10-Q

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

(Mark One)
ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 2013
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from                        to

Commission file number 1-13045

IRON MOUNTAIN INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or other Jurisdiction of
Incorporation or Organization) 23-2588479
(I.R.S. Employer
Identification No.)

745 Atlantic Avenue, Boston, MA 02111
(Address of Principal Executive Offices, Including Zip Code)

(617) 535-4766
(Registrant's Telephone Number, Including Area Code)

        Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

        Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý    No o

        Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ý Accelerated filer o Non-accelerated filer o
(Do not check if a
smaller reporting company) Smaller reporting company o

        Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o    No ý

        Number of shares of the registrant's Common Stock at July 26, 2013: 191,109,909

IRON MOUNTAIN INCORPORATED

Index

	Page
PART I—FINANCIAL INFORMATION
Item 1—Unaudited Consolidated Financial Statements
Consolidated Balance Sheets at December 31, 2012 and June 30, 2013 (Unaudited)	3
Consolidated Statements of Operations for the Three Months Ended June 30, 2012 and 2013 (Unaudited)	4
Consolidated Statements of Operations for the Six Months Ended June 30, 2012 and 2013 (Unaudited)	5
Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2012 and 2013 (Unaudited)	6
Consolidated Statements of Equity for the Six Months Ended June 30, 2012 and 2013 (Unaudited)	7
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2012 and 2013 (Unaudited)	8
Notes to Consolidated Financial Statements (Unaudited)	9
Item 2—Management's Discussion and Analysis of Financial Condition and Results of Operations	48
Item 4—Controls and Procedures	73
PART II—OTHER INFORMATION
Item 1A—Risk Factors	73
Item 2—Unregistered Sales of Equity Securities and Use of Proceeds	74
Item 6—Exhibits	75
Signatures	76

2

Part I. Financial Information

Item 1.    Unaudited Consolidated Financial Statements

IRON MOUNTAIN INCORPORATED

CONSOLIDATED BALANCE SHEETS

(In Thousands, except Share and Per Share Data)

(Unaudited)

	December 31, 2012			June 30, 2013
ASSETS
Current Assets:
Cash and cash equivalents	$	243,415		$	258,866
Restricted cash		33,612			33,613
Accounts receivable (less allowances of $25,209 and $26,764 as of December 31, 2012 and June 30, 2013, respectively)		572,200			581,481
Deferred income taxes		10,152			15,918
Prepaid expenses and other		164,713			156,104
Total Current Assets		1,024,092			1,045,982
Property, Plant and Equipment:
Property, plant and equipment		4,443,323			4,465,713
Less—Accumulated depreciation		(1,965,596	)		(2,013,404	)
Property, Plant and Equipment, net		2,477,727			2,452,309
Other Assets, net:
Goodwill		2,334,759			2,317,157
Customer relationships and acquisition costs		456,120			457,710
Deferred financing costs		43,850			40,923
Other		21,791			20,738
Total Other Assets, net		2,856,520			2,836,528
Total Assets	$	6,358,339		$	6,334,819
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt	$	92,887		$	324,682
Accounts payable		168,120			141,686
Accrued expenses		426,813			396,074
Deferred revenue		217,133			210,483
Total Current Liabilities		904,953			1,072,925
Long-term Debt, net of current portion		3,732,116			3,614,018
Other Long-term Liabilities		62,917			66,552
Deferred Rent		97,356			94,189
Deferred Income Taxes		398,549			393,596
Commitments and Contingencies (see Note 8)
Equity:
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 190,005,788 shares and 191,109,705 shares as of December 31, 2012 and June 30, 2013, respectively)		1,900			1,911
Additional paid-in capital		942,199			973,095
Retained earnings		185,558			126,964
Accumulated other comprehensive items, net		20,314			(21,697	)
Total Iron Mountain Incorporated Stockholders' Equity		1,149,971			1,080,273
Noncontrolling Interests		12,477			13,266
Total Equity		1,162,448			1,093,539
Total Liabilities and Equity	$	6,358,339		$	6,334,819

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

3

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, except Per Share Data)

(Unaudited)

	Three Months Ended June 30,
	2012			2013
Revenues:
Storage rental	$	433,436		$	441,571
Service		318,729			313,150
Total Revenues		752,165			754,721
Operating Expenses:
Cost of sales (excluding depreciation and amortization)		313,060			321,056
Selling, general and administrative		203,515			224,531
Depreciation and amortization		77,510			78,928
(Gain) Loss on disposal/write-down of property, plant and equipment, net		(607	)		(1,663	)
Total Operating Expenses		593,478			622,852
Operating Income (Loss)		158,687			131,869
Interest Expense, Net (includes Interest Income of $810 and $818 for the three months ended June 30, 2012 and 2013, respectively)		58,216			62,989
Other Expense (Income), Net		10,066			15,275
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes		90,405			53,605
Provision (Benefit) for Income Taxes		48,964			26,067
Income (Loss) from Continuing Operations		41,441			27,538
(Loss) Income from Discontinued Operations, Net of Tax		(639	)		(98	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		(1,885	)		—
Net Income (Loss)		38,917			27,440
Less: Net Income (Loss) Attributable to Noncontrolling Interests		862			876
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	38,055		$	26,564
Earnings (Losses) per Share—Basic:
Income (Loss) from Continuing Operations	$	0.24		$	0.14
Total (Loss) Income from Discontinued Operations	$	(0.01	)	$	(0.00	)
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.22		$	0.14
Earnings (Losses) per Share—Diluted:
Income (Loss) from Continuing Operations	$	0.24		$	0.14
Total (Loss) Income from Discontinued Operations	$	(0.01	)	$	(0.00	)
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.22		$	0.14
Weighted Average Common Shares Outstanding—Basic		171,296			190,823
Weighted Average Common Shares Outstanding—Diluted		172,231			192,569
Dividends Declared per Common Share	$	0.2700		$	0.2700

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

4

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF OPERATIONS (Continued)

(In Thousands, except Per Share Data)

(Unaudited)

	Six Months Ended June 30,
	2012			2013
Revenues:
Storage rental	$	858,777		$	884,040
Service		639,886			617,712
Total Revenues		1,498,663			1,501,752
Operating Expenses:
Cost of sales (excluding depreciation and amortization)		628,358			642,132
Selling, general and administrative		414,175			447,982
Depreciation and amortization		155,518			159,129
Loss (Gain) on disposal/write-down of property, plant and equipment, net		112			(2,202	)
Total Operating Expenses		1,198,163			1,247,041
Operating Income (Loss)		300,500			254,711
Interest Expense, Net (includes Interest Income of $1,355 and $1,043 for the six months ended June 30, 2012 and 2013, respectively)		117,000			126,171
Other Expense (Income), Net		6,762			18,014
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes		176,738			110,526
Provision (Benefit) for Income Taxes		74,224			64,638
Income (Loss) from Continuing Operations		102,514			45,888
(Loss) Income from Discontinued Operations, Net of Tax		(5,732	)		2,086
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		(1,885	)		—
Net Income (Loss)		94,897			47,974
Less: Net Income (Loss) Attributable to Noncontrolling Interests		1,492			2,024
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	93,405		$	45,950
Earnings (Losses) per Share—Basic:
Income (Loss) from Continuing Operations	$	0.60		$	0.24
Total (Loss) Income from Discontinued Operations	$	(0.04	)	$	0.01
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.55		$	0.24
Earnings (Losses) per Share—Diluted:
Income (Loss) from Continuing Operations	$	0.60		$	0.24
Total (Loss) Income from Discontinued Operations	$	(0.04	)	$	0.01
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	0.54		$	0.24
Weighted Average Common Shares Outstanding—Basic		171,308			190,518
Weighted Average Common Shares Outstanding—Diluted		172,227			192,339
Dividends Declared per Common Share	$	0.5200		$	0.5400

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

5

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In Thousands)

(Unaudited)

	Three Months Ended June 30,
	2012			2013
Net Income (Loss)	$	38,917		$	27,440
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(26,845	)		(27,887	)
Total Other Comprehensive (Loss) Income		(26,845	)		(27,887	)
Comprehensive Income (Loss)		12,072			(447	)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		588			38
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	11,484		$	(485	)

	Six Months Ended June 30,
	2012		2013
Net Income (Loss)	$	94,897	$	47,974
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		1,102		(42,834	)
Total Other Comprehensive Income (Loss)		1,102		(42,834	)
Comprehensive Income (Loss)		95,999		5,140
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		1,676		1,201
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	94,323	$	3,939

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

6

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF EQUITY

(In Thousands, except Share Data)

(Unaudited)

				Iron Mountain Incorporated Stockholders' Equity
				Common Stock												Accumulated Other Comprehensive Items, Net
										Additional Paid-in Capital			Retained Earnings						Noncontrolling Interests
	Total			Shares			Amounts
Balance, December 31, 2011	$	1,254,256			172,140,966		$	1,721		$	343,603		$	902,567		$	(2,203	)	$	8,568
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $254		23,449			597,460			6			23,443			—			—			—
Stock repurchases		(34,688	)		(1,103,149	)		(11	)		(34,677	)		—			—			—
Parent cash dividends declared		(89,161	)		—			—			—			(89,161	)		—			—
Currency translation adjustment		1,102			—			—			—			—			918			184
Net income (loss)		94,897			—			—			—			93,405			—			1,492
Noncontrolling interests equity contributions		46			—			—			—			—			—			46
Noncontrolling interests dividends		(577	)																	(577	)
Parent purchase of noncontrolling interests		1,000			—			—			—			—			—			1,000
Balance, June 30, 2012	$	1,250,324			171,635,277		$	1,716		$	332,369		$	906,811		$	(1,285	)	$	10,713

				Iron Mountain Incorporated Stockholders' Equity
				Common Stock									Accumulated Other Comprehensive Items, Net
								Additional Paid-in Capital		Retained Earnings						Noncontrolling Interests
	Total			Shares		Amounts
Balance, December 31, 2012	$	1,162,448			190,005,788	$	1,900	$	942,199	$	185,558		$	20,314		$	12,477
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $2,394		30,907			1,103,917		11		30,896		—			—			—
Parent cash dividends declared		(104,544	)		—		—		—		(104,544	)		—			—
Currency translation adjustment		(42,834	)		—		—		—		—			(42,011	)		(823	)
Net income (loss)		47,974			—		—		—		45,950			—			2,024
Noncontrolling interests equity contributions		743			—		—		—		—			—			743
Noncontrolling interests dividends		(1,155	)		—		—		—		—			—			(1,155	)
Balance, June 30, 2013	$	1,093,539			191,109,705	$	1,911	$	973,095	$	126,964		$	(21,697	)	$	13,266

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

7

IRON MOUNTAIN INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

(Unaudited)

	Six Months Ended June 30,
	2012			2013
Cash Flows from Operating Activities:
Net income (loss)	$	94,897		$	47,974
Loss (Income) from discontinued operations		5,732			(2,086	)
Loss (Gain)on sale of discontinued operations		1,885			—
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation		139,755			139,914
Amortization (includes deferred financing costs and bond discount of $3,444 and $3,774, for the six months ended June 30, 2012 and 2013, respectively)		19,207			22,989
Stock-based compensation expense		16,117			13,593
(Benefit) Provision for deferred income taxes		(38,699	)		20,593
Loss (Gain) on disposal/write-down of property, plant and equipment, net		112			(2,202	)
Foreign currency transactions and other, net		7,249			39,865
Changes in Assets and Liabilities (exclusive of acquisitions):
Accounts receivable		(24,461	)		(21,245	)
Prepaid expenses and other		23,943			(14,734	)
Accounts payable		(4,043	)		6,838
Accrued expenses and deferred revenue		(24,903	)		(38,988	)
Other assets and long-term liabilities		64			437
Cash Flows from Operating Activities—Continuing Operations		216,855			212,948
Cash Flows from Operating Activities—Discontinued Operations		(4,665	)		953
Cash Flows from Operating Activities		212,190			213,901
Cash Flows from Investing Activities:
Capital expenditures		(107,361	)		(158,240	)
Cash paid for acquisitions, net of cash acquired		(107,290	)		(52,792	)
Investment in restricted cash		(1,502	)		(1	)
Additions to customer relationship and acquisition costs		(8,144	)		(8,261	)
Proceeds from sales of property and equipment and other, net		1,862			2,899
Cash Flows from Investing Activities—Continuing Operations		(222,435	)		(216,395	)
Cash Flows from Investing Activities—Discontinued Operations		(6,136	)		(18	)
Cash Flows from Investing Activities		(228,571	)		(216,413	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		(1,768,694	)		(987,166	)
Proceeds from revolving credit and term loan facilities and other debt		1,888,264			1,099,939
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		385			874
Stock repurchases		(38,052	)		—
Parent cash dividends		(85,971	)		(103,309	)
Proceeds from exercise of stock options and employee stock purchase plan		11,029			14,897
Excess tax benefits from stock-based compensation		254			2,394
Payment of debt financing costs		(93	)		(711	)
Cash Flows from Financing Activities—Continuing Operations		7,122			26,918
Cash Flows from Financing Activities—Discontinued Operations		(39	)		—
Cash Flows from Financing Activities		7,083			26,918
Effect of Exchange Rates on Cash and Cash Equivalents		(317	)		(8,955	)
(Decrease) Increase in Cash and Cash Equivalents		(9,615	)		15,451
Cash and Cash Equivalents, Beginning of Period		179,845			243,415
Cash and Cash Equivalents, End of Period	$	170,230		$	258,866
Supplemental Information:
Cash Paid for Interest	$	114,475		$	123,563
Cash Paid for Income Taxes	$	83,830		$	58,886
Non-Cash Investing and Financing Activities:
Capital Leases	$	13,130		$	30,097
Accrued Capital Expenditures	$	22,691		$	20,891
Dividends Payable	$	46,370		$	54,274

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

8

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(1) 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 ("IMI") stores records, primarily paper documents and data backup media, and provides information management services in various locations throughout North America, Europe, Latin America and Asia Pacific. We have a diversified customer base consisting of commercial, legal, banking, health care, accounting, insurance, entertainment and government organizations.

        The unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("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, 2012 included in our Annual Report on Form 10-K filed on March 1, 2013.

        On June 2, 2011, we sold (the "Digital Sale") our online backup and recovery, digital archiving and eDiscovery solutions businesses of our digital business (the "Digital Business") to Autonomy Corporation plc, a corporation formed under the laws of England and Wales ("Autonomy"), pursuant to a purchase and sale agreement dated as of May 15, 2011 among IMI, certain subsidiaries of IMI and Autonomy (the "Digital Sale Agreement"). Additionally, on April 27, 2012, we sold our records management operations in Italy. The financial position, operating results and cash flows of the Digital Business and our Italian operations, including the gain on the sale of the Digital Business and the loss on the sale of the Italian operations, for all periods presented, have been reported as discontinued operations for financial reporting purposes. See Note 10 for a further discussion of these events.

(2) Summary of Significant Accounting Policies

a.

Principles of Consolidation

        The accompanying financial statements reflect our financial position, results of operations, comprehensive income (loss), equity and cash flows on a consolidated basis. All intercompany account balances have been eliminated.

b.

Cash, Cash Equivalents and Restricted Cash

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

        We have restricted cash associated with a collateral trust agreement with our insurance carrier related to our workers' compensation self-insurance program. The restricted cash subject to this agreement was $33,612 and $33,613 as of December 31, 2012 and June 30, 2013, respectively, and is

9

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

included in current assets on our Consolidated Balance Sheets. Restricted cash consists primarily of U.S. Treasuries.

c.

Foreign Currency

        Local currencies are the functional currencies for our operations outside the U.S., with the exception of certain foreign holding companies and our financing center in Switzerland, whose functional currency is the U.S. 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 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 (1) our 7¹/4% GBP Senior Subordinated Notes due 2014, (2) our 6³/4% Euro Senior Subordinated Notes due 2018, (3) the borrowings in certain foreign currencies under our revolving credit facilities and (4) 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 expense (income), net, in the accompanying Consolidated Statements of Operations. The total gain or loss on foreign currency transactions amounted to a net loss of $11,761 and $9,186 for the three and six months ended June 30, 2012, respectively. The total gain or loss on foreign currency transactions amounted to a net loss of $16,366 and $19,931 for the three and six months ended June 30, 2013, respectively.

d.

Goodwill and Other Intangible Assets

        Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually assess whether a change in the life over which our intangible assets are amortized is necessary or more frequently if events or circumstances warrant.

        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, 2012 and noted no impairment of goodwill at such date. As of December 31, 2012 and June 30, 2013, no factors were identified that would alter our October 1, 2012 goodwill assessment. In making this assessment, we relied on 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 at which level we performed our goodwill impairment analysis as of October 1, 2012 were as follows: (1) North America; (2) United Kingdom, Ireland, Norway, Belgium, France,

10

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

Germany, Luxembourg, Netherlands and Spain ("Western Europe"); (3) the remaining countries in Europe, excluding Russia and Ukraine, in which we operate ("Emerging Markets"); (4) Latin America; (5) Australia, China, Hong Kong and Singapore ("Asia Pacific"); and (6) India, Russia and Ukraine ("Emerging Market Joint Ventures"). As of December 31, 2012, the carrying value of goodwill, net amounted to $1,762,307, $365,303, $87,492, $56,893 and $62,764 for North America, Western Europe, Emerging Markets, Latin America and Asia Pacific, respectively. Our Emerging Market Joint Ventures reporting unit had no goodwill as of December 31, 2012 and June 30, 2013. Based on our goodwill impairment assessment, all of our reporting units with goodwill had estimated fair values as of October 1, 2012 that exceeded their carrying values by greater than 30%. As of June 30, 2013, the carrying value of goodwill, net amounted to $1,760,253, $349,592, $83,587, $68,483 and $55,242 for North America, Western Europe, Emerging Markets, Latin America and Asia Pacific, respectively.

        Reporting unit valuations have been calculated using an income approach based on the present value of future cash flows of each reporting unit or a combined approach based on the present value of future cash flows and market and transaction multiples of revenues and earnings. The income approach incorporates many assumptions, including future growth rates, discount factors, expected capital expenditures and income tax cash flows. Changes in economic and operating conditions impacting these assumptions could result in goodwill impairments in future periods. In conjunction with our annual goodwill impairment reviews, we reconcile the sum of the valuations of all of our reporting units to our market capitalization as of such dates.

11

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        The changes in the carrying value of goodwill attributable to each reportable operating segment for the six months ended June 30, 2013 are as follows:

	North American Business			International Business			Total Consolidated
Gross Balance as of December 31, 2012	$	2,023,971		$	631,528		$	2,655,499
Deductible goodwill acquired during the year		9,821			16,560			26,381
Non-deductible goodwill acquired during the year		—			1,208			1,208
Fair value and other adjustments		191			(408	)		(217	)(1)
Currency effects		(12,696	)		(33,479	)		(46,175	)
Gross Balance as of June 30, 2013	$	2,021,287		$	615,409		$	2,636,696
Accumulated Amortization Balance as of December 31, 2012	$	261,664		$	59,076		$	320,740
Currency effects		(630	)		(571	)		(1,201	)
Accumulated Amortization Balance as of June 30, 2013	$	261,034		$	58,505		$	319,539
Net Balance as of December 31, 2012	$	1,762,307		$	572,452		$	2,334,759
Net Balance as of June 30, 2013	$	1,760,253		$	556,904		$	2,317,157
Accumulated Goodwill Impairment Balance as of December 31, 2012	$	85,909		$	46,500		$	132,409
Accumulated Goodwill Impairment Balance as of June 30, 2013	$	85,909		$	46,500		$	132,409

(1)

Total fair value and other adjustments primarily include $(143) in adjustments to property, plant and equipment, net, customer relationships and deferred income taxes made within one year from the date of the acquisition, as well as $74 of cash received related to acquisitions made in previous years.

        The components of our amortizable intangible assets as of June 30, 2013 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	702,857	$	(245,147	)	$	457,710
Core Technology(1)		3,707		(3,317	)		390
Trademarks and Non-Compete Agreements(1)		5,824		(3,464	)		2,360
Deferred Financing Costs		64,140		(23,217	)		40,923
Total	$	776,528	$	(275,145	)	$	501,383

(1)

Included in Other Assets, net in the accompanying Consolidated Balance Sheets.

12

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $9,606 and $19,207 for the three and six months ended June 30, 2012, respectively. Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $10,973 and $22,989 for the three and six months ended June 30, 2013, respectively.

e.

Stock-Based Compensation

        We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units, performance units and shares of stock issued under the 2003 employee stock purchase plan (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 and six months ended June 30, 2012 was $6,317 ($5,061 after tax or $0.03 per basic and diluted share) and $16,117 ($11,908 after tax or $0.07 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2013 was $7,883 ($6,099 after tax or $0.03 per basic and diluted share) and $13,593 ($10,986 after tax or $0.06 per basic and diluted share), respectively.

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations related to continuing operations is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Cost of sales (excluding depreciation and amortization)	$	302	$	72	$	517	$	142
Selling, general and administrative expenses		6,015		7,811		15,600		13,451
Total stock-based compensation	$	6,317	$	7,883	$	16,117	$	13,593

        The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as financing activities in the accompanying Consolidated Statements of Cash Flows. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $254 and $2,394 for the six months ended June 30, 2012 and 2013, respectively, from the benefits of tax deductions in excess of recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool.

Stock Options

        Under our various stock option plans, options were granted with exercise prices equal to the market price of the stock on the date of grant. The majority of our options become exercisable ratably over a period of five years from the date of grant and generally have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. Certain of the options we issue become exercisable ratably over a period of ten years from the date of grant and have a

13

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

contractual life of 12 years from the date of grant, unless the holder's employment is terminated sooner. As of June 30, 2013, ten-year vesting options represented 10.3% of total outstanding options. Beginning in 2011, certain of the options we issue become exercisable ratably over a period of three years from the date of grant and have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. As of June 30, 2013, three-year vesting options represented 20.4% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable one year from the date of grant.

        The weighted average fair value of options granted for the six months ended June 30, 2012 and 2013 was $7.00 and $7.69 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period:

	Six Months Ended June 30,
Weighted Average Assumptions	2012			2013
Expected volatility		33.8	%		33.8	%
Risk-free interest rate		1.24	%		1.13	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 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 U.S. Treasury interest rates whose term is consistent with the expected life 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 (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of our employees.

        A summary of option activity for the six months ended June 30, 2013 is as follows:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2012		5,908,102		$	23.39
Granted		261,698			33.03
Exercised		(746,486	)		22.41
Forfeited		(80,496	)		21.72
Expired		(1,961	)		23.86
Outstanding at June 30, 2013		5,340,857		$	24.02		5.71	$	17,521
Options exercisable at June 30, 2013		3,737,433		$	23.71		5.07	$	12,725
Options expected to vest		1,505,421		$	24.70		7.22	$	4,528

14

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        The following table provides the aggregate intrinsic value of stock options exercised for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Aggregate intrinsic value of stock options exercised	$	2,308	$	4,650	$	3,372	$	10,096

Restricted Stock and Restricted Stock Units

        Under our various stock option plans, we may also issue grants of restricted stock or restricted stock units ("RSUs"). Our restricted stock and RSUs generally have a three- to five-year vesting period from the date of grant. As a result of an amendment to our RSUs approved by our Compensation Committee of our board of directors in October 2012, all RSUs now 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. We accrued approximately $34 of cash dividends on RSUs issued in June 2012. We accrued approximately $350 and $1,098 of cash dividends on RSUs for the three and six months ended June 30, 2013, respectively. There were no cash dividends paid on RSUs for the three and six months ended June 30, 2012, respectively. We paid approximately $187 and $553 of cash dividends on RSUs for the three and six months ended June 30, 2013, respectively. The fair value of restricted stock and 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).

        A summary of restricted stock and RSU activity for the six months ended June 30, 2013 is as follows:

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		1,303,664		$	29.89
Granted		611,489			35.71
Vested		(407,310	)		29.65
Forfeited		(37,821	)		29.43
Non-vested at June 30, 2013		1,470,022		$	32.39

        The total fair value of restricted stock vested during the three and six months ended June 30, 2012 was $1. The total fair value of restricted stock vested during the three and six months ended June 30, 2013 was $1. The total fair value of RSUs vested during the three and six months ended June 30, 2012 was $1,985 and $5,964, respectively. The total fair value of RSUs vested during the three and six months ended June 30, 2013 was $3,469 and $12,076, respectively.

15

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

Performance Units

        Under our various equity compensation plans, we may also make awards of performance units ("PUs"). For the majority of PUs, the number of PUs earned is determined based on our performance against predefined calendar year targets of revenue growth and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 150% of the initial award. The number of PUs earned is determined based on the Company's actual performance as compared to the targets at the end of the one-year performance period. Certain PUs granted in 2013 will be earned based on a market condition associated with the total return on our common stock in relation to a subset of the S&P 500 rather than the revenue growth and ROIC targets noted above. The number of PUs earned based on this 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. Employees who subsequently terminate their employment after the end of the one-year performance period and on or after attaining age 55 and completing 10 years of qualifying service (the "retirement criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above (but delivery of the shares remains deferred). As a result, PUs are generally expensed over the shorter of (1) the vesting period, (2) achievement of the retirement criteria, which may occur as early as January 1 of the year following the year of grant, or (3) a maximum of three years. As a result of an amendment to our PUs approved by our Compensation Committee of our board of directors in October 2012, outstanding PUs now 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 accrued approximately $148 and $389 of cash dividends on PUs for the three and six months ended June 30, 2013, respectively.

        During the six months ended June 30, 2013, we issued 202,333 PUs. For PUs that are earned based on our performance against revenue growth and ROIC targets during the one-year performance period, we will forecast the likelihood of achieving the predefined annual revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We will record a compensation charge based on either the forecasted PUs to be earned (during the one-year performance period) or the actual PUs earned (at the one-year anniversary date) over the vesting period for each of the awards. For the 2013 PUs that will be earned based on a market condition, we utilized a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value will be expensed over the three-year performance period. The total fair value of earned PUs that vested during the three and six months ended June 30, 2013 was $0 and $908, respectively. There were no cash dividends paid on PUs for both the three and six months ended June 30, 2012 and 2013. As of June 30, 2013, we expected 86.6% achievement of the predefined revenue and ROIC targets associated with the grants made in 2013.

16

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        A summary of PU activity for the six months ended June 30, 2013 is as follows:

	Original PU Awards			PU Adjustment(1)			Total PU Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		236,093			(4,447	)		231,646		$	29.12
Granted		202,333			(25,536	)		176,797			38.75
Vested		(31,361	)		558			(30,803	)		29.48
Forfeited		(3,347	)		—			(3,347	)		28.87
Non-vested at June 30, 2013		403,718			(29,425	)		374,293		$	33.64

(1)

Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Employee Stock Purchase Plan

        We offer an employee stock purchase plan (the "ESPP") in which participation is available to substantially all U.S. and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We generally have two six-month offering periods per year, the first of which begins June 1 and ends November 30 and the second of which begins December 1 and ends May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the purchase price at the end of the offering. Participating employees may withdraw from an offering period before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation cost for the ESPP shares purchased. For the six months ended June 30, 2012 and 2013, there were 88,672 shares and 74,732 shares, respectively, purchased under the ESPP. The number of shares available for purchase under the ESPP at June 30, 2013 was 204,494, which will be replaced subsequent to our June 1 offering, which ends on November 29, 2013, by the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan, which was approved by our stockholders at the 2013 Annual Meeting of Stockholders held on June 6, 2013. Beginning November 29, 2013, we will have 1,000,000 shares available under the ESPP.

        As of June 30, 2013, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $58,648 and is expected to be recognized over a weighted-average period of 2.3 years.

17

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        We generally issue shares of our common stock for the exercises of stock options, restricted stock, RSUs, PUs and shares of our common stock under our ESPP from unissued reserved shares.

f.

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 options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive.

        The following table presents the calculation of basic and diluted income (loss) per share:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Income (Loss) from continuing operations	$	41,441		$	27,538		$	102,514		$	45,888
Total (loss) income from discontinued operations (see Note 10)	$	(2,524	)	$	(98	)	$	(7,617	)	$	2,086
Net income (loss) attributable to Iron Mountain Incorporated	$	38,055		$	26,564		$	93,405		$	45,950
Weighted-average shares—basic		171,296,000			190,823,000			171,308,000			190,518,000
Effect of dilutive potential stock options		753,385			1,337,423			737,087			1,366,265
Effect of dilutive potential restricted stock, RSUs and PUs		181,292			408,103			181,580			455,039
Weighted-average shares—diluted		172,230,677			192,568,526			172,226,667			192,339,304
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.22		$	0.14		$	0.55		$	0.24
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.22		$	0.14		$	0.54		$	0.24
Antidilutive stock options, RSUs and PUs, excluded from the calculation		1,885,060			319,158			1,965,338			289,728

18

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

g.

Revenues

        Our revenues consist of storage rental revenues as well as service revenues and are reflected net of sales and value added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis). Service revenues include charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including Document Management Solutions, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage rental or prepaid service contracts for customers where storage rental fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable storage rental or service is provided or performed. Revenues from the sales of products, which is included as a component of service revenues, is recognized when products are shipped and title has passed to the customer. Revenues from the sales of products have historically not been significant.

h.

Allowance for Doubtful Accounts and Credit Memo Reserves

        We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We consider accounts receivable to be delinquent after such time as reasonable means of collection have been exhausted. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due.

i.

Income Taxes

        Our effective tax rates for the three and six months ended June 30, 2012 were 54.2% and 42.0%, respectively. Our effective tax rates for the three and six months ended June 30, 2013 were 48.6% and

19

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

58.5%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate were 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 and state income taxes (net of federal tax benefit). During the three and six months ended June 30, 2012, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2012 effective tax rate by 10.2% and 0.9%, respectively. During the three and six months ended June 30, 2013, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2013 effective tax rate by 2.5% and 12.8%, respectively.

        On January 2, 2013, the American Taxpayer Relief Act of 2012 (the "ATRA") was signed into law. In part, the ATRA retroactively reinstated and extended the controlled foreign corporation look-through rule, which provides for the exception from January 1, 2012 to December 31, 2013 of certain foreign earnings from U.S. federal taxation as Subpart F income. As a result, our income tax provision for the first quarter of 2013 included a discrete tax benefit of $4,025 relating to the previously expired period from January 1, 2012 to December 31, 2012.

        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 from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; (5) our ability to utilize foreign tax credits and net operating losses that we generate; and (6) our proposed conversion to a real estate investment trust ("REIT"). We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

        Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets does not meet the more likely than not standard as defined in GAAP.

        We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying Consolidated Statements of Operations. We recorded an increase of $247 and a reduction of $2 for gross interest and penalties for the three and six months ended June 30, 2012, respectively. We recorded an increase of $176 and $721 for gross interest and penalties for the three and six months ended June 30, 2013, respectively. We had $3,554 and $4,166 accrued for the payment of interest and penalties as of December 31, 2012 and June 30, 2013, respectively.

20

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        We have not recorded deferred taxes on book over tax outside basis differences related to our foreign subsidiaries, other than for certain Canadian subsidiaries, for which we recorded a deferred tax liability of $577 during the three months ended December 31, 2012, because such basis differences are not expected to reverse in the foreseeable future and we intend to reinvest the undistributed earnings of such other foreign subsidiaries indefinitely outside the U.S. These basis differences arose primarily through the undistributed book earnings of such foreign subsidiaries. The basis differences could be reversed through a sale of such foreign subsidiaries, the receipt of dividends from such subsidiaries or certain other events or actions on our part, each of which would result in an increase in our provision for income taxes. It is not practicable to calculate the amount of unrecognized deferred tax liability on the book over tax outside basis difference because of the complexities of the hypothetical calculation. We may record deferred taxes on book over tax outside basis differences related to certain foreign subsidiaries in the future depending upon a number of factors, decisions and events in connection with our potential conversion to a REIT, including favorable indications from the U.S. Internal Revenue Service with regard to our private letter ruling requests, finalization of countries to be included in our plan to convert to a REIT, refinancing our revolving credit and term loan facilities, shareholder approval of certain modifications to our corporate charter and final board of director approval of our conversion to a REIT.

        As of June 30, 2013, we have reclassified approximately $20,658 of long-term deferred income tax liabilities to current deferred income taxes (included within accrued expenses within current liabilities) and prepaid and other assets (included within current assets) in the accompanying Consolidated Balance Sheets related to the depreciation recapture associated with our recharacterization of certain racking structures as real estate rather than personal property and amortization associated with other intangible assets in conjunction with our potential conversion to a REIT.

j.

Concentrations of Credit Risk

        Financial instruments that potentially subject us to market risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily U.S. Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of both December 31, 2012 and June 30, 2013 relate to cash and cash equivalents and restricted cash held on deposit with five global banks and two "Triple A" rated money market funds, and five global banks and six "Triple A" rated money market funds, respectively, all of which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund to a maximum of $50,000 or in any one financial institution to a maximum of $75,000. As of December 31, 2012 and June 30, 2013, our cash and cash equivalents and restricted cash balance was $277,027 and $292,479, respectively, including money market funds and time deposits amounting to $218,629 and $231,245, respectively. A substantial portion of the money market funds is invested in U.S. Treasuries.

k.

Fair Value Measurements

        Entities are permitted under GAAP to elect to measure many financial instruments and certain other items at either fair value or cost. We did not elect the fair value measurement option for any of our financial assets or liabilities.

21

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

        Our financial assets or liabilities are 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 following tables provide the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2012 and June 30, 2013, respectively:

			Fair Value Measurements at December 31, 2012 Using
Description	Total Carrying Value at December 31, 2012		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	68,800	$	—		$	68,800		$	—
Time Deposits(1)		149,829		—			149,829			—
Trading Securities		11,071		10,525	(2)		546	(1)		—
Derivative Liabilities(3)		1,522		—			1,522			—

			Fair Value Measurements at June 30, 2013 Using
Description	Total Carrying Value at June 30, 2013		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	98,620	$	—		$	98,620		$	—
Time Deposits(1)		132,625		—			132,625			—
Trading Securities		12,172		11,788	(2)		384	(1)		—
Derivative Assets(3)		2,946		—			2,946			—
Derivative Liabilities(3)		520		—			520			—

(1)

Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)

Securities are measured at fair value using quoted market prices.

22

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

(3)

Our derivative assets and liabilities primarily relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge our intercompany exposures denominated in British pounds sterling and Australian dollars. We calculate the fair 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 for the three and six months ended June 30, 2013.

l.

Use of Estimates

        The preparation of financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an ongoing basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates.

m.

Accumulated Other Comprehensive Items, Net

        Accumulated other comprehensive items, net consists of foreign currency translation adjustments as of December, 31, 2012 and June 30, 2013, respectively.

n.

Other Expense (Income), Net

        Other expense (income), net consists of the following:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Foreign currency transaction losses (gains), net	$	11,761		$	16,366		$	9,186		$	19,931
Other, net		(1,695	)		(1,091	)		(2,424	)		(1,917	)
	$	10,066		$	15,275		$	6,762		$	18,014

o.

Property, Plant and Equipment and Long-Lived Assets

        We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees directly associated with, and devoting time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized. Capitalization begins when the design stage of the application has been completed and it is probable that the project will be completed and used to perform the function intended. Depreciation begins

23

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(2) Summary of Significant Accounting Policies (Continued)

when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment.

        We review long-lived assets and all amortizable intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. Recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to their carrying amount. The operations are generally distinguished by the business segment and geographic region in which they operate. If the operation is determined to be unable to recover the carrying amount of its assets, then intangible assets are written down first, followed by the other long-lived assets of the operation, to fair value. Fair value is determined based on discounted cash flows or appraised values, depending upon the nature of the assets.

        Consolidated gain on disposal/write-down of property, plant and equipment, net was $1,663 and $2,202 for the three and six months ended June 30, 2013, respectively, and consisted primarily of gains on the retirement of leased vehicles accounted for as capital lease assets associated with our North American Business and the sale of a building in the United Kingdom.

24

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(3) Derivative Instruments and Hedging Activities

        Every derivative instrument is required to be recorded in the balance sheet as either an asset or a liability measured at its fair value. Periodically, we acquire derivative instruments that are intended to hedge either cash flows or values that are subject to foreign exchange or other market price risk and not for trading purposes. We have formally documented our hedging relationships, including identification of the hedging instruments and the hedged items, as well as our risk management objectives and strategies for undertaking each hedge transaction. Given the recurring nature of our revenues and the long-term nature of our asset base, we have the ability and the preference to use long-term, fixed interest rate debt to finance our business, thereby preserving our long-term returns on invested capital. We target approximately 75% of our debt portfolio to be fixed with respect to interest rates. Occasionally, we may use interest rate swaps as a tool to maintain our targeted level of fixed rate debt. In addition, we may use borrowings in foreign currencies, either obtained in the U.S. or by our foreign subsidiaries, to hedge foreign currency risk associated with our international investments. Sometimes we enter into currency swaps to temporarily hedge an overseas investment, such as a major acquisition, while we arrange permanent financing or to hedge our exposure due to foreign currency exchange movements related to our intercompany accounts with and between our foreign subsidiaries. As of December 31, 2012 and June 30, 2013, none of our derivative instruments contained credit-risk related contingent features.

        We have entered into a number of separate forward contracts to hedge our exposures in British pounds sterling and Australian dollars. As of June 30, 2013, we had (1) outstanding forward contracts to purchase $190,954 U.S. dollars and sell 125,000 British pounds sterling to hedge our intercompany exposures with our European operations and (2) an outstanding forward contract to purchase $71,610 U.S. dollars and sell 77,000 Australian dollars to hedge our intercompany exposures with our Australian subsidiary. 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 (income) expense, net in the accompanying 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 these forward contracts as hedges. During the three and six months ended June 30, 2012, there were $2,284 and $3,787 in net cash disbursements, respectively, included in cash from operating activities from continuing operations related to settlements associated with these foreign currency forward contracts. During the three and six months ended June 30, 2013, there were $10,476 and $16,275 in net cash receipts, respectively, included in cash from operating activities from continuing operations related to settlements associated with these foreign currency forward contracts.

25

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(3) Derivative Instruments and Hedging Activities (Continued)

        The following table provides the fair value of our derivative instruments as of December 31, 2012 and June 30, 2013 and their gains and losses for the three and six months ended June 30, 2012 and 2013:

	Asset Derivatives
	December 31, 2012			June 30, 2013
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Prepaid expenses and other	$	—	Prepaid expenses and other	$	2,946
Total		$	—		$	2,946

	Liability Derivatives
	December 31, 2012			June 30, 2013
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Accrued expenses	$	1,522	Accrued expenses	$	520
Total		$	1,522		$	520

		Amount of (Gain) Loss Recognized in Income on Derivatives
		Three Months Ended June 30,						Six Months Ended June 30,
	Location of (Gain) Loss Recognized in Income on Derivative
Derivatives Not Designated as Hedging Instruments		2012			2013			2012		2013
Foreign exchange contracts	Other expense (income), net	$	(3,693	)	$	(9,073	)	$	4,278	$	(20,223	)
Total		$	(3,693	)	$	(9,073	)	$	4,278	$	(20,223	)

        We have designated a portion of our 6³/4% Euro Senior Subordinated Notes due 2018 issued by IMI (the "6³/4% Notes") as a hedge of net investment of certain of our Euro denominated subsidiaries. For the six months ended June 30, 2012 and 2013, we designated on average 100,500 and 105,833 Euros, respectively, of the 6³/4% Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange gains of $5,120 ($3,211, net of tax) and $1,365 ($866, net of tax) for the three and six months ended June 30, 2012, respectively, 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 included in Iron Mountain Incorporated Stockholders' Equity in the accompanying Consolidated Balance Sheets. We recorded foreign exchange losses of $2,030 ($1,237, net of tax) and foreign exchange gains of $2,093 ($1,276, net of tax) for the three and six months ended June 30, 2013, respectively, 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 included in Iron Mountain Incorporated Stockholders' Equity in the accompanying Consolidated

26

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(3) Derivative Instruments and Hedging Activities (Continued)

Balance Sheets. As of June 30, 2013, cumulative net gains of $11,998, net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge.

(4) Acquisitions

        We account for acquisitions using the acquisition method of accounting, and, accordingly, 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 was primarily provided through borrowings under our credit facilities and cash equivalents on-hand. The unaudited pro forma results of operations for the period ended June 30, 2013 are not presented due to the insignificant impact of the 2012 and 2013 acquisitions on our consolidated results of operations.

        In June 2013, in order to further enhance our existing operations in Brazil, we acquired the stock of Archivum Comercial Ltda. and AMG Comercial Ltda., storage rental and records management businesses in Sao Paulo, Brazil, in a single transaction for an aggregate purchase price of approximately $29,000. Included in the purchase price is approximately $2,900 held in escrow to secure a working capital adjustment and the indemnification obligations of the former owners of the businesses to us.

        In May 2013, we acquired a storage rental and records management business in Texas with locations in Michigan, Texas and Florida, in a cash transaction for a purchase price of approximately $25,000. Included in the purchase price is approximately $1,600 held in escrow to secure a working capital adjustment. The amounts held in escrow for purposes of the working capital adjustment will be distributed either to us or the former owners based on the final agreed upon working capital amount.

        A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for acquisitions in 2013 through June 30, 2013 is as follows:

Cash Paid (gross of cash acquired)	$	52,866	(1)
Total Consideration		52,866
Fair Value of Identifiable Assets Acquired:
Cash, Accounts Receivable, Prepaid Expense, Deferred Income Taxes and Other		3,176
Property, Plant and Equipment(2)		4,544
Customer Relationship Assets(3)		28,117
Other Assets		131
Liabilities Assumed and Deferred Income Taxes(4)		(10,691	)
Total Fair Value of Identifiable Net Assets Acquired		25,277
Goodwill Initially Recorded	$	27,589

(1)

Included in cash paid for acquisitions in the accompanying Consolidated Statements of Cash Flows for the six months ended June 30, 2013 is cash received of $74 related to acquisitions made in previous years.

27

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(4) Acquisitions (Continued)

(2)

Consists primarily of racking structures, leasehold improvements and computer hardware and software.

(3)

The weighted average lives of customer relationship assets associated with acquisitions to date in 2013 was 20 years.

(4)

Consists primarily of accounts payable, accrued expenses, notes payable, deferred revenue and deferred income taxes.

        Allocations of the purchase price for acquisitions completed in 2013 were based on estimates of the fair value of net assets acquired and are subject to adjustment. We are not aware of any information that would indicate that the final purchase price allocations will differ meaningfully from preliminary estimates. The purchase price allocations of the 2013 acquisitions are subject to finalization of the assessment of the fair value of intangible assets (primarily customer relationship assets), property, plant and equipment (primarily racking structures), leases, contingencies and income taxes (primarily deferred income taxes).

28

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt

        Long-term debt comprised the following:

	December 31, 2012					June 30, 2013
	Carrying Amount			Fair Value		Carrying Amount			Fair Value
Revolving Credit Facility(1)	$	55,500		$	55,500	$	187,700		$	187,700
Term Loan Facility(1)		462,500			462,500		450,000			450,000
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)(3)		242,813			242,813		228,180			228,408
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(2)(4)		175,875			181,591		166,338			169,664
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)(3)		49,834			56,052		49,848			52,905
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)		335,152			341,753		330,338			335,902
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)(3)		400,000			451,000		400,000			430,500
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)(3)		300,000			317,250		300,000			311,475
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)		548,518			610,500		548,604			583,000
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)(3)		1,000,000			1,012,500		1,000,000			930,000
Real Estate Mortgages, Capital Leases and Other(5)		254,811			254,811		277,692			277,692
Total Long-term Debt		3,825,003					3,938,700
Less Current Portion(6)		(92,887	)				(324,682	)
Long-term Debt, Net of Current Portion	$	3,732,116				$	3,614,018

(1)

The capital stock or other equity interests of most of our U.S. 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 of subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Iron Mountain Canada Operations ULC (f/k/a Iron Mountain Canada Corporation) ("Canada Company") and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company. The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this long-term debt approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates, which are subject to change based on our consolidated leverage ratio, as of December 31, 2012 and June 30, 2013, respectively).

(2)

The fair values (Level 1 of fair value hierarchy described at Note 2.k.) of these debt instruments are based on quoted market prices for these notes on December 31, 2012 and June 30, 2013, respectively.

29

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt (Continued)

(3)

Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect 100% owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company and the remainder of our subsidiaries do not guarantee the Parent Notes.

(4)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 6 to Notes to Consolidated Financial Statements.

(5)

The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this debt approximates its carrying value.

(6)

The increase in current portion of long-term debt from December 31, 2012 to June 30, 2013 is primarily related to the 7¹/4% Notes which are due on April 15, 2014 being classified as current.

        On June 27, 2011, we entered into a credit agreement that consists of (1) revolving credit facilities under which we can borrow, subject to certain limitations as defined in the credit agreement, up to an aggregate amount of $725,000 (including Canadian dollars, British pounds sterling and Euros, among other currencies) (the "Revolving Credit Facility") and (2) a $500,000 term loan facility (the "Term Loan Facility," and collectively with the Revolving Credit Facility, the "Credit Agreement"). We have the right to request an increase in the aggregate amount available to be borrowed under the Credit Agreement up to a maximum of $1,800,000. The Revolving Credit Facility is supported by a group of 19 banks. IMI, Iron Mountain Information Management, LLC ("IMIM"), Canada Company, Iron Mountain Europe (Group) Limited, Iron Mountain Australia Pty Ltd., Iron Mountain Switzerland Gmbh and any other subsidiary of IMIM designated by IMIM (the "Other Subsidiaries") may, with the consent of the administrative agent, as defined in the Credit Agreement, borrow under certain of the following tranches of the Revolving Credit Facility: (1) tranche one in the amount of $400,000 is available to IMI and IMIM in U.S. dollars, British pounds sterling and Euros, (2) tranche two in the amount of $150,000 is available to IMI or IMIM in either U.S. dollars or Canadian dollars and available to Canada Company in Canadian dollars and (3) tranche three in the amount of $175,000 is available to IMI or IMIM and the Other Subsidiaries in U.S. dollars, Canadian dollars, British pounds sterling, Euros and Australian dollars, among others. The Revolving Credit Facility terminates on June 27, 2016, at which point all revolving credit loans under such facility become due. With respect to the Term Loan Facility, loan payments are required through maturity on June 27, 2016 in equal quarterly installments of the aggregate annual amounts based upon the following percentage of the original principal amount in the table below (except that each of the first three quarterly installments in

30

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt (Continued)

the fifth year shall be 10% of the original principal amount and the final quarterly installment in the fifth year shall be 35% of the original principal):

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

        The Term Loan Facility may be prepaid without penalty or premium, in whole or in part, at any time. IMI and IMIM guarantee the obligations of each of the subsidiary borrowers. The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure the Credit Agreement, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Canada Company and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company. 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 certain financial ratios. 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 0.3% to 0.5% based on certain financial ratios. There are also fees associated with any outstanding letters of credit. As of June 30, 2013, we had $187,700 of outstanding borrowings under the Revolving Credit Facility, all of which was denominated in U.S. dollars; we also had various outstanding letters of credit totaling $2,312. The remaining availability under the Revolving Credit Facility on June 30, 2013, based on IMI's leverage ratio, which is calculated based on the last 12 months' earnings before interest, taxes, depreciation and amortization ("EBITDA"), and other adjustments as defined in the Credit Agreement and current external debt, was $534,988. The average interest rate in effect under the Revolving Credit Facility was 2.5% and ranged from 2% to 4% as of June 30, 2013. The interest rate in effect under the Term Loan Facility was 2.0% as of June 30, 2013. For the three and six months ended June 30, 2012, we recorded commitment fees and letters of credit fees of $449 and $1,049, respectively, based on the unused balances under our revolving credit facilities and outstanding letters of credit. For the three and six months ended June 30, 2013, we recorded commitment fees and letters of credit fees of $546 and $1,156, respectively, based on the unused balances under our revolving credit facilities and outstanding letters of credit.

        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, as well as our indentures, use EBITDA-based calculations as primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's revolving credit and term leverage ratio was 3.93 and 4.06 as of December 31, 2012 and June 30, 2013, respectively, compared to a maximum allowable ratio of 5.50

31

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(5) Debt (Continued)

under the Credit Agreement. Similarly, IMI's bond leverage ratio, per the indentures, was 5.33 and 4.92 as of December 31, 2012 and June 30, 2013, respectively, compared to a maximum allowable ratio of 6.50. IMI's revolving credit and term loan fixed charge coverage ratio was 1.33 and 1.37 as of December 31, 2012 and June 30, 2013, respectively, compared to a minimum allowable ratio of 1.20 and 1.00 as of December 31, 2012 and June 30, 2013, respectively, under the Credit Agreement. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

(6) 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, 2012 and June 30, 2013 and for the three and six months ended June 30, 2012 and 2013 and are prepared on the same basis as the consolidated financial statements.

        The Parent Notes and the Subsidiary Notes are guaranteed by the subsidiaries referred to below as the "Guarantors." These subsidiaries are 100% owned by IMI. The guarantees are full and unconditional, as well as joint and several.

        Additionally, IMI and the Guarantors guarantee the Subsidiary Notes, which were issued by Canada Company. Canada Company does not guarantee the Parent Notes. The other subsidiaries that do not guarantee the Parent Notes or the Subsidiary Notes 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 balance sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below statements of operations with respect to the relevant Parent, Guarantors, Canada Company, Non-Guarantors and Eliminations columns also would change.

        In July 2013, certain of Canada Company's operating subsidiaries (the "Amalgamated Entities") were amalgamated into Canada Company and, as part of our proposed conversion to a REIT, Canada Company contributed certain assets and liabilities into two newly-formed wholly owned entities (the "Canadian Subsidiaries"), collectively referred to as the "Canada Company Reorganization." The assets, liabilities, equity, results of operations and cash flows of the Amalgamated Entities, currently presented within the Non-Guarantors, will be presented within the Canada Company column in future periods. The assets, liabilities, equity, results of operations and cash flows of the Canadian Subsidiaries, currently presented within Canada Company, will be presented within the Non-Guarantors column in future periods.

32

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

        As noted above, IMI and the Guarantors guarantee the Subsidiary Notes which were issued by Canada Company. Canada Company, IMI and the Guarantors are sometimes collectively referred to as the "Canadian Obligors." As a result of the Canada Company Reorganization, we have performed an analysis to quantify the impact of the Canada Company Reorganization on the assets, liabilities, equity, results of operations and cash flows of the Canadian Obligors. As a result of this analysis, we have concluded that the impact of the Canada Company Reorganization is not material to the consolidated assets, liabilities, equity, results of operations and cash flows of the Canadian Obligors.

	December 31, 2012
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	—	$	13,472	$	103,500	$	126,443	$	—		$	243,415
Restricted Cash		33,612		—		—		—		—			33,612
Accounts Receivable		—		338,455		44,363		189,382		—			572,200
Intercompany Receivable		1,055,593		—		5,781		—		(1,061,374	)		—
Other Current Assets		48		121,933		5,720		47,164		—			174,865
Total Current Assets		1,089,253		473,860		159,364		362,989		(1,061,374	)		1,024,092
Property, Plant and Equipment, Net		1,305		1,500,309		203,909		772,204		—			2,477,727
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,070,930		1,000		4,136		—		(1,076,066	)		—
Investment in Subsidiaries		1,941,540		1,688,000		18,422		314,573		(3,962,535	)		—
Goodwill		—		1,536,964		202,282		595,513		—			2,334,759
Other		37,909		261,950		10,622		211,394		(114	)		521,761
Total Other Assets, Net		3,050,379		3,487,914		235,462		1,121,480		(5,038,715	)		2,856,520
Total Assets	$	4,140,937	$	5,462,083	$	598,735	$	2,256,673	$	(6,100,089	)	$	6,358,339
Liabilities and Equity
Intercompany Payable	$	—	$	942,547	$	—	$	118,827	$	(1,061,374	)	$	—
Current Portion of Long-term Debt		—		70,870		2,799		19,218		—			92,887
Total Other Current Liabilities		111,536		469,249		31,015		200,266		—			812,066
Long-term Debt, Net of Current Portion		2,876,317		568,205		193,181		94,413		—			3,732,116
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		1,066,823		—		8,243		(1,076,066	)		—
Other Long-term Liabilities		2,113		417,972		38,745		100,106		(114	)		558,822
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,149,971		1,926,417		332,995		1,703,123		(3,962,535	)		1,149,971
Noncontrolling Interests		—		—		—		12,477		—			12,477
Total Equity		1,149,971		1,926,417		332,995		1,715,600		(3,962,535	)		1,162,448
Total Liabilities and Equity	$	4,140,937	$	5,462,083	$	598,735	$	2,256,673	$	(6,100,089	)	$	6,358,339

33

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	June 30, 2013
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	—	$	4,152	$	107,684	$	147,030	$	—		$	258,866
Restricted Cash		33,613		—		—		—		—			33,613
Accounts Receivable		—		346,133		45,159		190,189		—			581,481
Intercompany Receivable		892,125		—		4,033		—		(896,158	)		—
Other Current Assets		1,512		123,934		4,423		42,153		—			172,022
Total Current Assets		927,250		474,219		161,299		379,372		(896,158	)		1,045,982
Property, Plant and Equipment, Net		1,209		1,512,925		191,025		747,150		—			2,452,309
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,175,843		1,000		3,117		—		(1,179,960	)		—
Investment in Subsidiaries		1,912,854		1,657,184		19,013		307,943		(3,896,994	)		—
Goodwill		—		1,546,977		191,312		578,868		—			2,317,157
Other		34,948		269,523		9,459		205,555		(114	)		519,371
Total Other Assets, Net		3,123,645		3,474,684		222,901		1,092,366		(5,077,068	)		2,836,528
Total Assets	$	4,052,104	$	5,461,828	$	575,225	$	2,218,888	$	(5,973,226	)	$	6,334,819
Liabilities and Equity
Intercompany Payable	$	—	$	777,743	$	—	$	118,415	$	(896,158	)	$	—
Current Portion of Long-term Debt		228,180		77,808		2,486		16,208		—			324,682
Total Other Current Liabilities		110,931		442,275		28,852		166,185		—			748,243
Long-term Debt, Net of Current Portion		2,628,790		676,565		183,453		125,210		—			3,614,018
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		1,172,374		—		6,586		(1,179,960	)		—
Other Long-term Liabilities		2,930		419,462		33,478		98,581		(114	)		554,337
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,080,273		1,895,601		326,956		1,674,437		(3,896,994	)		1,080,273
Noncontrolling Interests		—		—		—		13,266		—			13,266
Total Equity		1,080,273		1,895,601		326,956		1,687,703		(3,896,994	)		1,093,539
Total Liabilities and Equity	$	4,052,104	$	5,461,828	$	575,225	$	2,218,888	$	(5,973,226	)	$	6,334,819

34

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Three Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	288,883		$	30,673		$	113,880		$	—		$	433,436
Service		—			199,633			28,433			90,663			—			318,729
Total Revenues		—			488,516			59,106			204,543			—			752,165
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			187,364			23,991			101,705			—			313,060
Selling, General and Administrative		48			134,760			8,852			59,855			—			203,515
Depreciation and Amortization		82			47,545			4,548			25,335			—			77,510
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(589	)		(65	)		47			—			(607	)
Total Operating Expenses		130			369,080			37,326			186,942			—			593,478
Operating (Loss) Income		(130	)		119,436			21,780			17,601			—			158,687
Interest Expense (Income), Net		46,980			(4,487	)		11,288			4,435			—			58,216
Other (Income) Expense , Net		(20,566	)		475			(19	)		30,176			—			10,066
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(26,544	)		123,448			10,511			(17,010	)		—			90,405
Provision (Benefit) for Income Taxes		—			43,816			2,971			2,177			—			48,964
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(64,599	)		8,049			193			(7,540	)		63,897			—
Income (Loss) from Continuing Operations		38,055			71,583			7,347			(11,647	)		(63,897	)		41,441
(Loss) Income from Discontinued Operations, Net of Tax		—			(377	)		—			(262	)		—			(639	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		—			—			—			(1,885	)		—			(1,885	)
Net Income (Loss)		38,055			71,206			7,347			(13,794	)		(63,897	)		38,917
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			862			—			862
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	38,055		$	71,206		$	7,347		$	(14,656	)	$	(63,897	)	$	38,055
Net Income (Loss)	$	38,055		$	71,206		$	7,347		$	(13,794	)	$	(63,897	)	$	38,917
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		3,211			(441	)		(5,169	)		(24,446	)		—			(26,845	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(29,782	)		(29,259	)		(284	)		(5,169	)		64,494			—
Total Other Comprehensive (Loss) Income		(26,571	)		(29,700	)		(5,453	)		(29,615	)		64,494			(26,845	)
Comprehensive Income (Loss)		11,484			41,506			1,894			(43,409	)		597			12,072
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			588			—			588
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	11,484		$	41,506		$	1,894		$	(43,997	)	$	597		$	11,484

35

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Three Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	292,072		$	30,943		$	118,556		$	—		$	441,571
Service		—			193,079			28,473			91,598			—			313,150
Total Revenues		—			485,151			59,416			210,154			—			754,721
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			193,678			25,710			101,668			—			321,056
Selling, General and Administrative		36			161,048			8,651			54,796			—			224,531
Depreciation and Amortization		81			47,809			4,520			26,518			—			78,928
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment, Net		—			147			(106	)		(1,704	)		—			(1,663	)
Total Operating Expenses		117			402,682			38,775			181,278			—			622,852
Operating (Loss) Income		(117	)		82,469			20,641			28,876			—			131,869
Interest Expense (Income), Net		51,546			(5,949	)		11,163			6,229			—			62,989
Other Expense (Income), Net		3,823			(101	)		(45	)		11,598			—			15,275
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(55,486	)		88,519			9,523			11,049			—			53,605
Provision (Benefit) for Income Taxes		—			18,086			3,301			4,680			—			26,067
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(82,050	)		(10,588	)		(869	)		(6,222	)		99,729			—
Income (Loss) from Continuing Operations		26,564			81,021			7,091			12,591			(99,729	)		27,538
Income (Loss) from Discontinued Operations, Net of Tax		—			24			—			(122	)		—			(98	)
Net Income (Loss)		26,564			81,045			7,091			12,469			(99,729	)		27,440
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			876			—			876
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	26,564		$	81,045		$	7,091		$	11,593		$	(99,729	)	$	26,564
Net Income (Loss)	$	26,564		$	81,045		$	7,091		$	12,469		$	(99,729	)	$	27,440
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(1,237	)		115			(10,422	)		(16,343	)		—			(27,887	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(25,812	)		(25,739	)		(625	)		(10,422	)		62,598			—
Total Other Comprehensive (Loss) Income		(27,049	)		(25,624	)		(11,047	)		(26,765	)		62,598			(27,887	)
Comprehensive (Loss) Income		(485	)		55,421			(3,956	)		(14,296	)		(37,131	)		(447	)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			38			—			38
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated	$	(485	)	$	55,421		$	(3,956	)	$	(14,334	)	$	(37,131	)	$	(485	)

36

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Six Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	576,470		$	61,148		$	221,159		$	—		$	858,777
Service		—			399,994			57,834			182,058			—			639,886
Total Revenues		—			976,464			118,982			403,217			—			1,498,663
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			380,579			49,032			198,747			—			628,358
Selling, General and Administrative		66			282,622			18,037			113,450			—			414,175
Depreciation and Amortization		157			95,631			9,111			50,619			—			155,518
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(744	)		(23	)		879			—			112
Total Operating Expenses		223			758,088			76,157			363,695			—			1,198,163
Operating (Loss) Income		(223	)		218,376			42,825			39,522			—			300,500
Interest Expense (Income), Net		94,071			(8,721	)		22,754			8,896			—			117,000
Other (Income) Expense, Net		(981	)		(785	)		(19	)		8,547			—			6,762
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(93,313	)		227,882			20,090			22,079			—			176,738
Provision (Benefit) for Income Taxes		—			60,900			7,494			5,830			—			74,224
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(186,718	)		(24,917	)		317			(12,596	)		223,914			—
Income (Loss) from Continuing Operations		93,405			191,899			12,279			28,845			(223,914	)		102,514
Income (Loss) from Discontinued Operations, Net of Tax		—			87			—			(5,819	)		—			(5,732	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		—			—			—			(1,885	)		—			(1,885	)
Net Income (Loss)		93,405			191,986			12,279			21,141			(223,914	)		94,897
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,492			—			1,492
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	93,405		$	191,986		$	12,279		$	19,649		$	(223,914	)	$	93,405
Net Income (Loss)	$	93,405		$	191,986		$	12,279		$	21,141		$	(223,914	)	$	94,897
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		868			616			1,292			(1,674	)		—			1,102
Equity in Other Comprehensive Income (Loss) of Subsidiaries		50			(547	)		85			1,292			(880	)		—
Total Other Comprehensive Income (Loss)		918			69			1,377			(382	)		(880	)		1,102
Comprehensive Income (Loss)		94,323			192,055			13,656			20,759			(224,794	)		95,999
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,676			—			1,676
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	94,323		$	192,055		$	13,656		$	19,083		$	(224,794	)	$	94,323

37

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Six Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	584,447		$	62,492		$	237,101		$	—		$	884,040
Service		—			379,354			56,478			181,880			—			617,712
Total Revenues		—			963,801			118,970			418,981			—			1,501,752
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			386,291			51,111			204,730			—			642,132
Selling, General and Administrative		63			318,855			17,697			111,367			—			447,982
Depreciation and Amortization		162			95,682			9,207			54,078			—			159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(488	)		(148	)		(1,566	)		—			(2,202	)
Total Operating Expenses		225			800,340			77,867			368,609			—			1,247,041
Operating (Loss) Income		(225	)		163,461			41,103			50,372			—			254,711
Interest Expense (Income), Net		103,360			(12,122	)		22,512			12,421			—			126,171
Other (Income) Expense, Net		(29,204	)		(1,252	)		(48	)		48,518			—			18,014
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(74,381	)		176,835			18,639			(10,567	)		—			110,526
Provision (Benefit) for Income Taxes		—			51,991			6,336			6,311			—			64,638
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(120,331	)		6,670			(1,611	)		(12,303	)		127,575			—
Income (Loss) from Continuing Operations		45,950			118,174			13,914			(4,575	)		(127,575	)		45,888
Income (Loss) from Discontinued Operations, Net of Tax		—			105			—			1,981			—			2,086
Net Income (Loss)		45,950			118,279			13,914			(2,594	)		(127,575	)		47,974
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			2,024			—			2,024
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	45,950		$	118,279		$	13,914		$	(4,618	)	$	(127,575	)	$	45,950
Net Income (Loss)	$	45,950		$	118,279		$	13,914		$	(2,594	)	$	(127,575	)	$	47,974
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		1,277			965			(17,471	)		(27,605	)		—			(42,834	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(43,288	)		(44,075	)		(1,020	)		(17,471	)		105,854			—
Total Other Comprehensive (Loss) Income		(42,011	)		(43,110	)		(18,491	)		(45,076	)		105,854			(42,834	)
Comprehensive Income (Loss)		3,939			75,169			(4,577	)		(47,670	)		(21,721	)		5,140
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,201			—			1,201
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	3,939		$	75,169		$	(4,577	)	$	(48,871	)	$	(21,721	)	$	3,939

38

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Six Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(87,906	)	$	249,123		$	19,935		$	35,703		$	—		$	216,855
Cash Flows from Operating Activities—Discontinued Operations		—			(2,651	)		—			(2,014	)		—			(4,665	)
Cash Flows from Operating Activities		(87,906	)		246,472			19,935			33,689			—			212,190
Cash Flows from Investing Activities:
Capital expenditures		—			(55,276	)		(7,000	)		(45,085	)		—			(107,361	)
Cash paid for acquisitions, net of cash acquired		—			(9,043	)		—			(98,247	)		—			(107,290	)
Intercompany loans to subsidiaries		234,913			(78,762	)		—			—			(156,151	)		—
Investment in subsidiaries		(36,193	)		(36,193	)		—			—			72,386			—
Investment in restricted cash		(1,502	)		—			—			—			—			(1,502	)
Additions to customer relationship and acquisition costs		—			(6,179	)		(350	)		(1,615	)		—			(8,144	)
Proceeds from sales of property and equipment and other, net		—			1,898			5			(41	)		—			1,862
Cash Flows from Investing Activities—Continuing Operations		197,218			(183,555	)		(7,345	)		(144,988	)		(83,765	)		(222,435	)
Cash Flows from Investing Activities—Discontinued Operations		—			(1,982	)		—			(4,154	)		—			(6,136	)
Cash Flows from Investing Activities		197,218			(185,537	)		(7,345	)		(149,142	)		(83,765	)		(228,571	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(1,712,961	)		(1,447	)		(54,286	)		—			(1,768,694	)
Proceeds from revolving credit and term loan facilities and other debt		—			1,856,000			—			32,264			—			1,888,264
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			385			—			385
Intercompany loans from parent		—			(239,345	)		(1,758	)		84,952			156,151			—
Equity contribution from parent		—			36,193			—			36,193			(72,386	)		—
Stock repurchases		(38,052	)		—			—			—			—			(38,052	)
Parent cash dividends		(85,971	)		—			—			—			—			(85,971	)
Proceeds from exercise of stock options and employee stock purchase plan		11,029			—			—			—			—			11,029
Excess tax benefits from stock-based compensation		254			—			—			—			—			254
Payment of debt financing costs		—			(93	)		—			—			—			(93	)
Cash Flows from Financing Activities—Continuing Operations		(112,740	)		(60,206	)		(3,205	)		99,508			83,765			7,122
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			(39	)		—			(39	)
Cash Flows from Financing Activities		(112,740	)		(60,206	)		(3,205	)		99,469			83,765			7,083
Effect of exchange rates on cash and cash equivalents		—			—			344			(661	)		—			(317	)
(Decrease) Increase in cash and cash equivalents		(3,428	)		729			9,729			(16,645	)		—			(9,615	)
Cash and cash equivalents, beginning of period		3,428			10,750			68,907			96,760			—			179,845
Cash and cash equivalents, end of period	$	—		$	11,479		$	78,636		$	80,115		$	—		$	170,230

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(6) Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Continued)

	Six Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(90,898	)	$	227,437		$	16,649		$	59,760		$	—		$	212,948
Cash Flows from Operating Activities—Discontinued Operations		—			(129	)		—			1,082			—			953
Cash Flows from Operating Activities		(90,898	)		227,308			16,649			60,842			—			213,901
Cash Flows from Investing Activities:
Capital expenditures		—			(104,352	)		(3,917	)		(49,971	)		—			(158,240	)
Cash paid for acquisitions, net of cash acquired		—			(23,338	)		—			(29,454	)		—			(52,792	)
Intercompany loans to subsidiaries		193,217			(11,865	)		—			—			(181,352	)		—
Investment in subsidiaries		(16,300	)		(16,300	)		—			—			32,600			—
Investment in restricted cash		(1	)		—			—			—			—			(1	)
Additions to customer relationship and acquisition costs		—			(5,885	)		(290	)		(2,086	)		—			(8,261	)
Proceeds from sales of property and equipment and other, net		—			12			(3,191	)		6,078			—			2,899
Cash Flows from Investing Activities—Continuing Operations		176,916			(161,728	)		(7,398	)		(75,433	)		(148,752	)		(216,395	)
Cash Flows from Investing Activities—Discontinued Operations		—			(18	)		—			—			—			(18	)
Cash Flows from Investing Activities		176,916			(161,746	)		(7,398	)		(75,433	)		(148,752	)		(216,413	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(975,507	)		(1,613	)		(10,046	)		—			(987,166	)
Proceeds from revolving credit and term loan facilities and other debt		—			1,076,791			—			23,148			—			1,099,939
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			874			—			874
Intercompany loans from parent		—			(191,997	)		2,282			8,363			181,352			—
Equity contribution from parent		—			16,300			—			16,300			(32,600	)		—
Parent cash dividends		(103,309	)		—			—			—			—			(103,309	)
Proceeds from exercise of stock options and employee stock purchase plan		14,897			—			—			—			—			14,897
Excess tax benefits from stock-based compensation		2,394			—			—			—			—			2,394
Payment of debt financing costs		—			(469	)		—			(242	)		—			(711	)
Cash Flows from Financing Activities—Continuing Operations		(86,018	)		(74,882	)		669			38,397			148,752			26,918
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			—			—			—
Cash Flows from Financing Activities		(86,018	)		(74,882	)		669			38,397			148,752			26,918
Effect of exchange rates on cash and cash equivalents		—			—			(5,736	)		(3,219	)		—			(8,955	)
(Decrease) Increase in cash and cash equivalents		—			(9,320	)		4,184			20,587			—			15,451
Cash and cash equivalents, beginning of period		—			13,472			103,500			126,443			—			243,415
Cash and cash equivalents, end of period	$	—		$	4,152		$	107,684		$	147,030		$	—		$	258,866

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(7) Segment Information

        Our reportable operating segments and Corporate are described as follows:

•

North American Business—storage and information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X-rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers ("Hard Copy"); the storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection & Recovery"); information destruction services ("Destruction"); the scanning, imaging and document conversion services of active and inactive records ("DMS"); the storage, assembly, and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers' sites based on current and prospective customer orders; and technology escrow services that protect and manage source code.

•

International Business—storage and information management services throughout Europe, Latin America and Asia Pacific, including Hard Copy, Data Protection & Recovery, Destruction and DMS. Our European operations provide Hard Copy, Data Protection & Recovery and DMS throughout Europe, and Destruction services are primarily provided in the United Kingdom and Ireland. Our Latin America operations provide Hard Copy, Data Protection & Recovery, Destruction and DMS throughout Argentina, Brazil, Chile, Mexico and Peru. Our Asia Pacific operations provide Hard Copy, Data Protection & Recovery, Destruction and DMS throughout Australia, with Hard Copy and Data Protection & Recovery services also provided in certain cities in India, Singapore, Hong Kong-SAR and China.

•

Corporate—consists of costs related to executive and staff functions, including finance, human resources and information technology, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Corporate also includes stock-based employee compensation expense associated with all Employee Stock-Based Awards.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(7) Segment Information (Continued)

        An analysis of our business segment information and reconciliation to the accompanying Consolidated Financial Statements is as follows:

	North American Business		International Business		Corporate			Total Consolidated
Three Months Ended June 30, 2012
Total Revenues	$	551,879	$	200,286	$	—		$	752,165
Depreciation and Amortization		45,272		24,364		7,874			77,510
Depreciation		42,134		19,631		7,841			69,606
Amortization		3,138		4,733		33			7,904
Adjusted OIBDA		236,268		42,325		(39,655	)		238,938
Expenditures for Segment Assets		29,932		122,181		2,940			155,053
Capital Expenditures		25,763		22,742		2,940			51,445
Cash Paid for Acquisitions, Net of Cash Acquired		225		98,247		—			98,472
Additions to Customer Relationship and Acquisition Costs		3,944		1,192		—			5,136
Three Months Ended June 30, 2013
Total Revenues		549,018		205,703		—			754,721
Depreciation and Amortization		46,029		25,963		6,936			78,928
Depreciation		42,588		20,328		6,903			69,819
Amortization		3,441		5,635		33			9,109
Adjusted OIBDA		231,810		52,909		(52,049	)		232,670
Expenditures for Segment Assets		60,543		48,292		10,478			119,313
Capital Expenditures		34,081		18,263		10,478			62,822
Cash Paid for Acquisitions, Net of Cash Acquired		23,412		29,454		—			52,866
Additions to Customer Relationship and Acquisition Costs		3,050		575		—			3,625
Six Months Ended June 30, 2012
Total Revenues		1,104,189		394,474		—			1,498,663
Depreciation and Amortization		89,787		49,770		15,961			155,518
Depreciation		83,531		40,331		15,893			139,755
Amortization		6,256		9,439		68			15,763
Adjusted OIBDA		462,615		85,885		(87,011	)		461,489
Total Assets(1)		4,188,837		1,740,542		157,833			6,087,212
Expenditures for Segment Assets		69,268		142,475		11,052			222,795
Capital Expenditures		53,696		42,613		11,052			107,361
Cash Paid for Acquisitions, Net of Cash Acquired		9,043		98,247		—			107,290
Additions to Customer Relationship and Acquisition Costs		6,529		1,615		—			8,144
Six Months Ended June 30, 2013
Total Revenues		1,091,496		410,256		—			1,501,752
Depreciation and Amortization		91,397		52,969		14,763			159,129
Depreciation		84,457		40,760		14,697			139,914
Amortization		6,940		12,209		66			19,215
Adjusted OIBDA		455,082		100,807		(95,743	)		460,146
Total Assets(1)		4,317,389		1,792,933		224,497			6,334,819
Expenditures for Segment Assets		110,324		81,320		27,649			219,293
Capital Expenditures		80,811		49,780		27,649			158,240
Cash Paid for Acquisitions, Net of Cash Acquired		23,338		29,454		—			52,792
Additions to Customer Relationship and Acquisition Costs		6,175		2,086		—			8,261

(1)

Excludes all intercompany receivables or payables and investment in subsidiary balances.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(7) Segment Information (Continued)

        The accounting policies of the reportable segments are the same as those described in Note 2. Adjusted OIBDA for each segment is defined as operating income before depreciation, amortization, intangible impairments, (gain) loss on disposal/write-down of property, plant and equipment, net and REIT Costs (defined below) directly attributable to the segment. Internally, we use Adjusted OIBDA as the basis for evaluating the performance of, and allocating resources to, our operating segments.

        A reconciliation of Adjusted OIBDA to operating income on a consolidated basis is as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
Adjusted OIBDA	$	238,938		$	232,670		$	461,489	$	460,146
Less: Depreciation and Amortization		77,510			78,928			155,518		159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(607	)		(1,663	)		112		(2,202	)
REIT Costs(1)		3,348			23,536			5,359		48,508
Operating Income	$	158,687		$	131,869		$	300,500	$	254,711

(1)

Includes costs associated with our 2011 proxy contest, the work of the Strategic Review Special Committee of the board of directors and the proposed REIT conversion ("REIT Costs").

(8) 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 estimable. 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 estimable, 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 $38,000 over the next several years.

b.

Government Contract Billing Matter

        Since October 2001, we have provided services to the U.S. Government under several General Services Administration ("GSA") multiple award schedule contracts (the "Schedules"). From October 1, 2001 through June 30, 2013, we billed approximately $68,500 under the Schedules. The earliest of the Schedules was renewed in October 2006 with certain modifications to its terms. The Schedules contain a price reductions clause ("Price Reductions Clause") that requires us to offer to reduce the prices

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(8) Commitments and Contingencies (Continued)

billed under the Schedules to correspond to the prices billed to certain benchmark commercial customers. In 2011, we initiated an internal review covering the contract period commencing in October 2006, and we discovered potential non-compliance with the Price Reductions Clause. We voluntarily disclosed the potential non-compliance for that period to the GSA and its Office of Inspector General ("OIG") in June 2011.

        In April 2012, the U.S. Government sent us a subpoena seeking information that substantially overlaps with the subjects that are covered by the voluntary disclosure process that we initiated with the GSA and OIG in June 2011, except that the subpoena seeks information dating back to 2000, including the initial GSA Schedule period of 2001 to 2006, and seeks information about non-GSA federal and state and local customers. Despite the substantial overlap, we understand that the subpoena relates to a separate inquiry, under the civil False Claims Act, that has been initiated independent of the GSA and OIG voluntary disclosure matter.

        We continue to review this matter and provide the U.S. Government with information, including pricing practices and the proposed pricing adjustment amount to be refunded. The U.S. Government, however, may not agree with our determination of the refund amount and may request additional pricing adjustments, refunds, civil penalties, up to treble damages and/or interest.

        Given the above, it is reasonably possible that an adjustment to our estimates may be required in the future as a result of updated facts and circumstances. To the extent that an adjustment to our estimates is necessary in a future period, we will assess, at that time, whether the adjustment is a result of a change in estimate or the correction of an error. A change in estimate would be reflected as an adjustment through the then-current period statement of operations. A correction of an error would require a quantitative and qualitative analysis to determine the approach to correcting the error. A correction of an error could be reflected in the then-current period statement of operations or as a restatement of prior period financial information, depending upon the underlying facts and circumstances and our quantitative and qualitative analysis.

c.

State of Massachusetts Assessment

        During the third quarter of 2012, we applied for abatement of assessments from the state of Massachusetts. The assessments related to a corporate excise audit of the 2004 through 2006 tax years in the aggregate amount of $8,191, including tax, interest and penalties through the assessment date. The applications for abatement were denied during the third quarter of 2012. On October 19, 2012 we filed petitions with the Massachusetts Appellate Tax Board challenging the assessments. We intend to defend this matter vigorously at the Massachusetts Appellate Tax Board. In addition, during the second quarter of 2013, Massachusetts assessed tax for the 2007 and 2008 tax years in the aggregate amount of $4,120, including tax, interest and penalties through the assessment date. The assessment is for issues consistent with those assessed in the earlier years. On July 19, 2013, we filed an application for abatement for the 2007 and 2008 tax years. The state has recently begun an audit of the 2009-2011 tax years.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(8) Commitments and Contingencies (Continued)

d.

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 continue to assess the impact of the fire, and, 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 have been sued by three customers, and have received correspondence from other customers, under various theories of liabilities. 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 and cash flows. As discussed in Note 10, we sold our Italian operations on April 27, 2012, and we indemnified the buyers related to certain obligations and contingencies associated with the fire.

        Our policy related to business interruption insurance recoveries is to record gains within other (income) expense, net in our consolidated statement of operations and proceeds received within cash flows from operating activities in our consolidated statement of cash flows. Such amounts are recorded in the period the cash is received. Our policy with respect to involuntary conversion of property, plant and equipment is to record any gain or loss within (gain) loss on disposal/write-down of property, plant and equipment, net within operating income in our consolidated statement of operations and proceeds received within cash flows from investing activities within our consolidated statement of cash flows. Losses are recorded when incurred and gains are recorded in the period when the cash received exceeds the carrying value of the related property, plant and equipment. As a result of the sale of the Italian operations, statements of operation and cash flow impacts related to the fire will be reflected as discontinued operations.

(9) Stockholders' Equity Matters

        Our board of directors has authorized up to $1,200,000 in repurchases of our common stock. All repurchases are subject to stock price, market conditions, corporate and legal requirements and other factors. As of June 30, 2013, we had a remaining amount available for repurchase under our share repurchase program of $66,035, which represents approximately 1% in the aggregate of our outstanding common stock based on the closing stock price on such date.

        In February 2010, our board of directors adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. Declaration and payment of

45

IRON MOUNTAIN INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(9) Stockholders' Equity Matters (Continued)

future quarterly dividends is at the discretion of our board of directors. In 2012 and in the first six months of 2013, our board of directors declared the following dividends:

Declaration Date	Dividend Per Share		Record Date		Total Amount		Payment Date
March 8, 2012	$	0.2500		March 23, 2012	$	42,791		April 13, 2012
June 5, 2012		0.2700		June 22, 2012		46,336		July 13, 2012
September 6, 2012		0.2700		September 25, 2012		46,473		October 15, 2012
October 11, 2012		4.0600		October 22, 2012		700,000		November 21, 2012
December 14, 2012		0.2700		December 26, 2012		51,296		January 17, 2013
March 14, 2013		0.2700		March 25, 2013		51,460		April 15, 2013
June 6, 2013		0.2700		June 25, 2013		51,597		July 15, 2013

        On October 11, 2012, we announced the declaration by our board of directors of a special dividend of $700,000 (the "Special Dividend"), payable, at the election of the stockholders, in either common stock or cash to stockholders of record as of October 22, 2012 (the "Record Date"). The Special Dividend, which is a distribution to stockholders of a portion of our accumulated earnings and profits, was paid in a combination of common stock and cash. The Special Dividend was paid on November 21, 2012 (the "Distribution Date") to stockholders as of the Record Date. Stockholders elected to be paid their pro rata portion of the Special Dividend in all common stock or cash. The total amount of cash paid to all stockholders associated with the Special Dividend was approximately $140,000 (including cash paid in lieu of fractional shares). Our shares of common stock were valued for purposes of the Special Dividend based upon the average closing price on the three trading days following November 14, 2012, or $32.87 per share, and as such, the number of shares of common stock we issued in the Special Dividend was approximately 17,000,000 and the total amount of common stock paid to all stockholders associated with the Special Dividend was approximately $560,000. These shares impact weighted average shares outstanding from the date of issuance, thus impacting our earnings per share data prospectively from the Distribution Date.

(10) Discontinued Operations

Digital Operations

        On June 2, 2011, we sold the Digital Business to Autonomy pursuant to the Digital Sale Agreement. In the Digital Sale, Autonomy purchased (1) the shares of certain of IMI's subsidiaries through which we conducted the Digital Business and (2) certain assets of IMI and its subsidiaries relating to the Digital Business. The Digital Sale qualified as discontinued operations and, as a result, the financial position, operating results and cash flows of the Digital Business, for all periods presented, have been reported as discontinued operations for financial reporting purposes.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In Thousands, Except Share and Per Share Data)

(Unaudited)

(10) Discontinued Operations (Continued)

        The table below summarizes certain results of operations of the Digital Business for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
(Loss) Income Before Provision (Benefit) for Income Taxes of Discontinued Operations	$	(377	)	$	15		$	378	$	103
Provision (Benefit) for Income Taxes		—			(9	)		291		(2	)
(Loss) Income from Discontinued Operations, Net of Tax	$	(377	)	$	24		$	87	$	105

Italian Operations

        We sold our Italian operations on April 27, 2012, and we agreed to indemnify the buyers of our Italian operations for certain possible obligations and contingencies associated with the fire in Italy discussed more fully in Note 8.d. Our Italian operations were previously included within the International Business segment. For all periods presented, the financial position, operating results and cash flows of our Italian operations have been reported as discontinued operations for financial reporting purposes.

        The table below summarizes certain results of our Italian operations for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Total Revenues	$	—		$	—		$	2,138		$	—
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations	$	(262	)	$	(164	)	$	(6,386	)	$	2,548
(Benefit) Provision for Income Taxes		—			(42	)		(567	)		567
(Loss) Income from Discontinued Operations, Net of Tax	$	(262	)	$	(122	)	$	(5,819	)	$	1,981
Loss on Sale of Discontinued Operations	$	(1,885	)	$	—		$	(1,885	)	$	—
Provision for Income Taxes		—			—			—			—
Loss on Sale of Discontinued Operations, Net of Tax	$	(1,885	)	$	—		$	(1,885	)	$	—
Total (Loss) Income from Discontinued Operations and Sale, Net of Tax	$	(2,147	)	$	(122	)	$	(7,704	)	$	1,981

        During the six months ended June 30, 2013, we recognized income before provision for income taxes of discontinued operations of $2,548 and income from discontinued operations, net of tax of $1,981 associated with our Italian operations. This income primarily represents the recovery of insurance proceeds in excess of carrying value.

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Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations for the three and six months ended June 30, 2013 should be read in conjunction with our Consolidated Financial Statements and Notes thereto for the three and six months ended June 30, 2013, included herein, and for the year ended December 31, 2012, included in our Annual Report on Form 10-K filed on March 1, 2013 (our "Annual Report").

FORWARD-LOOKING STATEMENTS

        We have made statements in this Quarterly Report on Form 10-Q that constitute "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements concern our operations, economic performance, financial condition, goals, beliefs, future growth strategies, investment objectives, plans and current expectations, such as our (1) commitment to future dividend payments, (2) expected target leverage ratio, (3) expected internal revenue growth rate and capital expenditures for 2013 and (4) proposed conversion to a real estate investment trust ("REIT"), including (i) the status of our pending private letter ruling (collectively, "PLRs") requests; (ii) possible changes or refinements to the current legal standards utilized by the U.S. Internal Revenue Service ("IRS") to define "real estate" for purposes of the REIT provisions of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), (iii) our expectation that the IRS would grant us an additional conference if the IRS changes or refines the legal standards in a way that is material to our PLR requests and the IRS is tentatively adverse to the characterization of our racking structures as "real estate" for REIT purposes; (iv) the estimated timing of any such conversion to a REIT; and (v) the estimated range of tax payments and other costs expected to be incurred in connection with our proposed conversion to a REIT. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors. When we use words such as "believes," "expects," "anticipates," "estimates" or similar expressions, we are making forward-looking statements. Although we believe that our forward-looking statements are based on reasonable assumptions, our expected results may not be achieved, and actual results may differ materially from our expectations.

        Important factors relating to our proposed conversion to a REIT that could cause actual results to differ from expectations include, among others: (1) with regard to possible changes or refinements to the current legal standards utilized by the IRS to define "real estate" for purposes of the REIT provisions of the Code, we do not know the scope or timing of the working group study undertaken by the IRS, and it is possible the study could impact other rulings we are seeking from the IRS, the IRS may dissolve the working group at any time, and the study may be expanded, narrowed, extended or terminated by the IRS without notice to us; (2) with regard to our statement that the initial "tentatively adverse" designation by the IRS with respect to our PLR request regarding our racking structures may be the result of several factors considered by the IRS, in fact, we do not know why the IRS applied an initial "tentatively adverse" designation to this PLR request; (3) with regard to why we believe our racking structures constitute "real estate" for REIT purposes, the IRS may disagree with our specific reasons why, and our ultimate assessment that, our racking structures constitute "real estate" for REIT purposes and, for these reasons, among others, we can give no assurances that the IRS will ultimately provide a favorable PLR with respect to our racking structures; (4) with regard to our expectation that the IRS would grant us an additional conference if the IRS changes or refines the legal standards in a way that is material to our PLRs and the IRS is tentatively adverse to the characterization of our racking structures as "real estate" for REIT purposes, under IRS procedures, we likely would not have a "conference of right" under such a circumstance, and it is possible that the IRS may decide not to grant us an additional conference to meet with the IRS to discuss the characterization of our racking structures under the changed or refined legal standards; and (5) with regard to our estimated tax and

48

other REIT conversion costs, our estimates may not be accurate, and such costs may turn out to be materially different than our estimates due to unanticipated outcomes in the PLRs from the IRS, the timing of a conversion to a REIT, changes in our support functions and support costs, the unsuccessful execution of internal planning, including restructurings and cost reduction initiatives, or other factors.

        In addition, important factors that could cause actual results to differ from expectations include, among others: (1) the cost to comply with current and future laws, regulations and customer demands relating to privacy issues; (2) the impact of litigation or disputes that may arise in connection with incidents in which we fail to protect our customers' information; (3) changes in the price for our storage and information management services relative to the cost of providing such storage and information management services; (4) changes in customer preferences and demand for our storage and information management services; (5) the adoption of alternative technologies and shifts by our customers to storage of data through non-paper based technologies; (6) the cost or potential liabilities associated with real estate necessary for our business; (7) the performance of business partners upon whom we depend for technical assistance or management expertise outside the U.S.; (8) changes in the political and economic environments in the countries in which our international subsidiaries operate; (9) claims that our technology violates the intellectual property rights of a third party; (10) changes in the cost of our debt; (11) the impact of alternative, more attractive investments on dividends; (12) our ability or inability to complete acquisitions on satisfactory terms and to integrate acquired companies efficiently; and (13) other trends in competitive or economic conditions affecting our financial condition or results of operations not presently contemplated. Other risks may adversely impact us, as described more fully under "Item 1A. Risk Factors" in our Annual Report and in this Quarterly Report on 10-Q. You should not rely upon forward-looking statements except as statements of our present intentions and of our present expectations, which may or may not occur. You should read these cautionary statements as being applicable to all forward-looking statements wherever they appear. Except as required by law, we undertake no obligation to release publicly the result of any revision to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures we have made in this document, as well as our other periodic reports filed with the Securities and Exchange Commission ("SEC").

Non-GAAP Measures

Adjusted Operating Income Before Depreciation, Amortization, Intangible Impairments and REIT Costs ("Adjusted OIBDA")

        Adjusted OIBDA is defined as operating income before depreciation, amortization, intangible impairments, (gain) loss on disposal/write-down of property, plant and equipment, net, and REIT Costs (as defined below). Adjusted OIBDA Margin is calculated by dividing Adjusted OIBDA by total revenues. We use multiples of current or projected Adjusted OIBDA in conjunction with our discounted cash flow models to determine our overall enterprise valuation and to evaluate acquisition targets. We believe Adjusted OIBDA and Adjusted OIBDA Margin provide our current and potential investors with relevant and useful information regarding our ability to generate cash flow to support business investment. These measures are an integral part of the internal reporting system we use to assess and evaluate the operating performance of our business. Adjusted OIBDA does not include certain items that we believe are not indicative of our core operating results, specifically: (1) (gain) loss on disposal/write-down of property, plant and equipment, net; (2) intangible impairments; (3) REIT Costs; (4) other expense (income), net; (5) income (loss) from discontinued operations, net of tax; (6) gain (loss) on sale of discontinued operations, net of tax; and (7) net income (loss) attributable to noncontrolling interests.

        Adjusted OIBDA also does not include interest expense, net and the provision (benefit) for income taxes. These expenses are associated with our capitalization and tax structures, which we do not

49

consider when evaluating the operating profitability of our core operations. Finally, Adjusted OIBDA does not include depreciation and amortization expenses, in order to eliminate the impact of capital investments, which we evaluate by comparing capital expenditures to incremental revenue generated and as a percentage of total revenues. Adjusted OIBDA and Adjusted OIBDA Margin should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with accounting principles generally accepted in the United States of America ("GAAP"), such as operating or net income (loss) or cash flows from operating activities from continuing operations (as determined in accordance with GAAP).

Reconciliation of Adjusted OIBDA to Operating Income (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
Adjusted OIBDA	$	238,938		$	232,670		$	461,489	$	460,146
Less: Depreciation and Amortization		77,510			78,928			155,518		159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(607	)		(1,663	)		112		(2,202	)
REIT Costs(1)		3,348			23,536			5,359		48,508
Operating Income	$	158,687		$	131,869		$	300,500	$	254,711

(1)

Includes costs associated with our 2011 proxy contest, the work of the Strategic Review Special Committee of the board of directors and the proposed REIT conversion ("REIT Costs").

Adjusted Earnings per Share from Continuing Operations ("Adjusted EPS")

        Adjusted EPS is defined as reported earnings per share from continuing operations excluding: (1) (gain) loss on disposal/write-down of property, plant and equipment, net; (2) intangible impairments; (3) REIT Costs; (4) other expense (income), net; and (5) the tax impact of reconciling items and discrete tax items. We do not believe these excluded items to be indicative of our ongoing operating results, and they are not considered when we are forecasting our future results. We believe Adjusted EPS is of value to our current and potential investors when comparing our results from past, present and future periods.

Reconciliation of Adjusted EPS—Fully Diluted from Continuing Operations to Reported EPS—Fully Diluted from Continuing Operations:

	Three Months Ended June 30,					Six Months Ended June 30,
	2012		2013			2012			2013
Adjusted EPS—Fully Diluted from Continuing Operations	$	0.37	$	0.29		$	0.66		$	0.56
Less: (Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, net		—		(0.01	)		—			(0.01	)
REIT Costs		0.02		0.13			0.03			0.26
Other Expense (Income), net		0.06		0.08			0.04			0.09
Tax impact of reconciling items and discrete tax items		0.05		(0.05	)		(0.01	)		(0.02	)
Reported EPS—Fully Diluted from Continuing Operations	$	0.24	$	0.14		$	0.60		$	0.24

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Critical Accounting Policies

        Our discussion and analysis of our financial condition and results of operations are based upon our Consolidated Financial Statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an ongoing basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates. Our critical accounting policies include the following, which are listed in no particular order:

•

Revenue Recognition

•

Accounting for Acquisitions

•

Allowance for Doubtful Accounts and Credit Memo Reserves

•

Impairment of Tangible and Intangible Assets

•

Income Taxes

•

Stock-Based Compensation

        Further detail regarding our critical accounting policies can be found in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report, and the Consolidated Financial Statements and the Notes included therein, filed with the SEC on March 1, 2013. Management has determined that no material changes concerning our critical accounting policies have occurred since December 31, 2012.

Overview

        The following discussions set forth, for the periods indicated, management's discussion and analysis of results. Significant trends and changes are discussed for the three and six month periods ended June 30, 2013 within each section. Trends and changes that are consistent within the three and six month periods are not repeated and are discussed on a year-to-date basis.

Potential REIT Conversion

        On June 5, 2012, we announced that our board of directors, following a thorough analysis of alternatives and careful consideration of the topic, and after the unanimous recommendation of the Strategic Review Special Committee of our board of directors, unanimously approved a plan for us to pursue conversion (the "Conversion Plan") to a REIT. As part of the Conversion Plan, we are seeking PLRs from the IRS. The PLR requests have multiple components, and our conversion to a REIT will require favorable rulings from the IRS on a number of technical tax issues, including the characterization of our racking structures as real estate.

        We have been informed by the IRS that the IRS formed a new internal working group (the "Working Group") to study the current legal standards the IRS uses to define "real estate" for purposes of the REIT provisions of the Code and what changes or refinements, if any, should be made to those current legal standards. We believe that the formation of, and the study undertaken by, the Working Group will impact the anticipated timing of a definitive response from the IRS to some, if not all, of our pending PLR requests as well as PLR requests submitted to the IRS by other companies that involve similar issues. In particular, we believe that the IRS is unlikely to provide a definitive

51

response to our pending PLR request regarding whether our racking structures constitute "real estate" for REIT purposes (the "Racking Structure Request") until the Working Group concludes its study. While the Working Group's study is pending, however, it is possible the IRS may address some of the other components of our pending PLR requests, though we cannot predict when the Working Group will complete its study and provide definitive responses to our PLR requests.

        As previously disclosed, prior to our learning of the formation of the Working Group, the IRS informed us that the IRS was "tentatively adverse" to providing a PLR that our racking structures constitute "real estate" for REIT purposes. We understand that the designation of "tentatively adverse" can have one or more meanings under IRS procedures, including (1) the IRS being undecided pending receipt from the taxpayer of additional facts or additional analysis on technical points of law or (2) the IRS having a full understanding of the underlying facts and a solidified view as to applicable law and reaching a tentative adverse conclusion as to how the law applies to the taxpayer's facts. Due to the preliminary nature of an initial "tentatively adverse" designation, it is not unusual for the IRS to later issue a favorable PLR after an initial "tentatively adverse" designation.

        As part of standard IRS PLR procedures when the IRS makes an initial "tentatively adverse" designation, we requested, and the IRS convened, a "conference of right" at which we explained our position on our racking structures to the IRS. The conference included a discussion among our representatives and representatives of the IRS of legal authorities, including prior IRS rulings, relevant to the characterization of our racking structures as well as important factual details relating to our racking structures, including our racking structure permitting, design and construction.

        We are not certain why the IRS made an initial "tentatively adverse" designation on the Racking Structure Request, but, after consultation with our outside tax advisors, we believe one or more of the following are the most likely explanations: (1) the IRS was simply undecided, under current legal standards, on whether our racking structures are properly characterized as "real estate" for REIT purposes, (2) the IRS sought greater clarity of the underlying facts and additional input on technical points of law, and/or (3) the IRS did not want to issue a ruling, either favorable or adverse, on our racking structures until the Working Group completed its study.

        We believe that we made a compelling case in our PLR request and during the conference of right on the characterization of our racking structures as real estate. We highlighted that our racking structures are permanent structures that are affixed to the foundation of the building shell; like the interior walls, floors and ceilings of a building, our racking structures are constructed to integrate with a specific building shell and the associated building systems and to remain permanently in place. We believe that under current legal standards our racking structures are "real estate" for REIT purposes; however, we can provide no assurances that the IRS will agree.

        Furthermore, we believe that, once the Working Group completes its study, the IRS will analyze whether our racking structures constitute "real estate" for REIT purposes under the existing legal standards or any changed or refined legal standards that may be developed by the Working Group. It is possible that the IRS will not modify its current legal standards, or that any modification made will not be material to our PLR requests, including the Racking Structure Request. As previously stated, we believe that our racking structures constitute "real estate" for REIT purposes under current legal standards. If the IRS changes or refines the legal standards in a way that is material to our PLR requests, we expect that the IRS would grant us an additional conference if the IRS is "tentatively adverse" to the characterization of our racking structures as "real estate" under the new standards.

        We anticipate that the formation of the Working Group, and the study undertaken by the Working Group, will likely delay a definitive response to some, if not all, of our pending PLR requests, and we can provide no assurances on the length of any such delay. We continue to move forward with other aspects of the Conversion Plan, including legal restructuring initiatives, the implementation of enterprise reporting system upgrades and testing of REIT-critical systems. We continue to work on the

52

Conversion Plan to ensure readiness to elect REIT status beginning January 1, 2014; however, we can provide no assurance that we will be able to elect REIT status as of January 1, 2014, or at all.

        If we are able to convert to, and qualify as, a REIT, we will generally be permitted to deduct from U.S. federal income taxes dividends paid to our stockholders. The income represented by such dividends would not be subject to U.S. federal taxation at the entity level but would be taxed, if at all, only at the stockholder level. Nevertheless, the income of our U.S. taxable REIT subsidiaries ("TRS"), which will hold our U.S. operations that may not be REIT-compliant, would be subject, as applicable, to U.S. federal and state corporate income tax, and we would continue to be subject to foreign income taxes in non-U.S. jurisdictions in which we hold assets or conduct operations, regardless of whether held or conducted through qualified REIT subsidiaries or TRS. We would also be subject to a separate corporate income tax on any gains recognized during a specified period (generally, 10 years) following the REIT conversion that are attributable to "built-in" gains with respect to the assets that we own on the date we convert to a REIT. Our ability to qualify as a REIT will depend upon our continuing compliance with various requirements following our conversion to a REIT, including requirements related to the nature of our assets, the sources of our income and the distributions to our stockholders. If we fail to qualify as a REIT, we will be subject to U.S. federal income tax at regular corporate rates. Even if we qualify for taxation as a REIT, we may be subject to some federal, state, local and foreign taxes on our income and property. In particular, while state income tax regimes often parallel the U.S. federal income tax regime for REITs described above, many states do not completely follow U.S. federal rules and some may not follow them at all.

        We currently estimate the incremental operating and capital expenditures associated with the Conversion Plan through 2014 to be approximately $150.0 million to $200.0 million. Of these amounts, approximately $47.0 million was incurred in 2012, including approximately $12.5 million of capital expenditures. Additionally, approximately $62.8 million was incurred in the first six months of 2013, including approximately $14.3 million of capital expenditures. If the Conversion Plan is successful, we also expect to incur an additional $10.0 million to $15.0 million in annual REIT compliance costs in future years.

Discontinued Operations

        On June 2, 2011, we sold (the "Digital Sale") our online backup and recovery, digital archiving and eDiscovery solutions businesses of our digital business (the "Digital Business") to Autonomy Corporation plc, a corporation formed under the laws of England and Wales ("Autonomy"), pursuant to a purchase and sale agreement dated as of May 15, 2011 among IMI, certain subsidiaries of IMI and Autonomy (the "Digital Sale Agreement"). Additionally, on April 27, 2012, we sold our records management operations in Italy. The financial position, operating results and cash flows of the Digital Business and our Italian operations, including the gain on the sale of the Digital Business and the loss on the sale of the Italian operations, for all periods presented, have been reported as discontinued operations for financial reporting purposes. See Note 10 to Notes to Consolidated Financial Statements.

General

        Our revenues consist of storage rental revenues as well as service revenues. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis) that are typically retained by customers for many years. Service revenues include charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the

53

pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including the scanning, imaging and document conversion services of active and inactive records or Document Management Solutions ("DMS"), which relate to physical and digital records, and recurring project revenues. Our core service revenue growth has been negatively impacted by declining activity rates as stored records are becoming less active. The amount of information available to customers through the internet or their own information systems has been steadily increasing in recent years. As a result, while customers continue to store their records with us, they are less likely than they have been in the past to retrieve records for research purposes, thereby reducing core service activity levels. We expect this trend to continue through 2013. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage rental or prepaid service contracts for customers where storage rental fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable storage rental or service is provided or performed. Revenues from the sales of products, which is included as a component of service revenues, is recognized when products are shipped and title has passed to the customer. Revenues from the sales of products have historically not been significant.

        Cost of sales (excluding depreciation and amortization) consists primarily of wages and benefits for field personnel, facility occupancy costs (including rent and utilities), transportation expenses (including vehicle leases and fuel), other product cost of sales and other equipment costs and supplies. Of these, wages and benefits and facility occupancy costs are the most significant. Trends in total wages and benefits in dollars and as a percentage of total consolidated revenue are influenced by changes in headcount and compensation levels, achievement of incentive compensation targets, workforce productivity and variability in costs associated with medical insurance and workers' compensation. Trends in facility occupancy costs are impacted by the total number of facilities we occupy, the mix of properties we own versus properties we occupy under operating leases, fluctuations in per square foot occupancy costs, and the levels of utilization of these properties.

        The expansion of our international and secure shredding businesses has impacted the major cost of sales components. Our international operations are more labor intensive than our operations in North America and, therefore, labor costs are a higher percentage of segment revenue than our North American operations. Our secure shredding operations incur lower facility costs and higher transportation costs as a percentage of revenues compared to our core physical businesses.

        Selling, general and administrative expenses consist primarily of wages and benefits for management, administrative, information technology, sales, account management and marketing personnel, as well as expenses related to communications and data processing, travel, professional fees, bad debts, training, office equipment and supplies. Trends in total wage and benefit dollars as a percentage of total consolidated revenue are influenced by changes in headcount and compensation levels, achievement of incentive compensation targets, workforce productivity and variability in costs associated with medical insurance. The overhead structure of our expanding international operations, as compared to our North American operations, is more labor intensive and has not achieved the same level of overhead leverage, which may result in an increase in selling, general and administrative

54

expenses, as a percentage of consolidated revenue, as our international operations become a more meaningful percentage of our consolidated results.

        Our depreciation and amortization charges result primarily from the capital-intensive nature of our business. The principal components of depreciation relate to storage systems, which include racking structures, building and leasehold improvements, computer systems hardware and software, and buildings. Amortization relates primarily to customer relationship acquisition costs and is impacted by the nature and timing of acquisitions.

        Our consolidated revenues and expenses are subject to variations caused by the net effect of foreign currency translation on revenues and expenses incurred by our entities outside the U.S. It is difficult to predict the future fluctuations of foreign currency exchange rates and how those fluctuations will impact our consolidated statement of operations. Due to the expansion of our international operations, some of these fluctuations have become material on individual balances. However, because both the revenues and expenses are denominated in the local currency of the country in which they are derived or incurred, the impact of currency fluctuations on our operating income and operating margin is partially mitigated. In order to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency fluctuations, we compare the percentage change in the results from one period to another period in this report using constant currency presentation. The constant currency growth rates are calculated by translating the 2012 results at the 2013 average exchange rates.

        The following table is a comparison of underlying average exchange rates of the foreign currencies that had the most significant impact on our U.S. dollar-reported revenues and expenses:

	Average Exchange Rates for the Three Months Ended June 30,
					Percentage Strengthening / (Weakening) of Foreign Currency
	2012		2013
British pound sterling	$	1.583	$	1.536		(3.0	)%
Canadian dollar	$	0.990	$	0.977		(1.3	)%
Euro	$	1.284	$	1.306		1.7	%

	Average Exchange Rates for the Six Months Ended June 30,
					Percentage Strengthening / (Weakening) of Foreign Currency
	2012		2013
British pound sterling	$	1.577	$	1.544		(2.1	)%
Canadian dollar	$	0.994	$	0.985		(0.9	)%
Euro	$	1.298	$	1.313		1.2	%

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Results of Operations

Comparison of Three and Six Months Ended June 30, 2013 to Three and Six Months Ended June 30, 2012 (in thousands):

	Three Months Ended June 30,
							Dollar Change			Percentage Change
	2012			2013
Revenues	$	752,165		$	754,721		$	2,556			0.3	%
Operating Expenses		593,478			622,852			29,374			4.9	%
Operating Income		158,687			131,869			(26,818	)		(16.9	)%
Other Expenses, Net		117,246			104,331			(12,915	)		(11.0	)%
Income from Continuing Operations		41,441			27,538			(13,903	)		(33.5	)%
Loss from Discontinued Operations, Net of Tax		(639	)		(98	)		541			84.7	%
Loss on Sale of Discontinued Operations, Net of Tax		(1,885	)		—			1,885			100.0	%
Net Income		38,917			27,440			(11,477	)		(29.5	)%
Net Income Attributable to Noncontrolling Interests		862			876			14			(1.6	)%
Net Income Attributable to Iron Mountain Incorporated	$	38,055		$	26,564		$	(11,491	)		(30.2	)%
Adjusted OIBDA(1)	$	238,938		$	232,670		$	(6,268	)		(2.6	)%
Adjusted OIBDA Margin(1)		31.8	%		30.8	%

	Six Months Ended June 30,
							Dollar Change			Percentage Change
	2012			2013
Revenues	$	1,498,663		$	1,501,752		$	3,089			0.2	%
Operating Expenses		1,198,163			1,247,041			48,878			4.1	%
Operating Income		300,500			254,711			(45,789	)		(15.2	)%
Other Expenses, Net		197,986			208,823			10,837			5.5	%
Income from Continuing Operations		102,514			45,888			(56,626	)		(55.2	)%
(Loss) Income from Discontinued Operations, Net of Tax		(5,732	)		2,086			7,818			136.4	%
Loss on Sale of Discontinued Operations, Net of Tax		(1,885	)		—			1,885			100.0	%
Net Income		94,897			47,974			(46,923	)		(49.4	)%
Net Income Attributable to Noncontrolling Interests		1,492			2,024			532			(35.7	)%
Net Income Attributable to Iron Mountain Incorporated	$	93,405		$	45,950		$	(47,455	)		(50.8	)%
Adjusted OIBDA(1)	$	461,489		$	460,146		$	(1,343	)		(0.3	)%
Adjusted OIBDA Margin(1)		30.8	%		30.6	%

(1)

See "Non-GAAP Measures—Adjusted Operating Income Before Depreciation, Amortization, Intangible Impairments and REIT Costs ('Adjusted OIBDA')" in this Quarterly Report on Form 10-Q for the definition, reconciliation and a discussion of why we believe these measures provide relevant and useful information to our current and potential investors.

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REVENUES

	Three Months Ended June 30,							Percentage Change
					Dollar Change						Constant Currency(1)			Internal Growth(2)
	2012		2013					Actual
Storage Rental	$	433,436	$	441,571	$	8,135			1.9	%		2.2	%		2.3	%
Core Service		238,745		230,776		(7,969	)		(3.3	)%		(2.9	)%		(3.0	)%
Total Core Revenue		672,181		672,347		166			0.0	%		0.4	%		0.4	%
Complementary Services		79,984		82,374		2,390			3.0	%		3.4	%		1.3	%
Total Revenue	$	752,165	$	754,721	$	2,556			0.3	%		0.7	%		0.5	%
Total Service Revenue	$	318,729	$	313,150	$	(5,579	)		(1.8	)%		(1.3	)%		(1.9	)%

	Six Months Ended June 30,							Percentage Change
					Dollar Change						Constant Currency(1)			Internal Growth(2)
	2012		2013					Actual
Storage Rental	$	858,777	$	884,040	$	25,263			2.9	%		3.3	%		2.5	%
Core Service		479,825		457,667		(22,158	)		(4.6	)%		(4.2	)%		(5.1	)%
Total Core Revenue		1,338,602		1,341,707		3,105			0.2	%		0.6	%		(0.2	)%
Complementary Services		160,061		160,045		(16	)		0.0	%		0.4	%		(1.6	)%
Total Revenue	$	1,498,663	$	1,501,752	$	3,089			0.2	%		0.6	%		(0.4	)%
Total Service Revenue	$	639,886	$	617,712	$	(22,174	)		(3.5	)%		(3.0	)%		(4.2	)%

(1)

Constant currency growth rates are calculated by translating the 2012 results at the 2013 average exchange rates.

(2)

Our internal revenue growth rate represents the weighted average year-over-year growth rate of our revenues after removing the effects of acquisitions, divestitures, foreign currency exchange rate fluctuations and certain revenue adjustments recorded in the current period related to prior periods. We calculate internal revenue growth in local currency for our international operations.

        Consolidated storage rental revenues increased $8.1 million, or 1.9%, to $441.6 million and $25.3 million, or 2.9%, to $884.0 million for the three and six months ended June 30, 2013, respectively, from $433.4 million and $858.8 million for the three and six months ended June 30, 2012, respectively. The growth rate for the three and six months ended June 30, 2013 consists of internal revenue growth of 2.3% and 2.5%, respectively. Net acquisitions/divestitures contributed 0.7% and 1.1% of the increase in reported storage rental revenues in the three and six months ended June 30, 2013 over the same periods in 2012. Foreign currency exchange rate fluctuations decreased our storage rental revenue growth rate for the three and six months ended June 30, 2013 by approximately 0.3% and 0.4%, respectively, compared to the same prior year periods. Our consolidated storage rental revenue growth in the first six months of 2013 was driven by sustained storage rental internal growth of 1.3% and 6.0% in our North American and International Business segments, respectively. Global records management net volumes as of June 30, 2013 increased by 1.4% over the ending volume at June 30, 2012, primarily driven by International growth, supported by solid increases from emerging markets in central Europe, and acquisitions.

        Consolidated service revenues, consisting of core and complementary services, decreased $5.6 million, or 1.8%, to $313.2 million and $22.2 million, or 3.5%, to $617.7 million for the three and six months ended June 30, 2013, respectively, from $318.7 million and $639.9 million for the three and six months ended June 30, 2012, respectively. Service revenue internal growth was negative 1.9% and

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negative 4.2% for the three and six months ended June 30, 2013, respectively. The negative service revenue internal growth for the three and six months ended June 30, 2013 was driven by negative core service internal growth of 3.0% and 5.1%, respectively, which reflects a trend toward reduced retrieval/re-file activity and related transportation revenues, as well as lower shredding revenues within our International Business segment. Solid growth in DMS helped offset the decline in core service revenues. Complementary service revenue internal growth of 1.3% for the three months ended June 30, 2013 was primarily due to an increase in North American records management special projects compared to the same period in 2012. Negative complementary service revenue internal growth of 1.6% for the six months ended June 30, 2013 was primarily due to lower termination fees and fulfillment revenues. Shredding volumes increased in the North American Business segment but were offset by a slight decrease in recycled paper pricing when compared with prior year averages. Foreign currency exchange rate fluctuations decreased reported service revenues by 0.5% for both the three and six months ended June 30, 2013 over the same periods in 2012. Offsetting the decrease in reported consolidated service revenues were net acquisitions/divestitures, which contributed an increase of 0.8% and 1.3% of total reported service revenues in the three and six months ended June 30, 2013, respectively, over the same periods in 2012.

        For the reasons stated above, our consolidated revenues increased $2.6 million, or 0.3%, to $754.7 million and $3.1 million, or 0.2%, to $1,501.8 million for the three and six months ended June 30, 2013, respectively, from $752.2 million and $1,498.7 million for the three and six months ended June 30, 2012, respectively. We calculate internal revenue growth in local currency for our international operations. Internal revenue growth was 0.5% and negative 0.4% for the three and six months ended June 30, 2013, respectively. For both the three and six months ended June 30, 2013, foreign currency exchange rate fluctuations decreased our consolidated revenues by 0.4% compared to the same prior year periods, primarily due to the weakening of the British pound sterling and Canadian dollar, and offset by an increase of the Euro against the U.S. dollar, based on an analysis of weighted average rates for the comparable periods. Offsetting the decrease in reported consolidated revenues were net acquisitions/divestitures, which contributed an increase of 0.7% and 1.2% of total reported revenues in the three and six months ended June 30, 2013, respectively, over the same periods in 2012.

Internal Growth—Eight-Quarter Trend

	2011						2012												2013
	Third Quarter			Fourth Quarter			First Quarter			Second Quarter			Third Quarter			Fourth Quarter			First Quarter			Second Quarter
Storage Rental Revenue		3.3	%		3.3	%		2.9	%		3.5	%		2.4	%		3.2	%		2.5	%		2.3	%
Service Revenue		1.8	%		(1.4	)%		(2.2	)%		(5.2	)%		(7.8	)%		(2.4	)%		(6.5	)%		(1.9	)%
Total Revenue		2.6	%		1.2	%		0.6	%		(0.3	)%		(2.1	)%		0.8	%		(1.4	)%		0.5	%

        We expect our consolidated internal revenue growth rate for 2013 to be approximately 0% to 2%. During the past eight quarters our storage rental revenue internal growth rate has ranged between 2.3% and 3.5%. Storage rental revenue internal growth rates have stabilized over the past eight quarters following a decline that was driven primarily by the most recent financial crisis. Volume growth in the North American Business segment has been relatively flat over this period, and, as a result, storage rental revenue growth has been driven primarily by net price increases. Within our International Business segment, the more developed markets are generating consistent low-to-mid single-digit storage rental revenue growth while the emerging markets are producing strong double-digit storage rental revenue growth by capturing the first-time outsourcing trends for physical records storage and management in those markets. The internal revenue growth rate for service revenue is inherently more volatile than the storage rental revenue internal growth rate due to the more discretionary nature of certain complementary services we offer, such as large special projects, and the volatility of pricing for recycled paper. These revenues, which are often event-driven and impacted to a greater extent by

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economic downturns as customers defer or cancel the purchase of certain services as a way to reduce their short-term costs, may be difficult to replicate in future periods. As a commodity, recycled paper prices are subject to the volatility of that market. The internal growth rate for total service revenues reflects the following: (1) consistent pressures on activity-based service revenues related to the handling and transportation of items in storage and secure shredding, particularly in the North American Business segment; (2) fluctuations in the price of recycled paper, which increased through the third quarter of 2011 before beginning a sharp decline into the first quarter of 2012 and settling into a level approximately 30% below the 2011 average price for most of 2012; (3) softness in some of our other complementary service lines, such as fulfillment services; and (4) higher fuel surcharges.

OPERATING EXPENSES

Cost of Sales

        Consolidated cost of sales (excluding depreciation and amortization) consists of the following expenses (in thousands):

	Three Months Ended June 30,							Percentage Change						% of Consolidated Revenues
																				Percentage Change (Favorable)/ Unfavorable
					Dollar Change						Constant Currency
	2012		2013					Actual						2012			2013
Labor	$	154,255	$	157,034	$	2,779			1.8	%		2.3	%		20.5	%		20.8	%		0.3	%
Facilities		103,526		103,098		(428	)		(0.4	)%		0.1	%		13.8	%		13.7	%		(0.1	)%
Transportation		31,660		32,132		472			1.5	%		2.1	%		4.2	%		4.3	%		0.1	%
Product Cost of
Sales and Other		23,619		28,792		5,173			21.9	%		22.3	%		3.1	%		3.8	%		0.7	%
	$	313,060	$	321,056	$	7,996			2.6	%		3.1	%		41.6	%		42.5	%		0.9	%

	Six Months Ended June 30,							Percentage Change						% of Consolidated Revenues
																				Percentage Change (Favorable)/ Unfavorable
					Dollar Change						Constant Currency
	2012		2013					Actual						2012			2013
Labor	$	307,060	$	314,339	$	7,279			2.4	%		2.9	%		20.5	%		20.9	%		0.4	%
Facilities		209,537		210,043		506			0.2	%		0.8	%		14.0	%		14.0	%		0.0	%
Transportation		63,054		62,821		(233	)		(0.4	)%		0.3	%		4.2	%		4.2	%		(0.0	)%
Product Cost of
Sales and Other		48,707		54,929		6,222			12.8	%		13.2	%		3.3	%		3.7	%		0.4	%
	$	628,358	$	642,132	$	13,774			2.2	%		2.7	%		41.9	%		42.8	%		0.9	%

Labor

        Labor expense increased to 20.9% of consolidated revenues in the six months ended June 30, 2013 compared to 20.5% in the comparable prior year period. Labor expense for the six months ended June 30, 2013 increased by 2.9% on a constant currency basis compared to the six months ended June 30, 2012 primarily due to merit increases and incremental labor costs associated with acquisitions. Labor costs were favorably impacted by 0.5 percentage points due to currency rate changes during both the three and six months ended June 30, 2013.

Facilities

        Facilities costs were unchanged at 14.0% of consolidated revenues in both the six months ended June 30, 2012 and 2013. The largest component of our facilities cost is rent expense, which, in constant

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currency terms, increased by $1.0 million to $102.9 million for the six months ended June 30, 2013 compared to the same period of 2012 primarily due to acquisitions. Facilities costs were favorably impacted by 0.5 and 0.6 percentage points due to currency rate changes during the three and six months ended June 30, 2013, respectively.

Transportation

        Transportation expenses increased by $0.2 million in constant currency terms during the six months ended June 30, 2013 compared to the same period in 2012 as a result of increased vehicle insurance and third party transportation costs, partially offset by a decrease in fuel costs as a result of route optimization efforts in our North American Business segment. Transportation expenses were favorably impacted by 0.6 and 0.7 percentage points due to currency rate changes during the three and six months ended June 30, 2013, respectively.

Product Cost of Sales and Other

        Product cost of sales and other, which includes cartons, media and other service, storage and supply costs, is highly correlated to complementary revenue streams. For the six months ended June 30, 2013, product cost of sales and other, which is correlated to higher project revenues, increased by $6.2 million compared to the prior year on an actual basis. These costs were favorably impacted by 0.4 percentage points due to currency rate changes during both the three and six months ended June 30, 2013.

Selling, General and Administrative Expenses

        Selling, general and administrative expenses consists of the following expenses (in thousands):

	Three Months Ended June 30,							Percentage Change						% of Consolidated Revenues
																				Percentage Change (Favorable)/ Unfavorable
					Dollar Change						Constant Currency
	2012		2013					Actual						2012			2013
General and Administrative	$	119,336	$	147,626	$	28,290			23.7	%		24.5	%		15.9	%		19.6	%		3.7	%
Sales, Marketing & Account Management		58,372		50,261		(8,111	)		(13.9	)%		(13.6	)%		7.8	%		6.7	%		(1.1	)%
Information Technology		23,287		24,430		1,143			4.9	%		5.4	%		3.1	%		3.2	%		0.1	%
Bad Debt Expense		2,520		2,214		(306	)		(12.1	)%		(11.8	)%		0.3	%		0.3	%		(0.0	)%
	$	203,515	$	224,531	$	21,016			10.3	%		10.9	%		27.1	%		29.8	%		2.7	%

	Six Months Ended June 30,							Percentage Change						% of Consolidated Revenues
																				Percentage Change (Favorable)/ Unfavorable
					Dollar Change						Constant Currency
	2012		2013					Actual						2012			2013
General and Administrative	$	246,142	$	291,250	$	45,108			18.3	%		19.0	%		16.4	%		19.4	%		3.0	%
Sales, Marketing & Account Management		116,339		103,876		(12,463	)		(10.7	)%		(10.4	)%		7.8	%		6.9	%		(0.9	)%
Information Technology		47,449		48,330		881			1.9	%		2.4	%		3.2	%		3.2	%		0.0	%
Bad Debt Expense		4,245		4,526		281			6.6	%		7.3	%		0.3	%		0.3	%		0.0	%
	$	414,175	$	447,982	$	33,807			8.2	%		8.7	%		27.6	%		29.8	%		2.2	%

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General and Administrative

        General and administrative expenses increased to 19.4% of consolidated revenues during the six months ended June 30, 2013 compared to 16.4% in the comparable prior year period. In constant currency terms, general and administrative expenses increased by $46.5 million during the six months ended June 30, 2013 compared to the same period in 2012. Included in general and administrative expenses for the six months ended June 30, 2013 were $48.5 million of REIT Costs compared to $5.4 million in the comparable prior year period. General and administrative expenses were favorably impacted by 0.8 and 0.7 percentage points due to currency rate changes during the three and six months ended June 30, 2013, respectively.

Sales, Marketing & Account Management

        Sales, marketing and account management expenses decreased to 6.9% of consolidated revenues during the six months ended June 30, 2013 compared to 7.8% in the comparable prior year period. In constant currency terms, the decrease of $12.0 million during the six months ended June 30, 2013 compared to the same period in 2012 is primarily due to a $10.4 million decrease in compensation expense within our North American Business segment, primarily associated with decreased commission and incentive compensation expenses. Sales, marketing and account management expenses were favorably impacted by 0.3 percentage points due to currency rate changes during both the three and six months ended June 30, 2013.

Information Technology

        In constant currency terms, information technology expenses increased $1.1 million during the six months ended June 30, 2013 compared to the same period in 2012 primarily due to increased software license fees. Information technology expenses were favorably impacted by 0.5 percentage points due to currency rate changes during both the three and six months ended June 30, 2013.

Bad Debt Expense

        Consolidated bad debt expense for the six months ended June 30, 2013 increased $0.3 million, or 6.6%, to $4.5 million (0.3% of consolidated revenues) from $4.2 million (0.3% of consolidated revenues) in the same period in 2012. We maintain an allowance for doubtful accounts that is calculated based on our past loss experience, current and prior trends in our aged receivables, current economic conditions, and specific circumstances of individual receivable balances. We continue to monitor our customers' payment activity and make adjustments based on their financial condition and in light of historical and expected trends.

Depreciation, Amortization, and (Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net

        Depreciation expense increased $0.2 million for the six months ended June 30, 2013 compared to the six months ended June 30, 2012, primarily due to the increased depreciation of property, plant and equipment acquired through business combinations.

        Amortization expense increased $3.5 million for the six months ended June 30, 2013 compared to the six months ended June 30, 2012, primarily due to the increased amortization of customer relationship intangible assets acquired through business combinations.

        Consolidated gain on disposal/write-down of property, plant and equipment, net was $2.2 million for the six months ended June 30, 2013 and consisted primarily of gains on the retirement of leased vehicles accounted for as capital lease assets associated with our North American Business segment and

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the sale of a building in the United Kingdom. Consolidated loss on disposal/write-down of property, plant and equipment, net was $0.1 million for the six months ended June 30, 2012.

OPERATING INCOME and ADJUSTED OIBDA

        As a result of the foregoing factors, (1) consolidated operating income decreased $26.8 million, or 16.9%, to $131.9 million (17.5% of consolidated revenues) for the three months ended June 30, 2013 from $158.7 million (21.1% of consolidated revenues) for the three months ended June 30, 2012; (2) consolidated operating income decreased $45.8 million, or 15.2%, to $254.7 million (17.0% of consolidated revenues) for the six months ended June 30, 2013 from $300.5 million (20.1% of consolidated revenues) for the six months ended June 30, 2012; (3) consolidated Adjusted OIBDA decreased $6.3 million, or 2.6%, to $232.7 million (30.8% of consolidated revenues) for the three months ended June 30, 2013 from $238.9 million (31.8% of consolidated revenues) for the three months ended June 30, 2012; and (4) consolidated Adjusted OIBDA decreased $1.3 million, or 0.3%, to $460.1 million (30.6% of consolidated revenues) for the six months ended June 30, 2013 from $461.5 million (30.8% of consolidated revenues) for the six months ended June 30, 2012.

OTHER EXPENSES, NET

Interest Expense, Net

        Consolidated interest expense, net increased $4.8 million to $63.0 million (8.3% of consolidated revenues) and $9.2 million to $126.2 million (8.4% of consolidated revenues) for the three and six months ended June 30, 2013 from $58.2 million (7.7% of consolidated revenues) and $117.0 million (7.8% of consolidated revenues) for the three and six months ended June 30, 2012, respectively, primarily due to the issuance of $1.0 billion in aggregate principal of our 5³/4% Senior Subordinated Notes due 2024 (the "5³/4% Notes") in August 2012. This increase was partially offset by the early retirement of $320.0 million of our 6⁵/8% Senior Subordinated Notes due 2016 and $200.0 million of our 8³/4% Senior Subordinated Notes due 2018 in August 2012. Our weighted average interest rate was 6.4% and 6.6% at June 30, 2013 and June 30, 2012, respectively.

Other (Income) Expense, Net (in thousands)

	Three Months Ended June 30,								Six Months Ended June 30,
							Dollar Change								Dollar Change
	2012			2013					2012			2013
Foreign currency transaction losses (gains), net	$	11,761		$	16,366		$	4,605	$	9,186		$	19,931		$	10,745
Other, net		(1,695	)		(1,091	)		604		(2,424	)		(1,917	)		507
	$	10,066		$	15,275		$	5,209	$	6,762		$	18,014		$	11,252

        Net foreign currency transaction losses of $19.9 million, based on period-end exchange rates, were recorded in the six months ended June 30, 2013. Losses resulted primarily from changes in the exchange rate of each of the British pound sterling, Australian dollar, Brazilian real, Russian ruble and Euro against the U.S. dollar compared to December 31, 2012, as these currencies relate to our intercompany balances with and between our European, Australian and Brazilian subsidiaries, which were partially offset by gains as a result of British pound sterling denominated debt and forward currency swap contracts, an Australian forward currency contract and Euro denominated bonds issued by IMI.

        Net foreign currency transaction losses of $9.2 million, based on period-end exchange rates, were recorded in the six months ended June 30, 2012. Losses were primarily a result of changes in the exchange rate of each of the Euro and Brazilian real, as these currencies relate to our intercompany

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balances with and between our European and Brazilian subsidiaries, as well as additional losses associated with our British pound sterling denominated debt and forward foreign currency swap contracts. These losses were partially offset by gains resulting primarily from Euro denominated bonds issued by IMI, as well as additional gains resulting from the change in the exchange rate of the British pound sterling against the U.S. dollar compared to December 31, 2011, as it relates to our intercompany balances with and between our subsidiary in the United Kingdom.

        Other, net in the six months ended June 30, 2013 consists primarily of $1.5 million of royalty income. Other, net in the six months ended June 30, 2012 consists primarily of $1.5 million of gains associated with our acquisition of equity interests that we previously held associated with our Turkish and Swiss joint ventures and $1.0 million of royalty income.

Provision for Income Taxes

        Our effective tax rates for the three and six months ended June 30, 2012 were 54.2% and 42.0%, respectively. Our effective tax rates for the three and six months ended June 30, 2013 were 48.6% and 58.5%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate were 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 and state income taxes (net of federal tax benefit). During the three and six months ended June 30, 2012, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2012 effective tax rate by 10.2% and 0.9%, respectively. During the three and six months ended June 30, 2013, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2013 effective tax rate by 2.5% and 12.8%, respectively.

        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 from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; (5) our ability to utilize foreign tax credits and net operating losses that we generate; and (6) our proposed conversion to a REIT. We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

INCOME FROM CONTINUING OPERATIONS

        As a result of the foregoing factors, (1) consolidated income from continuing operations for the three months ended June 30, 2013 decreased $13.9 million, or 33.5%, to $27.5 million (3.6% of consolidated revenues) from income from continuing operations of $41.4 million (5.5% of consolidated revenues) for the three months ended June 30, 2012 and (2) consolidated income from continuing operations for the six months ended June 30, 2013 decreased $56.6 million, or 55.2%, to $45.9 million (3.1% of consolidated revenues) from income from continuing operations of $102.5 million (6.8% of consolidated revenues) for the six months ended June 30, 2012.

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INCOME (LOSS) FROM DISCONTINUED OPERATIONS AND LOSS ON SALE OF DISCONTINUED OPERATIONS, NET OF TAX

        Loss from discontinued operations, net of tax was $(0.6) million and $(0.1) million for the three months ended June 30, 2012 and 2013, respectively. (Loss) Income from discontinued operations, net of tax was $(5.7) million and $2.1 million for the six months ended June 30, 2012 and 2013, respectively.

        A loss on sale of discontinued operations in the amount of $1.9 million ($1.9 million, net of tax) was recorded during the three month period ended June 30, 2012 as a result of the sale of the Italian operations.

        During the six months ended June 30, 2013, we recognized income before provision for income taxes of discontinued operations of $2.5 million and income from discontinued operations, net of tax of $2.0 million associated with our Italian operations. This income primarily represents the recovery of insurance proceeds in excess of carrying value.

NONCONTROLLING INTERESTS

        For the three and six months ended June 30, 2013, net income attributable to noncontrolling interests resulted in a decrease in net income attributable to IMI of $0.9 million and $2.0 million, respectively. For the three and six months ended June 30, 2012, net income attributable to noncontrolling interests was $0.9 million and $1.5 million, respectively. These amounts represent our noncontrolling partners' share of earnings/losses in our majority-owned international subsidiaries that are consolidated in our operating results.

Segment Analysis (in thousands)

        Our reportable operating segments are North American Business, International Business and Corporate. See Note 7 to Notes to Consolidated Financial Statements. Our North American Business segment offers storage and information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X-rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers ("Hard Copy"); the storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection & Recovery"); information destruction services ("Destruction"); DMS; the storage, assembly, and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers' sites based on current and prospective customer orders; and technology escrow services that protect and manage source code. Our International Business segment offers storage and information management services throughout Europe, Latin America and Asia Pacific, including Hard Copy, Data Protection & Recovery, Destruction and DMS. Corporate consists of costs related to executive and staff functions, including finance, human resources and information technology, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Corporate also includes stock-based employee compensation expense associated with all employee stock-based awards.

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North American Business

	Three Months Ended June 30,									Percentage Change
							Dollar Change						Constant Currency			Internal Growth
	2012			2013						Actual
Segment Revenue	$	551,879		$	549,018		$	(2,861	)		(0.5	)%		(0.4	)%		(0.6	)%
Segment Adjusted OIBDA(1)	$	236,268		$	231,810		$	(4,458	)		(1.9	)%		(1.8	)%
Segment Adjusted OIBDA(1) as a Percentage of Segment Revenue		42.8	%		42.2	%

	Six Months Ended June 30,									Percentage Change
							Dollar Change						Constant Currency			Internal Growth
	2012			2013						Actual
Segment Revenue	$	1,104,189		$	1,091,496		$	(12,693	)		(1.1	)%		(1.1	)%		(1.4	)%
Segment Adjusted OIBDA(1)	$	462,615		$	455,082		$	(7,533	)		(1.6	)%		(1.5	)%
Segment Adjusted OIBDA(1) as a Percentage of Segment Revenue		41.9	%		41.7	%

(1)

See Note 7 to Notes to the Consolidated Financial Statements for definition of Adjusted OIBDA and for the basis on which allocations are made and a reconciliation of Adjusted OIBDA to operating income.

        During the three and six months ended June 30, 2013, revenue in our North American Business segment decreased 0.5% and 1.1% compared to the three and six months ended June 30, 2012, primarily due to negative internal growth of 0.6% and 1.4%, respectively. The negative internal growth was driven by negative consolidated service internal growth of 3.1% and 5.1%, respectively, in the three and six months ended June 30, 2013 which was the result of a trend toward reduced retrieval/re-file activity and the related transportation revenues, partially offset by storage rental revenue internal growth of 1.2% and 1.3% in the three and six months ended June 30, 2013, respectively, primarily related to net price increases. Adjusted OIBDA as a percentage of segment revenue remained consistent in the first half of 2013 with the first half of 2012.

International Business

	Three Months Ended June 30,								Percentage Change
							Dollar Change					Constant Currency			Internal Growth
	2012			2013					Actual
Segment Revenue	$	200,286		$	205,703		$	5,417		2.7	%		3.8	%		3.6	%
Segment Adjusted OIBDA(1)	$	42,325		$	52,909		$	10,584		25.0	%		24.6	%
Segment Adjusted OIBDA(1) as a Percentage of Segment Revenue		21.1	%		25.7	%

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	Six Months Ended June 30,								Percentage Change
							Dollar Change					Constant Currency			Internal Growth
	2012			2013					Actual
Segment Revenue	$	394,474		$	410,256		$	15,782		4.0	%		5.2	%		2.4	%
Segment Adjusted OIBDA(1)	$	85,885		$	100,807		$	14,922		17.4	%		17.3	%
Segment Adjusted OIBDA(1) as a Percentage of Segment Revenue		21.8	%		24.6	%

(1)

See Note 7 to Notes to the Consolidated Financial Statements for definition of Adjusted OIBDA and for the basis on which allocations are made and a reconciliation of Adjusted OIBDA to operating income.

        Reported revenues in our International Business segment increased 4.0% during the six months ended June 30, 2013 over the same prior year period. Internal growth for the six months ended June 30, 2013 was 2.4%, supported by solid 6.0% storage rental internal growth, partially offset by negative total service internal growth of 2.0% driven by lower shredding revenues. Acquisitions contributed 0.2% and 2.8% to total reported revenue growth in the three and six months ended June 30, 2013, respectively. Foreign currency fluctuations in 2013, primarily in Europe, resulted in decreased revenue in the three and six months ended June 30, 2013, as measured in U.S. dollars, of approximately 1.1% and 1.2%, respectively, as compared to the same prior year periods. Adjusted OIBDA as a percentage of segment revenue increased in the six months ended June 30, 2013 compared to the same prior year period primarily due to increased operating income from productivity gains, pricing actions and disciplined cost management.

Corporate

	Three Months Ended June 30,
							Dollar Change			Percentage Change
	2012			2013
Segment Adjusted OIBDA(1)	$	(39,655	)	$	(52,049	)	$	(12,394	)		(31.3	)%
Segment Adjusted OIBDA(1) as a Percentage of Consolidated Revenue		(5.3	)%		(6.9	)%

	Six Months Ended June 30,
							Dollar Change			Percentage Change
	2012			2013
Segment Adjusted OIBDA(1)	$	(87,011	)	$	(95,743	)	$	(8,732	)		(10.0	)%
Segment Adjusted OIBDA(1) as a Percentage of Consolidated Revenue		(5.8	)%		(6.4	)%

(1)

See Note 7 to Notes to the Consolidated Financial Statements for definition of Adjusted OIBDA and for the basis on which allocations are made and a reconciliation of Adjusted OIBDA to operating income.

        During the six months ended June 30, 2013, expenses in the Corporate segment as a percentage of consolidated revenue increased compared to the six months ended June 30, 2012, primarily due to a $6.4 million increase in professional fees and legal reserves and a $1.3 million increase related to employee compensation.

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Liquidity and Capital Resources

        The following is a summary of our cash balances and cash flows (in thousands) as of and for the six months ended June 30,

	2012			2013
Cash flows from operating activities—continuing operations	$	216,855		$	212,948
Cash flows from investing activities—continuing operations		(222,435	)		(216,395	)
Cash flows from financing activities—continuing operations		7,122			26,918
Cash and cash equivalents at the end of period		170,230			258,866

        Net cash provided by operating activities from continuing operations was relatively consistent at $212.9 million for the six months ended June 30, 2013 compared to $216.9 million for the six months ended June 30, 2012.

        Our business requires capital expenditures to support our expected revenue growth and ongoing operations as well as new products and services and increased profitability. These expenditures are included in the cash flows from investing activities from continuing operations. The nature of our capital expenditures has evolved over time along with the nature of our business. We make capital expenditures to support a number of different objectives. The majority of our capital goes to support business-line growth and our ongoing operations, but we also expend capital to support the development and improvement of products and services and projects designed to increase our profitability. These expenditures are generally small and discretionary in nature. Cash paid for our capital expenditures, cash paid for acquisitions (net of cash acquired) and additions to customer acquisition costs during the six months ended June 30, 2013 amounted to $158.2 million, $52.8 million and $8.3 million, respectively. For the six months ended June 30, 2013, these expenditures were funded with cash flows provided by operating activities from continuing operations, cash equivalents on hand and borrowings under our Revolving Credit Facility (defined below). Excluding potential future acquisitions and Conversion Plan related capital expenditures, we expect our capital expenditures to be approximately $290.0 million in the year ending December 31, 2013. Included in our estimated capital expenditures for 2013 is approximately $80.0 million of real estate. We estimate incremental capital expenditures of approximately $30.0 million to approximately $45.0 million associated with the Conversion Plan.

        Net cash provided by financing activities from continuing operations was $26.9 million for the six months ended June 30, 2013. During the six months ended June 30, 2013, we received net borrowings under our Revolving Credit Facility (defined below) and other debt of $112.8 million and $14.9 million of proceeds from the exercise of stock options and employee stock purchase plan. We used the proceeds from these financing transactions and cash on hand to pay dividends in the amount of $103.3 million on our common stock.

Share Repurchases and Dividends

        Our board of directors has authorized up to $1.2 billion in repurchases of our common stock. All repurchases are subject to stock price, market conditions, corporate and legal requirements and other factors. As of June 30, 2013, we had a remaining amount available for repurchase under our share repurchase program of $66.0 million, which represents approximately 1% in the aggregate of our outstanding common stock based on the closing stock price on such date.

        In February 2010, our board of directors adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. Declaration and payment of future quarterly dividends is at the discretion of our board of directors. We may pay certain distributions in the form of cash and common stock if we are successful in converting to a REIT. In

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fiscal year 2012 and in the first six months of 2013, our board of directors declared the following dividends:

Declaration Date	Dividend Per Share		Record Date	Total Amount		Payment Date
March 8, 2012	$	0.2500	March 23, 2012	$	42,791	April 13, 2012
June 5, 2012		0.2700	June 22, 2012		46,336	July 13, 2012
September 6, 2012		0.2700	September 25, 2012		46,473	October 15, 2012
October 11, 2012		4.0600	October 22, 2012		700,000	November 21, 2012
December 14, 2012		0.2700	December 26, 2012		51,296	January 17, 2013
March 14, 2013		0.2700	March 25, 2013		51,460	April 15, 2013
June 6, 2013		0.2700	June 25, 2013		51,597	July 15, 2013

Potential REIT Conversion

        In April 2011, we announced a three-year strategic plan that included stockholder payouts through a combination of share buybacks, ongoing quarterly dividends and potential one-time dividends of approximately $2.2 billion through 2013, with approximately $1.2 billion to be paid out by May 2012. We fulfilled the commitment to return $1.2 billion of capital to stockholders by May 2012. The Conversion Plan, however, includes several modifications to the previously announced stockholder payout plan. In accordance with tax rules applicable to REIT conversions, we anticipate making distributions to stockholders of our accumulated earnings and profits which is estimated to be approximately $1.2 billion to $1.7 billion (collectively, the "E&P Distribution"), assuming we convert to a REIT beginning January 1, 2014. We expect to pay the E&P Distribution in a combination of common stock and cash, with at least 80% of the E&P Distribution in the form of common stock and up to 20% in cash. On October 11, 2012, we announced the declaration by our board of directors of a special dividend of $700 million (the "Special Dividend") payable, at the election of the stockholders, in either common stock or cash to stockholders of record as of October 22, 2012 (the "Record Date"). The Special Dividend, which is a portion of the E&P Distribution, was paid in a combination of common stock and cash on November 21, 2012 (the "Distribution Date") to stockholders of record as of the Record Date. If we are successful in converting to a REIT, we anticipate that the balance of any additional E&P Distribution will be paid out over several years beginning in the year we convert to a REIT based, in part, on IRS rules and the timing of the conversions of additional international operations into the REIT structure during or after our first year as a REIT. Stockholders elected to be paid their pro rata portion of the Special Dividend in all common stock or cash. The total amount of cash paid to all stockholders associated with the Special Dividend was approximately $140.0 million (including cash paid in lieu of fractional shares). Our shares of common stock were valued for purposes of the Special Dividend based upon the average closing price on the three trading days following November 14, 2012, or $32.87 per share, and we issued approximately 17.0 million shares of common stock in the Special Dividend, and the total value of common stock paid to all stockholders associated with the Special Dividend was approximately $560.0 million. These shares will impact weighted average shares outstanding from the date of issuance, thus impacting our earnings per share data prospectively from the Distribution Date. With regard to our levels of indebtedness, we plan to operate within our target leverage ratio range of 3x - 4x EBITDA (as defined in our revolving credit facilities). We may, however, temporarily operate above the high end of this range due to the timing of cash outlays related to the Conversion Plan.

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        There are significant tax payments and other costs associated with implementing the Conversion Plan, and certain tax liabilities may be incurred regardless of whether we ultimately succeed in converting to a REIT. In addition, we must undertake major modifications to our internal systems, including accounting, information technology and real estate, in order to convert to a REIT. We currently estimate that we will incur approximately $375.0 million to $475.0 million in costs to support the Conversion Plan, including approximately $225.0 million to $275.0 million of related tax payments associated with a change in our method of depreciating and amortizing various assets, including certain of our racking structures, from our current method to methods that are consistent with the characterization of such assets as real property. The total tax on recapture of depreciation and amortization expenses across all relevant assets is expected to be paid out over up to five years beginning in 2012, with approximately $80.0 million paid in 2012. These tax liabilities were already reflected as long-term deferred income taxes on our Consolidated Balance Sheets. As such, there will be no income statement impact associated with the payment of these tax liabilities. However, we have reclassified approximately $123.9 million of long-term deferred income tax liabilities to current deferred income taxes (included within accrued expenses within current liabilities) and prepaid and other assets (included within current assets) within our Consolidated Balance Sheets as of December 31, 2012. In 2013, we expect to reclassify another $41.3 million of long-term deferred income tax liabilities to current deferred income taxes of which $20.7 million was reclassified as of June 30, 2013. Additionally, we currently estimate the incremental operating and capital expenditures associated with the Conversion Plan through 2014 to be approximately $150.0 million to $200.0 million. Of these amounts, approximately $47.0 million was incurred in 2012, including approximately $12.5 million of capital expenditures. Additionally, approximately $62.8 million was incurred in the first six months of 2013, including approximately $14.3 million of capital expenditures.

Financial Instruments and Debt

        Financial instruments that potentially subject us to market risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily U.S. Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of June 30, 2013 relate to cash and cash equivalents and restricted cash held on deposit with five global banks and six "Triple A" rated money market funds, all of which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund to a maximum of $50.0 million or in any one financial institution to a maximum of $75.0 million. As of June 30, 2013, our cash and cash equivalents and restricted cash balance was $292.5 million, including money market funds and time deposits amounting to $231.2 million. A substantial portion of the money market funds is invested in U.S. Treasuries.

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        We are highly leveraged and expect to continue to be highly leveraged for the foreseeable future. Our consolidated debt as of June 30, 2013 comprised the following (in thousands):

Revolving Credit Facility(1)	$	187,700
Term Loan Facility(1)		450,000
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)		228,180
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(3)		166,338
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)		49,848
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)		330,338
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)		400,000
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)		300,000
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)		548,604
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)		1,000,000
Real Estate Mortgages, Capital Leases and Other		277,692
Total Long-term Debt		3,938,700
Less Current Portion(4)		(324,682	)
Long-term Debt, Net of Current Portion	$	3,614,018

(1)

The capital stock or other equity interests of most of our U.S. 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 of subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Iron Mountain Canada Operations ULC (f/k/a Iron Mountain Canada Corporation) ("Canada Company") and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company.

(2)

Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect 100% owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company and the remainder of our subsidiaries do not guarantee the Parent Notes.

(3)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 6 to Notes to Consolidated Financial Statements.

(4)

Includes $228,180 of the 7¹/4% Notes which are due on April 15, 2014.

        On June 27, 2011, we entered into a credit agreement that consists of (1) revolving credit facilities under which we can borrow, subject to certain limitations as defined in the credit agreement, up to an aggregate amount of $725.0 million (including Canadian dollars, British pounds sterling and Euros, among other currencies) (the "Revolving Credit Facility") and (2) a $500.0 million term loan facility (the "Term Loan Facility", and collectively with the Revolving Credit Facility, the "Credit Agreement"). We have the right to request an increase in the aggregate amount available to be borrowed under the Credit Agreement up to a maximum of $1.8 billion. The Revolving Credit Facility is supported by a group of 19 banks. IMI, Iron Mountain Information Management, LLC. ("IMIM"), Canada Company, Iron Mountain Europe (Group) Limited, Iron Mountain Australia Pty Ltd., Iron Mountain Switzerland Gmbh and any other subsidiary of IMIM designated by IMIM (the "Other Subsidiaries") may, with the consent of the administrative agent, as defined in the Credit Agreement, borrow under certain of the following tranches of the Revolving Credit Facility: (1) tranche one in the amount of $400.0 million is

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available to IMI and IMIM in U.S. dollars, British pounds sterling and Euros, (2) tranche two in the amount of $150.0 million is available to IMI or IMIM in either U.S. dollars or Canadian dollars and available to Canada Company in Canadian dollars and (3) tranche three in the amount of $175.0 million is available to IMI or IMIM and the Other Subsidiaries in U.S. dollars, Canadian dollars, British pounds sterling, Euros and Australian dollars, among others. The Revolving Credit Facility terminates on June 27, 2016, at which point all revolving credit loans under such facility become due. With respect to the Term Loan Facility, loan payments are required through maturity on June 27, 2016 in equal quarterly installments of the aggregate annual amounts based upon the following percentage of the original principal amount in the table below (except that each of the first three quarterly installments in the fifth year shall be 10% of the original principal amount and the final quarterly installment in the fifth year shall be 35% of the original principal):

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

        The Term Loan Facility may be prepaid without penalty or premium, in whole or in part, at any time. IMI and IMIM guarantee the obligations of each of the subsidiary borrowers. The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure the Credit Agreement, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Canada Company and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company. 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 certain financial ratios. 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 0.3% to 0.5% based on certain financial ratios. There are also fees associated with any outstanding letters of credit. As of June 30, 2013, we had $187.7 million of outstanding borrowings under the Revolving Credit Facility, all of which was denominated in U.S. dollars; we also had various outstanding letters of credit totaling $2.3 million. The remaining availability under the Revolving Credit Facility on June 30, 2013, based on IMI's leverage ratio, which is calculated based on the last 12 months' earnings before interest, taxes, depreciation and amortization ("EBITDA"), and other adjustments as defined in the Credit Agreement and current external debt, was $535.0 million. The average interest rate in effect under the Revolving Credit Facility was 2.5% and ranged from 2% to 4% as of June 30, 2013. The interest rate in effect under the Term Loan Facility was 2.0% as of June 30, 2013.

        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, as well as our indentures, uses EBITDA-based calculations as primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's revolving credit and term leverage ratio was 3.93 and 4.06 as of December 31, 2012 and June 30, 2013, respectively, compared to a maximum allowable ratio of 5.50 under the Credit Agreement. Similarly, IMI's bond leverage ratio, per the indentures, was 5.33 and 4.92 as of December 31, 2012 and June 30, 2013, respectively, compared to a maximum allowable ratio of 6.50. IMI's revolving credit and term loan fixed charge coverage ratio was 1.33 and 1.37 as of

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December 31, 2012 and June 30, 2013, respectively, compared to a minimum allowable ratio of 1.20 and 1.00 as of December 31, 2012 and June 30, 2013, respectively, under the Credit Agreement. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

        Our ability to pay interest on or to refinance our indebtedness depends on our future performance, working capital levels and capital structure, which are subject to general economic, financial, competitive, legislative, regulatory and other factors which may be beyond our control. There can be no assurance that we will generate sufficient cash flow from our operations or that future financings will be available on acceptable terms or in amounts sufficient to enable us to service or refinance our indebtedness or to make necessary capital expenditures.

Acquisitions

        In June 2013, in order to further enhance our existing operations in Brazil, we acquired the stock of Archivum Comercial Ltda. and AMG Comercial Ltda., storage rental and records management businesses in Sao Paulo Brazil, in a single transaction for an aggregate purchase price of approximately $29.0 million. Included in the purchase price is approximately $2.9 million held in escrow to secure a working capital adjustment and the indemnification obligations of the former owners of the businesses to us.

        In May 2013, we acquired a storage rental and records management business in Texas with locations in Michigan, Texas and Florida, in a cash transaction for a purchase price of approximately $25.0 million. Included in the purchase price is approximately $1.6 million held in escrow to secure a working capital adjustment. The amounts held in escrow for purposes of the working capital adjustment will be distributed either to us or the former owners based on the final agreed upon working capital amount.

Contractual Obligations

        We expect to meet our cash flow requirements for the next twelve months from cash generated from operations, existing cash, cash equivalents, borrowings under the Credit Agreement and other financings, which may include senior subordinated notes, secured credit facilities, securitizations and mortgage or capital lease financings, and the issuance of equity. We expect to meet our long-term cash flow requirements using the same means described above. If we convert to a REIT, we expect our long-term capital allocation strategy will naturally shift toward increased use of equity to support lower leverage, though our leverage may increase in the short-term to fund the costs of the Conversion Plan.

Net Operating Losses and Foreign Tax Credit Carryforwards

        We have federal net operating loss carryforwards, which expire in 2020 through 2025, of $25.9 million ($9.1 million, tax effected) at June 30, 2013 to reduce future federal taxable income. We have assets for state net operating losses of $9.4 million (net of federal tax benefit), which expire in 2013 through 2025, subject to a valuation allowance of approximately 83%. We have assets for foreign net operating losses of $47.9 million, with various expiration dates (and in some cases no expiration date), subject to a valuation allowance of approximately 96%. We also have foreign tax credits of $47.0 million, which expire in 2017 through 2020, subject to a valuation allowance of approximately 70%.

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Inflation

        Certain of our expenses, such as wages and benefits, insurance, occupancy costs and equipment repair and replacement, are subject to normal inflationary pressures. Although to date we have been able to offset inflationary cost increases through increased operating efficiencies and the negotiation of favorable long-term real estate leases, we can give no assurance that we will be able to offset any future inflationary cost increases through similar efficiencies, leases or increased storage rental or service charges.

Item 4.    Controls and Procedures

Disclosure Controls and Procedures

        The term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These rules refer to the controls and other procedures of a company that are designed to ensure that information is recorded, processed, summarized and communicated to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding what is required to be disclosed by a company in the reports that it files under the Exchange Act. As of June 30, 2013 (the "Evaluation Date"), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

        Our management, with the participation of our principal executive officer and principal financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our internal control system is designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements.

        There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) under the Securities Act of 1934) during the quarter ended June 30, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Part II. Other Information

Item 1A.    Risk Factors

        Our businesses face many risks. You should carefully consider the risks and uncertainties described below and under "Forward Looking Statements" in this Quarterly Report on Form 10-Q, as well as in Part I—Item 1A under the heading "Risk Factors" and the information contained under the heading "Cautionary Note Regarding Forward-Looking Statements" in our Annual Report on Form 10-K filed on March 1, 2013, and the other information included or incorporated by reference in this Quarterly Report on Form 10-Q and in other documents that we file with the SEC from time to time before making an investment decision regarding our securities. If any of these risks actually occurs, our businesses, financial condition or results of operations could suffer and the trading price of our debt or equity securities could decline.

        The information presented below updates and should be read in connection with the risk factors and information disclosed in the Annual Report on Form 10-K filed on March 1, 2013.

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Although following our strategic review process we have chosen to pursue conversion to a REIT, we may not be successful in converting to a REIT effective January 1, 2014, or at all.

        As previously announced, in June 2011 we formed the Strategic Review Special Committee of our board of directors to evaluate, among other things, ways to maximize stockholder value through alternative financing, capital, and tax strategies, including evaluating a potential conversion to a REIT (the "Conversion Plan"). In June 2012, our board of directors unanimously approved the Conversion Plan.

        One of the conditions that must be met in order to complete the conversion to a REIT is obtaining favorable PLRs from the IRS. We cannot provide any assurances that the IRS will ultimately provide us with favorable PLRs or that favorable PLRs will be received in a timely manner for us to convert successfully to a REIT as of January 1, 2014. In this regard, in the course of our communications with the IRS relating to our PLR requests, the IRS informed us that it formed an internal working group to study the current legal standards the IRS uses to define "real estate" for purposes of the REIT provisions of the Code and what changes or refinements, if any, should be made to those current legal standards. We cannot predict when the IRS working group will complete its study, the scope or outcome of the study, or how that outcome will impact the IRS's ruling on our PLR requests, though we believe that the formation of, and the study undertaken by, the working group will delay the anticipated timing of a definitive response from the IRS to some, if not all, of our pending PLR requests. The IRS may dissolve the working group at any time, and the study may be expanded, narrowed, extended or terminated by the IRS without notice to us. The IRS also informed us that it was "tentatively adverse" to ruling that our racking structures constitute "real estate" for REIT purposes. Once the working group study is complete, we expect the IRS will analyze whether our racking structures constitute "real estate" for REIT purposes under the existing legal standards or any changed or refined legal standards that may be developed by the working group.

        There are other significant implementation and operational complexities to address in connection with converting to a REIT, including obtaining favorable PLRs from the IRS as discussed above, completing internal reorganizations, modifying accounting, information technology and real estate systems, receiving stockholder approvals, refinancing our revolving credit and term loan facilities and making required stockholder payouts, and the timing and outcome of many of these are outside our control. Further, changes in legislation or the federal tax rules could adversely impact our ability to convert to a REIT and/or the attractiveness of converting to a REIT. Similarly, even if we are able to satisfy the existing REIT requirements, the tax laws, regulations and interpretations governing REITs may change at any time in ways that could be disadvantageous to us.

        Even if the transactions necessary to implement REIT conversion are effected, including receipt of favorable PLRs, our board of directors may decide not to elect REIT status, or to delay such election, if it determines in its sole discretion that it is not in the best interests of our stockholders. We can provide no assurance if or when conversion to a REIT will be successful. Furthermore, if we do convert, the effective date of the REIT conversion could be delayed beyond January 1, 2014, in which event we could not elect REIT status until the taxable year beginning January 1, 2015, at the earliest.

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds

        We did not sell any unregistered securities during the three months ended June 30, 2013, nor did we repurchase any shares of our common stock during the three months ended June 30, 2013. As of June 30, 2013, we had approximately $66.0 million available for future repurchase under our authorized stock repurchase program.

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Item 6.    Exhibits

(a)   Exhibits

        Certain exhibits indicated below are incorporated by reference to documents we have filed with the Commission.

Exhibit No.		Description
	12	Statement re: Computation of Ratios. (Filed herewith.)
	31.1	Rule 13a-14(a) Certification of Chief Executive Officer. (Filed herewith.)
	31.2	Rule 13a-14(a) Certification of Chief Financial Officer. (Filed herewith.)
	32.1	Section 1350 Certification of Chief Executive Officer. (Filed herewith.)
	32.2	Section 1350 Certification of Chief Financial Officer. (Filed herewith.)
	101.1	The following materials from Iron Mountain Incorporated's Quarterly Report on Form 10-Q for the quarter ended June 30 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and in detail. (Filed herewith.)

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SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	IRON MOUNTAIN INCORPORATED
August 1, 2013	By:	/s/ BRIAN P. MCKEON
(DATE)		Brian P. McKeon Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

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EX-12

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EXHIBIT 12

IRON MOUNTAIN INCORPORATED

STATEMENT OF THE CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES

(Dollars in thousands)

	Year Ended December 31,										Six Months Ended June 30,
	2008		2009		2010		2011		2012		2012		2013
Earnings:
Income from Continuing Operations before Provision for Income Taxes	$	240,766	$	345,279	$	334,222	$	352,900	$	298,366	$	176,738	$	110,526
Add: Fixed Charges		309,991		292,860		284,052		286,241		326,261		157,246		166,239
	$	550,757	$	638,139	$	618,274	$	639,141	$	624,627	$	333,984	$	276,765
Fixed Charges:
Interest Expense, Net	$	219,989	$	212,545	$	204,559	$	205,256	$	242,599	$	117,000	$	126,171
Interest Portion of Rent Expense		90,002		80,315		79,493		80,985		83,662		40,246		40,068
	$	309,991	$	292,860	$	284,052	$	286,241	$	326,261	$	157,246	$	166,239
Ratio of Earnings to Fixed Charges		1.8x		2.2x		2.2x		2.2x		1.9x		2.1x		1.7x

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EXHIBIT 12

IRON MOUNTAIN INCORPORATED
STATEMENT OF THE CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES
(Dollars in thousands)

EX-31.1

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EXHIBIT 31.1

CERTIFICATIONS

I, William L. Meaney, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Iron Mountain Incorporated;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.

The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 1, 2013

/s/ WILLIAM L. MEANEY
William L. Meaney
President and Chief Executive Officer

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EXHIBIT 31.1

CERTIFICATIONS

EX-31.2

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EXHIBIT 31.2

CERTIFICATIONS

I, Brian P. McKeon, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Iron Mountain Incorporated;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.

The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 1, 2013

/s/ BRIAN P. MCKEON
Brian P. McKeon
Chief Financial Officer

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EXHIBIT 31.2

CERTIFICATIONS

EX-32.1

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EXHIBIT 32.1

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

        In connection with the filing of the Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 (the "Report") by Iron Mountain Incorporated (the "Company"), the undersigned, as the President and Chief Executive Officer of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

        1.     the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and

        2.     the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 1, 2013

/s/ WILLIAM L. MEANEY
William L. Meaney
President and Chief Executive Officer

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EXHIBIT 32.1

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

EX-32.2

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EXHIBIT 32.2

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

        In connection with the filing of the Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 (the "Report") by Iron Mountain Incorporated (the "Company"), the undersigned, as the Chief Financial Officer of the Company, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

        1.     the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and

        2.     the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 1, 2013

/s/ BRIAN P. MCKEON
Brian P. McKeon
Chief Financial Officer

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EXHIBIT 32.2

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

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Segment Information

6 Months Ended

Jun. 30, 2013

Segment Information

Segment Information

(7) Segment Information

        Our reportable operating segments and Corporate are described as follows:

• •

  North American Business—storage and information management services throughout the United States and Canada, including the storage of paper documents, as well as other media such as microfilm and microfiche, master audio and videotapes, film, X-rays and blueprints, including healthcare information services, vital records services, service and courier operations, and the collection, handling and disposal of sensitive documents for corporate customers ("Hard Copy"); the storage and rotation of backup computer media as part of corporate disaster recovery plans, including service and courier operations ("Data Protection & Recovery"); information destruction services ("Destruction"); the scanning, imaging and document conversion services of active and inactive records ("DMS"); the storage, assembly, and detailed reporting of customer marketing literature and delivery to sales offices, trade shows and prospective customers' sites based on current and prospective customer orders; and technology escrow services that protect and manage source code.

  •

  International Business—storage and information management services throughout Europe, Latin America and Asia Pacific, including Hard Copy, Data Protection & Recovery, Destruction and DMS. Our European operations provide Hard Copy, Data Protection & Recovery and DMS throughout Europe, and Destruction services are primarily provided in the United Kingdom and Ireland. Our Latin America operations provide Hard Copy, Data Protection & Recovery, Destruction and DMS throughout Argentina, Brazil, Chile, Mexico and Peru. Our Asia Pacific operations provide Hard Copy, Data Protection & Recovery, Destruction and DMS throughout Australia, with Hard Copy and Data Protection & Recovery services also provided in certain cities in India, Singapore, Hong Kong-SAR and China.

  •

  Corporate—consists of costs related to executive and staff functions, including finance, human resources and information technology, which benefit the enterprise as a whole. These costs are primarily related to the general management of these functions on a corporate level and the design and development of programs, policies and procedures that are then implemented in the individual segments, with each segment bearing its own cost of implementation. Corporate also includes stock-based employee compensation expense associated with all Employee Stock-Based Awards.

        An analysis of our business segment information and reconciliation to the accompanying Consolidated Financial Statements is as follows:

	North American Business		International Business		Corporate			Total Consolidated
Three Months Ended June 30, 2012
Total Revenues	$	551,879	$	200,286	$	—		$	752,165
Depreciation and Amortization		45,272		24,364		7,874			77,510
Depreciation		42,134		19,631		7,841			69,606
Amortization		3,138		4,733		33			7,904
Adjusted OIBDA		236,268		42,325		(39,655	)		238,938
Expenditures for Segment Assets		29,932		122,181		2,940			155,053
Capital Expenditures		25,763		22,742		2,940			51,445
Cash Paid for Acquisitions, Net of Cash Acquired		225		98,247		—			98,472
Additions to Customer Relationship and Acquisition Costs		3,944		1,192		—			5,136
Three Months Ended June 30, 2013
Total Revenues		549,018		205,703		—			754,721
Depreciation and Amortization		46,029		25,963		6,936			78,928
Depreciation		42,588		20,328		6,903			69,819
Amortization		3,441		5,635		33			9,109
Adjusted OIBDA		231,810		52,909		(52,049	)		232,670
Expenditures for Segment Assets		60,543		48,292		10,478			119,313
Capital Expenditures		34,081		18,263		10,478			62,822
Cash Paid for Acquisitions, Net of Cash Acquired		23,412		29,454		—			52,866
Additions to Customer Relationship and Acquisition Costs		3,050		575		—			3,625
Six Months Ended June 30, 2012
Total Revenues		1,104,189		394,474		—			1,498,663
Depreciation and Amortization		89,787		49,770		15,961			155,518
Depreciation		83,531		40,331		15,893			139,755
Amortization		6,256		9,439		68			15,763
Adjusted OIBDA		462,615		85,885		(87,011	)		461,489
Total Assets(1)		4,188,837		1,740,542		157,833			6,087,212
Expenditures for Segment Assets		69,268		142,475		11,052			222,795
Capital Expenditures		53,696		42,613		11,052			107,361
Cash Paid for Acquisitions, Net of Cash Acquired		9,043		98,247		—			107,290
Additions to Customer Relationship and Acquisition Costs		6,529		1,615		—			8,144
Six Months Ended June 30, 2013
Total Revenues		1,091,496		410,256		—			1,501,752
Depreciation and Amortization		91,397		52,969		14,763			159,129
Depreciation		84,457		40,760		14,697			139,914
Amortization		6,940		12,209		66			19,215
Adjusted OIBDA		455,082		100,807		(95,743	)		460,146
Total Assets(1)		4,317,389		1,792,933		224,497			6,334,819
Expenditures for Segment Assets		110,324		81,320		27,649			219,293
Capital Expenditures		80,811		49,780		27,649			158,240
Cash Paid for Acquisitions, Net of Cash Acquired		23,338		29,454		—			52,792
Additions to Customer Relationship and Acquisition Costs		6,175		2,086		—			8,261

(1)

Excludes all intercompany receivables or payables and investment in subsidiary balances.

        The accounting policies of the reportable segments are the same as those described in Note 2. Adjusted OIBDA for each segment is defined as operating income before depreciation, amortization, intangible impairments, (gain) loss on disposal/write-down of property, plant and equipment, net and REIT Costs (defined below) directly attributable to the segment. Internally, we use Adjusted OIBDA as the basis for evaluating the performance of, and allocating resources to, our operating segments.

        A reconciliation of Adjusted OIBDA to operating income on a consolidated basis is as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
Adjusted OIBDA	$	238,938		$	232,670		$	461,489	$	460,146
Less: Depreciation and Amortization		77,510			78,928			155,518		159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(607	)		(1,663	)		112		(2,202	)
REIT Costs(1)		3,348			23,536			5,359		48,508
Operating Income	$	158,687		$	131,869		$	300,500	$	254,711

(1)

Includes costs associated with our 2011 proxy contest, the work of the Strategic Review Special Committee of the board of directors and the proposed REIT conversion ("REIT Costs").

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Discontinued Operations (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Summarized results of operations
(Loss) Income from Discontinued Operations, Net of Tax	$ (98)	$ (639)	$ 2,086	$ (5,732)
Loss on Sale of Discontinued Operations, Net of Tax		(1,885)		(1,885)
Total (Loss) Income from Discontinued Operations and Sale, Net of Tax	(98)	(2,524)	2,086	(7,617)
Worldwide Digital Operations
Summarized results of operations
(Loss) Income Before Provision (Benefit) for Income Taxes of Discontinued Operations	15	(377)	103	378
Provision (Benefit) for Income Taxes	(9)		(2)	291
(Loss) Income from Discontinued Operations, Net of Tax	24	(377)	105	87
Italian Operations
Summarized results of operations
Total Revenues				2,138
(Loss) Income Before Provision (Benefit) for Income Taxes of Discontinued Operations	(164)	(262)	2,548	(6,386)
Provision (Benefit) for Income Taxes	(42)		567	(567)
(Loss) Income from Discontinued Operations, Net of Tax	(122)	(262)	1,981	(5,819)
Loss on Sale of Discontinued Operations		(1,885)		(1,885)
Loss on Sale of Discontinued Operations, Net of Tax		(1,885)		(1,885)
Total (Loss) Income from Discontinued Operations and Sale, Net of Tax	$ (122)	$ (2,147)	$ 1,981	$ (7,704)

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CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	0 Months Ended							3 Months Ended		6 Months Ended
	Jun. 06, 2013	Mar. 14, 2013	Dec. 14, 2012	Oct. 11, 2012	Sep. 06, 2012	Jun. 05, 2012	Mar. 08, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenues:
Storage rental								$ 441,571	$ 433,436	$ 884,040	$ 858,777
Service								313,150	318,729	617,712	639,886
Total Revenues								754,721	752,165	1,501,752	1,498,663
Operating Expenses:
Cost of sales (excluding depreciation and amortization)								321,056	313,060	642,132	628,358
Selling, general and administrative								224,531	203,515	447,982	414,175
Depreciation and amortization								78,928	77,510	159,129	155,518
(Gain) Loss on disposal/write-down of property, plant and equipment, net								(1,663)	(607)	(2,202)	112
Total Operating Expenses								622,852	593,478	1,247,041	1,198,163
Operating Income (Loss)								131,869	158,687	254,711	300,500
Interest Expense, Net (includes Interest Income of $810 and $818 for the three months ended and $1,355 and $1,043 for the six months ended June 30, 2012 and 2013, respectively)								62,989	58,216	126,171	117,000
Other Expense (Income), Net								15,275	10,066	18,014	6,762
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes								53,605	90,405	110,526	176,738
Provision (Benefit) for Income Taxes								26,067	48,964	64,638	74,224
Income (Loss) from Continuing Operations								27,538	41,441	45,888	102,514
(Loss) Income from Discontinued Operations, Net of Tax								(98)	(639)	2,086	(5,732)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax									(1,885)		(1,885)
Net Income (Loss)								27,440	38,917	47,974	94,897
Less: Net Income (Loss) Attributable to Noncontrolling Interests								876	862	2,024	1,492
Net Income (Loss) Attributable to Iron Mountain Incorporated								$ 26,564	$ 38,055	$ 45,950	$ 93,405
Earnings (Losses) per Share-Basic:
Income (Loss) from Continuing Operations (in dollars per share)								$ 0.14	$ 0.24	$ 0.24	$ 0.60
Total (Loss) Income from Discontinued Operations (in dollars per share)								$ 0.00	$ (0.01)	$ 0.01	$ (0.04)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)								$ 0.14	$ 0.22	$ 0.24	$ 0.55
Earnings (Losses) per Share-Diluted:
Income (Loss) from Continuing Operations (in dollars per share)								$ 0.14	$ 0.24	$ 0.24	$ 0.60
Total (Loss) Income from Discontinued Operations (in dollars per share)								$ 0.00	$ (0.01)	$ 0.01	$ (0.04)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)								$ 0.14	$ 0.22	$ 0.24	$ 0.54
Weighted Average Common Shares Outstanding-Basic (in shares)								190,823	171,296	190,518	171,308
Weighted Average Common Shares Outstanding-Diluted (in shares)								192,569	172,231	192,339	172,227
Dividends Declared per Common Share (in dollars per share)	$ 0.2700	$ 0.2700	$ 0.2700	$ 4.0600	$ 0.2700	$ 0.2700	$ 0.2500	$ 0.2700	$ 0.2700	$ 0.5400	$ 0.5200

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
CONSOLIDATED STATEMENTS OF CASH FLOWS
Deferred financing costs and bond discount included in Amortization	$ 3,774	$ 3,444

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Acquisitions (Tables)

6 Months Ended

Jun. 30, 2013

Acquisitions

Summary of cumulative consideration paid for acquisitions and preliminary allocation of purchase price

        A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for acquisitions in 2013 through June 30, 2013 is as follows:

Cash Paid (gross of cash acquired)	$	52,866	(1)
Total Consideration		52,866
Fair Value of Identifiable Assets Acquired:
Cash, Accounts Receivable, Prepaid Expense, Deferred Income Taxes and Other		3,176
Property, Plant and Equipment(2)		4,544
Customer Relationship Assets(3)		28,117
Other Assets		131
Liabilities Assumed and Deferred Income Taxes(4)		(10,691	)
Total Fair Value of Identifiable Net Assets Acquired		25,277
Goodwill Initially Recorded	$	27,589

(1)

Included in cash paid for acquisitions in the accompanying Consolidated Statements of Cash Flows for the six months ended June 30, 2013 is cash received of $74 related to acquisitions made in previous years.

(2)

Consists primarily of racking structures, leasehold improvements and computer hardware and software.

(3)

The weighted average lives of customer relationship assets associated with acquisitions to date in 2013 was 20 years.

(4)

Consists primarily of accounts payable, accrued expenses, notes payable, deferred revenue and deferred income taxes.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies

Commitments and Contingencies

(8) 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 estimable. 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 estimable, 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 $38,000 over the next several years.

b.

Government Contract Billing Matter

        Since October 2001, we have provided services to the U.S. Government under several General Services Administration ("GSA") multiple award schedule contracts (the "Schedules"). From October 1, 2001 through June 30, 2013, we billed approximately $68,500 under the Schedules. The earliest of the Schedules was renewed in October 2006 with certain modifications to its terms. The Schedules contain a price reductions clause ("Price Reductions Clause") that requires us to offer to reduce the prices billed under the Schedules to correspond to the prices billed to certain benchmark commercial customers. In 2011, we initiated an internal review covering the contract period commencing in October 2006, and we discovered potential non-compliance with the Price Reductions Clause. We voluntarily disclosed the potential non-compliance for that period to the GSA and its Office of Inspector General ("OIG") in June 2011.

        In April 2012, the U.S. Government sent us a subpoena seeking information that substantially overlaps with the subjects that are covered by the voluntary disclosure process that we initiated with the GSA and OIG in June 2011, except that the subpoena seeks information dating back to 2000, including the initial GSA Schedule period of 2001 to 2006, and seeks information about non-GSA federal and state and local customers. Despite the substantial overlap, we understand that the subpoena relates to a separate inquiry, under the civil False Claims Act, that has been initiated independent of the GSA and OIG voluntary disclosure matter.

        We continue to review this matter and provide the U.S. Government with information, including pricing practices and the proposed pricing adjustment amount to be refunded. The U.S. Government, however, may not agree with our determination of the refund amount and may request additional pricing adjustments, refunds, civil penalties, up to treble damages and/or interest.

        Given the above, it is reasonably possible that an adjustment to our estimates may be required in the future as a result of updated facts and circumstances. To the extent that an adjustment to our estimates is necessary in a future period, we will assess, at that time, whether the adjustment is a result of a change in estimate or the correction of an error. A change in estimate would be reflected as an adjustment through the then-current period statement of operations. A correction of an error would require a quantitative and qualitative analysis to determine the approach to correcting the error. A correction of an error could be reflected in the then-current period statement of operations or as a restatement of prior period financial information, depending upon the underlying facts and circumstances and our quantitative and qualitative analysis.

c.

State of Massachusetts Assessment

        During the third quarter of 2012, we applied for abatement of assessments from the state of Massachusetts. The assessments related to a corporate excise audit of the 2004 through 2006 tax years in the aggregate amount of $8,191, including tax, interest and penalties through the assessment date. The applications for abatement were denied during the third quarter of 2012. On October 19, 2012 we filed petitions with the Massachusetts Appellate Tax Board challenging the assessments. We intend to defend this matter vigorously at the Massachusetts Appellate Tax Board. In addition, during the second quarter of 2013, Massachusetts assessed tax for the 2007 and 2008 tax years in the aggregate amount of $4,120, including tax, interest and penalties through the assessment date. The assessment is for issues consistent with those assessed in the earlier years. On July 19, 2013, we filed an application for abatement for the 2007 and 2008 tax years. The state has recently begun an audit of the 2009-2011 tax years.

d.

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 continue to assess the impact of the fire, and, 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 have been sued by three customers, and have received correspondence from other customers, under various theories of liabilities. 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 and cash flows. As discussed in Note 10, we sold our Italian operations on April 27, 2012, and we indemnified the buyers related to certain obligations and contingencies associated with the fire.

        Our policy related to business interruption insurance recoveries is to record gains within other (income) expense, net in our consolidated statement of operations and proceeds received within cash flows from operating activities in our consolidated statement of cash flows. Such amounts are recorded in the period the cash is received. Our policy with respect to involuntary conversion of property, plant and equipment is to record any gain or loss within (gain) loss on disposal/write-down of property, plant and equipment, net within operating income in our consolidated statement of operations and proceeds received within cash flows from investing activities within our consolidated statement of cash flows. Losses are recorded when incurred and gains are recorded in the period when the cash received exceeds the carrying value of the related property, plant and equipment. As a result of the sale of the Italian operations, statements of operation and cash flow impacts related to the fire will be reflected as discontinued operations.

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Details 3) (USD $) In Thousands, unless otherwise specified	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 21, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations				$ 212,948	$ 216,855
Cash Flows from Operating Activities-Discontinued Operations				953	(4,665)
Cash Flows from Operating Activities				213,901	212,190
Cash Flows from Investing Activities:
Capital expenditures		(62,822)	(51,445)	(158,240)	(107,361)
Cash paid for acquisitions, net of cash acquired		(52,866)	(98,472)	(52,792)	(107,290)
Investment in restricted cash				(1)	(1,502)
Additions to customer relationship and acquisition costs		(3,625)	(5,136)	(8,261)	(8,144)
Proceeds from sales of property and equipment and other, net				2,899	1,862
Cash Flows from Investing Activities-Continuing Operations				(216,395)	(222,435)
Cash Flows from Investing Activities-Discontinued Operations				(18)	(6,136)
Cash Flows from Investing Activities				(216,413)	(228,571)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt				(987,166)	(1,768,694)
Proceeds from revolving credit and term loan facilities and other debt				1,099,939	1,888,264
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net				874	385
Stock repurchases					(38,052)
Parent cash dividends	(140,000)			(103,309)	(85,971)
Proceeds from exercise of stock options and employee stock purchase plan				14,897	11,029
Excess tax benefits from stock-based compensation				2,394	254
Payment of debt financing costs				(711)	(93)
Cash Flows from Financing Activities-Continuing Operations				26,918	7,122
Cash Flows from Financing Activities-Discontinued Operations					(39)
Cash Flows from Financing Activities				26,918	7,083
Effect of exchange rates on cash and cash equivalents				(8,955)	(317)
(Decrease) Increase in Cash and Cash Equivalents				15,451	(9,615)
Cash and Cash Equivalents, Beginning of Period				243,415	179,845
Cash and Cash Equivalents, End of Period		258,866	170,230	258,866	170,230
Parent
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations				(90,898)	(87,906)
Cash Flows from Operating Activities				(90,898)	(87,906)
Cash Flows from Investing Activities:
Intercompany loans to subsidiaries				193,217	234,913
Investment in subsidiaries				(16,300)	(36,193)
Investment in restricted cash				(1)	(1,502)
Cash Flows from Investing Activities-Continuing Operations				176,916	197,218
Cash Flows from Investing Activities				176,916	197,218
Cash Flows from Financing Activities:
Stock repurchases					(38,052)
Parent cash dividends				(103,309)	(85,971)
Proceeds from exercise of stock options and employee stock purchase plan				14,897	11,029
Excess tax benefits from stock-based compensation				2,394	254
Cash Flows from Financing Activities-Continuing Operations				(86,018)	(112,740)
Cash Flows from Financing Activities				(86,018)	(112,740)
(Decrease) Increase in Cash and Cash Equivalents					(3,428)
Cash and Cash Equivalents, Beginning of Period					3,428
Guarantors
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations				227,437	249,123
Cash Flows from Operating Activities-Discontinued Operations				(129)	(2,651)
Cash Flows from Operating Activities				227,308	246,472
Cash Flows from Investing Activities:
Capital expenditures				(104,352)	(55,276)
Cash paid for acquisitions, net of cash acquired				(23,338)	(9,043)
Intercompany loans to subsidiaries				(11,865)	(78,762)
Investment in subsidiaries				(16,300)	(36,193)
Additions to customer relationship and acquisition costs				(5,885)	(6,179)
Proceeds from sales of property and equipment and other, net				12	1,898
Cash Flows from Investing Activities-Continuing Operations				(161,728)	(183,555)
Cash Flows from Investing Activities-Discontinued Operations				(18)	(1,982)
Cash Flows from Investing Activities				(161,746)	(185,537)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt				(975,507)	(1,712,961)
Proceeds from revolving credit and term loan facilities and other debt				1,076,791	1,856,000
Intercompany loans from parent				(191,997)	(239,345)
Equity contribution from parent				16,300	36,193
Payment of debt financing costs				(469)	(93)
Cash Flows from Financing Activities-Continuing Operations				(74,882)	(60,206)
Cash Flows from Financing Activities				(74,882)	(60,206)
(Decrease) Increase in Cash and Cash Equivalents				(9,320)	729
Cash and Cash Equivalents, Beginning of Period				13,472	10,750
Cash and Cash Equivalents, End of Period		4,152	11,479	4,152	11,479
Canada Company
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations				16,649	19,935
Cash Flows from Operating Activities				16,649	19,935
Cash Flows from Investing Activities:
Capital expenditures				(3,917)	(7,000)
Additions to customer relationship and acquisition costs				(290)	(350)
Proceeds from sales of property and equipment and other, net				(3,191)	5
Cash Flows from Investing Activities-Continuing Operations				(7,398)	(7,345)
Cash Flows from Investing Activities				(7,398)	(7,345)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt				(1,613)	(1,447)
Intercompany loans from parent				2,282	(1,758)
Cash Flows from Financing Activities-Continuing Operations				669	(3,205)
Cash Flows from Financing Activities				669	(3,205)
Effect of exchange rates on cash and cash equivalents				(5,736)	344
(Decrease) Increase in Cash and Cash Equivalents				4,184	9,729
Cash and Cash Equivalents, Beginning of Period				103,500	68,907
Cash and Cash Equivalents, End of Period		107,684	78,636	107,684	78,636
Non-Guarantors
Cash Flows from Operating Activities:
Cash Flows from Operating Activities-Continuing Operations				59,760	35,703
Cash Flows from Operating Activities-Discontinued Operations				1,082	(2,014)
Cash Flows from Operating Activities				60,842	33,689
Cash Flows from Investing Activities:
Capital expenditures				(49,971)	(45,085)
Cash paid for acquisitions, net of cash acquired				(29,454)	(98,247)
Additions to customer relationship and acquisition costs				(2,086)	(1,615)
Proceeds from sales of property and equipment and other, net				6,078	(41)
Cash Flows from Investing Activities-Continuing Operations				(75,433)	(144,988)
Cash Flows from Investing Activities-Discontinued Operations					(4,154)
Cash Flows from Investing Activities				(75,433)	(149,142)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt				(10,046)	(54,286)
Proceeds from revolving credit and term loan facilities and other debt				23,148	32,264
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net				874	385
Intercompany loans from parent				8,363	84,952
Equity contribution from parent				16,300	36,193
Payment of debt financing costs				(242)
Cash Flows from Financing Activities-Continuing Operations				38,397	99,508
Cash Flows from Financing Activities-Discontinued Operations					(39)
Cash Flows from Financing Activities				38,397	99,469
Effect of exchange rates on cash and cash equivalents				(3,219)	(661)
(Decrease) Increase in Cash and Cash Equivalents				20,587	(16,645)
Cash and Cash Equivalents, Beginning of Period				126,443	96,760
Cash and Cash Equivalents, End of Period		147,030	80,115	147,030	80,115
Eliminations
Cash Flows from Investing Activities:
Intercompany loans to subsidiaries				(181,352)	(156,151)
Investment in subsidiaries				32,600	72,386
Cash Flows from Investing Activities-Continuing Operations				(148,752)	(83,765)
Cash Flows from Investing Activities				(148,752)	(83,765)
Cash Flows from Financing Activities:
Intercompany loans from parent				181,352	156,151
Equity contribution from parent				(32,600)	(72,386)
Cash Flows from Financing Activities-Continuing Operations				148,752	83,765
Cash Flows from Financing Activities				$ 148,752	$ 83,765

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Summary of Significant Accounting Policies (Details 9) (North American Business, Leased vehicles, USD $) In Thousands, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013
North American Business | Leased vehicles
Property, plant and equipment and long-lived assets
Gain (loss) on disposal/write-down of property, plant and equipment	$ 1,663	$ 2,202

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2013

Segment Information

Analysis of business segment information and reconciliation to the accompanying Consolidated Financial Statements

	North American Business		International Business		Corporate			Total Consolidated
Three Months Ended June 30, 2012
Total Revenues	$	551,879	$	200,286	$	—		$	752,165
Depreciation and Amortization		45,272		24,364		7,874			77,510
Depreciation		42,134		19,631		7,841			69,606
Amortization		3,138		4,733		33			7,904
Adjusted OIBDA		236,268		42,325		(39,655	)		238,938
Expenditures for Segment Assets		29,932		122,181		2,940			155,053
Capital Expenditures		25,763		22,742		2,940			51,445
Cash Paid for Acquisitions, Net of Cash Acquired		225		98,247		—			98,472
Additions to Customer Relationship and Acquisition Costs		3,944		1,192		—			5,136
Three Months Ended June 30, 2013
Total Revenues		549,018		205,703		—			754,721
Depreciation and Amortization		46,029		25,963		6,936			78,928
Depreciation		42,588		20,328		6,903			69,819
Amortization		3,441		5,635		33			9,109
Adjusted OIBDA		231,810		52,909		(52,049	)		232,670
Expenditures for Segment Assets		60,543		48,292		10,478			119,313
Capital Expenditures		34,081		18,263		10,478			62,822
Cash Paid for Acquisitions, Net of Cash Acquired		23,412		29,454		—			52,866
Additions to Customer Relationship and Acquisition Costs		3,050		575		—			3,625
Six Months Ended June 30, 2012
Total Revenues		1,104,189		394,474		—			1,498,663
Depreciation and Amortization		89,787		49,770		15,961			155,518
Depreciation		83,531		40,331		15,893			139,755
Amortization		6,256		9,439		68			15,763
Adjusted OIBDA		462,615		85,885		(87,011	)		461,489
Total Assets(1)		4,188,837		1,740,542		157,833			6,087,212
Expenditures for Segment Assets		69,268		142,475		11,052			222,795
Capital Expenditures		53,696		42,613		11,052			107,361
Cash Paid for Acquisitions, Net of Cash Acquired		9,043		98,247		—			107,290
Additions to Customer Relationship and Acquisition Costs		6,529		1,615		—			8,144
Six Months Ended June 30, 2013
Total Revenues		1,091,496		410,256		—			1,501,752
Depreciation and Amortization		91,397		52,969		14,763			159,129
Depreciation		84,457		40,760		14,697			139,914
Amortization		6,940		12,209		66			19,215
Adjusted OIBDA		455,082		100,807		(95,743	)		460,146
Total Assets(1)		4,317,389		1,792,933		224,497			6,334,819
Expenditures for Segment Assets		110,324		81,320		27,649			219,293
Capital Expenditures		80,811		49,780		27,649			158,240
Cash Paid for Acquisitions, Net of Cash Acquired		23,338		29,454		—			52,792
Additions to Customer Relationship and Acquisition Costs		6,175		2,086		—			8,261

(1)

Excludes all intercompany receivables or payables and investment in subsidiary balances.

Reconciliation of Adjusted OIBDA to operating income

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
Adjusted OIBDA	$	238,938		$	232,670		$	461,489	$	460,146
Less: Depreciation and Amortization		77,510			78,928			155,518		159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		(607	)		(1,663	)		112		(2,202	)
REIT Costs(1)		3,348			23,536			5,359		48,508
Operating Income	$	158,687		$	131,869		$	300,500	$	254,711

(1)

Includes costs associated with our 2011 proxy contest, the work of the Strategic Review Special Committee of the board of directors and the proposed REIT conversion ("REIT Costs").

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables)

6 Months Ended

Jun. 30, 2013

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

Selected consolidated Balance sheet statements of Parent, Guarantors, Canada Company and Non-Guarantors

	December 31, 2012
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	—	$	13,472	$	103,500	$	126,443	$	—		$	243,415
Restricted Cash		33,612		—		—		—		—			33,612
Accounts Receivable		—		338,455		44,363		189,382		—			572,200
Intercompany Receivable		1,055,593		—		5,781		—		(1,061,374	)		—
Other Current Assets		48		121,933		5,720		47,164		—			174,865
Total Current Assets		1,089,253		473,860		159,364		362,989		(1,061,374	)		1,024,092
Property, Plant and Equipment, Net		1,305		1,500,309		203,909		772,204		—			2,477,727
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,070,930		1,000		4,136		—		(1,076,066	)		—
Investment in Subsidiaries		1,941,540		1,688,000		18,422		314,573		(3,962,535	)		—
Goodwill		—		1,536,964		202,282		595,513		—			2,334,759
Other		37,909		261,950		10,622		211,394		(114	)		521,761
Total Other Assets, Net		3,050,379		3,487,914		235,462		1,121,480		(5,038,715	)		2,856,520
Total Assets	$	4,140,937	$	5,462,083	$	598,735	$	2,256,673	$	(6,100,089	)	$	6,358,339
Liabilities and Equity
Intercompany Payable	$	—	$	942,547	$	—	$	118,827	$	(1,061,374	)	$	—
Current Portion of Long-term Debt		—		70,870		2,799		19,218		—			92,887
Total Other Current Liabilities		111,536		469,249		31,015		200,266		—			812,066
Long-term Debt, Net of Current Portion		2,876,317		568,205		193,181		94,413		—			3,732,116
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		1,066,823		—		8,243		(1,076,066	)		—
Other Long-term Liabilities		2,113		417,972		38,745		100,106		(114	)		558,822
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,149,971		1,926,417		332,995		1,703,123		(3,962,535	)		1,149,971
Noncontrolling Interests		—		—		—		12,477		—			12,477
Total Equity		1,149,971		1,926,417		332,995		1,715,600		(3,962,535	)		1,162,448
Total Liabilities and Equity	$	4,140,937	$	5,462,083	$	598,735	$	2,256,673	$	(6,100,089	)	$	6,358,339

	June 30, 2013
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	—	$	4,152	$	107,684	$	147,030	$	—		$	258,866
Restricted Cash		33,613		—		—		—		—			33,613
Accounts Receivable		—		346,133		45,159		190,189		—			581,481
Intercompany Receivable		892,125		—		4,033		—		(896,158	)		—
Other Current Assets		1,512		123,934		4,423		42,153		—			172,022
Total Current Assets		927,250		474,219		161,299		379,372		(896,158	)		1,045,982
Property, Plant and Equipment, Net		1,209		1,512,925		191,025		747,150		—			2,452,309
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,175,843		1,000		3,117		—		(1,179,960	)		—
Investment in Subsidiaries		1,912,854		1,657,184		19,013		307,943		(3,896,994	)		—
Goodwill		—		1,546,977		191,312		578,868		—			2,317,157
Other		34,948		269,523		9,459		205,555		(114	)		519,371
Total Other Assets, Net		3,123,645		3,474,684		222,901		1,092,366		(5,077,068	)		2,836,528
Total Assets	$	4,052,104	$	5,461,828	$	575,225	$	2,218,888	$	(5,973,226	)	$	6,334,819
Liabilities and Equity
Intercompany Payable	$	—	$	777,743	$	—	$	118,415	$	(896,158	)	$	—
Current Portion of Long-term Debt		228,180		77,808		2,486		16,208		—			324,682
Total Other Current Liabilities		110,931		442,275		28,852		166,185		—			748,243
Long-term Debt, Net of Current Portion		2,628,790		676,565		183,453		125,210		—			3,614,018
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		1,172,374		—		6,586		(1,179,960	)		—
Other Long-term Liabilities		2,930		419,462		33,478		98,581		(114	)		554,337
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,080,273		1,895,601		326,956		1,674,437		(3,896,994	)		1,080,273
Noncontrolling Interests		—		—		—		13,266		—			13,266
Total Equity		1,080,273		1,895,601		326,956		1,687,703		(3,896,994	)		1,093,539
Total Liabilities and Equity	$	4,052,104	$	5,461,828	$	575,225	$	2,218,888	$	(5,973,226	)	$	6,334,819

Selected consolidated Income statements of Parent, Guarantors, Canada Company and Non-Guarantors

	Three Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	288,883		$	30,673		$	113,880		$	—		$	433,436
Service		—			199,633			28,433			90,663			—			318,729
Total Revenues		—			488,516			59,106			204,543			—			752,165
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			187,364			23,991			101,705			—			313,060
Selling, General and Administrative		48			134,760			8,852			59,855			—			203,515
Depreciation and Amortization		82			47,545			4,548			25,335			—			77,510
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(589	)		(65	)		47			—			(607	)
Total Operating Expenses		130			369,080			37,326			186,942			—			593,478
Operating (Loss) Income		(130	)		119,436			21,780			17,601			—			158,687
Interest Expense (Income), Net		46,980			(4,487	)		11,288			4,435			—			58,216
Other (Income) Expense , Net		(20,566	)		475			(19	)		30,176			—			10,066
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(26,544	)		123,448			10,511			(17,010	)		—			90,405
Provision (Benefit) for Income Taxes		—			43,816			2,971			2,177			—			48,964
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(64,599	)		8,049			193			(7,540	)		63,897			—
Income (Loss) from Continuing Operations		38,055			71,583			7,347			(11,647	)		(63,897	)		41,441
(Loss) Income from Discontinued Operations, Net of Tax		—			(377	)		—			(262	)		—			(639	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		—			—			—			(1,885	)		—			(1,885	)
Net Income (Loss)		38,055			71,206			7,347			(13,794	)		(63,897	)		38,917
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			862			—			862
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	38,055		$	71,206		$	7,347		$	(14,656	)	$	(63,897	)	$	38,055
Net Income (Loss)	$	38,055		$	71,206		$	7,347		$	(13,794	)	$	(63,897	)	$	38,917
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		3,211			(441	)		(5,169	)		(24,446	)		—			(26,845	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(29,782	)		(29,259	)		(284	)		(5,169	)		64,494			—
Total Other Comprehensive (Loss) Income		(26,571	)		(29,700	)		(5,453	)		(29,615	)		64,494			(26,845	)
Comprehensive Income (Loss)		11,484			41,506			1,894			(43,409	)		597			12,072
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			588			—			588
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	11,484		$	41,506		$	1,894		$	(43,997	)	$	597		$	11,484

	Three Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	292,072		$	30,943		$	118,556		$	—		$	441,571
Service		—			193,079			28,473			91,598			—			313,150
Total Revenues		—			485,151			59,416			210,154			—			754,721
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			193,678			25,710			101,668			—			321,056
Selling, General and Administrative		36			161,048			8,651			54,796			—			224,531
Depreciation and Amortization		81			47,809			4,520			26,518			—			78,928
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment, Net		—			147			(106	)		(1,704	)		—			(1,663	)
Total Operating Expenses		117			402,682			38,775			181,278			—			622,852
Operating (Loss) Income		(117	)		82,469			20,641			28,876			—			131,869
Interest Expense (Income), Net		51,546			(5,949	)		11,163			6,229			—			62,989
Other Expense (Income), Net		3,823			(101	)		(45	)		11,598			—			15,275
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(55,486	)		88,519			9,523			11,049			—			53,605
Provision (Benefit) for Income Taxes		—			18,086			3,301			4,680			—			26,067
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(82,050	)		(10,588	)		(869	)		(6,222	)		99,729			—
Income (Loss) from Continuing Operations		26,564			81,021			7,091			12,591			(99,729	)		27,538
Income (Loss) from Discontinued Operations, Net of Tax		—			24			—			(122	)		—			(98	)
Net Income (Loss)		26,564			81,045			7,091			12,469			(99,729	)		27,440
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			876			—			876
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	26,564		$	81,045		$	7,091		$	11,593		$	(99,729	)	$	26,564
Net Income (Loss)	$	26,564		$	81,045		$	7,091		$	12,469		$	(99,729	)	$	27,440
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(1,237	)		115			(10,422	)		(16,343	)		—			(27,887	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(25,812	)		(25,739	)		(625	)		(10,422	)		62,598			—
Total Other Comprehensive (Loss) Income		(27,049	)		(25,624	)		(11,047	)		(26,765	)		62,598			(27,887	)
Comprehensive (Loss) Income		(485	)		55,421			(3,956	)		(14,296	)		(37,131	)		(447	)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			38			—			38
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated	$	(485	)	$	55,421		$	(3,956	)	$	(14,334	)	$	(37,131	)	$	(485	)

	Six Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	576,470		$	61,148		$	221,159		$	—		$	858,777
Service		—			399,994			57,834			182,058			—			639,886
Total Revenues		—			976,464			118,982			403,217			—			1,498,663
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			380,579			49,032			198,747			—			628,358
Selling, General and Administrative		66			282,622			18,037			113,450			—			414,175
Depreciation and Amortization		157			95,631			9,111			50,619			—			155,518
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(744	)		(23	)		879			—			112
Total Operating Expenses		223			758,088			76,157			363,695			—			1,198,163
Operating (Loss) Income		(223	)		218,376			42,825			39,522			—			300,500
Interest Expense (Income), Net		94,071			(8,721	)		22,754			8,896			—			117,000
Other (Income) Expense, Net		(981	)		(785	)		(19	)		8,547			—			6,762
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(93,313	)		227,882			20,090			22,079			—			176,738
Provision (Benefit) for Income Taxes		—			60,900			7,494			5,830			—			74,224
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(186,718	)		(24,917	)		317			(12,596	)		223,914			—
Income (Loss) from Continuing Operations		93,405			191,899			12,279			28,845			(223,914	)		102,514
Income (Loss) from Discontinued Operations, Net of Tax		—			87			—			(5,819	)		—			(5,732	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		—			—			—			(1,885	)		—			(1,885	)
Net Income (Loss)		93,405			191,986			12,279			21,141			(223,914	)		94,897
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,492			—			1,492
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	93,405		$	191,986		$	12,279		$	19,649		$	(223,914	)	$	93,405
Net Income (Loss)	$	93,405		$	191,986		$	12,279		$	21,141		$	(223,914	)	$	94,897
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		868			616			1,292			(1,674	)		—			1,102
Equity in Other Comprehensive Income (Loss) of Subsidiaries		50			(547	)		85			1,292			(880	)		—
Total Other Comprehensive Income (Loss)		918			69			1,377			(382	)		(880	)		1,102
Comprehensive Income (Loss)		94,323			192,055			13,656			20,759			(224,794	)		95,999
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,676			—			1,676
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	94,323		$	192,055		$	13,656		$	19,083		$	(224,794	)	$	94,323

	Six Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	584,447		$	62,492		$	237,101		$	—		$	884,040
Service		—			379,354			56,478			181,880			—			617,712
Total Revenues		—			963,801			118,970			418,981			—			1,501,752
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			386,291			51,111			204,730			—			642,132
Selling, General and Administrative		63			318,855			17,697			111,367			—			447,982
Depreciation and Amortization		162			95,682			9,207			54,078			—			159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(488	)		(148	)		(1,566	)		—			(2,202	)
Total Operating Expenses		225			800,340			77,867			368,609			—			1,247,041
Operating (Loss) Income		(225	)		163,461			41,103			50,372			—			254,711
Interest Expense (Income), Net		103,360			(12,122	)		22,512			12,421			—			126,171
Other (Income) Expense, Net		(29,204	)		(1,252	)		(48	)		48,518			—			18,014
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(74,381	)		176,835			18,639			(10,567	)		—			110,526
Provision (Benefit) for Income Taxes		—			51,991			6,336			6,311			—			64,638
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(120,331	)		6,670			(1,611	)		(12,303	)		127,575			—
Income (Loss) from Continuing Operations		45,950			118,174			13,914			(4,575	)		(127,575	)		45,888
Income (Loss) from Discontinued Operations, Net of Tax		—			105			—			1,981			—			2,086
Net Income (Loss)		45,950			118,279			13,914			(2,594	)		(127,575	)		47,974
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			2,024			—			2,024
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	45,950		$	118,279		$	13,914		$	(4,618	)	$	(127,575	)	$	45,950
Net Income (Loss)	$	45,950		$	118,279		$	13,914		$	(2,594	)	$	(127,575	)	$	47,974
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		1,277			965			(17,471	)		(27,605	)		—			(42,834	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(43,288	)		(44,075	)		(1,020	)		(17,471	)		105,854			—
Total Other Comprehensive (Loss) Income		(42,011	)		(43,110	)		(18,491	)		(45,076	)		105,854			(42,834	)
Comprehensive Income (Loss)		3,939			75,169			(4,577	)		(47,670	)		(21,721	)		5,140
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,201			—			1,201
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	3,939		$	75,169		$	(4,577	)	$	(48,871	)	$	(21,721	)	$	3,939

Selected consolidated cash flow statements of Parent, Guarantors, Canada Company and Non-Guarantors

	Six Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(87,906	)	$	249,123		$	19,935		$	35,703		$	—		$	216,855
Cash Flows from Operating Activities—Discontinued Operations		—			(2,651	)		—			(2,014	)		—			(4,665	)
Cash Flows from Operating Activities		(87,906	)		246,472			19,935			33,689			—			212,190
Cash Flows from Investing Activities:
Capital expenditures		—			(55,276	)		(7,000	)		(45,085	)		—			(107,361	)
Cash paid for acquisitions, net of cash acquired		—			(9,043	)		—			(98,247	)		—			(107,290	)
Intercompany loans to subsidiaries		234,913			(78,762	)		—			—			(156,151	)		—
Investment in subsidiaries		(36,193	)		(36,193	)		—			—			72,386			—
Investment in restricted cash		(1,502	)		—			—			—			—			(1,502	)
Additions to customer relationship and acquisition costs		—			(6,179	)		(350	)		(1,615	)		—			(8,144	)
Proceeds from sales of property and equipment and other, net		—			1,898			5			(41	)		—			1,862
Cash Flows from Investing Activities—Continuing Operations		197,218			(183,555	)		(7,345	)		(144,988	)		(83,765	)		(222,435	)
Cash Flows from Investing Activities—Discontinued Operations		—			(1,982	)		—			(4,154	)		—			(6,136	)
Cash Flows from Investing Activities		197,218			(185,537	)		(7,345	)		(149,142	)		(83,765	)		(228,571	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(1,712,961	)		(1,447	)		(54,286	)		—			(1,768,694	)
Proceeds from revolving credit and term loan facilities and other debt		—			1,856,000			—			32,264			—			1,888,264
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			385			—			385
Intercompany loans from parent		—			(239,345	)		(1,758	)		84,952			156,151			—
Equity contribution from parent		—			36,193			—			36,193			(72,386	)		—
Stock repurchases		(38,052	)		—			—			—			—			(38,052	)
Parent cash dividends		(85,971	)		—			—			—			—			(85,971	)
Proceeds from exercise of stock options and employee stock purchase plan		11,029			—			—			—			—			11,029
Excess tax benefits from stock-based compensation		254			—			—			—			—			254
Payment of debt financing costs		—			(93	)		—			—			—			(93	)
Cash Flows from Financing Activities—Continuing Operations		(112,740	)		(60,206	)		(3,205	)		99,508			83,765			7,122
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			(39	)		—			(39	)
Cash Flows from Financing Activities		(112,740	)		(60,206	)		(3,205	)		99,469			83,765			7,083
Effect of exchange rates on cash and cash equivalents		—			—			344			(661	)		—			(317	)
(Decrease) Increase in cash and cash equivalents		(3,428	)		729			9,729			(16,645	)		—			(9,615	)
Cash and cash equivalents, beginning of period		3,428			10,750			68,907			96,760			—			179,845
Cash and cash equivalents, end of period	$	—		$	11,479		$	78,636		$	80,115		$	—		$	170,230

	Six Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(90,898	)	$	227,437		$	16,649		$	59,760		$	—		$	212,948
Cash Flows from Operating Activities—Discontinued Operations		—			(129	)		—			1,082			—			953
Cash Flows from Operating Activities		(90,898	)		227,308			16,649			60,842			—			213,901
Cash Flows from Investing Activities:
Capital expenditures		—			(104,352	)		(3,917	)		(49,971	)		—			(158,240	)
Cash paid for acquisitions, net of cash acquired		—			(23,338	)		—			(29,454	)		—			(52,792	)
Intercompany loans to subsidiaries		193,217			(11,865	)		—			—			(181,352	)		—
Investment in subsidiaries		(16,300	)		(16,300	)		—			—			32,600			—
Investment in restricted cash		(1	)		—			—			—			—			(1	)
Additions to customer relationship and acquisition costs		—			(5,885	)		(290	)		(2,086	)		—			(8,261	)
Proceeds from sales of property and equipment and other, net		—			12			(3,191	)		6,078			—			2,899
Cash Flows from Investing Activities—Continuing Operations		176,916			(161,728	)		(7,398	)		(75,433	)		(148,752	)		(216,395	)
Cash Flows from Investing Activities—Discontinued Operations		—			(18	)		—			—			—			(18	)
Cash Flows from Investing Activities		176,916			(161,746	)		(7,398	)		(75,433	)		(148,752	)		(216,413	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(975,507	)		(1,613	)		(10,046	)		—			(987,166	)
Proceeds from revolving credit and term loan facilities and other debt		—			1,076,791			—			23,148			—			1,099,939
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			874			—			874
Intercompany loans from parent		—			(191,997	)		2,282			8,363			181,352			—
Equity contribution from parent		—			16,300			—			16,300			(32,600	)		—
Parent cash dividends		(103,309	)		—			—			—			—			(103,309	)
Proceeds from exercise of stock options and employee stock purchase plan		14,897			—			—			—			—			14,897
Excess tax benefits from stock-based compensation		2,394			—			—			—			—			2,394
Payment of debt financing costs		—			(469	)		—			(242	)		—			(711	)
Cash Flows from Financing Activities—Continuing Operations		(86,018	)		(74,882	)		669			38,397			148,752			26,918
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			—			—			—
Cash Flows from Financing Activities		(86,018	)		(74,882	)		669			38,397			148,752			26,918
Effect of exchange rates on cash and cash equivalents		—			—			(5,736	)		(3,219	)		—			(8,955	)
(Decrease) Increase in cash and cash equivalents		—			(9,320	)		4,184			20,587			—			15,451
Cash and cash equivalents, beginning of period		—			13,472			103,500			126,443			—			243,415
Cash and cash equivalents, end of period	$	—		$	4,152		$	107,684		$	147,030		$	—		$	258,866

XML

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Details) (USD $) In Thousands, unless otherwise specified	Jul. 31, 2013 item	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2012	Dec. 31, 2011
Consolidating financial statements
Percentage of noncontrolling interest owned		100.00%
Current Assets:
Cash and cash equivalents		$ 258,866	$ 243,415	$ 170,230	$ 179,845
Restricted cash		33,613	33,612
Accounts Receivable		581,481	572,200
Other Current Assets		172,022	174,865
Total Current Assets		1,045,982	1,024,092
Property, Plant and Equipment, Net		2,452,309	2,477,727
Other Assets, net:
Goodwill		2,317,157	2,334,759
Other		519,371	521,761
Total Other Assets, net		2,836,528	2,856,520
Total Assets		6,334,819	6,358,339	6,087,212
LIABILITIES AND EQUITY
Current Portion of Long-term Debt		324,682	92,887
Total Other Current Liabilities		748,243	812,066
Long-term Debt, Net of Current Portion		3,614,018	3,732,116
Other Long-term Liabilities		554,337	558,822
Commitments and Contingencies (see Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,080,273	1,149,971
Noncontrolling Interests		13,266	12,477
Total Equity		1,093,539	1,162,448	1,250,324	1,254,256
Total Liabilities and Equity		6,334,819	6,358,339
Parent
Current Assets:
Cash and cash equivalents					3,428
Restricted cash		33,613	33,612
Intercompany Receivable		892,125	1,055,593
Other Current Assets		1,512	48
Total Current Assets		927,250	1,089,253
Property, Plant and Equipment, Net		1,209	1,305
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,175,843	1,070,930
Investment in Subsidiaries		1,912,854	1,941,540
Other		34,948	37,909
Total Other Assets, net		3,123,645	3,050,379
Total Assets		4,052,104	4,140,937
LIABILITIES AND EQUITY
Current Portion of Long-term Debt		228,180
Total Other Current Liabilities		110,931	111,536
Long-term Debt, Net of Current Portion		2,628,790	2,876,317
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000	1,000
Other Long-term Liabilities		2,930	2,113
Total Iron Mountain Incorporated Stockholders' Equity		1,080,273	1,149,971
Total Equity		1,080,273	1,149,971
Total Liabilities and Equity		4,052,104	4,140,937
Guarantors
Current Assets:
Cash and cash equivalents		4,152	13,472	11,479	10,750
Accounts Receivable		346,133	338,455
Other Current Assets		123,934	121,933
Total Current Assets		474,219	473,860
Property, Plant and Equipment, Net		1,512,925	1,500,309
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,000	1,000
Investment in Subsidiaries		1,657,184	1,688,000
Goodwill		1,546,977	1,536,964
Other		269,523	261,950
Total Other Assets, net		3,474,684	3,487,914
Total Assets		5,461,828	5,462,083
LIABILITIES AND EQUITY
Intercompany Payable		777,743	942,547
Current Portion of Long-term Debt		77,808	70,870
Total Other Current Liabilities		442,275	469,249
Long-term Debt, Net of Current Portion		676,565	568,205
Long-term Notes Payable to Affiliates and Intercompany Payable		1,172,374	1,066,823
Other Long-term Liabilities		419,462	417,972
Total Iron Mountain Incorporated Stockholders' Equity		1,895,601	1,926,417
Total Equity		1,895,601	1,926,417
Total Liabilities and Equity		5,461,828	5,462,083
Canada Company
Consolidating financial statements
Number of wholly owned entities into which assets and liabilities were contributed	2
Current Assets:
Cash and cash equivalents		107,684	103,500	78,636	68,907
Accounts Receivable		45,159	44,363
Intercompany Receivable		4,033	5,781
Other Current Assets		4,423	5,720
Total Current Assets		161,299	159,364
Property, Plant and Equipment, Net		191,025	203,909
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		3,117	4,136
Investment in Subsidiaries		19,013	18,422
Goodwill		191,312	202,282
Other		9,459	10,622
Total Other Assets, net		222,901	235,462
Total Assets		575,225	598,735
LIABILITIES AND EQUITY
Current Portion of Long-term Debt		2,486	2,799
Total Other Current Liabilities		28,852	31,015
Long-term Debt, Net of Current Portion		183,453	193,181
Other Long-term Liabilities		33,478	38,745
Total Iron Mountain Incorporated Stockholders' Equity		326,956	332,995
Total Equity		326,956	332,995
Total Liabilities and Equity		575,225	598,735
Non-Guarantors
Current Assets:
Cash and cash equivalents		147,030	126,443	80,115	96,760
Accounts Receivable		190,189	189,382
Other Current Assets		42,153	47,164
Total Current Assets		379,372	362,989
Property, Plant and Equipment, Net		747,150	772,204
Other Assets, net:
Investment in Subsidiaries		307,943	314,573
Goodwill		578,868	595,513
Other		205,555	211,394
Total Other Assets, net		1,092,366	1,121,480
Total Assets		2,218,888	2,256,673
LIABILITIES AND EQUITY
Intercompany Payable		118,415	118,827
Current Portion of Long-term Debt		16,208	19,218
Total Other Current Liabilities		166,185	200,266
Long-term Debt, Net of Current Portion		125,210	94,413
Long-term Notes Payable to Affiliates and Intercompany Payable		6,586	8,243
Other Long-term Liabilities		98,581	100,106
Total Iron Mountain Incorporated Stockholders' Equity		1,674,437	1,703,123
Noncontrolling Interests		13,266	12,477
Total Equity		1,687,703	1,715,600
Total Liabilities and Equity		2,218,888	2,256,673
Eliminations
Current Assets:
Intercompany Receivable		(896,158)	(1,061,374)
Total Current Assets		(896,158)	(1,061,374)
Other Assets, net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		(1,179,960)	(1,076,066)
Investment in Subsidiaries		(3,896,994)	(3,962,535)
Other		(114)	(114)
Total Other Assets, net		(5,077,068)	(5,038,715)
Total Assets		(5,973,226)	(6,100,089)
LIABILITIES AND EQUITY
Intercompany Payable		(896,158)	(1,061,374)
Long-term Notes Payable to Affiliates and Intercompany Payable		(1,179,960)	(1,076,066)
Other Long-term Liabilities		(114)	(114)
Total Iron Mountain Incorporated Stockholders' Equity		(3,896,994)	(3,962,535)
Total Equity		(3,896,994)	(3,962,535)
Total Liabilities and Equity		$ (5,973,226)	$ (6,100,089)

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Summary of Significant Accounting Policies (Details 5) (USD $)	1 Months Ended	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Share-Based Compensation, aggregate disclosures
Employee stock-based awards, unrecognized compensation costs on nonvested awards		$ 58,648,000		$ 58,648,000
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition				2 years 3 months 18 days
Stock Options
Employee stock-based awards
Weighted average fair value of options granted (in dollars per share)				$ 7.69	$ 7.00
Weighted average assumptions used for grants
Expected volatility (as a percent)				33.80%	33.80%
Risk-free interest rate (as a percent)				1.13%	1.24%
Expected dividend yield (as a percent)				3.00%	3.00%
Expected life of the option				6 years 3 months 18 days	6 years 3 months 18 days
Summary of option activity
Options outstanding balance, beginning of period (in shares)				5,908,102
Options granted (in shares)				261,698
Options exercised (in shares)				(746,486)
Options forfeited (in shares)				(80,496)
Options expired (in shares)				(1,961)
Options outstanding balance, end of period (in shares)		5,340,857		5,340,857
Options exercisable balance (in shares)		3,737,433		3,737,433
Options expected to vest (in shares)		1,505,421		1,505,421
Weighted Average Exercise Price
Weighted average exercise price, options outstanding balance beginning of period (in dollars per share)				$ 23.39
Weighted average exercise price, options granted (in dollars per share)				$ 33.03
Weighted average exercise price, options exercised (in dollars per share)				$ 22.41
Weighted average exercise price, options forfeited (in dollars per share)				$ 21.72
Weighted average exercise price, options expired (in dollars per share)				$ 23.86
Weighted average exercise price, options outstanding balance end of period (in dollars per share)		$ 24.02		$ 24.02
Weighted average exercise price, options exercisable (in dollars per share)		$ 23.71		$ 23.71
Weighted average exercise price, options expected to vest (in dollars per share)		$ 24.70		$ 24.70
Weighted average remaining contractual term
Weighted average remaining contractual term, options outstanding				5 years 8 months 16 days
Weighted average remaining contractual term, options exercisable				5 years 25 days
Weighted average remaining contractual term, options expected to vest				7 years 2 months 19 days
Aggregate intrinsic value
Aggregate intrinsic value, options outstanding		17,521,000		17,521,000
Aggregate intrinsic value, options exercisable		12,725,000		12,725,000
Aggregate intrinsic value, options expected to vest		4,528,000		4,528,000
Aggregate intrinsic value of stock options exercised
Aggregate intrinsic value of stock options exercised		4,650,000	2,308,000	10,096,000	3,372,000
Stock Options | Director
Employee stock-based awards
Award vesting period				1 year
Majority of stock options
Employee stock-based awards
Award vesting period				5 years
Contractual term of awards				10 years
A portion of stock options effective 2007
Employee stock-based awards
Award vesting period				10 years
Contractual term of awards				12 years
Certain options as a percentage of total outstanding options		10.30%		10.30%
Certain options beginning in 2011
Employee stock-based awards
Award vesting period				3 years
Contractual term of awards				10 years
Certain options as a percentage of total outstanding options		20.40%		20.40%
Employee Stock Purchase Plan
Employee Stock Purchase Plan
Employee stock purchase plan, number of offering periods		2		2
Employee stock purchase plan, duration of offering periods				6 months
Employee stock purchase plan, maximum employee subscription rate percent		15.00%		15.00%
Percentage of market price for the purchase of shares				95.00%
Employee stock purchase plan, shares issued in period				74,732	88,672
Remaining number of shares available for grant		204,494		204,494
Additional shares authorized for grant				1,000,000
Employee Stock Purchase Plan | November 29, 2013
Employee Stock Purchase Plan
Remaining number of shares available for grant		1,000,000		1,000,000
Restricted Stock and Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
Non-vested at the beginning of the period (in shares)				1,303,664
Granted (in shares)				611,489
Vested (in shares)				(407,310)
Forfeited (in shares)				(37,821)
Non-vested at the end of the period (in shares)		1,470,022		1,470,022
Weighted average grant date fair value
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)				$ 29.89
Weighted average grant date fair value, granted (in dollars per share)				$ 35.71
Weighted average grant date fair value, vested (in dollars per share)				$ 29.65
Weighted average grant date fair value, forfeited (in dollars per share)				$ 29.43
Weighted average grant date fair value, non-vested, end of period (in dollars per share)		$ 32.39		$ 32.39
Restricted Stock and Restricted Stock Units | Minimum
Employee stock-based awards
Award vesting period				3 years
Restricted Stock and Restricted Stock Units | Maximum
Employee stock-based awards
Award vesting period				5 years
Performance units
Dividends accrued
Accrued cash dividends		148,000		389,000
Cash dividends paid		0	0	0	0
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options
Non-vested at the beginning of the period (in shares)				231,646
Granted (in shares)				176,797
Vested (in shares)				(30,803)
Forfeited (in shares)				(3,347)
Non-vested at the end of the period (in shares)		374,293		374,293
Weighted average grant date fair value
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)				$ 29.12
Weighted average grant date fair value, granted (in dollars per share)				$ 38.75
Weighted average grant date fair value, vested (in dollars per share)				$ 29.48
Weighted average grant date fair value, forfeited (in dollars per share)				$ 28.87
Weighted average grant date fair value, non-vested, end of period (in dollars per share)		$ 33.64		$ 33.64
Total fair value of shares or units vested		0		908,000
Performance units disclosure
Period of anniversary from the date of grant				1 year
Qualifying age for grant of performance units				55 years
Qualifying service period				10 years
Percentage of achievement of the predefined revenue and ROIC targets		86.60%		86.60%
Performance units | Revenue growth and return on invested capital
Performance units disclosure
Performance period				1 year
Performance units | Market condition associated with shareholder return of common stock
Employee stock-based awards
Award vesting period				3 years
Performance units disclosure
Performance period				3 years
Performance units | Minimum | Revenue growth and return on invested capital
Employee stock-based awards
Award vesting period				1 year
Performance units disclosure
Percentage payout rate		0.00%		0.00%
Performance units | Minimum | Market condition associated with shareholder return of common stock
Performance units disclosure
Percentage payout rate		0.00%		0.00%
Performance units | Maximum | Revenue growth and return on invested capital
Employee stock-based awards
Award vesting period				3 years
Performance units disclosure
Percentage payout rate		150.00%		150.00%
Performance units | Maximum | Market condition associated with shareholder return of common stock
Performance units disclosure
Percentage payout rate		200.00%		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)				236,093
Granted (in shares)				202,333
Vested (in shares)				(31,361)
Forfeited (in shares)				(3,347)
Non-vested at the end of the period (in shares)		403,718		403,718
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)				(4,447)
Granted (in shares)				(25,536)
Vested (in shares)				558
Non-vested at the end of the period (in shares)		(29,425)		(29,425)
Restricted Stock Units
Dividends accrued
Accrued cash dividends	34,000	350,000	0	1,098,000	0
Cash dividends paid		187,000		553,000
Weighted average grant date fair value
Total fair value of shares or units vested		3,469,000	1,985,000	12,076,000	5,964,000
Restricted Stock Plan
Weighted average grant date fair value
Total fair value of shares or units vested		$ 1,000	$ 1,000	$ 1,000	$ 1,000

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Derivative Instruments and Hedging Activities (Details 2) (Derivatives Not Designated as Hedging Instruments, USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Fair value of derivative instruments
Asset Derivatives	$ 2,946
Liability Derivatives	520	1,522
Foreign exchange contracts | Prepaid expenses and other
Fair value of derivative instruments
Asset Derivatives	2,946
Foreign exchange contracts | Accrued expenses
Fair value of derivative instruments
Liability Derivatives	$ 520	$ 1,522

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Segment Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Segment Reporting Information
Total Revenues	$ 754,721	$ 752,165	$ 1,501,752	$ 1,498,663
Depreciation and Amortization	78,928	77,510	159,129	155,518
Depreciation	69,819	69,606	139,914	139,755
Amortization	9,109	7,904	19,215	15,763
Adjusted OIBDA	232,670	238,938	460,146	461,489
Total Assets	6,334,819	6,087,212	6,334,819	6,087,212	6,358,339
Expenditures for Segment Assets	119,313	155,053	219,293	222,795
Capital Expenditures	62,822	51,445	158,240	107,361
Cash Paid for Acquisitions, Net of Cash Acquired	52,866	98,472	52,792	107,290
Additions to Customer Relationship and Acquisition Costs	3,625	5,136	8,261	8,144
North American Business
Segment Reporting Information
Total Revenues	549,018	551,879	1,091,496	1,104,189
Depreciation and Amortization	46,029	45,272	91,397	89,787
Depreciation	42,588	42,134	84,457	83,531
Amortization	3,441	3,138	6,940	6,256
Adjusted OIBDA	231,810	236,268	455,082	462,615
Total Assets	4,317,389	4,188,837	4,317,389	4,188,837
Expenditures for Segment Assets	60,543	29,932	110,324	69,268
Capital Expenditures	34,081	25,763	80,811	53,696
Cash Paid for Acquisitions, Net of Cash Acquired	23,412	225	23,338	9,043
Additions to Customer Relationship and Acquisition Costs	3,050	3,944	6,175	6,529
International Business
Segment Reporting Information
Total Revenues	205,703	200,286	410,256	394,474
Depreciation and Amortization	25,963	24,364	52,969	49,770
Depreciation	20,328	19,631	40,760	40,331
Amortization	5,635	4,733	12,209	9,439
Adjusted OIBDA	52,909	42,325	100,807	85,885
Total Assets	1,792,933	1,740,542	1,792,933	1,740,542
Expenditures for Segment Assets	48,292	122,181	81,320	142,475
Capital Expenditures	18,263	22,742	49,780	42,613
Cash Paid for Acquisitions, Net of Cash Acquired	29,454	98,247	29,454	98,247
Additions to Customer Relationship and Acquisition Costs	575	1,192	2,086	1,615
Corporate
Segment Reporting Information
Depreciation and Amortization	6,936	7,874	14,763	15,961
Depreciation	6,903	7,841	14,697	15,893
Amortization	33	33	66	68
Adjusted OIBDA	(52,049)	(39,655)	(95,743)	(87,011)
Total Assets	224,497	157,833	224,497	157,833
Expenditures for Segment Assets	10,478	2,940	27,649	11,052
Capital Expenditures	$ 10,478	$ 2,940	$ 27,649	$ 11,052

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Summary of Significant Accounting Policies (Details 2) (USD $) In Thousands, unless otherwise specified	0 Months Ended	6 Months Ended
	Oct. 01, 2012	Jun. 30, 2013	Dec. 31, 2012
Goodwill
Goodwill impairment charge	$ 0
Gross amount of goodwill
Balance, beginning of period		2,655,499
Deductible goodwill acquired during the year		26,381
Non-deductible goodwill acquired during the year		1,208
Fair value and other adjustments		(217)
Currency effects		(46,175)
Balance, end of period		2,636,696
Accumulated amortization
Balance, beginning of period		320,740
Currency effects		(1,201)
Balance, end of period		319,539
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		2,317,157	2,334,759
Accumulated Goodwill Impairment Balance		132,409	132,409
Total fair value and other adjustments, related to property, plant and equipment, net, customer relationships and deferred income taxes		(143)
Cash received related to acquisitions made in previous years		74
Period from the date of acquisition in which fair value and other adjustments, related to property, plant and equipment, net, customer relationships and deferred income taxes are made		1 year
Indefinite Lived Intangible Assets Excluding Goodwill
Indefinite lived intangible assets excluding goodwill		0
Minimum
Goodwill
Reporting unit, percentage that fair value exceeded carrying value	30.00%
North American Business
Gross amount of goodwill
Balance, beginning of period		2,023,971
Deductible goodwill acquired during the year		9,821
Fair value and other adjustments		191
Currency effects		(12,696)
Balance, end of period		2,021,287
Accumulated amortization
Balance, beginning of period		261,664
Currency effects		(630)
Balance, end of period		261,034
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		1,760,253	1,762,307
Accumulated Goodwill Impairment Balance		85,909	85,909
International Business
Gross amount of goodwill
Balance, beginning of period		631,528
Deductible goodwill acquired during the year		16,560
Non-deductible goodwill acquired during the year		1,208
Fair value and other adjustments		(408)
Currency effects		(33,479)
Balance, end of period		615,409
Accumulated amortization
Balance, beginning of period		59,076
Currency effects		(571)
Balance, end of period		58,505
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		556,904	572,452
Accumulated Goodwill Impairment Balance		46,500	46,500
Western Europe
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		349,592	365,303
Emerging Markets
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		83,587	87,492
Latin America
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		68,483	56,893
Asia Pacific
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		55,242	62,764
Emerging Market Joint Ventures
Goodwill or Accumulated Impairment Balance
Goodwill, net balance		$ 0	$ 0

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Acquisitions (Details 2) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Consideration paid for acquisitions
Cash Paid (gross of cash acquired)	$ 52,866
Total Consideration	52,866
Fair Value of Identifiable Assets Acquired:
Cash, Accounts Receivable, Prepaid Expenses Deferred Income Taxes and Other	3,176
Property, Plant and Equipment	4,544
Customer Relationship Assets	28,117
Other Assets	131
Liabilities Assumed and Deferred Income Taxes	(10,691)
Total Fair Value of Identifiable Net Assets Acquired	25,277
Goodwill Initially Recorded	27,589
Cash received related to acquisitions made in previous years	$ 74

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Debt (Tables)

6 Months Ended

Jun. 30, 2013

Debt

Carrying amount and fair value of long-term debt instruments

	December 31, 2012					June 30, 2013
	Carrying Amount			Fair Value		Carrying Amount			Fair Value
Revolving Credit Facility(1)	$	55,500		$	55,500	$	187,700		$	187,700
Term Loan Facility(1)		462,500			462,500		450,000			450,000
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)(3)		242,813			242,813		228,180			228,408
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(2)(4)		175,875			181,591		166,338			169,664
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)(3)		49,834			56,052		49,848			52,905
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)		335,152			341,753		330,338			335,902
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)(3)		400,000			451,000		400,000			430,500
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)(3)		300,000			317,250		300,000			311,475
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)		548,518			610,500		548,604			583,000
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)(3)		1,000,000			1,012,500		1,000,000			930,000
Real Estate Mortgages, Capital Leases and Other(5)		254,811			254,811		277,692			277,692
Total Long-term Debt		3,825,003					3,938,700
Less Current Portion(6)		(92,887	)				(324,682	)
Long-term Debt, Net of Current Portion	$	3,732,116				$	3,614,018

(1)

The capital stock or other equity interests of most of our U.S. 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 of subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Iron Mountain Canada Operations ULC (f/k/a Iron Mountain Canada Corporation) ("Canada Company") and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company. The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this long-term debt approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates, which are subject to change based on our consolidated leverage ratio, as of December 31, 2012 and June 30, 2013, respectively).

