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Debt
 9 Months Ended
Sep. 30, 2018
Debt Disclosure [Abstract]  
Debt
Long-term debt is as follows:
 
 
December 31, 2017
 
 
September 30, 2018
 
 
Debt (inclusive of discount)
 
Unamortized Deferred Financing Costs
 
Carrying Amount
 
Fair
Value
 
 
Debt (inclusive of discount)
 
Unamortized Deferred Financing Costs
 
Carrying Amount
 
Fair
Value
Revolving Credit Facility(1)
 
$
466,593

 
$
(14,407
)
 
$
452,186

 
$
466,593

 
 
$
821,470



$
(14,902
)

$
806,568

 
$
821,470

Term Loan A(1)
 
243,750

 
—

 
243,750

 
243,750

 
 
243,750



—


243,750

 
243,750

Term Loan B(2)
 
—

 
—

 
—

 
—

 
 
694,863

 
(9,055
)
 
685,808

 
690,406

Australian Dollar Term Loan (the "AUD Term Loan")(3)
 
187,504

 
(3,382
)
 
184,122

 
189,049

 
 
240,970



(3,201
)

237,769

 
242,815

UK Bilateral Revolving Credit Facility ("UK Bilateral Facility")(4)
 
—

 
—

 
—

 
—

 
 
182,411

 
(2,476
)
 
179,935

 
182,411

43/8% Senior Notes due 2021 (the "43/8% Notes")(5)(6)
 
500,000

 
(5,874
)
 
494,126

 
507,500

 
 
500,000



(4,585
)

495,415

 
500,000

6% Senior Notes due 2023 (the "6% Notes due 2023")(5)
 
600,000

 
(6,224
)
 
593,776

 
625,500

 
 
600,000



(5,400
)

594,600

 
615,000

53/8% CAD Senior Notes due 2023 (the "CAD Notes due 2023")(6)
 
199,171

 
(3,295
)
 
195,876

 
208,631

 
 
193,766



(2,787
)

190,979

 
193,766

53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(5)
 
1,000,000

 
(9,156
)
 
990,844

 
1,012,500

 
 
1,000,000



(8,126
)

991,874

 
990,000

3% Euro Senior Notes due 2025 (the "Euro Notes")(5)(6)
 
359,386

 
(4,691
)
 
354,695

 
364,776

 
 
348,140



(4,257
)

343,883

 
342,483

37/8% GBP Senior Notes due 2025 (the "GBP Notes due 2025")(6)
 
539,702

 
(7,718
)
 
531,984

 
527,559

 
 
521,173



(6,742
)

514,431

 
495,380

53/8% Senior Notes due 2026 (the "53/8% Notes")(6)
 
250,000

 
(3,615
)
 
246,385

 
256,875

 
 
250,000



(3,293
)

246,707

 
235,938

47/8% Senior Notes due 2027 (the "47/8% Notes")(5)(6)
 
1,000,000

 
(13,866
)
 
986,134

 
1,000,000

 
 
1,000,000



(12,797
)

987,203

 
917,500

51/4% Senior Notes due 2028 (the "51/4% Notes")(5)(6)
 
825,000

 
(11,817
)
 
813,183

 
826,031

 
 
825,000



(11,216
)

813,784

 
765,188

Real Estate Mortgages, Capital Leases and Other
 
649,432

 
(566
)
 
648,866

 
649,432

 
 
611,549



(237
)

611,312

 
611,549

Accounts Receivable Securitization Program(7)
 
258,973

 
(356
)
 
258,617

 
258,973

 
 
238,273



(253
)

238,020

 
238,273

Mortgage Securitization Program(8)
 
50,000

 
(1,273
)
 
48,727

 
50,000

 
 
50,000

 
(1,164
)
 
48,836

 
50,000

Total Long-term Debt
 
7,129,511

 
(86,240
)
 
7,043,271

 
 

 
 
8,321,365

—

(90,491
)
 
8,230,874

 
 
Less Current Portion
 
(146,300
)
 
—

 
(146,300
)
 
 

 
 
(121,695
)

—


(121,695
)
 
 

Long-term Debt, Net of Current Portion
 
$
6,983,211

 
$
(86,240
)
 
$
6,896,971

 
 

 
 
$
8,199,670



$
(90,491
)
 
$
8,109,179

 
 

