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Debt
 12 Months Ended
Dec. 31, 2015
Debt Disclosure [Abstract]  
Debt
Long-term debt is as follows:
 
December 31, 2014
 
Debt (inclusive of discount and premium)
 
Unamortized Deferred Financing Costs
 
Carrying Amount
 
Fair
Value
Former Revolving Credit Facility(1)
$
883,428

 
$
(3,170
)
 
$
880,258

 
$
883,428

Former Term Loan(1)
249,375

 
—

 
249,375

 
249,375

63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)(4)
308,616

 
(1,817
)
 
306,799

 
309,634

73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)(3)
400,000

 
(3,982
)
 
396,018

 
429,000

83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)(4)
106,030

 
(1,055
)
 
104,975

 
110,500

61/8% CAD Senior Notes due 2021 (the "CAD Notes")(2)(5)
172,420

 
(2,707
)
 
169,713

 
175,437

61/8% GBP Senior Notes due 2022 (the "GBP Notes")(2)(6)(7)
622,960

 
(10,438
)
 
612,522

 
639,282

6% Senior Notes due 2023 (the "6% Notes due 2023")(2)(3)
600,000

 
(9,519
)
 
590,481

 
625,500

53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)(3)
1,000,000

 
(13,275
)
 
986,725

 
1,005,000

Real Estate Mortgages, Capital Leases and Other(8)
320,702

 
(1,114
)
 
319,588

 
320,702

Total Long-term Debt
4,663,531

 
(47,077
)
 
4,616,454

 
 

Less Current Portion
(52,095
)
 
—

 
(52,095
)
 
 

Long-term Debt, Net of Current Portion
$
4,611,436

 
$
(47,077
)
 
$
4,564,359

 
 

 
December 31, 2015
 
Debt (inclusive of discount and premium)
 
Unamortized Deferred Financing Costs
 
Carrying Amount
 
Fair
Value
Revolving Credit Facility(1)
$
784,438


$
(9,410
)

$
775,028

 
$
784,438

Term Loan(1)
243,750


—


243,750

 
243,750

6% Senior Notes due 2020 (the "6% Notes due 2020")(2)(3)(6)
1,000,000


(16,124
)

983,876

 
1,052,500

CAD Notes(2)(5)
144,190


(1,924
)

142,266

 
147,074

GBP Notes(2)(6)(7)
592,140


(8,757
)

583,383

 
606,944

6% Notes due 2023(2)(3)
600,000


(8,420
)

591,580

 
618,000

53/4% Notes(2)(3)
1,000,000


(11,902
)

988,098

 
961,200

Real Estate Mortgages, Capital Leases and Other(8)
333,559


(1,070
)

332,489

 
333,559

Accounts Receivable Securitization Program(9)
205,900


(692
)

205,208

 
205,900

Total Long-term Debt
4,903,977

 
(58,299
)
 
4,845,678

 
 

Less Current Portion
(88,068
)

—


(88,068
)
 
 

Long-term Debt, Net of Current Portion
$
4,815,909

 
$
(58,299
)
 
$
4,757,610

 
 

