Iron Mountain Inc., has reached agreement in principle to acquire Recall Holdings Ltd by way of a recommended scheme of arrangement through a scrip offer that values Recall at around A$2.6 billion (US$2.1 billion).

Minter Ellison acted as Australian legal counsel to Iron Mountain, with Weil, Gotshal & Manges LLP acting as US legal counsel.

Partner and Deals Chair, Costas Condoleon, led our team, which comprised partners Katrina Groshinksi (Competition) and Ben Smith (M&A), senior legal consultant Russell Miller (Competition)and M&A senior associates Michael Gajic and Kylie Quinlivan.

"This transaction has had a somewhat lengthy gestation and the announcement overnight represents an excellent outcome for our client Iron Mountain, and compelling value for Recall shareholders," Mr Condoleon said. "We are delighted to be acting on this landmark public market transaction with Iron Mountain and US legal counsel Weil and Goldman Sachs and look forward to helping steer it through to completion."

Under the proposed deal, Iron Mountain will issue 0.1722 of its own shares for each Recall share, valuing Recall’s shares at A$8.18, based on Iron Mountain’s opening price on Tuesday (28 April). That represents a 7.3% premium over Recall’s closing price and a significant premium over Recall's share price prior to speculation about a potential transaction last year.

The boards of each company have approved the deal, subject to completion of due diligence, execution of definitive merger agreements and regulatory and shareholder approvals.

Boston-based Iron Mountain has more than 1,000 facilities in 36 countries and generated US$3.1 billion in revenue in 2014. Nearly two-thirds of its business is generated in the U.S.

Australian-based and ASX-listed Recall was split out of pallet and crate giant Brambles Ltd. in 2013. Recall is also a leading global provider of digital and physical information management services and supports approximately 80,000 customer accounts in 24 countries.