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Debt
 6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Debt
Long-term debt is as follows:
 
 
June 30, 2020
 
 
December 31, 2019
 
 
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)
 
$
362,106

 
$
(10,343
)
 
$
351,763

 
$
362,106

 
 
$
348,808


$
(12,053
)

$
336,755

 
$
348,808

Term Loan A(1)
 
221,875

 
—

 
221,875

 
221,875

 
 
228,125


—


228,125

 
228,125

Term Loan B(2)
 
683,008

 
(6,869
)
 
676,139

 
684,250

 
 
686,395

 
(7,493
)
 
678,902

 
686,890

Australian Dollar Term Loan (the "AUD Term Loan")(3)
 
219,717

 
(1,875
)
 
217,842

 
220,706

 
 
226,924


(2,313
)

224,611

 
228,156

UK Bilateral Revolving Credit Facility (the "UK Bilateral Facility")(4)
 
172,580

 
(1,488
)
 
171,092

 
172,580

 
 
184,601

 
(1,801
)
 
182,800

 
184,601

43/8% Senior Notes due 2021 (the "43/8% Notes")(5)
 
—

 
—

 
—

 
—

 
 
500,000


(2,436
)

497,564

 
503,450

6% Senior Notes due 2023 (the "6% Notes due 2023")(5)
 
—

 
—

 
—

 
—

 
 
600,000


(4,027
)

595,973

 
613,500

53/8% CAD Senior Notes due 2023 (the "CAD Notes")
 
183,252

 
(1,713
)
 
181,539

 
184,168

 
 
192,058


(2,071
)

189,987

 
199,380

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

 
(5,722
)
 
994,278

 
1,007,500

 
 
1,000,000


(6,409
)

993,591

 
1,010,625

3% Euro Senior Notes due 2025 (the "Euro Notes")(5)
 
336,869

 
(3,142
)
 
333,727

 
328,043

 
 
336,468


(3,462
)

333,006

 
345,660

37/8% GBP Senior Notes due 2025 (the "GBP Notes")
 
493,085

 
(4,965
)
 
488,120

 
468,890

 
 
527,432


(5,809
)

521,623

 
539,892

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

 
(2,541
)
 
247,459

 
251,250

 
 
250,000


(2,756
)

247,244

 
261,641

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

 
(10,309
)
 
989,691

 
975,000

 
 
1,000,000


(11,020
)

988,980

 
1,029,475

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

 
(9,152
)
 
815,848

 
822,938

 
 
825,000


(9,742
)

815,258

 
859,598

5% Senior Notes due 2028 (the "5% Notes")(5)
 
500,000

 
(5,837
)
 
494,163

 
490,625

 
 
—

 
—

 
—

 
—

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

 
(13,381
)
 
986,619

 
973,750

 
 
1,000,000

 
(14,104
)
 
985,896

 
1,015,640

51/4% Senior Notes due 2030 (the "51/4 Notes due 2030")(5)
 
1,300,000

 
(15,110
)
 
1,284,890

 
1,274,000

 
 
—

 
—

 
—

 
—

55/8% Senior Notes due 2032 (the "55/8% Notes")(5)
 
600,000

 
(6,974
)
 
593,026

 
600,000

 
 
—

 
—

 
—

 
—

Real Estate Mortgages, Financing Lease Liabilities and Other
 
486,619

 
(257
)
 
486,362

 
486,619

 
 
523,671


(406
)

523,265

 
523,671

Accounts Receivable Securitization Program
 
47,000

 
(196
)
 
46,804

 
47,000

 
 
272,062


(81
)

271,981

 
272,062

Mortgage Securitization Program(6)
 
50,000

 
(909
)
 
49,091

 
50,000

 
 
50,000

 
(982
)
 
49,018

 
50,000

Total Long-term Debt
 
9,731,111

 
(100,783
)
 
9,630,328

 
 

 
 
8,751,544

 
(86,965
)
 
8,664,579

 
 
Less Current Portion(7)
 
(880,212
)
 
—

 
(880,212
)
 
 

 
 
(389,013
)

—


(389,013
)
 
 

Long-term Debt, Net of Current Portion
 
$
8,850,899

 
$
(100,783
)
 
$
8,750,116

 
 

 
 
$
8,362,531


$
(86,965
)
 
$
8,275,566

 
 

__________________________________________________
(1)
Collectively, the credit agreement (the "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 $362,106 of outstanding borrowings under the Revolving Credit Facility as of June 30, 2020, $316,700 was denominated in United States dollars, 9,400 was denominated in Canadian dollars and 34,300 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $3,197. The remaining amount available for borrowing under the Revolving Credit Facility as of June 30, 2020 was $1,384,697 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 1.9% as of June 30, 2020. The average interest rate in effect under the Revolving Credit Facility as of June 30, 2020 was 1.9% and the interest rate in effect under Term Loan A as of June 30, 2020 was 1.9%.
(2)
Consists of an incremental term loan B borrowed by IMI's wholly owned subsidiary, Iron Mountain Information Management, LLC, with an original principal amount of $700,000 (the "Term Loan B"). The Term Loan B is scheduled to mature on January 2, 2026. The interest rate in effect as of June 30, 2020 was 1.9%. The amount of debt for the Term Loan B reflects an unamortized original issue discount of $1,242 and $1,355 as of June 30, 2020 and December 31, 2019, respectively.
(3)
The interest rate in effect as of June 30, 2020 was 4.0%. We had 320,938 Australian dollars outstanding on the AUD Term Loan as of June 30, 2020. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $989 and $1,232 as of June 30, 2020 and December 31, 2019, respectively.
(4)
The interest rate in effect as of June 30, 2020 was 2.8%.
(5)
Collectively, the "Parent Notes".
(6)
The interest rate in effect as of June 30, 2020 was 3.5%.
(7)
The Current portion of long-term debt as of June 30, 2020 includes $755,000 in aggregate principal amount of our outstanding 53/4% Notes. The $755,000 presented within the Current portion of long-term debt represents the portion of the 53/4% Notes we redeemed on July 2, 2020 utilizing funds that were received from the June 2020 Offerings (as defined and described below) and temporarily invested in money market funds as of June 30, 2020.

