Iron Mountain Incorporated (IRM) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for Iron Mountain. Our host for today's call is our Chairman, Mr. Al Verrecchia. [Operator Instructions] I will now turn the call over to your host, Mr. Verrecchia. You may begin, sir.

Good morning. I'm Al Verrecchia, Chairman of the Board of Iron Mountain Incorporated. Welcome to the 2020 Annual Meeting of Stockholders of Iron Mountain Incorporated. First and foremost, let me start by saying I hope you are all healthy and well and our thoughts go out to all of those who have been impacted by COVID-19. I also would like to thank Iron Mountain employees, in particular those on the front line who every day are ensuring that the needs of Iron Mountain's customers are met as seamlessly as possible. Iron Mountain's employees have shown selfless dedication and resilience in these challenging times. The company continues to closely monitor the COVID-19 situation, which, as you are aware, continues to evolve at a rapid pace. The top priority is to ensure the safety and security of Iron Mountain's employees, their families as well as Iron Mountain's customers. Let me now welcome you to our Annual Meeting of Stockholders that we, this year, are holding in a different way than before to make sure our shareholders have the opportunity to participate in a safe way. Thank you to the stockholders attending virtually via the web portal for joining us today. If you have trouble with the web portal, please reach out to 1 (800) 586-1548 within the United States or (303) 562-9288 internationally. Let me repeat those numbers. Please reach out to 1 (800) 586-1548 within the United States or (303) 562-9288 internationally. While the meeting format is different, we will follow our customary process of conducting the formal portion of our meeting first, followed by a question-and-answer session. If you logged on as a shareholder using your control number, you can submit questions at any point during the meeting by typing your question in the Ask a Question text box on the web portal and clicking Submit. With that, let me officially call this meeting to order at 9:05 Eastern Standard Time on May 13. Before proceeding to the business of the meeting, I would like to first thank our directors for the service and wise counsel each of them provided this past year. In particular, I'd like to recognize and thank Ted Antenucci, who is not standing for reelection, for his many contributions over his 9 years as an Iron Board -- Iron Mountain Board member. Let me now introduce our 13 nominees for election as director. Jennifer Allerton, Pamela Arway, Clarke Bailey; Ken Dauten, Paul Deninger, Monte Ford, Per-Kristian Halvorsen, Robin Matlock, William Meaney, Wendy Murdock, Walter Rakowich, Doyle Simons and myself, all of whom are in attendance by telephone. Also in attendance are Gerry Powderly and Katie Lombardi from Deloitte & Touche LLP, our auditors; Bill Curry from Sullivan & Worcester LLP , our outside legal counsel; and Joseph MacLelland from Broadridge Financial Solutions. In addition to Bill Meaney, we also have others from Iron Mountain management present. Deborah Marson, Executive Vice President, General Counsel and Secretary; Barry Hytinen, Executive Vice President and Chief Financial Officer; Raymond Fox, Executive Vice President and Chief Risk Officer; and Greer Aviv, Senior Vice President, Investor Relations. If questions arise that these people should appropriately address, they will be glad to respond. We will now proceed to the formal business of the meeting. Deborah Marson, Executive Vice President, General Counsel and Secretary of the corporation, will act as the secretary of the meeting. Joseph MacLelland of Broadridge Financial Solutions will act as the inspector of elections. Deborah has some matters to go over before we get to the voting. Deborah?

After the formal meeting has been adjourned, we will provide time for general questions. Only validated stockholders who have joined the meeting using their 16-digit control number may ask questions in the designated field on the web portal. If you have joined as a gift -- excuse me, guest, you cannot use this function. [Operator Instructions] Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any audio recording device. The Board of Directors fixed March 16, 2020, as the record date for determining stockholders entitled to vote at this meeting. I have also been presented with an affidavit of distribution executed by a representative of Broadridge Financial Solutions, which states that delivery of the Notice of the 2020 Annual Meeting of Stockholders of Iron Mountain Incorporated dated April 3, 2020, and a proxy statement of the same date commenced on April 3, 2020, to stockholders of record on the record date. Joseph MacLelland will now report on the presence of a quorum.