______________________________________________________________
(1)
Collectively, as amended as described below, the "Credit Agreement". Of the $821,470 of outstanding borrowings under the Revolving Credit Facility, 621,700 was denominated in United States dollars, 120,000 was denominated in Canadian dollars and 92,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $43,359. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2018 was $885,171 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.6% as of September 30, 2018. The average interest rate in effect under the Revolving Credit Facility as of September 30, 2018 was 3.6% and ranged from 1.8% to 4.0% and the interest rate in effect under the term loan ("Term Loan A") as of September 30, 2018 was 3.9%.
(2)
Interest rate in effect as of September 30, 2018 was 4.0%. The amount of debt for the Term Loan B (as defined below) reflects an unamortized original issue discount of $1,637 as of September 30, 2018.
(3)
Interest rate in effect as of September 30, 2018 was 5.9%. We had 336,250 Australian dollars outstanding on the AUD Term Loan as of September 30, 2018. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,545 and $1,845 as of December 31, 2017 and September 30, 2018, respectively.
(4)
Interest rate in effect as of September 30, 2018 was 3.0%.
(5)
Collectively, the "Parent Notes".
(6)
Collectively, the "Unregistered Notes".
(7)
Interest rate in effect as of September 30, 2018 was 3.0%.
(8)
Interest rate in effect as of September 30, 2018 was 3.5%.
See Note 4 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of September 30, 2018 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2017 (which are disclosed in our Annual Report). Additionally, see Note 5 to Notes to Consolidated Financial Statements included in our Annual Report for information regarding which of our consolidated subsidiaries guarantee certain of our debt instruments.
There have been no material changes to our long-term debt since December 31, 2017 other than those changes described below.
a.    Credit Agreement Amendments
On March 22, 2018, we entered into an amendment (the “2018 First Amendment”) to the Credit Agreement which provided us with the option to request additional commitments of up to approximately $1,260,000 under the Credit Agreement in the form of term loans or through increased commitments under the Revolving Credit Facility, subject to the conditions specified in the Credit Agreement. On June 4, 2018, we entered into another amendment (the "2018 Second Amendment") to the Credit Agreement which (i) reduced interest rate margins applicable to existing and future borrowings under the Revolving Credit Facility and Term Loan A by 0.25% and (ii) extended the maturity date of the Credit Agreement to June 4, 2023.
In connection with the 2018 First Amendment, Iron Mountain Information Management, LLC ("IMIM") entered into an incremental term loan activation notice, or the Activation Notice, with certain lenders pursuant to which the lenders party to the Activation Notice agreed to provide commitments to fund an incremental term loan B in the amount of $700,000 (the “Term Loan B”). On March 26, 2018, IMIM borrowed the full amount of the Term Loan B, which matures on January 2, 2026. The Term Loan B was issued at 99.75% of par. The aggregate net proceeds of approximately $689,850, 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. The Term Loan B holders benefit from the same security and guarantees as other borrowings under the Credit Agreement. The Term Loan B holders also benefit from the same affirmative and negative covenants as other borrowings under the Credit Agreement; however, the Term Loan B holders are not generally entitled to the benefits of the financial covenants under the Credit Agreement. 
Principal payments on the Term Loan B are to be paid in quarterly installments of $1,750 per quarter during the period June 30, 2018 through December 31, 2025, with the balance due on January 2, 2026. The Term Loan B may be prepaid without penalty at any time after September 22, 2018. The Term Loan B bears interest at a rate of LIBOR plus 1.75%.
b.    Australian Dollar Term Loan Amendment
On March 27, 2018, Iron Mountain Australia Group Pty Ltd, a wholly owned subsidiary of IMI, amended its AUD Term Loan (the "AUD Term Loan Amendment") to (i) increase the borrowings under the AUD Term Loan from 250,000 Australian dollars to 350,000 Australian dollars; (ii) increase the quarterly principal payments from 6,250 Australian dollars per year to 8,750 Australian dollars per year and (iii) decrease the interest rate on the AUD Term Loan from BBSY (an Australian benchmark variable interest rate) plus 4.3% to BBSY plus 3.875%. The AUD Term Loan matures in September 2022. All indebtedness associated with the AUD Term Loan was issued at 99% of par. The net proceeds associated with the AUD Term Loan Amendment of approximately 99,000 Australian dollars (or approximately $75,621, based upon the exchange rate between the Australian dollar and the United States dollar on March 29, 2018 (the closing date of the AUD Term Loan Amendment)), net of the original discount, were used to repay outstanding borrowings under the Revolving Credit Facility.
Principal payments on the AUD Term Loan are to be paid in quarterly installments in an amount equivalent to an aggregate of 8,750 Australian dollars per year, with the remaining balance due September 22, 2022. The AUD Term Loan is secured by substantially all assets of Iron Mountain Australia Group Pty. Ltd. IMI and its direct and indirect 100% owned United States subsidiaries that represent the substantial majority of its United States operations (the “Guarantors”) guarantee all obligations under the AUD Term Loan.
c.    UK Bilateral Revolving Credit Facility
On September 24, 2018, Iron Mountain (UK) PLC and Iron Mountain (UK) Data Centre Limited entered into a 140,000 British pounds sterling Revolving Credit Facility (the "UK Bilateral Facility") with Barclays Bank PLC. The maximum amount permitted to be borrowed under the UK Bilateral Facility is 140,000 British pounds sterling, and we have the option to request additional commitments of up to 125,000 British pounds sterling, subject to the conditions specified in the UK Bilateral Facility. The UK Bilateral Facility was fully utilized on September 24, 2018 (the closing date of the UK Bilateral Facility). The UK Bilateral Facility is scheduled to mature on September 23, 2022, at which point all obligations become due. The UK Bilateral Facility contains an option to extend the maturity date for an additional year, subject to the conditions specified in the UK Bilateral Facility, including the lender's consent. The UK Bilateral Facility bears interest at a rate of LIBOR plus 2.25%. The initial net proceeds received under the UK Bilateral Facility of 138,250 British pounds sterling (or approximately $180,300, based upon the exchange rate between the British pound sterling and the United States dollar on September 24, 2018 (the closing date of the UK Bilateral Facility)), net of upfront fees, were used to repay borrowings under the Revolving Credit Facility. The UK Bilateral Facility is secured by certain properties in the United Kingdom. IMI and the Guarantors guarantee all obligations under the UK Bilateral Facility.
d.    Cash Pooling
As described in greater detail in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report, 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. We currently 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 the other for our TRSs (the "TRS Cash Pool").

As of December 31, 2017, we had a net cash position of approximately $5,700 in the QRS Cash Pool (which consisted of a gross cash position of approximately $383,700 less outstanding debit balances of approximately $378,000 by participating subsidiaries) and we had a zero balance in the TRS Cash Pool (which consisted of a gross cash position of approximately $229,600 less outstanding debit balances of approximately $229,600 by participating subsidiaries). As of September 30, 2018, we had a net cash position of approximately $2,800 in the QRS Cash Pool (which consisted of a gross cash position of approximately $313,800 less outstanding debit balances of approximately $311,000 by participating subsidiaries) and we had a net cash position of approximately $1,700 in the TRS Cash Pool (which consisted of a gross cash position of approximately $208,500 less outstanding debit balances of approximately $206,800 by participating subsidiaries). The net cash position balances as of December 31, 2017 and September 30, 2018 are reflected as cash and cash equivalents in the Condensed Consolidated Balance Sheets.
e.    Debt Covenants
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, 2017 and September 30, 2018, as well as our leverage ratio under our indentures as of December 31, 2017 and September 30, 2018 are as follows:
 
December 31, 2017
 
September 30, 2018
 
Maximum/Minimum Allowable
Net total lease adjusted leverage ratio
5.0

 
5.6

 
Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio
1.6

 
2.6

 
Maximum allowable of 4.0
Bond leverage ratio (not lease adjusted)
5.8

 
5.8

 
Maximum allowable of 6.5-7.0(1)(2)
Fixed charge coverage ratio
2.1

 
2.3

 
Minimum allowable of 1.5
______________________________________________________________
(1)
The maximum allowable leverage ratio under our indentures for the 47/8% Notes, the GBP Notes due 2025 and the 51/4% Notes is 7.0, while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5. In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant.

(2)
At December 31, 2017, a portion of the net proceeds from the 51/4% Notes, together with a portion of the net proceeds of the Equity Offering (as defined in Note 9), were used to temporarily repay approximately $807,000 of outstanding indebtedness under our Revolving Credit Facility until the closing of the IODC Transaction, which occurred on January 10, 2018. The bond leverage ratio at December 31, 2017 is calculated based on our outstanding indebtedness at this date, which reflects the temporary payment of the Revolving Credit Facility.
Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.