables)
CONSOLIDATED BALANCE SHEETS
 
December 31, 2016
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Assets
 

 
 

 
 

 
 

 
 

 
 

Current Assets:
 

 
 

 
 

 
 

 
 

 
 

Cash and Cash Equivalents:
$
2,405

 
$
23,380

 
$
17,110

 
$
193,589

 
$

 
$
236,484

Accounts receivable

 
53,364

 
37,781

 
600,104

 

 
691,249

Intercompany receivable

 
653,008

 
21,114

 

 
(674,122
)
 

Prepaid expenses and other

 
70,660

 
4,967

 
108,776

 
(29
)
 
184,374

Total Current Assets
2,405

 
800,412

 
80,972

 
902,469

 
(674,151
)
 
1,112,107

Property, Plant and Equipment, Net
483

 
1,804,991

 
159,391

 
1,118,461

 

 
3,083,326

Other Assets, Net:
 

 
 

 
 

 
 

 
 

 
 

Long-term notes receivable from affiliates and intercompany receivable
4,014,330

 
1,000

 

 

 
(4,015,330
)
 

Investment in subsidiaries
1,659,518

 
699,411

 
35,504

 
77,449

 
(2,471,882
)
 

Goodwill

 
2,602,784

 
217,422

 
1,084,815

 

 
3,905,021

Other

 
765,698

 
49,570

 
571,078

 

 
1,386,346

Total Other Assets, Net
5,673,848

 
4,068,893

 
302,496

 
1,733,342

 
(6,487,212
)
 
5,291,367

Total Assets
$
5,676,736

 
$
6,674,296

 
$
542,859

 
$
3,754,272

 
$
(7,161,363
)
 
$
9,486,800

Liabilities and Equity
 

 
 

 
 

 
 

 
 

 
 

Intercompany Payable
$
558,492

 
$

 
$

 
$
115,630

 
$
(674,122
)
 
$

Current Portion of Long-Term Debt

 
51,456

 

 
121,548

 
(29
)
 
172,975

Total Other Current Liabilities
58,478

 
488,194

 
40,442

 
286,468

 

 
873,582

Long-Term Debt, Net of Current Portion
3,093,388

 
1,055,642

 
335,410

 
1,593,766

 

 
6,078,206

Long-Term Notes Payable to Affiliates and Intercompany Payable
1,000

 
4,014,330

 

 

 
(4,015,330
)
 

Other Long-term Liabilities

 
127,715

 
54,054

 
188,900

 

 
370,669

Commitments and Contingencies (See Note 8)
 

 
 

 
 

 
 

 
 

 
 

Redeemable Noncontrolling Interests
28,831

 

 

 
25,866

 

 
54,697

Total Iron Mountain Incorporated Stockholders' Equity           
1,936,547

 
936,959

 
112,953

 
1,421,970

 
(2,471,882
)
 
1,936,547

Noncontrolling Interests

 

 

 
124

 

 
124

Total Equity
1,936,547

 
936,959

 
112,953

 
1,422,094

 
(2,471,882
)
 
1,936,671

Total Liabilities and Equity
$
5,676,736

 
$
6,674,296

 
$
542,859

 
$
3,754,272

 
$
(7,161,363
)
 
$
9,486,800

CONSOLIDATED BALANCE SHEETS (Continued)
 
March 31, 2017
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Assets
 

 
 

 
 

 
 

 
 

 
 

Current Assets:
 

 
 

 
 

 
 

 
 

 
 

Cash and cash equivalents(1)
$
470

 
$
64,550

 
$
5,763

 
$
410,667

 
$
(185,822
)
 
$
295,628

Accounts receivable

 
36,545

 
36,215

 
648,270

 

 
721,030

Intercompany receivable

 
904,316

 
33,923

 

 
(938,239
)
 

Prepaid expenses and other
114

 
79,337

 
6,325

 
96,232

 
(29
)
 
181,979

Total Current Assets
584

 
1,084,748

 
82,226

 
1,155,169

 
(1,124,090
)
 
1,198,637

Property, Plant and Equipment, Net
438

 
1,810,787

 
157,814

 
1,142,701

 

 
3,111,740

Other Assets, Net:
 

 
 

 
 

 
 

 
 

 
 

Long-term notes receivable from affiliates and intercompany receivable
4,214,179

 
1,000

 

 

 
(4,215,179
)
 

Investment in subsidiaries
1,750,210

 
785,770

 
35,948

 
85,456

 
(2,657,384
)
 

Goodwill

 
2,584,712

 
217,837

 
1,154,509

 

 
3,957,058

Other

 
762,098

 
49,211

 
593,390

 

 
1,404,699

Total Other Assets, Net
5,964,389

 
4,133,580

 
302,996

 
1,833,355

 
(6,872,563
)
 
5,361,757

Total Assets
$
5,965,411

 
$
7,029,115

 
$
543,036

 
$
4,131,225

 
$
(7,996,653
)
 
$
9,672,134

Liabilities and Equity
 

 
 

 
 

 
 

 
 

 
 

Intercompany Payable
$
698,066

 
$

 
$

 
$
240,173

 
$
(938,239
)
 
$

Borrowings under cash pools

 
138,693

 

 
47,129

 
(185,822
)
 

Current Portion of Long-Term Debt

 
45,837

 

 
375,419

 
(29
)
 
421,227

Total Other Current Liabilities
199,038

 
454,823

 
41,747

 
301,634

 

 
997,242

Long-Term Debt, Net of Current Portion
3,159,864

 
1,014,038

 
338,456

 
1,410,390

 

 
5,922,748

Long-Term Notes Payable to Affiliates and Intercompany Payable
1,000

 
4,214,179

 

 

 
(4,215,179
)
 

Other Long-term Liabilities

 
138,228

 
41,429

 
180,178

 

 
359,835

Commitments and Contingencies (See Note 8)
 

 
 

 
 

 
 

 
 

 
 

Redeemable Noncontrolling Interests
4,718

 

 

 
62,590

 

 
67,308

Total Iron Mountain Incorporated Stockholders' Equity           
1,902,725

 
1,023,317

 
121,404

 
1,512,663

 
(2,657,384
)
 
1,902,725

Noncontrolling Interests

 

 

 
1,049

 

 
1,049

Total Equity
1,902,725

 
1,023,317

 
121,404

 
1,513,712

 
(2,657,384
)
 
1,903,774

Total Liabilities and Equity
$
5,965,411

 
$
7,029,115

 
$
543,036

 
$
4,131,225

 
$
(7,996,653
)
 
$
9,672,134


______________________________________________________________
(1)
Included within Cash and Cash Equivalents at March 31, 2017 is approximately $58,200 and $144,100 of cash on deposit associated with our Cash Pools for the Guarantor and Non-Guarantors, respectively. See Note 5 for more information on our Cash Pools.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
 
Three Months Ended March 31, 2016
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Revenues:
 

 
 

 
 

 
 

 
 

 
 

Storage rental
$

 
$
313,619

 
$
27,605

 
$
119,987

 
$

 
$
461,211

Service

 
188,908

 
14,642

 
85,929

 

 
289,479

Intercompany revenues

 
1,013

 

 
17,345

 
(18,358
)
 

Total Revenues

 
503,540

 
42,247

 
223,261

 
(18,358
)
 
750,690

Operating Expenses:
 

 
 

 
 

 
 

 
 

 


Cost of sales (excluding depreciation and amortization)

 
208,154

 
6,790

 
111,161

 

 
326,105

Selling, general and administrative
72

 
150,019

 
3,373

 
54,302

 

 
207,766

Intercompany cost of sales

 
3,354

 
13,991

 
1,013

 
(18,358
)
 

Depreciation and amortization
45

 
56,926

 
3,079

 
27,154

 

 
87,204

(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net

 
(570
)
 
6

 
113

 

 
(451
)
Total Operating Expenses
117

 
417,883

 
27,239

 
193,743

 
(18,358
)
 
620,624

Operating (Loss) Income
(117
)
 
85,657

 
15,008

 
29,518

 

 
130,066

Interest Expense (Income), Net
39,984

 
(8,509
)
 
10,034

 
25,553

 

 
67,062

Other Expense (Income), Net
886

 
3,456

 
(20
)
 
(16,259
)
 

 
(11,937
)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes
(40,987
)
 
90,710

 
4,994

 
20,224

 

 
74,941

Provision (Benefit) for Income Taxes

 
9,070

 
1,866

 
964

 

 
11,900

Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(103,761
)
 
(22,374
)
 
(1,371
)
 
(3,128
)
 
130,634

 

Net Income (Loss)
62,774

 
104,014

 
4,499

 
22,388

 
(130,634
)
 
63,041

Less: Net Income (Loss) Attributable to Noncontrolling Interests

 

 

 
267

 

 
267

Net Income (Loss) Attributable to Iron Mountain Incorporated
$
62,774

 
$
104,014

 
$
4,499

 
$
22,121

 
$
(130,634
)
 
$
62,774

Net Income (Loss)
$
62,774

 
$
104,014

 
$
4,499

 
$
22,388

 
$
(130,634
)
 
$
63,041

Other Comprehensive Income (Loss):
 
 
 
 
 
 
 
 
 
 
 
Foreign Currency Translation Adjustments
(1,342
)
 

 
1,789

 
23,531

 

 
23,978

Market Value Adjustments for Securities

 
(734
)
 

 

 

 
(734
)
Equity in Other Comprehensive Income (Loss) of Subsidiaries
24,099

 
24,099

 
661

 
1,789

 
(50,648
)
 

Total Other Comprehensive Income (Loss)
22,757

 
23,365

 
2,450

 
25,320

 
(50,648
)
 
23,244

Comprehensive Income (Loss)
85,531

 
127,379

 
6,949

 
47,708

 
(181,282
)
 
86,285

Comprehensive Income (Loss) Attributable to Noncontrolling Interests

 

 

 
754

 

 
754

Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
$
85,531

 
$
127,379

 
$
6,949

 
$
46,954

 
$
(181,282
)
 
$
85,531


CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued)
 
Three Months Ended March 31, 2017
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Revenues:
 

 
 

 
 

 
 

 
 

 
 

Storage rental
$

 
$
349,351

 
$
32,006

 
$
190,922

 
$

 
$
572,279

Service

 
218,209

 
16,050

 
132,338

 

 
366,597

Intercompany revenues

 
1,097

 

 
22,342

 
(23,439
)
 

Total Revenues

 
568,657

 
48,056

 
345,602

 
(23,439
)
 
938,876

Operating Expenses:
 

 
 

 
 

 
 

 
 

 
 

Cost of sales (excluding depreciation and amortization)

 
239,329

 
7,550

 
179,828

 

 
426,707

Selling, general and administrative
79

 
162,705

 
3,561

 
73,821

 

 
240,166

Intercompany cost of sales

 
6,606

 
15,736

 
1,097

 
(23,439
)
 

Depreciation and amortization
46

 
76,161

 
4,238

 
44,262

 

 
124,707

(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net

 
(548
)
 
2

 
87

 

 
(459
)
Total Operating Expenses
125

 
484,253

 
31,087

 
299,095

 
(23,439
)
 
791,121

Operating (Loss) Income
(125
)
 
84,404

 
16,969

 
46,507

 

 
147,755

Interest Expense (Income), Net
42,784

 
(3,279
)
 
11,670

 
34,880

 

 
86,055

Other Expense (Income), Net
81

 
2,519

 
(27
)
 
(8,937
)
 

 
(6,364
)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes
(42,990
)

85,164


5,326


20,564




68,064

Provision (Benefit) for Income Taxes

 
12,744

 
(3,488
)
 
(36
)
 

 
9,220

Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(101,115
)
 
(23,413
)
 
(157
)
 
(8,814
)
 
133,499

 

Income (Loss) from Continuing Operations
58,125

 
95,833

 
8,971

 
29,414

 
(133,499
)
 
58,844

Income (Loss) from Discontinued Operations, Net of Tax

 
198

 

 
(535
)
 

 
(337
)
Net Income (Loss)
58,125

 
96,031

 
8,971

 
28,879

 
(133,499
)
 
58,507

Less: Net Income (Loss) Attributable to Noncontrolling Interests

 

 

 
382

 

 
382

Net Income (Loss) Attributable to Iron Mountain Incorporated
$
58,125

 
$
96,031

 
$
8,971

 
$
28,497

 
$
(133,499
)
 
$
58,125

Net Income (Loss)
$
58,125

 
$
96,031

 
$
8,971

 
$
28,879

 
$
(133,499
)
 
$
58,507

Other Comprehensive Income (Loss):
 

 
 

 
 

 
 

 
 

 
 

Foreign Currency Translation Adjustments
(1,072
)
 

 
635

 
51,221

 

 
50,784

Equity in Other Comprehensive Income (Loss) of Subsidiaries
52,406

 
28,540

 
287

 
635

 
(81,868
)
 

Total Other Comprehensive Income (Loss)
51,334

 
28,540

 
922

 
51,856

 
(81,868
)
 
50,784

Comprehensive Income (Loss)
109,459

 
124,571

 
9,893

 
80,735

 
(215,367
)
 
109,291

Comprehensive (Loss) Income Attributable to Noncontrolling Interests

 

 

 
(168
)
 

 
(168
)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
$
109,459

 
$
124,571

 
$
9,893

 
$
80,903

 
$
(215,367
)
 
$
109,459


 
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Three Months Ended March 31, 2016
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Cash Flows from Operating Activities:
 

 
 

 
 

 
 

 
 

 
 

Cash Flows from Operating Activities
$
(48,737
)
 
$
121,636

 
$
6,477

 
$
1,742

 
$

 
$
81,118

Cash Flows from Investing Activities:
 

 
 

 
 