The corporation had outstanding as of the close of business on March 16, 2020, 287,869,291 shares of common stock entitled to vote at this meeting. According to the bylaws of the corporation, a quorum consists of a majority of the outstanding shares entitled to vote on the record date or 143,934,645 shares. According to our preliminary tabulation, there are 259,845,020 shares present or represented at the meeting.

That being so, I hereby declare a quorum present for this meeting.

Thank you, Deborah and Joseph, for that report. Now I will present the matters to be voted upon. Proposal 1 is the election of directors. The current Board has nominated Jennifer Allerton, Pamela Arway, Clarke Bailey, Kent Dauten, Paul Deninger, Monte Ford, Per-Kristian Halvorsen, William Meaney, Robin Matlock, Wendy Murdock, Walter Rakowich, Doyle Simons, Alfred Verrecchia for election as directors to hold office until the 2021 Annual Meeting of Stockholders or until their successors are duly elected and qualified. Proposal 2 is the advisory vote to approve the compensation of our named executive officers as described in the proxy statement. It is a nonbinding vote, although the Compensation Committee and the Board will certainly take the results of the vote into account when making future compensation decisions. Proposal 3 is to ratify the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the year ended December 31, 2020. It is now 9:10 a.m. Eastern Time on May 13, 2020, and the polls are now open. Any stockholder who hasn't yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or internet and do not want to change their vote do not need to take any further action. [Voting]

Now that everyone has had the opportunity to vote, I declare the polls for the 2020 Iron Mountain Annual Stockholders Meeting closed at 9:12 a.m. Eastern Time on May 13, 2020. Joseph, would you please report on the tally of the votes?

Yes, sir. The preliminary vote report shows that the nominees for election to the Board have been duly elected, the compensation of the named executive officers has been approved by advisory vote, and the selection of Deloitte & Touche as the company's independent registered public accounting firm for the year ending December 31, 2020, has been approved.

The company will be reporting the final voting results on a Form 8-K filed with the SEC within 4 business days. Now we would like to open things up for stockholder questions and comments that are being entered on the web portal. Please note, we will attempt to answer as many questions as time allows. To the extent we have similar questions submitted by multiple shareholders, the moderator may combine them into one question. We will poise for stockholders to finish submitting their questions on the web portal.

Mr. Chairman, we do have a question as follows.

Greer?

Do you anticipate paying dividends in Q2? Details please, payout date and amount per share. Thank you.

Yes, we do anticipate continuing to pay dividends in quarter 2. I don't have the date handy at the time. Perhaps our CFO, Barry, could answer that question.

Sure, Al. This is Barry, and appreciate the question from the shareholder. On May 5 of this year, the Board declared our quarterly dividend, which is cash dividend of $0.6185 per share for the second quarter, and that is payable on July 2 for shareholders of record on June 15. Thank you.

Thank you, Barry.

Mr. Chairman, we have another question. The carpenter union pension funds with combined assets of $70 billion have a collective ownership position of 236,500 shares of the company's common stock. As long-term investors, we appreciate the company's actions to address employee safety and welfare issues during these difficult times related to the COVID-19 pandemic. Since 2014, the company has been organized and has operated as a real estate investment trust. Does the Board periodically review this structure? And are there capital markets or technology developments that might prompt a reconsideration of the REIT structure?

Bill, do you want to take that?

Sure. Thank you for the question. I think that both strategically and from a shareholder standpoint, we're very comfortable and supportive of our REIT structure. If you think about our shareholders, whether they were with us before the conversion or after the conversion with REIT, is that we are an income-oriented stock. And if you look at our peers, not only in the storage side, which -- that have industrial assets which are REITs, but also where we're investing more and more of our capital and have high levels of growth in our data center space, again, they are REITs. So we think it's actually the right corporate structure and consistent with our shareholder base and giving back cash dividend.

Thank you, Bill.

Mr. Chairman, there no other active questions.

If there are no questions and there being no further business to come before the meeting, the 2020 Annual Meeting of Stockholders of Iron Mountain Incorporated is now adjourned.

This now concludes the meeting. Thank you for joining, and have a pleasant day.