and Supports Dividend Growth 2 Safe Harbor Language and - - PowerPoint PPT Presentation
and Supports Dividend Growth 2 Safe Harbor Language and - - PowerPoint PPT Presentation
Durable Business Drives Cash Flow and Supports Dividend Growth 2 Safe Harbor Language and Reconciliation of Non-GAAP Measures Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Certain statements contained in
Safe Harbor Language and Reconciliation of Non-GAAP Measures
2
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Certain statements contained in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and
- ther securities laws and be subject to the safe-harbor created by such Act. Forward-looking statements include, but are not limited to, the scope and timing of required
divestitures, Iron Mountain’s financial performance outlook and shareholder returns, including after giving effect to Iron Mountain’s acquisition of Recall, and statements regarding Iron Mountain’s goals, beliefs, plans and current expectations. These forward-looking statements are subject to various known and unknown risks, uncertainties and
- ther factors. When Iron Mountain uses words such as "believes," "expects," "anticipates," "estimates" or similar expressions, it is making forward-looking statements. You
should not rely upon forward-looking statements except as statements of Iron Mountain’s present intentions and of Iron Mountain’s present expectations, which may or may not
- ccur. The forward-looking statements are based on Iron Mountain’s estimates based on information available to it as of the date of this Investor Presentation. Iron Mountain’s
expected results may not be achieved, and actual results may differ materially from its expectations. Important factors that could cause actual results to differ from Iron Mountain’s expectations include, among others: (i) Iron Mountain’s ability to remain qualified for taxation as a real estate investment trust for U.S. federal income tax purposes; (ii) the adoption of alternative technologies and shifts by Iron Mountain’s customers to storage of data through non-paper based technologies; (iii) changes in customer preferences and demand for Iron Mountain’s storage and information management services; (iv) the cost to comply with current and future laws, regulations and customer demands relating to privacy issues; (v) the impact of litigation or disputes that may arise in connection with incidents in which we fail to protect Iron Mountain’s customers' information; (vi) changes in the price for Iron Mountain’s storage and information management services relative to the cost of providing such storage and information management services; (vii) changes in the political and economic environments in the countries in which Iron Mountain’s international subsidiaries operate; (viii) Iron Mountain’s ability or inability to complete acquisitions on satisfactory terms and to integrate acquired companies efficiently; (ix) changes in the amount of Iron Mountain’s capital expenditures; (x) changes in the cost of Iron Mountain’s debt; (xi) the impact of alternative, more attractive investments on dividends; (xii) the cost or potential liabilities associated with real estate necessary for Iron Mountain’s business; (xiii) the performance of business partners upon whom we depend for technical assistance or management expertise outside the United States; and (xiv) other trends in competitive or economic conditions affecting Iron Mountain’s financial condition or results of operations not presently contemplated. In addition, the benefits of the l Recall transaction, including potential cost synergies, accretion and other synergies (including tax synergies), may not be fully realized or may take longer to realize than expected. Additional risks that may affect results are set forth in Iron Mountain’s filings with the Securities and Exchange Commission, including under the caption “Risk Factors” in our periodic reports, or incorporated therein. Any forward-looking statements contained herein are based on assumptions that Iron Mountain believes to be reasonable as of the date hereof and Iron Mountain undertakes no obligation, except as required by law, to update these statements as a result of new information or future events. Non-GAAP Measures: Throughout this presentation, Iron Mountain will be discussing Adjusted OIBDA, Adj. EPS, Normalized FFO and AFFO, which do not conform to accounting principles generally accepted in the United States (GAAP). These non-GAAP measures are supplemental metrics designed to enhance our disclosure and to provide additional information that we believe to be important for investors to consider when evaluating our financial performance. These non-GAAP measures should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with GAAP, such as operating or net income (loss) or cash flows from operating activities from continuing operations (as determined in accordance with GAAP). For additional information please see the appendix of this presentation. Figures and data in this presentation do not include Recall, unless otherwise noted.
Driving Durable Cash Flow to Support Business and Dividend Growth
3 Durable cash flow and Strong Dividend Growth
Durable business generates significant cash, supports dividend growth and investments
Strategic Plan: 2020 Vision Three year plan on track and delivering per guidance; 2020 Vision to accelerate growth Leading Global Presence Large, global and diversified business underpinned by more than 80 million sq. ft. of real estate
We Store & Manage Information Assets
4
75% 16% 9%
Records & Information Management(2) Data Management (2) Shredding (2)
Storage: 70% Service: 30% Storage: 60% Service: 40% Service: 100%
Diversified Global Business (1)
- More than $3.7 billion annual
revenue(1)(2)
- 220,000+ customers(2)
- Serving 94% of Fortune 1000
- More than 80 million square feet of
real estate in ~1,350 facilities (2)
Compelling Customer Value Proposition
- Reduce costs and risks of storing and
protecting information assets
- Broadest footprint and range of services
- Most trusted brand
(1) Annualized revenues reflect midpoint of normalized for FY 2016 guidance (2) Includes Recall
Leading Global Presence
5 Most expansive global platform
- Compelling customer proposition
- Strong international expansion
- pportunity
Attractive real estate characteristics
- Low turnover costs
- Low maintenance capex
- High retention, low volatility
Solid track record of enhancing shareholder value
- Share buybacks, REIT conversion,
dividend enhancement
Formal corporate responsibility program
- FTSE4Good and Dow Jones Sustainability
Index constituent
6 CONTINENTS 45 COUNTRIES
Map reflects Recall acquisition
Storage Rental Stream is Key Economic Driver
6
- 4%
- 2%
0% 2% 4% 6% 8% 2007 2008 2009 2010 2011 2012 2013 2014 2015
Same Store Revenue Growth
(Historical)
8-Year Average IRM Internal Storage Revenue Growth (1)
3.8%
Self-Storage Average Same Store Revenue(2)
3.8%
Industrial Average Same Store Revenue(3)
1.0%
Source: Company filings. (1) Represents the weighted average year-over-year growth rate of the Company’s revenues after removing the effects of acquisitions, divestitures and foreign currency exchange rate fluctuations. Local currency used for international operations. (2) Represents the annual same-store revenue growth average for Public Storage (PSA), Extra Space Storage (EXR), CubeSmart (CUBE) and Sovran (SSS) (3) Represents the annual same-store revenue growth average for DCT Industrial (DCT), Duke Realty (DRE), First Industrial (FR), Liberty Property (LPT), Prologis (PLD) and PS Business Parks (PSB).
Illustrative North America RM Storage Annual Economics (1)
(per square foot, except for ROIC)
Investment
Customer acquisition $ 42 Building and outfitting 54 Racking structures 54 Total investment $ 150
Storage Rental NOI
Storage rental revenue $ 27 Direct operating costs (3) Allocated field overhead (3) Storage NOI $ 21
Storage Rental ROIC(2) ~14%
(1) Reflects average portfolio pricing and assumes an owned facility. (2) Includes maintenance CapEx, assumed at 2% of revenue.
Sizable Real Estate Portfolio – Excluding Recall
7
Storage
(1) Building utilization represents total potential building capacity and racking utilization represents installed racking capacity . Rates based on Q1 2016 results.
- 70 million total square footage
- Owned: 26 million sq. ft. / 277 Buildings
- Leased: 44 million sq. ft. / 860 Buildings
- Owned: 37% of real estate by sq. ft.
- Average size: 62k sq. ft
- Records Management Utilization rates (1)
- Building: 84%
- Racking: 91%
- Data Protection Utilization Rates (1)
- Building: 70%
- Racking: 82%
“Enterprise Storage” Compares Favorably
8
Iron Mountain Actual Self-Storage Industrial North America annual rental revenue/SF $27.33 $13.80 $5.50 Tenant Improvements/SF N/A N/A $1.96 Maintenance CapEx(1) 2% 5% 12% Average lease term Large customers: 3 Yrs. Small customers: 1 Yr. Average Box Age : 15 Yrs. Month-to-Month ~4-6 yrs. Customer retention 98% ~85% ~75% Customer concentration Very low Very Low Low Customer type Business Consumer Business Stabilized Occupancy (building & racking utilization)(2) Building: 84% Racking: 91% 90% 93% Storage Net Operating Margin (3) Storage: 80% 68% 70% Largest Public REITs 1Q’16 NOI Annualized (4) IRM Storage: $1,520 million PSA: $1,659 million PLD: $1,520 million
Source: Company estimates and filings. Benchmark data provided by Green Street Advisors and J.P. Morgan. (1) IRM CapEx represents real estate maintenance CapEx as a percentage of storage NOI. Comps represent recurring CapEx as a percentage of NOI. Excludes leasing commissions. Based on Q1-16 results (2) Building utilization represents total potential building capacity and racking utilization represents installed racking capacity for the Records Management business (3) Excludes rent expense. (4) Represents annualized 1Q15 storage net operating income for IRM, self-storage net operating income for PSA, and net operating income for PLD source from the companies’ supplemental disclosure
Strategic Plan Delivering Expected Results
9
*Reflects data from Jan 2014 through December 2015
DEVELOPED MARKETS
8M cu. ft. Net RM Volume prior to Acquisitions*
OUR PLAN FOR GROWTH
EMERGING MARKETS
Emerging Markets = 15% of Total Revenues on a C$ basis
ADJACENT BUSINESSES
New Data Center Customers and Expanded into Art Storage
TRANSFORMATION, INTEGRATION AND TALENT
Drive process improvements, simplification, efficiencies, and develop and enable talent to support business strategy
Leverage Real Estate Platform to Create Long-Term Value
GROWTH and VALUE PILLARS ENABLERS Consolidate properties for maximum efficiency, leverage development and lease conversion opportunities
Strategic Plan Driven Performance Turnaround Since Year-end 2013
10
$1.08 $1.91 2013 2015 $2,894 $3,011 $3,078 2013 2014 2015
Worldwide Revenue (C$ in MM) Adjusted OIBDA (C$ in MM) Regular Dividend per Share
$861 $898 $940 2013 2014 2015
2013 -2015 Revenue C$ CAGR
1% 33% 20%
DEVELOPED MARKETS
EMERGING
MARKETS ADJACENT BUSINESSES
STRATEGIC PLAN
Dramatic Improvement in Internal Revenue Growth Since 2012
11
3.0% 2.1% 2.2% 2.7%
- 4.4%
- 3.4%
- 0.7%
- 0.4%
2012 2013 2014 2015
Storage Internal Growth Service Internal Growth
Internal Revenue Growth(1)
- 0.4%
- 0.3%
1.0% 1.5% 2.0% 2012 2013 2014 2015 2016 - Guidance Midpoint
Internal Storage Rental and Service Growth Total Internal Growth
(1) Internal Revenue Growth – Internal revenue growth represents the year-over-year growth rate of revenues excluding the impacts of changes to foreign currency exchange rates, acquisitions and other unusual items. In general, only acquisitions that have been in our results for the full calendar year prior to the quarter of measurement are included in internal revenue growth
Key Drivers Support Sustainable Document Storage Growth
12
- Total market growing, and majority remains un-vended
- Emerging markets in early innings of document management
- utsourcing
- Government sector opportunity as it remains largely un-vended
- Physical documents remain ultimate form of proof
- Growing regulatory requirements
- Customer destructions low due to potential risks
- Net volume before acquisition growing in every major market
- No single customer represents greater than 2% of total revenue
Organic Document Storage Continues to Demonstrate Strong, Steady Growth
13
6.1% 6.1% 5.9% 5.9% 5.9% 5.7% 5.8% 5.8% 2.5% 2.4% 2.4% 2.4% 2.3% 2.4% 2.5% 2.6% 5.5% 3.4% 1.5% 1.6% 1.0% 1.1% 0.7% 1.6%
- 4.7%
- 4.5%
- 4.4%
- 4.4%
- 4.3%
- 4.5%
- 4.6%
- 4.8%
- 2.0%
- 1.9%
- 1.9%
- 2.0%
- 2.1%
- 2.1%
- 2.1%
- 2.0%
Q2-14 Q3-14 Q4-14 Q1-15 Q2-15 Q3-15 Q4-15 Q1-16
New Volume from Existing Customers New Sales Acquisitions Destructions Outperm/Terms
Year-over-Year Global Net Volume Growth Rates (Records Management Only)
- 50-year average customer retention
- 2% annual volume loss from terminations
- Boxes stay with us for an average of 15 years(1)
(1) Based on annual volume churn rate of 6.8% as of 1Q16
2.1% 2.1% 2.1% 2.0% 1.8% 1.6% 1.6% 1.6%
Internal Volume Growth
7.6% 5.5% 3.6% 3.6% 2.8% 2.7% 2.3% 3.2%
Net Volume Growth
Standalone Plan to Extend Performance with 2020 Vision
14
75% Developed Core 25% Growth Portfolio
Emerging Markets = 20% Adjacent Businesses = 5%
3% Adj. OIBDA 10% Adj. OIBDA
~5% Average Internal Adj. OIBDA Growth ROIC = 14%
85% Developed Core 15% Growth Portfolio
Emerging Markets = 14% Adjacent Businesses = 1%
2% Adj. OIBDA 10% Adj. OIBDA
~3% Average Internal Adj. OIBDA Growth ROIC = 12%
TODAY
Prior to Recall acquisition
2020
Summary of Financial Roadmap 2015 – 2020
15 Growing Storage Revenues And Margins Stabilized Service Gross Margin Improved SG&A Efficiency Disciplined Capital Spend on Maintenance, Non-Real Estate Investment and Racking
Dividend Growth Per Share Accretive Acquisitions, Real Estate and Adjacent Businesses
Consistent Contribution and Cash Flow Improvement
Growing Storage Revenues and Margins
16
3.1% 3.0% 2.1% 2.2% 2.7%
2011 2012 2013 2014 2015
Total Internal Storage Rental Growth
72.8% 73.6% 75.3% 76.6% 76.6%
2011 2012 2013 2014 2015
(1) Data as of FY 2015 (2) Includes rent expense and doesn’t include termination and permanent withdrawal fees. 2015 Storage Gross Margin impacted by accounting adjustments in Q2 2015
Storage 61% of Total Revenue(1) Storage 82% of Total Gross Profit(1)
Maintain annual growth
- f 2.5% to 3% through 2020
Modest annual growth, reach 79% by 2020
Storage Gross Margin(2)
Stabilized Service Gross Margins
17
40.9% 27.7% 27.2%(2)
2011 Service Gross Margin 2014 Service Gross Margin 2015 Service Gross Margin
0.4% (4.4%) (3.4%) (0.7%) (0.4%)
2011 2012 2013 2014 2015
Total Internal Service Revenue Growth
Improve growth to 1% - 2% annually 2016 through 2020
- Archival trends moderate
- Maintain progress in scanning,
projects and shredding
Primary Drivers of Decline
- Costs not reduced in line with activity
- Mix shift to lower margin revenue
- Lower paper price
Stabilization Drivers
- Labor management
- Transport efficiencies
- Use of technology
Service 39% of Total Revenue(1) Service 18% of Total Gross Profit(1)
(1) Data as of FY 2015 (2) 2015 Gross Margin represents Q4-2015
Worldwide Service Gross Margin Improvement
18 Total Company Service Revenue (2015 C$ in MM) Area / CAGR
RM – Activity-Based 0% Shred Non-Paper -2% DM – Activity-Based -6% DMS +9% Shred Paper +1% Comp/Other Services +4%
Note: Examples of activity based service include retrieval refile; complementary/other services include library moves and Secure IT Asset Disposition
39% 39% 38% 16% 15% 13% 7% 9% 9% 15% 14% 14% 2015 $1,201 6% $1,209 2014 2013 $1,181 6% 7% 17% 17% 19%
- Shifting revenue mix to project-based
and complementary/other services
- Generate growth in service gross
profit, margins may be lumpy
- New offerings have average
lower gross margin than activity- based services
- However, less capital intensive,
therefore have similar returns
Improved SG&A Efficiencies – Transformation
19
- Improvement driven by offshoring, outsourcing,
automation, procurement effectiveness, and reducing complexity
- Target levels of SG&A consistent with median level
benchmarks for companies of similar scale
- Actions taken in Q3’15 generate run-rate savings in
2016 of $50 million
- Actions to be taken in 2016 generate additional $50
million of savings
SG&A(1) as % of Revenue
$50 $100 $125 2016 2017 2018
Cumulative SG&A Savings
20.0% 22.0% 24.0% 26.0% 28.0% 30.0% 2013 2014 2015 2016E 2017E 2018E 2019E 2020E
IRM Trend Transformation
(1) Excludes REIT Costs and Recall Costs
Attractive Discretionary Investment Opportunities
20 DEVELOPED AND EMERGING MARKETS BUSINESS ACQUISITIONS ADJACENT BUSINESSES REAL ESTATE DISCRETIONARY INVESTMENTS
Strong Stabilized Returns
Adjacent Businesses Offer Potential Further Upside
21
Capital Invested $78 MM in 2015 Expected Returns 13% Stabilization 18 months
Capital Invested Per Year $35 MM/Yr. Expected Returns 12-15% Stabilization 2-3 years
Data Center Economics
- 2020 Target = 5% of total Revenue
- 10% long-term organic growth
- Data center continued organic growth offering good returns
- Art storage through Crozier acquisition
Art Storage Economics
Data reflects assumptions for 2016 - 2020
Formalizing Art Business with Acquisition of Premier Brand
22
- $1 billion industry with solid growth(1)
- Global
- Fragmented
- Durable REIT-friendly storage
- High per-square foot rates (~$60/SF)
- Durable storage (90% renewal rate)
- Leading brand in North America
- Driver of global industry standards
- Strong storage (58%) and storage related
services (34%) focus
- ~$30MM annual revenue, 30%+ stabilized
Adjusted OIBDA margins
- Year 1 accretive
Crozier Acquisition Fine Art Attractive Space for IRM
(1) Source: Proprietary industry research
- Secure storage expertise
- Legacy of trust
- Chain of custody and logistics
- Global footprint
- Roll-up experience
- Marquee clients in entertainment and government
And Bring Some Critical Advantages We Complement Crozier
Real Estate Investment Offers Predictable, Attractive Returns
23
- Investment in Real Estate focused on
consolidation and related development
- Consolidation drives significant
- perational improvements
- Additional consolidation potential
following Recall acquisition
- Some lease conversion opportunities
also drive consolidation efficiencies
Investment per Yr. $150MM - $180MM Average IRR 12% – 16% Stabilization 3 – 5 Years Real Estate Investment Consolidation and Development Focus (1)
Real Estate an Enabler of Growth
(1) Doesn’t include investments in core growth racking and data center initiatives
Recall Acquisition Closed on May 2
- Compelling opportunity accelerates IRM’s successful strategy
- Broader geographic footprint, exposure to high growth emerging markets
and meaningful cost synergies
- Supports medium term deleveraging
- Complementary to REIT structure
- Regulatory review complete in US, Canada and Australia
- Recall shareholders overwhelmingly approve deal on April 19
- Final Australian court approval of transaction received on April 21
- Deal closed on May 2
- UK Phase 2 Review expected to conclude June 29
- UK Recall business to be held separate
24
Estimated Recall Synergies and Costs to Achieve
25 $125 $230 $260 $220 $80 $300
2016 2017 2018 Fully Synergized Operating Expense Capital Expense
$15 $80 $100 $105
2016 2017 2018 Fully Synergized
Overhead Cost of Sales Tax Real Estate
(1) Net synergies do not reflect impact of costs to achieve synergies and integrate businesses. Synergy estimates are preliminary and may change as ongoing analysis and integration planning progresses. (2) Cost to achieve synergies and integrate businesses includes moving, racking, severance costs, Facilities Upgrade Program, REIT conversion costs, system integration costs and costs to complete the divestitures and any transitional services required to support the divested business during a transition period. This is in line with previous guidance but excludes one-off transaction costs of approximately $80 million in implementing the Scheme. (3) 2016 incudes approximately $20 million of incurred in 2015 to prepare for integration
Estimated Total Net Synergies(1) Anticipated at Full Integration Estimated Cumulative One-time Costs to Achieve and Integrate(2) Includes Operating and Capital Expenditures and In Line with Prior Guidance
Debt financed as incurred
(3)
Estimated Cash Available for Dividends and Discretionary Investment
26
Cash Available for Distribution and Investment ($MM) on R$ basis /2016C$ Basis
I-day October 2015
Numbers reflect midpoint of guidance
2016E + Recall 2020 Vision + Recall Based on 2015 C$ Rates Current 2020 Vision + Recall IRM + REC PF Adj. OIBDA $1,040 $1,650 $1,525 Benefit from Transformation $50 $125 $125 PF IRM Adj. OIBDA $1,090 $1,775 $1,650 Add: Stock Compensation/Other 45 50 50
- Adj. OIBDA, Transformation and Other Non Cash Expenses
$1,135 1,825 $1,700 Less: Cash Interest 300 400 400 Cash Taxes 30 150 130 Real Estate and Non-Real Estate Maintenance Capex 90 120 100 Non-Real Estate Investment 80 105 85 Customer Acquisitions(1) 35 50 40
Cash Available for Dividends and Investments
$600 2015 C$1,000 / R$ 955 $945 Expected Total Regular Dividend (dividend per share remains the same) $492 $700 $685 Racking Investment for on-going growth $70 $105 $105 Cash Available for Discretionary Investments $38 $150 $155 Lease Adjusted Leverage Ratio 5.7X 4.9X 5.0X
(1) Customer acquisitions includes costs associated with the acquisition of customer relationships and customer inducements such as move costs and permanent withdrawal fees. R$ basis is equivalent to 2016 C$ rates and figures may not tie due to rounding
Estimated Earnings, FFO and AFFO Accretion – Excluding 2020 Plan
27
- The bar chart percentages for Adj. EPS Accretion and Normalized FFO Accretion do not reflect the impact of estimated purchase accounting
adjustments, primarily fair value adjustments associated with Recall’s tangible and intangible assets that Iron Mountain will record upon closing in accordance with GAAP.
- While the adjustments are expected to result in a significant increase in depreciation and amortization expenses, the adjustments are primarily related to
non-cash items and will not have a significant impact on cash flows, AFFO or estimated synergies. Therefore, the adjustments do not impact the fair value assessment of the transaction.
- Accretion/dilution after adjusting for impact of non-cash U.S. GAAP purchase price adjustments:
- Adj. EPS: 6% on a Fully Synergized basis
- Normalized FFO: 4% on a Fully Synergized basis
Note: Assumes IRM shares outstanding of 267 million at close, and exchange ratio of 0.1722x. Accretion estimates are on a per share basis and do not include operating and capital expenditures related to integration, as these are one time in nature and will be excluded from our Adj. EPS, Normalized FFO and AFFO. Assumptions represent our current analysis and are subject to change as our analysis and integration planning process progresses. Effective tax rate estimated to be approximately 19%.
Adjusted EPS Accretion Normalized FFO Accretion AFFO Accretion
Meaningful Accretion Across Relevant Financial Metrics
Accretion Percentages Reflect Updated Estimated Synergies Achieved in Each Year – Excluding IRM 2020 Plan
1% 5% 5% 6%
2016 2017 2018 Fully Synergized
3% 7% 7% 7%
2016 2017 2018 Fully Synergized
0% 14% 15% 16%
2016 2017 2018 Fully Synergized
Preliminary 2016 Guidance Reflects Expected Recall Benefit
28
Preliminary 2016 Guidance With Recall
Revenue $3,450 – $3,550
- Adj. OIBDA
$1,070 – $1,110
- Adj. EPS
$1.10 – $1.20(1),(2) Normalize d FFO/Sh. $2.10 – $2.20(1),(2) AFFO $610 – $650
Capital Expenses and Investments Preliminary 2016 Guidance with Recall
Maintenance $90 Non-RE Investment $80 Total Capital Expenses $170 Real Estate Investments $320 Business and Customer Acquisitions $140 – $180 Total Capital Investments $460 – $500
(1) Assumes weighted average shares of 253 million shares for full year 2016 (267 million shares outstanding at closing) (2)
- Adj. EPS and FFO/share includes purchase price accounting adjustments (PPA), which results in $64 million of incremental D&A expense.
Preliminary 2016 Guidance with Recall assumes all divestitures will be effective day 1 and an effective tax rate estimated to be approximately 19%. Assumptions represent our current analysis and are subject to change as our analysis and integration planning process progresses
Recall Expected to Significantly Enhance Estimated Financial Performance
29
$1,140 – $1,180 $1,600 – $1,700
2016E - Normalized to Reflect REC FY Benefit 2020E
$1.91 $1.94 $2.20 $2.35 $2.54 2015 2016 2017 2018 2020
$3,680 – $3,780 $4,365 – $4,465
2016E - Normalized to Reflect REC FY Benefit 2020E
Worldwide Revenue (2016 C$ / R$ in MM)
(1) Assumes 267 million shares outstanding at closing. 2020 dividend per share reflects midpoint of CAD guidance see page 35.
78% 70%
2015 2020E
Lease Adjusted Leverage Ratio Dividend as % of AFFO Adjusted OIBDA (2016 C$ / R$ in MM)
Projected Minimum Dividend per Share (1) 5.6x 5.0x
2015 2020E
Recall Expected to Enhance Cash Available for Dividends and Discretionary Investment
30 $38 $155 $70 $105 $492 $685
2016E 2020E
Cash for Investment Organic Growth Racking Dividend
$945 $600
Cash Available for Dividends and Discretionary Growth Investments
$ in mm
Key Takeaways
31
Durable RM volume growth delivered; internal and with acquisitions Strategic plan drives sustainable dividend growth and future investments Debt financed investments; equity not required to achieve plan Recall acquisition delivers attractive synergies and supports core growth Adjacent Businesses provide upside potential and are closely linked to core Strong Cash Flow Generation
Appendix
Potential for Broadened Investor Base and Enhanced Valuation
33
14.1 15.1 16.1 17.7 18.0 18.5 19.0 21.2 23.0 25.1 17.0 x
LPT EGP FR PLD PSB DRE DCT CUBE EXR PSA IRM
Price-to-2016 Estimated FFO
5.4% 4.0% 3.3% 3.7% 3.1% 3.3% 2.9% 2.8% 2.8% 2.9% 5.3%
LPT EGP FR PLD PSB DRE DCT CUBE EXR PSA IRM
PF Current Dividend Yield
*Based on a pro forma annualized Q1 2016 dividend of $1.94 per share, and 253 MM shares outstanding and a stock price of $36. as of 04/01/2016. REIT pricing as of 05/02/2016 Source: Company estimates and FactSet mean FFO and AFFO estimates. 19.3 20.2 21.2 21.6 23.8 20.8 27.0 22.4 23.9 26.0 14.7 x
LPT EGP FR PLD PSB DRE DCT CUBE EXR PSA IRM
Price-to-2016 Estimated AFFO
SELF-STORAGE INDUSTRIAL
Major Market Presence Supports Durable Revenues and Value
34
Denver- Boulder San Francisco Los Angeles Phoenix-Mesa- Scottsdale Dallas-Fort Worth- Arlington Chicago Washington D.C. Philadelphia Boston New York Seattle San Diego Metro
Source: Company filings, based on FY 2015.
