SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
December 9, 1998 (December 2, 1998)
IRON MOUNTAIN INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 0-27584 04-3107342
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
745 Atlantic Avenue
Boston, Massachusetts 02111
(Address of principal executive offices, including zip code)
(617) 535-4766
(Registrant's telephone number, including area code)
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Item 5. Other Events
On December 2, 1998, Iron Mountain Incorporated (the "Company") announced
that it had entered into a definitive agreement to purchase a majority interest
in British Data Management Limited ("BDM") from Mentmore Abbey plc. BDM is the
second largest provider of records management services in the United Kingdom.
The purchase price for the 50.1 percent interest consists of (pound)27.3 million
(approximately $45 million) in cash and the contribution of the capital stock of
Arcus Data Security Limited, the Company's existing data security business in
London. For more information, see the Company's press release, dated December 2,
1998, which is attached herewith as Exhibit 99 and incorporated by reference
herein.
(c) Exhibits
Exhibit No. Item
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99 Press Release, dated as of December 2, 1998
2
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
IRON MOUNTAIN INCORPORATED
(Registrant)
By: /s/ Jean A. Bua
Jean A. Bua
Vice President and Corporate Controller
Date: December 9, 1998
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EXHIBIT 99
Contact: John F. Kenny, Jr.
Executive Vice President & CFO
(617) 535-4766
Iron Mountain To Enter United Kingdom
Forms Strategic Alliance Through Acquisition of Majority Interest
in British Data Management Limited
Boston, MA - December 2, 1998 -- Iron Mountain Incorporated (NASDAQ: IMTN),
America's largest records and information management services provider,
announced today the signing of a definitive agreement to purchase a majority
interest in British Data Management Limited (BDM) from Mentmore Abbey plc. BDM
is the second largest provider of records management services in the United
Kingdom and represents a platform for future expansion into Europe.
The purchase price for the 50.1 percent interest consists of (pound)27.3 million
(approximately $45 million) in cash and the contribution of the capital stock of
Arcus Data Security Limited (ADS), Iron Mountain's existing data security
business in London. BDM currently owns more than 500,000 square feet of real
estate and the combined revenues of BDM and ADS for the six months ended October
31, 1998 were approximately (pound)10 million (approximately $17 million).
BDM provides a full line of records and information management services
including business records storage, vital records protection and data security
services. The Company operates 16 facilities serving the greater London,
Birmingham and south coast markets in England, as well
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Iron Mountain To Enter United Kingdom / Page 2
as Aberdeen, Scotland. BDM serves more than 1,500 customers with a workforce of
approximately 320 employees.
This strategic alliance between Iron Mountain and Mentmore Abbey will combine
BDM's market position, management team and knowledge of the U.K. market with
Iron Mountain's customer base, information technology and records management
expertise. The agreement also provides for Iron Mountain and Mentmore Abbey, via
joint investments, to strengthen BDM's presence in the U.K. through expansion
and strategic acquisitions and to utilize BDM as a vehicle for expansion into
continental Europe. A technology license agreement will provide for the use of
Iron Mountain's SafekeeperTM systems, expertise and certain trademarks.
The transaction is expected to close in early January subject to customary
closing conditions. BDM will be included as a consolidated subsidiary in Iron
Mountain's future financial results.
Mentmore Abbey Chairman Nicholas Smith commented, "We are extremely excited
about this strategic alliance with Iron Mountain. The combination of BDM, the
second largest records management provider in the U.K, and Iron Mountain, the
largest records management provider in America, will be beneficial to the
customers of both companies." Iron Mountain Chairman and CEO Richard Reese
added, "This strategic alliance is a great opportunity to partner with a
significant player in the U.K. and it provides us with an excellent platform for
future growth in the European market. We believe the U.K. is the second largest
records and information management services market in the world in terms of
industry revenues and offers significant growth opportunities because much of
the potential business has yet to be outsourced. Also, as organizations become
increasingly global, we find that many of our customers are seeking records
management services in Europe and other international markets. Through this
alliance, we plan to leverage BDM's management and market knowledge with our
technology and expertise to service our U.S. based customers with operations in
the U.K."
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Iron Mountain To Enter United Kingdom / Page 3
Upon completion of this transaction, Iron Mountain will operate in 59 markets in
the United States and four in the United Kingdom. The Company serves more than
50,000 customer accounts, including more than half of the Fortune 500 companies.
Iron Mountain provides a full array of records and information management
services including: (i) off-site storage, management and related consulting
services for business, healthcare and vital records; (ii) data security services
including off-site storage and rotation of electronic records; (iii) information
technology staffing services; and (iv) sales of related products.
This press release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, and is subject
to the safe-harbor created by such Act. These statements, which concern BDM's
expansion in the U.K. and into continental Europe, involve known and unknown
risks, uncertainties and other factors that may cause the actual results to be
materially different from those contemplated in the forward-looking statements.
The factors that could cause such difference include, among others, the
following: (i) BDM's ability to complete acquisitions on satisfactory terms;
(ii) the cost and availability of financing for contemplated growth; (iii)
general economic and business conditions or (iv) changes in business strategy.
Iron Mountain undertakes no obligation to release publicly the result of any
revision to these forward-looking statements that may be made to reflect events
or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
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