(2)

The fair values (Level 1 of fair value hierarchy described at Note 2.k.) of these debt instruments are based on quoted market prices for these notes on December 31, 2012 and June 30, 2013, respectively.

(3)

Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect 100% owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company and the remainder of our subsidiaries do not guarantee the Parent Notes.

(4)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 6 to Notes to Consolidated Financial Statements.

(5)

The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this debt approximates its carrying value.

(6)

The increase in current portion of long-term debt from December 31, 2012 to June 30, 2013 is primarily related to the 7¹/4% Notes which are due on April 15, 2014 being classified as current.

Term loan payments required as a percentage of original principal amount

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net Income (Loss)	$ 27,440	$ 38,917	$ 47,974	$ 94,897
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments	(27,887)	(26,845)	(42,834)	1,102
Total Other Comprehensive Income (Loss)	(27,887)	(26,845)	(42,834)	1,102
Comprehensive Income (Loss)	(447)	12,072	5,140	95,999
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	38	588	1,201	1,676
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$ (485)	$ 11,484	$ 3,939	$ 94,323

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CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
CONSOLIDATED STATEMENTS OF EQUITY
Tax benefit on issuance of shares under employee stock purchase plan and option plans and stock-based compensation	$ 2,394	$ 254

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General

6 Months Ended

Jun. 30, 2013

General

General

(1) 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 ("IMI") stores records, primarily paper documents and data backup media, and provides information management services in various locations throughout North America, Europe, Latin America and Asia Pacific. We have a diversified customer base consisting of commercial, legal, banking, health care, accounting, insurance, entertainment and government organizations.

        The unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("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, 2012 included in our Annual Report on Form 10-K filed on March 1, 2013.

        On June 2, 2011, we sold (the "Digital Sale") our online backup and recovery, digital archiving and eDiscovery solutions businesses of our digital business (the "Digital Business") to Autonomy Corporation plc, a corporation formed under the laws of England and Wales ("Autonomy"), pursuant to a purchase and sale agreement dated as of May 15, 2011 among IMI, certain subsidiaries of IMI and Autonomy (the "Digital Sale Agreement"). Additionally, on April 27, 2012, we sold our records management operations in Italy. The financial position, operating results and cash flows of the Digital Business and our Italian operations, including the gain on the sale of the Digital Business and the loss on the sale of the Italian operations, for all periods presented, have been reported as discontinued operations for financial reporting purposes. See Note 10 for a further discussion of these events.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Cash Flows from Operating Activities:
Net income (loss)	$ 47,974	$ 94,897
Loss (Income) from discontinued operations	(2,086)	5,732
Loss (Gain)on sale of discontinued operations		1,885
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Depreciation	139,914	139,755
Amortization (includes deferred financing costs and bond discount of $3,444 and $3,774, for the six months ended June 30, 2012 and 2013, respectively)	22,989	19,207
Stock-based compensation expense	13,593	16,117
(Benefit) Provision for deferred income taxes	20,593	(38,699)
Loss (Gain) on disposal/write-down of property, plant and equipment, net	(2,202)	112
Foreign currency transactions and other, net	39,865	7,249
Changes in Assets and Liabilities (exclusive of acquisitions):
Accounts receivable	(21,245)	(24,461)
Prepaid expenses and other	(14,734)	23,943
Accounts payable	6,838	(4,043)
Accrued expenses and deferred revenue	(38,988)	(24,903)
Other assets and long-term liabilities	437	64
Cash Flows from Operating Activities-Continuing Operations	212,948	216,855
Cash Flows from Operating Activities-Discontinued Operations	953	(4,665)
Cash Flows from Operating Activities	213,901	212,190
Cash Flows from Investing Activities:
Capital expenditures	(158,240)	(107,361)
Cash paid for acquisitions, net of cash acquired	(52,792)	(107,290)
Investment in restricted cash	(1)	(1,502)
Additions to customer relationship and acquisition costs	(8,261)	(8,144)
Proceeds from sales of property and equipment and other, net	2,899	1,862
Cash Flows from Investing Activities-Continuing Operations	(216,395)	(222,435)
Cash Flows from Investing Activities-Discontinued Operations	(18)	(6,136)
Cash Flows from Investing Activities	(216,413)	(228,571)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt	(987,166)	(1,768,694)
Proceeds from revolving credit and term loan facilities and other debt	1,099,939	1,888,264
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net	874	385
Stock repurchases		(38,052)
Parent cash dividends	(103,309)	(85,971)
Proceeds from exercise of stock options and employee stock purchase plan	14,897	11,029
Excess tax benefits from stock-based compensation	2,394	254
Payment of debt financing costs	(711)	(93)
Cash Flows from Financing Activities-Continuing Operations	26,918	7,122
Cash Flows from Financing Activities-Discontinued Operations		(39)
Cash Flows from Financing Activities	26,918	7,083
Effect of Exchange Rates on Cash and Cash Equivalents	(8,955)	(317)
(Decrease) Increase in Cash and Cash Equivalents	15,451	(9,615)
Cash and Cash Equivalents, Beginning of Period	243,415	179,845
Cash and Cash Equivalents, End of Period	258,866	170,230
Supplemental Information:
Cash Paid for Interest	123,563	114,475
Cash Paid for Income Taxes	58,886	83,830
Non-Cash Investing and Financing Activities:
Capital Leases	30,097	13,130
Accrued Capital Expenditures	20,891	22,691
Dividends Payable	$ 54,274	$ 46,370

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Derivative Instruments and Hedging Activities (Details 3) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended					3 Months Ended		6 Months Ended
	Jun. 30, 2013 USD ($)	Jun. 30, 2012 USD ($)	Jun. 30, 2013 USD ($)	Jun. 30, 2012 USD ($)	Jun. 30, 2013 The 6 3/4% Notes USD ($)	Jun. 30, 2012 The 6 3/4% Notes USD ($)	Jun. 30, 2013 The 6 3/4% Notes USD ($)	Jun. 30, 2012 The 6 3/4% Notes USD ($)	Jun. 30, 2013 The 6 3/4% Notes EUR (€)	Dec. 31, 2012 The 6 3/4% Notes	Jun. 30, 2012 The 6 3/4% Notes EUR (€)	Jun. 30, 2013 Foreign exchange contracts Other (income) expense, net USD ($)	Jun. 30, 2012 Foreign exchange contracts Other (income) expense, net USD ($)	Jun. 30, 2013 Foreign exchange contracts Other (income) expense, net USD ($)	Jun. 30, 2012 Foreign exchange contracts Other (income) expense, net USD ($)
Gains and losses on derivative instruments
Total (gain) loss recognized in income on derivatives	$ (9,073)	$ (3,693)	$ (20,223)	$ 4,278								$ (9,073)	$ (3,693)	$ (20,223)	$ 4,278
Net investment hedge
Stated Interest Rate (as a percent)					6.75%		6.75%			6.75%
Average Designated hedges of net investment (in Euros)									105,833		100,500
Foreign exchange gains (losses)					(2,030)	5,120	2,093	1,365
Foreign exchange gains (losses), net of tax					(1,237)	3,211	1,276	866
Cumulative net investment hedge gains (losses) recorded in accumulated other comprehensive items, net					$ 11,998		$ 11,998

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Stockholders' Equity Matters (Tables)

6 Months Ended

Jun. 30, 2013

Stockholders' Equity Matters

Schedule of dividend declared and payments

Declaration Date	Dividend Per Share		Record Date		Total Amount		Payment Date
March 8, 2012	$	0.2500		March 23, 2012	$	42,791		April 13, 2012
June 5, 2012		0.2700		June 22, 2012		46,336		July 13, 2012
September 6, 2012		0.2700		September 25, 2012		46,473		October 15, 2012
October 11, 2012		4.0600		October 22, 2012		700,000		November 21, 2012
December 14, 2012		0.2700		December 26, 2012		51,296		January 17, 2013
March 14, 2013		0.2700		March 25, 2013		51,460		April 15, 2013
June 6, 2013		0.2700		June 25, 2013		51,597		July 15, 2013

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Summary of Significant Accounting Policies (Details 3) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Amortizable intangible assets
Gross carrying amount	$ 776,528		$ 776,528
Accumulated amortization	(275,145)		(275,145)
Net carrying amount	501,383		501,383
Amortization expense associated with amortizable intangible assets (including deferred financing costs)	10,973	9,606	22,989	19,207
Customer Relationships and Acquisition Costs.
Amortizable intangible assets
Gross carrying amount	702,857		702,857
Accumulated amortization	(245,147)		(245,147)
Net carrying amount	457,710		457,710
Core Technology.
Amortizable intangible assets
Gross carrying amount	3,707		3,707
Accumulated amortization	(3,317)		(3,317)
Net carrying amount	390		390
Trademarks and Non-Compete Agreements
Amortizable intangible assets
Gross carrying amount	5,824		5,824
Accumulated amortization	(3,464)		(3,464)
Net carrying amount	2,360		2,360
Deferred Financing Costs
Amortizable intangible assets
Gross carrying amount	64,140		64,140
Accumulated amortization	(23,217)		(23,217)
Net carrying amount	$ 40,923		$ 40,923

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Summary of Significant Accounting Policies (Details 8) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Other Expense (Income), Net:
Foreign currency transaction (gains) losses, net	$ 16,366	$ 11,761	$ 19,931	$ 9,186
Other, net	(1,091)	(1,695)	(1,917)	(2,424)
Total other expense (income), net	$ 15,275	$ 10,066	$ 18,014	$ 6,762

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Segment Information (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Reconciliation of Adjusted OIBDA to operating income on a Consolidated Basis
Adjusted OIBDA	$ 232,670	$ 238,938	$ 460,146	$ 461,489
Less: Depreciation and Amortization	78,928	77,510	159,129	155,518
(Gain) Loss on disposal/write-down of property, plant and equipment, net	(1,663)	(607)	(2,202)	112
REIT Costs	23,536	3,348	48,508	5,359
Operating income (loss)	$ 131,869	$ 158,687	$ 254,711	$ 300,500

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Debt (Details) (USD $) In Thousands, unless otherwise specified										3 Months Ended		6 Months Ended																						6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Revolving Credit Facility and Term Loan Facility	Jun. 30, 2013 Revolving Credit Facility	Dec. 31, 2012 Revolving Credit Facility	Jun. 30, 2013 Term Loan Facility	Dec. 31, 2012 Term Loan Facility	Jun. 30, 2013 Credit Agreement	Dec. 31, 2012 Credit Agreement	Jun. 30, 2013 Revolving Credit Facility and Outstanding Letters of Credit	Jun. 30, 2012 Revolving Credit Facility and Outstanding Letters of Credit	Jun. 30, 2013 Revolving Credit Facility and Outstanding Letters of Credit	Jun. 30, 2012 Revolving Credit Facility and Outstanding Letters of Credit	Jun. 30, 2013 The 7 1/4% Notes	Dec. 31, 2012 The 7 1/4% Notes	Jun. 30, 2013 The Subsidiary Notes	Dec. 31, 2012 The Subsidiary Notes	Jun. 30, 2013 The 8% Notes due 2018	Dec. 31, 2012 The 8% Notes due 2018	Jun. 30, 2013 The 6 3/4% Notes	Dec. 31, 2012 The 6 3/4% Notes	Jun. 30, 2013 The 7 3/4% Notes due 2019	Dec. 31, 2012 The 7 3/4% Notes due 2019	Jun. 30, 2013 The 8% Notes due 2020	Dec. 31, 2012 The 8% Notes due 2020	Jun. 30, 2013 The 8 3/8% Notes	Dec. 31, 2012 The 8 3/8% Notes	Jun. 30, 2013 The 5 3/4% notes due 2024	Dec. 31, 2012 The 5 3/4% notes due 2024	Jun. 30, 2013 Real Estate Mortgages, Capital Leases and Other	Dec. 31, 2012 Real Estate Mortgages, Capital Leases and Other	Jun. 30, 2013 New Credit Agreement	Jun. 27, 2011 New Credit Agreement	Jun. 30, 2013 New Credit Agreement Minimum	Jun. 30, 2013 New Credit Agreement Maximum	Jun. 30, 2013 New Revolving Credit Facility	Jun. 27, 2011 New Revolving Credit Facility item	Jun. 30, 2013 New Revolving Credit Facility Minimum	Jun. 30, 2013 New Revolving Credit Facility Maximum	Jun. 27, 2011 New Revolving Credit Facility, Tranche One	Jun. 27, 2011 New Revolving Credit Facility, Tranche Two	Jun. 27, 2011 New Revolving Credit Facility, Tranche Three	Jun. 30, 2013 New Term Loan Facility	Jun. 27, 2011 New Term Loan Facility
Long-term Debt Information
Carrying Amount	$ 3,938,700	$ 3,825,003		$ 187,700	$ 55,500	$ 450,000	$ 462,500							$ 228,180	$ 242,813	$ 166,338	$ 175,875	$ 49,848	$ 49,834	$ 330,338	$ 335,152	$ 400,000	$ 400,000	$ 300,000	$ 300,000	$ 548,604	$ 548,518	$ 1,000,000	$ 1,000,000	$ 277,692	$ 254,811
Less Current Portion	(324,682)	(92,887)
Long-term Debt, Net of Current Portion	3,614,018	3,732,116
Fair Value				187,700	55,500	450,000	462,500							228,408	242,813	169,664	181,591	52,905	56,052	335,902	341,753	430,500	451,000	311,475	317,250	583,000	610,500	930,000	1,012,500	277,692	254,811
Stated Interest Rate (as a percent)														7.25%	7.25%	7.50%	7.50%	8.00%	8.00%	6.75%	6.75%	7.75%	7.75%	8.00%	8.00%	8.375%	8.375%	5.75%	5.75%
Capital Stock of First Tier Foreign Subsidiaries Pledged to Secure Debt (as a percent)			66.00%
Ownership in U.S. Subsidiaries that are Considered Guarantor of Parent Notes (as a percent)	100.00%
Maximum Borrowing Capacity																																					725,000			400,000	150,000	175,000		500,000
Optional expanded maximum borrowing capacity																																	1,800,000
Number of Banks Supporting the Credit Facility																																					19
Outstanding borrowings under credit facility																																				187,700
Letters of Credit Outstanding																																2,312
Remaining availability under credit facility																																				534,988
Effective interest rate (as a percent)																																				2.50%		2.00%	4.00%				2.00%
Commitment fees and letters of credit fees										$ 546	$ 449	$ 1,156	$ 1,049
Repayments Of Loan
Loan payment as a percentage of principal in first three quarterly installments of year five																																												10.00%
Loan payment as a percentage of principal in final quarterly installment of year five																																												35.00%
June 30, 2012 (as a percent)																																												5.00%
June 30, 2013 (as a percent)																																												5.00%
June 30, 2014 (as a percent)																																												10.00%
June 30, 2015 (as a percent)																																												15.00%
June 27, 2016 (as a percent)																																												65.00%
Debt covenants
Revolving Credit and Term Leverage Ratio								4.06	3.93
Revolving Credit and Term Leverage Ratio, Maximum Allowable								5.50	5.50
Bond Leverage Ratio, per Indentures								4.92	5.33
Bond Leverage Ratio, per Indentures, Maximum Allowable								6.50	6.50
Revolving Credit and Term Loan Fixed Charge Coverage Ratio								1.37	1.33
Revolving Credit and Term Loan Fixed Charge Coverage Ratio, Minimum Allowable								1.00	1.20
Commitment fee (as a percent)																																		0.30%	0.50%

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CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowances (in dollars)	$ 26,764	$ 25,209
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	0	0
Preferred stock, outstanding shares	0	0
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	191,109,705	190,005,788
Common stock, outstanding shares	191,109,705	190,005,788

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Acquisitions

6 Months Ended

Jun. 30, 2013

Acquisitions

Acquisitions

(4) Acquisitions

        We account for acquisitions using the acquisition method of accounting, and, accordingly, 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 was primarily provided through borrowings under our credit facilities and cash equivalents on-hand. The unaudited pro forma results of operations for the period ended June 30, 2013 are not presented due to the insignificant impact of the 2012 and 2013 acquisitions on our consolidated results of operations.

        In June 2013, in order to further enhance our existing operations in Brazil, we acquired the stock of Archivum Comercial Ltda. and AMG Comercial Ltda., storage rental and records management businesses in Sao Paulo, Brazil, in a single transaction for an aggregate purchase price of approximately $29,000. Included in the purchase price is approximately $2,900 held in escrow to secure a working capital adjustment and the indemnification obligations of the former owners of the businesses to us.

        In May 2013, we acquired a storage rental and records management business in Texas with locations in Michigan, Texas and Florida, in a cash transaction for a purchase price of approximately $25,000. Included in the purchase price is approximately $1,600 held in escrow to secure a working capital adjustment. The amounts held in escrow for purposes of the working capital adjustment will be distributed either to us or the former owners based on the final agreed upon working capital amount.

        A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for acquisitions in 2013 through June 30, 2013 is as follows:

Cash Paid (gross of cash acquired)	$	52,866	(1)
Total Consideration		52,866
Fair Value of Identifiable Assets Acquired:
Cash, Accounts Receivable, Prepaid Expense, Deferred Income Taxes and Other		3,176
Property, Plant and Equipment(2)		4,544
Customer Relationship Assets(3)		28,117
Other Assets		131
Liabilities Assumed and Deferred Income Taxes(4)		(10,691	)
Total Fair Value of Identifiable Net Assets Acquired		25,277
Goodwill Initially Recorded	$	27,589

(1)

Included in cash paid for acquisitions in the accompanying Consolidated Statements of Cash Flows for the six months ended June 30, 2013 is cash received of $74 related to acquisitions made in previous years.

(2)

Consists primarily of racking structures, leasehold improvements and computer hardware and software.

(3)

The weighted average lives of customer relationship assets associated with acquisitions to date in 2013 was 20 years.

(4)

Consists primarily of accounts payable, accrued expenses, notes payable, deferred revenue and deferred income taxes.

        Allocations of the purchase price for acquisitions completed in 2013 were based on estimates of the fair value of net assets acquired and are subject to adjustment. We are not aware of any information that would indicate that the final purchase price allocations will differ meaningfully from preliminary estimates. The purchase price allocations of the 2013 acquisitions are subject to finalization of the assessment of the fair value of intangible assets (primarily customer relationship assets), property, plant and equipment (primarily racking structures), leases, contingencies and income taxes (primarily deferred income taxes).

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CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
CONSOLIDATED STATEMENTS OF OPERATIONS
Interest Income	$ 818	$ 810	$ 1,043	$ 1,355

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CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Current Assets:
Cash and cash equivalents	$ 258,866	$ 243,415
Restricted cash	33,613	33,612
Accounts receivable (less allowances of $25,209 and $26,764 as of December 31, 2012 and June 30, 2013, respectively)	581,481	572,200
Deferred income taxes	15,918	10,152
Prepaid expenses and other	156,104	164,713
Total Current Assets	1,045,982	1,024,092
Property, Plant and Equipment:
Property, plant and equipment	4,465,713	4,443,323
Less-Accumulated depreciation	(2,013,404)	(1,965,596)
Property, Plant and Equipment, net	2,452,309	2,477,727
Other Assets, net:
Goodwill	2,317,157	2,334,759
Customer relationships and acquisition costs	457,710	456,120
Deferred financing costs	40,923	43,850
Other	20,738	21,791
Total Other Assets, net	2,836,528	2,856,520
Total Assets	6,334,819	6,358,339
Current Liabilities:
Current portion of long-term debt	324,682	92,887
Accounts payable	141,686	168,120
Accrued expenses	396,074	426,813
Deferred revenue	210,483	217,133
Total Current Liabilities	1,072,925	904,953
Long-term Debt, net of current portion	3,614,018	3,732,116
Other Long-term Liabilities	66,552	62,917
Deferred Rent	94,189	97,356
Deferred Income Taxes	393,596	398,549
Commitments and Contingencies (see Note 8)
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 190,005,788 shares and 191,109,705 shares as of December 31, 2012 and June 30, 2013, respectively)	1,911	1,900
Additional paid-in capital	973,095	942,199
Retained earnings	126,964	185,558
Accumulated other comprehensive items, net	(21,697)	20,314
Total Iron Mountain Incorporated Stockholders' Equity	1,080,273	1,149,971
Noncontrolling Interests	13,266	12,477
Total Equity	1,093,539	1,162,448
Total Liabilities and Equity	$ 6,334,819	$ 6,358,339

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Commitments and Contingencies (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended			141 Months Ended	3 Months Ended		1 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013 Litigation	Jun. 30, 2013 Government Contract Billing Matter	Jun. 30, 2013 State of Massachusetts Assessment	Sep. 30, 2012 State of Massachusetts Assessment	Nov. 30, 2011 Italy Fire item
Commitments and Contingencies
Loss contingencies, reasonably possible loss exposure in excess of the amount currently accrued					$ 38,000
Total revenue billed and recorded from October 1, 2011 through June 30, 2013	754,721	752,165	1,501,752	1,498,663		68,500
Aggregate amount of assessed tax including tax, interest and penalties							$ 4,120	$ 8,191
Number of customer lawsuits									3

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Discontinued Operations (Tables)

6 Months Ended

Jun. 30, 2013

Worldwide Digital Operations

Discontinued operation disclosures

Summarized results of operations

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
(Loss) Income Before Provision (Benefit) for Income Taxes of Discontinued Operations	$	(377	)	$	15		$	378	$	103
Provision (Benefit) for Income Taxes		—			(9	)		291		(2	)
(Loss) Income from Discontinued Operations, Net of Tax	$	(377	)	$	24		$	87	$	105

Italian Operations

Discontinued operation disclosures

Summarized results of operations

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Total Revenues	$	—		$	—		$	2,138		$	—
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations	$	(262	)	$	(164	)	$	(6,386	)	$	2,548
(Benefit) Provision for Income Taxes		—			(42	)		(567	)		567
(Loss) Income from Discontinued Operations, Net of Tax	$	(262	)	$	(122	)	$	(5,819	)	$	1,981
Loss on Sale of Discontinued Operations	$	(1,885	)	$	—		$	(1,885	)	$	—
Provision for Income Taxes		—			—			—			—
Loss on Sale of Discontinued Operations, Net of Tax	$	(1,885	)	$	—		$	(1,885	)	$	—
Total (Loss) Income from Discontinued Operations and Sale, Net of Tax	$	(2,147	)	$	(122	)	$	(7,704	)	$	1,981

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Derivative Instruments and Hedging Activities (Tables)

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities

Fair value of derivative instruments

	Asset Derivatives
	December 31, 2012			June 30, 2013
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Prepaid expenses and other	$	—	Prepaid expenses and other	$	2,946
Total		$	—		$	2,946

	Liability Derivatives
	December 31, 2012			June 30, 2013
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Accrued expenses	$	1,522	Accrued expenses	$	520
Total		$	1,522		$	520

Fair value of derivative instruments, amount of (gain) loss recognized in income

		Amount of (Gain) Loss Recognized in Income on Derivatives
		Three Months Ended June 30,						Six Months Ended June 30,
	Location of (Gain) Loss Recognized in Income on Derivative
Derivatives Not Designated as Hedging Instruments		2012			2013			2012		2013
Foreign exchange contracts	Other expense (income), net	$	(3,693	)	$	(9,073	)	$	4,278	$	(20,223	)
Total		$	(3,693	)	$	(9,073	)	$	4,278	$	(20,223	)

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Acquisitions (Details 3) (Customer relationship assets)	6 Months Ended
	Jun. 30, 2013
Customer relationship assets
Acquired Finite-Lived Intangible Assets
Weighted average life of customer relationship assets associated with acquisitions	20 years

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Derivative Instruments and Hedging Activities (Details) In Thousands, unless otherwise specified			3 Months Ended		6 Months Ended
	Jun. 30, 2013 item	Dec. 31, 2012 item	Jun. 30, 2013 Foreign exchange contracts USD ($)	Jun. 30, 2012 Foreign exchange contracts USD ($)	Jun. 30, 2013 Foreign exchange contracts USD ($)	Jun. 30, 2012 Foreign exchange contracts USD ($)	Jun. 30, 2013 U.S. dollars: British pounds sterling USD ($)	Jun. 30, 2013 U.S. dollars: British pounds sterling GBP (£)	Jun. 30, 2013 U.S. dollars: Australian dollars USD ($)	Jun. 30, 2013 U.S. dollars: Australian dollars AUD
Derivative Instruments and Hedging Activities
Targeted percentage of debt portfolio to be fixed with interest rates	75.00%
Number of derivative instrument with contingent features of credit risk	0	0
Derivative instruments
Notional amount of outstanding forward contracts, purchases							$ 190,954		$ 71,610
Notional amount of outstanding forward contracts, sales								125,000		77,000
Net cash receipts from foreign currency forward contracts			10,476		16,275
Net cash disbursements from foreign currency forward contracts				$ 2,284		$ 3,787

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Summary of Significant Accounting Policies (Details 6) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended			6 Months Ended
	Jun. 30, 2013 item	Mar. 31, 2013	Jun. 30, 2012	Jun. 30, 2013 item	Jun. 30, 2012	Dec. 31, 2012 item
Income (Loss) Per Share-Basic and Diluted
Income (Loss) from Continuing Operations	$ 27,538		$ 41,441	$ 45,888	$ 102,514
Total (loss) income from discontinued operations (see Note 10)	(98)		(2,524)	2,086	(7,617)
Net income (loss) attributable to Iron Mountain Incorporated	26,564		38,055	45,950	93,405
Weighted-average shares-basic	190,823,000		171,296,000	190,518,000	171,308,000
Effect of dilutive potential stock options (in shares)	1,337,423		753,385	1,366,265	737,087
Effect of dilutive potential restricted stock, RSUs and PUs (in shares)	408,103		181,292	455,039	181,580
Weighted-average shares-diluted	192,569,000		172,231,000	192,339,000	172,227,000
Earnings (Losses) per share-basic:
Income (Loss) from continuing operations (in dollars per share)	$ 0.14		$ 0.24	$ 0.24	$ 0.60
Total (loss) income from discontinued operations (see Note 10) (in dollars per share)	$ 0.00		$ (0.01)	$ 0.01	$ (0.04)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)	$ 0.14		$ 0.22	$ 0.24	$ 0.55
Earnings (Losses) per share-diluted:
Income (Loss) from continuing operations (in dollars per share)	$ 0.14		$ 0.24	$ 0.24	$ 0.60
Total (loss) income from discontinued operations (see Note 10) (in dollars per share)	$ 0.00		$ (0.01)	$ 0.01	$ (0.04)
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share)	$ 0.14		$ 0.22	$ 0.24	$ 0.54
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares)	319,158		1,885,060	289,728	1,965,338
Allowance for Doubtful Accounts and Credit Memo Reserves
The general period to charge-off uncollectible balances of receivable, as circumstances warrant, is no later than this period of time past due				1 year
Income Taxes:
Effective tax rates (as a percent)	48.60%		54.20%	58.50%	42.00%
Federal statutory tax rate (as a percent)	35.00%		35.00%	35.00%	35.00%
Increase in effective income tax rate (as a percent)	2.50%		10.20%	12.80%	0.90%
Discrete tax benefit attributable to the exception of certain foreign earnings from U.S. federal taxation		4,025
Increase (reduction) in gross interest and penalties recorded	176		247	721	(2)
Accrued interest and penalties recorded	4,166			4,166		3,554
Book over tax outside basis differences related to Canadian subsidiaries						577
Reclassification of long-term deferred income tax liabilities	20,658			20,658
Concentrations of Credit Risk
Number of global banks with cash, cash equivalent and restricted cash held on deposit	5			5		5
Number of "Triple A" rated money market funds with cash, cash equivalent and restricted cash held on deposit	6			6		2
Maximum investment limit in any one mutual fund				50,000
Maximum investment limit in any one financial institution				75,000
Cash, cash equivalent and restricted cash	292,479			292,479		277,027
Money market funds and time deposits	$ 231,245			$ 231,245		$ 218,629

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Summary of Significant Accounting Policies (Details 7) (Fair value measured on recurring basis, USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Total Carrying Value
Assets and liabilities carried at fair value measured on a recurring basis
Money market funds	$ 98,620	$ 68,800
Time deposits	132,625	149,829
Trading securities	12,172	11,071
Derivative assets	2,946
Derivative liabilities	520	1,522
Quoted prices in active markets (Level 1)
Assets and liabilities carried at fair value measured on a recurring basis
Trading securities	11,788	10,525
Significant other observable inputs (Level 2)
Assets and liabilities carried at fair value measured on a recurring basis
Money market funds	98,620	68,800
Time deposits	132,625	149,829
Trading securities	384	546
Derivative assets	2,946
Derivative liabilities	$ 520	$ 1,522

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Derivative Instruments and Hedging Activities

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

(3) Derivative Instruments and Hedging Activities

        Every derivative instrument is required to be recorded in the balance sheet as either an asset or a liability measured at its fair value. Periodically, we acquire derivative instruments that are intended to hedge either cash flows or values that are subject to foreign exchange or other market price risk and not for trading purposes. We have formally documented our hedging relationships, including identification of the hedging instruments and the hedged items, as well as our risk management objectives and strategies for undertaking each hedge transaction. Given the recurring nature of our revenues and the long-term nature of our asset base, we have the ability and the preference to use long-term, fixed interest rate debt to finance our business, thereby preserving our long-term returns on invested capital. We target approximately 75% of our debt portfolio to be fixed with respect to interest rates. Occasionally, we may use interest rate swaps as a tool to maintain our targeted level of fixed rate debt. In addition, we may use borrowings in foreign currencies, either obtained in the U.S. or by our foreign subsidiaries, to hedge foreign currency risk associated with our international investments. Sometimes we enter into currency swaps to temporarily hedge an overseas investment, such as a major acquisition, while we arrange permanent financing or to hedge our exposure due to foreign currency exchange movements related to our intercompany accounts with and between our foreign subsidiaries. As of December 31, 2012 and June 30, 2013, none of our derivative instruments contained credit-risk related contingent features.

        We have entered into a number of separate forward contracts to hedge our exposures in British pounds sterling and Australian dollars. As of June 30, 2013, we had (1) outstanding forward contracts to purchase $190,954 U.S. dollars and sell 125,000 British pounds sterling to hedge our intercompany exposures with our European operations and (2) an outstanding forward contract to purchase $71,610 U.S. dollars and sell 77,000 Australian dollars to hedge our intercompany exposures with our Australian subsidiary. 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 (income) expense, net in the accompanying 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 these forward contracts as hedges. During the three and six months ended June 30, 2012, there were $2,284 and $3,787 in net cash disbursements, respectively, included in cash from operating activities from continuing operations related to settlements associated with these foreign currency forward contracts. During the three and six months ended June 30, 2013, there were $10,476 and $16,275 in net cash receipts, respectively, included in cash from operating activities from continuing operations related to settlements associated with these foreign currency forward contracts.

        The following table provides the fair value of our derivative instruments as of December 31, 2012 and June 30, 2013 and their gains and losses for the three and six months ended June 30, 2012 and 2013:

	Asset Derivatives
	December 31, 2012			June 30, 2013
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Prepaid expenses and other	$	—	Prepaid expenses and other	$	2,946
Total		$	—		$	2,946

	Liability Derivatives
	December 31, 2012			June 30, 2013
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Accrued expenses	$	1,522	Accrued expenses	$	520
Total		$	1,522		$	520

		Amount of (Gain) Loss Recognized in Income on Derivatives
		Three Months Ended June 30,						Six Months Ended June 30,
	Location of (Gain) Loss Recognized in Income on Derivative
Derivatives Not Designated as Hedging Instruments		2012			2013			2012		2013
Foreign exchange contracts	Other expense (income), net	$	(3,693	)	$	(9,073	)	$	4,278	$	(20,223	)
Total		$	(3,693	)	$	(9,073	)	$	4,278	$	(20,223	)

        We have designated a portion of our 6³/4% Euro Senior Subordinated Notes due 2018 issued by IMI (the "6³/4% Notes") as a hedge of net investment of certain of our Euro denominated subsidiaries. For the six months ended June 30, 2012 and 2013, we designated on average 100,500 and 105,833 Euros, respectively, of the 6³/4% Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded foreign exchange gains of $5,120 ($3,211, net of tax) and $1,365 ($866, net of tax) for the three and six months ended June 30, 2012, respectively, 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 included in Iron Mountain Incorporated Stockholders' Equity in the accompanying Consolidated Balance Sheets. We recorded foreign exchange losses of $2,030 ($1,237, net of tax) and foreign exchange gains of $2,093 ($1,276, net of tax) for the three and six months ended June 30, 2013, respectively, 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 included in Iron Mountain Incorporated Stockholders' Equity in the accompanying Consolidated Balance Sheets. As of June 30, 2013, cumulative net gains of $11,998, net of tax are recorded in accumulated other comprehensive items, net associated with this net investment hedge.

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Summary of Significant Accounting Policies (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Cash, Cash Equivalents and Restricted Cash
Restricted cash	$ 33,613		$ 33,613		$ 33,612
Foreign Currency
Foreign currency transaction gains (loss)	$ (16,366)	$ (11,761)	$ (19,931)	$ (9,186)
The 7 1/4% Notes
Long-term Debt Information
Stated Interest Rate (as a percent)	7.25%		7.25%		7.25%
The 6 3/4% Notes
Long-term Debt Information
Stated Interest Rate (as a percent)	6.75%		6.75%		6.75%

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Acquisitions (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Jun. 30, 2013 Storage rental and records management and data protection business in Brazil	May 31, 2013 Storage rental and records management business in Texas
Business Acquisition
Purchase price	$ 52,866	$ 29,000	$ 25,000
Portion of purchase price for acquisition that was deposited in escrow		$ 2,900	$ 1,600

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

6 Months Ended

Jun. 30, 2013

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors

(6) 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, 2012 and June 30, 2013 and for the three and six months ended June 30, 2012 and 2013 and are prepared on the same basis as the consolidated financial statements.

        The Parent Notes and the Subsidiary Notes are guaranteed by the subsidiaries referred to below as the "Guarantors." These subsidiaries are 100% owned by IMI. The guarantees are full and unconditional, as well as joint and several.

        Additionally, IMI and the Guarantors guarantee the Subsidiary Notes, which were issued by Canada Company. Canada Company does not guarantee the Parent Notes. The other subsidiaries that do not guarantee the Parent Notes or the Subsidiary Notes 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 balance sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below statements of operations with respect to the relevant Parent, Guarantors, Canada Company, Non-Guarantors and Eliminations columns also would change.

        In July 2013, certain of Canada Company's operating subsidiaries (the "Amalgamated Entities") were amalgamated into Canada Company and, as part of our proposed conversion to a REIT, Canada Company contributed certain assets and liabilities into two newly-formed wholly owned entities (the "Canadian Subsidiaries"), collectively referred to as the "Canada Company Reorganization." The assets, liabilities, equity, results of operations and cash flows of the Amalgamated Entities, currently presented within the Non-Guarantors, will be presented within the Canada Company column in future periods. The assets, liabilities, equity, results of operations and cash flows of the Canadian Subsidiaries, currently presented within Canada Company, will be presented within the Non-Guarantors column in future periods.

        As noted above, IMI and the Guarantors guarantee the Subsidiary Notes which were issued by Canada Company. Canada Company, IMI and the Guarantors are sometimes collectively referred to as the "Canadian Obligors." As a result of the Canada Company Reorganization, we have performed an analysis to quantify the impact of the Canada Company Reorganization on the assets, liabilities, equity, results of operations and cash flows of the Canadian Obligors. As a result of this analysis, we have concluded that the impact of the Canada Company Reorganization is not material to the consolidated assets, liabilities, equity, results of operations and cash flows of the Canadian Obligors.

	December 31, 2012
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	—	$	13,472	$	103,500	$	126,443	$	—		$	243,415
Restricted Cash		33,612		—		—		—		—			33,612
Accounts Receivable		—		338,455		44,363		189,382		—			572,200
Intercompany Receivable		1,055,593		—		5,781		—		(1,061,374	)		—
Other Current Assets		48		121,933		5,720		47,164		—			174,865
Total Current Assets		1,089,253		473,860		159,364		362,989		(1,061,374	)		1,024,092
Property, Plant and Equipment, Net		1,305		1,500,309		203,909		772,204		—			2,477,727
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,070,930		1,000		4,136		—		(1,076,066	)		—
Investment in Subsidiaries		1,941,540		1,688,000		18,422		314,573		(3,962,535	)		—
Goodwill		—		1,536,964		202,282		595,513		—			2,334,759
Other		37,909		261,950		10,622		211,394		(114	)		521,761
Total Other Assets, Net		3,050,379		3,487,914		235,462		1,121,480		(5,038,715	)		2,856,520
Total Assets	$	4,140,937	$	5,462,083	$	598,735	$	2,256,673	$	(6,100,089	)	$	6,358,339
Liabilities and Equity
Intercompany Payable	$	—	$	942,547	$	—	$	118,827	$	(1,061,374	)	$	—
Current Portion of Long-term Debt		—		70,870		2,799		19,218		—			92,887
Total Other Current Liabilities		111,536		469,249		31,015		200,266		—			812,066
Long-term Debt, Net of Current Portion		2,876,317		568,205		193,181		94,413		—			3,732,116
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		1,066,823		—		8,243		(1,076,066	)		—
Other Long-term Liabilities		2,113		417,972		38,745		100,106		(114	)		558,822
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,149,971		1,926,417		332,995		1,703,123		(3,962,535	)		1,149,971
Noncontrolling Interests		—		—		—		12,477		—			12,477
Total Equity		1,149,971		1,926,417		332,995		1,715,600		(3,962,535	)		1,162,448
Total Liabilities and Equity	$	4,140,937	$	5,462,083	$	598,735	$	2,256,673	$	(6,100,089	)	$	6,358,339

	June 30, 2013
	Parent		Guarantors		Canada Company		Non- Guarantors		Eliminations			Consolidated
Assets
Current Assets:
Cash and Cash Equivalents	$	—	$	4,152	$	107,684	$	147,030	$	—		$	258,866
Restricted Cash		33,613		—		—		—		—			33,613
Accounts Receivable		—		346,133		45,159		190,189		—			581,481
Intercompany Receivable		892,125		—		4,033		—		(896,158	)		—
Other Current Assets		1,512		123,934		4,423		42,153		—			172,022
Total Current Assets		927,250		474,219		161,299		379,372		(896,158	)		1,045,982
Property, Plant and Equipment, Net		1,209		1,512,925		191,025		747,150		—			2,452,309
Other Assets, Net:
Long-term Notes Receivable from Affiliates and Intercompany Receivable		1,175,843		1,000		3,117		—		(1,179,960	)		—
Investment in Subsidiaries		1,912,854		1,657,184		19,013		307,943		(3,896,994	)		—
Goodwill		—		1,546,977		191,312		578,868		—			2,317,157
Other		34,948		269,523		9,459		205,555		(114	)		519,371
Total Other Assets, Net		3,123,645		3,474,684		222,901		1,092,366		(5,077,068	)		2,836,528
Total Assets	$	4,052,104	$	5,461,828	$	575,225	$	2,218,888	$	(5,973,226	)	$	6,334,819
Liabilities and Equity
Intercompany Payable	$	—	$	777,743	$	—	$	118,415	$	(896,158	)	$	—
Current Portion of Long-term Debt		228,180		77,808		2,486		16,208		—			324,682
Total Other Current Liabilities		110,931		442,275		28,852		166,185		—			748,243
Long-term Debt, Net of Current Portion		2,628,790		676,565		183,453		125,210		—			3,614,018
Long-term Notes Payable to Affiliates and Intercompany Payable		1,000		1,172,374		—		6,586		(1,179,960	)		—
Other Long-term Liabilities		2,930		419,462		33,478		98,581		(114	)		554,337
Commitments and Contingencies (See Note 8)
Total Iron Mountain Incorporated Stockholders' Equity		1,080,273		1,895,601		326,956		1,674,437		(3,896,994	)		1,080,273
Noncontrolling Interests		—		—		—		13,266		—			13,266
Total Equity		1,080,273		1,895,601		326,956		1,687,703		(3,896,994	)		1,093,539
Total Liabilities and Equity	$	4,052,104	$	5,461,828	$	575,225	$	2,218,888	$	(5,973,226	)	$	6,334,819

	Three Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	288,883		$	30,673		$	113,880		$	—		$	433,436
Service		—			199,633			28,433			90,663			—			318,729
Total Revenues		—			488,516			59,106			204,543			—			752,165
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			187,364			23,991			101,705			—			313,060
Selling, General and Administrative		48			134,760			8,852			59,855			—			203,515
Depreciation and Amortization		82			47,545			4,548			25,335			—			77,510
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(589	)		(65	)		47			—			(607	)
Total Operating Expenses		130			369,080			37,326			186,942			—			593,478
Operating (Loss) Income		(130	)		119,436			21,780			17,601			—			158,687
Interest Expense (Income), Net		46,980			(4,487	)		11,288			4,435			—			58,216
Other (Income) Expense , Net		(20,566	)		475			(19	)		30,176			—			10,066
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(26,544	)		123,448			10,511			(17,010	)		—			90,405
Provision (Benefit) for Income Taxes		—			43,816			2,971			2,177			—			48,964
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(64,599	)		8,049			193			(7,540	)		63,897			—
Income (Loss) from Continuing Operations		38,055			71,583			7,347			(11,647	)		(63,897	)		41,441
(Loss) Income from Discontinued Operations, Net of Tax		—			(377	)		—			(262	)		—			(639	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		—			—			—			(1,885	)		—			(1,885	)
Net Income (Loss)		38,055			71,206			7,347			(13,794	)		(63,897	)		38,917
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			862			—			862
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	38,055		$	71,206		$	7,347		$	(14,656	)	$	(63,897	)	$	38,055
Net Income (Loss)	$	38,055		$	71,206		$	7,347		$	(13,794	)	$	(63,897	)	$	38,917
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		3,211			(441	)		(5,169	)		(24,446	)		—			(26,845	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(29,782	)		(29,259	)		(284	)		(5,169	)		64,494			—
Total Other Comprehensive (Loss) Income		(26,571	)		(29,700	)		(5,453	)		(29,615	)		64,494			(26,845	)
Comprehensive Income (Loss)		11,484			41,506			1,894			(43,409	)		597			12,072
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			588			—			588
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	11,484		$	41,506		$	1,894		$	(43,997	)	$	597		$	11,484

	Three Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	292,072		$	30,943		$	118,556		$	—		$	441,571
Service		—			193,079			28,473			91,598			—			313,150
Total Revenues		—			485,151			59,416			210,154			—			754,721
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			193,678			25,710			101,668			—			321,056
Selling, General and Administrative		36			161,048			8,651			54,796			—			224,531
Depreciation and Amortization		81			47,809			4,520			26,518			—			78,928
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment, Net		—			147			(106	)		(1,704	)		—			(1,663	)
Total Operating Expenses		117			402,682			38,775			181,278			—			622,852
Operating (Loss) Income		(117	)		82,469			20,641			28,876			—			131,869
Interest Expense (Income), Net		51,546			(5,949	)		11,163			6,229			—			62,989
Other Expense (Income), Net		3,823			(101	)		(45	)		11,598			—			15,275
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(55,486	)		88,519			9,523			11,049			—			53,605
Provision (Benefit) for Income Taxes		—			18,086			3,301			4,680			—			26,067
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(82,050	)		(10,588	)		(869	)		(6,222	)		99,729			—
Income (Loss) from Continuing Operations		26,564			81,021			7,091			12,591			(99,729	)		27,538
Income (Loss) from Discontinued Operations, Net of Tax		—			24			—			(122	)		—			(98	)
Net Income (Loss)		26,564			81,045			7,091			12,469			(99,729	)		27,440
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			876			—			876
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	26,564		$	81,045		$	7,091		$	11,593		$	(99,729	)	$	26,564
Net Income (Loss)	$	26,564		$	81,045		$	7,091		$	12,469		$	(99,729	)	$	27,440
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		(1,237	)		115			(10,422	)		(16,343	)		—			(27,887	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(25,812	)		(25,739	)		(625	)		(10,422	)		62,598			—
Total Other Comprehensive (Loss) Income		(27,049	)		(25,624	)		(11,047	)		(26,765	)		62,598			(27,887	)
Comprehensive (Loss) Income		(485	)		55,421			(3,956	)		(14,296	)		(37,131	)		(447	)
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			38			—			38
Comprehensive (Loss) Income Attributable to Iron Mountain Incorporated	$	(485	)	$	55,421		$	(3,956	)	$	(14,334	)	$	(37,131	)	$	(485	)

