C. Richard Reese
Analyst · Macquarie
Thank you, Stephen. Good morning, everybody, and thanks for joining us this morning. As always been my prior custom on these Q4 calls, I'm going to focus today on the full year mostly of 2011 and reflect a bit on all the changes and, for that matter, the progress we've made since I've returned as CEO this last April. It's been a lot of change in the company, and it's important that our shareholders understand these changes and, as I said, the progress we've made against them as we've set forth the new strategy and focusing our business. So I'll let Brian cover the details on the quarter, except to say that Q4 was a good operating performance. We had consistent storage growth and great cost controls. I'll also speak a little bit about our outlook for next year. But again, I'll let Brian take care of the details, and he'll go through everything thoroughly. So with that said, let me get started. Looking at the whole year on a performance basis, it was good performance for Iron Mountain. The key themes on an operating basis last year were, first and foremost, solid storage growth of 5% reported or 4% on constant currency. North America storage grew as we expected on a consistent 3% reported, 2% on a current basis -- or current constant currency basis, while International was strong at 14% reported or 9% on constant currency. And sometimes people ask me, and particularly, people haven't been around the company so long, why do we talk about storage so much? Why is it so important? Well, first is it is the major component of our revenue. It is the major driver of margin, and it frankly is the major consumer of capital as we grow. It is where we drive almost everything in the business. But it's also an indication of our relationship with our customers. Once they store items with us, it opens up the door for us to deliver other services on a routine basis related to those stored items, as well as sell them additional services or things we call complementary services and so forth. So we watch our storage foundation or annuity like a hawk. It is the flywheel that really drives the business. And 2011 was the 23rd consecutive year that we've grown our storage revenues, and through good times and bad, storage keeps chugging along with the business, and it's continuing do that. Now we are continuing to see the same trends we did throughout the year of headwinds that weakening service revenues as customers use less of their information. They're becoming less active, in certain cases, change the way they use and, in many cases, continue defer buying decisions for projects that really are designed to improve their records programs. The trend towards less activity of information was felt broadly across all industries and all media types, not just in paper but our computer tape rotation services. The activity levels are down. We see it down, as I said, across the board. A key driver of this, as we've talked a lot about, is our health care, which is not a major factor in the storage side of our business, but it's also the most active part. It's really not an archival business. It's an active part. And this is the case where the health care industry is reengineering their workflow processes. This is a trend that's different than the last activity trend. This is a trend in which health care is changing modalities. They're changing how they operate, so digitizing images, going to MRIs and CAT scan modalities is replacing physical x-rays, which is one of our most active media. And of course, the adoption and broader adoption of electronic patient record systems will cause them to access their physical patient records less often. And we're seeing that trend. They don't destroy those records, and they actually do access them for different reasons, mostly around audit compliance and also a lot around research, where they really want to go back to the history of the record. But those trends, we've been seeing for quite a while now, and they continued and they continued. That was one of the themes of 2011. Another key theme of 2011 was the move of recycled paper prices. We experienced very high recycled paper prices, in fact, hit an all-time high during the year. Those prices have come down sharply most recently and hit bottom and, frankly, we believe, just beginning to stabilize. This trend was helpful to us in 2011 but does present a challenge in 2012, and we'll talk more about that later. All of this, really, was topped off by good underlying profit performance. Adjusted OIBDA margins were 31% for the year. International expanded their margins, which I'll speak much more about later. It's part of our 3-year plan. They went up 220 basis points, primarily coming out of the United Kingdom, and strong emerging market performance drove those margins. North America performed as we asked them to and sustained their margins. We had, as you know, had optimized that business in the last 4 or 5 years and increased margins by about 850 basis points. We are at the stage of that business where the real strategic goal is to maintain margins and maintain growth, and they did both last year, even after absorbing an investment that we've talked about throughout the year, the $20 million increase in our sales and marketing investment. And of course, we had very good cost control at our overhead or our cost at our corporate level, so all in all, the team did a superb job of operating the business and delivering great financial performance. These all numbers netted down to 24% growth in free cash flow dollars, starting with good operating performance, but also, it's our fifth consecutive year of improved capital efficiency, where CapEx for last year was 6.6% of revenue, down 130 basis points from the prior year. We also did get in that strong cash flow benefits from some cash timing that helped us, which you don't always see, as well as some tax incentives, too. Again, Brian will reflect on these in more details later. So as I said, last year was a good year operationally. But as I've said in the beginning, last year is hallmarked by changes, so let me talk a lot about that. First and foremost is my return as CEO. For most of you who probably know me, it was a job I held for, I don't know, 25, 26 years, something like that, and I'm in my 31st year, I think, with the company. I might be a little bit off on the math, but close, directionally close. Net of that says I'm getting old. But I had gone for the job of the Executive Chairman and replaced myself as the CEO. But for lots of reasons, including the good work done by my predecessor, the company was on a path to shift strategies, but frankly, it made sense for me to come back. And it was a bit prompted by you, our shareholders, as the company had lost touch with some of you, and frankly, I've not done an appropriate job communicating these changes in strategy that we were both contemplating and implementing and, for that matter, not implementing them fast enough to have us all aligned. So when I came back, I did a couple of things. We announced a new 3-year strategic plan, which I'm going to go through with you in a second and just update you, but also committed to much, much more frequent and much -- very open communication with our shareholder base. I believe I've lived up to my promise, and this is the case, so I have a request of you. If you disagree with me, I really would appreciate you letting me know, and I think on that call, I gave you my phone number. I'll give it to you again. It's (617) 535-4800. And this is a serious request because I'm attempting to do some things that I think are important for the company, important for our shareholders, and sometimes, you need feedback. So with that, let me also talk to you about our new strategy and our 3-year plan. As I said, when I -- we announced the plan, I said I would give you regular updates. We've been out on the road doing it. We've been doing it in our quarterly conference call. But let me look back in the plan now that's almost a year old and just review with you what I think is outstanding progress by the team. The plan had 4 main elements. First was a focus on traditional physical storage and services business, the things that got us here, [indiscernible] got us to the dance. So as a net of that, we sold our Digital business in June for $390 million. It was a good transaction for us, and I think it clearly turned out to be a great transaction for Autonomy, the buyer. So I think we were all happy with the results of that. The second element of this strategy was a focus on return on invested capital. And to do that, we really looked at our business there in a couple of ways. First is we take it apart by segments. The North American segment, as I said, we had optimized that business, and so the whole strategy was sustain the high returns we had already created. And that was -- that plan is and remains to sustain their margin levels and continue to grow. And they grew at 2% and hit their margin targets for the year, as well as continue the improvement, invest in their own business. The real work was in International, and I have to say that the International management team, supported by people here at corporate and other parts of the world and, for that matter, some people in North America, everybody pulled together, and we really did some great work last year. It really has kind of 2 key themes. The first theme was to look at our business as a portfolio rather than as a broad footprint strategy. We built it as a footprint strategy, which means we acquired operations in broad geographies, and we really want a path to fill out the footprint. And we frankly just had gotten to the point where it was time to stop and say, "All right, let's look at that footprint and understand what can be optimized, understand how we can drive returns and understand, in certain cases, whether what we bought makes sense or doesn't make sense." And we went through that portfolio analysis. That analysis is completed with the announcement today that we are going to place our Italian business on the market for sale, and we've started that process already, but it will, as I predict, will take some time. But in the International business, as I said, we've gone through that review. We also exited our New Zealand business, sold it for $10 million. And as I said, we've announced the plan to sell Italy. The rest of our businesses, and we've divided them as we've talked about in the plan, in different categories for where they stand in terms of mature markets, emerging markets, whether we have leadership or non-leadership. Though the return profiles of those business all look good, the work we've been doing and the work we have done say that they all can perform very well for us, and so now it's about hard work of blocking and tackling to get this portfolio to continue to move forward. And for that matter, continue contributing growth and International did a great job on growth last year. And we expect -- if you look at this business, over the next 15 to 20 years, just to give you a broad view, is the last 20, 25 years in this business was driven primarily by North America going through an outsourcing trend, where legacy records and information moved from inside of companies to outside, to vendors like Iron Mountain. And even though there has been a consistent trend of reduction in use and activity of paper and creation, okay, over that time period, they've been a strong, steady growth in the business because of that conversion cycle. Being a very physical business, it takes a long time to make that happen. And by the way, that is not over in North America, but the denominator in North America, the size of the business is so large that -- and you can only sell so many, and you can only move so much in a year. We'll continue growing it, but it's not going to move the dial on growth rate. But International and, in particular, if you got to break International in a couple of components, there are more mature markets that look like -- and to that, look like North America, U.K. being a good example. And there are others who are maybe 10 years from looking like North America, but they will get there. But there are also markets, emerging markets as we broadly categorize them, and that would be in, obviously, BRIC, but it will also be in Eastern Europe and Latin America and places like that, where the markets have got 20 to 25 years of their pent-up demand of outsourcing, and those trends are beginning to happen. And we built the footprint so our strategy looking forward now that we have the portfolio in a position that we think is rationalized to continue to drive, to capture that conversion over the next 25 years, and that will be more and more contributor to Iron Mountain's growth in the future as we go forward. Obviously, it doesn't make sense to do that unless you're making money at it. And so the second big element of our strategic review, we said, "All right let's step back and look at that portfolio and put in the kind of programs and the kind of work we've done in North America to drive up their margins 850 basis points and drive up our International markets." And we set a target of 700 basis points, challenged the team and said, "By 2013, we want 700 basis points from you." And they rose to the occasion, made the commitment and then last year, delivered, I think, 220 basis points of that target and are on plan to do 150 to 200, give or take, this year and are working on their plans. And those plans are in the book, are in the bag. I mean, not that I've executed, but the plans are in the bag, and they're working on their plans for 2013. So I'm very pleased by the performance. I'm very pleased by how fast we were able to take that business and frankly, reveal the real value we created. It was a case where I personally never had a doubt about the value, but it's also a case, as what I said in the beginning up here, we had lost touch with you as our shareholders. We have not done a good job of showing it to you fast enough nor getting you to understand that it was there. I personally think we're doing a good job with that right now. I hope you do, too. Net of all that is International, based upon their strong growth and margin accretion, returns on invested capital grew up to 8% north of our weighted average cost of capital. So -- and we've got significant more to come. So I think it's a great story there. Now let me move on to the third element of the strategy. That element was a real strong focus on capital allocation. It's the right time in the company's life do that. This company was built as a capital consumer. We raised capital for many years in order to build out this global leadership of a great business. But you do that waiting for the day in which your capital needs are less than your capital generation and your capital capabilities, so to speak, and we've hit that inflection point. And so -- then it becomes, as you all know, the big argument of what are we going to do with it? Are we going to give it to you, or are we going to throw it away? And many of you worry that we, as management, will do stupid things and throw it away. Again, we probably didn't do a good enough job explaining to you that we weren't stupid. But -- and some of our performance, I can understand from your perspective, particularly on the Digital business, you were worried that we were going to do stupid things, that we were going to go spend billions of dollars buying technology assets. And regardless of what may have been said from time to time that might have given you that impression, the truth of matter is we look hard at all those opportunities and concluded that it did not make financial sense to Iron Mountain, and we had more financial discipline to that. That's also what led us to conclude that getting out of the Digital business, which, I believe, in the long run, still would have been a great thing to be in, but getting out of the business was the right thing to do because we could not get big enough fast enough given the pace at which the move -- the business was starting to move around us, and nor were we willing to pay the prices that others were willing to pay in those markets. We couldn't make it make sense in our business. But having said that, look, we are being transparent about how we think about capital allocation, and there'll be more to come on that. But in April, what we announced was basically a plan to distribute $2.2 billion over 3 years, the term of our 3-year plan, back to our shareholders. And one of my first mistakes in that plan is I committed an absolute date for the first $1.2 billion, the mistake being not giving you the money. I just wish I hadn't put exactly a hard date on it because as soon as I said it and it came out of my mouth, I realized I was constrained about at what price I had to do certain things, and that took away some of my flexibility, which I don't like to happen to me. But nevertheless, we did it anyway. And so through a combination of increased dividends and share buybacks, through year end, we've distributed $1.2 billion, and we will complete that commitment with our next annual -- or our next quarterly dividend payment. Through beginning -- well, through last year, we bought in 38 million shares or about 18% of the total shares outstanding. We did that through a combination of the proceeds of the sale of the Digital business. We took those proceeds and returned it back to shareholders. Increasing leverage from an all-time low, down under 3x, up to about close to 3.5x, about 3.4x currently, close, and in our range of 3x to 4x sort of thing. And we went to the market and raised some more high-yield in order to fund that leverage and, of course, as I've said, out of our free cash flow. So we're on plan to do that. The next $1 billion, we're on plan. We've got 2 more years. We don't have quite as hard a timetable as I've put on the first $1.2 billion, so we might take a little more flexibility of how we give it back to you, but we're on plan, assuming nothing changes out there in the future. The fourth element, which could create that change, okay, is to look at structural alternatives. At this stage of the business, as I said, when you've reached that point at which you have excess capital, and it's always a question of the right way to allocate it, are -- we wanted to look at are there structural alternatives of ways of allocating capital and distributing capital back to our shareholders, including, obviously, our conversion to a REIT is one of them. That would create more efficiently -- more efficient -- that is tax efficiency, by and large, to distribute this capital back to you as our shareholders. So we -- at the Board level, we created a special committee. That special committee has been working hard and diligently. We've, again, put a target date, I think it's June 9, in which we would come back and communicate to the market the results of that special committee work. We will meet that target, and that's all I'm going to have to say on that subject today. So those are the 4 elements of our strategy. As I said, it's focused on refocusing our business back on our core. The core is running well. It's about refocusing, making sure -- not that we ever did not have a focus on return on invested capital, by the way, but sharpening that focus and making sure you understand how we think about that focus on the returns, focusing on capital allocation. Capital allocation is something we've done, but this is the time to think about it in a different way because historically, our capital allocation was we needed more capital to grow the business. That was a pretty easy decision, okay? But now we have choices, and we have to make sure we make those choices appropriately. And then last thing, as I said, make sure, looking forward, given how we see the business continuing to grow and the cash generation capabilities, looking forward to how we distribute that capital to you in the most efficient manner. So that's the summary of our change in business strategy. We've been pretty busy, as you might imagine, and we're going to stay busy for a long time to come. And I think we've made outstanding progress. By the way, and I think the -- I really do want to commend the management team for a couple of things. First, they welcomed me back, which I appreciate a lot, and they've put their heads down and they're working really hard. And second is we not only did all this work, we're delivering good financial performance across the board. So it was a good year. I don't care how you cut it. It was a good year. So a couple last topics. I do want to talk a little bit about return on invested capital because as we do all this work, we make changes, we study things, we think hard, we listen to some of you, and we've made some internal changes I think we want to share with you a little bit. And many of you often ask me when I'm out on the road, so how do we think about returns? How do we incorporate returns into compensation? Well, first is it's always been in my compensation, for those that know me, you realize I'm a rather large shareholder, and as a rather large shareholder, first and foremost, I want a return on my capital. And by the way, I invested money to get that capital. It was not stock option granted, it was my money, checks written, debt taken on and so forth. So I take the issue very seriously, always have, always will. But in addition to that, as a management tool, we have, and we started in 2011 and we've expanded some in 2012, incorporated return on invested capital into our incentive compensation programs for our senior leaders. We only deal with it at the very senior level because the way we operate the business is we control capital centrally. We think about Iron Mountain as a very distributed operating company. You think about a few people at corporate as a banker, and you have to make your case to the banker. You have to make your return case, you have to make your business case before the bank will give you any money. And we want to sweep account on your operations, so we take all your cash away from you every day. So if you want anything back, you have to come ask for it. So with that method of control and so forth, we control the return decisions at the central level. And some people say, "Well, don't you want all your field managers around the world think about return on invested capital?" No, I don't, and I'll tell you why. I don't want them thinking about it because there's a lot more business out there, and I want them to go get it. And they can't spend money the way we're structured without asking, and we know how to give them the right answers, okay. Second is I know when you run a broad geographic business spread all over the world like ours, if I incentivize somebody on return on invested capital, the easiest way to get return on invested capital is to avoid spending capital and maintaining your business, put off till next year or 5 years out when you don't care if you're in the job, maintain the business, protecting the customer assets, protecting the brand, yadi-yadi-ya. I know it. I know how I could do it. I know how they could do it. And what I want them to do is I want to see a long list of projects. I want them asking for everything. And I'm happy to weed through a long list of projects and say no to a lot rather than having them weed through it and never even showing us the stuff that, frankly, could be damn important to the business. So we think we've got it balanced right. It is, we think, an appropriate level of the company, and it's important. So how do we calculate it? As we started to broaden that, we realized that sort of some traditional methods and some we've used even in our plan didn't work very well because when you try to visualize it and localize it, which we do want to do, we want to know what we're doing in different parts of the world and everything else, it doesn't make any sense. So we've taken an owner's earnings approach. I'm sure you can call Stephen later if you don't get this and write it down, so I won't go too slow. But the numerator is the NOPAT plus depreciation, amortization less nongrowth CapEx, okay. Nongrowth CapEx, we think, is the better indication of costs to sustain the current business than depreciation, which is the product of our prior investments and long-lived assets. And you can see nongrowth CapEx broken out in our 10-K reportings. So all the detail is out. You can do the same math we're doing, in fact. The denominator is average invested capital, and it's adjusted to align with the same methodology and calculation of the numerator. These, we believe, were the cash returns we generated on investments that were made in the business. And to give you a sense of that, in 2011, this -- our -- calculated this way, the ROIC of the company increased from 10.7 in 2010 to 11.4 in 2011. The other thing we do is everything, every investment that comes up to our so-called bank to be funded has to be viewed against a WACC plus a premium, and that premium is in line with the risk inherent with the project. And some investments are no-brainers. They're pure math. And some investments, they've got a lot of risk in them, and you got to have a different risk premium based on where it is. And it goes for geographies, it goes for a variety of other elements. So I think we've got actually quite a robust way of doing that, and I share that with you because enough of you ask me questions when I'm on the road. I'm just making sure I'm giving everybody the same answer so that everybody understands it the way we think about it. So before I -- let me move on to the last subject I got, and before I turn it over to Brian, let me comment on the outlook and our guidance. Hear us clearly. We think the operating performance for this year, 2012, will reflect the same business fundamentals as last year. Growth is expected in line with last year, and you should see some improved margins coming from International. The changes to recycled paper prices and even fluctuations in FX, particularly what's going on in Europe these days, will likely cloud this operating performance on a reported basis. We forecast both paper and FX off of current rates, current market rates and are transparent when we report to you both on the up and down, and they go both ways. But given the deterioration of current market rates most recently and particularly since our preliminary guidance late last year, we're updating our guidance based upon current rates. Any positive change in these rates could provide a positive upgrade. And of course, the negative change will go the other way. In this case, we believe on paper, which is the biggie here, we believe will stabilize, but I'm not guaranteeing that. And we actually do believe it's asymmetrical from a risk perspective. That is there's a better chance of it going up throughout the year than going down from it. If that happens, there will be upside to the outlook in the forecast. And again, we will not attempt to cover if there are operating performance shortfalls even on a reported basis, maybe paper can cover it. We'll make sure you see it, and we'll make sure that it's clear, what's coming from where. So with that said, let me turn over to Brian who will brief you on all the rest of the details, and then Steve will come back and take your questions.