– Company Expects Transaction to Close in Second Quarter of 2016 –
BOSTON--(BUSINESS WIRE)--
Iron Mountain Incorporated (NYSE: IRM), the storage and information
management company, announced that Recall Holdings has received approval
from the Federal Court of Australia to defer the date of its Scheme
Meeting related to Iron Mountain’s acquisition of Recall from the
previously scheduled date of December 3, 2015 to March 17, 2016.
The special shareholder meeting to approve the acquisition is referred
to as the Scheme Meeting in Australia, and will be held once certain
conditions to closing of the transaction, including regulatory
clearance, are satisfied. As previously disclosed, the transaction is
being reviewed by regulatory authorities in Australia, the United
States, the United Kingdom and Canada. The regulatory review is
progressing; however, we do not expect to obtain all regulatory
approvals prior to the originally scheduled Scheme Meeting date of
December 3.
Acquisitions in Australia require Federal Court approval to proceed.
Before the Federal Court can issue its approval, all regulatory
clearances must have been received to enable Recall shareholders to vote
on the Scheme with a clear understanding of the agreements expected with
the various regulatory authorities. Additionally, as provided in the
Scheme Implementation Deed, Iron Mountain and Recall had 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, the earliest Recall can hold its Scheme
Meeting and schedule subsequent Australian Federal Court approval dates
is March, with implementation expected on April 1, 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 expects all required regulatory approvals will be determined by
the new Scheme Meeting date and the transaction would close early in the
second quarter of 2016.
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 67 million square feet across more than 1,000 facilities in
36 countries allows it to serve customers with speed and accuracy. 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 for
business advantage. Founded in 1951, Iron Mountain stores and protects
billions of information assets, including business documents, backup
tapes, electronic files and medical data. Visit www.ironmountain.com
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. 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 other expectations
include, among others: (i) Iron Mountain’s expected dividends 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 outside the United States.; (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. 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, 2014, Iron Mountain’s
current report on Form 8-K, filed with the SEC on May 7, 2015 and Iron
Mountain’s quarterly report on From 10-Q for the fiscal quarter ending
September 30, 2015 and in Recall’s filings with the Australian Stock
Exchange, including Recall’s Annual Report for the fiscal year ending
June 30, 2015. Except as required by law, 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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Source: Iron Mountain