58% 42% Owned SF Leased SF
Book value including leasehold improvements and racking
Owned Facilities
73% 27% Owned SF Leased SF
$1.6bn United States Owned Real Estate $0.6bn International Owned Real Estate
$5 to $20mm >$20mm <$5mm Major MSA
Top Owned International Markets by Square Feet Square Feet Total % Country (000s) Int'l SF
- 1. Canada
1,750 28.3%
- 2. United Kingdom
1,526 24.6%
- 3. Argentina
470 7.6%
- 4. Mexico
419 6.8%
- 5. Scotland
375 6.1%
- 6. Peru
260 4.2%
- 7. Chile
232 3.8%
- 8. France
218 3.5%
- 9. Spain
203 3.3%
- 10. Brazil
202 3.3%
- 11. Republic of lreland
159 2.6%
- 12. Belgium
104 1.7%
- 13. Netherlands
102 1.7%
- 14. Australia
64 1.0%
- 15. Germany
58 0.9%
- 16. Austria
30 0.5%
- 17. China
21 0.3% Total 6,193 100.0%
Source: Company Filings, based on FY 2015.
New Development Similar to Enterprise Build to Suit
- Investment in New Building and Racking
- Mexico City, Mexico
- Capacity: 4.7M cu. ft. in 6 buildings all fully utilized
- Expected annual average growth CF 250K CF
- Own additional land that can be used for
development
- Construct “3 Wall Addition” building and first phase of
racking to accommodate growth
- Expansion Highlights
- Building size: 63K sq. ft. / 1.2M cu. ft. of capacity
- Construction cost: $3.0M ($48/sq. ft.) includes
underlying land cost
- Racking cost: $6.4M ($102/sq. ft.)
- Assume ~ $0.20 to $0.25 per cu. ft. per month in
storage rental revenue as well as full utilization
35
17.5% IRR
Demonstrated Responsiveness to Investors
36
Provision/Statute/Practice IRM
Non-staggered Board; 92% independent, 25% female Separation of Chairman and CEO; Independent Board Committee chairs Annual Board and Committee evaluations and self-assessments Directors elected annually by majority vote Directors may be removed without cause by majority vote Shareholders can amend bylaws No poison pill (REIT incorporated in Delaware; no Maryland Unsolicited Takeover Act conflicts) Annual Say on Pay vote Establishing solid CSR presence with quantifiable objectives Formalized CSR reporting; member of FTSE4Good, DJSI and CDP
Q1 2016 Operational Highlights and Performance versus Strategic Plan
37
Q1 2016 Operational Highlights and Performance versus Strategic Plan
38
Q1 2016 Financial Performance versus Strategic Plan
39
Strategic Goals Q1 2016 Financial Performance
Total C$ Revenue Growth of 4% CAGR Total C$ Revenue Growth of 3.8% for the quarter
- Half of the growth organic/half to come from acquisitions
- Revenue growth in line with 2020 Strategic Plan. Q1 acquisitions not fully
reflected in run-rate
Revenue
Storage Internal Growth of 2.2% Service Internal Growth flat in 2015; improving in 2016 Service Internal Growth of 1.6% C$ Adj. OIBDA Growth of 4.5%, 7.0% excluding Transformation charges.
- Adj. OIBDA
Total C$ Adj. OIBDA Growth of 8% CAGR
- Growth driven by Transformation benefits and better operating performance
Dividend
Dividend Growth Year-over-year dividend growth of 2.0% per share expected in 2016 At March 31, 2016, the company had liquidity of approximately $650mm, primarily under its revolving credit facility. The company’s
Q1 2016 Service Gross Margin
40
26.1% 24.3% 26.2% 1.0% 0.6% 0.2% Q1 2015 Reported Service Gross Margin Q1 2016 Reported Service Gross Margin Medical Costs Severance Costs - Service Margin Initiative Vacation / Sick Time Costs
Definitions
41
Adjusted Earnings Per Share, or Adj. EPS: Adjusted EPS is defined as reported earnings per share from continuing operations excluding: (1) (gain) loss
- n disposal/write-down of property, plant and equipment (excluding real estate), net; (2) (gain) on sale of real estate, net of tax; (3) intangible impairments;
(4) Recall Costs (as defined below); (5) REIT Costs (as defined below); (6) other expense (income), net; and (7) 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. Adjusted Funds From Operations, or AFFO: AFFO is defined as FFO (Normalized) excluding non-cash rent expense or income, plus depreciation on non-real estate assets, amortization expense (including amortization of deferred financing costs) and non-cash equity compensation expense, less maintenance capital expenditures and non-real estate investments. We believe AFFO is a useful measure in determining our ability to generate excess cash that may be used for reinvestment in the business, discretionary deployment in investments such as real estate or acquisition opportunities, returning
- f capital to our stockholders and voluntary prepayments of indebtedness. Additionally AFFO is reconciled to cash flow from operations to adjust for real
estate and REIT tax adjustments, REIT Costs, Recall Costs, working capital adjustments and other non-cash expenses. Adjusted Operating Income Before Depreciation, Amortization, Intangible Impairments, and REIT Costs, or Adjusted OIBDA and Adjusted OIBDA Margin: Adjusted OIBDA is defined as operating income before depreciation, amortization, intangible impairments, (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net, Recall Costs and REIT Costs. 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 estimated
- verall 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.
Definitions
42
Adjusted Operating Income Before Depreciation, Amortization, Intangible Impairments, and REIT Costs, or Adjusted OIBDA (continued) 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 (excluding real estate), net; (2) (gain) on sale of real estate, net of tax; (3) intangible impairments; (4) Recall Costs; (5) REIT Costs; (6) other expense (income), net; (7) income (loss) from discontinued operations, net of tax; (8) gain (loss) on sale of discontinued operations, net of tax; and (9) 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 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 GAAP, such as operating or net income (loss) or cash flows from operating activities from continuing operations (as determined in accordance with GAAP). Funds From Operations, or FFO (NAREIT), and FFO (Normalized) : Funds from operations (“FFO”) is defined by the National Association of Real Estate Investment Trusts ("NAREIT") and us as net income excluding (i) depreciation on real estate assets and (ii) gain on sale of real estate, net of tax (“FFO (NAREIT)”). FFO (NAREIT) does not give effect to real estate depreciation because these amounts are computed, under GAAP, to allocate the cost
- f a property over its useful life. Because values for well-maintained real estate assets have historically increased or decreased based upon prevailing
market conditions, we believe that FFO (NAREIT) provides investors with a clearer view of our operating performance. Our most directly comparable GAAP measure to FFO (NAREIT) is net income. Although NAREIT has published a definition of FFO, modifications to FFO (NAREIT) are common among REITs as companies seek to provide financial measures that most meaningfully reflect their particular business. Our definition of FFO (Normalized) excludes certain items included in FFO (NAREIT) that we believe are not indicative of our core operating results, specifically: (1) (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net; (2) intangible impairments; (3) Recall Costs; (4) REIT Costs; (5) other expense (income), net; (6) deferred income taxes and REIT tax adjustments; (7) income (loss) from discontinued operations, net of tax; and (8) gain (loss)
- n sale of discontinued operations, net of tax.
Definitions
43
Recall Costs: Includes operating expenditures associated with our proposed acquisition of Recall, including costs to complete the Recall Transaction, including advisory and professional fees, as well as costs incurred to integrate Recall with our existing operations, including moving, severance, facility upgrade, REIT conversion, system upgrade costs and costs to complete the divestitures required in connection with receipt of regulatory approval and to provide transitional services required to support the divested businesses during a transition period. REIT Costs: Includes costs associated with our conversion to a REIT, excluding REIT compliance costs beginning January 1, 2014 which we expect to recur in future periods.