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Debt
 9 Months Ended
Sep. 30, 2019
Debt Disclosure [Abstract]  
Debt
Long-term debt is as follows:
 
 
September 30, 2019
 
 
December 31, 2018
 
 
Debt (inclusive of discount)
 
Unamortized Deferred Financing Costs
 
Carrying Amount
 
Fair
Value
 
 
Debt (inclusive of discount)
 
Unamortized Deferred Financing Costs
 
Carrying Amount
 
Fair
Value
Revolving Credit Facility(1)
 
$
354,879

 
$
(11,763
)

$
343,116

 
$
354,879

 
 
$
793,832


$
(14,117
)

$
779,715

 
$
793,832

Term Loan A(1)
 
231,250

 
—

 
231,250

 
231,250

 
 
240,625


—


240,625

 
240,625

Term Loan B(2)
 
688,089

 
(7,806
)
 
680,283

 
688,638

 
 
693,169

 
(8,742
)
 
684,427

 
660,013

Australian Dollar Term Loan (the "AUD Term Loan")(3)
 
219,871

 
(2,389
)
 
217,482

 
221,165

 
 
233,955


(3,084
)

230,871

 
235,645

UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")(4)
 
172,180

 
(1,845
)
 
170,335

 
172,180

 
 
178,299

 
(2,357
)
 
175,942

 
178,299

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

 
(2,866
)
 
497,134

 
503,750

 
 
500,000


(4,155
)

495,845

 
488,750

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

 
(4,302
)
 
595,698

 
615,000

 
 
600,000


(5,126
)

594,874

 
606,000

53/8% CAD Senior Notes due 2023 (the "CAD Notes")
 
188,811

 
(2,173
)
 
186,638

 
194,475

 
 
183,403


(2,506
)

180,897

 
186,154

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

 
(6,752
)
 
993,248

 
1,010,000

 
 
1,000,000


(7,782
)

992,218

 
940,000

3% Euro Senior Notes due 2025 (the "Euro Notes")(5)
 
327,508

 
(3,622
)
 
323,886

 
334,877

 
 
343,347


(4,098
)

339,249

 
321,029

37/8% GBP Senior Notes due 2025 (the "GBP Notes")
 
491,943

 
(5,651
)
 
486,292

 
493,173

 
 
509,425


(6,573
)

502,852

 
453,811

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

 
(2,863
)
 
247,137

 
257,500

 
 
250,000


(3,185
)

246,815

 
224,375

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

 
(11,375
)
 
988,625

 
1,022,500

 
 
1,000,000


(12,442
)

987,558

 
855,000

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

 
(10,037
)
 
814,963

 
852,844

 
 
825,000


(10,923
)

814,077

 
713,625

47/8% Senior Notes due 2029 (the "47/8% Notes due 2029")(5)
 
1,000,000


(14,451
)

985,549

 
1,015,000

 
 
—

 
—

 
—

 
—

Real Estate Mortgages, Financing Lease Liabilities and Other
 
533,549

 
(444
)
 
533,105

 
533,549

 
 
606,702


(171
)

606,531

 
606,702

Accounts Receivable Securitization Program(6)
 
271,562

 
(115
)
 
271,447

 
271,562

 
 
221,673


(218
)

221,455

 
221,673

Mortgage Securitization Program(7)
 
50,000

 
(1,019
)
 
48,981

 
50,000

 
 
50,000

 
(1,128
)
 
48,872

 
50,000

Total Long-term Debt
 
8,704,642

 
(89,473
)
 
8,615,169

 
 

 
 
8,229,430

 
(86,607
)
 
8,142,823

 
 
Less Current Portion
 
(394,822
)
 
—

 
(394,822
)
 
 

 
 
(126,406
)

—


(126,406
)
 
 

Long-term Debt, Net of Current Portion
 
$
8,309,820

 
$
(89,473
)
 
$
8,220,347

 
 

 
 
$
8,103,024


$
(86,607
)
 
$
8,016,417

 
 

______________________________________________________________
(1)
Collectively, the credit agreement ("Credit Agreement"). The Credit Agreement consists of a revolving credit facility (the "Revolving Credit Facility") and a term loan (the "Term Loan A"). The Credit Agreement is scheduled to mature on June 3, 2023. Of the $354,879 of outstanding borrowings under the Revolving Credit Facility as of September 30, 2019, 221,900 was denominated in United States dollars, 72,000 was denominated in Canadian dollars and 72,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $16,843. The remaining amount available for borrowing under the Revolving Credit Facility as of September 30, 2019 was $1,378,278 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.5% as of September 30, 2019. The average interest rate in effect under the Revolving Credit Facility as of September 30, 2019 was 3.3% and the interest rate in effect under Term Loan A as of September 30, 2019 was 3.8%.