	Six Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	576,470		$	61,148		$	221,159		$	—		$	858,777
Service		—			399,994			57,834			182,058			—			639,886
Total Revenues		—			976,464			118,982			403,217			—			1,498,663
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			380,579			49,032			198,747			—			628,358
Selling, General and Administrative		66			282,622			18,037			113,450			—			414,175
Depreciation and Amortization		157			95,631			9,111			50,619			—			155,518
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(744	)		(23	)		879			—			112
Total Operating Expenses		223			758,088			76,157			363,695			—			1,198,163
Operating (Loss) Income		(223	)		218,376			42,825			39,522			—			300,500
Interest Expense (Income), Net		94,071			(8,721	)		22,754			8,896			—			117,000
Other (Income) Expense, Net		(981	)		(785	)		(19	)		8,547			—			6,762
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(93,313	)		227,882			20,090			22,079			—			176,738
Provision (Benefit) for Income Taxes		—			60,900			7,494			5,830			—			74,224
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(186,718	)		(24,917	)		317			(12,596	)		223,914			—
Income (Loss) from Continuing Operations		93,405			191,899			12,279			28,845			(223,914	)		102,514
Income (Loss) from Discontinued Operations, Net of Tax		—			87			—			(5,819	)		—			(5,732	)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		—			—			—			(1,885	)		—			(1,885	)
Net Income (Loss)		93,405			191,986			12,279			21,141			(223,914	)		94,897
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,492			—			1,492
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	93,405		$	191,986		$	12,279		$	19,649		$	(223,914	)	$	93,405
Net Income (Loss)	$	93,405		$	191,986		$	12,279		$	21,141		$	(223,914	)	$	94,897
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		868			616			1,292			(1,674	)		—			1,102
Equity in Other Comprehensive Income (Loss) of Subsidiaries		50			(547	)		85			1,292			(880	)		—
Total Other Comprehensive Income (Loss)		918			69			1,377			(382	)		(880	)		1,102
Comprehensive Income (Loss)		94,323			192,055			13,656			20,759			(224,794	)		95,999
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,676			—			1,676
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	94,323		$	192,055		$	13,656		$	19,083		$	(224,794	)	$	94,323

	Six Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Revenues:
Storage Rental	$	—		$	584,447		$	62,492		$	237,101		$	—		$	884,040
Service		—			379,354			56,478			181,880			—			617,712
Total Revenues		—			963,801			118,970			418,981			—			1,501,752
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)		—			386,291			51,111			204,730			—			642,132
Selling, General and Administrative		63			318,855			17,697			111,367			—			447,982
Depreciation and Amortization		162			95,682			9,207			54,078			—			159,129
(Gain) Loss on Disposal/Write-down of Property, Plant and Equipment, Net		—			(488	)		(148	)		(1,566	)		—			(2,202	)
Total Operating Expenses		225			800,340			77,867			368,609			—			1,247,041
Operating (Loss) Income		(225	)		163,461			41,103			50,372			—			254,711
Interest Expense (Income), Net		103,360			(12,122	)		22,512			12,421			—			126,171
Other (Income) Expense, Net		(29,204	)		(1,252	)		(48	)		48,518			—			18,014
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes		(74,381	)		176,835			18,639			(10,567	)		—			110,526
Provision (Benefit) for Income Taxes		—			51,991			6,336			6,311			—			64,638
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax		(120,331	)		6,670			(1,611	)		(12,303	)		127,575			—
Income (Loss) from Continuing Operations		45,950			118,174			13,914			(4,575	)		(127,575	)		45,888
Income (Loss) from Discontinued Operations, Net of Tax		—			105			—			1,981			—			2,086
Net Income (Loss)		45,950			118,279			13,914			(2,594	)		(127,575	)		47,974
Less: Net Income (Loss) Attributable to Noncontrolling Interests		—			—			—			2,024			—			2,024
Net Income (Loss) Attributable to Iron Mountain Incorporated	$	45,950		$	118,279		$	13,914		$	(4,618	)	$	(127,575	)	$	45,950
Net Income (Loss)	$	45,950		$	118,279		$	13,914		$	(2,594	)	$	(127,575	)	$	47,974
Other Comprehensive Income (Loss):
Foreign Currency Translation Adjustments		1,277			965			(17,471	)		(27,605	)		—			(42,834	)
Equity in Other Comprehensive (Loss) Income of Subsidiaries		(43,288	)		(44,075	)		(1,020	)		(17,471	)		105,854			—
Total Other Comprehensive (Loss) Income		(42,011	)		(43,110	)		(18,491	)		(45,076	)		105,854			(42,834	)
Comprehensive Income (Loss)		3,939			75,169			(4,577	)		(47,670	)		(21,721	)		5,140
Comprehensive Income (Loss) Attributable to Noncontrolling Interests		—			—			—			1,201			—			1,201
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$	3,939		$	75,169		$	(4,577	)	$	(48,871	)	$	(21,721	)	$	3,939

	Six Months Ended June 30, 2012
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(87,906	)	$	249,123		$	19,935		$	35,703		$	—		$	216,855
Cash Flows from Operating Activities—Discontinued Operations		—			(2,651	)		—			(2,014	)		—			(4,665	)
Cash Flows from Operating Activities		(87,906	)		246,472			19,935			33,689			—			212,190
Cash Flows from Investing Activities:
Capital expenditures		—			(55,276	)		(7,000	)		(45,085	)		—			(107,361	)
Cash paid for acquisitions, net of cash acquired		—			(9,043	)		—			(98,247	)		—			(107,290	)
Intercompany loans to subsidiaries		234,913			(78,762	)		—			—			(156,151	)		—
Investment in subsidiaries		(36,193	)		(36,193	)		—			—			72,386			—
Investment in restricted cash		(1,502	)		—			—			—			—			(1,502	)
Additions to customer relationship and acquisition costs		—			(6,179	)		(350	)		(1,615	)		—			(8,144	)
Proceeds from sales of property and equipment and other, net		—			1,898			5			(41	)		—			1,862
Cash Flows from Investing Activities—Continuing Operations		197,218			(183,555	)		(7,345	)		(144,988	)		(83,765	)		(222,435	)
Cash Flows from Investing Activities—Discontinued Operations		—			(1,982	)		—			(4,154	)		—			(6,136	)
Cash Flows from Investing Activities		197,218			(185,537	)		(7,345	)		(149,142	)		(83,765	)		(228,571	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(1,712,961	)		(1,447	)		(54,286	)		—			(1,768,694	)
Proceeds from revolving credit and term loan facilities and other debt		—			1,856,000			—			32,264			—			1,888,264
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			385			—			385
Intercompany loans from parent		—			(239,345	)		(1,758	)		84,952			156,151			—
Equity contribution from parent		—			36,193			—			36,193			(72,386	)		—
Stock repurchases		(38,052	)		—			—			—			—			(38,052	)
Parent cash dividends		(85,971	)		—			—			—			—			(85,971	)
Proceeds from exercise of stock options and employee stock purchase plan		11,029			—			—			—			—			11,029
Excess tax benefits from stock-based compensation		254			—			—			—			—			254
Payment of debt financing costs		—			(93	)		—			—			—			(93	)
Cash Flows from Financing Activities—Continuing Operations		(112,740	)		(60,206	)		(3,205	)		99,508			83,765			7,122
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			(39	)		—			(39	)
Cash Flows from Financing Activities		(112,740	)		(60,206	)		(3,205	)		99,469			83,765			7,083
Effect of exchange rates on cash and cash equivalents		—			—			344			(661	)		—			(317	)
(Decrease) Increase in cash and cash equivalents		(3,428	)		729			9,729			(16,645	)		—			(9,615	)
Cash and cash equivalents, beginning of period		3,428			10,750			68,907			96,760			—			179,845
Cash and cash equivalents, end of period	$	—		$	11,479		$	78,636		$	80,115		$	—		$	170,230

	Six Months Ended June 30, 2013
	Parent			Guarantors			Canada Company			Non- Guarantors			Eliminations			Consolidated
Cash Flows from Operating Activities:
Cash Flows from Operating Activities—Continuing Operations	$	(90,898	)	$	227,437		$	16,649		$	59,760		$	—		$	212,948
Cash Flows from Operating Activities—Discontinued Operations		—			(129	)		—			1,082			—			953
Cash Flows from Operating Activities		(90,898	)		227,308			16,649			60,842			—			213,901
Cash Flows from Investing Activities:
Capital expenditures		—			(104,352	)		(3,917	)		(49,971	)		—			(158,240	)
Cash paid for acquisitions, net of cash acquired		—			(23,338	)		—			(29,454	)		—			(52,792	)
Intercompany loans to subsidiaries		193,217			(11,865	)		—			—			(181,352	)		—
Investment in subsidiaries		(16,300	)		(16,300	)		—			—			32,600			—
Investment in restricted cash		(1	)		—			—			—			—			(1	)
Additions to customer relationship and acquisition costs		—			(5,885	)		(290	)		(2,086	)		—			(8,261	)
Proceeds from sales of property and equipment and other, net		—			12			(3,191	)		6,078			—			2,899
Cash Flows from Investing Activities—Continuing Operations		176,916			(161,728	)		(7,398	)		(75,433	)		(148,752	)		(216,395	)
Cash Flows from Investing Activities—Discontinued Operations		—			(18	)		—			—			—			(18	)
Cash Flows from Investing Activities		176,916			(161,746	)		(7,398	)		(75,433	)		(148,752	)		(216,413	)
Cash Flows from Financing Activities:
Repayment of revolving credit and term loan facilities and other debt		—			(975,507	)		(1,613	)		(10,046	)		—			(987,166	)
Proceeds from revolving credit and term loan facilities and other debt		—			1,076,791			—			23,148			—			1,099,939
Debt financing (repayment to) and equity contribution from (distribution to) noncontrolling interests, net		—			—			—			874			—			874
Intercompany loans from parent		—			(191,997	)		2,282			8,363			181,352			—
Equity contribution from parent		—			16,300			—			16,300			(32,600	)		—
Parent cash dividends		(103,309	)		—			—			—			—			(103,309	)
Proceeds from exercise of stock options and employee stock purchase plan		14,897			—			—			—			—			14,897
Excess tax benefits from stock-based compensation		2,394			—			—			—			—			2,394
Payment of debt financing costs		—			(469	)		—			(242	)		—			(711	)
Cash Flows from Financing Activities—Continuing Operations		(86,018	)		(74,882	)		669			38,397			148,752			26,918
Cash Flows from Financing Activities—Discontinued Operations		—			—			—			—			—			—
Cash Flows from Financing Activities		(86,018	)		(74,882	)		669			38,397			148,752			26,918
Effect of exchange rates on cash and cash equivalents		—			—			(5,736	)		(3,219	)		—			(8,955	)
(Decrease) Increase in cash and cash equivalents		—			(9,320	)		4,184			20,587			—			15,451
Cash and cash equivalents, beginning of period		—			13,472			103,500			126,443			—			243,415
Cash and cash equivalents, end of period	$	—		$	4,152		$	107,684		$	147,030		$	—		$	258,866

XML

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2013

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

(2) Summary of Significant Accounting Policies

• a.

  Principles of Consolidation

        The accompanying financial statements reflect our financial position, results of operations, comprehensive income (loss), equity and cash flows on a consolidated basis. All intercompany account balances have been eliminated.

• b.

  Cash, Cash Equivalents and Restricted Cash

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

        We have restricted cash associated with a collateral trust agreement with our insurance carrier related to our workers' compensation self-insurance program. The restricted cash subject to this agreement was $33,612 and $33,613 as of December 31, 2012 and June 30, 2013, respectively, and is included in current assets on our Consolidated Balance Sheets. Restricted cash consists primarily of U.S. Treasuries.

• c.

  Foreign Currency

        Local currencies are the functional currencies for our operations outside the U.S., with the exception of certain foreign holding companies and our financing center in Switzerland, whose functional currency is the U.S. 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 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 (1) our 7¹/4% GBP Senior Subordinated Notes due 2014, (2) our 6³/4% Euro Senior Subordinated Notes due 2018, (3) the borrowings in certain foreign currencies under our revolving credit facilities and (4) 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 expense (income), net, in the accompanying Consolidated Statements of Operations. The total gain or loss on foreign currency transactions amounted to a net loss of $11,761 and $9,186 for the three and six months ended June 30, 2012, respectively. The total gain or loss on foreign currency transactions amounted to a net loss of $16,366 and $19,931 for the three and six months ended June 30, 2013, respectively.

• d.

  Goodwill and Other Intangible Assets

        Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually assess whether a change in the life over which our intangible assets are amortized is necessary or more frequently if events or circumstances warrant.

        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, 2012 and noted no impairment of goodwill at such date. As of December 31, 2012 and June 30, 2013, no factors were identified that would alter our October 1, 2012 goodwill assessment. In making this assessment, we relied on 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 at which level we performed our goodwill impairment analysis as of October 1, 2012 were as follows: (1) North America; (2) United Kingdom, Ireland, Norway, Belgium, France, Germany, Luxembourg, Netherlands and Spain ("Western Europe"); (3) the remaining countries in Europe, excluding Russia and Ukraine, in which we operate ("Emerging Markets"); (4) Latin America; (5) Australia, China, Hong Kong and Singapore ("Asia Pacific"); and (6) India, Russia and Ukraine ("Emerging Market Joint Ventures"). As of December 31, 2012, the carrying value of goodwill, net amounted to $1,762,307, $365,303, $87,492, $56,893 and $62,764 for North America, Western Europe, Emerging Markets, Latin America and Asia Pacific, respectively. Our Emerging Market Joint Ventures reporting unit had no goodwill as of December 31, 2012 and June 30, 2013. Based on our goodwill impairment assessment, all of our reporting units with goodwill had estimated fair values as of October 1, 2012 that exceeded their carrying values by greater than 30%. As of June 30, 2013, the carrying value of goodwill, net amounted to $1,760,253, $349,592, $83,587, $68,483 and $55,242 for North America, Western Europe, Emerging Markets, Latin America and Asia Pacific, respectively.

        Reporting unit valuations have been calculated using an income approach based on the present value of future cash flows of each reporting unit or a combined approach based on the present value of future cash flows and market and transaction multiples of revenues and earnings. The income approach incorporates many assumptions, including future growth rates, discount factors, expected capital expenditures and income tax cash flows. Changes in economic and operating conditions impacting these assumptions could result in goodwill impairments in future periods. In conjunction with our annual goodwill impairment reviews, we reconcile the sum of the valuations of all of our reporting units to our market capitalization as of such dates.

        The changes in the carrying value of goodwill attributable to each reportable operating segment for the six months ended June 30, 2013 are as follows:

	North American Business			International Business			Total Consolidated
Gross Balance as of December 31, 2012	$	2,023,971		$	631,528		$	2,655,499
Deductible goodwill acquired during the year		9,821			16,560			26,381
Non-deductible goodwill acquired during the year		—			1,208			1,208
Fair value and other adjustments		191			(408	)		(217	)(1)
Currency effects		(12,696	)		(33,479	)		(46,175	)
Gross Balance as of June 30, 2013	$	2,021,287		$	615,409		$	2,636,696
Accumulated Amortization Balance as of December 31, 2012	$	261,664		$	59,076		$	320,740
Currency effects		(630	)		(571	)		(1,201	)
Accumulated Amortization Balance as of June 30, 2013	$	261,034		$	58,505		$	319,539
Net Balance as of December 31, 2012	$	1,762,307		$	572,452		$	2,334,759
Net Balance as of June 30, 2013	$	1,760,253		$	556,904		$	2,317,157
Accumulated Goodwill Impairment Balance as of December 31, 2012	$	85,909		$	46,500		$	132,409
Accumulated Goodwill Impairment Balance as of June 30, 2013	$	85,909		$	46,500		$	132,409

(1)

Total fair value and other adjustments primarily include $(143) in adjustments to property, plant and equipment, net, customer relationships and deferred income taxes made within one year from the date of the acquisition, as well as $74 of cash received related to acquisitions made in previous years.

        The components of our amortizable intangible assets as of June 30, 2013 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	702,857	$	(245,147	)	$	457,710
Core Technology(1)		3,707		(3,317	)		390
Trademarks and Non-Compete Agreements(1)		5,824		(3,464	)		2,360
Deferred Financing Costs		64,140		(23,217	)		40,923
Total	$	776,528	$	(275,145	)	$	501,383

(1)

Included in Other Assets, net in the accompanying Consolidated Balance Sheets.

        Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $9,606 and $19,207 for the three and six months ended June 30, 2012, respectively. Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $10,973 and $22,989 for the three and six months ended June 30, 2013, respectively.

• e.

  Stock-Based Compensation

        We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units, performance units and shares of stock issued under the 2003 employee stock purchase plan (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 and six months ended June 30, 2012 was $6,317 ($5,061 after tax or $0.03 per basic and diluted share) and $16,117 ($11,908 after tax or $0.07 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2013 was $7,883 ($6,099 after tax or $0.03 per basic and diluted share) and $13,593 ($10,986 after tax or $0.06 per basic and diluted share), respectively.

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations related to continuing operations is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Cost of sales (excluding depreciation and amortization)	$	302	$	72	$	517	$	142
Selling, general and administrative expenses		6,015		7,811		15,600		13,451
Total stock-based compensation	$	6,317	$	7,883	$	16,117	$	13,593

        The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as financing activities in the accompanying Consolidated Statements of Cash Flows. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $254 and $2,394 for the six months ended June 30, 2012 and 2013, respectively, from the benefits of tax deductions in excess of recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool.

Stock Options

        Under our various stock option plans, options were granted with exercise prices equal to the market price of the stock on the date of grant. The majority of our options become exercisable ratably over a period of five years from the date of grant and generally have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. Certain of the options we issue become exercisable ratably over a period of ten years from the date of grant and have a contractual life of 12 years from the date of grant, unless the holder's employment is terminated sooner. As of June 30, 2013, ten-year vesting options represented 10.3% of total outstanding options. Beginning in 2011, certain of the options we issue become exercisable ratably over a period of three years from the date of grant and have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. As of June 30, 2013, three-year vesting options represented 20.4% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable one year from the date of grant.

        The weighted average fair value of options granted for the six months ended June 30, 2012 and 2013 was $7.00 and $7.69 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period:

	Six Months Ended June 30,
Weighted Average Assumptions	2012			2013
Expected volatility		33.8	%		33.8	%
Risk-free interest rate		1.24	%		1.13	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 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 U.S. Treasury interest rates whose term is consistent with the expected life 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 (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of our employees.

        A summary of option activity for the six months ended June 30, 2013 is as follows:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2012		5,908,102		$	23.39
Granted		261,698			33.03
Exercised		(746,486	)		22.41
Forfeited		(80,496	)		21.72
Expired		(1,961	)		23.86
Outstanding at June 30, 2013		5,340,857		$	24.02		5.71	$	17,521
Options exercisable at June 30, 2013		3,737,433		$	23.71		5.07	$	12,725
Options expected to vest		1,505,421		$	24.70		7.22	$	4,528

        The following table provides the aggregate intrinsic value of stock options exercised for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Aggregate intrinsic value of stock options exercised	$	2,308	$	4,650	$	3,372	$	10,096

Restricted Stock and Restricted Stock Units

        Under our various stock option plans, we may also issue grants of restricted stock or restricted stock units ("RSUs"). Our restricted stock and RSUs generally have a three- to five-year vesting period from the date of grant. As a result of an amendment to our RSUs approved by our Compensation Committee of our board of directors in October 2012, all RSUs now 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. We accrued approximately $34 of cash dividends on RSUs issued in June 2012. We accrued approximately $350 and $1,098 of cash dividends on RSUs for the three and six months ended June 30, 2013, respectively. There were no cash dividends paid on RSUs for the three and six months ended June 30, 2012, respectively. We paid approximately $187 and $553 of cash dividends on RSUs for the three and six months ended June 30, 2013, respectively. The fair value of restricted stock and 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).

        A summary of restricted stock and RSU activity for the six months ended June 30, 2013 is as follows:

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		1,303,664		$	29.89
Granted		611,489			35.71
Vested		(407,310	)		29.65
Forfeited		(37,821	)		29.43
Non-vested at June 30, 2013		1,470,022		$	32.39

        The total fair value of restricted stock vested during the three and six months ended June 30, 2012 was $1. The total fair value of restricted stock vested during the three and six months ended June 30, 2013 was $1. The total fair value of RSUs vested during the three and six months ended June 30, 2012 was $1,985 and $5,964, respectively. The total fair value of RSUs vested during the three and six months ended June 30, 2013 was $3,469 and $12,076, respectively.

Performance Units

        Under our various equity compensation plans, we may also make awards of performance units ("PUs"). For the majority of PUs, the number of PUs earned is determined based on our performance against predefined calendar year targets of revenue growth and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 150% of the initial award. The number of PUs earned is determined based on the Company's actual performance as compared to the targets at the end of the one-year performance period. Certain PUs granted in 2013 will be earned based on a market condition associated with the total return on our common stock in relation to a subset of the S&P 500 rather than the revenue growth and ROIC targets noted above. The number of PUs earned based on this 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. Employees who subsequently terminate their employment after the end of the one-year performance period and on or after attaining age 55 and completing 10 years of qualifying service (the "retirement criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above (but delivery of the shares remains deferred). As a result, PUs are generally expensed over the shorter of (1) the vesting period, (2) achievement of the retirement criteria, which may occur as early as January 1 of the year following the year of grant, or (3) a maximum of three years. As a result of an amendment to our PUs approved by our Compensation Committee of our board of directors in October 2012, outstanding PUs now 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 accrued approximately $148 and $389 of cash dividends on PUs for the three and six months ended June 30, 2013, respectively.

        During the six months ended June 30, 2013, we issued 202,333 PUs. For PUs that are earned based on our performance against revenue growth and ROIC targets during the one-year performance period, we will forecast the likelihood of achieving the predefined annual revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We will record a compensation charge based on either the forecasted PUs to be earned (during the one-year performance period) or the actual PUs earned (at the one-year anniversary date) over the vesting period for each of the awards. For the 2013 PUs that will be earned based on a market condition, we utilized a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value will be expensed over the three-year performance period. The total fair value of earned PUs that vested during the three and six months ended June 30, 2013 was $0 and $908, respectively. There were no cash dividends paid on PUs for both the three and six months ended June 30, 2012 and 2013. As of June 30, 2013, we expected 86.6% achievement of the predefined revenue and ROIC targets associated with the grants made in 2013.

        A summary of PU activity for the six months ended June 30, 2013 is as follows:

	Original PU Awards			PU Adjustment(1)			Total PU Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		236,093			(4,447	)		231,646		$	29.12
Granted		202,333			(25,536	)		176,797			38.75
Vested		(31,361	)		558			(30,803	)		29.48
Forfeited		(3,347	)		—			(3,347	)		28.87
Non-vested at June 30, 2013		403,718			(29,425	)		374,293		$	33.64

(1)

Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Employee Stock Purchase Plan

        We offer an employee stock purchase plan (the "ESPP") in which participation is available to substantially all U.S. and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We generally have two six-month offering periods per year, the first of which begins June 1 and ends November 30 and the second of which begins December 1 and ends May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the purchase price at the end of the offering. Participating employees may withdraw from an offering period before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation cost for the ESPP shares purchased. For the six months ended June 30, 2012 and 2013, there were 88,672 shares and 74,732 shares, respectively, purchased under the ESPP. The number of shares available for purchase under the ESPP at June 30, 2013 was 204,494, which will be replaced subsequent to our June 1 offering, which ends on November 29, 2013, by the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan, which was approved by our stockholders at the 2013 Annual Meeting of Stockholders held on June 6, 2013. Beginning November 29, 2013, we will have 1,000,000 shares available under the ESPP.

        As of June 30, 2013, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $58,648 and is expected to be recognized over a weighted-average period of 2.3 years.

        We generally issue shares of our common stock for the exercises of stock options, restricted stock, RSUs, PUs and shares of our common stock under our ESPP from unissued reserved shares.

• f.

  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 options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive.

        The following table presents the calculation of basic and diluted income (loss) per share:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Income (Loss) from continuing operations	$	41,441		$	27,538		$	102,514		$	45,888
Total (loss) income from discontinued operations (see Note 10)	$	(2,524	)	$	(98	)	$	(7,617	)	$	2,086
Net income (loss) attributable to Iron Mountain Incorporated	$	38,055		$	26,564		$	93,405		$	45,950
Weighted-average shares—basic		171,296,000			190,823,000			171,308,000			190,518,000
Effect of dilutive potential stock options		753,385			1,337,423			737,087			1,366,265
Effect of dilutive potential restricted stock, RSUs and PUs		181,292			408,103			181,580			455,039
Weighted-average shares—diluted		172,230,677			192,568,526			172,226,667			192,339,304
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.22		$	0.14		$	0.55		$	0.24
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.22		$	0.14		$	0.54		$	0.24
Antidilutive stock options, RSUs and PUs, excluded from the calculation		1,885,060			319,158			1,965,338			289,728

• g.

  Revenues

        Our revenues consist of storage rental revenues as well as service revenues and are reflected net of sales and value added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis). Service revenues include charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including Document Management Solutions, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage rental or prepaid service contracts for customers where storage rental fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable storage rental or service is provided or performed. Revenues from the sales of products, which is included as a component of service revenues, is recognized when products are shipped and title has passed to the customer. Revenues from the sales of products have historically not been significant.

• h.

  Allowance for Doubtful Accounts and Credit Memo Reserves

        We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We consider accounts receivable to be delinquent after such time as reasonable means of collection have been exhausted. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due.

• i.

  Income Taxes

        Our effective tax rates for the three and six months ended June 30, 2012 were 54.2% and 42.0%, respectively. Our effective tax rates for the three and six months ended June 30, 2013 were 48.6% and 58.5%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate were 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 and state income taxes (net of federal tax benefit). During the three and six months ended June 30, 2012, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2012 effective tax rate by 10.2% and 0.9%, respectively. During the three and six months ended June 30, 2013, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2013 effective tax rate by 2.5% and 12.8%, respectively.

        On January 2, 2013, the American Taxpayer Relief Act of 2012 (the "ATRA") was signed into law. In part, the ATRA retroactively reinstated and extended the controlled foreign corporation look-through rule, which provides for the exception from January 1, 2012 to December 31, 2013 of certain foreign earnings from U.S. federal taxation as Subpart F income. As a result, our income tax provision for the first quarter of 2013 included a discrete tax benefit of $4,025 relating to the previously expired period from January 1, 2012 to December 31, 2012.

        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 from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; (5) our ability to utilize foreign tax credits and net operating losses that we generate; and (6) our proposed conversion to a real estate investment trust ("REIT"). We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

        Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets does not meet the more likely than not standard as defined in GAAP.

        We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying Consolidated Statements of Operations. We recorded an increase of $247 and a reduction of $2 for gross interest and penalties for the three and six months ended June 30, 2012, respectively. We recorded an increase of $176 and $721 for gross interest and penalties for the three and six months ended June 30, 2013, respectively. We had $3,554 and $4,166 accrued for the payment of interest and penalties as of December 31, 2012 and June 30, 2013, respectively.

        We have not recorded deferred taxes on book over tax outside basis differences related to our foreign subsidiaries, other than for certain Canadian subsidiaries, for which we recorded a deferred tax liability of $577 during the three months ended December 31, 2012, because such basis differences are not expected to reverse in the foreseeable future and we intend to reinvest the undistributed earnings of such other foreign subsidiaries indefinitely outside the U.S. These basis differences arose primarily through the undistributed book earnings of such foreign subsidiaries. The basis differences could be reversed through a sale of such foreign subsidiaries, the receipt of dividends from such subsidiaries or certain other events or actions on our part, each of which would result in an increase in our provision for income taxes. It is not practicable to calculate the amount of unrecognized deferred tax liability on the book over tax outside basis difference because of the complexities of the hypothetical calculation. We may record deferred taxes on book over tax outside basis differences related to certain foreign subsidiaries in the future depending upon a number of factors, decisions and events in connection with our potential conversion to a REIT, including favorable indications from the U.S. Internal Revenue Service with regard to our private letter ruling requests, finalization of countries to be included in our plan to convert to a REIT, refinancing our revolving credit and term loan facilities, shareholder approval of certain modifications to our corporate charter and final board of director approval of our conversion to a REIT.

        As of June 30, 2013, we have reclassified approximately $20,658 of long-term deferred income tax liabilities to current deferred income taxes (included within accrued expenses within current liabilities) and prepaid and other assets (included within current assets) in the accompanying Consolidated Balance Sheets related to the depreciation recapture associated with our recharacterization of certain racking structures as real estate rather than personal property and amortization associated with other intangible assets in conjunction with our potential conversion to a REIT.

• j.

  Concentrations of Credit Risk

        Financial instruments that potentially subject us to market risk consist principally of cash and cash equivalents (including money market funds and time deposits), restricted cash (primarily U.S. Treasuries) and accounts receivable. The only significant concentrations of liquid investments as of both December 31, 2012 and June 30, 2013 relate to cash and cash equivalents and restricted cash held on deposit with five global banks and two "Triple A" rated money market funds, and five global banks and six "Triple A" rated money market funds, respectively, all of which we consider to be large, highly-rated investment-grade institutions. As per our risk management investment policy, we limit exposure to concentration of credit risk by limiting the amount invested in any one mutual fund to a maximum of $50,000 or in any one financial institution to a maximum of $75,000. As of December 31, 2012 and June 30, 2013, our cash and cash equivalents and restricted cash balance was $277,027 and $292,479, respectively, including money market funds and time deposits amounting to $218,629 and $231,245, respectively. A substantial portion of the money market funds is invested in U.S. Treasuries.

• k.

  Fair Value Measurements

        Entities are permitted under GAAP to elect to measure many financial instruments and certain other items at either fair value or cost. We did not elect the fair value measurement option for any of our financial assets or liabilities.

        Our financial assets or liabilities are 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 following tables provide the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2012 and June 30, 2013, respectively:

			Fair Value Measurements at December 31, 2012 Using
Description	Total Carrying Value at December 31, 2012		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	68,800	$	—		$	68,800		$	—
Time Deposits(1)		149,829		—			149,829			—
Trading Securities		11,071		10,525	(2)		546	(1)		—
Derivative Liabilities(3)		1,522		—			1,522			—

			Fair Value Measurements at June 30, 2013 Using
Description	Total Carrying Value at June 30, 2013		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	98,620	$	—		$	98,620		$	—
Time Deposits(1)		132,625		—			132,625			—
Trading Securities		12,172		11,788	(2)		384	(1)		—
Derivative Assets(3)		2,946		—			2,946			—
Derivative Liabilities(3)		520		—			520			—

(1)

Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)

Securities are measured at fair value using quoted market prices.

(3)

Our derivative assets and liabilities primarily relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge our intercompany exposures denominated in British pounds sterling and Australian dollars. We calculate the fair 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 for the three and six months ended June 30, 2013.

• l.

  Use of Estimates

        The preparation of financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the financial statements and for the period then ended. On an ongoing basis, we evaluate the estimates used. We base our estimates on historical experience, actuarial estimates, current conditions and various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets and liabilities and are not readily apparent from other sources. Actual results may differ from these estimates.

• m.

  Accumulated Other Comprehensive Items, Net

        Accumulated other comprehensive items, net consists of foreign currency translation adjustments as of December, 31, 2012 and June 30, 2013, respectively.

• n.

  Other Expense (Income), Net

        Other expense (income), net consists of the following:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Foreign currency transaction losses (gains), net	$	11,761		$	16,366		$	9,186		$	19,931
Other, net		(1,695	)		(1,091	)		(2,424	)		(1,917	)
	$	10,066		$	15,275		$	6,762		$	18,014

• o.

  Property, Plant and Equipment and Long-Lived Assets

        We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees directly associated with, and devoting time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized. Capitalization begins when the design stage of the application has been completed and it is probable that the project will be completed and used to perform the function intended. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment.

        We review long-lived assets and all amortizable intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. Recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to their carrying amount. The operations are generally distinguished by the business segment and geographic region in which they operate. If the operation is determined to be unable to recover the carrying amount of its assets, then intangible assets are written down first, followed by the other long-lived assets of the operation, to fair value. Fair value is determined based on discounted cash flows or appraised values, depending upon the nature of the assets.

        Consolidated gain on disposal/write-down of property, plant and equipment, net was $1,663 and $2,202 for the three and six months ended June 30, 2013, respectively, and consisted primarily of gains on the retirement of leased vehicles accounted for as capital lease assets associated with our North American Business and the sale of a building in the United Kingdom.

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CONSOLIDATED STATEMENTS OF EQUITY (USD $) In Thousands, except Share data, unless otherwise specified	Total	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Items, Net	Noncontrolling Interests
Balance at Dec. 31, 2011	$ 1,254,256	$ 1,721	$ 343,603	$ 902,567	$ (2,203)	$ 8,568
Balance (in shares) at Dec. 31, 2011		172,140,966
Increase (Decrease) in Stockholders' Equity
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $254 and $2,394 for the six months ended June 30, 2012, and 2013, respectively	23,449	6	23,443
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares)		597,460
Stock repurchases	(34,688)	(11)	(34,677)
Stock repurchases (in shares)		(1,103,149)
Parent cash dividends declared	(89,161)			(89,161)
Currency translation adjustment	1,102				918	184
Net income (loss)	94,897			93,405		1,492
Noncontrolling interests equity contributions	46					46
Noncontrolling interests dividends	(577)					(577)
Parent purchase of noncontrolling interests	1,000					1,000
Balance at Jun. 30, 2012	1,250,324	1,716	332,369	906,811	(1,285)	10,713
Balance (in shares) at Jun. 30, 2012		171,635,277
Balance at Dec. 31, 2012	1,162,448	1,900	942,199	185,558	20,314	12,477
Balance (in shares) at Dec. 31, 2012	190,005,788	190,005,788
Increase (Decrease) in Stockholders' Equity
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation, including tax benefit of $254 and $2,394 for the six months ended June 30, 2012, and 2013, respectively	30,907	11	30,896
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares)		1,103,917
Parent cash dividends declared	(104,544)			(104,544)
Currency translation adjustment	(42,834)				(42,011)	(823)
Net income (loss)	47,974			45,950		2,024
Noncontrolling interests equity contributions	743					743
Noncontrolling interests dividends	(1,155)					(1,155)
Balance at Jun. 30, 2013	$ 1,093,539	$ 1,911	$ 973,095	$ 126,964	$ (21,697)	$ 13,266
Balance (in shares) at Jun. 30, 2013	191,109,705	191,109,705

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Stockholders' Equity Matters (Details) (USD $) In Thousands, except Share data, unless otherwise specified	0 Months Ended														1 Months Ended		3 Months Ended		6 Months Ended
	Jul. 15, 2013	Jun. 06, 2013	Apr. 15, 2013	Mar. 14, 2013	Jan. 17, 2013	Dec. 14, 2012	Nov. 21, 2012	Oct. 15, 2012	Oct. 11, 2012	Sep. 06, 2012	Jul. 13, 2012	Jun. 05, 2012	Apr. 13, 2012	Mar. 08, 2012	Nov. 30, 2012	Nov. 21, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Stockholders' Equity Note
Share repurchases authorized amount																			$ 1,200,000
Remaining amount available under share repurchase program																			66,035
Percentage of outstanding common stock authorized for repurchase																			1.00%
Dividends declared (in dollars per share)		$ 0.2700		$ 0.2700		$ 0.2700			$ 4.0600	$ 0.2700		$ 0.2700		$ 0.2500			$ 0.2700	$ 0.2700	$ 0.5400	$ 0.5200
Dividends declared		51,597		51,460		51,296			700,000	46,473		46,336		42,791					104,544	89,161
Dividends paid ( in dollars per share)	$ 0.2700		$ 0.2700		$ 0.2700		$ 4.0600	$ 0.2700			$ 0.2700		$ 0.2500
Dividends paid																140,000			103,309	85,971
Number of trading days used for value of special dividend															3 days
Common stock value for special dividend (in dollars per share)							$ 32.87									$ 32.87
Common stock issued in special dividend							$ 560,000
Common stock issued in special dividend (in shares)							17,000,000

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Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenues:
Storage Rental	$ 441,571	$ 433,436	$ 884,040	$ 858,777
Service	313,150	318,729	617,712	639,886
Total Revenues	754,721	752,165	1,501,752	1,498,663
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)	321,056	313,060	642,132	628,358
Selling, General and Administrative	224,531	203,515	447,982	414,175
Depreciation and Amortization	78,928	77,510	159,129	155,518
Loss (Gain) on disposal/write-down of property, plant and equipment, net	(1,663)	(607)	(2,202)	112
Total Operating Expenses	622,852	593,478	1,247,041	1,198,163
Operating Income (Loss)	131,869	158,687	254,711	300,500
Interest Expense (Income), Net	62,989	58,216	126,171	117,000
Other Expense (Income), Net	15,275	10,066	18,014	6,762
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes	53,605	90,405	110,526	176,738
Provision (Benefit) for Income Taxes	26,067	48,964	64,638	74,224
Income (Loss) from Continuing Operations	27,538	41,441	45,888	102,514
Income (Loss) from Discontinued Operations, Net of Tax	(98)	(639)	2,086	(5,732)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		(1,885)		(1,885)
Net Income (Loss)	27,440	38,917	47,974	94,897
Less: Net Income (Loss) Attributable to Noncontrolling Interests	876	862	2,024	1,492
Net Income (Loss) Attributable to Iron Mountain Incorporated	26,564	38,055	45,950	93,405
Other Comprehensive Income (Loss):
Net Income (Loss)	27,440	38,917	47,974	94,897
Foreign Currency Translation Adjustments	(27,887)	(26,845)	(42,834)	1,102
Total Other Comprehensive Income (Loss)	(27,887)	(26,845)	(42,834)	1,102
Comprehensive Income (Loss)	(447)	12,072	5,140	95,999
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	38	588	1,201	1,676
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	(485)	11,484	3,939	94,323
Parent
Operating Expenses:
Selling, General and Administrative	36	48	63	66
Depreciation and Amortization	81	82	162	157
Total Operating Expenses	117	130	225	223
Operating Income (Loss)	(117)	(130)	(225)	(223)
Interest Expense (Income), Net	51,546	46,980	103,360	94,071
Other Expense (Income), Net	3,823	(20,566)	(29,204)	(981)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes	(55,486)	(26,544)	(74,381)	(93,313)
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax	(82,050)	(64,599)	(120,331)	(186,718)
Income (Loss) from Continuing Operations	26,564	38,055	45,950	93,405
Net Income (Loss)	26,564	38,055	45,950	93,405
Net Income (Loss) Attributable to Iron Mountain Incorporated	26,564	38,055	45,950	93,405
Other Comprehensive Income (Loss):
Net Income (Loss)	26,564	38,055	45,950	93,405
Foreign Currency Translation Adjustments	(1,237)	3,211	1,277	868
Equity in Other Comprehensive Income (Loss) of Subsidiaries	(25,812)	(29,782)	(43,288)	50
Total Other Comprehensive Income (Loss)	(27,049)	(26,571)	(42,011)	918
Comprehensive Income (Loss)	(485)	11,484	3,939	94,323
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	(485)	11,484	3,939	94,323
Guarantors
Revenues:
Storage Rental	292,072	288,883	584,447	576,470
Service	193,079	199,633	379,354	399,994
Total Revenues	485,151	488,516	963,801	976,464
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)	193,678	187,364	386,291	380,579
Selling, General and Administrative	161,048	134,760	318,855	282,622
Depreciation and Amortization	47,809	47,545	95,682	95,631
Loss (Gain) on disposal/write-down of property, plant and equipment, net	147	(589)	(488)	(744)
Total Operating Expenses	402,682	369,080	800,340	758,088
Operating Income (Loss)	82,469	119,436	163,461	218,376
Interest Expense (Income), Net	(5,949)	(4,487)	(12,122)	(8,721)
Other Expense (Income), Net	(101)	475	(1,252)	(785)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes	88,519	123,448	176,835	227,882
Provision (Benefit) for Income Taxes	18,086	43,816	51,991	60,900
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax	(10,588)	8,049	6,670	(24,917)
Income (Loss) from Continuing Operations	81,021	71,583	118,174	191,899
Income (Loss) from Discontinued Operations, Net of Tax	24	(377)	105	87
Net Income (Loss)	81,045	71,206	118,279	191,986
Net Income (Loss) Attributable to Iron Mountain Incorporated	81,045	71,206	118,279	191,986
Other Comprehensive Income (Loss):
Net Income (Loss)	81,045	71,206	118,279	191,986
Foreign Currency Translation Adjustments	115	(441)	965	616
Equity in Other Comprehensive Income (Loss) of Subsidiaries	(25,739)	(29,259)	(44,075)	(547)
Total Other Comprehensive Income (Loss)	(25,624)	(29,700)	(43,110)	69
Comprehensive Income (Loss)	55,421	41,506	75,169	192,055
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	55,421	41,506	75,169	192,055
Canada Company
Revenues:
Storage Rental	30,943	30,673	62,492	61,148
Service	28,473	28,433	56,478	57,834
Total Revenues	59,416	59,106	118,970	118,982
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)	25,710	23,991	51,111	49,032
Selling, General and Administrative	8,651	8,852	17,697	18,037
Depreciation and Amortization	4,520	4,548	9,207	9,111
Loss (Gain) on disposal/write-down of property, plant and equipment, net	(106)	(65)	(148)	(23)
Total Operating Expenses	38,775	37,326	77,867	76,157
Operating Income (Loss)	20,641	21,780	41,103	42,825
Interest Expense (Income), Net	11,163	11,288	22,512	22,754
Other Expense (Income), Net	(45)	(19)	(48)	(19)
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes	9,523	10,511	18,639	20,090
Provision (Benefit) for Income Taxes	3,301	2,971	6,336	7,494
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax	(869)	193	(1,611)	317
Income (Loss) from Continuing Operations	7,091	7,347	13,914	12,279
Net Income (Loss)	7,091	7,347	13,914	12,279
Net Income (Loss) Attributable to Iron Mountain Incorporated	7,091	7,347	13,914	12,279
Other Comprehensive Income (Loss):
Net Income (Loss)	7,091	7,347	13,914	12,279
Foreign Currency Translation Adjustments	(10,422)	(5,169)	(17,471)	1,292
Equity in Other Comprehensive Income (Loss) of Subsidiaries	(625)	(284)	(1,020)	85
Total Other Comprehensive Income (Loss)	(11,047)	(5,453)	(18,491)	1,377
Comprehensive Income (Loss)	(3,956)	1,894	(4,577)	13,656
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	(3,956)	1,894	(4,577)	13,656
Non-Guarantors
Revenues:
Storage Rental	118,556	113,880	237,101	221,159
Service	91,598	90,663	181,880	182,058
Total Revenues	210,154	204,543	418,981	403,217
Operating Expenses:
Cost of Sales (Excluding Depreciation and Amortization)	101,668	101,705	204,730	198,747
Selling, General and Administrative	54,796	59,855	111,367	113,450
Depreciation and Amortization	26,518	25,335	54,078	50,619
Loss (Gain) on disposal/write-down of property, plant and equipment, net	(1,704)	47	(1,566)	879
Total Operating Expenses	181,278	186,942	368,609	363,695
Operating Income (Loss)	28,876	17,601	50,372	39,522
Interest Expense (Income), Net	6,229	4,435	12,421	8,896
Other Expense (Income), Net	11,598	30,176	48,518	8,547
(Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes	11,049	(17,010)	(10,567)	22,079
Provision (Benefit) for Income Taxes	4,680	2,177	6,311	5,830
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax	(6,222)	(7,540)	(12,303)	(12,596)
Income (Loss) from Continuing Operations	12,591	(11,647)	(4,575)	28,845
Income (Loss) from Discontinued Operations, Net of Tax	(122)	(262)	1,981	(5,819)
(Loss) Gain on Sale of Discontinued Operations, Net of Tax		(1,885)		(1,885)
Net Income (Loss)	12,469	(13,794)	(2,594)	21,141
Less: Net Income (Loss) Attributable to Noncontrolling Interests	876	862	2,024	1,492
Net Income (Loss) Attributable to Iron Mountain Incorporated	11,593	(14,656)	(4,618)	19,649
Other Comprehensive Income (Loss):
Net Income (Loss)	12,469	(13,794)	(2,594)	21,141
Foreign Currency Translation Adjustments	(16,343)	(24,446)	(27,605)	(1,674)
Equity in Other Comprehensive Income (Loss) of Subsidiaries	(10,422)	(5,169)	(17,471)	1,292
Total Other Comprehensive Income (Loss)	(26,765)	(29,615)	(45,076)	(382)
Comprehensive Income (Loss)	(14,296)	(43,409)	(47,670)	20,759
Comprehensive Income (Loss) Attributable to Noncontrolling Interests	38	588	1,201	1,676
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	(14,334)	(43,997)	(48,871)	19,083
Eliminations
Operating Expenses:
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax	99,729	63,897	127,575	223,914
Income (Loss) from Continuing Operations	(99,729)	(63,897)	(127,575)	(223,914)
Net Income (Loss)	(99,729)	(63,897)	(127,575)	(223,914)
Net Income (Loss) Attributable to Iron Mountain Incorporated	(99,729)	(63,897)	(127,575)	(223,914)
Other Comprehensive Income (Loss):
Net Income (Loss)	(99,729)	(63,897)	(127,575)	(223,914)
Equity in Other Comprehensive Income (Loss) of Subsidiaries	62,598	64,494	105,854	(880)
Total Other Comprehensive Income (Loss)	62,598	64,494	105,854	(880)
Comprehensive Income (Loss)	(37,131)	597	(21,721)	(224,794)
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated	$ (37,131)	$ 597	$ (21,721)	$ (224,794)

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Summary of Significant Accounting Policies (Details 4) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Stock-based compensation expense
Stock-based compensation expense (income), net of tax	$ 6,099	$ 5,061	$ 10,986	$ 11,908
Stock-based compensation expense per basic and diluted share (in dollars per share)	$ 0.03	$ 0.03	$ 0.06	$ 0.07
Stock-based compensation	7,883	6,317	13,593	16,117
Excess tax benefits from stock-based compensation			2,394	254
Continuing Operations
Stock-based compensation expense
Stock-based compensation	7,883	6,317	13,593	16,117
Continuing Operations | Cost of sales (excluding depreciation and amortization)
Stock-based compensation expense
Stock-based compensation	72	302	142	517
Continuing Operations | Selling, general and administrative expenses
Stock-based compensation expense
Stock-based compensation	$ 7,811	$ 6,015	$ 13,451	$ 15,600

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Stockholders' Equity Matters

6 Months Ended

Jun. 30, 2013

Stockholders' Equity Matters

Stockholders' Equity Matters

(9) Stockholders' Equity Matters

        Our board of directors has authorized up to $1,200,000 in repurchases of our common stock. All repurchases are subject to stock price, market conditions, corporate and legal requirements and other factors. As of June 30, 2013, we had a remaining amount available for repurchase under our share repurchase program of $66,035, which represents approximately 1% in the aggregate of our outstanding common stock based on the closing stock price on such date.

        In February 2010, our board of directors adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. Declaration and payment of future quarterly dividends is at the discretion of our board of directors. In 2012 and in the first six months of 2013, our board of directors declared the following dividends:

Declaration Date	Dividend Per Share		Record Date		Total Amount		Payment Date
March 8, 2012	$	0.2500		March 23, 2012	$	42,791		April 13, 2012
June 5, 2012		0.2700		June 22, 2012		46,336		July 13, 2012
September 6, 2012		0.2700		September 25, 2012		46,473		October 15, 2012
October 11, 2012		4.0600		October 22, 2012		700,000		November 21, 2012
December 14, 2012		0.2700		December 26, 2012		51,296		January 17, 2013
March 14, 2013		0.2700		March 25, 2013		51,460		April 15, 2013
June 6, 2013		0.2700		June 25, 2013		51,597		July 15, 2013

        On October 11, 2012, we announced the declaration by our board of directors of a special dividend of $700,000 (the "Special Dividend"), payable, at the election of the stockholders, in either common stock or cash to stockholders of record as of October 22, 2012 (the "Record Date"). The Special Dividend, which is a distribution to stockholders of a portion of our accumulated earnings and profits, was paid in a combination of common stock and cash. The Special Dividend was paid on November 21, 2012 (the "Distribution Date") to stockholders as of the Record Date. Stockholders elected to be paid their pro rata portion of the Special Dividend in all common stock or cash. The total amount of cash paid to all stockholders associated with the Special Dividend was approximately $140,000 (including cash paid in lieu of fractional shares). Our shares of common stock were valued for purposes of the Special Dividend based upon the average closing price on the three trading days following November 14, 2012, or $32.87 per share, and as such, the number of shares of common stock we issued in the Special Dividend was approximately 17,000,000 and the total amount of common stock paid to all stockholders associated with the Special Dividend was approximately $560,000. These shares impact weighted average shares outstanding from the date of issuance, thus impacting our earnings per share data prospectively from the Distribution Date.

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Debt

6 Months Ended

Jun. 30, 2013

Debt

Debt

(5) Debt

        Long-term debt comprised the following:

	December 31, 2012					June 30, 2013
	Carrying Amount			Fair Value		Carrying Amount			Fair Value
Revolving Credit Facility(1)	$	55,500		$	55,500	$	187,700		$	187,700
Term Loan Facility(1)		462,500			462,500		450,000			450,000
71/4% GBP Senior Subordinated Notes due 2014 (the "71/4% Notes")(2)(3)		242,813			242,813		228,180			228,408
71/2% CAD Senior Subordinated Notes due 2017 (the "Subsidiary Notes")(2)(4)		175,875			181,591		166,338			169,664
8% Senior Subordinated Notes due 2018 (the "8% Notes")(2)(3)		49,834			56,052		49,848			52,905
63/4% Euro Senior Subordinated Notes due 2018 (the "63/4% Notes")(2)(3)		335,152			341,753		330,338			335,902
73/4% Senior Subordinated Notes due 2019 (the "73/4% Notes")(2)(3)		400,000			451,000		400,000			430,500
8% Senior Subordinated Notes due 2020 (the "8% Notes due 2020")(2)(3)		300,000			317,250		300,000			311,475
83/8% Senior Subordinated Notes due 2021 (the "83/8% Notes")(2)(3)		548,518			610,500		548,604			583,000
53/4% Senior Subordinated Notes due 2024 (the "53/4% Notes")(2)(3)		1,000,000			1,012,500		1,000,000			930,000
Real Estate Mortgages, Capital Leases and Other(5)		254,811			254,811		277,692			277,692
Total Long-term Debt		3,825,003					3,938,700
Less Current Portion(6)		(92,887	)				(324,682	)
Long-term Debt, Net of Current Portion	$	3,732,116				$	3,614,018

(1)

The capital stock or other equity interests of most of our U.S. 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 of subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Iron Mountain Canada Operations ULC (f/k/a Iron Mountain Canada Corporation) ("Canada Company") and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company. The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this long-term debt approximates the carrying value (as borrowings under these debt instruments are based on current variable market interest rates, which are subject to change based on our consolidated leverage ratio, as of December 31, 2012 and June 30, 2013, respectively).

(2)

The fair values (Level 1 of fair value hierarchy described at Note 2.k.) of these debt instruments are based on quoted market prices for these notes on December 31, 2012 and June 30, 2013, respectively.

(3)

Collectively, the "Parent Notes." IMI is the direct obligor on the Parent Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by substantially all of its direct and indirect 100% owned U.S. subsidiaries (the "Guarantors"). These guarantees are joint and several obligations of the Guarantors. Canada Company and the remainder of our subsidiaries do not guarantee the Parent Notes.

(4)

Canada Company is the direct obligor on the Subsidiary Notes, which are fully and unconditionally guaranteed, on a senior subordinated basis, by IMI and the Guarantors. These guarantees are joint and several obligations of IMI and the Guarantors. See Note 6 to Notes to Consolidated Financial Statements.

(5)

The fair value (Level 3 of fair value hierarchy described at Note 2.k.) of this debt approximates its carrying value.

(6)

The increase in current portion of long-term debt from December 31, 2012 to June 30, 2013 is primarily related to the 7¹/4% Notes which are due on April 15, 2014 being classified as current.

        On June 27, 2011, we entered into a credit agreement that consists of (1) revolving credit facilities under which we can borrow, subject to certain limitations as defined in the credit agreement, up to an aggregate amount of $725,000 (including Canadian dollars, British pounds sterling and Euros, among other currencies) (the "Revolving Credit Facility") and (2) a $500,000 term loan facility (the "Term Loan Facility," and collectively with the Revolving Credit Facility, the "Credit Agreement"). We have the right to request an increase in the aggregate amount available to be borrowed under the Credit Agreement up to a maximum of $1,800,000. The Revolving Credit Facility is supported by a group of 19 banks. IMI, Iron Mountain Information Management, LLC ("IMIM"), Canada Company, Iron Mountain Europe (Group) Limited, Iron Mountain Australia Pty Ltd., Iron Mountain Switzerland Gmbh and any other subsidiary of IMIM designated by IMIM (the "Other Subsidiaries") may, with the consent of the administrative agent, as defined in the Credit Agreement, borrow under certain of the following tranches of the Revolving Credit Facility: (1) tranche one in the amount of $400,000 is available to IMI and IMIM in U.S. dollars, British pounds sterling and Euros, (2) tranche two in the amount of $150,000 is available to IMI or IMIM in either U.S. dollars or Canadian dollars and available to Canada Company in Canadian dollars and (3) tranche three in the amount of $175,000 is available to IMI or IMIM and the Other Subsidiaries in U.S. dollars, Canadian dollars, British pounds sterling, Euros and Australian dollars, among others. The Revolving Credit Facility terminates on June 27, 2016, at which point all revolving credit loans under such facility become due. With respect to the Term Loan Facility, loan payments are required through maturity on June 27, 2016 in equal quarterly installments of the aggregate annual amounts based upon the following percentage of the original principal amount in the table below (except that each of the first three quarterly installments in the fifth year shall be 10% of the original principal amount and the final quarterly installment in the fifth year shall be 35% of the original principal):

Year Ending	Percentage
June 30, 2012		5	%
June 30, 2013		5	%
June 30, 2014		10	%
June 30, 2015		15	%
June 27, 2016		65	%

        The Term Loan Facility may be prepaid without penalty or premium, in whole or in part, at any time. IMI and IMIM guarantee the obligations of each of the subsidiary borrowers. The capital stock or other equity interests of most of our U.S. subsidiaries, and up to 66% of the capital stock or other equity interests of our first-tier foreign subsidiaries, are pledged to secure the Credit Agreement, together with all intercompany obligations of foreign subsidiaries owed to us or to one of our U.S. subsidiary guarantors or Canada Company and all promissory notes held by us or one of our U.S. subsidiary guarantors or Canada Company. 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 certain financial ratios. 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 0.3% to 0.5% based on certain financial ratios. There are also fees associated with any outstanding letters of credit. As of June 30, 2013, we had $187,700 of outstanding borrowings under the Revolving Credit Facility, all of which was denominated in U.S. dollars; we also had various outstanding letters of credit totaling $2,312. The remaining availability under the Revolving Credit Facility on June 30, 2013, based on IMI's leverage ratio, which is calculated based on the last 12 months' earnings before interest, taxes, depreciation and amortization ("EBITDA"), and other adjustments as defined in the Credit Agreement and current external debt, was $534,988. The average interest rate in effect under the Revolving Credit Facility was 2.5% and ranged from 2% to 4% as of June 30, 2013. The interest rate in effect under the Term Loan Facility was 2.0% as of June 30, 2013. For the three and six months ended June 30, 2012, we recorded commitment fees and letters of credit fees of $449 and $1,049, respectively, based on the unused balances under our revolving credit facilities and outstanding letters of credit. For the three and six months ended June 30, 2013, we recorded commitment fees and letters of credit fees of $546 and $1,156, respectively, based on the unused balances under our revolving credit facilities and outstanding letters of credit.

        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, as well as our indentures, use EBITDA-based calculations as primary measures of financial performance, including leverage and fixed charge coverage ratios. IMI's revolving credit and term leverage ratio was 3.93 and 4.06 as of December 31, 2012 and June 30, 2013, respectively, compared to a maximum allowable ratio of 5.50 under the Credit Agreement. Similarly, IMI's bond leverage ratio, per the indentures, was 5.33 and 4.92 as of December 31, 2012 and June 30, 2013, respectively, compared to a maximum allowable ratio of 6.50. IMI's revolving credit and term loan fixed charge coverage ratio was 1.33 and 1.37 as of December 31, 2012 and June 30, 2013, respectively, compared to a minimum allowable ratio of 1.20 and 1.00 as of December 31, 2012 and June 30, 2013, respectively, under the Credit Agreement. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.

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Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2013

Summary of Significant Accounting Policies

Changes in the carrying value of goodwill attributable to each reportable operating segment

	North American Business			International Business			Total Consolidated
Gross Balance as of December 31, 2012	$	2,023,971		$	631,528		$	2,655,499
Deductible goodwill acquired during the year		9,821			16,560			26,381
Non-deductible goodwill acquired during the year		—			1,208			1,208
Fair value and other adjustments		191			(408	)		(217	)(1)
Currency effects		(12,696	)		(33,479	)		(46,175	)
Gross Balance as of June 30, 2013	$	2,021,287		$	615,409		$	2,636,696
Accumulated Amortization Balance as of December 31, 2012	$	261,664		$	59,076		$	320,740
Currency effects		(630	)		(571	)		(1,201	)
Accumulated Amortization Balance as of June 30, 2013	$	261,034		$	58,505		$	319,539
Net Balance as of December 31, 2012	$	1,762,307		$	572,452		$	2,334,759
Net Balance as of June 30, 2013	$	1,760,253		$	556,904		$	2,317,157
Accumulated Goodwill Impairment Balance as of December 31, 2012	$	85,909		$	46,500		$	132,409
Accumulated Goodwill Impairment Balance as of June 30, 2013	$	85,909		$	46,500		$	132,409

(1)

Total fair value and other adjustments primarily include $(143) in adjustments to property, plant and equipment, net, customer relationships and deferred income taxes made within one year from the date of the acquisition, as well as $74 of cash received related to acquisitions made in previous years.

Components of amortizable intangible assets

The components of our amortizable intangible assets as of June 30, 2013 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	702,857	$	(245,147	)	$	457,710
Core Technology(1)		3,707		(3,317	)		390
Trademarks and Non-Compete Agreements(1)		5,824		(3,464	)		2,360
Deferred Financing Costs		64,140		(23,217	)		40,923
Total	$	776,528	$	(275,145	)	$	501,383

(1)

Included in Other Assets, net in the accompanying Consolidated Balance Sheets.

Stock-based compensation expense related to continuing operations

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Cost of sales (excluding depreciation and amortization)	$	302	$	72	$	517	$	142
Selling, general and administrative expenses		6,015		7,811		15,600		13,451
Total stock-based compensation	$	6,317	$	7,883	$	16,117	$	13,593

Summary of the weighted average assumptions used for stock option grants

	Six Months Ended June 30,
Weighted Average Assumptions	2012			2013
Expected volatility		33.8	%		33.8	%
Risk-free interest rate		1.24	%		1.13	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 years

Summary of stock option activity

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2012		5,908,102		$	23.39
Granted		261,698			33.03
Exercised		(746,486	)		22.41
Forfeited		(80,496	)		21.72
Expired		(1,961	)		23.86
Outstanding at June 30, 2013		5,340,857		$	24.02		5.71	$	17,521
Options exercisable at June 30, 2013		3,737,433		$	23.71		5.07	$	12,725
Options expected to vest		1,505,421		$	24.70		7.22	$	4,528

Aggregate intrinsic value of stock options exercised

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Aggregate intrinsic value of stock options exercised	$	2,308	$	4,650	$	3,372	$	10,096

Summary of restricted stock and RSU activity

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		1,303,664		$	29.89
Granted		611,489			35.71
Vested		(407,310	)		29.65
Forfeited		(37,821	)		29.43
Non-vested at June 30, 2013		1,470,022		$	32.39

Summary of Performance Unit (PU) activity

	Original PU Awards			PU Adjustment(1)			Total PU Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		236,093			(4,447	)		231,646		$	29.12
Granted		202,333			(25,536	)		176,797			38.75
Vested		(31,361	)		558			(30,803	)		29.48
Forfeited		(3,347	)		—			(3,347	)		28.87
Non-vested at June 30, 2013		403,718			(29,425	)		374,293		$	33.64

(1)

Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Calculation of basic and diluted net income (loss) per share attributable to the entity

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Income (Loss) from continuing operations	$	41,441		$	27,538		$	102,514		$	45,888
Total (loss) income from discontinued operations (see Note 10)	$	(2,524	)	$	(98	)	$	(7,617	)	$	2,086
Net income (loss) attributable to Iron Mountain Incorporated	$	38,055		$	26,564		$	93,405		$	45,950
Weighted-average shares—basic		171,296,000			190,823,000			171,308,000			190,518,000
Effect of dilutive potential stock options		753,385			1,337,423			737,087			1,366,265
Effect of dilutive potential restricted stock, RSUs and PUs		181,292			408,103			181,580			455,039
Weighted-average shares—diluted		172,230,677			192,568,526			172,226,667			192,339,304
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.22		$	0.14		$	0.55		$	0.24
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.22		$	0.14		$	0.54		$	0.24
Antidilutive stock options, RSUs and PUs, excluded from the calculation		1,885,060			319,158			1,965,338			289,728

Assets and liabilities carried at fair value measured on a recurring basis

			Fair Value Measurements at December 31, 2012 Using
Description	Total Carrying Value at December 31, 2012		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	68,800	$	—		$	68,800		$	—
Time Deposits(1)		149,829		—			149,829			—
Trading Securities		11,071		10,525	(2)		546	(1)		—
Derivative Liabilities(3)		1,522		—			1,522			—

			Fair Value Measurements at June 30, 2013 Using
Description	Total Carrying Value at June 30, 2013		Quoted prices in active markets (Level 1)			Significant other observable inputs (Level 2)			Significant unobservable inputs (Level 3)
Money Market Funds(1)	$	98,620	$	—		$	98,620		$	—
Time Deposits(1)		132,625		—			132,625			—
Trading Securities		12,172		11,788	(2)		384	(1)		—
Derivative Assets(3)		2,946		—			2,946			—
Derivative Liabilities(3)		520		—			520			—

(1)

Money market funds and time deposits (including certain trading securities) are measured based on quoted prices for similar assets and/or subsequent transactions.

(2)

Securities are measured at fair value using quoted market prices.

(3)

Our derivative assets and liabilities primarily relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge our intercompany exposures denominated in British pounds sterling and Australian dollars. We calculate the fair 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.

Other expense (income), net

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Foreign currency transaction losses (gains), net	$	11,761		$	16,366		$	9,186		$	19,931
Other, net		(1,695	)		(1,091	)		(2,424	)		(1,917	)
	$	10,066		$	15,275		$	6,762		$	18,014

XML

Discontinued Operations

6 Months Ended

Jun. 30, 2013

Discontinued Operations

Discontinued Operations

(10) Discontinued Operations

Digital Operations

        On June 2, 2011, we sold the Digital Business to Autonomy pursuant to the Digital Sale Agreement. In the Digital Sale, Autonomy purchased (1) the shares of certain of IMI's subsidiaries through which we conducted the Digital Business and (2) certain assets of IMI and its subsidiaries relating to the Digital Business. The Digital Sale qualified as discontinued operations and, as a result, the financial position, operating results and cash flows of the Digital Business, for all periods presented, have been reported as discontinued operations for financial reporting purposes.

        The table below summarizes certain results of operations of the Digital Business for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012		2013
(Loss) Income Before Provision (Benefit) for Income Taxes of Discontinued Operations	$	(377	)	$	15		$	378	$	103
Provision (Benefit) for Income Taxes		—			(9	)		291		(2	)
(Loss) Income from Discontinued Operations, Net of Tax	$	(377	)	$	24		$	87	$	105

Italian Operations

        We sold our Italian operations on April 27, 2012, and we agreed to indemnify the buyers of our Italian operations for certain possible obligations and contingencies associated with the fire in Italy discussed more fully in Note 8.d. Our Italian operations were previously included within the International Business segment. For all periods presented, the financial position, operating results and cash flows of our Italian operations have been reported as discontinued operations for financial reporting purposes.

        The table below summarizes certain results of our Italian operations for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Total Revenues	$	—		$	—		$	2,138		$	—
(Loss) Income Before (Benefit) Provision for Income Taxes of Discontinued Operations	$	(262	)	$	(164	)	$	(6,386	)	$	2,548
(Benefit) Provision for Income Taxes		—			(42	)		(567	)		567
(Loss) Income from Discontinued Operations, Net of Tax	$	(262	)	$	(122	)	$	(5,819	)	$	1,981
Loss on Sale of Discontinued Operations	$	(1,885	)	$	—		$	(1,885	)	$	—
Provision for Income Taxes		—			—			—			—
Loss on Sale of Discontinued Operations, Net of Tax	$	(1,885	)	$	—		$	(1,885	)	$	—
Total (Loss) Income from Discontinued Operations and Sale, Net of Tax	$	(2,147	)	$	(122	)	$	(7,704	)	$	1,981

        During the six months ended June 30, 2013, we recognized income before provision for income taxes of discontinued operations of $2,548 and income from discontinued operations, net of tax of $1,981 associated with our Italian operations. This income primarily represents the recovery of insurance proceeds in excess of carrying value.

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Jul. 26, 2013
Document and Entity Information
Entity Registrant Name	IRON MOUNTAIN INC
Entity Central Index Key	0001020569
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
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		191,109,909
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2

XML

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2013

Summary of Significant Accounting Policies

Goodwill and Other Intangible Assets

• Goodwill and Other Intangible Assets

        Goodwill and intangible assets with indefinite lives are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. Other than goodwill, we currently have no intangible assets that have indefinite lives and which are not amortized. Separable intangible assets that are not deemed to have indefinite lives are amortized over their useful lives. We annually assess whether a change in the life over which our intangible assets are amortized is necessary or more frequently if events or circumstances warrant.

        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, 2012 and noted no impairment of goodwill at such date. As of December 31, 2012 and June 30, 2013, no factors were identified that would alter our October 1, 2012 goodwill assessment. In making this assessment, we relied on 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 at which level we performed our goodwill impairment analysis as of October 1, 2012 were as follows: (1) North America; (2) United Kingdom, Ireland, Norway, Belgium, France, Germany, Luxembourg, Netherlands and Spain ("Western Europe"); (3) the remaining countries in Europe, excluding Russia and Ukraine, in which we operate ("Emerging Markets"); (4) Latin America; (5) Australia, China, Hong Kong and Singapore ("Asia Pacific"); and (6) India, Russia and Ukraine ("Emerging Market Joint Ventures"). As of December 31, 2012, the carrying value of goodwill, net amounted to $1,762,307, $365,303, $87,492, $56,893 and $62,764 for North America, Western Europe, Emerging Markets, Latin America and Asia Pacific, respectively. Our Emerging Market Joint Ventures reporting unit had no goodwill as of December 31, 2012 and June 30, 2013. Based on our goodwill impairment assessment, all of our reporting units with goodwill had estimated fair values as of October 1, 2012 that exceeded their carrying values by greater than 30%. As of June 30, 2013, the carrying value of goodwill, net amounted to $1,760,253, $349,592, $83,587, $68,483 and $55,242 for North America, Western Europe, Emerging Markets, Latin America and Asia Pacific, respectively.

        Reporting unit valuations have been calculated using an income approach based on the present value of future cash flows of each reporting unit or a combined approach based on the present value of future cash flows and market and transaction multiples of revenues and earnings. The income approach incorporates many assumptions, including future growth rates, discount factors, expected capital expenditures and income tax cash flows. Changes in economic and operating conditions impacting these assumptions could result in goodwill impairments in future periods. In conjunction with our annual goodwill impairment reviews, we reconcile the sum of the valuations of all of our reporting units to our market capitalization as of such dates.

        The changes in the carrying value of goodwill attributable to each reportable operating segment for the six months ended June 30, 2013 are as follows:

	North American Business			International Business			Total Consolidated
Gross Balance as of December 31, 2012	$	2,023,971		$	631,528		$	2,655,499
Deductible goodwill acquired during the year		9,821			16,560			26,381
Non-deductible goodwill acquired during the year		—			1,208			1,208
Fair value and other adjustments		191			(408	)		(217	)(1)
Currency effects		(12,696	)		(33,479	)		(46,175	)
Gross Balance as of June 30, 2013	$	2,021,287		$	615,409		$	2,636,696
Accumulated Amortization Balance as of December 31, 2012	$	261,664		$	59,076		$	320,740
Currency effects		(630	)		(571	)		(1,201	)
Accumulated Amortization Balance as of June 30, 2013	$	261,034		$	58,505		$	319,539
Net Balance as of December 31, 2012	$	1,762,307		$	572,452		$	2,334,759
Net Balance as of June 30, 2013	$	1,760,253		$	556,904		$	2,317,157
Accumulated Goodwill Impairment Balance as of December 31, 2012	$	85,909		$	46,500		$	132,409
Accumulated Goodwill Impairment Balance as of June 30, 2013	$	85,909		$	46,500		$	132,409

(1)

Total fair value and other adjustments primarily include $(143) in adjustments to property, plant and equipment, net, customer relationships and deferred income taxes made within one year from the date of the acquisition, as well as $74 of cash received related to acquisitions made in previous years.

        The components of our amortizable intangible assets as of June 30, 2013 are as follows:

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer Relationships and Acquisition Costs	$	702,857	$	(245,147	)	$	457,710
Core Technology(1)		3,707		(3,317	)		390
Trademarks and Non-Compete Agreements(1)		5,824		(3,464	)		2,360
Deferred Financing Costs		64,140		(23,217	)		40,923
Total	$	776,528	$	(275,145	)	$	501,383

(1)

Included in Other Assets, net in the accompanying Consolidated Balance Sheets.

        Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $9,606 and $19,207 for the three and six months ended June 30, 2012, respectively. Amortization expense associated with amortizable intangible assets (including deferred financing costs) was $10,973 and $22,989 for the three and six months ended June 30, 2013, respectively.

Stock-Based Compensation

• Stock-Based Compensation

        We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock, restricted stock units, performance units and shares of stock issued under the 2003 employee stock purchase plan (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 and six months ended June 30, 2012 was $6,317 ($5,061 after tax or $0.03 per basic and diluted share) and $16,117 ($11,908 after tax or $0.07 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2013 was $7,883 ($6,099 after tax or $0.03 per basic and diluted share) and $13,593 ($10,986 after tax or $0.06 per basic and diluted share), respectively.

        Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Consolidated Statements of Operations related to continuing operations is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Cost of sales (excluding depreciation and amortization)	$	302	$	72	$	517	$	142
Selling, general and administrative expenses		6,015		7,811		15,600		13,451
Total stock-based compensation	$	6,317	$	7,883	$	16,117	$	13,593

        The benefits associated with the tax deductions in excess of recognized compensation cost are required to be reported as financing activities in the accompanying Consolidated Statements of Cash Flows. This requirement reduces reported operating cash flows and increases reported financing cash flows. As a result, net financing cash flows from continuing operations included $254 and $2,394 for the six months ended June 30, 2012 and 2013, respectively, from the benefits of tax deductions in excess of recognized compensation cost. The tax benefit of any resulting excess tax deduction increases the Additional Paid-in Capital ("APIC") pool. Any resulting tax deficiency is deducted from the APIC pool.

Stock Options

        Under our various stock option plans, options were granted with exercise prices equal to the market price of the stock on the date of grant. The majority of our options become exercisable ratably over a period of five years from the date of grant and generally have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. Certain of the options we issue become exercisable ratably over a period of ten years from the date of grant and have a contractual life of 12 years from the date of grant, unless the holder's employment is terminated sooner. As of June 30, 2013, ten-year vesting options represented 10.3% of total outstanding options. Beginning in 2011, certain of the options we issue become exercisable ratably over a period of three years from the date of grant and have a contractual life of ten years from the date of grant, unless the holder's employment is terminated sooner. As of June 30, 2013, three-year vesting options represented 20.4% of total outstanding options. Our non-employee directors are considered employees for purposes of our stock option plans and stock option reporting. Options granted to our non-employee directors generally become exercisable one year from the date of grant.

        The weighted average fair value of options granted for the six months ended June 30, 2012 and 2013 was $7.00 and $7.69 per share, respectively. These values were estimated on the date of grant using the Black-Scholes option pricing model. The following table summarizes the weighted average assumptions used for grants in the respective period:

	Six Months Ended June 30,
Weighted Average Assumptions	2012			2013
Expected volatility		33.8	%		33.8	%
Risk-free interest rate		1.24	%		1.13	%
Expected dividend yield		3	%		3	%
Expected life		6.3 years			6.3 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 U.S. Treasury interest rates whose term is consistent with the expected life 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 (estimated period of time outstanding) of the stock options granted is estimated using the historical exercise behavior of our employees.

        A summary of option activity for the six months ended June 30, 2013 is as follows:

	Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2012		5,908,102		$	23.39
Granted		261,698			33.03
Exercised		(746,486	)		22.41
Forfeited		(80,496	)		21.72
Expired		(1,961	)		23.86
Outstanding at June 30, 2013		5,340,857		$	24.02		5.71	$	17,521
Options exercisable at June 30, 2013		3,737,433		$	23.71		5.07	$	12,725
Options expected to vest		1,505,421		$	24.70		7.22	$	4,528

        The following table provides the aggregate intrinsic value of stock options exercised for the three and six months ended June 30, 2012 and 2013:

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2013		2012		2013
Aggregate intrinsic value of stock options exercised	$	2,308	$	4,650	$	3,372	$	10,096

Restricted Stock and Restricted Stock Units

        Under our various stock option plans, we may also issue grants of restricted stock or restricted stock units ("RSUs"). Our restricted stock and RSUs generally have a three- to five-year vesting period from the date of grant. As a result of an amendment to our RSUs approved by our Compensation Committee of our board of directors in October 2012, all RSUs now 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. We accrued approximately $34 of cash dividends on RSUs issued in June 2012. We accrued approximately $350 and $1,098 of cash dividends on RSUs for the three and six months ended June 30, 2013, respectively. There were no cash dividends paid on RSUs for the three and six months ended June 30, 2012, respectively. We paid approximately $187 and $553 of cash dividends on RSUs for the three and six months ended June 30, 2013, respectively. The fair value of restricted stock and 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).

        A summary of restricted stock and RSU activity for the six months ended June 30, 2013 is as follows:

	Restricted Stock and RSUs			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		1,303,664		$	29.89
Granted		611,489			35.71
Vested		(407,310	)		29.65
Forfeited		(37,821	)		29.43
Non-vested at June 30, 2013		1,470,022		$	32.39

        The total fair value of restricted stock vested during the three and six months ended June 30, 2012 was $1. The total fair value of restricted stock vested during the three and six months ended June 30, 2013 was $1. The total fair value of RSUs vested during the three and six months ended June 30, 2012 was $1,985 and $5,964, respectively. The total fair value of RSUs vested during the three and six months ended June 30, 2013 was $3,469 and $12,076, respectively.

Performance Units

        Under our various equity compensation plans, we may also make awards of performance units ("PUs"). For the majority of PUs, the number of PUs earned is determined based on our performance against predefined calendar year targets of revenue growth and return on invested capital ("ROIC"). The number of PUs earned may range from 0% to 150% of the initial award. The number of PUs earned is determined based on the Company's actual performance as compared to the targets at the end of the one-year performance period. Certain PUs granted in 2013 will be earned based on a market condition associated with the total return on our common stock in relation to a subset of the S&P 500 rather than the revenue growth and ROIC targets noted above. The number of PUs earned based on this 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. Employees who subsequently terminate their employment after the end of the one-year performance period and on or after attaining age 55 and completing 10 years of qualifying service (the "retirement criteria") shall immediately and completely vest in any PUs earned based on the actual achievement against the predefined targets as discussed above (but delivery of the shares remains deferred). As a result, PUs are generally expensed over the shorter of (1) the vesting period, (2) achievement of the retirement criteria, which may occur as early as January 1 of the year following the year of grant, or (3) a maximum of three years. As a result of an amendment to our PUs approved by our Compensation Committee of our board of directors in October 2012, outstanding PUs now 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 accrued approximately $148 and $389 of cash dividends on PUs for the three and six months ended June 30, 2013, respectively.

        During the six months ended June 30, 2013, we issued 202,333 PUs. For PUs that are earned based on our performance against revenue growth and ROIC targets during the one-year performance period, we will forecast the likelihood of achieving the predefined annual revenue growth and ROIC targets in order to calculate the expected PUs to be earned. We will record a compensation charge based on either the forecasted PUs to be earned (during the one-year performance period) or the actual PUs earned (at the one-year anniversary date) over the vesting period for each of the awards. For the 2013 PUs that will be earned based on a market condition, we utilized a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value will be expensed over the three-year performance period. The total fair value of earned PUs that vested during the three and six months ended June 30, 2013 was $0 and $908, respectively. There were no cash dividends paid on PUs for both the three and six months ended June 30, 2012 and 2013. As of June 30, 2013, we expected 86.6% achievement of the predefined revenue and ROIC targets associated with the grants made in 2013.

        A summary of PU activity for the six months ended June 30, 2013 is as follows:

	Original PU Awards			PU Adjustment(1)			Total PU Awards			Weighted- Average Grant-Date Fair Value
Non-vested at December 31, 2012		236,093			(4,447	)		231,646		$	29.12
Granted		202,333			(25,536	)		176,797			38.75
Vested		(31,361	)		558			(30,803	)		29.48
Forfeited		(3,347	)		—			(3,347	)		28.87
Non-vested at June 30, 2013		403,718			(29,425	)		374,293		$	33.64

(1)

Represents an increase or decrease in the number of original PUs awarded based on either (a) the final performance criteria achievement at the end of the defined performance period of such PUs or (b) a change in estimated awards based on the forecasted performance against the predefined targets.

Employee Stock Purchase Plan

        We offer an employee stock purchase plan (the "ESPP") in which participation is available to substantially all U.S. and Canadian employees who meet certain service eligibility requirements. The ESPP provides a way for our eligible employees to become stockholders on favorable terms. The ESPP provides for the purchase of our common stock by eligible employees through successive offering periods. We generally have two six-month offering periods per year, the first of which begins June 1 and ends November 30 and the second of which begins December 1 and ends May 31. During each offering period, participating employees accumulate after-tax payroll contributions, up to a maximum of 15% of their compensation, to pay the purchase price at the end of the offering. Participating employees may withdraw from an offering period before the purchase date and obtain a refund of the amounts withheld as payroll deductions. At the end of the offering period, outstanding options are exercised, and each employee's accumulated contributions are used to purchase our common stock. The price for shares purchased under the ESPP is 95% of the fair market price at the end of the offering period, without a look-back feature. As a result, we do not recognize compensation cost for the ESPP shares purchased. For the six months ended June 30, 2012 and 2013, there were 88,672 shares and 74,732 shares, respectively, purchased under the ESPP. The number of shares available for purchase under the ESPP at June 30, 2013 was 204,494, which will be replaced subsequent to our June 1 offering, which ends on November 29, 2013, by the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan, which was approved by our stockholders at the 2013 Annual Meeting of Stockholders held on June 6, 2013. Beginning November 29, 2013, we will have 1,000,000 shares available under the ESPP.

        As of June 30, 2013, unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $58,648 and is expected to be recognized over a weighted-average period of 2.3 years.

        We generally issue shares of our common stock for the exercises of stock options, restricted stock, RSUs, PUs and shares of our common stock under our ESPP from unissued reserved shares.

Income (Loss) Per Share-Basic and Diluted

• 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 options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive.

        The following table presents the calculation of basic and diluted income (loss) per share:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2013			2012			2013
Income (Loss) from continuing operations	$	41,441		$	27,538		$	102,514		$	45,888
Total (loss) income from discontinued operations (see Note 10)	$	(2,524	)	$	(98	)	$	(7,617	)	$	2,086
Net income (loss) attributable to Iron Mountain Incorporated	$	38,055		$	26,564		$	93,405		$	45,950
Weighted-average shares—basic		171,296,000			190,823,000			171,308,000			190,518,000
Effect of dilutive potential stock options		753,385			1,337,423			737,087			1,366,265
Effect of dilutive potential restricted stock, RSUs and PUs		181,292			408,103			181,580			455,039
Weighted-average shares—diluted		172,230,677			192,568,526			172,226,667			192,339,304
Earnings (Losses) per share—basic:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—basic	$	0.22		$	0.14		$	0.55		$	0.24
Earnings (Losses) per share—diluted:
Income (Loss) from continuing operations	$	0.24		$	0.14		$	0.60		$	0.24
Total (loss) income from discontinued operations (see Note 10)	$	(0.01	)	$	(0.00	)	$	(0.04	)	$	0.01
Net income (loss) attributable to Iron Mountain Incorporated—diluted	$	0.22		$	0.14		$	0.54		$	0.24
Antidilutive stock options, RSUs and PUs, excluded from the calculation		1,885,060			319,158			1,965,338			289,728

Revenues

• Revenues

        Our revenues consist of storage rental revenues as well as service revenues and are reflected net of sales and value added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis). Service revenues include charges for related core service activities and a wide array of complementary products and services. Included in core service revenues are: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records and the destruction of records; (2) courier operations, consisting primarily of the pickup and delivery of records upon customer request; (3) secure shredding of sensitive documents; and (4) other recurring services, including Document Management Solutions, which relate to physical and digital records, and recurring project revenues. Our complementary services revenues include special project work, customer termination and permanent withdrawal fees, data restoration projects, fulfillment services, consulting services, technology services and product sales (including specially designed storage containers and related supplies). Our secure shredding revenues include the sale of recycled paper (included in complementary services revenues), the price of which can fluctuate from period to period, adding to the volatility and reducing the predictability of that revenue stream.

        We recognize revenue when the following criteria are met: persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable and collectability of the resulting receivable is reasonably assured. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. Amounts related to future storage rental or prepaid service contracts for customers where storage rental fees or services are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable storage rental or service is provided or performed. Revenues from the sales of products, which is included as a component of service revenues, is recognized when products are shipped and title has passed to the customer. Revenues from the sales of products have historically not been significant.

Allowance for Doubtful Accounts and Credit Memo Reserves

• Allowance for Doubtful Accounts and Credit Memo Reserves

        We maintain an allowance for doubtful accounts and credit memos for estimated losses resulting from the potential inability of our customers to make required payments and potential disputes regarding billing and service issues. When calculating the allowance, we consider our past loss experience, current and prior trends in our aged receivables and credit memo activity, current economic conditions and specific circumstances of individual receivable balances. If the financial condition of our customers were to significantly change, resulting in a significant improvement or impairment of their ability to make payments, an adjustment of the allowance may be required. We consider accounts receivable to be delinquent after such time as reasonable means of collection have been exhausted. We charge-off uncollectible balances as circumstances warrant, generally, no later than one year past due.

Income Taxes

• Income Taxes

        Our effective tax rates for the three and six months ended June 30, 2012 were 54.2% and 42.0%, respectively. Our effective tax rates for the three and six months ended June 30, 2013 were 48.6% and 58.5%, respectively. The primary reconciling items between the federal statutory rate of 35% and our overall effective tax rate were 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 and state income taxes (net of federal tax benefit). During the three and six months ended June 30, 2012, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2012 effective tax rate by 10.2% and 0.9%, respectively. During the three and six months ended June 30, 2013, foreign currency gains were recorded in higher tax jurisdictions associated with our marking-to-market of debt and derivative instruments while foreign currency losses were recorded in lower tax jurisdictions associated with our marking-to-market of intercompany loan positions, which increased our 2013 effective tax rate by 2.5% and 12.8%, respectively.

        On January 2, 2013, the American Taxpayer Relief Act of 2012 (the "ATRA") was signed into law. In part, the ATRA retroactively reinstated and extended the controlled foreign corporation look-through rule, which provides for the exception from January 1, 2012 to December 31, 2013 of certain foreign earnings from U.S. federal taxation as Subpart F income. As a result, our income tax provision for the first quarter of 2013 included a discrete tax benefit of $4,025 relating to the previously expired period from January 1, 2012 to December 31, 2012.

        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 from foreign jurisdictions; (2) tax law changes; (3) volatility in foreign exchange gains (losses); (4) the timing of the establishment and reversal of tax reserves; (5) our ability to utilize foreign tax credits and net operating losses that we generate; and (6) our proposed conversion to a real estate investment trust ("REIT"). We are subject to income taxes in the U.S. and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.

        Accounting for income taxes requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets does not meet the more likely than not standard as defined in GAAP.

        We have elected to recognize interest and penalties associated with uncertain tax positions as a component of the provision (benefit) for income taxes in the accompanying Consolidated Statements of Operations. We recorded an increase of $247 and a reduction of $2 for gross interest and penalties for the three and six months ended June 30, 2012, respectively. We recorded an increase of $176 and $721 for gross interest and penalties for the three and six months ended June 30, 2013, respectively. We had $3,554 and $4,166 accrued for the payment of interest and penalties as of December 31, 2012 and June 30, 2013, respectively.

        We have not recorded deferred taxes on book over tax outside basis differences related to our foreign subsidiaries, other than for certain Canadian subsidiaries, for which we recorded a deferred tax liability of $577 during the three months ended December 31, 2012, because such basis differences are not expected to reverse in the foreseeable future and we intend to reinvest the undistributed earnings of such other foreign subsidiaries indefinitely outside the U.S. These basis differences arose primarily through the undistributed book earnings of such foreign subsidiaries. The basis differences could be reversed through a sale of such foreign subsidiaries, the receipt of dividends from such subsidiaries or certain other events or actions on our part, each of which would result in an increase in our provision for income taxes. It is not practicable to calculate the amount of unrecognized deferred tax liability on the book over tax outside basis difference because of the complexities of the hypothetical calculation. We may record deferred taxes on book over tax outside basis differences related to certain foreign subsidiaries in the future depending upon a number of factors, decisions and events in connection with our potential conversion to a REIT, including favorable indications from the U.S. Internal Revenue Service with regard to our private letter ruling requests, finalization of countries to be included in our plan to convert to a REIT, refinancing our revolving credit and term loan facilities, shareholder approval of certain modifications to our corporate charter and final board of director approval of our conversion to a REIT.

        As of June 30, 2013, we have reclassified approximately $20,658 of long-term deferred income tax liabilities to current deferred income taxes (included within accrued expenses within current liabilities) and prepaid and other assets (included within current assets) in the accompanying Consolidated Balance Sheets related to the depreciation recapture associated with our recharacterization of certain racking structures as real estate rather than personal property and amortization associated with other intangible assets in conjunction with our potential conversion to a REIT.

Property, Plant and Equipment and Long-Lived Assets

• Property, Plant and Equipment and Long-Lived Assets

        We develop various software applications for internal use. Computer software costs associated with internal use software are expensed as incurred until certain capitalization criteria are met. Payroll and related costs for employees directly associated with, and devoting time to, the development of internal use computer software projects (to the extent time is spent directly on the project) are capitalized. Capitalization begins when the design stage of the application has been completed and it is probable that the project will be completed and used to perform the function intended. Depreciation begins when the software is placed in service. Computer software costs that are capitalized are periodically evaluated for impairment.

        We review long-lived assets and all amortizable intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. Recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to their carrying amount. The operations are generally distinguished by the business segment and geographic region in which they operate. If the operation is determined to be unable to recover the carrying amount of its assets, then intangible assets are written down first, followed by the other long-lived assets of the operation, to fair value. Fair value is determined based on discounted cash flows or appraised values, depending upon the nature of the assets.

        Consolidated gain on disposal/write-down of property, plant and equipment, net was $1,663 and $2,202 for the three and six months ended June 30, 2013, respectively, and consisted primarily of gains on the retirement of leased vehicles accounted for as capital lease assets associated with our North American Business and the sale of a building in the United Kingdom.