Durable Business Drives Cash Flow and Supports Dividend Growth
June 7-8, 2016
Durable Business Drives Cash Flow and Supports Dividend Growth - - PowerPoint PPT Presentation
Durable Business Drives Cash Flow and Supports Dividend Growth June 7-8, 2016 2 Safe Harbor Language and Reconciliation of Non-GAAP Measures Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Certain
June 7-8, 2016
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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 other securities laws and be subject to the safe-harbor created by such Act. Forward-looking statements include, but are not limited to Iron Mountain’s financial performance outlook and shareholder returns, including after giving effect to Iron Mountain’s acquisition of Recall, statements regarding real estate value creation, data centers, adjacent business and other opportunities and statements regarding Iron Mountain’s goals, beliefs, plans and expectations. These forward-looking statements are subject to various known and unknown risks, uncertainties and other 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 occur. The forward-looking statements are based on Iron Mountain’s estimates based on information available to it as of the date indicated in connection with such statement (and if no such date is indicated, 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
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
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 indicated in connection with such statement (and if no such date is indicated, the date of this Investor Presentation) 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, Adjusted 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, and for additional definitions and a reconciliation of these measures to the appropriate GAAP measure, as required by Regulation G under the Securities Exchange Act of 1934, as amended, please see the Iron Mountain’s supplemental reporting package under Investor Relations\Financial Information\Quarterly Reporting at www.ironmountain.com. Iron Mountain does not provide a reconciliation of non-GAAP measures that it discusses as part of its annual guidance or long term
Iron Mountain’s transactions, loss or gain related to the disposition of real estate and other income or expense. Without this information, Iron Mountain does not believe that a reconciliation would be meaningful.
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
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Records & Information Management(2) Data Management (2) Shredding (2)
Storage: 70% Service: 30% Storage: 60% Service: 40% Service: 100%
Diversified Global Business (1)
revenue(1)(2)
Compelling Customer Value Proposition
protecting information assets
services
(1) Annualized revenues reflect midpoint of normalized for FY 2016 guidance (2) Includes Recall
7 Most expansive global platform
Attractive real estate characteristics
Solid track record of enhancing shareholder value
dividend enhancement Formal corporate responsibility program
Sustainability Index constituent
Map reflects Recall acquisition
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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 1Q16 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 1Q16 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
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0% 2% 4% 6% 8% 2007 2008 2009 2010 2011 2012 2013 2014 2015
Coming off higher inflation and pricing catch up
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.
Historical Same-store Revenue Growth
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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%
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)
(1) Based on annual volume churn rate of 6.8% as of 1Q16 (2) Customer acquisitions are now included in new sales as the nature of these transactions is similar to new customer wins.
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
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358 377 79 23 30 69 2 16 19
New from Existing New from New Outperms & PW Destructions
+
Organic Growth Acquisitions
+ = Total Growth
YE 2011 Balance YE 2015 Balance
Iron Mountain NA Cube Growth 2012-2015 (CuFt MMs)
Continuing to receive strong volume, albeit at a declining pace (approx. 3.6% CAGR) Successfully adding new customers and inventory at an increasing rate (7.5% CAGR) At historic lows, having declined from 2.4% to 1.8%
Virtually unchanged, holding at 4.7% of total inventory
Observed Trends Historical Performance
New From Existing New From New Outperms & PWs Destructions Highly accretive acquisitions generate stabilized returns of 11% - 14% Acquisitions
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On behalf of IRM, Boston Consulting Group conducted survey of more than 700 existing and potential respondents plus 70 in-depth interviews with large North America customer sample, across six verticals, excluding government Findings of study include*:
Given observed and projected market trends, and based on customer expectations, IRM is confident in its ability to
Based on market dynamics and expected changed in revenue mix, IRM is confident in total revenue growth of 4-5% annually through 2020
*These materials were designed for the sole use by Iron Mountain. No other party may or should rely on these materials for any purpose whatsoever. To the fullest extent permitted by law, any party accessing these materials hereby waives any rights and claims it may have at any time with regard to such party's use of and/or reliance on these materials, including the accuracy or completeness thereof.