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 June 30, 2020 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2019 (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 agreements since December 31, 2019 other than the June 2020 Offerings and the modification of the Accounts Receivable Securitization Program, both described below.

See Note 3 for information regarding the forward-starting interest rate swap agreements and the cross-currency swap agreements outstanding at June 30, 2020.

June 2020 Offerings

On June 22, 2020, IMI completed private offerings of (i) $500,000 in aggregate principal amount of the 5% Notes, (ii) $1,300,000 in aggregate principal amount of the 51/4% Notes due 2030 and (iii) $600,000 in aggregate principal amount of the 55/8% Notes (collectively, the "June 2020 Offerings"). The 5% Notes, the 51/4% Notes due 2030 and the 55/8% Notes were issued at 100.000% of par. The total net proceeds of approximately $2,376,000 from the June 2020 Offerings, after deducting the initial purchasers' commissions, were used to redeem all of the 43/8% Notes, the 6% Notes due 2023 and the 53/4% Notes and to repay a portion of the outstanding borrowings under our Revolving Credit Facility. Pending the redemption of the 53/4% Notes, as of June 30, 2020, a portion of the proceeds from the June 2020 Offerings were used to temporarily repay outstanding borrowings under our Accounts Receivable Securitization Program and invest in money market funds.

On June 29, 2020, we redeemed all of the $500,000 in aggregate principal outstanding of the 43/8% Notes at 100.000% of par and all of the $600,000 in aggregate principal outstanding of the 6% Notes due 2023 at 102.000% of par, plus, in each case, accrued and unpaid interest to, but excluding, the redemption date. We recorded a charge of $17,040 to Other expense (income), net during the second quarter of 2020 related to the early extinguishment of this debt, representing the call premium associated with the early redemption of the 6% Notes due 2023, as well as a write-off of unamortized deferred financing costs associated with the early redemption of the 43/8% Notes and the 6% Notes due 2023.

On July 2, 2020, we redeemed all of the outstanding 53/4% Notes at 100.958% of par, plus accrued and unpaid interest to, but excluding, the redemption date. A debt extinguishment charge of approximately $15,300 will be recorded to Other expense (income), net during the third quarter of 2020 related to the extinguishment of this debt representing the call premium and write-off of unamortized deferred financing fees.

Accounts Receivable Securitization Program

On March 31, 2020, we amended the Accounts Receivable Securitization Program to (i) increase the maximum amount available from $275,000 to $300,000 and (ii) extend the maturity date from July 30, 2020 to July 30, 2021, at which point all obligations become due. As a result, the full amount outstanding is classified within the long-term portion of long-term debt in our Condensed Consolidated Balance Sheet as of June 30, 2020. The interest rate in effect as of June 30, 2020 was 1.1%. 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 December 31, 2019. The maximum available borrowings is limited by eligible accounts receivable, as defined under the terms of the Accounts Receivable Securitization Program.

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 June 30, 2020 and December 31, 2019 are as follows:
 
June 30, 2020
 
December 31, 2019
 
Gross Cash Position
 
Outstanding Debit Balances
 
Net Cash Position
 
Gross Cash Position
 
Outstanding Debit Balances
 
Net Cash Position
QRS Cash Pool
$
350,500

 
$
(347,300
)
 
$
3,200

 
$
372,100

 
$
(369,000
)
 
$
3,100

TRS Cash Pool
355,900

 
(355,000
)
 
900

 
319,800

 
(301,300
)
 
18,500



The net cash position balances as of June 30, 2020 and December 31, 2019 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets.

Letters of Credit

As of June 30, 2020, we had outstanding letters of credit totaling $33,596, of which $3,197 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between September 2020 and January 2033.

Debt Covenants

The Credit Agreement, our bond 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 bond indentures or other agreements governing our indebtedness. The Credit Agreement requires that we satisfy a fixed charge coverage ratio, a net total lease adjusted leverage ratio and a net secured debt lease adjusted leverage ratio on a quarterly basis and our bond indentures require that, among other things, we satisfy a leverage ratio (not lease adjusted) or a fixed charge coverage ratio (not lease adjusted), as a condition to taking actions such as paying dividends and incurring indebtedness.

The Credit Agreement uses EBITDAR-based calculations and the bond indentures use EBITDA-based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The bond indenture EBITDA-based calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements as of June 30, 2020 and December 31, 2019. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition.