NYSE: IRM 34.50 -0.32 (-0.92%) Volume: 1,689,242 March 19, 2019
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Iron Mountain Announces Deferral of Recall Scheme Meeting to Approve Acquisition due to Timing of Regulatory Review


- Company Continues to Expect Transaction to Close in Second Quarter of 2016 -

BOSTON--(BUSINESS WIRE)-- Iron Mountain Incorporated (NYSE: IRM), the storage and information management services company, reports that Recall Holdings Limited (“Recall”) intends to defer the date of its special meeting of shareholders (“Scheme Meeting”) to approve the acquisition of Recall by Iron Mountain from the previously scheduled date of March 17, 2016 to April 19, 2016. The Scheme Meeting has been deferred to accommodate the completion of regulatory reviews and allow time for the preparation of supplementary documents that are required to be sent to Recall shareholders in advance of the Scheme Meeting. Iron Mountain and Recall expect the transaction to close on May 2, 2016. The deferral of the Scheme Meeting is subject to Court approval, which Recall will seek as soon as practicable.

As previously disclosed, the transaction is being reviewed by regulatory authorities in Australia, the United States, the United Kingdom and Canada. While Iron Mountain has made substantial progress with regulators in each jurisdiction, it does not expect to obtain all required approvals prior to the current Scheme Meeting date of March 17, 2016. The company continues to expect the transaction to result in meaningful synergies and accretion.

Transaction Approval Background

Acquisitions in Australia require shareholder approval followed by Federal Court approval to proceed. Before the Federal Court will issue its approval, all regulatory clearances must have been received. Further, to enable Recall shareholders to vote on an informed basis, the parties will provide Recall shareholders with updated information in relation to the regulatory approval process and its reasonably expected impact on the combined group following closing of the transaction. Additionally, as provided in the Scheme Implementation Deed, Iron Mountain and Recall agreed that in order to facilitate REIT compliance measures, the closing date should occur in the first 30 days of a calendar quarter, and that it might be necessary to adjust the Court hearing date to achieve that objective. As a result of these factors, Recall intends to hold its Scheme Meeting on April 19, 2016 and to schedule subsequent Australian Federal Court approval soon afterwards, with implementation expected on May 2, 2016.

Regulatory review and approval is a normal part of the acquisition process, and as previously disclosed, Iron Mountain has agreed to make certain divestments, if required to address competition issues including divestments of certain assets, among other possible remedies.

Iron Mountain stockholders overwhelmingly approved the issuance of shares for the acquisition of Recall on November 19, and the Recall Board of Directors continues to unanimously recommend that its shareholders vote in favor of the transaction.

About Iron Mountain

Iron Mountain Incorporated (NYSE: IRM) is a leading provider of storage and information management services. The company’s real estate network of more than 69 million square feet across more than 1,100 facilities in 37 countries allows it to serve customers around the world. And its solutions for records management, data management, document management, and secure shredding help organizations to lower storage costs, comply with regulations, recover from disaster, and better use their information. Founded in 1951, Iron Mountain stores and protects billions of information assets, including business documents, backup tapes, electronic files and medical data. Visit for more information.

Forward Looking Statements

Certain statements contained in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws and be subject to the safe-harbor created by such Act. Forward-looking statements include, but are not limited to, the expected timing of the closing of Iron Mountain’s proposed acquisition of Recall, Iron Mountain’s financial performance outlook and shareholder returns in 2016 and through 2020, including after giving effect to Iron Mountain’s proposed acquisition of Recall, and statements regarding Iron Mountain’s operations, economic performance, financial condition, goals, beliefs, future growth strategies, investment objectives, plans and current expectations, projected revenues from Iron Mountain’s emerging market acquisition pipeline, valuation creation and returns associated with Iron Mountain’s data center business and other adjacent businesses, and the benefits associated with increasing the percentage of real estate that Iron Mountain owns. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors. When Iron Mountain uses words such as "believes," "expects," "anticipates," "estimates" or similar expressions, it is making forward-looking statements. You should not rely upon forward-looking statements except as statements of Iron Mountain’s present intentions and of Iron Mountain’s present expectations, which may or may not occur. Although Iron Mountain believes that its forward-looking statements are based on reasonable assumptions, Iron Mountain’s expected results may not be achieved, and actual results may differ materially from its expectations. Important factors that could cause actual results to differ from Iron Mountain’s expectations include, among others: (i) Iron Mountain’s actual dividends when paid may be materially different than Iron Mountain’s estimates; (ii) the cost to comply with current and future laws, regulations and customer demands relating to privacy issues; (iii) the impact of litigation or disputes that may arise in connection with incidents in which Iron Mountain fails to protect its customers' information; (iv) changes in the price for Iron Mountain’s storage and information management services relative to the cost of providing such storage and information management services; (v) changes in customer preferences and demand for Iron Mountain’s storage and information management services; (vi) the adoption of alternative technologies and shifts by Iron Mountain’s customers to storage of data through non-paper based technologies; (vii) the cost or potential liabilities associated with real estate necessary for Iron Mountain’s business; (viii) the performance of business partners upon whom Iron Mountain depends for technical assistance or management expertise; (ix) changes in the political and economic environments in the countries in which Iron Mountain’s international subsidiaries operate; (x) changes in the cost of Iron Mountain’s debt; (xi) changes in the amount of Iron Mountain’s capital expenditures; (xii) Iron Mountain’s ability to remain qualified for taxation as a real estate investment trust; (xiii) Iron Mountain’s ability or inability to complete acquisitions on satisfactory terms and to integrate acquired companies efficiently; and (xiv) other trends in competitive or economic conditions affecting Iron Mountain’s financial condition or results of operations not presently contemplated. In addition, with respect to the potential Recall transaction, Iron Mountain’s ability to close the proposed transaction in accordance with its terms and within the anticipated time period, or at all, is dependent on Iron Mountain’s and Recall's ability to satisfy the closing conditions for the transaction, including the receipt of governmental and shareholder approvals, and the benefits of the potential Recall transaction, including potential cost synergies and other synergies (including tax synergies), may not be fully realized or may take longer to realize than expected. Additional risks and factors that may affect results are set forth in Iron Mountain’s filings with the Securities and Exchange Commission, including Iron Mountain’s Annual Report on Form 10-K for the fiscal year ending December 31, 2015, and in Recall’s filings with the Australian Stock Exchange, including Recall’s Annual Report for the fiscal year ending June 30, 2015 and [Recall’s interim financial statements] for the 6-month period ending December 31, 2015. Any forward-looking statements contained herein are based on assumptions that Iron Mountain believes to be reasonable as of the date hereof and Iron Mountain undertakes no obligation, except as required by law, to update these statements as a result of new information or future events.

Source: Iron Mountain

Iron Mountain

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