IRON MOUNTAIN INCORPORATED (NYSE:IRM) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On August21, 2017,Iron Mountain Incorporated, or the Company,Iron Mountain Information Management, LLC and certain other subsidiaries of the Company entered into a credit agreement with certain lenders, JPMorgan Chase Bank, N.A., as administrative agent, and JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian administrative agent, or the Credit Agreement, to amend and restate the Company’s then existing credit agreement, or the Prior Credit Agreement. The Prior Credit Agreement consisted of a $1,750.0 million revolving credit facility, or the Prior Revolving Credit Facility, and a term loan facility in an original principal amount of $250.0 million, or the Prior Term Loan Facility, and would have terminated in July2019, at which point all obligations would have become due, subject to the Company’s right to extend the termination date by one year subject to the conditions that were set forth in the Prior Credit Agreement. As of June30, 2017, the Company had $713.4 million and $225.0 million of outstanding borrowings under the Prior Revolving Credit Facility and the Prior Term Loan Facility, respectively.
The Credit Agreement provides for, among other things, (i)a continuing $1,750.0 million revolving credit facility, or the Revolving Credit Facility, and a $250.0 million term loan facility, or the Term Loan Facility, (ii)a new maturity date of August21, 2022, at which point all obligations become due, and (iii)an option for the Company to request additional commitments in the form of term loans or through increased commitments under the Revolving Credit Facility, in a maximum amount as would not cause the aggregate of the commitments under the Revolving Credit Facility and the outstanding term loans to exceed $2,500.0 million, subject to conditions set forth in the Credit Agreement. Similar to the Prior Credit Agreement, the Credit Agreement contains certain restrictive financial and operating covenants, including covenants that restrict the Company’s ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions.
As of August21, 2017, the Company had approximately $998.0 million and $250.0 million of outstanding borrowings under the Revolving Credit Facility and the Term Loan Facility, respectively. Borrowings under the Revolving Credit Facility are available for general corporate purposes.
The above description of the Credit Agreement is not complete and is subject to and qualified in its entirety by reference to the Credit Agreement, a copy of which is attached hereto as Exhibit10.1 and is incorporated herein by reference.
A copy of the Company’s press release announcing the Credit Agreement is filed as Exhibit99.1 to this Current Report on Form8-K and is incorporated herein by reference.
Item 8.01. Other Events.
Redemption of 6.125% CAD Senior Notes due 2021
On August4, 2017, the Company’s wholly owned subsidiary,Iron Mountain Canada Operations ULC, or Iron Mountain Canada, called for redemption all of the C$200.0 million in aggregate principal amount outstanding of Iron Mountain Canada’s 6.125% CAD Senior Notes due 2021, or the CAD Notes due 2021, in accordance with the indenture and related supplement governing the CAD Notes due 2021. The redemption date for the CAD Notes due 2021 was August15, 2017, and the CAD Notes due 2021 were redeemed on that date at a redemption price of C$1,030.63 for each C$1,000 principal amount of CAD Notes due 2021 redeemed, plus accrued and unpaid interest to but excluding August15, 2017. The redemption of the CAD Notes due 2021 was funded by borrowings under the Prior Revolving Credit Facility.
Amendment of Accounts Receivable Securitization Program
In March2015, the Company entered into a $250.0 million accounts receivable securitization program, or the AR Securitization Program, involving several of its wholly owned subsidiaries and certain financial institutions.