 
 

 
 

 
 

Capital expenditures

 
(61,886
)
 
(1,007
)
 
(17,959
)
 

 
(80,852
)
Cash paid for acquisitions, net of cash acquired

 

 
130

 
(19,470
)
 

 
(19,340
)
Intercompany loans to subsidiaries
166,442

 
31,987

 

 

 
(198,429
)
 

Investment in subsidiaries
(1,585
)
 
(1,585
)
 

 

 
3,170

 

Acquisitions of customer relationships and customer inducements

 
(4,733
)
 

 
(2,525
)
 

 
(7,258
)
Proceeds from sales of property and equipment and other, net (including real estate)

 
50

 

 
119

 

 
169

Cash Flows from Investing Activities
164,857

 
(36,167
)
 
(877
)
 
(39,835
)
 
(195,259
)
 
(107,281
)
Cash Flows from Financing Activities:
 

 
 

 
 

 
 

 
 

 
 

Repayment of revolving credit and term loan facilities and other debt
(8,463
)
 
(1,422,545
)
 
(383,896
)
 
(569,311
)
 

 
(2,384,215
)
Proceeds from revolving credit and term loan facilities and other debt

 
1,500,499

 
370,816

 
638,530

 

 
2,509,845

Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net

 

 

 
885

 

 
885

Intercompany loans from parent

 
(167,514
)
 
(1,111
)
 
(29,804
)
 
198,429

 

Equity contribution from parent

 
1,585

 

 
1,585

 
(3,170
)
 

Parent cash dividends
(104,931
)
 

 

 

 

 
(104,931
)
Net (payments) proceeds associated with employee
stock-based awards
(1,975
)
 

 

 

 

 
(1,975
)
Excess tax (deficiency) benefit from stock-based compensation
(348
)
 

 

 

 

 
(348
)
Cash Flows from Financing Activities
(115,717
)
 
(87,975
)
 
(14,191
)
 
41,885

 
195,259

 
19,261

Effect of exchange rates on cash and cash equivalents

 

 
(608
)
 
(2,926
)
 

 
(3,534
)
Increase (Decrease) in cash and cash equivalents
403

 
(2,506
)
 
(9,199
)
 
866

 

 
(10,436
)
Cash and cash equivalents, beginning of period
151

 
7,803

 
13,182

 
107,245

 

 
128,381

Cash and cash equivalents, end of period
$
554

 
$
5,297

 
$
3,983

 
$
108,111

 
$

 
$
117,945

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
 
Three Months Ended March 31, 2017
 
Parent
 
Guarantors
 
Canada
Company
 
Non-
Guarantors
 
Eliminations
 
Consolidated
Cash Flows from Operating Activities:
 

 
 

 
 

 
 

 
 

 
 

Cash Flows from Operating Activities—Continuing Operations
$
(41,288
)
 
$
136,411

 
$
5,291

 
$
21,760

 
$

 
$
122,174

Cash Flows from Operating Activities—Discontinued Operations

 
198

 
(535
)
 

 

 
(337
)
Cash Flows from Operating Activities
(41,288
)
 
136,609

 
4,756

 
21,760

 

 
121,837

Cash Flows from Investing Activities:
 

 
 

 
 

 
 

 
 

 
 

Capital expenditures

 
(53,175
)
 
(2,555
)
 
(17,472
)
 

 
(73,202
)
Cash paid for acquisitions, net of cash acquired

 
(6,380
)
 

 
(5,807
)
 

 
(12,187
)
Intercompany loans to subsidiaries
(1,187
)
 
(72,807
)
 

 
(478
)
 
74,472

 

Investment in subsidiaries
(16,170
)
 

 

 

 
16,170

 

Acquisitions of customer relationships and customer inducements

 
(20,653
)
 
(271
)
 
(479
)
 

 
(21,403
)
Net proceeds from Iron Mountain Divestments (see Note 10)

 

 

 
2,423

 

 
2,423

Proceeds from sales of property and equipment and other, net (including real estate)

 
93

 
2

 
(29
)
 

 
66

Cash Flows from Investing Activities—Continuing Operations
(17,357
)
 
(152,922
)
 
(2,824
)
 
(21,842
)
 
90,642

 
(104,303
)
Cash Flows from Investing Activities—Discontinued Operations

 

 

 

 

 

Cash Flows from Investing Activities
(17,357
)
 
(152,922
)
 
(2,824
)
 
(21,842
)
 
90,642

 
(104,303
)
Cash Flows from Financing Activities:
 

 
 

 
 

 
 

 
 

 
 

Repayment of revolving credit and term loan facilities and other debt
(31,733
)
 
(1,495,558
)
 
(71
)
 
(1,154,986
)
 

 
(2,682,348
)
Proceeds from revolving credit and term loan facilities and other debt
94,811

 
1,423,653

 

 
1,196,319

 

 
2,714,783

Borrowings (payments) under cash pools

 
138,693

 

 
47,129

 
(185,822
)
 

Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net

 

 

 
10,668

 

 
10,668

Intercompany loans from parent

 
(9,305
)
 
(12,680
)
 
96,457

 
(74,472
)
 

Equity contribution from parent

 

 

 
16,170

 
(16,170
)
 

Parent cash dividends
(2,060
)
 

 

 

 

 
(2,060
)
Net payments associated with employee stock-based awards
(4,308
)
 

 

 

 

 
(4,308
)
Payment of debt financing and stock issuance costs              

 

 
(73
)
 

 

 
(73
)
Cash Flows from Financing Activities—Continuing Operations
56,710

 
57,483

 
(12,824
)
 
211,757

 
(276,464
)
 
36,662

Cash Flows from Financing Activities—Discontinued Operations

 

 

 

 

 

Cash Flows from Financing Activities
56,710

 
57,483

 
(12,824
)
 
211,757

 
(276,464
)
 
36,662

Effect of exchange rates on cash and cash equivalents

 

 
(455
)
 
5,403

 

 
4,948

(Decrease) Increase in cash and cash equivalents
(1,935
)
 
41,170

 
(11,347
)
 
217,078

 
(185,822
)
 
59,144

Cash and cash equivalents, beginning of period
2,405

 
23,380

 
17,110

 
193,589

 

 
236,484

Cash and cash equivalents, end of period
$
470

 
$
64,550

 
$
5,763

 
$
410,667

 
$
(185,822
)
 
$
295,628

Segment Information (Tables)
An analysis of our business segment information and reconciliation to the accompanying Consolidated Financial Statements is as follows:
 
 
North American
Records and
Information
Management
Business
 
North American
Data
Management
Business
 
Western European Business
 
Other International Business
 
Corporate
and Other
Business
 
Total
Consolidated
For the Three Months Ended March 31, 2016
 
 

 
 

 
 
 
 

 
 

 
 

Total Revenues
 
$
444,681

 
$
96,343

 
$
93,876

 
$
101,341

 
$
14,449

 
$
750,690

Depreciation and Amortization
 
45,350

 
5,670

 
11,251

 
14,286

 
10,647

 
87,204

Depreciation
 
40,255

 
5,422

 
8,671

 
10,902

 
10,140

 
75,390

Amortization
 
5,095

 
248

 
2,580

 
3,384

 
507

 
11,814

Adjusted EBITDA
 
176,557

 
53,460

 
31,946

 
21,576

 
(48,393
)
 
235,146

Expenditures for Segment Assets
 
46,666

 
4,827

 
6,060

 
32,156

 
17,741

 
107,450

Capital Expenditures
 
42,088

 
4,827

 
4,059

 
12,162

 
17,716

 
80,852

Cash (Received) Paid for Acquisitions, Net of Cash Acquired
 
(130
)
 

 

 
19,470

 

 
19,340

Acquisitions of Customer Relationships and Customer Inducements
 
4,708

 

 
2,001

 
524

 
25

 
7,258

For the Three Months Ended March 31, 2017
 
 

 
 

 
 
 
 

 
 

 
 

Total Revenues
 
507,597

 
106,950

 
120,072

 
189,241

 
15,016

 
938,876

Depreciation and Amortization
 
60,535

 
8,933

 
14,297

 
27,676

 
13,266

 
124,707

Depreciation
 
51,952

 
6,673

 
10,888

 
19,305

 
10,774

 
99,592

Amortization
 
8,583

 
2,260

 
3,409

 
8,371

 
2,492

 
25,115

Adjusted EBITDA
 
209,530

 
55,912

 
34,142

 
55,347

 
(62,357
)
 
292,574

Expenditures for Segment Assets
 
51,888

 
8,737

 
5,025

 
18,620

 
22,522

 
106,792

Capital Expenditures
 
26,578

 
8,737

 
4,898

 
12,467

 
20,522

 
73,202

Cash Paid (Received) for Acquisitions, Net of Cash Acquired
 
4,379

 

 

 
5,808

 
2,000

 
12,187

Acquisitions of Customer Relationships and Customer Inducements
 
20,931

 

 
127

 
345

 

 
21,403

A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis is as follows:
 
Three Months Ended
March 31,
 
2016
 
2017
Adjusted EBITDA
$
235,146

 
$
292,574

(Add)/Deduct:
 
 
 
(Gain) Loss on Disposal/Write-Down of Property, Plant and Equipment (Excluding Real Estate), Net
(451
)
 
(459
)
Provision (Benefit) for Income Taxes
11,900

 
9,220

Other (Income) Expense, Net
(11,937
)
 
(6,364
)
Interest Expense, Net
67,062

 
86,055

Depreciation and Amortization
87,204

 
124,707

Recall Costs(1)
18,327

 
20,571

Income (Loss) from Continuing Operations
$
63,041

 
$
58,844

_______________________________________________________________________________

(1)
Represents operating expenditures to complete the Recall Transaction, including advisory and professional fees and costs to complete the Divestments required in connection with receipt of regulatory approval, including transitional services required to support the divested businesses during a transition period and operating expenditures to integrate Recall with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs ("Recall Costs").
Stockholders' Equity Matters (Tables)
Schedule of dividend declared and payments
In fiscal year 2016 and in the first three months of 2017, our board of directors declared the following dividends:
Declaration Date
 
Dividend
Per Share
 
Record Date
 
Total
Amount
 
Payment Date
February 17, 2016
 
0.4850

 
March 7, 2016
 
$
102,651

 
March 21, 2016
May 25, 2016
 
0.4850

 
June 6, 2016
 
127,469

 
June 24, 2016
July 27, 2016
 
0.4850

 
September 12, 2016
 
127,737

 
September 30, 2016
October 31, 2016
 
0.5500

 
December 15, 2016
 
145,006

 
December 30, 2016
February 15, 2017
 
0.5500

 
March 15, 2017
 
145,235

 
April 3, 2017
Divestments (Tables)
Disposal Groups, Including Discontinued Operations
The table below summarizes certain results of operations of the Recall Divestments:
 
 
Three Months Ended March 31, 2017
Description
 
Initial
United States Divestments
 
Seattle/Atlanta Divestments
 
Recall Canadian Divestments
 
UK Divestments
 
Total(1)
Income (Loss) from Discontinued Operations Before Provision (Benefit) for Income Taxes
 
$

 
$
239

 
$
(668
)
 
$

 
$
(429
)
Provision (Benefit) for Income Taxes
 

 
41


(133
)
 

 
(92
)
Income (Loss) from Discontinued Operations, Net of Tax
 
$

 
$
198

 
$
(535
)
 
$

 
$
(337
)
_____________________________________________________________________________

(1) During the three months ended March 31, 2017, we recognized a loss from discontinued operations before benefit for income taxes of $429, primarily related to costs associated with transitional service agreements related to the Recall Divestments.
Recall Costs (Tables)
Recall Costs included in the accompanying Consolidated Statements of Operations are as follows:
 
 
Three Months Ended
March 31,
 
 
2016
 
2017
Cost of sales (excluding depreciation and amortization)
 
$

 
$
7,887

Selling, general and administrative expenses
 
18,327

 
12,684

Total Recall Costs
 
$
18,327

 
$
20,571


Recall Costs included in the accompanying Consolidated Statements of Operations by segment are as follows:
 
 
Three Months Ended
March 31,
 
 
2016
 
2017
North American Records and Information Management Business
 
$
39

 
$
7,299

North American Data Management Business
 

 
873

Western European Business
 
217

 
3,216

Other International Business
 
431

 
1,651

Corporate and Other Business
 
17,640

 
7,532

Total Recall Costs
 
$
18,327

 
$
20,571

A rollforward of accrued liabilities related to Recall Costs on our Consolidated Balance Sheets as of December 31, 2016 to March 31, 2017 is as follows:
 
Accrual for Recall Costs
Balance at December 31, 2016
$
4,914

Amounts accrued
5,147

Change in estimates(1)
(230
)
Payments
(5,371
)
Currency translation adjustments
47

Balance at March 31, 2017(2)
$
4,507

_______________________________________________________________________________
(1)
Includes adjustments made to amounts accrued in a prior period.
(2)
Accrued liabilities related to Recall Costs as of March 31, 2017 presented in the table above generally related to employee severance costs and onerous lease liabilities. We expect that the majority of these liabilities will be paid throughout 2017. Additional Recall Costs recorded in our Consolidated Statement of Operations have either been settled in cash during the three months ended March 31, 2017 or are included in our Consolidated Balance Sheet as of March 31, 2017 as a component of accounts payable.
Summary of Significant Accounting Policies - (Gain) Loss on Foreign Currency Transactions (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Accounting Policies [Abstract]
 
 
Total loss on foreign currency transactions
$ (4,164)
$ (12,542)
Summary of Significant Accounting Policies - Goodwill Narrative (Details) (USD $)
0 Months Ended
Oct. 1, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
 
Goodwill, Impairment Loss
$ 0 
Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill, by Reportable Operating Segment (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Goodwill
 
 
Goodwill
$ 3,957,058 
$ 3,905,021 
Gross amount of goodwill [Roll Forward]
 
 
Beginning balance
4,219,868 
 
Deductible goodwill acquired during the year
1,776 
 
Non-deductible goodwill acquired during the year
4,311 
 
Fair value and other adjustments
11,693 
 
Currency effects
34,467 
 
Ending balance
4,272,115 
 
Goodwill accumulated amortization [Roll Forward]
 
 
Accumulated amortization. beginning balance
314,847 
 
Currency effects
210 
 
Accumulated amortization. ending balance
315,057 
 
Accumulated goodwill impairment, beginning balance
132,409 
 
Accumulated goodwill impairment, ending balance
132,409 
 
Fair value and other adjustments related to deferred income taxes
11,693 
 
North American Records and Information Management Business
 
 
Goodwill
 
 
Goodwill
2,288,642 
2,280,911 
Gross amount of goodwill [Roll Forward]
 
 
Beginning balance
2,485,806 
 
Deductible goodwill acquired during the year
672 
 
Non-deductible goodwill acquired during the year
 
Fair value and other adjustments
5,548 
 
Currency effects
1,569 
 
Ending balance
2,493,595 
 
Goodwill accumulated amortization [Roll Forward]
 
 
Accumulated amortization. beginning balance
204,895 
 
Currency effects
58 
 
Accumulated amortization. ending balance
204,953 
 
Accumulated goodwill impairment, beginning balance
85,909 
 
Accumulated goodwill impairment, ending balance
85,909 
 
North American Data Management Business
 
 
Goodwill
 
 
Goodwill
506,648 
505,690 
Gross amount of goodwill [Roll Forward]
 
 
Beginning balance
559,443 
 
Deductible goodwill acquired during the year
 
Non-deductible goodwill acquired during the year
 
Fair value and other adjustments
525 
 
Currency effects
448 
 
Ending balance
560,416 
 
Goodwill accumulated amortization [Roll Forward]
 
 
Accumulated amortization. beginning balance
53,753 
 
Currency effects
15 
 
Accumulated amortization. ending balance
53,768 
 
Accumulated goodwill impairment, beginning balance
 
Accumulated goodwill impairment, ending balance
 
Western European Business
 
 
Goodwill
 
 
Goodwill
356,763 
349,421 
Gross amount of goodwill [Roll Forward]
 
 
Beginning balance
405,571 
 
Deductible goodwill acquired during the year
 
Non-deductible goodwill acquired during the year
 
Fair value and other adjustments
2,818 
 
Currency effects
4,649 
 
Ending balance
413,038 
 
Goodwill accumulated amortization [Roll Forward]
 
 
Accumulated amortization. beginning balance
56,150 
 
Currency effects
125 
 
Accumulated amortization. ending balance
56,275 
 
Accumulated goodwill impairment, beginning balance
46,500 
 
Accumulated goodwill impairment, ending balance
46,500 
 
Other International Business
 
 
Goodwill
 
 
Goodwill
778,366 
743,077 
Gross amount of goodwill [Roll Forward]
 
 
Beginning balance
743,126 
 
Deductible goodwill acquired during the year
387 
 
Non-deductible goodwill acquired during the year
4,311 
 
Fair value and other adjustments
2,802 
 
Currency effects
27,801 
 
Ending balance
778,427 
 
Goodwill accumulated amortization [Roll Forward]
 
 
Accumulated amortization. beginning balance
49 
 
Currency effects
12 
 
Accumulated amortization. ending balance
61 
 
Accumulated goodwill impairment, beginning balance
 
Accumulated goodwill impairment, ending balance
 
Corporate and Other
 
 
Goodwill
 
 
Goodwill
26,639 
25,922 
Gross amount of goodwill [Roll Forward]
 
 
Beginning balance
25,922 
 
Deductible goodwill acquired during the year
717 
 
Non-deductible goodwill acquired during the year
 
Fair value and other adjustments
 
Currency effects
 
Ending balance
26,639 
 
Goodwill accumulated amortization [Roll Forward]
 
 
Accumulated amortization. beginning balance
 
Currency effects
 
Accumulated amortization. ending balance
 
Accumulated goodwill impairment, beginning balance
 
Accumulated goodwill impairment, ending balance
$ 0 
 
Summary of Significant Accounting Policies - Schedule of Components of Amortizable Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Amortizable intangible assets
 
 
 
Gross carrying amount
$ 1,675,079 
 
$ 1,628,808 
Accumulated amortization
(384,403)
 
(359,486)
Net carrying amount
1,290,676 
 
1,269,322 
Amortization of other deferred charges
25,115 
11,814 
 
Revenue reduction associated with amortization of permanent withdrawal fees
3,158 
2,943 
 
Customer Relationships and Acquisition Costs
 
 
 
Amortizable intangible assets
 
 
 
Gross carrying amount
1,650,854 
 
1,604,020 
Accumulated amortization
(373,925)
 
(351,497)
Net carrying amount
1,276,929 
 
1,252,523 
Core Technology
 
 
 
Amortizable intangible assets
 
 
 
Gross carrying amount
24,225 
 
24,788 
Accumulated amortization
(10,478)
 
(7,989)
Net carrying amount
$ 13,747 
 
$ 16,799 
Minimum |
Customer Relationships [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
8 years 
 
 
Minimum |
Initial Costs For Transport Of Boxes [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
8 years 
 
 
Minimum |
Customer Relationships Current Record Management Vendor Or Payments To Customers [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
3 years 
 
 
Minimum |
Other Intangible Assets [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
3 years 
 
 
Maximum |
Customer Relationships [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
30 years 
 
 
Maximum |
Initial Costs For Transport Of Boxes [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
30 years 
 
 
Maximum |
Customer Relationships Current Record Management Vendor Or Payments To Customers [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
15 years 
 
 
Maximum |
Other Intangible Assets [Member]
 
 
 
Amortizable intangible assets
 
 
 
Finite-Lived Intangible Asset, Useful Life
10 years 
 
 
Summary of Significant Accounting Policies - Stock-Based Compensation (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Employee stock-based awards
 
 
Weighted Average Common Shares Outstanding-Basic (in shares)
263,855,000 
211,526,000 
Stock-based compensation
$ 6,549 
$ 6,885 
Stock-based compensation expense (income), net of tax
4,585 
4,914 
Stock-based compensation expense per basic and diluted share (in dollars per share)
$ 0.02 
$ 0.02 
Excess tax (deficiency) benefits from stock-based compensation
(348)
Certain options as a percentage of total outstanding options
100.00% 
 
Summary of option activity
 
 
Options outstanding balance, end of period (in shares)
4,314,629 
 
Share-Based Compensation, aggregate disclosures
 
 
Employee stock-based awards, unrecognized compensation costs on nonvested awards
61,990 
 
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition
2 years 4 months 24 days 
 
Continuing Operations
 
 
Employee stock-based awards
 
 
Stock-based compensation
6,549 
6,885 
Continuing Operations |
Cost of sales (excluding depreciation and amortization)
 
 
Employee stock-based awards
 
 
Stock-based compensation
28 
27 
Continuing Operations |
Selling, general and administrative expenses
 
 
Employee stock-based awards
 
 
Stock-based compensation
6,521 
6,858 
Three year vesting options
 
 
Employee stock-based awards
 
 
Certain options as a percentage of total outstanding options
83.40% 
 
Summary of option activity
 
 
Options outstanding balance, end of period (in shares)
3,597,671 
 
Five year vesting options
 
 
Employee stock-based awards
 
 
Certain options as a percentage of total outstanding options
14.50% 
 
Summary of option activity
 
 
Options outstanding balance, end of period (in shares)
626,204 
 
Ten year vesting options
 
 
Employee stock-based awards
 
 
Certain options as a percentage of total outstanding options
2.10% 
 
Summary of option activity
 
 
Options outstanding balance, end of period (in shares)
90,754 
 
Stock Options
 
 
Employee stock-based awards
 
 
Weighted average fair value of options granted (in dollars per share)
$ 4.26 
$ 2.49 
Weighted average assumptions used for grants
 
 
Expected volatility (as a percent)
25.80% 
27.20% 
Risk-free interest rate (as a percent)
1.96% 
1.32% 
Expected dividend yield (as a percent)
6.00% 
7.00% 
Expected life of the option
5 years 0 months 1 day 
5 years 6 months 29 days 
Summary of option activity
 
 
Options outstanding balance, beginning of period (in shares)
3,451,698 
 
Options granted (in shares)
1,007,224 
 
Options exercised (in shares)
(136,739)
 
Options forfeited (in shares)
(5,773)
 
Options expired (in shares)
(1,781)
 
Options outstanding balance, end of period (in shares)
4,314,629 
 
Options exercisable balance (in shares)
2,126,229 
 
Options expected to vest (in shares)
2,022,212 
 
Weighted Average Exercise Price
 
 
Weighted average exercise price, options outstanding balance beginning of period (in dollars per share)
$ 31.79 
 
Weighted average exercise price, options granted (in dollars per share)
$ 36.89 
 
Weighted average exercise price, options exercised (in dollars per share)
$ 22.24 
 
Weighted average exercise price, options forfeited (in dollars per share)
$ 28.21 
 
Weighted average exercise price, options expired (in dollars per share)
$ 38.83 
 
Weighted average exercise price, options outstanding balance end of period (in dollars per share)
$ 33.29 
 
Weighted average exercise price, options exercisable (in dollars per share)
$ 30.09 
 
Weighted average exercise price, options expected to vest (in dollars per share)
$ 36.41 
 
Weighted average remaining contractual term
 
 
Weighted average remaining contractual term, options outstanding
7 years 6 months 26 days 
 
Weighted average remaining contractual term, options exercisable
5 years 10 months 2 days 
 
Weighted average remaining contractual term, options expected to vest
9 years 2 months 27 days 
 
Aggregate intrinsic value
 
 
Aggregate intrinsic value, options outstanding
17,780 
 
Aggregate intrinsic value, options exercisable
15,685 
 
Aggregate intrinsic value, options expected to vest
1,955 
 
Aggregate intrinsic value of stock options exercised
 
 
Aggregate intrinsic value of stock options exercised
1,912 
1,433 
Employee Stock Purchase Plan
 
 
Employee Stock Purchase Plan
 
 
Percentage of market price for the purchase of shares
95.00% 
 
Employee stock purchase plan, shares available for grant
727,594 
 
Performance units
 
 
Dividends accrued
 
 
Accrued cash dividends
324 
262 
Cash dividends paid
205 
645 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
 
 
Non-vested at the beginning of the period (in shares)
438,302 
 
Granted (in shares)
229,692 
 
Vested (in shares)
(32,776)
 
Forfeited (in shares)
(132,509)
 
Non-vested at the end of the period (in shares)
502,709 
 
Weighted average grant date fair value
 
 
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)
$ 33.67 
 
Weighted average grant date fair value, granted (in dollars per share)
$ 41.93 
 
Weighted average grant date fair value, vested (in dollars per share)
$ 27.60 
 
Weighted average grant date fair value, forfeited (in dollars per share)
$ 28.57 
 
Weighted average grant date fair value, non-vested, end of period (in dollars per share)
$ 39.18 
 
Total fair value of shares or units vested
905 
4,081 
Performance units disclosure
 
 
Period of anniversary from the date of grant
3 years 
 
Qualifying age for grant of performance units
55 years 
 
Qualifying service period
10 years 
 
Performance units |
PUs granted in 2015
 
 
Performance units disclosure
 
 
Percentage of achievement of the predefined revenue and ROIC targets
25.00% 
 
Performance units |
Two Thousand Sixteen [Member] [Member]
 
 
Performance units disclosure
 
 
Percentage of achievement of the predefined revenue and ROIC targets
100.00% 
 
Performance units |
Two Thousand Seventeen [Member]
 
 
Performance units disclosure
 
 
Percentage of achievement of the predefined revenue and ROIC targets
100.00% 
 
Performance units |
Revenue or revenue growth and return on invested capital
 
 
Performance units disclosure
 
 
Performance period
3 years 
 
Performance units |
Market condition associated with shareholder return of common stock
 
 
Performance units disclosure
 
 
Performance period
3 years 
 
Performance units |
Minimum |
Revenue or revenue growth and return on invested capital
 
 
Performance units disclosure
 
 
Percentage payout rate
0.00% 
 
Performance units |
Minimum |
Market condition associated with shareholder return of common stock
 
 
Performance units disclosure
 
 
Percentage payout rate
0.00% 
 
Performance units |
Maximum |
Revenue or revenue growth and return on invested capital
 
 
Performance units disclosure
 
 
Percentage payout rate
200.00% 
 
Performance units |
Maximum |
Market condition associated with shareholder return of common stock
 
 
Performance units disclosure
 
 
Percentage payout rate
200.00% 
 
Original PU Awards
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
 
 
Non-vested at the beginning of the period (in shares)
559,340 
 
Granted (in shares)
229,692 
 
Vested (in shares)
(32,776)
 
Forfeited (in shares)
(3,480)
 
Non-vested at the end of the period (in shares)
752,776 
 
PUs Adjustment
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
 
 
Non-vested at the beginning of the period (in shares)
(121,038)
 
Granted (in shares)
 
Vested (in shares)
 
Forfeited (in shares)
(129,029)
 
Non-vested at the end of the period (in shares)
(250,067)
 
Restricted Stock Units
 
 
Employee stock-based awards
 
 
Accrued cash dividends
683 
631 
Dividends accrued
 
 
Cash dividends paid
1,855 
1,635 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
 
 
Non-vested at the beginning of the period (in shares)
1,163,393 
 
Granted (in shares)
525,328 
 
Vested (in shares)
(438,091)
 
Forfeited (in shares)
(11,597)
 
Non-vested at the end of the period (in shares)
1,239,033 
 
Weighted average grant date fair value
 
 
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)
$ 33.21 
 
Weighted average grant date fair value, granted (in dollars per share)
$ 36.90 
 
Weighted average grant date fair value, vested (in dollars per share)
$ 32.02 
 
Weighted average grant date fair value, forfeited (in dollars per share)
$ 34.65 
 
Weighted average grant date fair value, non-vested, end of period (in dollars per share)
$ 35.18 
 
Total fair value of shares or units vested
$ 14,026 
$ 14,978 
Restricted Stock Units |
Minimum
 
 
Employee stock-based awards
 
 
Award vesting period
3 years 
 
Restricted Stock Units |
Maximum
 
 
Employee stock-based awards
 
 
Award vesting period
5 years 
 
Summary of Significant Accounting Policies - Income Per Share, Allowance for Doubful Accounts, Income Taxes, and Concentration of Credit Risk (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2017
bank
Mar. 31, 2016
Dec. 31, 2016
bank
Dec. 31, 2015
Income (Loss) Per Share-Basic and Diluted
 
 
 
 
Income (loss) from continuing operations
$ 58,844 
$ 63,041 
 
 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
382 
267 
 
 
Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation)
58,462 
62,774 
 
 
Income (loss) from discontinued operations, net of tax
(337)
 
 
Net income (loss) attributable to Iron Mountain Incorporated
58,125 
62,774 
 
 
Weighted-average shares—basic
263,855,000 
211,526,000 
 
 
Effect of dilutive potential stock options (in shares)
461,761 
482,388 
 
 
Effect of dilutive potential restricted stock, RSUs and PUs (in shares)
492,905 
463,053 
 
 
Weighted-average shares—diluted
264,809,666 
212,471,000 
 
 
Earnings (Losses) per share-basic:
 
 
 
 
Income (Loss) from continuing operations (in dollars per share)
$ 0.22 
$ 0.30 
 
 
Total (loss) income discontinued operations (in dollars per share)
$ 0.00 
$ 0.00 
 
 
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)
$ 0.22 
$ 0.30 
 
 
Earnings (Losses) per share-diluted:
 
 
 
 
Income (Loss) from continuing operations (in dollars per share)
$ 0.22 
$ 0.30 
 
 
Total (loss) income from discontinued operations (in dollars per share)
$ 0.00 
$ 0.00 
 
 
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)
$ 0.22 
$ 0.30 
 
 
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares)
2,494,255 
2,821,795 
 
 
Income Taxes:
 
 
 
 
Effective tax rates (as a percent)
13.50% 
15.90% 
 
 
Income (Loss) From Continuing Operations Before Income Taxes, Minority Interest, and (Gain) Loss on Disposition of Real Estate
68,064 
74,941 
 
 
Federal statutory tax rate (as a percent)
35.00% 
35.00% 
 
 
Tax provision, increase, amount
1,764 
 
 
 
Tax provision, increase, percentage
2.50% 
 
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
 
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount
7,511 
 
 
 
Concentrations of Credit Risk
 
 
 
 
Number of global banks with cash, cash equivalent and restricted cash held on deposit
 
 
Cash and cash equivalents
295,628 
117,945 
236,484 
128,381 
Money market funds and time deposits
$ 25,739 
 
$ 22,240 
 
Summary of Significant Accounting Policies - Fair Value Measurements (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Fair value measured on recurring basis |
Quoted prices in active markets (Level 1)
 
 
Assets and liabilities carried at fair value measured on a recurring basis
 
 
Time deposits
$ 0 
$ 0 
Trading securities
9,958 
10,181 
Liability Derivatives
 
Fair value measured on recurring basis |
Significant other observable inputs (Level 2)
 
 
Assets and liabilities carried at fair value measured on a recurring basis
 
 
Time deposits
25,739 
22,240 
Trading securities
384 
478 
Liability Derivatives
114 
 
Fair value measured on recurring basis |
Significant unobservable inputs (Level 3)
 
 
Assets and liabilities carried at fair value measured on a recurring basis
 
 
Time deposits
Trading securities
Liability Derivatives
 
Estimate of Fair Value Measurement [Member] |
Fair value measured on recurring basis
 
 
Assets and liabilities carried at fair value measured on a recurring basis
 
 
Time deposits
25,739 
22,240 
Trading securities
10,342 
10,659 
Liability Derivatives
114 
 
Prepaid expenses and other |
Foreign exchange contracts
 
 
Assets and liabilities carried at fair value measured on a recurring basis
 
 
Liability Derivatives
$ 114 
 
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Accumulated other comprehensive items, net
 
 
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance
$ (212,573)
$ (174,917)
Other comprehensive loss:
 
 
Foreign currency translation adjustments
51,334 
23,491 
Market value adjustments for securities
(734)
Total Other comprehensive (loss) income
51,334 
22,757 
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance
(161,239)
(152,160)
Other Expense (Income), Net:
 
 
Total loss on foreign currency transactions
(4,164)
(12,542)
Other, net
(2,200)
605 
Other (Income) Expense, Net
(6,364)
(11,937)
Foreign currency translation adjustments
 
 
Accumulated other comprehensive items, net
 
 
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance
(212,573)
(175,651)
Other comprehensive loss:
 
 
Foreign currency translation adjustments
51,334 
23,491 
Market value adjustments for securities
Total Other comprehensive (loss) income
51,334 
23,491 
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance
(161,239)
(152,160)
Market value adjustments for securities
 
 
Accumulated other comprehensive items, net
 
 
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance
734 
Other comprehensive loss:
 
 
Foreign currency translation adjustments
Market value adjustments for securities
(734)
Total Other comprehensive (loss) income
(734)
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance
$ 0 
$ 0 
Summary of Significant Accounting Policies - Property, Plant and Equipment and Long-Lived Assets (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Accounting Policies [Abstract]
 
 
Capitalization of internal use computer software
$ 5,283 
$ 3,403 
Loss (gain) on disposal/write-down of property, plant and equipment (excluding real estate)
 
$ (451)
Summary of Significant Accounting Policies - Cash dividends on RSUs (Details) (Restricted Stock Units, USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Restricted Stock Units
 
 
Employee stock-based awards
 
 
Accrued cash dividends
$ 683 
$ 631 
Cash dividends paid
$ 1,855 
$ 1,635 
Derivative Instruments and Hedging Activities (Details)
In Thousands, unless otherwise specified
Mar. 31, 2017
6 3/4% Notes
Net Investment Hedging [Member]
Designated as Hedging Instrument [Member]
USD ($)
Mar. 31, 2017
6 3/4% Notes
Net Investment Hedging [Member]
Designated as Hedging Instrument [Member]
EUR (€)
Mar. 31, 2016
6 3/4% Notes
Net Investment Hedging [Member]
Designated as Hedging Instrument [Member]
EUR (€)
Mar. 31, 2017
Foreign exchange contracts
Purchases
CAD ($)
Mar. 31, 2017
Foreign exchange contracts
Sales
USD ($)
Mar. 31, 2017
Prepaid expenses and other
Foreign exchange contracts
USD ($)
Derivative instruments
 
 
 
 
 
 
Notional amount of derivatives
 
€ 49,600 
€ 30,218 
$ 46,000 
 
 
Derivative, amount of hedged item
 
 
 
 
34,439 
 
Liability Derivatives
 
 
 
 
 
114 
Derivatives used in Net Investment Hedge, Net of Tax
$ 17,131 
 
 
 
 
 
Derivative Instruments and Hedging Activities - Fair Value of Derivatives (Details) (Foreign exchange contracts, Prepaid expenses and other, USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Foreign exchange contracts |
Prepaid expenses and other
 
Fair value of derivative instruments
 
Liability Derivatives
$ 114 
Acquisitions (Details)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 1 Months Ended 12 Months Ended 3 Months Ended
Mar. 31, 2017
USD ($)
Mar. 31, 2016
USD ($)
Dec. 31, 2016
USD ($)
May 4, 2016
Discontinued Operations, Disposed of by Sale
Initial United States Divestments
USD ($)
May 4, 2016
Discontinued Operations, Disposed of by Sale
Initial United States Divestments
USD ($)
Mar. 31, 2016
Disposal Group, Held-for-sale, Not Discontinued Operations
Australia Divestment Business And Iron Mountain Canadian Divestments [Member]
USD ($)
Mar. 31, 2017
Fiscal 2017 Year Acquisitions
USD ($)
Mar. 31, 2017
Storage and Records Management Company [Member]
acquisition
Mar. 31, 2017
Art Storage Company [Member]
acquisition
May 2, 2016
Recall Holdings Limited [Member]
USD ($)
Mar. 31, 2017
Recall Holdings Limited [Member]
USD ($)
Apr. 29, 2016
Recall Holdings Limited [Member]
USD ($)
May 2, 2016
Recall Holdings Limited [Member]
Common Stock
Dec. 30, 2016
Santa Fe Transaction 2016 [Member]
USD ($)
Dec. 30, 2016
Santa Fe Transaction 2016 [Member]
EUR (€)
Nov. 30, 2016
Santa Fe Transaction 2016 [Member]
region
Dec. 31, 2016
Santa Fe Transaction 2016 [Member]
USD ($)
Dec. 31, 2016
Santa Fe Transaction 2016 [Member]
EUR (€)
Mar. 31, 2017
Santa Fe Transaction 2017 [Member]
USD ($)
Mar. 31, 2017
Santa Fe Transaction 2017 [Member]
EUR (€)
Mar. 31, 2017
Q1 2017 Additional Acquisitions [Member]
USD ($)
Mar. 31, 2017
Q1 2017 Additional Acquisitions [Member]
Minimum
USD ($)
Mar. 31, 2017
Q1 2017 Additional Acquisitions [Member]
Maximum
USD ($)
Mar. 31, 2017
Customer Relationships [Member]
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash Acquired from Acquisition
 
 
 
 
 
 
$ 1,631 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash consideration
 
 
 
 
 
 
13,736 
 
 
331,800 
 
 
 
 
 
 
14,200 
13,500 
 
 
 
 
 
 
Acquisition, shares of common stock issued
 
 
 
 
 
 
 
 
 
 
 
 
50,233,412 
 
 
 
 
 
 
 
 
 
 
 
Price per outstanding share
 
 
 
 
 
 
 
 
 
 
 
$ 36.53 
 
 
 
 
 
 
 
 
 
 
 
 
Consideration transferred
 
 
 
 
 
 
14,579 
 
 
2,166,900 
 
 
 
16,000 
15,200 
 
 
 
1,000 
925 
13,700 
2,000 
4,400 
 
Business Combination Separately Recognized Transactions Expenses And Losses Recognized, Acquisition Costs Incurred to Date
 
 
 
 
 
 
 
 
 
 
140,661 
 
 
 
 
 
 
 
 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Revenue
 
 
 
 
 
13,376 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Operating Income (Loss)
 
 
 
 
 
806 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Disposal, consideration
 
 
 
 
80,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net proceeds from Iron Mountain Divestments (see Note 10)
2,423 
 
55,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Contingent Receivable
 
 
 
 
25,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent receivable, net of adjustments
 
 
 
 
21,400 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent receivable, fair value adjustment
 
 
 
 
2,200 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent receivable, present value adjustment
 
 
 
 
1,400 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition, Number Of Regions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 
 
 
 
 
 
 
 
 
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value
 
 
 
 
 
 
843 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents
 
 
 
 
 
 
1,631 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables
 
 
 
 
 
 
1,771 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Assets
 
 
 
 
 
 
692 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment
 
 
 
 
 
 
2,845 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition, Purchase Price Allocation, Amortizable Intangible Assets, Customer Relationship
 
 
 
 
 
 
8,222 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities
 
 
 
 
 
 
(6,208)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities
 
 
 
 
 
 
(461)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net
 
 
 
 
 
 
8,492 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill
3,957,058 
 
3,905,021 
 
 
 
6,087 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payments for (Proceeds from) Previous Acquisition
 
 
 
 
 
 
$ 82 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20 years 
Acquisitions - Schedule of Purchase Price Allocation (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 0 Months Ended 3 Months Ended
Mar. 31, 2017
May 2, 2016
Recall Holdings Limited [Member]
Mar. 31, 2017
Other Fiscal 2017 Year Acquisitions (excluding Recall)
Business Acquisition [Line Items]
 
 
 
Cash Paid (gross of cash acquired)
 
$ 331,800 
$ 13,736 
Total Consideration
 
2,166,900 
14,579 
Fair Value of Identifiable Assets Acquired:
 
 
 
Cash
 
 
1,631 
Accounts Receivable and Prepaid Expenses
 
 
1,771 
Other Assets
 
 
692 
Property, Plant and Equipment
 
 
2,845 
Customer Relationship Intangible Assets
 
 
8,222 
Deferred Income Taxes
 
 
(461)
Total Fair Value of Identifiable Net Assets Acquired
 
 
8,492 
Non-deductible goodwill acquired during the year
4,311 
 
 
Cash Acquired from Acquisition
 
 
$ 1,631 
Acquisitions - Pro Forma Financial Information (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Business Acquisition [Line Items]
 
 
Business Acquisition, Pro Forma Revenue
 
$ 937,952 
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax
 
58,058 
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax, Per Share, Basic
 
$ 0.22 
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax, Per Share, Diluted
 