_______________________________________________________________________________
(1)
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 our first-tier foreign subsidiaries, are pledged to secure these debt instruments, 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 both the Former Revolving Credit Facility and the Revolving Credit Facility (each of which is defined below). The fair value (Level 3 of fair value hierarchy described at Note 2.s) of these debt instruments approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates (plus a margin that is subject to change based on our consolidated leverage ratio)), as of both December 31, 2014 and 2015.
(2)
The fair values (Level 1 of fair value hierarchy described at Note 2.s.) of these debt instruments are based on quoted market prices for these notes on December 31, 2014 and 2015, respectively.
(3)
Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior or senior subordinated basis, as the case may be, by its direct and indirect 100% owned United States subsidiaries that represent the substantial majority of our United States operations (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company, Iron Mountain Europe PLC ("IME") and the remainder of our subsidiaries do not guarantee the Parent Notes. See Note 5 to Notes to Consolidated Financial Statements.
(4)
As of December 31, 2014, the amount of debt for the 63/4% Notes and the 83/8% Notes reflect an unamortized original issue discount of $1,018 and $220, respectively.
(5)
Canada Company is the direct obligor on the CAD Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 5 to Notes to Consolidated Financial Statements.
(6)
The 6% Notes due 2020 and the GBP Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or under the securities laws of any other jurisdiction. Unless they are registered, the 6% Notes due 2020 and the GBP Notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction.
(7)
IME is the direct obligor on the GBP Notes, which are fully and unconditionally guaranteed, on a senior basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 5 to Notes to Consolidated Financial Statements.
(8)
Includes (a) real estate mortgages of $5,107 and $2,713 as of December 31, 2014 and 2015, respectively, which bear interest at approximately 4.9% and are payable in various installments through 2021, (b) capital lease obligations of $241,866 and $235,348 as of December 31, 2014 and 2015, respectively, which bear a weighted average interest rate of 5.8% at December 31, 2014 and 7.2% at December 31, 2015, and (c) other notes and other obligations, which were assumed by us as a result of certain acquisitions, of $73,729 and $95,498 as of December 31, 2014 and 2015, respectively, and bear a weighted average interest rate of 11.5% and 12.6% as of December 31, 2014 and 2015, respectively. We believe the fair value (Level 3 of fair value hierarchy described at Note 2.s.) of this debt approximates its carrying value.
(9)
The Special Purpose Subsidiaries are the obligors under this program. We believe the fair value (Level 3 of fair value hierarchy described at Note 2.s.) of this debt approximates its carrying value.




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 "Former Credit Agreement") which consisted of a revolving credit facility (the "Former Revolving Credit Facility") and a term loan (the "Former Term Loan") and was scheduled to terminate on June 27, 2016. The Credit Agreement consists of a revolving credit facility (the "Revolving Credit Facility") and a term loan (the "Term Loan").
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 $1,500,000. 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 Credit Agreement includes an option to allow us to request additional commitments of up to $500,000, in the form of term loans or through increased commitments under the Revolving Credit Facility, subject to the conditions as defined in the 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.
IMI and the Guarantors guarantee all obligations under the Credit Agreement. 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 December 31, 2015, we had $784,438 and $243,750 of outstanding borrowings under the Revolving Credit Facility and the Term Loan, respectively. Of the $784,438 of outstanding borrowings under the Revolving Credit Facility, $480,400 was denominated in United States dollars, 190,000 was denominated in Canadian dollars, 105,250 was denominated in Euros and 71,600 was denominated in Australian dollars. In addition, we also had various outstanding letters of credit totaling $36,624. The remaining amount available for borrowing under the Revolving Credit Facility as of December 31, 2015, 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 $678,938 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 2.7% as of December 31, 2015. The average interest rate in effect under the Revolving Credit Facility was 2.8% and ranged from 2.3% to 4.8% as of December 31, 2015 and the interest rate in effect under the Term Loan as of December 31, 2015 was 2.5%.
We recorded a charge of $2,156 to other expense (income), net in the third quarter of 2015 related to the refinancing of the Former Credit Agreement, representing a write-off of unamortized deferred financing costs. We recorded a charge of $5,544 to other expense (income), net in the third quarter of 2013 related to the Former Credit Agreement, representing a write-off of deferred financing costs.
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 both the Former Credit Agreement and the Credit Agreement as of December 31, 2014 and 2015, respectively, and our leverage ratio under our indentures as of December 31, 2014 and 2015 are as follows:
 
December 31, 2014
 
December 31, 2015
 
Maximum/Minimum Allowable(1)
Net total lease adjusted leverage ratio
5.4

 
5.6

 
Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio
2.6

 
2.6

 
Maximum allowable of 4.0
Bond leverage ratio (not lease adjusted)
5.7

 
5.5

 
Maximum allowable of 6.5
Fixed charge coverage ratio
2.5

 
2.4

 
Minimum allowable of 1.5
______________________________________________________________________________
(1)
The maximum and minimum allowable ratios under the Credit Agreement are substantially similar to the Former Credit Agreement.

