Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 25, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-37552 | |
Entity Registrant Name | WILLSCOT MOBILE MINI HOLDINGS CORP. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3430194 | |
Entity Address, Address Line One | 4646 E Van Buren St. | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | Phoenix | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85008 | |
City Area Code | 480 | |
Local Phone Number | 894-6311 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 222,521,576 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001647088 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock, par value $0.0001 per share | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | WSC | |
Security Exchange Name | NASDAQ | |
Warrants to purchase Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase Common Stock(1) | |
Trading Symbol | WSCTW |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | $ 11,321 | $ 12,699 |
Trade receivables, net of allowances for credit losses at March 31, 2022 and December 31, 2021 of $49,258 and $47,629, respectively | 403,153 | 399,887 |
Inventories | 39,885 | 32,739 |
Prepaid expenses and other current assets | 40,283 | 36,761 |
Assets held for sale | 954 | 954 |
Total current assets | 495,596 | 483,040 |
Rental equipment, net | 3,164,084 | 3,080,981 |
Property, plant and equipment, net | 315,402 | 312,178 |
Operating lease assets | 241,132 | 247,064 |
Goodwill | 1,177,288 | 1,178,806 |
Intangible assets, net | 453,785 | 460,678 |
Other non-current assets | 10,486 | 10,852 |
Total long-term assets | 5,362,177 | 5,290,559 |
Total assets | 5,857,773 | 5,773,599 |
Liabilities and equity | ||
Accounts payable | 135,355 | 118,271 |
Accrued expenses | 102,938 | 100,195 |
Accrued employee benefits | 44,634 | 68,414 |
Deferred revenue and customer deposits | 172,907 | 159,639 |
Operating lease liabilities - current | 53,646 | 53,005 |
Current portion of long-term debt | 19,792 | 18,121 |
Total current liabilities | 529,272 | 517,645 |
Long-term debt | 2,790,842 | 2,694,319 |
Deferred tax liabilities | 367,480 | 354,879 |
Operating lease liabilities - non-current | 187,930 | 194,256 |
Other non-current liabilities | 16,064 | 15,737 |
Long-term liabilities | 3,362,316 | 3,259,191 |
Total liabilities | 3,891,588 | 3,776,836 |
Commitments and contingencies | ||
Preferred Stock: $0.0001 par, 1,000,000 shares authorized and zero shares issued and outstanding at March 31, 2022 and December 31, 2021 | 0 | 0 |
Common Stock: $0.0001 par, 500,000,000 shares authorized and 223,174,389 and 223,939,527 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 22 | 22 |
Additional paid-in-capital | 3,536,906 | 3,616,902 |
Accumulated other comprehensive loss | (30,824) | (29,071) |
Accumulated deficit | (1,539,919) | (1,591,090) |
Total shareholders' equity | 1,966,185 | 1,996,763 |
Total liabilities and shareholders' equity | $ 5,857,773 | $ 5,773,599 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Trade receivables, net of allowance | $ 49,258 | $ 47,629 |
Preferred stock par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock issued (in shares) | 223,174,389 | 223,939,527 |
Common stock outstanding (in shares) | 223,174,389 | 223,939,527 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues: | ||
Leasing | $ 393,192 | $ 315,662 |
Total revenues | 508,894 | 425,323 |
Costs: | ||
Leasing | 88,878 | 69,895 |
Depreciation of rental equipment | 62,216 | 55,698 |
Gross profit | 266,815 | 213,380 |
Expenses: | ||
Selling, general and administrative | 150,210 | 117,329 |
Other depreciation and amortization | 19,604 | 18,324 |
Lease impairment expense and other related charges | 263 | 1,253 |
Restructuring costs | 0 | 3,142 |
Currency losses, net | 138 | 36 |
Other income, net | (1,309) | (1,988) |
Operating income | 97,909 | 75,284 |
Interest expense | 30,990 | 29,964 |
Fair value loss on common stock warrant liabilities | 0 | 27,207 |
Loss on extinguishment of debt | 0 | 3,185 |
Income before income tax | 66,919 | 14,928 |
Income tax expense | 15,748 | 10,481 |
Net income | $ 51,171 | $ 4,447 |
Earnings per share: | ||
Basic (in USD per share) | $ 0.23 | $ 0.02 |
Diluted (in USD per share) | $ 0.22 | $ 0.02 |
Weighted average shares: | ||
Basic (in shares) | 223,490,912 | 228,293,197 |
Diluted (in shares) | 228,955,504 | 234,720,295 |
Total Leasing And Product And Service Revenues/Costs | ||
Revenues: | ||
Total revenues | $ 508,894 | $ 425,323 |
Leasing | ||
Revenues: | ||
Leasing | 393,192 | 315,662 |
Costs: | ||
Leasing | 88,878 | 69,895 |
Delivery and installation | ||
Revenues: | ||
Revenues | 100,331 | 83,504 |
Costs: | ||
Cost of sales | 81,515 | 70,136 |
New units | ||
Revenues: | ||
Revenues | 6,597 | 10,955 |
Total revenues | 6,597 | 10,955 |
Costs: | ||
Cost of sales | 4,326 | 7,109 |
Rental units | ||
Revenues: | ||
Revenues | 8,774 | 15,202 |
Total revenues | 8,774 | 15,202 |
Costs: | ||
Cost of sales | $ 5,144 | $ 9,105 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 51,171 | $ 4,447 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustment, net of income tax expense of $0 for both the three months ended March 31, 2022 and 2021 | (4,074) | 5,034 |
Net gain on derivatives, net of income tax expense of $777 and $667 for the three months ended March 31, 2022 and 2021, respectively | 2,321 | 2,177 |
Total other comprehensive (loss) income | (1,753) | 7,211 |
Total comprehensive income | $ 49,418 | $ 11,658 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Foreign currency translation adjustment, income tax expense | $ 0 | $ 0 |
Net gain on derivatives, net of income tax expense | $ 777 | $ 667 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in-Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2020 | 229,038,000 | ||||
Beginning balance at Dec. 31, 2020 | $ 2,063,873 | $ 23 | $ 3,852,291 | $ (37,207) | $ (1,751,234) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 4,447 | 4,447 | |||
Other comprehensive (loss) income | 7,211 | 7,211 | |||
Stock-based compensation and issuance of Common Stock from vesting (in shares) | 229,000 | ||||
Stock-based compensation and issuance of Common Stock from vesting | 4,951 | 4,951 | |||
Repurchase and cancellation of Common Stock and warrants (in shares) | (2,793,000) | ||||
Repurchase and cancellation of Common Stock and warrants | (76,788) | (76,788) | |||
Issuance of Common Stock from the exercise of options and warrants (in shares) | 341,000 | ||||
Issuance of Common Stock from the exercise of options and warrants | 5,414 | 5,414 | |||
Withholding taxes on net share settlement of stock-based compensation | (3,219) | (3,219) | |||
Ending balance (in shares) at Mar. 31, 2021 | 226,815,000 | ||||
Ending balance at Mar. 31, 2021 | $ 2,005,889 | $ 23 | 3,782,649 | (29,996) | (1,746,787) |
Beginning balance (in shares) at Dec. 31, 2021 | 223,939,527 | 223,940,000 | |||
Beginning balance at Dec. 31, 2021 | $ 1,996,763 | $ 22 | 3,616,902 | (29,071) | (1,591,090) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 51,171 | 51,171 | |||
Other comprehensive (loss) income | (1,753) | (1,753) | |||
Stock-based compensation and issuance of Common Stock from vesting (in shares) | 498,000 | ||||
Stock-based compensation and issuance of Common Stock from vesting | 6,395 | 6,395 | |||
Repurchase and cancellation of Common Stock and warrants (in shares) | (2,064,000) | ||||
Repurchase and cancellation of Common Stock and warrants | $ (77,409) | (77,409) | |||
Issuance of Common Stock from the exercise of options and warrants (in shares) | 1,298,799 | 800,000 | |||
Issuance of Common Stock from the exercise of options and warrants | $ 3,313 | 3,313 | |||
Withholding taxes on net share settlement of stock-based compensation | $ (12,295) | (12,295) | |||
Ending balance (in shares) at Mar. 31, 2022 | 223,174,389 | 223,174,000 | |||
Ending balance at Mar. 31, 2022 | $ 1,966,185 | $ 22 | $ 3,536,906 | $ (30,824) | $ (1,539,919) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Operating activities: | |||
Net income | $ 51,171 | $ 4,447 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 81,820 | 74,855 | |
Provision for credit losses | 8,601 | 8,516 | |
Gain on sale of rental equipment and other property, plant and equipment | (3,232) | (8,128) | |
Amortization of debt discounts and debt issuance costs | 3,489 | 3,565 | |
Fair value loss on common stock warrant liabilities | 0 | 27,207 | |
Loss on extinguishment of debt | 0 | 3,185 | |
Stock-based compensation expense | 6,395 | 4,951 | |
Deferred income tax expense | 12,362 | 8,057 | |
Unrealized currency losses (gains), net | 86 | (64) | |
Other | 914 | 0 | |
Changes in operating assets and liabilities: | |||
Trade receivables | (12,064) | 341 | |
Inventories | (7,122) | (2,452) | |
Prepaid expenses and other assets | (9,042) | 2,995 | |
Operating lease assets and liabilities | 268 | 3,577 | |
Accounts payable and other accrued expenses | (1,239) | (13,096) | |
Deferred revenue and customer deposits | 13,120 | 4,115 | |
Net cash provided by operating activities | 145,527 | 122,071 | |
Investing activities: | |||
Acquisition | (57,457) | 0 | |
Proceeds from sale of rental equipment | 14,554 | 15,202 | |
Purchase of rental equipment and refurbishments | (95,236) | (52,535) | |
Proceeds from sale of property, plant and equipment | 260 | 13,729 | |
Purchase of property, plant and equipment | (10,481) | (7,307) | |
Net cash used in investing activities | (148,360) | (30,911) | |
Financing activities: | |||
Receipts from issuance of Common Stock from the exercise of options | 3,313 | 5,414 | |
Repurchase and cancellation of Common Stock and warrants | (77,708) | (81,618) | |
Receipts from borrowings | 152,500 | 162,000 | |
Repayment of borrowings | (59,000) | (166,112) | |
Payment of debt extinguishment premium costs | 0 | (1,950) | |
Principal payments on finance lease obligations | (5,224) | (3,735) | |
Taxes paid on employee stock awards | (12,295) | (3,219) | |
Net cash provided by (used in) financing activities | 1,586 | (89,220) | |
Effect of exchange rate changes on cash and cash equivalents | (131) | 57 | |
Net change in cash and cash equivalents | (1,378) | 1,997 | |
Cash and cash equivalents at the beginning of the period | 12,699 | 24,937 | |
Cash and cash equivalents at the end of the period | 11,321 | 26,934 | |
Supplemental cash flow information: | |||
Interest paid | [1] | 22,197 | 23,050 |
Income taxes paid, net | 2,606 | 588 | |
Capital expenditures accrued or payable | $ 28,433 | $ 25,975 | |
[1] | Includes $2,961 of payments related to the interest rate swap for the three months ended March 31, 2021. |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($) | ||
Interest paid | $ 23,050 | [1] |
Interest rate swap | ||
Interest paid | $ 2,961 | |
[1] | Includes $2,961 of payments related to the interest rate swap for the three months ended March 31, 2021. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Organization and Nature of Operations WillScot Mobile Mini Holdings Corp. (“WillScot Mobile Mini” and, together with its subsidiaries, the “Company”) is a leading business services provider specializing in innovative flexible work space and portable storage solutions in the United States (“US”), Canada, Mexico and the United Kingdom ("UK"). The Company also maintains a fleet of specialty containment products, including liquid and solid containment solutions. The Company leases, sells, delivers and installs mobile solutions and storage products through an integrated network of branch locations that spans North America and the UK. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and notes required by US Generally Accepted Accounting Principles ("GAAP") for complete financial statements. The accompanying unaudited condensed consolidated financial statements comprise the financial statements of WillScot Mobile Mini and its subsidiaries that it controls due to ownership of a majority voting interest and contain all adjustments, which are of a normal and recurring nature, considered necessary by management to present fairly the financial position, results of operations and cash flows for the interim periods presented. Subsidiaries are fully consolidated from the dat e of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the Company. All intercompany balances and transactions are eliminated. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021. Reclassifications Certain reclassifications have been made to prior year financial statements to conform to the current year presentation. Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This update was intended to ease the potential burden in accounting for and recognizing the effects of reference rate reform. It provided optional practical expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform, if certain criteria are met. This update became effective on March 12, 2020 and is available for use through December 31, 2022. The Company is currently evaluating the impact of reference rate reform and the potential impact of adoption of these elective practical expedients on its condensed consolidated financial statements and does not expect the impact to be material. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ("ASU 2021-08"). ASU 2021-08 requires that an acquirer recognize and measure contract assets and liabilities acquired in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASC 606"). ASU 2021-08 is effective for annual periods beginning after December 15, 2022, including interim periods therein, with early adoption permitted. The guidance will be applied prospectively to acquisitions occurring on or after the effective date. The Company will continue to evaluate the impact of this guidance, which will depend on the contract assets and liabilities acquired in future business combinations. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions On July 1, 2020, WillScot Corporation, a Delaware corporation (“WillScot”), and Mobile Mini, Inc. (“Mobile Mini”) merged (the “Merger”). Immediately following the Merger, WillScot changed its name to “WillScot Mobile Mini Holdings Corp.” Asset Acquisition On March 18, 2022, the Company acquired certain assets and liabilities, which consisted primarily of approximately 400 blast resistant modular units. Integration Costs The Company recorded $4.1 million and $7.3 million in integration costs related to acquisitions and the Merger within selling, general and administrative ("SG&A") expense during the three months ended March 31, 2022 and 2021, respectively. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Revenue Disaggregation Geographic Areas The Company had total revenue in the following geographic areas for the three months ended March 31, as follows: Three Months Ended (in thousands) 2022 2021 US $ 451,968 $ 371,269 Canada 25,273 23,584 Mexico 4,214 3,463 UK 27,439 27,007 Total revenues $ 508,894 $ 425,323 Major Product and Service Lines Equipment leasing is the Company's core business and the primary driver of the Company's revenue and cash flows. This includes rental modular space, portable space and tank and pump units along with value-added products and services ("VAPS"), which include furniture, steps, ramps, basic appliances, internet connectivity devices, and other items used by customers in connection with the Company's products. Leasing is complemented by new unit sales and sales of rental units. In connection with its leasing and sales activities, the Company provides services including delivery and installation, maintenance and ad hoc services and removal services at the end of lease transactions. The Company’s revenue by major product and service line for the three months ended March 31, was as follows: Three Months Ended (in thousands) 2022 2021 Modular space leasing revenue $ 199,078 $ 169,952 Portable storage leasing revenue 77,988 54,613 Tank and pump leasing revenue 19,230 15,760 VAPS and third party leasing revenues (a) 80,926 62,426 Other leasing-related revenue (b) 15,970 12,911 Leasing revenue 393,192 315,662 Delivery and installation revenue 100,331 83,504 Total leasing and services revenue 493,523 399,166 New unit sales revenue 6,597 10,955 Rental unit sales revenue 8,774 15,202 Total revenues $ 508,894 $ 425,323 (a) Includes $7.5 million and $6.2 million of service revenue for the three months ended March 31, 2022 and 2021, respectively. (b) Includes primarily damage billings, delinquent payment charges, and other processing fees. Leasing and Services Revenue The majority of r evenue (76% and 73% for the three months ended March 31, 2022 and 2021, respectively) was generated by rental income subject to the guidance of ASU 2018-11, Leases (Topic 842) ("ASC 842"). The remaining revenue was generated by performance obligations in contracts with customers for services or sale of units subject to the guidance in ASC 606. Receivables and Credit Losses The Company manages credit risk associated with its accounts receivables at the customer level. Because the same customers generate the revenues that are accounted for under both ASC 606 and ASC 842, the discussions below on credit risk and the Company's allowance for credit losses address the Company's total revenues. Concentration of credit risk with respect to the Company's receivables is limited because of a large number of geographically diverse customers who operate in a variety of end user markets. The Company is exposed to credit losses from trade receivables. The Company assesses each customer’s ability to pay for the products it leases or sells by conducting a credit review. The credit review considers expected billing exposure and timing for payment and the customer’s established credit rating. The Company performs its credit review of new customers at inception of the customer relationship and for existing customers when the customer transacts after a defined period of dormancy. The Company also considers contract terms and conditions, country risk and business strategy in the evaluation. The Company monitors ongoing credit exposure through an active review of customer balances against contract terms and due dates. The Company may employ collection agencies and legal counsel to pursue recovery of defaulted receivables. The allowance for credit losses reflects the estimate of the amount of receivables that the Company will be unable to collect based on historical collection experience and, as applicable, current conditions and reasonable and supportable forecasts that affect collectability. The Company's estimate reflects changing circumstances, including changes in the economy or in the particular circumstances of individual customers. Accordingly, the Company may be required to increase or decrease its allowance. Activity in the allowance for credit losses was as follows: Three Months Ended (in thousands) 2022 2021 Balance at beginning of period $ 47,629 $ 29,258 Provision for credit losses, net of recoveries 8,601 8,516 Write-offs (7,010) (5,813) Foreign currency translation and other 38 (331) Balance at end of period $ 49,258 $ 31,630 Contract Assets and Liabilities When customers are billed in advance for services, the Company defers recognition of revenue until the related services are performed, which generally occurs at the end of the contract. The balance sheet classification of deferred revenue is determined based on the contractual lease term. For contracts that continue beyond their initial contractual lease term, revenue continues to be deferred until the services are performed. During the three months ended March 31, 2022, $20.3 million of deferred revenue relating to these services was recognized as revenue. As of March 31, 2022 and December 31, 2021, the Company had approximately $84.4 million and $79.4 million, respectively, of deferred revenue related to these services. The Company does not have material contract assets and it did not recognize any material impairments of contract assets. The Company's uncompleted contracts with customers have unsatisfied (or partially satisfied) performance obligations. For the future services revenues that are expected to be recognized within twelve months, the Company has elected to utilize the optional disclosure exemption made available regarding transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations. The transaction price for performance obligations that will be completed in greater than twelve months is variable based on the costs ultimately incurred to provide those services and therefore the Company is applying the optional expedient to omit disclosure of such amounts. The primary costs to obtain contracts for new and rental unit sales with the Company's customers are commissions. The Company pays its sales force commissions on the sale of new and rental units. For new and rental unit sales, the period benefited by each commission is less than one year; therefore, the commissions are expensed as incurred. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases As of March 31, 2022, the undiscounted future lease payments for operating and finance lease liabilities were as follows: (in thousands) Operating Finance 2022 (remaining) $ 48,135 $ 16,756 2023 55,336 18,638 2024 46,826 15,717 2025 39,301 15,825 2026 28,736 13,815 Thereafter 63,915 17,416 Total lease payments 282,249 98,167 Less: interest (40,673) (7,474) Present value of lease liabilities $ 241,576 $ 90,693 Finance lease liabilities are included within long-term debt and current portion of long-term debt on the condensed consolidated balance sheets. The Company’s lease activity during the three months ended March 31, 2022 and 2021 was as follows: (in thousands) Three Months Ended March 31, Financial Statement Line 2022 2021 Finance Lease Expense Amortization of finance lease assets $ 5,224 $ 4,378 Interest on obligations under finance leases 654 547 Total finance lease expense $ 5,878 $ 4,925 Operating Lease Expense Fixed lease expense Cost of leasing and services $ 825 $ 1,106 Selling, general and administrative 16,289 14,472 Lease impairment expense and other related charges 213 596 Short-term lease expense Cost of leasing and services 9,042 6,379 Selling, general and administrative 715 552 Variable lease expense Cost of leasing and services 1,287 1,802 Selling, general and administrative 2,169 1,838 Lease impairment expense and other related charges 50 176 Total operating lease expense $ 30,590 $ 26,921 Lease impairment expense and other related charges relate to closed locations that are no longer used in operations as a result of consolidation activities within the Company. During the three months ended March 31, 2022, the Company recorded $0.3 million in lease impairment expense and other related charges which is comprised of closed location rent expense. During the three months ended March 31, 2021, the Company recorded $1.3 million in lease impairment expense and other related charges which is comprised of $0.5 million loss on lease exit and impairment charges and $0.8 million in closed location rent expense. Supplemental cash flow information related to leases for the three months ended March 31, 2022 and 2021 was as follows: (in thousands) Three Months Ended March 31, Supplemental Cash Flow Information 2022 2021 Cash paid for the amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 17,334 $ 16,458 Operating cash outflows from finance leases $ 636 $ 549 Financing cash outflows from finance leases $ 5,263 $ 3,771 Right of use assets obtained in exchange for lease obligations $ 8,810 $ 10,878 Assets obtained in exchange for finance leases $ 7,011 $ 3,366 Weighted-average remaining operating lease terms and the weighted average discount rates as of March 31, 2022 and December 31, 2021 were as follows: Lease Terms and Discount Rates March 31, 2022 December 31, 2021 Weighted-average remaining lease term - operating leases 6.0 years 6.1 years Weighted-average discount rate - operating leases 4.9 % 5.0 % Weighted-average remaining lease term - finance leases 4.5 years 4.5 years Weighted-average discount rate - finance leases 2.9 % 2.9 % |
Leases | Leases As of March 31, 2022, the undiscounted future lease payments for operating and finance lease liabilities were as follows: (in thousands) Operating Finance 2022 (remaining) $ 48,135 $ 16,756 2023 55,336 18,638 2024 46,826 15,717 2025 39,301 15,825 2026 28,736 13,815 Thereafter 63,915 17,416 Total lease payments 282,249 98,167 Less: interest (40,673) (7,474) Present value of lease liabilities $ 241,576 $ 90,693 Finance lease liabilities are included within long-term debt and current portion of long-term debt on the condensed consolidated balance sheets. The Company’s lease activity during the three months ended March 31, 2022 and 2021 was as follows: (in thousands) Three Months Ended March 31, Financial Statement Line 2022 2021 Finance Lease Expense Amortization of finance lease assets $ 5,224 $ 4,378 Interest on obligations under finance leases 654 547 Total finance lease expense $ 5,878 $ 4,925 Operating Lease Expense Fixed lease expense Cost of leasing and services $ 825 $ 1,106 Selling, general and administrative 16,289 14,472 Lease impairment expense and other related charges 213 596 Short-term lease expense Cost of leasing and services 9,042 6,379 Selling, general and administrative 715 552 Variable lease expense Cost of leasing and services 1,287 1,802 Selling, general and administrative 2,169 1,838 Lease impairment expense and other related charges 50 176 Total operating lease expense $ 30,590 $ 26,921 Lease impairment expense and other related charges relate to closed locations that are no longer used in operations as a result of consolidation activities within the Company. During the three months ended March 31, 2022, the Company recorded $0.3 million in lease impairment expense and other related charges which is comprised of closed location rent expense. During the three months ended March 31, 2021, the Company recorded $1.3 million in lease impairment expense and other related charges which is comprised of $0.5 million loss on lease exit and impairment charges and $0.8 million in closed location rent expense. Supplemental cash flow information related to leases for the three months ended March 31, 2022 and 2021 was as follows: (in thousands) Three Months Ended March 31, Supplemental Cash Flow Information 2022 2021 Cash paid for the amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 17,334 $ 16,458 Operating cash outflows from finance leases $ 636 $ 549 Financing cash outflows from finance leases $ 5,263 $ 3,771 Right of use assets obtained in exchange for lease obligations $ 8,810 $ 10,878 Assets obtained in exchange for finance leases $ 7,011 $ 3,366 Weighted-average remaining operating lease terms and the weighted average discount rates as of March 31, 2022 and December 31, 2021 were as follows: Lease Terms and Discount Rates March 31, 2022 December 31, 2021 Weighted-average remaining lease term - operating leases 6.0 years 6.1 years Weighted-average discount rate - operating leases 4.9 % 5.0 % Weighted-average remaining lease term - finance leases 4.5 years 4.5 years Weighted-average discount rate - finance leases 2.9 % 2.9 % |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories at the respective balance sheet dates consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Raw materials $ 32,600 $ 26,854 Finished units 7,285 5,885 Inventories $ 39,885 $ 32,739 |
Rental Equipment, net
Rental Equipment, net | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Rental Equipment, net | Rental Equipment, net Rental equipment, net at the respective balance sheet dates consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Modular space units $ 3,115,582 $ 3,005,195 Portable storage units 765,792 758,619 Tank and pump products 163,814 156,112 Value added products 178,994 168,419 Total rental equipment 4,224,182 4,088,345 Less: accumulated depreciation (1,060,098) (1,007,364) Rental equipment, net $ 3,164,084 $ 3,080,981 |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Changes in the carrying amount of goodwill were as follows: (in thousands) NA Modular NA Storage UK Storage Tank and Pump Total Balance at December 31, 2020 $ 235,828 $ 726,529 $ 65,600 $ 143,262 $ 1,171,219 Changes to Mobile Mini purchase accounting 285,000 (233,666) — (43,173) 8,161 Effects of movements in foreign exchange rates 221 (311) (502) 18 (574) Balance at December 31, 2021 521,049 492,552 65,098 100,107 1,178,806 Effects of movements in foreign exchange rates 396 (56) (1,858) — (1,518) Balance at March 31, 2022 $ 521,445 $ 492,496 $ 63,240 $ 100,107 $ 1,177,288 |
Intangibles
Intangibles | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangibles | Intangibles Intangible assets other than goodwill at the respective balance sheet dates consisted of the following: March 31, 2022 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated amortization Net book value Intangible assets subject to amortization: Mobile Mini customer relationships 6.4 $ 209,000 $ (45,277) $ 163,723 Technology 4.3 1,500 (438) 1,062 Indefinite-lived intangible assets: Trade name - Mobile Mini 164,000 — 164,000 Trade name - WillScot 125,000 — 125,000 Total intangible assets other than goodwill $ 499,500 $ (45,715) $ 453,785 December 31, 2021 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated amortization Net book value Intangible assets subject to amortization: Mobile Mini customer relationships 6.6 $ 209,000 $ (38,447) $ 170,553 Technology 4.5 1,500 (375) 1,125 Indefinite-lived intangible assets: Trade name - Mobile Mini 164,000 — 164,000 Trade name - WillScot 125,000 — 125,000 Total intangible assets other than goodwill $ 499,500 $ (38,822) $ 460,678 Amortization expense related to intangible assets was $6.6 million and $7.0 million for the three months ended March 31, 2022 and 2021, respectively. Based on the carrying value at March 31, 2022, future amortization of intangible assets is expected to be as follows for the years ended December 31: (in thousands) 2022 (remaining) $ 19,812 2023 26,416 2024 26,416 2025 26,416 2026 25,432 Thereafter 40,293 Total $ 164,785 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt The carrying value of debt outstanding at the respective balance sheet dates consisted of the following: (in thousands, except rates) Interest rate Year of maturity March 31, 2022 December 31, 2021 2025 Secured Notes 6.125% 2025 $ 518,662 $ 518,117 ABL Facility (a) Varies 2025 1,708,549 1,612,783 2028 Secured Notes 4.625% 2028 492,730 492,490 Finance Leases Varies Varies 90,693 89,050 Total debt 2,810,634 2,712,440 Less: current portion of long-term debt 19,792 18,121 Total long-term debt $ 2,790,842 $ 2,694,319 (a) As of both March 31, 2022 and December 31, 2021, the Company had no outstanding principal borrowings on the Multicurrency Facility (defined below) and $5.7 million and $6.2 million, respectively, of related debt issuance costs. No related debt issuance costs were recorded as a direct offset against the principal borrowings on the Multicurrency Facility, and the $5.7 million and $6.2 million in excess of principal was included in other non-current assets on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021, respectively. Asset Backed Lending Facility On July 1, 2020, certain subsidiaries of the Company entered into an asset-based credit agreement that provides for revolving credit facilities in the aggregate principal amount of up to $2.4 billion, consisting of: (i) a senior secured asset-based US dollar revolving credit facility in the aggregate principal amount of $2.0 billion (the “US Facility”) and (ii) a $400.0 million senior secured asset-based multicurrency revolving credit facility (the "Multicurrency Facility" together with the US Facility, the “ABL Facility”), available to be drawn in US Dollars, Canadian Dollars, British Pounds Sterling or Euros. The ABL Facility matures July 1, 2025. Borrowings under the ABL Facility bear interest at a base rate plus an applicable margin determined quarterly by reference to the Company's excess availability for the most recently completed quarter. Effective January 7, 2022, borrowings under the ABL Facility are subject to the highest applicable margin and bear interest at (i) in the case of US Dollars, at the borrower's option, either an adjusted LIBOR rate plus 2.125% or an alternative base rate plus 1.125%, (ii) in the case of Canadian Dollars, at the borrower's option, either a Canadian BA rate plus 2.125% or Canadian prime rate plus 1.125%, (iii) in the case of Euros, the EURIBOR rate plus 2.125%, and (iv) in the case of British Pounds Sterling, the SONIA rate plus 2.125%. At March 31, 2022, the weighted average interest rate for borrowings under the ABL Facility was 2.54% . T he weighted average interest rate on the balance outstanding at March 31, 2022, as adjusted for the effects of the interest rate swap agreements wa s 3.16% . Refer to Note 15 for a more detailed discussion on interest rate management. Borrowing availability under the US Facility and the Multicurrency Facility is equal to the lesser of (i) the aggregate Revolver Commitments and (ii) the Line Cap. At March 31, 2022, the Line Cap was $2.4 billion and the Company had $646.9 million of available borrowing capacity under the ABL Facility, including $246.9 million under the US Facility and $400.0 million under the Multicurrency Facility. At March 31, 2022, borrowing capacity under the ABL Facility allowed for up to $204.9 million of letters of credit and up to $170.0 million of swingline loans. At March 31, 2022, letters of credit and bank guarantees carried fees of 2.25%. The Company had issued $15.1 million of standby letters of credit under the ABL Facility at March 31, 2022. The Company had $1.7 billion outstanding principal under the ABL Facility at March 31, 2022. Debt issuance costs of $29.5 million were included in the carrying value of the ABL Facility at March 31, 2022. Finance Leases The Company maintains finance leases primarily related to transportation equipment. At March 31, 2022 and December 31, 2021, obligations under finance leases for certain real property and transportation related equipment were $90.7 million and $89.1 million, respectively. Refer to Note 4 for further information. The Company is in compliance with all debt covenants and restrictions for the aforementioned debt instruments as of March 31, 2022. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Equity | Equity Common Stock In connection with the stock compensation vesting events and stock option exercises described in Note 14, and the warrant exercises described in Note 11, the Company issued 1,298,799 shares of Common Stock during the three months ended March 31, 2022. Stock Repurchase Program A share repurchase program authorizes the Company to repurchase up to $1.0 billion of its outstanding shares of Common Stock and equivalents. The stock repurchase program does not obligate the Company to purchase any particular number of shares, and the timing and exact amount of any repurchases will depend on various factors, including market pricing and conditions, business, legal, accounting, and other considerations. During the three months ended March 31, 2022, the Company repurchased 2,070,054 shares of Common Stock and stock equivalents for $77.4 million . As of March 31, 2022, $879.3 million of the approved repurchase pool remained available. Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive income (loss) ("AOCI"), net of tax, for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 (in thousands) Foreign currency translation Unrealized losses on hedging activities Total Balance at December 31, 2021 $ (25,574) $ (3,497) $ (29,071) Other comprehensive loss before reclassifications (4,074) (569) (4,643) Reclassifications from AOCI to income — 2,890 2,890 Balance at March 31, 2022 $ (29,648) $ (1,176) $ (30,824) Three Months Ended March 31, 2021 (in thousands) Foreign currency translation Unrealized losses on hedging activities Total Balance at December 31, 2020 $ (24,694) $ (12,513) $ (37,207) Other comprehensive loss before reclassifications 5,034 (760) 4,274 Reclassifications from AOCI to income — 2,937 2,937 Balance at March 31, 2021 $ (19,660) $ (10,336) $ (29,996) For both the three months ended March 31, 2022 and 2021 , $2.9 million, was reclassified from AOCI into interest expense in the condensed consolidated statements of operations related to the interest rate swap discussed in Note 15. Associated with these reclassifications, t he Company recorded tax expense of $0.7 million for both the three months ended March 31, 2022 and 2021. 2015 Warrants WillScot was incorporated under the name Double Eagle Acquisition Corporation ("DEAC") on June 26, 2015. As part of its initial public offering, DEAC issued warrants (the “2015 Public Warrants”) each of which entitled the holder to purchase one-half of one share of Common Stock. As of March 31, 2022, no 2015 Public Warrants remain outstanding. DEAC also issued warrants to purchase its Common Stock in a private placement concurrently with its initial public offering (the “2015 Private Warrants”) each of which entitled the holder to purchase one-half of one share of Common Stock. During the three months ended March 31, 2021, 630,000 of the 2015 Private Warrants were repurchased for $4.8 million and cancelled. As of March 31, 2022, no 2015 Private Warrants remain outstanding. 2018 Warrants In connection with the Modular Space Holdings ("ModSpace") acquisition in 2018, WillScot issued warrants to purchase approximately 10.0 million shares of Common Stock (the "2018 Warrants") to former shareholders of ModSpace. Each 2018 Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $15.50 per share, subject to adjustment. The 2018 Warrants expire on November 29, 2022 . During the three months ended March 31, 2022, 11,032 of the 2018 Warrants were repurchased for $0.2 million and cancelled . In addition, during the three months ended March 31, 2022, 929,379 of the 2018 Warrants were exercised on a cashless basis, resulting in the issuance of 573,483 shares of common stock. At March 31, 2022, 3,137,762 of the 2018 Warrants were outstanding. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Warrants | Equity Common Stock In connection with the stock compensation vesting events and stock option exercises described in Note 14, and the warrant exercises described in Note 11, the Company issued 1,298,799 shares of Common Stock during the three months ended March 31, 2022. Stock Repurchase Program A share repurchase program authorizes the Company to repurchase up to $1.0 billion of its outstanding shares of Common Stock and equivalents. The stock repurchase program does not obligate the Company to purchase any particular number of shares, and the timing and exact amount of any repurchases will depend on various factors, including market pricing and conditions, business, legal, accounting, and other considerations. During the three months ended March 31, 2022, the Company repurchased 2,070,054 shares of Common Stock and stock equivalents for $77.4 million . As of March 31, 2022, $879.3 million of the approved repurchase pool remained available. Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive income (loss) ("AOCI"), net of tax, for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 (in thousands) Foreign currency translation Unrealized losses on hedging activities Total Balance at December 31, 2021 $ (25,574) $ (3,497) $ (29,071) Other comprehensive loss before reclassifications (4,074) (569) (4,643) Reclassifications from AOCI to income — 2,890 2,890 Balance at March 31, 2022 $ (29,648) $ (1,176) $ (30,824) Three Months Ended March 31, 2021 (in thousands) Foreign currency translation Unrealized losses on hedging activities Total Balance at December 31, 2020 $ (24,694) $ (12,513) $ (37,207) Other comprehensive loss before reclassifications 5,034 (760) 4,274 Reclassifications from AOCI to income — 2,937 2,937 Balance at March 31, 2021 $ (19,660) $ (10,336) $ (29,996) For both the three months ended March 31, 2022 and 2021 , $2.9 million, was reclassified from AOCI into interest expense in the condensed consolidated statements of operations related to the interest rate swap discussed in Note 15. Associated with these reclassifications, t he Company recorded tax expense of $0.7 million for both the three months ended March 31, 2022 and 2021. 2015 Warrants WillScot was incorporated under the name Double Eagle Acquisition Corporation ("DEAC") on June 26, 2015. As part of its initial public offering, DEAC issued warrants (the “2015 Public Warrants”) each of which entitled the holder to purchase one-half of one share of Common Stock. As of March 31, 2022, no 2015 Public Warrants remain outstanding. DEAC also issued warrants to purchase its Common Stock in a private placement concurrently with its initial public offering (the “2015 Private Warrants”) each of which entitled the holder to purchase one-half of one share of Common Stock. During the three months ended March 31, 2021, 630,000 of the 2015 Private Warrants were repurchased for $4.8 million and cancelled. As of March 31, 2022, no 2015 Private Warrants remain outstanding. 2018 Warrants In connection with the Modular Space Holdings ("ModSpace") acquisition in 2018, WillScot issued warrants to purchase approximately 10.0 million shares of Common Stock (the "2018 Warrants") to former shareholders of ModSpace. Each 2018 Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $15.50 per share, subject to adjustment. The 2018 Warrants expire on November 29, 2022 . During the three months ended March 31, 2022, 11,032 of the 2018 Warrants were repurchased for $0.2 million and cancelled . In addition, during the three months ended March 31, 2022, 929,379 of the 2018 Warrants were exercised on a cashless basis, resulting in the issuance of 573,483 shares of common stock. At March 31, 2022, 3,137,762 of the 2018 Warrants were outstanding. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recorded $15.7 million and $10.5 million of income tax expense for the three months ended March 31, 2022 and 2021, respectively. The Company’s effective tax rate for the three months ended March 31, 2022 and 2021 was 23.5% and 70.2%, respectively. The effective tax rate for the three months ended March 31, 2022 differed from the US federal statutory rate of 21% primarily due to state and provincial taxes offset by a discrete tax benefit related to employee stock vesting. The effective t ax rate for the three months ended March 31, 2021 differed from the US statutory rate of 21% due to the permanent add-back related to the mark to market accounting on the Company's warrants. |
Fair Value Measures
Fair Value Measures | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measures | Fair Value Measures The fair value of financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Company utilizes the suggested accounting guidance for the three levels of inputs that may be used to measure fair value: Level 1 - Observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2 - Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and Level 3 - Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions The Company has assessed that the fair value of cash and cash equivalents, trade receivables, trade payables, and other current liabilities approximate their carrying amounts. Based on the borrowing rates currently available for bank loans with similar terms and average maturities, the fair value of finance leases at March 31, 2022 approximate their respective book values. The following table shows the carrying amounts and fair values of financial liabilities which are disclosed, but not measured, at fair value, including their levels in the fair value hierarchy: March 31, 2022 December 31, 2021 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 ABL Facility $ 1,708,549 $ — $ 1,738,000 $ — $ 1,612,783 $ — $ 1,644,500 $ — 2025 Secured Notes 518,662 — 537,593 — 518,117 — 551,835 — 2028 Secured Notes 492,730 — 488,880 — 492,490 — 515,635 — Total $ 2,719,941 $ — $ 2,764,473 $ — $ 2,623,390 $ — $ 2,711,970 $ — As of March 31, 2022, the carrying values of the ABL Facility, the 2025 Secured Notes, and the 2028 Secured Notes included $29.5 million, $7.8 million, and $7.3 million , respectively, of unamortized debt issuance costs, which were presented as a direct reduction of the corresponding liability. As of December 31, 2021, the carrying value of the ABL Facility, the 2025 Secured Notes, and the 2028 Secured Notes included $31.7 million, $8.4 million, and $7.5 million, respectively, of unamortized debt issuance costs, which were presented as a direct reduction of the corresponding liability. The carrying value of the ABL Facility, excluding debt issuance costs, approximates fair value as the interest rates are variable and reflective of current market rates. The fair value of the 2025 Secured Notes and the 2028 Secured Notes is based on their last trading price at the end of each period obtained from a third party. The classification and the fair value of derivative assets and liabilities designated as hedges in the condensed consolidated balance sheets are disclosed in Note 15. Level 3 Disclosures When the 2015 Private Warrants were classified as liabilities, the Company utilized a Black Scholes option-pricing model to value the warrants at each reporting period and transaction date, with changes in fair value recognized in the statements of operations. The estimated fair value of the common stock warrant liability was determined using Level 3 inputs. Inherent in the pricing model were assumptions related to expected share-price volatility, expected life, risk-free interest rate and dividend yield. The volatility assumption was based on a blend of peer group volatility and Company trading history that matched the expected remaining life of the warrants as the Company did not have a sufficient trading history as a stand-alone public company to rely exclusively on its own trading history. The risk-free interest rate was based on the US Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants was assumed to be equivalent to their remaining contractual term. The dividend rate was based on the historical rate, which the Company anticipated to remain at zero. The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021: (in thousands) 2015 Private Warrants Balance - December 31, 2020 $ 77,404 Measurement adjustment 27,056 Repurchases (4,679) Balance - March 31, 2021 $ 99,781 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense includes grants of stock options, time-based restricted stock units ("Time-Based RSUs") and performance-based restricted stock units ("Performance-Based RSUs," together with Time-Based RSUs, the "RSUs"). In addition, stock-based payments to non-executive directors include grants of restricted stock awards ("RSAs"). Time-Based RSUs and RSAs are valued based on the intrinsic value of the difference between the exercise price, if any, of the award and the fair market value of WillScot Mobile Mini's Common Stock on the grant date. Performance-Based RSUs are valued based on a Monte Carlo simulation model to reflect the impact of the Performance-Based RSUs market condition. The probability of satisfying a market condition is considered in the estimation of the grant-date fair value for Performance-Based RSUs and the compensation cost is not reversed if the market condition is not achieved, provided the requisite service has been provided. Restricted Stock Awards The following table summarizes the Company's RSA activity : 2022 2021 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Balance December 31, 36,176 $ 29.30 57,448 $ 11.75 Balance March 31, 36,176 $ 29.30 57,448 $ 11.75 Compensation expense for RSAs recognized in SG&A expense on the condensed consolidated statements of operations was $0.3 million and $0.2 million for the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, there was $0.2 million of unrecognized compensation cost related to RSAs that is expected to be recognized over the remaining weighted average vesting period of 0.2 years. Time-Based RSUs The following table summarizes the Company's Time-Based RSU activity : 2022 2021 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Balance December 31, 997,451 $ 18.54 1,325,862 $ 13.46 Granted 357,639 $ 35.53 405,505 $ 27.20 Forfeited (9,299) $ 27.20 (33,238) $ 13.62 Vested (420,184) $ 16.21 (344,300) $ 13.31 Balance March 31, 925,607 $ 26.08 1,353,829 $ 17.61 Compensation expense for Time-Based RSUs recognized in SG&A expense on the condensed consolidated statements of operations was $2.2 million and $2.1 million for the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, unrecognized compensation cost related to Time-Based RSUs totaled $22.1 million and is expected to be recognized over the remaining weighted average vesting period of 2.9 years . Performance-Based RSUs The following table summarizes the Company's Performance-Based RSU award activity : 2022 2021 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Balance December 31, 1,536,394 $ 26.34 593,388 $ 14.88 Granted 745,079 $ 42.34 397,981 $ 39.10 Forfeited (5,046) $ 39.10 (10,886) $ 14.70 Vested (267,964) $ 13.22 — $ — Balance March 31, 2,008,463 $ 33.99 980,483 $ 24.70 Compensation expense for Performance-Based RSUs recognized in SG&A expense on the condensed consolidated statements of operations was $3.8 million and $1.0 million for the three months ended March 31, 2022 and 2021, respectively. At March 31, 2022, unrecognized compensation cost related to Performance-Based RSUs totaled $55.1 million and is expected to be recognized over the remaining vesting period of 2.8 years . Certain Performance-Based RSUs cliff vest based on achievement of the relative total stockholder return ("TSR") of the Company's Common Stock as compared to the TSR of the constituents in an index at the grant date over the performance period of three years. For 2022 grants, the TSR of the Company's Common Stock is compared to the TSR of the constituents in the S&P MidCap 400 Index. The target number of RSUs may be adjusted from 0% to 200% based on the TSR attainment levels defined by the Company's Compensation Committee. The 100% target payout is tied to performance at the 50% percentile, with a payout curve ranging from 0% (for performance less than the 25% percentile) to 200% (for performance above the 85% percentile). Stock Options The following tables summarize the Company's stock option activity : WillScot Options Weighted-Average Exercise Price per Share Converted Weighted-Average Exercise Price per Share Balance December 31 , 2021 534,188 $ 13.60 1,527,643 $ 14.66 Exercised — $ — (227,258) $ 14.58 Balance March 31, 2022 534,188 $ 13.60 1,300,385 $ 14.67 Fully vested and exercisable options, March 31, 2022 534,188 $ 13.60 1,300,385 $ 14.67 WillScot Options Weighted-Average Exercise Price per Share Converted Mobile Mini Options Weighted-Average Exercise Price per Share Balance December 31, 2020 534,188 $ 13.60 2,031,455 $ 14.78 Forfeited — $ — (6,240) $ 12.19 Exercised — $ — (346,247) $ 15.89 Balance March 31, 2021 534,188 $ 13.60 1,678,968 $ 14.57 Fully vested and exercisable options, March 31, 2021 400,641 $ 13.60 1,678,968 $ — WillScot Options Compensation expense for stock option awards, recognized in SG&A expense on the condensed consolidated statements of operations, was $0.2 million for each of the three months ended March 31, 2022 and 2021. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives On November 6, 2018, the Company entered into an interest rate swap agreement (the “Swap Agreement”) with a financial counterparty that effectively converts $400.0 million in aggregate notional amount of variable-rate debt under the Company’s ABL facility into fixed-rate debt. The Swap Agreement will terminate on May 29, 2022. Under the terms of the Swap Agreement, the Company receives a floating rate equal to one-month LIBOR and makes payments based on a fixed rate of 3.06% on the notional amount. The receive rate under the terms of the Swap Agreement was 0.39% and 0.11% at March 31, 2022 and December 31, 2021, respectively. The Swap Agreement was designated and qualified as a hedge of the Company’s exposure to changes in interest payment cash flows created by fluctuations in variable interest rates on the ABL facility. The location and the fair value of derivative instruments designated as hedges, at the respective balance sheet dates, were as follows: (in thousands) Balance Sheet Account March 31, 2022 December 31, 2021 Cash Flow Hedges: Interest rate swap Accrued expenses $ 2,105 $ 5,259 The fair value of the interest rate swap was based on dealer quotes of market forward rates, a Level 2 input on the fair value hierarchy, and reflected the amount that the Company would receive or pay as of March 31, 2022 and December 31, 2021, respectively, for contracts involving the same attributes and maturity dates. The following table discloses the impact of the interest rate swap, excluding the impact of income taxes, on other comprehensive income (“OCI”), AOCI and the Company’s combined consolidated statements of operations for the three months ended March 31,: (in thousands) 2022 2021 Gain recognized in OCI $ 3,098 $ 2,844 Location of gain recognized in income Interest expense, net Interest expense, net Loss reclassified from AOCI into income (effective portion) $ 2,890 $ 2,937 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is involved in various lawsuits, claims and legal proceedings that arise in the ordinary course of business. The Company assesses these matters on a case-by-case basis as they arise and establishes reserves as required. As of March 31, 2022, with respect to these outstanding matters, the Company believes that the amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on the consolidated financial position, results of operations, or cash flows. However, the outcome of such matters is inherently unpredictable and subject to significant uncertainties. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company operates in four reportable segments as follows: North America Modular Solutions ("NA Modular"), North America Storage Solutions ("NA Storage"), United Kingdom Storage Solutions ("UK Storage") and Tank and Pump Solutions ("Tank and Pump"). Total assets for each reportable segment are not available because the Company utilizes a centralized approach to working capital management. Transactions between reportable segments are not significant. The Company defines EBITDA as net income (loss) plus interest (income) expense, income tax (benefit) expense, depreciation and amortization. The Company reflects the further adjustments to EBITDA (“Adjusted EBITDA”) to exclude certain non-cash items and the effect of what the Company considers transactions or events not related to its core and ongoing business operations. In addition, the Chief Operating Decision Maker ("CODM") evaluates business segment performance utilizing Adjusted EBITDA as shown in the reconciliation of the Company’s consolidated net income to Adjusted EBITDA below. Management believes that evaluating segment performance excluding such items is meaningful because it provides insight with respect to the intrinsic and ongoing operating results of the Company. The Company also regularly evaluates gross profit by segment to assist in the assessment of its operational performance. The Company considers Adjusted EBITDA to be the more important metric because it more fully captures the business performance of the segments, inclusive of indirect costs. Reportable Segments The following tables set forth certain information regarding each of the Company’s reportable segments fo r the three months ended March 31, 2022 and 2021, respectively. Three Months Ended March 31, 2022 (in thousands) NA Modular NA Storage UK Storage Tank and Pump Unallocated Costs Total Revenues: Leasing and services revenue: Leasing $ 232,978 $ 118,581 $ 20,571 $ 21,062 $ 393,192 Delivery and installation 55,634 29,904 6,467 8,326 100,331 Sales revenue: New units 4,845 942 128 682 6,597 Rental units 6,229 2,057 274 214 8,774 Total revenues 299,686 151,484 27,440 30,284 508,894 Costs: Cost of leasing and services: Leasing 63,989 16,346 4,237 4,306 88,878 Delivery and installation 49,054 21,526 3,923 7,012 81,515 Cost of sales: New units 3,257 498 64 507 4,326 Rental units 3,538 1,353 157 96 5,144 Depreciation of rental equipment 50,917 6,631 1,138 3,530 62,216 Gross profit $ 128,931 $ 105,130 $ 17,921 $ 14,833 $ 266,815 Other selected data: Adjusted EBITDA $ 103,948 $ 63,825 $ 12,544 $ 11,506 $ — $ 191,823 Selling, general and administrative expense $ 77,520 $ 47,938 $ 6,514 $ 6,857 $ 11,381 $ 150,210 Purchases of rental equipment and refurbishments $ 57,577 $ 20,171 $ 9,615 $ 7,873 $ — $ 95,236 Three Months Ended March 31, 2021 (in thousands) NA Modular NA Storage UK Storage Tank and Pump Unallocated Costs Total Revenues: Leasing and services revenue: Leasing $ 199,608 $ 80,351 $ 18,721 $ 16,982 $ 315,662 Delivery and installation 48,680 21,365 6,750 6,709 83,504 Sales revenue: New units 7,460 2,184 871 440 10,955 Rental units 10,476 3,848 665 213 15,202 Total revenues 266,224 107,748 27,007 24,344 425,323 Costs: Cost of leasing and services: Leasing 51,075 10,733 4,296 3,791 69,895 Delivery and installation 44,705 15,740 4,091 5,600 70,136 Cost of sales: New units 4,874 1,341 589 305 7,109 Rental units 5,848 2,522 624 111 9,105 Depreciation of rental equipment 46,720 4,793 914 3,271 55,698 Gross profit $ 113,002 $ 72,619 $ 16,493 $ 11,266 $ 213,380 Other selected data: Adjusted EBITDA $ 97,371 $ 46,322 $ 11,064 $ 8,828 $ — $ 163,585 Selling, general and administrative expense $ 62,350 $ 31,089 $ 6,343 $ 5,710 $ 11,837 $ 117,329 Purchases of rental equipment and refurbishments $ 39,135 $ 3,472 $ 6,770 $ 3,158 $ — $ 52,535 The following table presents a reconciliation of the Company’s Net income to Adjusted EBITDA for the three months ended March 31, 2022 and 2021, respectively: Three Months Ended March 31, (in thousands) 2022 2021 Net income $ 51,171 $ 4,447 Income tax expense 15,748 10,481 Loss on extinguishment of debt — 3,185 Fair value loss on common stock warrant liabilities — 27,207 Interest expense 30,990 29,964 Depreciation and amortization 81,820 74,022 Currency losses, net 138 36 Restructuring costs, lease impairment expense and other related charges 263 4,395 Transaction costs 20 844 Integration costs 4,087 7,342 Stock compensation expense 6,395 3,514 Other 1,191 (1,852) Adjusted EBITDA $ 191,823 $ 163,585 Included in restructuring costs for the three months ended March 31, 2021 was expense of approximately $1.4 million |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table reconciles the weighted average shares outstanding for the basic calculation to the weighted average shares outstanding for the diluted calculation: Three Months Ended March 31 (in thousands) 2022 2021 Weighted average Common Shares outstanding - basic 223,491 228,293 Dilutive effect of shares outstanding Warrants 1,889 3,927 RSAs 27 51 Time-based RSUs 483 645 Performance-based RSUs 1,819 737 Stock Options 1,246 1,067 Weighted average Common Shares outstanding - dilutive 228,956 234,720 For the three months ended March 31, 2022, 555,790 |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties Related party balances included in the Company’s condensed consolidated balance sheets at March 31, 2022 and December 31, 2021, consisted of the following: (in thousands) Financial Statement Line Item March 31, 2022 December 31, 2021 Receivables due from affiliates Trade receivables, net of allowances for credit losses $ 50 $ 10 Amounts due to affiliates Accrued expenses (111) (49) Total related party liabilities, net $ (61) $ (39) Related party transactions included in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021, respectively, consisted of the following: Three Months Ended (in thousands) Financial Statement Line Item 2022 2021 Leasing revenue from related parties Leasing revenue $ 212 $ 106 Consulting expense to related party (a) SG&A expense (138) (1,901) Total related party expense, net $ 74 $ (1,795) (a) Two of the Company's directors also serve on the Board of Directors of a consulting firm from which the Company incurs professional fees. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and notes required by US Generally Accepted Accounting Principles ("GAAP") for complete financial statements. The accompanying unaudited condensed consolidated financial statements comprise the financial statements of WillScot Mobile Mini and its subsidiaries that it controls due to ownership of a majority voting interest and contain all adjustments, which are of a normal and recurring nature, considered necessary by management to present fairly the financial position, results of operations and cash flows for the interim periods presented. |
Principles of Consolidation | Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the Company. All intercompany balances and transactions are eliminated. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior year financial statements to conform to the current year presentation. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This update was intended to ease the potential burden in accounting for and recognizing the effects of reference rate reform. It provided optional practical expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform, if certain criteria are met. This update became effective on March 12, 2020 and is available for use through December 31, 2022. The Company is currently evaluating the impact of reference rate reform and the potential impact of adoption of these elective practical expedients on its condensed consolidated financial statements and does not expect the impact to be material. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ("ASU 2021-08"). ASU 2021-08 requires that an acquirer recognize and measure contract assets and liabilities acquired in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASC 606"). ASU 2021-08 is effective for annual periods beginning after December 15, 2022, including interim periods therein, with early adoption permitted. The guidance will be applied prospectively to acquisitions occurring on or after the effective date. The Company will continue to evaluate the impact of this guidance, which will depend on the contract assets and liabilities acquired in future business combinations. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company had total revenue in the following geographic areas for the three months ended March 31, as follows: Three Months Ended (in thousands) 2022 2021 US $ 451,968 $ 371,269 Canada 25,273 23,584 Mexico 4,214 3,463 UK 27,439 27,007 Total revenues $ 508,894 $ 425,323 Three Months Ended (in thousands) 2022 2021 Modular space leasing revenue $ 199,078 $ 169,952 Portable storage leasing revenue 77,988 54,613 Tank and pump leasing revenue 19,230 15,760 VAPS and third party leasing revenues (a) 80,926 62,426 Other leasing-related revenue (b) 15,970 12,911 Leasing revenue 393,192 315,662 Delivery and installation revenue 100,331 83,504 Total leasing and services revenue 493,523 399,166 New unit sales revenue 6,597 10,955 Rental unit sales revenue 8,774 15,202 Total revenues $ 508,894 $ 425,323 (a) Includes $7.5 million and $6.2 million of service revenue for the three months ended March 31, 2022 and 2021, respectively. (b) Includes primarily damage billings, delinquent payment charges, and other processing fees. |
Schedule of Accounts and Notes Receivable Allowances | Activity in the allowance for credit losses was as follows: Three Months Ended (in thousands) 2022 2021 Balance at beginning of period $ 47,629 $ 29,258 Provision for credit losses, net of recoveries 8,601 8,516 Write-offs (7,010) (5,813) Foreign currency translation and other 38 (331) Balance at end of period $ 49,258 $ 31,630 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Lessee, Operating Lease, Liability, Maturity | As of March 31, 2022, the undiscounted future lease payments for operating and finance lease liabilities were as follows: (in thousands) Operating Finance 2022 (remaining) $ 48,135 $ 16,756 2023 55,336 18,638 2024 46,826 15,717 2025 39,301 15,825 2026 28,736 13,815 Thereafter 63,915 17,416 Total lease payments 282,249 98,167 Less: interest (40,673) (7,474) Present value of lease liabilities $ 241,576 $ 90,693 |
Finance Lease, Liability, Fiscal Year Maturity | As of March 31, 2022, the undiscounted future lease payments for operating and finance lease liabilities were as follows: (in thousands) Operating Finance 2022 (remaining) $ 48,135 $ 16,756 2023 55,336 18,638 2024 46,826 15,717 2025 39,301 15,825 2026 28,736 13,815 Thereafter 63,915 17,416 Total lease payments 282,249 98,167 Less: interest (40,673) (7,474) Present value of lease liabilities $ 241,576 $ 90,693 |
Lease Activity | The Company’s lease activity during the three months ended March 31, 2022 and 2021 was as follows: (in thousands) Three Months Ended March 31, Financial Statement Line 2022 2021 Finance Lease Expense Amortization of finance lease assets $ 5,224 $ 4,378 Interest on obligations under finance leases 654 547 Total finance lease expense $ 5,878 $ 4,925 Operating Lease Expense Fixed lease expense Cost of leasing and services $ 825 $ 1,106 Selling, general and administrative 16,289 14,472 Lease impairment expense and other related charges 213 596 Short-term lease expense Cost of leasing and services 9,042 6,379 Selling, general and administrative 715 552 Variable lease expense Cost of leasing and services 1,287 1,802 Selling, general and administrative 2,169 1,838 Lease impairment expense and other related charges 50 176 Total operating lease expense $ 30,590 $ 26,921 Supplemental cash flow information related to leases for the three months ended March 31, 2022 and 2021 was as follows: (in thousands) Three Months Ended March 31, Supplemental Cash Flow Information 2022 2021 Cash paid for the amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 17,334 $ 16,458 Operating cash outflows from finance leases $ 636 $ 549 Financing cash outflows from finance leases $ 5,263 $ 3,771 Right of use assets obtained in exchange for lease obligations $ 8,810 $ 10,878 Assets obtained in exchange for finance leases $ 7,011 $ 3,366 |
Weighted-Average Remaining Operating Lease Term and Weighted Average Discount Rate | Weighted-average remaining operating lease terms and the weighted average discount rates as of March 31, 2022 and December 31, 2021 were as follows: Lease Terms and Discount Rates March 31, 2022 December 31, 2021 Weighted-average remaining lease term - operating leases 6.0 years 6.1 years Weighted-average discount rate - operating leases 4.9 % 5.0 % Weighted-average remaining lease term - finance leases 4.5 years 4.5 years Weighted-average discount rate - finance leases 2.9 % 2.9 % |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories at the respective balance sheet dates consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Raw materials $ 32,600 $ 26,854 Finished units 7,285 5,885 Inventories $ 39,885 $ 32,739 |
Rental Equipment, net (Tables)
Rental Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Rental Equipment, net | Rental equipment, net at the respective balance sheet dates consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Modular space units $ 3,115,582 $ 3,005,195 Portable storage units 765,792 758,619 Tank and pump products 163,814 156,112 Value added products 178,994 168,419 Total rental equipment 4,224,182 4,088,345 Less: accumulated depreciation (1,060,098) (1,007,364) Rental equipment, net $ 3,164,084 $ 3,080,981 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill Activity | Changes in the carrying amount of goodwill were as follows: (in thousands) NA Modular NA Storage UK Storage Tank and Pump Total Balance at December 31, 2020 $ 235,828 $ 726,529 $ 65,600 $ 143,262 $ 1,171,219 Changes to Mobile Mini purchase accounting 285,000 (233,666) — (43,173) 8,161 Effects of movements in foreign exchange rates 221 (311) (502) 18 (574) Balance at December 31, 2021 521,049 492,552 65,098 100,107 1,178,806 Effects of movements in foreign exchange rates 396 (56) (1,858) — (1,518) Balance at March 31, 2022 $ 521,445 $ 492,496 $ 63,240 $ 100,107 $ 1,177,288 |
Intangibles (Tables)
Intangibles (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets other than goodwill at the respective balance sheet dates consisted of the following: March 31, 2022 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated amortization Net book value Intangible assets subject to amortization: Mobile Mini customer relationships 6.4 $ 209,000 $ (45,277) $ 163,723 Technology 4.3 1,500 (438) 1,062 Indefinite-lived intangible assets: Trade name - Mobile Mini 164,000 — 164,000 Trade name - WillScot 125,000 — 125,000 Total intangible assets other than goodwill $ 499,500 $ (45,715) $ 453,785 December 31, 2021 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated amortization Net book value Intangible assets subject to amortization: Mobile Mini customer relationships 6.6 $ 209,000 $ (38,447) $ 170,553 Technology 4.5 1,500 (375) 1,125 Indefinite-lived intangible assets: Trade name - Mobile Mini 164,000 — 164,000 Trade name - WillScot 125,000 — 125,000 Total intangible assets other than goodwill $ 499,500 $ (38,822) $ 460,678 |
Schedule of Finite-Lived Intangible Assets | Intangible assets other than goodwill at the respective balance sheet dates consisted of the following: March 31, 2022 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated amortization Net book value Intangible assets subject to amortization: Mobile Mini customer relationships 6.4 $ 209,000 $ (45,277) $ 163,723 Technology 4.3 1,500 (438) 1,062 Indefinite-lived intangible assets: Trade name - Mobile Mini 164,000 — 164,000 Trade name - WillScot 125,000 — 125,000 Total intangible assets other than goodwill $ 499,500 $ (45,715) $ 453,785 December 31, 2021 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated amortization Net book value Intangible assets subject to amortization: Mobile Mini customer relationships 6.6 $ 209,000 $ (38,447) $ 170,553 Technology 4.5 1,500 (375) 1,125 Indefinite-lived intangible assets: Trade name - Mobile Mini 164,000 — 164,000 Trade name - WillScot 125,000 — 125,000 Total intangible assets other than goodwill $ 499,500 $ (38,822) $ 460,678 |
Schedule of Future Amortization of Intangible Assets | Based on the carrying value at March 31, 2022, future amortization of intangible assets is expected to be as follows for the years ended December 31: (in thousands) 2022 (remaining) $ 19,812 2023 26,416 2024 26,416 2025 26,416 2026 25,432 Thereafter 40,293 Total $ 164,785 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The carrying value of debt outstanding at the respective balance sheet dates consisted of the following: (in thousands, except rates) Interest rate Year of maturity March 31, 2022 December 31, 2021 2025 Secured Notes 6.125% 2025 $ 518,662 $ 518,117 ABL Facility (a) Varies 2025 1,708,549 1,612,783 2028 Secured Notes 4.625% 2028 492,730 492,490 Finance Leases Varies Varies 90,693 89,050 Total debt 2,810,634 2,712,440 Less: current portion of long-term debt 19,792 18,121 Total long-term debt $ 2,790,842 $ 2,694,319 (a) As of both March 31, 2022 and December 31, 2021, the Company had no outstanding principal borrowings on the Multicurrency Facility (defined below) and $5.7 million and $6.2 million, respectively, of related debt issuance costs. No related debt issuance costs were recorded as a direct offset against the principal borrowings on the Multicurrency Facility, and the $5.7 million and $6.2 million in excess of principal was included in other non-current assets on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021, respectively. |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive income (loss) ("AOCI"), net of tax, for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 (in thousands) Foreign currency translation Unrealized losses on hedging activities Total Balance at December 31, 2021 $ (25,574) $ (3,497) $ (29,071) Other comprehensive loss before reclassifications (4,074) (569) (4,643) Reclassifications from AOCI to income — 2,890 2,890 Balance at March 31, 2022 $ (29,648) $ (1,176) $ (30,824) Three Months Ended March 31, 2021 (in thousands) Foreign currency translation Unrealized losses on hedging activities Total Balance at December 31, 2020 $ (24,694) $ (12,513) $ (37,207) Other comprehensive loss before reclassifications 5,034 (760) 4,274 Reclassifications from AOCI to income — 2,937 2,937 Balance at March 31, 2021 $ (19,660) $ (10,336) $ (29,996) |
Fair Value Measures (Tables)
Fair Value Measures (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Carrying Amounts and Fair Values of Financial Assets and Liabilities | The following table shows the carrying amounts and fair values of financial liabilities which are disclosed, but not measured, at fair value, including their levels in the fair value hierarchy: March 31, 2022 December 31, 2021 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 ABL Facility $ 1,708,549 $ — $ 1,738,000 $ — $ 1,612,783 $ — $ 1,644,500 $ — 2025 Secured Notes 518,662 — 537,593 — 518,117 — 551,835 — 2028 Secured Notes 492,730 — 488,880 — 492,490 — 515,635 — Total $ 2,719,941 $ — $ 2,764,473 $ — $ 2,623,390 $ — $ 2,711,970 $ — |
Changes in Level 3 Liabilities Measured at Fair Value | The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2021: (in thousands) 2015 Private Warrants Balance - December 31, 2020 $ 77,404 Measurement adjustment 27,056 Repurchases (4,679) Balance - March 31, 2021 $ 99,781 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Restricted Stock Awards | The following table summarizes the Company's RSA activity : 2022 2021 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Balance December 31, 36,176 $ 29.30 57,448 $ 11.75 Balance March 31, 36,176 $ 29.30 57,448 $ 11.75 |
Restricted Stock Units | The following table summarizes the Company's Time-Based RSU activity : 2022 2021 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Balance December 31, 997,451 $ 18.54 1,325,862 $ 13.46 Granted 357,639 $ 35.53 405,505 $ 27.20 Forfeited (9,299) $ 27.20 (33,238) $ 13.62 Vested (420,184) $ 16.21 (344,300) $ 13.31 Balance March 31, 925,607 $ 26.08 1,353,829 $ 17.61 The following table summarizes the Company's Performance-Based RSU award activity : 2022 2021 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Balance December 31, 1,536,394 $ 26.34 593,388 $ 14.88 Granted 745,079 $ 42.34 397,981 $ 39.10 Forfeited (5,046) $ 39.10 (10,886) $ 14.70 Vested (267,964) $ 13.22 — $ — Balance March 31, 2,008,463 $ 33.99 980,483 $ 24.70 |
Stock Option Awards | The following tables summarize the Company's stock option activity : WillScot Options Weighted-Average Exercise Price per Share Converted Weighted-Average Exercise Price per Share Balance December 31 , 2021 534,188 $ 13.60 1,527,643 $ 14.66 Exercised — $ — (227,258) $ 14.58 Balance March 31, 2022 534,188 $ 13.60 1,300,385 $ 14.67 Fully vested and exercisable options, March 31, 2022 534,188 $ 13.60 1,300,385 $ 14.67 WillScot Options Weighted-Average Exercise Price per Share Converted Mobile Mini Options Weighted-Average Exercise Price per Share Balance December 31, 2020 534,188 $ 13.60 2,031,455 $ 14.78 Forfeited — $ — (6,240) $ 12.19 Exercised — $ — (346,247) $ 15.89 Balance March 31, 2021 534,188 $ 13.60 1,678,968 $ 14.57 Fully vested and exercisable options, March 31, 2021 400,641 $ 13.60 1,678,968 $ — |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Instruments Designated as Hedges in the Consolidated Balance Sheet | The location and the fair value of derivative instruments designated as hedges, at the respective balance sheet dates, were as follows: (in thousands) Balance Sheet Account March 31, 2022 December 31, 2021 Cash Flow Hedges: Interest rate swap Accrued expenses $ 2,105 $ 5,259 |
Schedule of Impact of Interest Rate Swap on Other Comprehensive Income, AOCI and Statement of Operations | The following table discloses the impact of the interest rate swap, excluding the impact of income taxes, on other comprehensive income (“OCI”), AOCI and the Company’s combined consolidated statements of operations for the three months ended March 31,: (in thousands) 2022 2021 Gain recognized in OCI $ 3,098 $ 2,844 Location of gain recognized in income Interest expense, net Interest expense, net Loss reclassified from AOCI into income (effective portion) $ 2,890 $ 2,937 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following tables set forth certain information regarding each of the Company’s reportable segments fo r the three months ended March 31, 2022 and 2021, respectively. Three Months Ended March 31, 2022 (in thousands) NA Modular NA Storage UK Storage Tank and Pump Unallocated Costs Total Revenues: Leasing and services revenue: Leasing $ 232,978 $ 118,581 $ 20,571 $ 21,062 $ 393,192 Delivery and installation 55,634 29,904 6,467 8,326 100,331 Sales revenue: New units 4,845 942 128 682 6,597 Rental units 6,229 2,057 274 214 8,774 Total revenues 299,686 151,484 27,440 30,284 508,894 Costs: Cost of leasing and services: Leasing 63,989 16,346 4,237 4,306 88,878 Delivery and installation 49,054 21,526 3,923 7,012 81,515 Cost of sales: New units 3,257 498 64 507 4,326 Rental units 3,538 1,353 157 96 5,144 Depreciation of rental equipment 50,917 6,631 1,138 3,530 62,216 Gross profit $ 128,931 $ 105,130 $ 17,921 $ 14,833 $ 266,815 Other selected data: Adjusted EBITDA $ 103,948 $ 63,825 $ 12,544 $ 11,506 $ — $ 191,823 Selling, general and administrative expense $ 77,520 $ 47,938 $ 6,514 $ 6,857 $ 11,381 $ 150,210 Purchases of rental equipment and refurbishments $ 57,577 $ 20,171 $ 9,615 $ 7,873 $ — $ 95,236 Three Months Ended March 31, 2021 (in thousands) NA Modular NA Storage UK Storage Tank and Pump Unallocated Costs Total Revenues: Leasing and services revenue: Leasing $ 199,608 $ 80,351 $ 18,721 $ 16,982 $ 315,662 Delivery and installation 48,680 21,365 6,750 6,709 83,504 Sales revenue: New units 7,460 2,184 871 440 10,955 Rental units 10,476 3,848 665 213 15,202 Total revenues 266,224 107,748 27,007 24,344 425,323 Costs: Cost of leasing and services: Leasing 51,075 10,733 4,296 3,791 69,895 Delivery and installation 44,705 15,740 4,091 5,600 70,136 Cost of sales: New units 4,874 1,341 589 305 7,109 Rental units 5,848 2,522 624 111 9,105 Depreciation of rental equipment 46,720 4,793 914 3,271 55,698 Gross profit $ 113,002 $ 72,619 $ 16,493 $ 11,266 $ 213,380 Other selected data: Adjusted EBITDA $ 97,371 $ 46,322 $ 11,064 $ 8,828 $ — $ 163,585 Selling, general and administrative expense $ 62,350 $ 31,089 $ 6,343 $ 5,710 $ 11,837 $ 117,329 Purchases of rental equipment and refurbishments $ 39,135 $ 3,472 $ 6,770 $ 3,158 $ — $ 52,535 |
Reconciliation of Company’s Net Income from Operations to Adjusted EBITDA | The following table presents a reconciliation of the Company’s Net income to Adjusted EBITDA for the three months ended March 31, 2022 and 2021, respectively: Three Months Ended March 31, (in thousands) 2022 2021 Net income $ 51,171 $ 4,447 Income tax expense 15,748 10,481 Loss on extinguishment of debt — 3,185 Fair value loss on common stock warrant liabilities — 27,207 Interest expense 30,990 29,964 Depreciation and amortization 81,820 74,022 Currency losses, net 138 36 Restructuring costs, lease impairment expense and other related charges 263 4,395 Transaction costs 20 844 Integration costs 4,087 7,342 Stock compensation expense 6,395 3,514 Other 1,191 (1,852) Adjusted EBITDA $ 191,823 $ 163,585 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | The following table reconciles the weighted average shares outstanding for the basic calculation to the weighted average shares outstanding for the diluted calculation: Three Months Ended March 31 (in thousands) 2022 2021 Weighted average Common Shares outstanding - basic 223,491 228,293 Dilutive effect of shares outstanding Warrants 1,889 3,927 RSAs 27 51 Time-based RSUs 483 645 Performance-based RSUs 1,819 737 Stock Options 1,246 1,067 Weighted average Common Shares outstanding - dilutive 228,956 234,720 |
Related Parties (Tables)
Related Parties (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transaction, Due From (To) Related Party | Related party balances included in the Company’s condensed consolidated balance sheets at March 31, 2022 and December 31, 2021, consisted of the following: (in thousands) Financial Statement Line Item March 31, 2022 December 31, 2021 Receivables due from affiliates Trade receivables, net of allowances for credit losses $ 50 $ 10 Amounts due to affiliates Accrued expenses (111) (49) Total related party liabilities, net $ (61) $ (39) |
Schedule of Related Party Transaction, Income (Expenses) from Related Party | Related party transactions included in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021, respectively, consisted of the following: Three Months Ended (in thousands) Financial Statement Line Item 2022 2021 Leasing revenue from related parties Leasing revenue $ 212 $ 106 Consulting expense to related party (a) SG&A expense (138) (1,901) Total related party expense, net $ 74 $ (1,795) (a) Two of the Company's directors also serve on the Board of Directors of a consulting firm from which the Company incurs professional fees. |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Mar. 18, 2022blastResistantModularUnit | |
Business Acquisition [Line Items] | |||
Integration costs | $ 4,087 | $ 7,342 | |
Mobile Mini Inc and Asset Acquisitions | |||
Business Acquisition [Line Items] | |||
Integration costs | $ 4,100 | $ 7,300 | |
Modular Unit | Series of Individually Immaterial Asset Acquisitions | |||
Business Acquisition [Line Items] | |||
Number of units in real estate property acquired | blastResistantModularUnit | 400 |
Revenue - Revenue Disaggregatio
Revenue - Revenue Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 508,894 | $ 425,323 |
Leasing revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 393,192 | 315,662 |
Modular space leasing revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 199,078 | 169,952 |
Portable storage leasing revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 77,988 | 54,613 |
Tank and pump leasing revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 19,230 | 15,760 |
VAPS and third party leasing revenues | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 80,926 | 62,426 |
Other leasing-related revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 15,970 | 12,911 |
Total leasing and services revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 493,523 | 399,166 |
Delivery and installation revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 100,331 | 83,504 |
New unit sales revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 6,597 | 10,955 |
Rental unit sales revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 8,774 | 15,202 |
VAPS service | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 7,500 | 6,200 |
US | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 451,968 | 371,269 |
Canada | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 25,273 | 23,584 |
Mexico | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 4,214 | 3,463 |
UK | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 27,439 | $ 27,007 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Recognition of previously deferred revenue for removal services for lease transactions and advance billings for sale transactions | $ 20.3 | ||
Deferred revenue for removal services for lease transactions and advance billings for sale transactions | $ 84.4 | $ 79.4 | |
Modular Leasing | Revenues | Revenue Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk percentage | 76.00% | 73.00% |
Revenue - Rollforward of Accoun
Revenue - Rollforward of Accounts and Notes Receivable, Allowance (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | $ 47,629 | $ 29,258 |
Provision for credit losses, net of recoveries | 8,601 | 8,516 |
Write-offs | (7,010) | (5,813) |
Foreign currency translation and other | 38 | (331) |
Balance at end of period | $ 49,258 | $ 31,630 |
Leases - Lease Maturity (Detail
Leases - Lease Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Operating | ||
2022 (remaining) | $ 48,135 | |
2023 | 55,336 | |
2024 | 46,826 | |
2025 | 39,301 | |
2026 | 28,736 | |
Thereafter | 63,915 | |
Total lease payments | 282,249 | |
Less: interest | (40,673) | |
Present value of lease liabilities | 241,576 | |
Finance | ||
2022 (remaining) | 16,756 | |
2023 | 18,638 | |
2024 | 15,717 | |
2025 | 15,825 | |
2026 | 13,815 | |
Thereafter | 17,416 | |
Total lease payments | 98,167 | |
Less: interest | (7,474) | |
Present value of lease liabilities | $ 90,693 | $ 89,050 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of long-term debt | Current portion of long-term debt |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Total long-term debt | Total long-term debt |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Finance Lease Expense | ||
Amortization of finance lease assets | $ 5,224 | $ 4,378 |
Interest on obligations under finance leases | 654 | 547 |
Total finance lease expense | 5,878 | 4,925 |
Operating Lease Expense | ||
Total operating lease expense | 30,590 | 26,921 |
Cost of leasing and services | ||
Operating Lease Expense | ||
Fixed lease expense | 825 | 1,106 |
Short-term lease expense | 9,042 | 6,379 |
Variable lease expense | 1,287 | 1,802 |
Selling, general and administrative | ||
Operating Lease Expense | ||
Fixed lease expense | 16,289 | 14,472 |
Short-term lease expense | 715 | 552 |
Variable lease expense | 2,169 | 1,838 |
Lease impairment expense and other related charges | ||
Operating Lease Expense | ||
Fixed lease expense | 213 | 596 |
Variable lease expense | $ 50 | $ 176 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Lease impairment expense and other related charges | $ 263 | $ 1,253 |
Impairment charges and loss on lease exit | 500 | |
Closed location rent expense | $ 800 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash paid for the amounts included in the measurement of lease liabilities: | ||
Operating cash outflows from operating leases | $ 17,334 | $ 16,458 |
Operating cash outflows from finance leases | 636 | 549 |
Financing cash outflows from finance leases | 5,263 | 3,771 |
Right of use assets obtained in exchange for lease obligations | 8,810 | 10,878 |
Assets obtained in exchange for finance leases | $ 7,011 | $ 3,366 |
Leases - Lease Terms and Discou
Leases - Lease Terms and Discount Rates (Details) | Mar. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Weighted-average remaining lease term - operating leases | 6 years | 6 years 1 month 6 days |
Weighted-average discount rate - operating leases | 4.90% | 5.00% |
Weighted-average remaining lease term - finance leases | 4 years 6 months | 4 years 6 months |
Weighted-average discount rate - finance leases | 2.90% | 2.90% |
Inventories - Schedule of Mobil
Inventories - Schedule of Mobile Mini Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 32,600 | $ 26,854 |
Finished units | 7,285 | 5,885 |
Inventories | $ 39,885 | $ 32,739 |
Rental Equipment, net (Details)
Rental Equipment, net (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total rental equipment | $ 4,224,182 | $ 4,088,345 |
Less: accumulated depreciation | (1,060,098) | (1,007,364) |
Rental equipment, net | 3,164,084 | 3,080,981 |
Modular space units | ||
Property, Plant and Equipment [Line Items] | ||
Total rental equipment | 3,115,582 | 3,005,195 |
Portable storage units | ||
Property, Plant and Equipment [Line Items] | ||
Total rental equipment | 765,792 | 758,619 |
Tank and pump products | ||
Property, Plant and Equipment [Line Items] | ||
Total rental equipment | 163,814 | 156,112 |
Value added products | ||
Property, Plant and Equipment [Line Items] | ||
Total rental equipment | $ 178,994 | $ 168,419 |
Goodwill - Goodwill Activity (D
Goodwill - Goodwill Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | $ 1,178,806 | $ 1,171,219 |
Changes to Mobile Mini purchase accounting | 8,161 | |
Effects of movements in foreign exchange rates | (1,518) | (574) |
Goodwill, end of period | 1,177,288 | 1,178,806 |
NA Modular | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 521,049 | 235,828 |
Changes to Mobile Mini purchase accounting | 285,000 | |
Effects of movements in foreign exchange rates | 396 | 221 |
Goodwill, end of period | 521,445 | 521,049 |
NA Storage | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 492,552 | 726,529 |
Changes to Mobile Mini purchase accounting | (233,666) | |
Effects of movements in foreign exchange rates | (56) | (311) |
Goodwill, end of period | 492,496 | 492,552 |
UK Storage | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 65,098 | 65,600 |
Changes to Mobile Mini purchase accounting | 0 | |
Effects of movements in foreign exchange rates | (1,858) | (502) |
Goodwill, end of period | 63,240 | 65,098 |
Tank and Pump | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 100,107 | 143,262 |
Changes to Mobile Mini purchase accounting | (43,173) | |
Effects of movements in foreign exchange rates | 0 | 18 |
Goodwill, end of period | $ 100,107 | $ 100,107 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill impairment loss | $ 0 | $ 0 |
Intangibles - Schedule of Intan
Intangibles - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Intangible assets subject to amortization: | ||
Accumulated amortization | $ (45,715) | $ (38,822) |
Net book value | 164,785 | |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Gross carrying amount | 499,500 | 499,500 |
Accumulated amortization | (45,715) | (38,822) |
Net book value | 453,785 | 460,678 |
Trade name - Mobile Mini | ||
Indefinite-lived intangible assets: | ||
Indefinite-lived intangible assets | 164,000 | 164,000 |
Trade name - WillScot | ||
Indefinite-lived intangible assets: | ||
Indefinite-lived intangible assets | $ 125,000 | $ 125,000 |
Mobile Mini customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (in years) | 6 years 4 months 24 days | 6 years 7 months 6 days |
Intangible assets subject to amortization: | ||
Gross carrying amount | $ 209,000 | $ 209,000 |
Accumulated amortization | (45,277) | (38,447) |
Net book value | 163,723 | 170,553 |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Accumulated amortization | $ (45,277) | $ (38,447) |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining life (in years) | 4 years 3 months 18 days | 4 years 6 months |
Intangible assets subject to amortization: | ||
Gross carrying amount | $ 1,500 | $ 1,500 |
Accumulated amortization | (438) | (375) |
Net book value | 1,062 | 1,125 |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Accumulated amortization | $ (438) | $ (375) |
Intangibles - Narrative (Detail
Intangibles - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Mobile Mini, Inc. | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense for intangible assets | $ 6.6 | $ 7 |
Intangibles - Future Amortizati
Intangibles - Future Amortization (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 (remaining) | $ 19,812 |
2023 | 26,416 |
2024 | 26,416 |
2025 | 26,416 |
2026 | 25,432 |
Thereafter | 40,293 |
Net book value | $ 164,785 |
Debt - Carrying Value of Debt O
Debt - Carrying Value of Debt Outstanding (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Finance Leases | $ 90,693,000 | $ 89,050,000 |
Total debt | 2,810,634,000 | 2,712,440,000 |
Less: current portion of long-term debt | 19,792,000 | 18,121,000 |
Total long-term debt | $ 2,790,842,000 | 2,694,319,000 |
Senior Notes | 2025 Secured Notes | ||
Debt Instrument [Line Items] | ||
Interest rate | 6.125% | |
Long-term debt | $ 518,662,000 | 518,117,000 |
Unamortized debt issuance costs | $ 7,800,000 | 8,400,000 |
Senior Notes | 2028 Secured Notes | ||
Debt Instrument [Line Items] | ||
Interest rate | 4.625% | |
Long-term debt | $ 492,730,000 | 492,490,000 |
Unamortized debt issuance costs | 7,300,000 | 7,500,000 |
Line of Credit | ABL Facility - Multicurrency Facility | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,708,549,000 | 1,612,783,000 |
Outstanding principal | 0 | 0 |
Unamortized debt issuance costs | $ 5,700,000 | $ 6,200,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Jul. 01, 2020 | |
Debt Instrument [Line Items] | ||||
Finance Leases | $ 90,693,000 | $ 90,693,000 | $ 89,050,000 | |
ABL Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Unamortized debt issuance costs | 29,500,000 | 29,500,000 | 31,700,000 | |
Revolving Credit Facility | ABL Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate availability | $ 2,400,000,000 | $ 2,400,000,000 | $ 2,400,000,000 | |
Weighted average interest rate for borrowings | 2.54% | 2.54% | ||
Available borrowing capacity | $ 646,900,000 | $ 646,900,000 | ||
Letters of credit amount outstanding | 15,100,000 | 15,100,000 | ||
Outstanding principal | 1,700,000,000 | 1,700,000,000 | ||
Unamortized debt issuance costs | $ 29,500,000 | $ 29,500,000 | ||
Revolving Credit Facility | ABL Facility | Line of Credit | Interest rate swap | ||||
Debt Instrument [Line Items] | ||||
Weighted average interest rate for borrowings after interest rate derivatives | 3.16% | 3.16% | ||
Revolving Credit Facility | ABL Facility | Line of Credit | United States of America, Dollars | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.125% | |||
Revolving Credit Facility | ABL Facility | Line of Credit | United States of America, Dollars | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.125% | |||
Revolving Credit Facility | ABL Facility | Line of Credit | Canada, Dollars | BA Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.125% | |||
Revolving Credit Facility | ABL Facility | Line of Credit | Canada, Dollars | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.125% | |||
Revolving Credit Facility | ABL Facility | Line of Credit | Euro Member Countries, Euro | Euro Interbank Offered Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.125% | |||
Revolving Credit Facility | ABL Facility | Line of Credit | United Kingdom, Pounds | Sterling Overnight Index Average | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.125% | |||
Revolving Credit Facility | 2020 ABL Facility - US Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate availability | 2,000,000,000 | |||
Available borrowing capacity | $ 246,900,000 | $ 246,900,000 | ||
Revolving Credit Facility | ABL Facility - Multicurrency Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate availability | $ 400,000,000 | |||
Available borrowing capacity | 400,000,000 | 400,000,000 | ||
Outstanding principal | 0 | 0 | 0 | |
Unamortized debt issuance costs | 5,700,000 | 5,700,000 | $ 6,200,000 | |
Letter of Credit | ABL Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate availability | 204,900,000 | $ 204,900,000 | ||
Fee on unused borrowings | 2.25% | |||
Swingline Loans | ABL Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum aggregate availability | $ 170,000,000 | $ 170,000,000 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Subsidiary, Sale of Stock [Line Items] | ||
Issuance of common stock from the exercise of options and warrants (in shares) | 1,298,799 | |
Authorized share repurchase program | $ 1,000,000,000 | |
Shares repurchased (in shares) | 2,070,054 | |
Shares repurchased | $ 77,400,000 | |
Remaining authorized share repurchase program | 879,300,000 | |
Reclassifications from AOCI to income | 2,890,000 | $ 2,937,000 |
Unrealized losses on hedging activities | ||
Subsidiary, Sale of Stock [Line Items] | ||
Reclassifications from AOCI to income | 2,890,000 | 2,937,000 |
Interest rate swap | Unrealized losses on hedging activities | ||
Subsidiary, Sale of Stock [Line Items] | ||
Reclassifications from AOCI to income | 2,900,000 | 2,900,000 |
Reclassifications to consolidated statement of operations, tax expense | $ 700,000 | $ 700,000 |
Equity - Accumulated Other Comp
Equity - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive loss before reclassifications | $ (4,643) | $ 4,274 |
Reclassifications from AOCI to income | 2,890 | 2,937 |
Total | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (29,071) | (37,207) |
Ending Balance | (30,824) | (29,996) |
Foreign currency translation | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (25,574) | (24,694) |
Other comprehensive loss before reclassifications | (4,074) | 5,034 |
Reclassifications from AOCI to income | 0 | 0 |
Ending Balance | (29,648) | (19,660) |
Unrealized losses on hedging activities | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (3,497) | (12,513) |
Other comprehensive loss before reclassifications | (569) | (760) |
Reclassifications from AOCI to income | 2,890 | 2,937 |
Ending Balance | $ (1,176) | $ (10,336) |
Warrants (Details)
Warrants (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 15, 2018 | Mar. 31, 2022 | Mar. 31, 2021 | Jul. 01, 2020 | Dec. 31, 2015 |
2015 Public Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants outstanding (in shares) | 0 | ||||
Number of shares which can be exchanged per warrant (in shares) | 0.5 | ||||
2015 Private Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants outstanding (in shares) | 0 | ||||
Warrants repurchased and canceled (in shares) | 630,000 | ||||
Warrants repurchased and canceled | $ 4.8 | ||||
Number of shares which can be exchanged per warrant (in shares) | 0.5 | ||||
2018 Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants outstanding (in shares) | 3,137,762 | ||||
Warrants repurchased and canceled (in shares) | 11,032 | ||||
Warrants repurchased and canceled | $ 0.2 | ||||
Number of shares which can be exchanged per warrant (in shares) | 1 | ||||
Warrants exercise price (in USD per share) | $ 15.50 | ||||
Warrants exercised (in shares) | 929,379 | ||||
Receipts from issuance of Common Stock from the exercise of options (in shares) | 573,483 | ||||
2018 Warrants | Modular Space Holdings Inc. | Warrant | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued from acquisition (in shares) | 10,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 15,748 | $ 10,481 |
Effective tax rate | 23.50% | 70.20% |
Fair Value Measures - Carrying
Fair Value Measures - Carrying Amounts and Fair Values of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total | $ 2,719,941 | $ 2,623,390 |
Fair Value | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total | 0 | 0 |
Fair Value | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total | 2,764,473 | 2,711,970 |
Fair Value | Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total | 0 | 0 |
ABL Facility | Line of Credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unamortized debt issuance costs | 29,500 | 31,700 |
ABL Facility | Carrying Amount | Line of Credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 1,708,549 | 1,612,783 |
ABL Facility | Fair Value | Level 1 | Line of Credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 0 | 0 |
ABL Facility | Fair Value | Level 2 | Line of Credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 1,738,000 | 1,644,500 |
ABL Facility | Fair Value | Level 3 | Line of Credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 0 | 0 |
2025 Secured Notes | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unamortized debt issuance costs | 7,800 | 8,400 |
2025 Secured Notes | Carrying Amount | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 518,662 | 518,117 |
2025 Secured Notes | Fair Value | Level 1 | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 0 | 0 |
2025 Secured Notes | Fair Value | Level 2 | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 537,593 | 551,835 |
2025 Secured Notes | Fair Value | Level 3 | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 0 | 0 |
2028 Secured Notes | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unamortized debt issuance costs | 7,300 | 7,500 |
2028 Secured Notes | Carrying Amount | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 492,730 | 492,490 |
2028 Secured Notes | Fair Value | Level 1 | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 0 | 0 |
2028 Secured Notes | Fair Value | Level 2 | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 488,880 | 515,635 |
2028 Secured Notes | Fair Value | Level 3 | Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | $ 0 | $ 0 |
Fair Value Measures - Changes i
Fair Value Measures - Changes in Level 3 Liabilities Measured at Fair Value (Details) - 2015 Private Warrants $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance - December 31, 2020 | $ 77,404 |
Measurement adjustment | 27,056 |
Repurchases | (4,679) |
Balance - March 31, 2021 | $ 99,781 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Award Activity (Details) - Restricted Stock Awards - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 |
Number of Shares | |||
Beginning balance (in shares) | 36,176 | 57,448 | 57,448 |
Ending balance (in shares) | 36,176 | 36,176 | 57,448 |
Weighted-Average Grant Date Fair Value | |||
Beginning balance (in USD per share) | $ 29.30 | $ 11.75 | $ 11.75 |
Ending balance (in USD per share) | $ 29.30 | $ 29.30 | $ 11.75 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense | $ 6,395 | $ 3,514 |
Restricted Stock Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense | 300 | 200 |
Unrecognized compensation expense for awards | $ 200 | |
Unrecognized compensation expense, period for recognition | 2 months 12 days | |
Time-Based Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense | $ 2,200 | 2,100 |
Unrecognized compensation expense for awards | $ 22,100 | |
Unrecognized compensation expense, period for recognition | 2 years 10 months 24 days | |
Performance-Based Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense | $ 3,800 | 1,000 |
Unrecognized compensation expense for awards | $ 55,100 | |
Unrecognized compensation expense, period for recognition | 2 years 9 months 18 days | |
Performance-Based Restricted Stock Units | Awards Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
TSR payout percentage, minimum | 0.00% | |
TSR payout percentage, maximum | 200.00% | |
TSR payout percentage, target | 100.00% | |
TSR, target | 50.00% | |
TSR, minimum | 25.00% | |
TSR, maximum | 85.00% | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense | $ 200 | $ 200 |
Stock-Based Compensation - Time
Stock-Based Compensation - Time-Based RSUs (Details) - Time-Based Restricted Stock Units - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Number of Shares | ||
Beginning balance (in shares) | 997,451 | 1,325,862 |
Granted (in shares) | 357,639 | 405,505 |
Forfeited (in shares) | (9,299) | (33,238) |
Vested (in shares) | (420,184) | (344,300) |
Ending balance (in shares) | 925,607 | 1,353,829 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in USD per share) | $ 18.54 | $ 13.46 |
Granted (in USD per share) | 35.53 | 27.20 |
Forfeited (in USD per share) | 27.20 | 13.62 |
Vested (in USD per share) | 16.21 | 13.31 |
Ending balance (in USD per share) | $ 26.08 | $ 17.61 |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Based PSUs (Details) - Performance-Based Restricted Stock Units - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Number of Shares | ||
Beginning balance (in shares) | 1,536,394 | 593,388 |
Granted (in shares) | 745,079 | 397,981 |
Forfeited (in shares) | (5,046) | (10,886) |
Vested (in shares) | (267,964) | 0 |
Ending balance (in shares) | 2,008,463 | 980,483 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in USD per share) | $ 26.34 | $ 14.88 |
Granted (in USD per share) | 42.34 | 39.10 |
Forfeited (in USD per share) | 39.10 | 14.70 |
Vested (in USD per share) | 13.22 | 0 |
Ending balance (in USD per share) | $ 33.99 | $ 24.70 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
WillScot Options | ||
Options | ||
Beginning balance (in shares) | 534,188 | 534,188 |
Forfeited (in shares) | 0 | |
Exercised (in shares) | 0 | 0 |
Ending balance (in shares) | 534,188 | 534,188 |
Weighted-Average Exercise Price per Share | ||
Beginning balance (in USD per share) | $ 13.60 | $ 13.60 |
Forfeited (in USD per share) | 0 | |
Exercised (in USD per share) | 0 | 0 |
Ending balance (in USD per share) | $ 13.60 | $ 13.60 |
Vested and exercisable stock options (in shares) | 534,188 | 400,641 |
Vested and exercisable stock options, weighted-average exercise price per share (in USD per share) | $ 13.60 | $ 13.60 |
Converted Mobile Mini Options | ||
Options | ||
Beginning balance (in shares) | 1,527,643 | 2,031,455 |
Forfeited (in shares) | (6,240) | |
Exercised (in shares) | (227,258) | (346,247) |
Ending balance (in shares) | 1,300,385 | 1,678,968 |
Weighted-Average Exercise Price per Share | ||
Beginning balance (in USD per share) | $ 14.66 | $ 14.78 |
Forfeited (in USD per share) | 12.19 | |
Exercised (in USD per share) | 14.58 | 15.89 |
Ending balance (in USD per share) | $ 14.67 | $ 14.57 |
Vested and exercisable stock options (in shares) | 1,300,385 | 1,678,968 |
Vested and exercisable stock options, weighted-average exercise price per share (in USD per share) | $ 14.67 | $ 0 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) - Interest rate swap - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | Nov. 06, 2018 |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Notational amount | $ 400,000,000 | ||
Fixed rate | 3.06% | ||
Receive rate | 0.39% | 0.11% |
Derivatives - Location and Fair
Derivatives - Location and Fair Value of Derivative Instruments Designated as Hedges in the Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Interest rate swap | ||
Derivative [Line Items] | ||
Accrued expenses | $ 2,105 | $ 5,259 |
Derivative - Impact of Interest
Derivative - Impact of Interest Rate Swap (Details) - Interest rate swap - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain recognized in OCI | $ 3,098 | $ 2,844 |
Interest expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Loss reclassified from AOCI into income (effective portion) | $ 2,890 | $ 2,937 |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)segment | Mar. 31, 2021USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of reportable segments | segment | 4 | |
Stock compensation expense | $ 6,395 | $ 3,514 |
Transition, Separation And Release Agreement | ||
Segment Reporting Information [Line Items] | ||
Stock compensation expense | $ 1,400 |
Segment Reporting - Segment Rep
Segment Reporting - Segment Reporting and Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues: | ||
Leasing | $ 393,192 | $ 315,662 |
Total revenues | 508,894 | 425,323 |
Costs: | ||
Leasing | 88,878 | 69,895 |
Depreciation of rental equipment | 62,216 | 55,698 |
Gross profit | 266,815 | 213,380 |
Other selected data: | ||
Adjusted EBITDA | 191,823 | 163,585 |
Selling, general and administrative expense | 150,210 | 117,329 |
Purchases of rental equipment and refurbishments | 95,236 | 52,535 |
Delivery and installation | ||
Revenues: | ||
Revenues | 100,331 | 83,504 |
Costs: | ||
Cost of sales | 81,515 | 70,136 |
New units | ||
Revenues: | ||
Revenues | 6,597 | 10,955 |
Total revenues | 6,597 | 10,955 |
Costs: | ||
Cost of sales | 4,326 | 7,109 |
Rental units | ||
Revenues: | ||
Revenues | 8,774 | 15,202 |
Total revenues | 8,774 | 15,202 |
Costs: | ||
Cost of sales | 5,144 | 9,105 |
Unallocated Costs | ||
Other selected data: | ||
Adjusted EBITDA | 0 | 0 |
Selling, general and administrative expense | 11,381 | 11,837 |
Purchases of rental equipment and refurbishments | 0 | 0 |
NA Modular | Operating Segments | ||
Revenues: | ||
Leasing | 232,978 | 199,608 |
Total revenues | 299,686 | 266,224 |
Costs: | ||
Leasing | 63,989 | 51,075 |
Depreciation of rental equipment | 50,917 | 46,720 |
Gross profit | 128,931 | 113,002 |
Other selected data: | ||
Adjusted EBITDA | 103,948 | 97,371 |
Selling, general and administrative expense | 77,520 | 62,350 |
Purchases of rental equipment and refurbishments | 57,577 | 39,135 |
NA Modular | Operating Segments | Delivery and installation | ||
Revenues: | ||
Revenues | 55,634 | 48,680 |
Costs: | ||
Cost of sales | 49,054 | 44,705 |
NA Modular | Operating Segments | New units | ||
Revenues: | ||
Revenues | 4,845 | 7,460 |
Costs: | ||
Cost of sales | 3,257 | 4,874 |
NA Modular | Operating Segments | Rental units | ||
Revenues: | ||
Revenues | 6,229 | 10,476 |
Costs: | ||
Cost of sales | 3,538 | 5,848 |
NA Storage | Operating Segments | ||
Revenues: | ||
Leasing | 118,581 | 80,351 |
Total revenues | 151,484 | 107,748 |
Costs: | ||
Leasing | 16,346 | 10,733 |
Depreciation of rental equipment | 6,631 | 4,793 |
Gross profit | 105,130 | 72,619 |
Other selected data: | ||
Adjusted EBITDA | 63,825 | 46,322 |
Selling, general and administrative expense | 47,938 | 31,089 |
Purchases of rental equipment and refurbishments | 20,171 | 3,472 |
NA Storage | Operating Segments | Delivery and installation | ||
Revenues: | ||
Revenues | 29,904 | 21,365 |
Costs: | ||
Cost of sales | 21,526 | 15,740 |
NA Storage | Operating Segments | New units | ||
Revenues: | ||
Revenues | 942 | 2,184 |
Costs: | ||
Cost of sales | 498 | 1,341 |
NA Storage | Operating Segments | Rental units | ||
Revenues: | ||
Revenues | 2,057 | 3,848 |
Costs: | ||
Cost of sales | 1,353 | 2,522 |
UK Storage | Operating Segments | ||
Revenues: | ||
Leasing | 20,571 | 18,721 |
Total revenues | 27,440 | 27,007 |
Costs: | ||
Leasing | 4,237 | 4,296 |
Depreciation of rental equipment | 1,138 | 914 |
Gross profit | 17,921 | 16,493 |
Other selected data: | ||
Adjusted EBITDA | 12,544 | 11,064 |
Selling, general and administrative expense | 6,514 | 6,343 |
Purchases of rental equipment and refurbishments | 9,615 | 6,770 |
UK Storage | Operating Segments | Delivery and installation | ||
Revenues: | ||
Revenues | 6,467 | 6,750 |
Costs: | ||
Cost of sales | 3,923 | 4,091 |
UK Storage | Operating Segments | New units | ||
Revenues: | ||
Revenues | 128 | 871 |
Costs: | ||
Cost of sales | 64 | 589 |
UK Storage | Operating Segments | Rental units | ||
Revenues: | ||
Revenues | 274 | 665 |
Costs: | ||
Cost of sales | 157 | 624 |
Tank and Pump | Operating Segments | ||
Revenues: | ||
Leasing | 21,062 | 16,982 |
Total revenues | 30,284 | 24,344 |
Costs: | ||
Leasing | 4,306 | 3,791 |
Depreciation of rental equipment | 3,530 | 3,271 |
Gross profit | 14,833 | 11,266 |
Other selected data: | ||
Adjusted EBITDA | 11,506 | 8,828 |
Selling, general and administrative expense | 6,857 | 5,710 |
Purchases of rental equipment and refurbishments | 7,873 | 3,158 |
Tank and Pump | Operating Segments | Delivery and installation | ||
Revenues: | ||
Revenues | 8,326 | 6,709 |
Costs: | ||
Cost of sales | 7,012 | 5,600 |
Tank and Pump | Operating Segments | New units | ||
Revenues: | ||
Revenues | 682 | 440 |
Costs: | ||
Cost of sales | 507 | 305 |
Tank and Pump | Operating Segments | Rental units | ||
Revenues: | ||
Revenues | 214 | 213 |
Costs: | ||
Cost of sales | $ 96 | $ 111 |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation of Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting [Abstract] | ||
Net income | $ 51,171 | $ 4,447 |
Income tax expense | 15,748 | 10,481 |
Loss on extinguishment of debt | 0 | 3,185 |
Fair value loss on common stock warrant liabilities | 0 | 27,207 |
Interest expense | 30,990 | 29,964 |
Depreciation and amortization | 81,820 | 74,022 |
Currency losses, net | 138 | 36 |
Restructuring costs, lease impairment expense and other related charges | 263 | 4,395 |
Transaction costs | 20 | 844 |
Integration costs | 4,087 | 7,342 |
Stock compensation expense | 6,395 | 3,514 |
Other | 1,191 | (1,852) |
Adjusted EBITDA | $ 191,823 | $ 163,585 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Weighted Average Shares Outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Weighted average Common Shares outstanding - basic (in shares) | 223,490,912 | 228,293,197 |
Warrants (in shares) | 1,889,000 | 3,927,000 |
Weighted average Common Shares outstanding - dilutive (in shares) | 228,955,504 | 234,720,295 |
RSAs | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Awards (in shares) | 27,000 | 51,000 |
Time-based RSUs | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Awards (in shares) | 483,000 | 645,000 |
Performance-based RSUs | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Awards (in shares) | 1,819,000 | 737,000 |
Stock Options | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Awards (in shares) | 1,246,000 | 1,067,000 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Performance-Based Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares) | 555,790 | |
Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares) | 3,513,763 |
Related Parties - Related Party
Related Parties - Related Party Balances Included in Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||
Total related party liabilities, net | $ (61) | $ (39) |
Trade receivables, net of allowances for credit losses | ||
Related Party Transaction [Line Items] | ||
Receivables due from affiliates | 50 | 10 |
Accrued expenses | ||
Related Party Transaction [Line Items] | ||
Amounts due to affiliates | $ (111) | $ (49) |
Related Parties - Related Par_2
Related Parties - