As filed with the Securities and Exchange Commission on May 1, 2000
Registration No. 333-44187
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
to
FORM S-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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IRON MOUNTAIN INCORPORATED (1)
(Exact name of registrant as specified in its charter)
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Delaware 4226 04-3107342
(State or other jurisdiction of (Primary Standard (I.R.S. Employer
incorporation or organization) Industrial Classification Identification No.)
Code Number)
745 Atlantic Avenue
Boston, Massachusetts 02111
(617) 535-4766
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
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C. Richard Reese
Chairman of the Board of Directors
and Chief Executive Officer
Iron Mountain Incorporated
745 Atlantic Avenue
Boston, Massachusetts 02111
(617) 535-4766
(Name, address, including zip code, telephone number, including area code,
of agent for service)
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Copy to:
Susan Forest Barrett, Esq.
Sullivan & Worcester LLP
One Post Office Square
Boston, Massachusetts 02109
(617) 338-2800
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Approximate date of commencement of proposed sale to the public: N/A.
If the securities being registered on this Form are being offered in connection
with the formation of a holding company and there is compliance with General
Instruction G, check the following box. |_|
If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective
registration statement for the same offering. |_|
If this form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. |_|
- -------------------
(1) On February 1, 2000, Iron Mountain Incorporated, a Delaware corporation
("Old Iron Mountain"), merged with and into Pierce Leahy Corp., a Pennsylvania
corporation ("Pierce Leahy"). Pierce Leahy survived the merger and immediately
changed its name to "Iron Mountain Incorporated," a Pennsylvania corporation
("New Iron Mountain"). This Post-Effective Amendment No. 1 is being filed by New
Iron Mountain on behalf of Old Iron Mountain.
<PAGE>
Deregistration of Common Stock
On January 13, 1998, Old Iron Mountain filed a Registration Statement on
Form S-4 (Registration No. 333-44187) for the sale of an aggregate of 1,500,000
shares (as adjusted for a 3 for 2 stock split in July 1998) of common stock, par
value $.01 per share, of Old Iron Mountain ("Common Stock"). On February 1,
2000, Old Iron Mountain merged with and into Pierce Leahy. Pursuant to Old Iron
Mountain's undertaking in the Registration Statement, this Post-Effective
Amendment No. 1 is being filed by New Iron Mountain on behalf of Old Iron
Mountain to deregister all shares of Common Stock registered pursuant to the
Registration Statement but remaining unsold as of the date this Post-Effective
Amendment No. 1 is filed.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
registrant has duly caused this4 Post-Effective Amendment No. 1 to the
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Boston, Commonwealth of Massachusetts, on May 1,
2000.
IRON MOUNTAIN INCORPORATED
By: /s/ C. Richard Reese
C. Richard Reese
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 1 to the Registration Statement has been
signed below by the following persons in the capacities and on the dates
indicated.
<TABLE>
<CAPTION>
Signature Title Date
<S> <C> <C>
/s/ C. Richard Reese Chairman, Chief Executive May 1, 2000
C. Richard Reese Officer and Director
J. Peter Pierce President and Director
/s/ John F. Kenny, Jr. Executive Vice President, Chief May 1, 2000
John F. Kenny, Jr. Financial Officer and Director
* Vice President and Corporate May 1, 2000
Jean A. Bua Controller (principal accounting
officer)
* Director May 1, 2000
Clarke H. Bailey
* Director May 1, 2000
Constantin R. Boden
<PAGE>
* Director May 1, 2000
Kent P. Dauten
* Director May 1, 2000
Eugene B. Doggett
* Director May 1, 2000
B. Thomas Golisano
* Director May 1, 2000
Arthur D. Little
Director
Howard D. Ross
* Director May 1, 2000
Vincent J. Ryan
*By: /s/ C. Richard Reese
C. Richard Reese
Attorney-in-Fact pursuant to Power
of Attorney previously filed as a
part of this Registration Statement
</TABLE>