40 40 20 20 60 100 80 100 80 60
190M (11%) 38% 34% 175M (11%) Share of Cuft (%) 55% 60M (2%) 22% 38% 23% Life Sciences 90M (4%) Health care 44% 25% 36% 31% 41% 29% Vended Wholly Unvended Other 1,000M (53%) 31% 42% In-house at Vended Customers Legal Energy 11% Financial services 385M (20%) 45% 33% 21%
Segmentation of NA box storage volume1
(1) Excludes government and SMB (<250 employees), except Legal which includes 100+ employees. Source: BCG document storage survey; Avention; BCG analysis
~720M ~700M Cubic Feet ~480M
Total ~1.9 B cu ft Vended ~700 M cu ft
Share of Cuft (%)
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These materials were designed for the sole use by Iron Mountain. No other party may or should rely on these materials for any purpose whatsoever. To the fullest extent permitted by law, any party accessing these materials hereby waives any rights and claims it may have at any time with regard to such party's use of and/or reliance on these materials, including the accuracy or completeness thereof.
0% 20% 40% 60% 80% 100% 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Retention rate
IRM Retention Rate – North America As of March 31, 2016
50% of boxes that were stored 15 years ago still remain 25% of boxes that were stored 22 years ago still remain
Box Age
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*Reflects data from Jan 2014 through December 2015
DEVELOPED MARKETS
8M cu. ft. Net RM Volume prior to Acquisitions*
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
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$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
DEVELOPED MARKETS
MARKETS ADJACENT BUSINESSES
STRATEGIC PLAN
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3.0% 2.1% 2.2% 2.7%
2012 2013 2014 2015
Storage Internal Growth Service Internal Growth
Internal Revenue Growth(1)
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 business acquisitions that have been in our results for the full calendar year prior to the quarter
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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%
Prior to Recall acquisition Today represents view as of Investor Day - October 2015
21 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
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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
Modest annual growth, reach 79% by 2020
Storage Gross Margin(2)
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40.9% 27.7% 27.2%(2)
2011 Service Gross Margin 2014 Service Gross Margin 2015 Service Gross Margin
Improve growth to 1% - 2% annually 2016 through 2020
projects and shredding
Primary Drivers of Decline
Stabilization Drivers
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
Total Service Gross Profit
0.4% (4.4%) (3.4%) (0.7%) (0.4%)
2011 2012 2013 2014 2015
Total Internal Service Revenue Growth
24 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% Other Services +4%
Note: Examples of activity based service include retrieval refile; 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%
based and other complementary services
profit, margins may be lumpy
average gross margin than activity-based services
intensive, therefore have similar returns
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automation, procurement effectiveness, and reducing complexity
benchmarks for companies of similar scale
savings in 2016 of $50 million
additional $50 million of run-rate savings in 2017
Estimated SG&A(1) as % of Revenue
$50 $100 $125 2016 2017 2018
Estimated 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
27 DEVELOPED AND EMERGING MARKETS BUSINESS ACQUISITIONS ADJACENT BUSINESSES REAL ESTATE DISCRETIONARY INVESTMENTS
28 Acquisition Spend/Yr. $100 MM Ongoing Topline Growth 10% + Storage Rental Expected Returns 13% – 14%
Emerging Markets Acquisition Economics*
Acquisition Spend/Yr. $50 MM Ongoing Topline Growth 2 -3% + Storage Rental Expected Returns 11% – 13%
Developed Markets Acquisition Economics*
Tuck-in deals offer predictable return and quickly synergize Strong returns, supports progress to increase exposure to higher growth markets
* Reflects assumptions for 2016 - 2020
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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*
Art Storage Economics
Data reflects assumptions for 2016 – 2020, unless otherwise noted Data center economics represent invested capital in existing facilities and business and exclude large specific development projects and acquisitions
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Site Opportunity
buildings using a single-story design
feeds from a nearby substation, with additional capacity available
exchange points in nearby Ashburn, VA
requirements with high security standards
load using a Tier III certified N+1 concurrently maintainable design
2 and 3 planned for future development
capital spend
11650 Hayden Road, Manassas, VA Proposed Site Plan
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Phase I development, July 2017 expected completion
to out-perform
$145/kW/month; stable for last 2-3 years
Estimated Stabilized Returns on Full Development Project
($ MM)
Storage Revenue $71 Storage Adjusted OIBDA $47 Storage NOI $53 Estimated Total Investment (IRM and Partners) $441
Assuming full build-out and 100% ownership of all 4 buildings
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services (34%) focus
Adjusted OIBDA margins
Crozier Acquisition Fine Art Attractive Space for IRM
(1) Source: Proprietary industry research
And Bring Some Critical Advantages We Complement Crozier
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Storage
(1) Building utilization represents total potential building capacity and racking utilization represents installed racking capacity. Rates and data based on Q1 2016 results.
70 million total square footage (1)
Records Management Utilization rates (1)
Data Protection Utilization Rates (1)
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Lease Consolidation
Development
Secured debt Conversion
Higher better use
Racking
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Jacksonville, Portland
low density and/or utilization
requirements for facility upgrades/rack remediation
rent inflation
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with maximum appreciation potential
network
significant risk of lease rate inflation
and meaningful cost synergy opportunities
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39 $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 $20 million of incurred in 2015 to prepare for integration
Estimated Total Net Synergies(1) Anticipated at Full Integration Estimated Cumulative One-time Costs to Achieve and Integrate(2) Includes Operating and Capital Expenditures and In Line with Prior Guidance
Debt financed as incurred
(3)
Estimates are as of 04/01/16
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Cash Available for Distribution and Investment ($MM) on R$ basis /2016C$ Basis
I-day October 2015
Numbers reflect midpoint of guidance
2016E + Recall As of 04/28/16 2020 Vision + Recall Based on 2015 C$ Rates 2020 Vision + Recall As of 04/28/16 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
$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
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adjustments, primarily fair value adjustments associated with Recall’s tangible and intangible assets that Iron Mountain will record upon closing in accordance with GAAP.
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.
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 (as of 04/01/16)
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
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($ in millions, except per share data)
Preliminary 2016 Guidance With Recall (as of 4/28/16)
Revenue $3,450 – $3,550
$1,070 – $1,110
$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 (as of 04/28/16)
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)
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
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$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 of Recall transaction. 2020 dividend per share reflects midpoint of CAD guidance see Page 43.
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
45 $38 $155 $70 $105 $492 $685
2016E 2020E
Cash for Investment Organic Growth Racking Dividend
$945 $600
$ in mm
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Source: Bank of America Merrill Lynch - Bloomberg, FactSet. Market data as of May 24, 2016. (1) Where a company has mixed ratings, the lower of Moody’s or S&P ratings is depicted. (2) Excludes IRM. IRM Debt to LTM EBITDA is 5.0X
Recent debt pricing reflects favorable view of predictable cash flow from business IRM 5-year unsecured debt priced at spreads similar to business services issuers rated two notches higher and at top of spread range for investment grade issuers
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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
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Adjusted Earnings Per Share, or Adj. EPS: Adjusted EPS is defined as reported earnings per share from continuing operations excluding: (1) (gain) loss
(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
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
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.
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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
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)
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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. Stabilized Returns: Represents return on investment following complete funding of the related investment and achieving expected levels of occupancy
For additional definitions and for a reconciliation of these Non-GAAP measures to the appropriate GAAP measure, as required by Regulation G under the Securities Exchange Act of 1934, as amended, please see the company’s supplemental reporting package under Investor Relations\Financial Information\Quarterly Reporting at www.ironmountain.com.