$ 0.22 
Income (Loss) from Continuing Operations
58,844 
63,041 
Per Share Income (Loss) from Continuing Operations - Basic (in dollars per share)
$ 0.22 
$ 0.30 
Per Share Income (Loss) from Continuing Operations - Diluted (in dollars per share)
$ 0.22 
$ 0.30 
Recall Holdings Limited [Member]
 
 
Business Acquisition [Line Items]
 
 
Business Combination Separately Recognized Transactions Expenses And Losses Recognized, Incurred to Date
140,661 
 
Disposal Group, Held-for-sale, Not Discontinued Operations |
Australia Divestment Business And Iron Mountain Canadian Divestments [Member]
 
 
Business Acquisition [Line Items]
 
 
Disposal Group, Including Discontinued Operation, Revenue
 
13,376 
Disposal Group, Including Discontinued Operation, Operating Income (Loss)
 
$ 806 
Debt Schedule of Long Term Debt (Details)
In Thousands, unless otherwise specified
Mar. 31, 2017
USD ($)
Dec. 31, 2016
USD ($)
Mar. 31, 2017
Revolving Credit Facility
USD ($)
Dec. 31, 2016
Revolving Credit Facility
USD ($)
Mar. 31, 2017
Australian Dollar Term Loan [Member]
USD ($)
Mar. 31, 2017
Australian Dollar Term Loan [Member]
AUD ($)
Dec. 31, 2016
Australian Dollar Term Loan [Member]
USD ($)
Sep. 28, 2016
Australian Dollar Term Loan [Member]
AUD ($)
Mar. 31, 2017
6% Senior Notes due 2020
USD ($)
Dec. 31, 2016
6% Senior Notes due 2020
USD ($)
Mar. 31, 2017
Senior Subsidiary Notes
USD ($)
Dec. 31, 2016
Senior Subsidiary Notes
USD ($)
Mar. 31, 2017
Senior Notes 4.375 Percent due 2021
USD ($)
Dec. 31, 2016
Senior Notes 4.375 Percent due 2021
USD ($)
Mar. 31, 2017
GBP Senior Notes 6.125 Percent, Due 2022
USD ($)
Dec. 31, 2016
GBP Senior Notes 6.125 Percent, Due 2022
USD ($)
Mar. 31, 2017
6% Notes
USD ($)
Dec. 31, 2016
6% Notes
USD ($)
Mar. 31, 2017
CAD 5.375 Percent Senior Notes due 2023 [Member]
USD ($)
Dec. 31, 2016
CAD 5.375 Percent Senior Notes due 2023 [Member]
USD ($)
Mar. 31, 2017
The 5 3/4% Notes
USD ($)
Dec. 31, 2016
The 5 3/4% Notes
USD ($)
Mar. 31, 2017
Senior Notes 5.375 Percent due 2026
USD ($)
Dec. 31, 2016
Senior Notes 5.375 Percent due 2026
USD ($)
Mar. 31, 2017
Accounts Receivable Securitization Program
USD ($)
Dec. 31, 2016
Accounts Receivable Securitization Program
USD ($)
Mar. 31, 2017
Real Estate Mortgages, Capital Leases and Other
USD ($)
Dec. 31, 2016
Real Estate Mortgages, Capital Leases and Other
USD ($)
Mar. 31, 2017
Mortgage Securitization Program [Member]
USD ($)
Dec. 31, 2016
Mortgage Securitization Program [Member]
USD ($)
Mar. 31, 2017
New Credit Agreement
Revolving Credit Facility
USD ($)
Mar. 31, 2017
New Credit Agreement
Term Loan Facility
USD ($)
Dec. 31, 2016
New Credit Agreement
Term Loan Facility
USD ($)
Jul. 2, 2015
New Credit Agreement
Term Loan Facility
USD ($)
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Unamortized Discount
$ 1,752 
$ 1,725 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Gross
6,408,716 
6,319,116 
988,327 
953,548 
186,963 
 
177,198 
250,000 
1,000,000 
1,000,000 
150,045 
148,792 
500,000 
500,000 
499,508 
493,648 
600,000 
600,000 
187,557 
185,990 
1,000,000 
1,000,000 
250,000 
250,000 
250,000 
247,000 
518,191 
478,565 
50,000 
50,000 
 
228,125 
234,375 
250,000 
Carrying amount on long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
988,327 
228,125 
 
 
Fair Value
 
 
988,327 
953,548 
188,715 
246,875 
178,923 
 
1,046,250 
1,052,500 
155,859 
155,860 
512,500 
511,250 
529,478 
527,562 
632,280 
637,500 
193,418 
188,780 
1,017,500 
1,027,500 
248,750 
242,500 
250,000 
247,000 
518,191 
478,565 
50,000 
50,000 
 
228,125 
234,375 
 
Current portion of long-term debt
(421,227)
(172,975)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, net of current portion
5,922,748 
6,078,206 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stated interest rate (as a percent)
 
 
 
 
 
 
 
 
6.00% 
6.00% 
6.125% 
6.125% 
4.375% 
4.375% 
6.125% 
6.125% 
6.00% 
6.00% 
5.375% 
5.375% 
5.75% 
5.75% 
5.375% 
5.375% 
 
 
 
 
 
 
 
 
 
 
Unamortized Debt Issuance Expense
(64,741)
(67,935)
(6,800)
(7,530)
(3,832)
 
(3,774)
 
(11,881)
(12,730)
(1,561)
(1,635)
(7,163)
(7,593)
(6,012)
(6,214)
(7,048)
(7,322)
(3,405)
(3,498)
(10,186)
(10,529)
(3,937)
(4,044)
(308)
(384)
(1,239)
(1,277)
(1,369)
(1,405)
 
 
Long-term Debt
6,343,975 
6,251,181 
981,527 
946,018 
183,131 
 
173,424 
 
988,119 
987,270 
148,484 
147,157 
492,837 
492,407 
493,496 
487,434 
592,952 
592,678 
184,152 
182,492 
989,814 
989,471 
246,063 
245,956 
249,692 
246,616 
516,952 
477,288 
48,631 
48,595 
 
228,125 
234,375 
 
Long-term Debt, Gross, Current Maturities
421,535 
172,975 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized Debt Issuance Expense, Current
(308)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Current Maturities
(421,227)
(172,975)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long Term Debt, Gross, Net of Current Portion
5,987,181 
6,146,141 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized Debt Issuance Expense, Net
64,433 
67,935 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Excluding Current Maturities
$ 5,922,748 
$ 6,078,206 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt (Details)
In Thousands, unless otherwise specified
3 Months Ended 3 Months Ended 3 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended
Mar. 31, 2017
USD ($)
Dec. 31, 2016
USD ($)
Jul. 2, 2015
bank
Mar. 31, 2017
New Credit Agreement
Mar. 31, 2017
New Credit Agreement
Minimum
Mar. 31, 2017
New Credit Agreement
Maximum
Mar. 31, 2017
Accounts Receivable Securitization Program
Secured Debt
USD ($)
Mar. 6, 2015
Accounts Receivable Securitization Program
Secured Debt
USD ($)
Mar. 31, 2017
Mortgage Securitization Program [Member]
Secured Debt
USD ($)
Oct. 31, 2016
Mortgage Securitization Program [Member]
Secured Debt
USD ($)
Mar. 31, 2017
QRS Cash Pool [Member]
USD ($)
Mar. 31, 2017
TRS Cash Pool [Member]
USD ($)
Mar. 31, 2017
Credit Agreement
Dec. 31, 2016
Credit Agreement
Mar. 31, 2017
Credit Agreement
Minimum
Mar. 31, 2017
Credit Agreement
Maximum
Mar. 31, 2017
Revolving Credit Facility
USD ($)
Dec. 31, 2016
Revolving Credit Facility
USD ($)
Mar. 31, 2017
Revolving Credit Facility
New Credit Agreement
USD ($)
Jul. 2, 2015
Revolving Credit Facility
New Credit Agreement
USD ($)
Mar. 31, 2017
Revolving Credit Facility
New Credit Agreement
Minimum
Mar. 31, 2017
Revolving Credit Facility
New Credit Agreement
Maximum
Jul. 2, 2015
Term Loan Facility
New Credit Agreement
USD ($)
Mar. 31, 2017
Term Loan Facility
New Credit Agreement
USD ($)
Dec. 31, 2016
Term Loan Facility
New Credit Agreement
USD ($)
Jul. 2, 2015
Term Loan Facility
New Credit Agreement
USD ($)
Mar. 31, 2017
Term Loan Facility
New Credit Agreement
USD
USD ($)
Mar. 31, 2017
Term Loan Facility
New Credit Agreement
EUR
EUR (€)
Mar. 31, 2017
Senior Notes 4.375 Percent due 2021
USD ($)
Dec. 31, 2016
Senior Notes 4.375 Percent due 2021
USD ($)
Mar. 31, 2017
Senior Notes 5.375 Percent due 2026
USD ($)
Dec. 31, 2016
Senior Notes 5.375 Percent due 2026
USD ($)
Mar. 31, 2017
CAD 5.375 Percent Senior Notes due 2023 [Member]
USD ($)
Dec. 31, 2016
CAD 5.375 Percent Senior Notes due 2023 [Member]
USD ($)
Sep. 28, 2016
Australian Dollar Term Loan [Member]
USD ($)
Sep. 28, 2016
Australian Dollar Term Loan [Member]
AUD ($)
Mar. 31, 2017
Australian Dollar Term Loan [Member]
USD ($)
Mar. 31, 2017
Australian Dollar Term Loan [Member]
AUD ($)
Dec. 31, 2016
Australian Dollar Term Loan [Member]
USD ($)
Sep. 28, 2016
Australian Dollar Term Loan [Member]
AUD ($)
Sep. 28, 2016
Australian Dollar Term Loan [Member]
BBSY
Debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital stock of subsidiaries pledged to secure debt (as a percent)
66.00% 
 
 
 
 
 
 
 
 
 
 
 
66.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
 
 
$ 250,000 
 
$ 50,000 
 
 
 
 
 
 
 
 
 
$ 1,750,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Optional additional commitments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
250,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of banks supporting New Credit Agreement
 
 
25 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of quarterly installments based on the original principal (as a percentage)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,125 
 
 
 
 
 
 
 
 
 
 
 
 
6,250 
 
 
 
 
 
Commitment fee percentage
 
 
 
 
0.25% 
0.40% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carrying amount on long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
988,327 
 
 
 
 
228,125 
 
 
741,000 
231,530 
 
 
 
 
 
 
 
 
 
 
 
 
 
Letters of credit outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
53,649 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Period of earnings before interest, taxes, depreciation, amortization and rent expense (EBITDAR) for calculation of remaining borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Remaining amount available for borrowing under credit facility
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
708,024 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average interest rate (as a percent)
 
 
 
3.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.00% 
 
 
 
 
3.20% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effective interest rate (as a percent)
 
 
 
 
 
 
1.90% 
 
3.50% 
 
 
 
 
 
 
 
 
 
 
 
2.30% 
5.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6.10% 
6.10% 
 
 
 
Debt Instrument, Unamortized Discount
1,752 
1,725 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current portion of long-term debt
421,227 
172,975 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stated interest rate (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.375% 
4.375% 
5.375% 
5.375% 
5.375% 
5.375% 
 
 
 
 
 
 
 
Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
988,327 
953,548 
 
 
 
 
 
228,125 
234,375 
 
 
 
512,500 
511,250 
248,750 
242,500 
193,418 
188,780 
 
 
188,715 
246,875 
178,923 
 
 
Accounts Receivable from Securitization
 
 
 
 
 
 
250,000 
 
50,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt covenants
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net total lease adjusted leverage ratio
 
 
 
 
 
 
 
 
 
 
 
 
5.8 
5.7 
 
6.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net secured debt lease adjusted leverage ratio
 
 
 
 
 
 
 
 
 
 
 
 
2.7 
2.7 
 
4.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bond leverage ratio, per indentures
 
 
 
 
 
 
 
 
 
 
 
 
5.5 
5.2 
 
6.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed charge coverage ratio
 
 
 
 
 
 
 
 
 
 
 
 
2.3 
2.4 
1.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends Limit, Percent
95.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends Limit, Leverage Ratio Trigger
6.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Gross
6,408,716 
6,319,116 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
988,327 
953,548 
 
 
 
 
 
228,125 
234,375 
250,000 
 
 
500,000 
500,000 
250,000 
250,000 
187,557 
185,990 
 
 
186,963 
 
177,198 
250,000 
 
Par percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
99.00% 
 
Basis spread on variable rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.30% 
Net proceeds from sales of senior notes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
185,800 
243,750 
 
 
 
 
 
Cash pool agreement, net cash position
 
1,700 
 
 
 
 
 
 
 
 
5,400 
11,100 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash pool agreement, gross cash position
 
69,500 
 
 
 
 
 
 
 
 
478,200 
217,300 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash pool agreement, outstanding borrowings
 
$ 67,800 
 
 
 
 
 
 
 
 
$ 472,800 
$ 206,200 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Covenant Ratios (Details) (Credit Agreement)
Mar. 31, 2017
Dec. 31, 2016
Debt Instrument [Line Items]
 
 
Net total lease adjusted leverage ratio
5.8 
5.7 
Net secured debt lease adjusted leverage ratio
2.7 
2.7 
Bond leverage ratio, per indentures
5.5 
5.2 
Fixed charge coverage ratio
2.3 
2.4 
Maximum
 
 
Debt Instrument [Line Items]
 
 
Net total lease adjusted leverage ratio
6.5 
 
Net secured debt lease adjusted leverage ratio
4.0 
 
Bond leverage ratio, per indentures
6.5 
 
Minimum
 
 
Debt Instrument [Line Items]
 
 
Fixed charge coverage ratio
1.5 
 
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Balance Sheets (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Mar. 31, 2016
Dec. 31, 2015
Consolidating financial statements
 
 
 
 
Noncontrolling Interest, Ownership Percentage by Parent
100.00% 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
$ 295,628 
$ 236,484 
$ 117,945 
$ 128,381 
Accounts Receivable
721,030 
691,249 
 
 
Intercompany Receivable
 
 
Other Current Assets
181,979 
184,374 
 
 
Total Current Assets
1,198,637 
1,112,107 
 
 
Property, Plant and Equipment, Net
3,111,740 
3,083,326 
 
 
Other Assets, Net:
 
 
 
 
Long-term Notes Receivable from Affiliates and Intercompany Receivable
 
 
Investment in Subsidiaries
 
 
Goodwill
3,957,058 
3,905,021 
 
 
Other
1,404,699 
1,386,346 
 
 
Total Other Assets, Net
5,361,757 
5,291,367 
 
 
Total Assets
9,672,134 
9,486,800 
 
 
Liabilities and Equity
 
 
 
 
Intercompany Payable
 
 
Borrowings under cash pools
 
 
 
Current Portion of Long-term Debt
421,227 
172,975 
 
 
Total Other Current Liabilities
997,242 
873,582 
 
 
Long-term Debt, Net of Current Portion
5,922,748 
6,078,206 
 
 
Long-term Notes Payable to Affiliates and Intercompany Payable
 
 
Other Long-term Liabilities
359,835 
370,669 
 
 
Redeemable Noncontrolling Interest
67,308 
54,697 
 
 
Commitments and Contingencies (see Note 8)
   
   
 
 
Total Iron Mountain Incorporated Stockholders' Equity
1,902,725 
1,936,547 
 
 
Noncontrolling Interests
1,049 
124 
 
 
Total Equity
1,903,774 
1,936,671 
521,144 
528,607 
Total Liabilities and Equity
9,672,134 
9,486,800 
 
 
Eliminations
 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
(185,822)
Accounts Receivable
 
 
Intercompany Receivable
(938,239)
(674,122)
 
 
Other Current Assets
(29)
(29)
 
 
Total Current Assets
(1,124,090)
(674,151)
 
 
Property, Plant and Equipment, Net
 
 
Other Assets, Net:
 
 
 
 
Long-term Notes Receivable from Affiliates and Intercompany Receivable
(4,215,179)
(4,015,330)
 
 
Investment in Subsidiaries
(2,657,384)
(2,471,882)
 
 
Goodwill
 
 
Other
 
 
Total Other Assets, Net
(6,872,563)
(6,487,212)
 
 
Total Assets
(7,996,653)
(7,161,363)
 
 
Liabilities and Equity
 
 
 
 
Intercompany Payable
(938,239)
(674,122)
 
 
Borrowings under cash pools
(185,822)
 
 
 
Current Portion of Long-term Debt
(29)
(29)
 
 
Total Other Current Liabilities
 
 
Long-term Debt, Net of Current Portion
 
 
Long-term Notes Payable to Affiliates and Intercompany Payable
(4,215,179)
(4,015,330)
 
 
Other Long-term Liabilities
 
 
Redeemable Noncontrolling Interest
 
 
Total Iron Mountain Incorporated Stockholders' Equity
(2,657,384)
(2,471,882)
 
 
Noncontrolling Interests
 
 
Total Equity
(2,657,384)
(2,471,882)
 
 
Total Liabilities and Equity
(7,996,653)
(7,161,363)
 
 
Parent |
Reportable legal entities
 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
470 
2,405 
554 
151 
Accounts Receivable
 
 
Intercompany Receivable
 
 
Other Current Assets
114 
 
 
Total Current Assets
584 
2,405 
 
 
Property, Plant and Equipment, Net
438 
483 
 
 
Other Assets, Net:
 
 
 
 
Long-term Notes Receivable from Affiliates and Intercompany Receivable
4,214,179 
4,014,330 
 
 
Investment in Subsidiaries
1,750,210 
1,659,518 
 
 
Goodwill
 
 
Other
 
 
Total Other Assets, Net
5,964,389 
5,673,848 
 
 
Total Assets
5,965,411 
5,676,736 
 
 
Liabilities and Equity
 
 
 
 
Intercompany Payable
698,066 
558,492 
 
 
Borrowings under cash pools
 
 
 
Current Portion of Long-term Debt
 
 
Total Other Current Liabilities
199,038 
58,478 
 
 
Long-term Debt, Net of Current Portion
3,159,864 
3,093,388 
 
 
Long-term Notes Payable to Affiliates and Intercompany Payable
1,000 
1,000 
 
 
Other Long-term Liabilities
 
 
Redeemable Noncontrolling Interest
4,718 
28,831 
 
 
Total Iron Mountain Incorporated Stockholders' Equity
1,902,725 
1,936,547 
 
 
Noncontrolling Interests
 
 
Total Equity
1,902,725 
1,936,547 
 
 
Total Liabilities and Equity
5,965,411 
5,676,736 
 
 
Guarantors
 
 
 
 
Liabilities and Equity
 
 
 
 
Deposits
58,200 
 
 
 
Guarantors |
Reportable legal entities
 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
64,550 
23,380 
5,297 
7,803 
Accounts Receivable
36,545 
53,364 
 
 
Intercompany Receivable
904,316 
653,008 
 
 
Other Current Assets
79,337 
70,660 
 
 
Total Current Assets
1,084,748 
800,412 
 
 
Property, Plant and Equipment, Net
1,810,787 
1,804,991 
 
 
Other Assets, Net:
 
 
 
 
Long-term Notes Receivable from Affiliates and Intercompany Receivable
1,000 
1,000 
 
 
Investment in Subsidiaries
785,770 
699,411 
 
 
Goodwill
2,584,712 
2,602,784 
 
 
Other
762,098 
765,698 
 
 
Total Other Assets, Net
4,133,580 
4,068,893 
 
 
Total Assets
7,029,115 
6,674,296 
 
 
Liabilities and Equity
 
 
 
 
Intercompany Payable
 
 
Borrowings under cash pools
138,693 
 
 
 
Current Portion of Long-term Debt
45,837 
51,456 
 
 
Total Other Current Liabilities
454,823 
488,194 
 
 
Long-term Debt, Net of Current Portion
1,014,038 
1,055,642 
 
 
Long-term Notes Payable to Affiliates and Intercompany Payable
4,214,179 
4,014,330 
 
 
Other Long-term Liabilities
138,228 
127,715 
 
 
Redeemable Noncontrolling Interest
 
 
Total Iron Mountain Incorporated Stockholders' Equity
1,023,317 
936,959 
 
 
Noncontrolling Interests
 
 
Total Equity
1,023,317 
936,959 
 
 
Total Liabilities and Equity
7,029,115 
6,674,296 
 
 
Canada Company |
Reportable legal entities
 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
5,763 
17,110 
3,983 
13,182 
Accounts Receivable
36,215 
37,781 
 
 
Intercompany Receivable
33,923 
21,114 
 
 
Other Current Assets
6,325 
4,967 
 
 
Total Current Assets
82,226 
80,972 
 
 
Property, Plant and Equipment, Net
157,814 
159,391 
 
 
Other Assets, Net:
 
 
 
 
Long-term Notes Receivable from Affiliates and Intercompany Receivable
 
 
Investment in Subsidiaries
35,948 
35,504 
 
 
Goodwill
217,837 
217,422 
 
 
Other
49,211 
49,570 
 
 
Total Other Assets, Net
302,996 
302,496 
 
 
Total Assets
543,036 
542,859 
 
 
Liabilities and Equity
 
 
 
 
Intercompany Payable
 
 
Borrowings under cash pools
 
 
 
Current Portion of Long-term Debt
 
 
Total Other Current Liabilities
41,747 
40,442 
 
 
Long-term Debt, Net of Current Portion
338,456 
335,410 
 
 
Long-term Notes Payable to Affiliates and Intercompany Payable
 
 
Other Long-term Liabilities
41,429 
54,054 
 
 
Redeemable Noncontrolling Interest
 
 
Total Iron Mountain Incorporated Stockholders' Equity
121,404 
112,953 
 
 
Noncontrolling Interests
 
 
Total Equity
121,404 
112,953 
 
 
Total Liabilities and Equity
543,036 
542,859 
 
 
Non-Guarantors
 
 
 
 
Liabilities and Equity
 
 
 
 
Deposits
144,100 
 
 
 
Non-Guarantors |
Reportable legal entities
 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
410,667 
193,589 
108,111 
107,245 
Accounts Receivable
648,270 
600,104 
 
 
Intercompany Receivable
 
 
Other Current Assets
96,232 
108,776 
 
 
Total Current Assets
1,155,169 
902,469 
 
 
Property, Plant and Equipment, Net
1,142,701 
1,118,461 
 
 
Other Assets, Net:
 
 
 
 
Long-term Notes Receivable from Affiliates and Intercompany Receivable
 
 
Investment in Subsidiaries
85,456 
77,449 
 
 
Goodwill
1,154,509 
1,084,815 
 
 
Other
593,390 
571,078 
 
 
Total Other Assets, Net
1,833,355 
1,733,342 
 
 
Total Assets
4,131,225 
3,754,272 
 
 
Liabilities and Equity
 
 
 
 
Intercompany Payable
240,173 
115,630 
 
 
Borrowings under cash pools
47,129 
 
 
 
Current Portion of Long-term Debt
375,419 
121,548 
 
 
Total Other Current Liabilities
301,634 
286,468 
 
 
Long-term Debt, Net of Current Portion
1,410,390 
1,593,766 
 
 
Long-term Notes Payable to Affiliates and Intercompany Payable
 
 
Other Long-term Liabilities
180,178 
188,900 
 
 
Redeemable Noncontrolling Interest
62,590 
25,866 
 
 
Total Iron Mountain Incorporated Stockholders' Equity
1,512,663 
1,421,970 
 
 
Noncontrolling Interests
1,049 
124 
 
 
Total Equity
1,513,712 
1,422,094 
 
 
Total Liabilities and Equity
$ 4,131,225 
$ 3,754,272 
 
 
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Operations (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Revenues:
 
 
Storage Rental
$ 572,279 
$ 461,211 
Service
366,597 
289,479 
Intercompany Service
Total Revenues
938,876 
750,690 
Operating Expenses:
 
 
Cost of sales (excluding depreciation and amortization)
426,707 
326,105 
Selling, General and Administrative
240,166 
207,766 
Intercompany Service Cost of Sales
Depreciation and Amortization
124,707 
87,204 
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net
(459)
(451)
Total Operating Expenses
791,121 
620,624 
Operating Income (Loss)
147,755 
130,066 
Interest Expense (Income), Net
86,055 
67,062 
Other (Income) Expense, Net
(6,364)
(11,937)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
68,064 
74,941 
Provision (Benefit) for Income Taxes
9,220 
11,900 
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
Income (Loss) from Continuing Operations
58,844 
63,041 
(Loss) Income from Discontinued Operations, Net of Tax
(337)
Net income (loss)
58,507 
63,041 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
382 
267 
Net income (loss) attributable to Iron Mountain Incorporated
58,125 
62,774 
Net income (loss)
58,507 
63,041 
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
50,784 
23,978 
Market Value Adjustments for Securities
(734)
Equity in Other Comprehensive Income (Loss) of Subsidiaries
Total Other Comprehensive Income (Loss)
50,784 
23,244 
Comprehensive Income (Loss)
109,291 
86,285 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
(168)
754 
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
109,459 
85,531 
Eliminations
 
 
Revenues:
 
 
Storage Rental
Service
Intercompany Service
(23,439)
(18,358)
Total Revenues
(23,439)
(18,358)
Operating Expenses:
 
 
Cost of sales (excluding depreciation and amortization)
Selling, General and Administrative
Intercompany Service Cost of Sales
(23,439)
(18,358)
Depreciation and Amortization
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net
Total Operating Expenses
(23,439)
(18,358)
Operating Income (Loss)
Interest Expense (Income), Net
Other (Income) Expense, Net
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
Provision (Benefit) for Income Taxes
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
133,499 
130,634 
Income (Loss) from Continuing Operations
(133,499)
 
(Loss) Income from Discontinued Operations, Net of Tax
 
Net income (loss)
(133,499)
(130,634)
Less: Net Income (Loss) Attributable to Noncontrolling Interests
Net income (loss) attributable to Iron Mountain Incorporated
(133,499)
(130,634)
Net income (loss)
(133,499)
(130,634)
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
Market Value Adjustments for Securities
 
Equity in Other Comprehensive Income (Loss) of Subsidiaries
(81,868)
(50,648)
Total Other Comprehensive Income (Loss)
(81,868)
(50,648)
Comprehensive Income (Loss)
(215,367)
(181,282)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
(215,367)
(181,282)
Parent |
Reportable legal entities
 
 
Revenues:
 
 
Storage Rental
Service
Intercompany Service
Total Revenues
Operating Expenses:
 
 
Cost of sales (excluding depreciation and amortization)
Selling, General and Administrative
79 
72 
Intercompany Service Cost of Sales
Depreciation and Amortization
46 
45 
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net
Total Operating Expenses
125 
117 
Operating Income (Loss)
(125)
(117)
Interest Expense (Income), Net
42,784 
39,984 
Other (Income) Expense, Net
81 
886 
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
(42,990)
(40,987)
Provision (Benefit) for Income Taxes
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(101,115)
(103,761)
Income (Loss) from Continuing Operations
58,125 
 
(Loss) Income from Discontinued Operations, Net of Tax
 
Net income (loss)
58,125 
62,774 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
Net income (loss) attributable to Iron Mountain Incorporated
58,125 
62,774 
Net income (loss)
58,125 
62,774 
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
(1,072)
(1,342)
Market Value Adjustments for Securities
 
Equity in Other Comprehensive Income (Loss) of Subsidiaries
52,406 
24,099 
Total Other Comprehensive Income (Loss)
51,334 
22,757 
Comprehensive Income (Loss)
109,459 
85,531 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
109,459 
85,531 
Guarantors |
Reportable legal entities
 
 
Revenues:
 
 
Storage Rental
349,351 
313,619 
Service
218,209 
188,908 
Intercompany Service
1,097 
1,013 
Total Revenues
568,657 
503,540 
Operating Expenses:
 
 
Cost of sales (excluding depreciation and amortization)
239,329 
208,154 
Selling, General and Administrative
162,705 
150,019 
Intercompany Service Cost of Sales
6,606 
3,354 
Depreciation and Amortization
76,161 
56,926 
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net
(548)
(570)
Total Operating Expenses
484,253 
417,883 
Operating Income (Loss)
84,404 
85,657 
Interest Expense (Income), Net
(3,279)
(8,509)
Other (Income) Expense, Net
2,519 
3,456 
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
85,164 
90,710 
Provision (Benefit) for Income Taxes
12,744 
9,070 
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(23,413)
(22,374)
Income (Loss) from Continuing Operations
95,833 
 
(Loss) Income from Discontinued Operations, Net of Tax
198 
 
Net income (loss)
96,031 
104,014 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
Net income (loss) attributable to Iron Mountain Incorporated
96,031 
104,014 
Net income (loss)
96,031 
104,014 
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
Market Value Adjustments for Securities
 
(734)
Equity in Other Comprehensive Income (Loss) of Subsidiaries
28,540 
24,099 
Total Other Comprehensive Income (Loss)
28,540 
23,365 
Comprehensive Income (Loss)
124,571 
127,379 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
124,571 
127,379 
Canada Company |
Reportable legal entities
 
 
Revenues:
 
 
Storage Rental
32,006 
27,605 
Service
16,050 
14,642 
Intercompany Service
Total Revenues
48,056 
42,247 
Operating Expenses:
 
 
Cost of sales (excluding depreciation and amortization)
7,550 
6,790 
Selling, General and Administrative
3,561 
3,373 
Intercompany Service Cost of Sales
15,736 
13,991 
Depreciation and Amortization
4,238 
3,079 
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net
Total Operating Expenses
31,087 
27,239 
Operating Income (Loss)
16,969 
15,008 
Interest Expense (Income), Net
11,670 
10,034 
Other (Income) Expense, Net
(27)
(20)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
5,326 
4,994 
Provision (Benefit) for Income Taxes
(3,488)
1,866 
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(157)
(1,371)
Income (Loss) from Continuing Operations
8,971 
 
(Loss) Income from Discontinued Operations, Net of Tax
 
Net income (loss)
8,971 
4,499 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
Net income (loss) attributable to Iron Mountain Incorporated
8,971 
4,499 
Net income (loss)
8,971 
4,499 
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
635 
1,789 
Market Value Adjustments for Securities
 
Equity in Other Comprehensive Income (Loss) of Subsidiaries
287 
661 
Total Other Comprehensive Income (Loss)
922 
2,450 
Comprehensive Income (Loss)
9,893 
6,949 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
9,893 
6,949 
Non-Guarantors |
Reportable legal entities
 
 
Revenues:
 
 
Storage Rental
190,922 
119,987 
Service
132,338 
85,929 
Intercompany Service
22,342 
17,345 
Total Revenues
345,602 
223,261 
Operating Expenses:
 
 
Cost of sales (excluding depreciation and amortization)
179,828 
111,161 
Selling, General and Administrative
73,821 
54,302 
Intercompany Service Cost of Sales
1,097 
1,013 
Depreciation and Amortization
44,262 
27,154 
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net
87 
113 
Total Operating Expenses
299,095 
193,743 
Operating Income (Loss)
46,507 
29,518 
Interest Expense (Income), Net
34,880 
25,553 
Other (Income) Expense, Net
(8,937)
(16,259)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
20,564 
20,224 
Provision (Benefit) for Income Taxes
(36)
964 
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax
(8,814)
(3,128)
Income (Loss) from Continuing Operations
29,414 
 
(Loss) Income from Discontinued Operations, Net of Tax
(535)
 
Net income (loss)
28,879 
22,388 
Less: Net Income (Loss) Attributable to Noncontrolling Interests
382 
267 
Net income (loss) attributable to Iron Mountain Incorporated
28,497 
22,121 
Net income (loss)
28,879 
22,388 
Other Comprehensive Income (Loss):
 
 
Foreign Currency Translation Adjustments
51,221 
23,531 
Market Value Adjustments for Securities
 
Equity in Other Comprehensive Income (Loss) of Subsidiaries
635 
1,789 
Total Other Comprehensive Income (Loss)
51,856 
25,320 
Comprehensive Income (Loss)
80,735 
47,708 
Comprehensive Income (Loss) Attributable to Noncontrolling Interests
(168)
754 
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated
$ 80,903 
$ 46,954 
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Cash Flows (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Cash Flows from Operating Activities:
 
 
Cash Flows from Operating Activities—Continuing Operations
$ 122,174 
$ 81,118 
Cash Flows from Operating Activities—Discontinued Operations
(337)
Cash Flows from Operating Activities
121,837 
81,118 
Cash Flows from Investing Activities:
 
 
Capital expenditures
(73,202)
(80,852)
Cash paid for acquisitions, net of cash acquired
(12,187)
(19,340)
Intercompany loans to subsidiaries
Investment in subsidiaries
Acquisitions of customer relationships and customer inducements
21,403 
7,258 
Net proceeds from Iron Mountain Divestments (see Note 10)
2,423 
Proceeds from sales of property and equipment and other, net (including real estate)
66 
169 
Cash Flows from Investing Activities—Continuing Operations
(104,303)
(107,281)
Cash Flows from Investing Activities—Discontinued Operations
Cash Flows from Investing Activities
(104,303)
(107,281)
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
(2,682,348)
(2,384,215)
Proceeds from revolving credit and term loan facilities and other debt
2,714,783 
2,509,845 
Borrowings under cash pools
 
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net
10,668 
885 
Intercompany loans from parent
Equity contribution from parent
Parent cash dividends
(2,060)
(104,931)
Net (payments) proceeds associated with employee stock-based awards
(4,308)
(1,975)
Excess tax (deficiency) benefits from stock-based compensation
(348)
Payment of debt financing and stock issuance costs
(73)
Cash Flows from Financing Activities—Continuing Operations
36,662 
19,261 
Cash Flows from Financing Activities—Discontinued Operations
Net Cash Provided by (Used in) Financing Activities
36,662 
19,261 
Effect of exchange rates on cash and cash equivalents
4,948 
(3,534)
Increase (Decrease) in cash and cash equivalents
59,144 
(10,436)
Cash and cash equivalents, beginning of period
236,484 
128,381 
Cash and cash equivalents, end of period
295,628 
117,945 
Eliminations
 
 
Cash Flows from Operating Activities:
 
 
Cash Flows from Operating Activities—Continuing Operations
 
Cash Flows from Operating Activities—Discontinued Operations
 
Cash Flows from Operating Activities
Cash Flows from Investing Activities:
 
 
Capital expenditures
Cash paid for acquisitions, net of cash acquired
Intercompany loans to subsidiaries
74,472 
(198,429)
Investment in subsidiaries
16,170 
3,170 
Acquisitions of customer relationships and customer inducements
Net proceeds from Iron Mountain Divestments (see Note 10)
 
Proceeds from sales of property and equipment and other, net (including real estate)
Cash Flows from Investing Activities—Continuing Operations
90,642 
 
Cash Flows from Investing Activities—Discontinued Operations
 
Cash Flows from Investing Activities
90,642 
(195,259)
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
Proceeds from revolving credit and term loan facilities and other debt
Borrowings under cash pools
(185,822)
 
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net
Intercompany loans from parent
(74,472)
198,429 
Equity contribution from parent
(16,170)
(3,170)
Parent cash dividends
Net (payments) proceeds associated with employee stock-based awards
Excess tax (deficiency) benefits from stock-based compensation
 
Payment of debt financing and stock issuance costs
 
Cash Flows from Financing Activities—Continuing Operations
(276,464)
195,259 
Cash Flows from Financing Activities—Discontinued Operations
 
Net Cash Provided by (Used in) Financing Activities
(276,464)
 
Effect of exchange rates on cash and cash equivalents
Increase (Decrease) in cash and cash equivalents
(185,822)
Cash and cash equivalents, beginning of period
Cash and cash equivalents, end of period
(185,822)
Parent |
Reportable legal entities
 
 
Cash Flows from Operating Activities:
 
 
Cash Flows from Operating Activities—Continuing Operations
(41,288)
 
Cash Flows from Operating Activities—Discontinued Operations
 
Cash Flows from Operating Activities
(41,288)
(48,737)
Cash Flows from Investing Activities:
 
 
Capital expenditures
Cash paid for acquisitions, net of cash acquired
Intercompany loans to subsidiaries
(1,187)
166,442 
Investment in subsidiaries
(16,170)
(1,585)
Acquisitions of customer relationships and customer inducements
Net proceeds from Iron Mountain Divestments (see Note 10)
 
Proceeds from sales of property and equipment and other, net (including real estate)
Cash Flows from Investing Activities—Continuing Operations
(17,357)
 
Cash Flows from Investing Activities—Discontinued Operations
 
Cash Flows from Investing Activities
(17,357)
164,857 
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
(31,733)
(8,463)
Proceeds from revolving credit and term loan facilities and other debt
94,811 
Borrowings under cash pools
 
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net
Intercompany loans from parent
Equity contribution from parent
Parent cash dividends
(2,060)
(104,931)
Net (payments) proceeds associated with employee stock-based awards
(4,308)
(1,975)
Excess tax (deficiency) benefits from stock-based compensation
 
(348)
Payment of debt financing and stock issuance costs
 
Cash Flows from Financing Activities—Continuing Operations
56,710 
(115,717)
Cash Flows from Financing Activities—Discontinued Operations
 
Net Cash Provided by (Used in) Financing Activities
56,710 
 
Effect of exchange rates on cash and cash equivalents
Increase (Decrease) in cash and cash equivalents
(1,935)
403 
Cash and cash equivalents, beginning of period
2,405 
151 
Cash and cash equivalents, end of period
470 
554 
Guarantors |
Reportable legal entities
 
 
Cash Flows from Operating Activities:
 
 
Cash Flows from Operating Activities—Continuing Operations
136,411 
 
Cash Flows from Operating Activities—Discontinued Operations
198 
 
Cash Flows from Operating Activities
136,609 
121,636 
Cash Flows from Investing Activities:
 
 
Capital expenditures
(53,175)
(61,886)
Cash paid for acquisitions, net of cash acquired
(6,380)
Intercompany loans to subsidiaries
(72,807)
31,987 
Investment in subsidiaries
(1,585)
Acquisitions of customer relationships and customer inducements
20,653 
4,733 
Net proceeds from Iron Mountain Divestments (see Note 10)
 
Proceeds from sales of property and equipment and other, net (including real estate)
93 
50 
Cash Flows from Investing Activities—Continuing Operations
(152,922)
 
Cash Flows from Investing Activities—Discontinued Operations
 
Cash Flows from Investing Activities
(152,922)
(36,167)
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
(1,495,558)
(1,422,545)
Proceeds from revolving credit and term loan facilities and other debt
1,423,653 
1,500,499 
Borrowings under cash pools
138,693 
 
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net
Intercompany loans from parent
(9,305)
(167,514)
Equity contribution from parent
1,585 
Parent cash dividends
Net (payments) proceeds associated with employee stock-based awards
Excess tax (deficiency) benefits from stock-based compensation
 
Payment of debt financing and stock issuance costs
 
Cash Flows from Financing Activities—Continuing Operations
57,483 
(87,975)
Cash Flows from Financing Activities—Discontinued Operations
 
Net Cash Provided by (Used in) Financing Activities
57,483 
 
Effect of exchange rates on cash and cash equivalents
Increase (Decrease) in cash and cash equivalents
41,170 
(2,506)
Cash and cash equivalents, beginning of period
23,380 
7,803 
Cash and cash equivalents, end of period
64,550 
5,297 
Canada Company |
Reportable legal entities
 
 
Cash Flows from Operating Activities:
 
 
Cash Flows from Operating Activities—Continuing Operations
5,291 
 
Cash Flows from Operating Activities—Discontinued Operations
(535)
 
Cash Flows from Operating Activities
4,756 
6,477 
Cash Flows from Investing Activities:
 
 
Capital expenditures
(2,555)
(1,007)
Cash paid for acquisitions, net of cash acquired
130 
Intercompany loans to subsidiaries
Investment in subsidiaries
Acquisitions of customer relationships and customer inducements
271 
Net proceeds from Iron Mountain Divestments (see Note 10)
 
Proceeds from sales of property and equipment and other, net (including real estate)
Cash Flows from Investing Activities—Continuing Operations
(2,824)
 
Cash Flows from Investing Activities—Discontinued Operations
 
Cash Flows from Investing Activities
(2,824)
(877)
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
(71)
(383,896)
Proceeds from revolving credit and term loan facilities and other debt
370,816 
Borrowings under cash pools
 
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net
Intercompany loans from parent
(12,680)
(1,111)
Equity contribution from parent
Parent cash dividends
Net (payments) proceeds associated with employee stock-based awards
Excess tax (deficiency) benefits from stock-based compensation
 
Payment of debt financing and stock issuance costs
(73)
 
Cash Flows from Financing Activities—Continuing Operations
(12,824)
(14,191)
Cash Flows from Financing Activities—Discontinued Operations
 
Net Cash Provided by (Used in) Financing Activities
(12,824)
 
Effect of exchange rates on cash and cash equivalents
(455)
(608)
Increase (Decrease) in cash and cash equivalents
(11,347)
(9,199)
Cash and cash equivalents, beginning of period
17,110 
13,182 
Cash and cash equivalents, end of period
5,763 
3,983 
Non-Guarantors |
Reportable legal entities
 
 
Cash Flows from Operating Activities:
 
 
Cash Flows from Operating Activities—Continuing Operations
21,760 
 
Cash Flows from Operating Activities—Discontinued Operations
 
Cash Flows from Operating Activities
21,760 
1,742 
Cash Flows from Investing Activities:
 
 
Capital expenditures
(17,472)
(17,959)
Cash paid for acquisitions, net of cash acquired
(5,807)
(19,470)
Intercompany loans to subsidiaries
(478)
Investment in subsidiaries
Acquisitions of customer relationships and customer inducements
479 
2,525 
Net proceeds from Iron Mountain Divestments (see Note 10)
2,423 
 
Proceeds from sales of property and equipment and other, net (including real estate)
(29)
119 
Cash Flows from Investing Activities—Continuing Operations
(21,842)
 
Cash Flows from Investing Activities—Discontinued Operations
 
Cash Flows from Investing Activities
(21,842)
(39,835)
Cash Flows from Financing Activities:
 
 
Repayment of revolving credit and term loan facilities and other debt
(1,154,986)
(569,311)
Proceeds from revolving credit and term loan facilities and other debt
1,196,319 
638,530 
Borrowings under cash pools
47,129 
 
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net
10,668 
885 
Intercompany loans from parent
96,457 
(29,804)
Equity contribution from parent
16,170 
1,585 
Parent cash dividends
Net (payments) proceeds associated with employee stock-based awards
Excess tax (deficiency) benefits from stock-based compensation
 
Payment of debt financing and stock issuance costs
 
Cash Flows from Financing Activities—Continuing Operations
211,757 
41,885 
Cash Flows from Financing Activities—Discontinued Operations
 
Net Cash Provided by (Used in) Financing Activities
211,757 
 
Effect of exchange rates on cash and cash equivalents
5,403 
(2,926)
Increase (Decrease) in cash and cash equivalents
217,078 
866 
Cash and cash equivalents, beginning of period
193,589 
107,245 
Cash and cash equivalents, end of period
$ 410,667 
$ 108,111 
Segment Information - Additional Information (Details)
3 Months Ended
Mar. 31, 2017
segment
Segment Reporting [Abstract]
 
Number of operating segments
Segment Information - Segment Reporting Information by Segment (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Segment information
 
 
 
Unamortized Debt Issuance Expense
$ 64,741 
 
$ 67,935 
Total Revenues
938,876 
750,690 
 
Depreciation and Amortization
124,707 
87,204 
 
Depreciation
99,592 
75,390 
 
Amortization
25,115 
11,814 
 
Adjusted EBITDA
292,574 
235,146 
 
Total Assets
9,672,134 
 
9,486,800 
Expenditures for Segment Assets
106,792 
107,450 
 
Capital Expenditures
73,202 
80,852 
 
Cash Paid for Acquisitions, Net of Cash Acquired
12,187 
19,340 
 
Acquisitions of customer relationships and customer inducements
21,403 
7,258 
 
North American Records and Information Management business
 
 
 
Segment information
 
 
 
Total Revenues
507,597 
444,681 
 
Depreciation and Amortization
60,535 
45,350 
 
Depreciation
51,952 
40,255 
 
Amortization
8,583 
5,095 
 
Adjusted EBITDA
209,530 
176,557 
 
Expenditures for Segment Assets
51,888 
46,666 
 
Capital Expenditures
26,578 
42,088 
 
Cash Paid for Acquisitions, Net of Cash Acquired
4,379 
(130)
 
Acquisitions of customer relationships and customer inducements
20,931 
4,708 
 
North American Data Management Business
 
 
 
Segment information
 
 
 
Total Revenues
106,950 
96,343 
 
Depreciation and Amortization
8,933 
5,670 
 
Depreciation
6,673 
5,422 
 
Amortization
2,260 
248 
 
Adjusted EBITDA
55,912 
53,460 
 
Expenditures for Segment Assets
8,737 
4,827 
 
Capital Expenditures
8,737 
4,827 
 
Cash Paid for Acquisitions, Net of Cash Acquired
 
Acquisitions of customer relationships and customer inducements
 
Western European Business
 
 
 
Segment information
 
 
 
Total Revenues
120,072 
93,876 
 
Depreciation and Amortization
14,297 
11,251 
 
Depreciation
10,888 
8,671 
 
Amortization
3,409 
2,580 
 
Adjusted EBITDA
34,142 
31,946 
 
Expenditures for Segment Assets
5,025 
6,060 
 
Capital Expenditures
4,898 
4,059 
 
Cash Paid for Acquisitions, Net of Cash Acquired
 
Acquisitions of customer relationships and customer inducements
127 
2,001 
 
Other International Business
 
 
 
Segment information
 
 
 
Total Revenues
189,241 
101,341 
 
Depreciation and Amortization
27,676 
14,286 
 
Depreciation
19,305 
10,902 
 
Amortization
8,371 
3,384 
 
Adjusted EBITDA
55,347 
21,576 
 
Expenditures for Segment Assets
18,620 
32,156 
 
Capital Expenditures
12,467 
12,162 
 
Cash Paid for Acquisitions, Net of Cash Acquired
5,808 
19,470 
 
Acquisitions of customer relationships and customer inducements
345 
524 
 
Corporate and Other
 
 
 
Segment information
 
 
 
Total Revenues
15,016 
14,449 
 
Depreciation and Amortization
13,266 
10,647 
 
Depreciation
10,774 
10,140 
 
Amortization
2,492 
507 
 
Adjusted EBITDA
(62,357)
(48,393)
 
Expenditures for Segment Assets
22,522 
17,741 
 
Capital Expenditures
20,522 
17,716 
 
Cash Paid for Acquisitions, Net of Cash Acquired
2,000 
 
Acquisitions of customer relationships and customer inducements
$ 0 
$ 25 
 
Segment Information - Reconciliation to Income from Continuing Operations (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Business Acquisition [Line Items]
 
 
Provision (Benefit) for Income Taxes
$ 9,220 
$ 11,900 
Reconciliation of Adjusted EBITDA to income from continuing operations
 
 
Adjusted EBITDA
292,574 
235,146 
Less: Depreciation and Amortization
124,707 
87,204 
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net
(459)
(451)
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
58,844 
63,041 
Interest Expense (Income), Net
86,055 
67,062 
Other (Income) Expense, Net
(6,364)
(11,937)
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes
68,064 
74,941 
Recall Holdings Limited [Member]
 
 
Reconciliation of Adjusted EBITDA to income from continuing operations
 
 
Recall Costs
$ 20,571 
$ 18,327 
Commitments and Contingencies (Details)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Buenos Aires, Argentina
Mar. 31, 2017
Insurance Settlement
USD ($)
Mar. 31, 2017
Italy Fire
EUR (€)
lawsuit
customer
Jan. 31, 2015
Brooklyn Fire
customer
box
claim
Commitments and Contingencies
 
 
 
 
Reasonably possible additional losses
 
$ 20,000 
 
 
Number of customer lawsuits
 
 
 
Number of customer lawsuits settled
 
 
 
Loss Contingency, Pending Claims, Number
 
 
Loss Contingency, Damages Sought, Value
 
 
€ 42,600 
 
Maximum facility revenue as a percentage of consolidated revenues
0.50% 
 
 
 
Loss Contingency, Number Customer-Owned Items Lost
 
 
 
900,000 
Loss Contingency, Number Of Customers Impacted
 
 
 
1,200 
Stockholders' Equity Matters - Dividends Declared (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
0 Months Ended 3 Months Ended
Apr. 3, 2017
Feb. 15, 2017
Dec. 30, 2016
Oct. 31, 2016
Sep. 30, 2016
Jul. 27, 2016
Jun. 24, 2016
May 25, 2016
Mar. 21, 2016
Feb. 17, 2016
Mar. 31, 2017
Mar. 31, 2016
Equity [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
Dividends Declared per Common Share (in dollars per share)
 
$ 0.55 
 
$ 0.55 
 
$ 0.485 
 
$ 0.4850 
 
$ 0.4850 
$ 0.5504 
$ 0.4853 
Dividends, Common Stock
$ 145,235 
 
$ 145,006 
 
$ 127,737 
 
$ 127,469 
 
$ 102,651 
 
$ 145,427 
$ 103,088 
Divestments (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 0 Months Ended
Mar. 31, 2017
Mar. 31, 2016
May 4, 2016
Initial United States Divestments
Discontinued Operations, Disposed of by Sale
May 4, 2016
Initial United States Divestments
Discontinued Operations, Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
 
Disposal, consideration
 
 
 
$ 80,000 
Cash proceeds from divestment
2,423 
55,000 
 
Additional cash receivable, contingent consideration
 
 
 
$ 25,000 
Divestments - Results of Operations, Recall Divestments (Details)
In Thousands, unless otherwise specified
3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 0 Months Ended
Mar. 31, 2017
USD ($)
Mar. 31, 2016
USD ($)
Mar. 31, 2017
Discontinued Operations, Disposed of by Sale
USD ($)
Mar. 31, 2017
Seattle/Atlanta Divestments
Discontinued Operations, Held-for-sale
USD ($)
Mar. 31, 2017
Recall Canadian Divestments
Discontinued Operations, Held-for-sale
USD ($)
Mar. 31, 2017
UK Divestments
Discontinued Operations, Held-for-sale
USD ($)
Dec. 9, 2016
UK Divestments
Discontinued Operations, Disposed of by Sale
USD ($)
Dec. 9, 2016
UK Divestments
Discontinued Operations, Disposed of by Sale
GBP (£)
May 4, 2016
Initial United States Divestments
Discontinued Operations, Disposed of by Sale
USD ($)
Mar. 31, 2017
Initial United States Divestments
Discontinued Operations, Disposed of by Sale
USD ($)
May 4, 2016
Initial United States Divestments
Discontinued Operations, Disposed of by Sale
USD ($)
Dec. 29, 2016
ARKIVE, Inc. Sale
Discontinued Operations, Disposed of by Sale
USD ($)
Dec. 29, 2016
ARKIVE, Inc. Sale
Discontinued Operations, Disposed of by Sale
USD ($)
Oct. 31, 2016
Australia Divestment Business
Disposed of by Sale, Not Discontinued Operations
AUD ($)
Oct. 31, 2016
Australia Divestment Business
Disposed of by Sale, Not Discontinued Operations
USD ($)
Oct. 31, 2016
Australia Divestment Business
Disposed of by Sale, Not Discontinued Operations
AUD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Contingent Consideration Receivable, Present Value Adjustment
 
 
 
 
 
 
 
 
 
 
$ 1,400 
 
 
 
 
 
Nontrade Receivables
 
 
 
 
 
 
 
 
 
22,000 
 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Contingent Consideration Receivable, Net of Adjustments
 
 
 
 
 
 
 
 
 
 
21,400 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Contingent Consideration Receivable, Fair Value Adjustment
 
 
 
 
 
 
 
 
 
 
2,200 
 
 
 
 
 
Net proceeds from Iron Mountain Divestments (see Note 10)
2,423 
 
 
 
 
 
 
55,000 
 
 
45,000 
 
35,000 
 
 
Disposal Group, Including Discontinued Operation, Contingent Receivable
 
 
 
 
 
 
 
 
 
 
25,000 
 
 
 
 
 
Disposal Group, Including Discontinued Operation, Consideration
 
 
 
 
 
 
2,200 
1,800 
 
 
80,000 
 
50,000 
 
53,200 
70,000 
Noncash or Part Noncash Divestiture, Amount of Consideration Received
 
 
 
 
 
 
 
 
 
 
 
 
 
35,000 
 
 
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax
(429)
 
 
239 
(668)
 
 
 
 
 
 
 
 
 
Discontinued Operation, Tax Effect of Discontinued Operation
(92)
 
 
41 
(133)
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations, net of tax
(337)
 
198 
(535)
 
 
 
 
 
 
 
 
 
Noncash or Part Noncash Divestiture, Amount of Consideration Received, Note Receivable, Stated Interest Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.30% 
3.30% 
Loss from discontinued operations, before benefit for income taxes
 
 
$ 429 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recall Costs (Details) (Recall Holdings Limited [Member], USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Recall Holdings Limited [Member]
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Restructuring Reserve
$ 4,507 
$ 4,914 
Restructuring Charges
5,147 
 
Restructuring Reserve, Accrual Adjustment
(230)
 
Payments for Restructuring
(5,371)
 
Restructuring Reserve, Foreign Currency Translation Gain (Loss)
$ 47 
 
Recall Costs - Recall Costs Included in Statements of Operations (Details) (Recall Holdings Limited [Member], USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
$ 20,571 
$ 18,327 
Cost of sales (excluding depreciation and amortization)
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
7,887 
Selling, general and administrative expenses
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
$ 12,684 
$ 18,327 
Recall Costs - Recall Costs by Segment (Details) (Recall Holdings Limited [Member], USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
$ 20,571 
$ 18,327 
North American Records and Information Management business
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
7,299 
39 
North American Data Management Business
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
873 
Western European Business
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
3,216 
217 
Other International Business
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
1,651 
431 
Corporate and Other
 
 
Business Combination, Separately Recognized Transactions [Line Items]
 
 
Total Recall Costs
$ 7,532 
$ 17,640