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 is applicable when our net total lease adjusted leverage ratio exceeds 6.0.
Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.
Commitment fees and letters of credit fees, which are based on the unused balances under the Former Revolving Credit Facility, the Revolving Credit Facility and the Accounts Receivable Securitization Program (as defined below) for the years ended December 31, 2013, 2014 and 2015, are as follows:
 
Year Ended December 31,
 
2013
 
2014
 
2015
Commitment fees and letters of credit fees
$
3,167

 
$
3,322

 
$
3,743


b. Notes Issued under Indentures
As of December 31, 2015, we had five series of senior subordinated or senior notes issued under various indentures, three of which are direct obligations of the parent company, IMI; one (the CAD Notes) is a direct obligation of Canada Company; one (the GBP Notes) is a direct obligation of IME; and all are pari passu with debt outstanding under the Credit Agreement, except the 53/4% Notes which are subordinated to the Credit Agreement:
•
$1,000,000 principal amount of senior notes maturing on October 1, 2020 and bearing interest at a rate of 6% per annum, payable semi-annually in arrears on April 1 and October 1;
•
200,000 CAD principal amount of senior notes maturing on August 15, 2021 and bearing interest at a rate of 61/8% per annum, payable semi-annually in arrears on February 15 and August 15;
•
400,000 British pounds sterling principal amount of senior notes maturing on September 15, 2022 and bearing interest at a rate of 61/8% per annum, payable semi-annually in arrears on March 15 and September 15;
•
$600,000 principal amount of senior notes maturing on August 15, 2023 and bearing interest at a rate of 6% per annum, payable semi-annually in arrears on February 15 and August 15; and
•
$1,000,000 principal amount of senior subordinated notes maturing on August 15, 2024 and bearing interest at a rate of 53/4% per annum, payable semi-annually in arrears on February 15 and August 15.
The Parent Notes, the CAD Notes and the GBP Notes are fully and unconditionally guaranteed, on a senior or senior subordinated basis, as the case may be, by the Guarantors. These guarantees are joint and several obligations of the Guarantors. The remainder of our subsidiaries do not guarantee the Parent Notes, the CAD Notes or the GBP Notes. Additionally, IMI guarantees the CAD Notes and the GBP Notes. Canada Company and IME do not guarantee the Parent Notes.
In August 2013, IMI completed an underwritten public offering of $600,000 in aggregate principal amount of the 6% Notes due 2023, and Canada Company completed an underwritten public offering of 200,000 CAD in aggregate principal amount of the CAD Notes, both of which were issued at 100% of par (together, the "August 2013 Offerings"). The net proceeds to IMI and Canada Company of $782,307, after paying the underwriters' discounts and commissions, were used to redeem (1) all of the outstanding 71/2% CAD Senior Subordinated Notes due 2017, (2) all of the outstanding 8% Senior Subordinated Notes due 2018, (3) all of the outstanding 8% Senior Subordinated Notes due 2020, and (4) $137,500 in principal amount of the 83/8% Notes. The remaining net proceeds were used to repay indebtedness under the Former Revolving Credit Facility. We recorded a charge to other expense (income), net of $38,118 in the third quarter of 2013 related to the early extinguishment of this debt. This charge consists of call and tender premiums, original issue discounts and unamortized deferred financing costs.
In January 2014, we redeemed the 150,000 British pounds sterling (approximately $248,000) in aggregate principal amount of the 71/4% Notes at 100% of par, plus accrued and unpaid interest, utilizing borrowings under the Former Revolving Credit Facility and cash on-hand.
In September 2014, IME completed a private offering of 400,000 British pounds sterling in aggregate principal amount of the GBP Notes, which were issued at 100% of par. The net proceeds to IME of 394,000 British pounds sterling (approximately $642,000 based on an exchange rate of 1.63), after paying the initial purchasers' commissions and expenses, were used to repay amounts outstanding under the Former Revolving Credit Facility and for general corporate purposes.
In December 2014, we redeemed $306,000 aggregate principal outstanding of our 83/8% Notes at 104.188% of par, plus accrued and unpaid interest, utilizing borrowings under the Former Revolving Credit Facility. We recorded a charge to other expense (income), net of $16,495 related to the early extinguishment of this debt in the fourth quarter of 2014 representing the call premium associated with the early redemption, as well as a write-off of original issue discounts and unamortized deferred financing costs.
In September 2015, IMI completed a private offering of $1,000,000 in aggregate principal amount of the 6% Notes due 2020. The net proceeds to IMI of $985,000, after paying the initial purchasers’ commissions and expenses, were used to redeem all of the 63/4% Notes, 73/4% Notes and 83/8% Notes in October 2015. The remaining net proceeds were used for general corporate purposes, including acquisitions. We recorded a charge to other expense (income), net of $25,112 in the fourth quarter of 2015 related to the early extinguishment of this debt. This charge consists of call premiums, original issue discounts and unamortized deferred financing costs.
Each of the indentures for the notes provides that we may redeem the outstanding notes, in whole or in part, upon satisfaction of certain terms and conditions. In any redemption, we are also required to pay all accrued but unpaid interest on the outstanding notes.
The following table presents the various redemption dates and prices of the senior or senior subordinated notes. The redemption dates reflect the date at or after which the notes may be redeemed at our option at a premium redemption price. After these dates, the notes may be redeemed at 100% of face value:
Redemption Date
 
6% Notes due 2020
October 1,
 
CAD Notes
August 15,
 
GBP Notes
September 15,
 
6% Notes due 2023
August 15,
 
53/4% Notes
August 15,
 
2015
 
—

 
—

 
—

 
—

 
—

 
2016
 
—

 
—

 
—

 
—

 
—

 
2017
 
103.000
%
(1)
103.063
%
(1)
104.594
%
(1)
—

 
102.875
%
(1)
2018
 
101.500
%
 
101.531
%
 
103.063
%
 
103.000
%
(1)
101.917
%
 
2019
 
100.000
%
 
100.000
%
 
101.531
%
 
102.000
%
 
100.958
%
 
2020
 
100.000

 
100.000
%
 
100.000
%
 
101.000
%
 
100.000
%
 
2021
 
—

 
100.000
%
 
100.000
%
 
100.000
%
 
100.000
%
 
2022
 
—

 
—

 
100.000
%
 
100.000
%
 
100.000
%
 
2023
 
—

 
—

 
—

 
100.000
%
 
100.000
%
 
2024
 
—

 
—

 
—

 
—

 
100.000
%
 
_______________________________________________________________________________

(1)
Prior to this date, the relevant notes are redeemable, at our option, in whole or in part, at a specified make-whole price.
Each of the indentures for the notes provides that we must repurchase, at the option of the holders, the notes at 101% of their principal amount, plus accrued and unpaid interest, upon the occurrence of a "Change of Control," which is defined in each respective indenture. Except for required repurchases upon the occurrence of a Change of Control or in the event of certain asset sales, each as described in the respective indenture, we are not required to make sinking fund or redemption payments with respect to any of the notes.
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 "Special Purpose Subsidiaries"). The Special Purpose Subsidiaries use the accounts receivable balances to collateralize loans obtained from certain financial institutions. The 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 Sheet, (ii) our Consolidated Statement of Operations reflects 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 Statement of Cash Flows. Iron Mountain Information Management, LLC 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 December 31, 2015, the maximum availability allowed and amount outstanding under the Accounts Receivable Securitization Program was $205,900. The interest rate in effect under the Accounts Receivable Securitization Program was 1.3% as of December 31, 2015. Commitment fees at a rate of 40 basis points are charged on amounts made available but not borrowed under the Accounts Receivable Securitization Program.
_______________________________________________________________________________

Maturities of long-term debt are as follows:
Year
 
Amount
2016
 
$
88,068

2017
 
98,093

2018
 
260,847

2019
 
1,015,626

2020
 
1,017,774

Thereafter
 
2,423,569

 
 
4,903,977

Net Deferred Financing Costs
 
(58,299
)
Total Long-term Debt (including current portion)
 
$
4,845,678