(2)
In connection with the 2018 First Amendment (as defined in Note 5 to Notes to Consolidated Financial Statements included in our Annual Report), Iron Mountain Information Management, LLC ("IMIM") entered into an incremental term loan activation notice (the "Activation Notice") with certain lenders pursuant to which the lenders party to the Activation Notice agreed to provide commitments to fund an incremental term loan B in the amount of $700,000 (the "Term Loan B"). On March 26, 2018, IMIM borrowed the full amount of the Term Loan B. The Term Loan B is scheduled to mature on January 2, 2026. The interest rate in effect as of September 30, 2019 was 3.8%. The amount of debt for the Term Loan B reflects an unamortized original issue discount of $1,411 and $1,581 as of September 30, 2019 and December 31, 2018, respectively.

(3)
The interest rate in effect as of September 30, 2019 was 4.9%. We had 327,500 Australian dollars outstanding on the AUD Term Loan as of September 30, 2019. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,294 and $1,690 as of September 30, 2019 and December 31, 2018, respectively.

(4)
The interest rate in effect as of September 30, 2019 was 3.0%.

(5)
Collectively, the "Parent Notes".

(6)
The interest rate in effect as of September 30, 2019 was 3.1%. The Accounts Receivable Securitization Program terminates on July 30, 2020, at which point all obligations under the program become due. The full amount outstanding under the Accounts Receivable Securitization Program is classified within the current portion of long-term debt in our Condensed Consolidated Balance Sheet as of September 30, 2019.

(7)
The interest rate in effect as of September 30, 2019 was 3.5%.

See Note 4 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of September 30, 2019 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2018 (which are disclosed in our Annual Report). Additionally, see Note 5 to Notes to Consolidated Financial Statements included in our Annual Report for information regarding which of our consolidated subsidiaries guarantee certain of our debt instruments. There have been no material changes to our long-term debt since December 31, 2018 other than the issuance of the 47/8% Senior Notes due 2029, as described below.

See Note 3 for information regarding the forward-starting interest rate swap agreements and the cross-currency swap agreements outstanding at September 30, 2019.
Issuance of the 47/8% Senior Notes due 2029
In September 2019, IMI completed a private offering of $1,000,000 in aggregate principal amount of the 47/8% Notes due 2029. The 47/8% Notes due 2029 were issued at par. The net proceeds of approximately $987,500 from the 47/8% Notes due 2029, after deducting the initial purchasers' commissions, were used to repay outstanding borrowings under the Revolving Credit Facility.
Cash Pooling
As described in greater detail in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report, certain of our subsidiaries participate in cash pooling arrangements (the “Cash Pools”) in order to help manage global liquidity requirements. We currently utilize two separate cash pools, one of which we utilize to manage global liquidity requirements for our QRSs (the "QRS Cash Pool") and the other for our TRSs (the "TRS Cash Pool").

The approximate amount of the net cash position for our QRS Cash Pool and the TRS Cash Pool and the approximate amount of the gross position and outstanding debit balances for each of these pools as of September 30, 2019 and December 31, 2018 are as follows:
 
September 30, 2019
 
December 31, 2018
 
Gross Cash Position
 
Outstanding Debit Balances
 
Net Cash Position
 
Gross Cash Position
 
Outstanding Debit Balances
 
Net Cash Position
QRS Cash Pool
$
358,200

 
$
(355,800
)
 
$
2,400

 
$
300,800

 
$
(298,800
)
 
$
2,000

TRS Cash Pool
302,200

 
(296,300
)
 
5,900

 
281,500

 
(279,300
)
 
2,200



The net cash position balances as of September 30, 2019 and December 31, 2018 are reflected as cash and cash equivalents in the Condensed Consolidated Balance Sheets.
Letters of Credit
As of September 30, 2019, we had outstanding letters of credit totaling $35,241, of which $16,843 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between December 2019 and August 2027.
Debt Covenants
The Credit Agreement, our indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our indentures or other agreements governing our indebtedness. The Credit Agreement uses EBITDAR-based calculations as the primary measures of financial performance, including leverage and fixed charge coverage ratios.
Our leverage and fixed charge coverage ratios under the Credit Agreement as of September 30, 2019 and December 31, 2018, as well as our leverage ratio under our indentures as of September 30, 2019 and December 31, 2018 are as follows:
 
September 30, 2019
 
December 31, 2018
 
Maximum/Minimum Allowable
Net total lease adjusted leverage ratio
5.8

 
5.6

 
Maximum allowable of 6.5
Net secured debt lease adjusted leverage ratio
2.3

 
2.6

 
Maximum allowable of 4.0
Bond leverage ratio (not lease adjusted)
6.1

 
5.8

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

 
2.2

 
Minimum allowable of 1.5
______________________________________________________________
(1)
The maximum allowable leverage ratio under our indentures for the 47/8% Notes due 2029, the 47/8% Notes due 2027, the GBP Notes and the 51/4% Notes is 7.0, while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5. In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant.
Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity.