IRON MOUNTAIN INC
For the period ended Dec 31, 2025. Filed Feb 12, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 12, 2026
IRM$106.52+1.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-02-14.
0001020569-25-000040
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-K
Period ended 2025-12-31; filed 2026-02-12.
0001020569-26-000013
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 244 previous paragraphs and 243 current paragraphs.
164 unchanged; 60 reworded; 19 added; 18 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 32 previous and 32 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (19)
Current report
•Our organic service revenue growth is primarily driven by new and existing digital offerings, traditional records management services and services in our asset lifecycle management ("ALM") business, all of which we expect to grow in the near term and benefit our organic service revenue growth in 2026.
Current report
KEY ASSUMPTIONS FOR ALL REPORTING UNITS
Current report
•an increase in product cost of sales and other in our ALM business in line with product sales increases from new and existing customers.
Current report
The OECD has issued proposals that change long-standing tax principles, including a global minimum tax rate of 15% ("Pillar Two"). While the United States has not enacted legislation to effectuate Pillar Two, Iron Mountain operates in many foreign jurisdictions that have enacted legislation to implement Pillar Two. Pillar Two became applicable for Iron Mountain beginning in 2024. Recent G7 Country (Canada, France, Germany, Italy, Japan and the UK) statements released a side-by-side ("SbS") safe harbor that exempts certain U.S.-parented groups from these rules. The side-by-side Safe Harbor provides that Multinational Enterprise G Groups with an Ultimate Parent Entity in a jurisdiction with qualified SbS regime will not be subject to the Income Inclusion Rule and Undertaxed Profits Rule if they elect the SbS Safe Harbor, applicable as of the beginning of 2026. Since we do not have material operations in jurisdictions with tax rates lower than the Pillar Two minimum, we are not expecting a material impact on our effective tax rate, corporate tax liabilities or cash tax liabilities. We continue to monitor United States and global legislative actions as well as administrative guidance related to Pillar Two for potential impacts.
Current report
On July 4, 2025, President Trump signed into law the reconciliation bill, commonly referred to as the One Big Beautiful Bill Act ("OBBBA"). The OBBBA introduces several changes to U.S. federal income tax law, such as suspending the capitalization and amortization of domestic research and development expenditures and reinstating bonus depreciation. It also modifies the deductions available for net controlled foreign corporation tested income (formerly referred to as "global intangible low-taxed income") from non-U.S. subsidiaries and changes the limitations on deductible interest. Under the prior law, not more than 20% of the value of a REIT’s total assets at the end of any quarter could be represented by securities of one or more taxable REIT subsidiaries; the OBBBA increased this threshold to 25% effective January 1, 2026. The effective dates of the OBBBA provisions range from 2025 through 2027. We do not expect the OBBBA provisions to have a material impact on our consolidated financial statements.
Current report
During the year ended December 31, 2025, we took the following actions regarding our Credit Agreement:
Current report
•On June 18, 2025, we amended the Credit Agreement, which resulted in:
Current report
◦an increase in the principal amount of the Term Loan A from approximately $218.8 million to $500.0 million.
Current report
•On November 13, 2025, we amended the Credit Agreement, which resulted in:
Current report
◦an increase in the principal amount of the Term Loan B from approximately $1,836.7 million to $2,036.7 million.
Current report
In connection with the November 13, 2025 amendment, we paid original issue discount fees of approximately $1.8 million.
Current report
DATA CENTER DEBT AGREEMENTS
Current report
AUSTRALIAN DOLLAR TERM LOAN
Current report
On June 25, 2025, Iron Mountain Australia Group Pty, Ltd., a wholly-owned subsidiary of IMI, amended its AUD Term Loan, which resulted in:
Current report
•an extension of the maturity date from September 30, 2026 to September 30, 2030, at which point all obligations become due,
Current report
•an increase in the original principal amount from 350.0 million Australian dollars to 400.0 million Australian dollars and
Current report
•a decrease in the interest rate from BBSY (an Australian benchmark variable interest rate) plus 3.625% to BBSY plus 3.500%.
Current report
The amended loan was issued at 99.5% of par. Principal payments on the AUD Term Loan are to be paid in quarterly installments in an aggregate amount of 10.0 million Australian dollars per year, with the remaining balance due September 2030. As of December 31, 2025, we had 395.0 million Australian dollars (or $263.9 million, based upon the exchange rate between the United States dollar and the Australian dollar as of December 31, 2025) outstanding on the AUD Term Loan and the interest rate in effect under the AUD Term Loan was 7.3%.
Current report
See Note 6 to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding this agreement.
Removed paragraphs (18)
Previous report
From the Inception of ProjectMatterhorn throughDecember 31, 2024
Previous report
For the Year endedDecember 31, 2024
Previous report
For the Year endedDecember 31, 2023
Previous report
•Our organic service revenue growth is primarily due to increases in our service activity. We expect organic service revenue growth in 2025 to benefit from our new and existing Global Digital Solutions offerings and ALM, as well as our traditional services.
Previous report
KEY ASSUMPTIONS
Previous report
The evaluation of an uncertain tax position is a two-step process. The first step is a recognition process whereby we determine whether it is more likely than not that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The second step is a measurement process whereby a tax position that meets the more likely than not recognition threshold is calculated to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement.
Previous report
•an increase in transportation expenses in our ALM business primarily driven by our acquisition of Regency Technologies; and
Previous report
•an increase in product cost of sales in our ALM business as a result of higher product volumes and our acquisition of Regency Technologies.
Previous report
(2)Other, net for the year ended December 31, 2024 primarily consists of (i) a loss of approximately $41.0 million due to the change in value of our deferred purchase obligations and other deferred payments, (ii) approximately $29.2 million in charges associated with the agreement to purchase the remaining interest in the Web Werks JV (as defined and discussed in Note 3 to Notes to Consolidated Financial Statements included in this Annual Report) and (iii) losses on our equity method investments.
Previous report
•Equity contributions from noncontrolling interests of $230.8 million.
Previous report
During the quarter ended September 30, 2024, a put option available to our partner in our Iron Mountain Data Centers Virginia 4/5 JV, LP joint venture expired, triggering a change in the presentation of the related noncontrolling interest. Prior to September 30, 2024, the noncontrolling interest of approximately $53.4 million was presented as Redeemable noncontrolling interests in our Consolidated Balance Sheets. Our partner's interest is now presented as Noncontrolling interests in our Consolidated Balance Sheet.
Previous report
VIRGINIA CREDIT AGREEMENTS
Previous report
In April 2023, in anticipation of the discontinuance of the London Inter-Bank Offered Rate ("LIBOR") reference rate on June 30, 2023, we terminated interest rate swap agreements with notional amounts totaling $350.0 million that were indexed to the one-month LIBOR benchmark rate. The terminated swap agreements had associated unrealized gains at the termination date of approximately $10.1 million. These gains were included in Accumulated other comprehensive items, net and have been reclassified into earnings as reductions to interest expense from the termination date through March 2024, the original maturity date of these interest rate swap agreements.
Previous report
REGENCY TECHNOLOGIES
Previous report
On January 3, 2024, in order to expand our ALM business, we acquired 100% of RSR Partners, LLC (doing business as Regency Technologies), an IT asset disposition services provider with operations throughout the United States, for an initial purchase price of approximately $200.0 million, subject to certain working capital adjustments at, and subsequent to, the closing, with $125.0 million paid at closing, funded by borrowings under the Revolving Credit Facility, and the remaining $75.0 million (the "January 2025 Payment"), paid in January 2025 (the "Regency Transaction"). The present value of the January 2025 Payment is included as a component of Accrued expenses and other current liabilities in our Consolidated Balance Sheet at December 31, 2024. The agreement for the Regency Transaction also includes a performance-based contingent consideration with a potential earnout range from zero to $200.0 million based upon achievement of certain three-year cumulative revenue targets, which would be payable in 2027, if earned. The preliminary fair value estimate of this deferred purchase obligation as of the acquisition date was approximately $78.4 million. The fair value of the deferred purchase obligation is included as a component of Other long-term liabilities in our Consolidated Balance Sheet at December 31, 2024. Subsequent increases or decreases in the fair value estimate of the deferred purchase obligation, as well as the accretion of the discount to present value, is included as a component of Other expense (income), net in our Consolidated Statements of Operations until the deferred purchase obligation is settled or paid. Subsequent to the acquisition, the results of Regency Technologies are included as a component of Corporate and Other.
Previous report
PRIOR YEAR ACQUISITION UPDATE
Previous report
On July 1, 2024, we entered into an agreement with the minority shareholders of Web Werks India Private Limited to acquire the remaining approximately 36.61% interest in the Web Werks JV in two separate transactions. As a result of the agreement, during the third quarter of 2024, we recognized a charge of approximately $29.2 million, which is included as a component of Other expense (income), net in our Consolidated Statement of Operations for the year ended December 31, 2024. On July 5, 2024, we completed the acquisition of an approximately 8.55% interest in the Web Werks JV ("Tranche I") for approximately 3,000.0 million Indian rupees (or approximately $35.0 million based upon the exchange rate between the United States dollar and the Indian rupee on the closing date of Tranche I). Subsequent to the Tranche I payment, our ownership interest in the Web Werks JV is approximately 71.94%. In March 2025, we will be required to make an additional payment of approximately 9,600.0 million Indian rupees (or approximately $112.2 million, based upon the exchange rate between the United States dollar and the Indian rupee as of December 31, 2024) to acquire the remaining approximately 28.06% interest in the Web Werks JV ("Tranche II"). As part of the Tranche II payment in March 2025, we may also make an incremental payment of approximately 1,000.0 million Indian rupees (or approximately $11.7 million, based upon the exchange rate between the United States dollar and the Indian rupee as of December 31, 2024) (the "Incremental Payment") if certain infrastructure goals are achieved before December 31, 2024. We are currently assessing the achievement of these goals. The liability associated with Tranche II and our current estimate of the Incremental Payment is included within Accrued expenses and other current liabilities in our Consolidated Balance Sheet at December 31, 2024.
Previous report
JOINT VENTURE SUMMARY
Reworded paragraphs (60)
Previous wording
In September 2022, we announced Project Matterhorn, a global program designed to accelerate the growth of our business. Project Matterhorn investments focus on transforming our operating model to a global operating model. Project Matterhorn focuses on the formation of a solution-based sales approach that is designed to allow us to optimize our shared services and best practices to better serve our customers' needs. We are investing to accelerate growth and to capture a greater share of the large, global addressable markets in which we operate. We have incurred approximately $378.5 million in Restructuring and other transformation costs from the inception of Project Matterhorn through December 31, 2024. We expect to incur approximately $150.0 million in costs related to Project Matterhorn during the year ending December 31, 2025, at which point the program is expected to be completed. Costs are comprised of (1) restructuring costs, which include (i) site consolidation and other related exit costs, (ii) employee severance costs and (iii) certain professional fees associated with these activities, and (2) other transformation costs, which include professional fees such as project management costs and costs for third party consultants who are assisting in the enablement of our growth initiatives. The following chart presents (in thousands) total Restructuring and other transformation costs related to Project Matterhorn from the inception of Project Matterhorn through December 31, 2024 and for the years ended December 31, 2024 and 2023:
Current wording
In 2025, we completed our investments in Project Matterhorn, a global program designed to accelerate the growth of our business, which we announced in September 2022. Project Matterhorn investments focused on transforming our operating model to a global operating model. Project Matterhorn enabled the development of a solution-based sales approach that allowed us to optimize our shared services and best practices to better serve our customers' needs. As part of this, we invested to accelerate growth and to capture a greater share of the large, global addressable markets in which we operate. We incurred approximately $574.4 million in Restructuring and other transformation costs related to Project Matterhorn since its inception. During the years ended December 31, 2025 and 2024, we incurred approximately $195.9 million and $161.4 million, respectively, in Restructuring and other transformation costs related to Project Matterhorn. Costs were comprised of (1) restructuring costs, which included (i) site consolidation and other related exit costs, (ii) employee severance costs and (iii) certain professional fees associated with these activities, and (2) other transformation costs, which included professional fees such as project management costs and costs for third party consultants who assisted in the enablement of our growth initiatives.
Previous wording
•We expect continued total revenue and Adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") growth in 2025 as a result of our focus on new product and service offerings, innovation, customer solutions and market expansion in line with our Project Matterhorn objectives.
Current wording
•We expect continued total revenue and Adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") growth in 2026 as a result of our focus on new product and service offerings, cross-selling opportunities, innovation, customer solutions and market expansion in line with our growth strategies.
Previous wording
Our revenues consist of storage rental revenues and service revenues and are reflected net of sales and value-added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis) that are typically retained by customers for many years and of revenues associated with our data center operations. Service revenues include charges for related service activities, the most significant of which include: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records, customer termination and permanent withdrawal fees, project revenues and courier operations, consisting primarily of the pickup and delivery of records upon customer request; (2) secure shredding of sensitive documents and the subsequent sale of shredded paper for recycling, the price of which can fluctuate from period to period; (3) the decommissioning, data erasure, processing and disposition, and recycling or sale of IT hardware and component assets; (4) digital solutions, including the scanning, imaging and document conversion services of active and inactive records, consulting services and the sale of software as a service; and (5) data center services, including set up, monitoring and support of our customers' assets which are protected in our data center facilities, and special project services, including data center fitout.
Current wording
Our revenues consist of storage rental revenues and service revenues and are reflected net of sales and value-added taxes. Storage rental revenues, which are considered a key driver of financial performance for the storage and information management services industry, consist primarily of recurring periodic rental charges related to the storage of materials or data (generally on a per unit basis) that are typically retained by customers for many years and of revenues associated with our data center operations. Service revenues include charges for related service activities, the most significant of which include: (1) the handling of records, including the addition of new records, temporary removal of records from storage, refiling of removed records, customer termination and permanent withdrawal fees, project revenues and courier operations, consisting primarily of the pickup and delivery of records upon customer request; (2) secure shredding of sensitive documents and the subsequent sale of shredded paper for recycling, the price of which can fluctuate from period to period; (3) the decommissioning, data erasure, processing and disposition, and recycling or sale of IT hardware and component assets; and (4) digital solutions, including the scanning, imaging and document conversion services of active and inactive records, consulting services and the sale of software as a service, including our Digital Experience Platform.
Previous wording
Our depreciation and amortization charges result primarily from depreciation related to storage systems, which include buildings, building and leasehold improvements, data center infrastructure, racking structures and computer systems hardware and software. Amortization relates primarily to customer and supplier relationship intangible assets, Contract Costs (as defined below in Critical Accounting Estimates) and data center lease-based intangible assets. Both depreciation and amortization are impacted by the timing of acquisitions.
Current wording
Our depreciation charges result primarily from depreciation related to storage systems, which include buildings, building and leasehold improvements, data center infrastructure, racking structures and computer systems hardware and software. Our amortization charges relate primarily to customer and supplier relationship intangible assets, Contract Costs (as defined below in Critical Accounting Estimates) and data center lease-based intangible assets. Both depreciation and amortization are impacted by the timing of acquisitions.
Previous wording
The percentage of United States dollar-reported revenues for all other foreign currencies was 13.6% and 14.5% for the years ended December 31, 2024 and 2023, respectively.
Current wording
The percentage of United States dollar-reported revenues for all other foreign currencies was 13.0% and 13.6% for the years ended December 31, 2025 and 2024, respectively.
Previous wording
(2)Includes foreign currency transaction (gains) losses, net, debt extinguishment expense and other, net. See Note 2.v. to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding the components of Other expense (income), net.
Current wording
(2)Includes foreign currency transaction losses (gains), net, debt extinguishment expense and other, net. See Note 2.v. to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding the components of Other expense (income), net.
Previous wording
(2)The differences between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the years ended December 31, 2024 and 2023 are primarily due to (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but have an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the years ended December 31, 2024 and 2023 was 15.6% and 12.3%, respectively.
Current wording
(2)The differences between our effective tax rates and our structural tax rate (or adjusted effective tax rates) for the years ended December 31, 2025 and 2024 are primarily due to (i) the reconciling items above, which impact our reported Net Income (Loss) Before Provision (Benefit) for Income Taxes but have an insignificant impact on our reported Provision (Benefit) for Income Taxes and (ii) other discrete tax items. Our structural tax rate for purposes of the calculation of Adjusted EPS for the years ended December 31, 2025 and 2024 was 13.1% and 15.6%, respectively.
Previous wording
(2)Tax expense associated with the gain on sale of real estate for the years ended December 31, 2024 and 2023 was approximately $1.1 million and $0.5 million, respectively.
Current wording
(2)Tax (benefit) expense associated with the gain on sale of real estate for the years ended December 31, 2025 and 2024 was approximately $(0.2) million and $1.1 million, respectively.
Previous wording
(4)Represents the tax impact of (i) the reconciling items above, which impact our reported net income (loss) before provision (benefit) for income taxes but has an insignificant impact on our reported provision (benefit) for income taxes and (ii) other discrete tax items. Discrete tax items resulted in a (benefit) provision for income taxes of $(6.2) million and $(18.1) million for the years ended December 31, 2024 and 2023, respectively.
Current wording
(4)Represents the tax impact of (i) the reconciling items above, which impact our reported Net Income (Loss) Before Provision (Benefit) for Income Taxes but has an insignificant impact on our reported Provision (Benefit) for Income Taxes and (ii) other discrete tax items. Discrete tax items resulted in a provision (benefit) for income taxes of $2.0 million and $(6.2) million for the years ended December 31, 2025 and 2024, respectively.
Previous wording
Revenue is recognized when or as control of promised goods or services is transferred to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. See Note 2.s. to Notes to Consolidated Financial Statements included in this Annual Report for additional details on our revenue recognition policies. Revenue for all our lines of business, with the exception of storage revenues in our Global Data Center Business (which is subject to Accounting Standards Codification ("ASC") Topic 842, Leases), is recognized in accordance with ASC 606, Revenue from Contracts with Customers ("ASC 606"), the application of which requires that we make significant judgments related to performance obligations and the transfer of control to the customer.
Current wording
Revenue is recognized when or as control of promised goods or services is transferred to the customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. See Note 2.s. to Notes to Consolidated Financial Statements included in this Annual Report for additional details on our revenue recognition policies. The majority of our revenue is recognized in accordance with Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC 606"), the application of which requires that we make significant judgments related to performance obligations and the transfer of control to the customer. Storage revenue for our Global Data Center Business is recognized in accordance with ASC Topic 842, Leases.
Previous wording
Certain costs to fulfill or obtain customer contracts and certain initial direct costs of obtaining data center leases, including the costs associated with the initial movement of customer records into physical storage and certain commission expenses, are collectively referred to as "Contract Costs". Contract Costs are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations, generally over a three year term, which we have determined is consistent with the transfer of the underlying performance obligations to which the assets relate. Different determinations on term length would result in differences in the amount and timing of amortization expense recognized.
Current wording
Certain costs to fulfill or obtain customer contracts and certain initial direct costs of obtaining leases, including the costs associated with the initial movement of customer records into physical storage and certain commission expenses, are collectively referred to as "Contract Costs". Contract Costs are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations, generally over a three year term, which we have determined is consistent with the transfer of the underlying performance obligations to which the assets relate or the lease term. Different determinations on term length would result in differences in the amount and timing of amortization expense recognized.
Previous wording
The fair value of the deferred purchase obligation associated with the Regency Transaction (as defined in Note 3 to Notes to Consolidated Financial Statements included in this Annual Report) was determined utilizing a Monte-Carlo simulation model and takes into account our forecasted projections as it relates to the underlying performance of the business. The Monte-Carlo simulation model incorporates assumptions as to expected revenue over the achievement period, including adjustments for volatility and timing, as well as discount rates that account for the risk of the arrangement and overall market risks.
Current wording
The fair value of the deferred purchase obligation associated with the Regency Transaction (as defined in Note 3 to Notes to Consolidated Financial Statements included in this Annual Report) was initially established utilizing a Monte-Carlo simulation model and takes into account our forecasted projections as it relates to the underlying performance of the business. The Monte-Carlo simulation model incorporates assumptions as to expected revenue over the achievement period, including adjustments for volatility and timing, as well as discount rates that account for the risk of the arrangement and overall market risks.
Previous wording
Our estimates of fair value are based upon assumptions believed to be reasonable at that time but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur, which may affect the accuracy of such assumptions. Total supplier relationship intangible assets acquired in our 2024 acquisitions was approximately $131.5 million.
Current wording
Our estimates of fair value are based upon assumptions believed to be reasonable at that time but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur, which may affect the accuracy of such assumptions. There were no material acquisitions in 2025.
Previous wording
Based on our goodwill impairment analysis as of October 1, 2024, all of our reporting units had estimated fair values exceeding their carrying values by greater than 35%. The ALM reporting unit represented approximately $749.6 million, or 14.7%, of our consolidated goodwill balance at December 31, 2024, and its fair value is most sensitive to changes in our assumptions. The following is a summary of the ALM reporting unit including the goodwill balance (in thousands), the percentage by which the fair value of the reporting unit exceeded its carrying value and certain key assumptions used by us in determining the fair value of the reporting unit as of October 1, 2024:
Current wording
Based on our goodwill impairment analysis as of October 1, 2025, all of our reporting units had estimated fair values exceeding their carrying values. The ALM reporting unit represented approximately $780.3 million, or 14.8%, of our consolidated goodwill balance at December 31, 2025, and its fair value is sensitive to changes in our assumptions. The following is a summary of the ALM reporting unit including the goodwill balance (in thousands), the percentage by which the fair value of the reporting unit exceeded its carrying value and certain key assumptions used by us in determining the fair value of the reporting unit as of October 1, 2025:
Previous wording
The fair values of our reporting units are generally determined using a combined approach based on the present value of future cash flows (the "Discounted Cash Flow Model") and market multiples (the "Market Approach"). There are inherent uncertainties and judgments involved when determining the fair value of the reporting units for purposes of our annual goodwill impairment testing. The following includes supplemental information to the table above for the ALM reporting unit where the estimated fair value exceeded its carrying value by approximately 57.4% as of October 1, 2024. The fair value of our ALM reporting unit was determined using a Discounted Cash Flow Model approach. We do not use a Market Approach when determining the fair value of our ALM reporting unit given a lack of directly comparable publicly traded guideline companies to ALM. The success of these businesses and the achievement of certain key assumptions developed by management and used in the Discounted Cash Flow Model are contingent upon various factors including, but not limited to, (i) achieving growth from existing customers, (ii) sales to new customers, (iii) increased market penetration and (iv) market pricing trends of IT hardware and component assets.
Current wording
The following includes supplemental information to the table above for the ALM reporting unit where the estimated fair value exceeded its carrying value by approximately 93.7% as of October 1, 2025. The fair value of our ALM reporting unit was determined using a Discounted Cash Flow Model approach. We do not use a Market Approach when determining the fair value of our ALM reporting unit given a lack of directly comparable publicly traded guideline companies to ALM. The success of these businesses and the achievement of certain key assumptions developed by management and used in the Discounted Cash Flow Model are contingent upon various factors including, but not limited to, (i) achieving growth from existing customers, (ii) sales to new customers, (iii) increased market penetration and (iv) market pricing trends of IT hardware and component assets.
Previous wording
Our ALM business provides hyperscale and corporate IT infrastructure managers with services and solutions that enable the decommissioning, data erasure, processing and disposition, and recycling or sale of IT hardware and component assets. ALM services are enabled by: (i) secure logistics, chain of custody and complete asset traceability practices; (ii) environmentally-responsible asset processing and recycling; and (iii) data sanitization and asset refurbishment services that enable value recovery through asset remarketing. The assumptions we used in determining fair value reflect the ongoing and anticipated expansion of these services, the maintenance and further development of the supplier relationships required to expand this business and meet customer demand and decommissioning schedules of our supplier's IT hardware and component assets, as well as demand for such assets at that time. The assumptions used also reflect market pricing for IT hardware and component assets that is consistent with pricing we observed in the current year.
Current wording
Our ALM business provides hyperscale and corporate IT infrastructure managers with services and solutions that enable the decommissioning, data erasure, processing and disposition, and recycling or sale of IT hardware and component assets. ALM services are enabled by: (i) secure logistics, chain of custody and complete asset traceability practices; (ii) environmentally-responsible asset processing and recycling; and (iii) data sanitization and asset refurbishment services that enable value recovery through asset remarketing. The assumptions we used in determining fair value reflect the ongoing and anticipated expansion of these services, the maintenance and further development of the supplier relationships required to expand this business and meet customer demand and decommissioning schedules of our supplier's IT hardware and component assets, as well as demand for such assets at that time. The assumptions used also reflect market pricing for IT hardware and component assets that is consistent with the normalized pricing we observed in the current year.
Previous wording
Key factors that could reasonably be expected to have a negative impact on the estimated fair value of these reporting units and potentially result in impairment charges include, but are not limited to: (i) a deterioration in general economic conditions, (ii) significant adverse changes in regulatory factors or in the business climate, (iii) adverse actions or assessment by regulators and (iv) changes in market trends due to the evolution of technology, all of which could result in adverse changes to the key assumptions used in valuing the reporting units. The inability to meet the assumptions used in the Discounted Cash Flow Model and Market Approach for each of the reporting units, or future adverse market conditions not currently known, could lead to a fair value that is less than the carrying value in any one of our reporting units.
Current wording
The fair values of our reporting units are generally determined using a combined approach based on the present value of future cash flows (the "Discounted Cash Flow Model") and market multiples (the "Market Approach"). There are inherent uncertainties and judgments involved when determining the fair value of the reporting units for purposes of our annual goodwill impairment testing. Key factors that could reasonably be expected to have a negative impact on the estimated fair value of these reporting units and potentially result in impairment charges include, but are not limited to: (i) a deterioration in general economic conditions, (ii) significant adverse changes in regulatory factors or in the business climate, (iii) adverse actions or assessment by regulators and (iv) changes in market trends due to the evolution of technology, all of which could result in adverse changes to the key assumptions used in valuing the reporting units. The inability to meet the assumptions used in the Discounted Cash Flow Model and Market Approach for each of the reporting units, or future adverse market conditions not currently known, could lead to a fair value that is less than the carrying value in any one of our reporting units.
Previous wording
We noted that, based on the estimated fair value of all of our reporting units determined as of October 1, 2024:
Current wording
We noted that, based on the estimated fair value of our reporting units determined as of October 1, 2025:
Previous wording
•a hypothetical decrease of 10% in the expected annual future cash flows of these reporting units, with all other assumptions unchanged, would have decreased the estimated fair value of our reporting units as of October 1, 2024 by a range of approximately 9.9% to 12.5% but would not, however, have resulted in the carrying value of any of our reporting units exceeding their estimated fair value; and
Current wording
•a hypothetical decrease of 10% in the expected annual future cash flows of these reporting units, with all other assumptions unchanged, would have decreased the estimated fair value of our reporting units as of October 1, 2025 by a range of approximately 9.4% to 10.6% but would not, however, have resulted in the carrying value of any of our reporting units exceeding their estimated fair value; and
Previous wording
•a hypothetical increase of 100 basis points in the discount rate, with all other assumptions unchanged, would have decreased the estimated fair value of our reporting units as of October 1, 2024 by a range of approximately 3.8% to 14.0% but would not, however, have resulted in the carrying value of any of our reporting units exceeding their estimated fair value.
Current wording
•a hypothetical increase of 100 basis points in the discount rate, with all other assumptions unchanged, would have decreased the estimated fair value of our reporting units as of October 1, 2025 by a range of approximately 3.3% to 10.9% but would not, however, have resulted in the carrying value of any of our reporting units exceeding their estimated fair value.
Previous wording
At December 31, 2024, we have federal net operating loss carryforwards of $95.5 million and disallowed interest expense carryforwards of $152.2 million, both of which can be carried forward indefinitely, and of which $89.2 million and $68.7 million, respectively, are expected to be realized to reduce future federal taxable income. We have assets for foreign net operating losses of $146.6 million and foreign disallowed interest expense carryforwards of $17.7 million, with various expiration dates (and in some cases no expiration date), subject to valuation allowances of approximately 72.0% and 46.5%, respectively. If actual results differ unfavorably from certain of our estimates used, we may not be able to realize all or part of our net deferred income tax assets and additional valuation allowances may be required. Although we believe our estimates are reasonable, no assurance can be given that our estimates reflected in the tax provisions and accruals will equal our actual results. These differences could have a material impact on our income tax provision and operating results in the period in which such determination is made.
Current wording
At December 31, 2025, we have federal net operating loss carryforwards of $116.2 million and disallowed interest expense carryforwards of $185.9 million, both of which can be carried forward indefinitely, and of which $109.9 million and $64.6 million, respectively, are expected to be realized to reduce future federal taxable income. We have assets for foreign net operating losses of $146.3 million and foreign disallowed interest expense carryforwards of $46.6 million, with various expiration dates (and in some cases no expiration date), subject to valuation allowances of approximately 77.5% and 26.8%, respectively. If actual results differ unfavorably from certain of our estimates used, we may not be able to realize all or part of our net deferred income tax assets and additional valuation allowances may be required. Although we believe our estimates are reasonable, no assurance can be given that our estimates reflected in the tax provisions and accruals will equal our actual results. These differences could have a material impact on our income tax provision and operating results in the period in which such determination is made.
Previous wording
•an increase in labor costs driven by an increase in service activity, primarily within our Global RIM Business, and the impact of recent acquisitions;
Current wording
•an increase in labor costs driven by an increase in service activity, primarily within our Global RIM Business segment and ALM business, including the impact of recent acquisitions;
Previous wording
•an increase in facilities expenses driven by increases in rent expense, utilities and real estate taxes;
Current wording
•an increase in facilities expenses, primarily driven by higher real estate taxes in our Global Data Center Business segment, and increases in utilities and rent expense; and
Previous wording
•an increase in general, administrative and other expenses, primarily driven by higher compensation expense, recent acquisitions, professional fees and IT costs; and
Current wording
•an increase in general, administrative and other expenses, primarily driven by higher compensation expense; and
Previous wording
•a decrease in sales, marketing and account management expenses, driven by lower compensation expense, primarily offset by increased professional fees and marketing costs.
Current wording
•an increase in sales, marketing and account management expenses, primarily driven by higher compensation expense, and increased marketing costs.
Previous wording
Depreciation expense increased $103.4 million, or 19.7%, on a reported dollar basis for the year ended December 31, 2024 compared to the year ended December 31, 2023. See Note 2.i. to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.
Current wording
Depreciation expense increased $101.6 million, or 16.1%, on a reported dollar basis for the year ended December 31, 2025 compared to the year ended December 31, 2024. See Note 2.i. to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding the useful lives over which our property, plant and equipment is depreciated.
Previous wording
Amortization expense increased $21.3 million, or 8.5%, on a reported dollar basis for the year ended December 31, 2024 compared to the year ended December 31, 2023.
Current wording
Amortization expense increased $21.9 million, or 8.1%, on a reported dollar basis for the year ended December 31, 2025 compared to the year ended December 31, 2024.
Previous wording
Acquisition and Integration Costs for the years ended December 31, 2024 and 2023 were approximately $35.8 million and $25.9 million, respectively.
Current wording
Acquisition and Integration Costs for the years ended December 31, 2025 and 2024 were approximately $19.5 million and $35.8 million, respectively.
Previous wording
Restructuring and other transformation costs for the years ended December 31, 2024 and 2023 were approximately $161.4 million and $175.2 million, respectively, and related to operating expenses associated with the implementation of Project Matterhorn.
Current wording
Restructuring and other transformation costs for the years ended December 31, 2025 and 2024 were approximately $195.9 million and $161.4 million, respectively, and related to operating expenses associated with the implementation of Project Matterhorn.
Previous wording
Loss (gain) on disposal/write-down of property, plant and equipment, net for the years ended December 31, 2024 and 2023 was approximately $6.2 million and $(12.8) million, respectively.
Current wording
Loss (gain) on disposal/write-down of property, plant and equipment, net for the years ended December 31, 2025 and 2024 was approximately $24.6 million and $6.2 million, respectively.
Previous wording
Interest expense, net increased $135.6 million to $721.6 million in the year ended December 31, 2024 from $585.9 million in the year ended December 31, 2023. The increase is primarily due to higher average debt outstanding during the year ended December 31, 2024 compared to the prior year period. Our weighted average interest rate, inclusive of the fees associated with our outstanding letters of credit, was 5.7% and 5.6% at December 31, 2024 and 2023, respectively. See Note 7 to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding our indebtedness.
Current wording
Interest expense, net increased $107.8 million to $829.3 million in the year ended December 31, 2025 from $721.6 million in the year ended December 31, 2024. The increase is primarily due to higher average debt outstanding during the year ended December 31, 2025 compared to the prior year period. Our weighted average interest rate, inclusive of the fees associated with our outstanding letters of credit, was 5.6% and 5.7% at December 31, 2025 and 2024, respectively. See Note 6 to Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding our indebtedness.
Previous wording
(1)We recorded net foreign currency transaction gains of $39.1 million in the year ended December 31, 2024, based on period-end exchange rates. These gains resulted primarily from the impact of changes in the exchange rate of the British pound sterling and the Euro against the United States dollar compared to December 31, 2023 on our intercompany balances with and between certain of our subsidiaries.
Current wording
(1)We recorded net foreign currency transaction losses of $105.6 million in the year ended December 31, 2025, based on period-end exchange rates. These losses resulted primarily from the impact of changes in the exchange rate of the British pound sterling and the Euro against the United States dollar compared to December 31, 2024 on our intercompany balances with and between certain of our subsidiaries.
Previous wording
Our effective tax rates for the years ended December 31, 2024 and 2023 were 24.9% and 17.6%, respectively. Our effective tax rate is subject to variability in the future due to, among other items: (i) changes in the mix of income between our QRSs and our TRSs, as well as among the jurisdictions in which we operate, (ii) tax law changes, (iii) volatility in foreign exchange gains and losses, (iv) the timing of the establishment and reversal of tax reserves, (v) our ability to utilize net operating losses and interest expenses that we generate and (vi) the taxability or deductibility of significant transactions.
Current wording
Our effective tax rates for the years ended December 31, 2025 and 2024 were 27.9% and 24.9%, respectively. Our effective tax rate is subject to variability in the future due to, among other items: (i) changes in the mix of income between our QRSs and our TRSs, as well as among the jurisdictions in which we operate, (ii) tax law changes, (iii) volatility in foreign exchange gains and losses, (iv) the timing of the establishment and reversal of tax reserves, (v) our ability to utilize net operating losses and interest expenses that we generate and (vi) the taxability or deductibility of significant transactions.
Previous wording
•organic service revenue growth primarily driven by increases in our traditional service activity levels and growth in our Global Digital Solutions business; and
Current wording
•organic service revenue growth primarily driven by increases in our Global Digital Solutions and growth in our traditional service activity levels; and
Previous wording
•a 110 basis point increase in Adjusted EBITDA Margin primarily driven by ongoing cost containment measures and revenue management.
Current wording
•a 10 basis point increase in Adjusted EBITDA Margin primarily driven by ongoing cost containment measures and revenue management.
Previous wording
•organic storage rental revenue growth from leases that commenced during 2024 and in prior periods, improved pricing and higher pass-through power costs, partially offset by churn of 700 basis points;
Current wording
•organic storage rental revenue growth from leases that commenced during 2025 and in prior periods, improved pricing and increased usage of pass-through power;
Previous wording
•a 200 basis point increase in Adjusted EBITDA Margin reflecting recent lease commencements, improved pricing and cost containment, partially offset by increased usage of pass-through power.
Current wording
•a 620 basis point increase in Adjusted EBITDA Margin reflecting recent lease commencements, improved pricing and cost containment.
Previous wording
•an increase in service revenue of $137.0 million due to our acquisition of Regency Technologies;
Current wording
•an increase in service revenue of $87.5 million due to acquisitions in our ALM business;
Previous wording
•organic service revenue growth in our ALM business reflecting increased volume and improved component pricing; and
Current wording
•organic service revenue growth in our ALM business driven by growth from new and existing customers and improved component pricing trends; and
Previous wording
•an increase in Adjusted EBITDA driven by service revenue improvement in our ALM business, including from the Regency Technologies acquisition, partially offset by higher compensation expense, professional fees and IT costs.
Current wording
•an improvement in Adjusted EBITDA driven by service revenue improvement in our ALM business.
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Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
The fair value of the deferred purchase obligation associated with the ITRenew Transaction (as defined in Note 3 to Notes to Consolidated Financial Statements included in this Annual Report) was determined utilizing a Monte-Carlo simulation model and takes into account our forecasted projections as it relates to the underlying performance of the business. The Monte-Carlo simulation model incorporates assumptions as to expected gross profits over the applicable achievement period, including adjustments for the volatility of timing and amount of the associated revenue and costs, as well as discount rates that account for the risk of the underlying arrangement and overall market risks.
Previous report — wording carried elsewhere
We are subject to income taxes in the United States and numerous foreign jurisdictions. We are subject to examination by various tax authorities in jurisdictions in which we have business operations or a taxable presence. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. As of December 31, 2024 and 2023, we had approximately $25.9 million and $23.6 million, respectively, of reserves related to uncertain tax positions. The reversal of these reserves will be recorded as a reduction of our income tax provision if sustained. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in changes in our estimates.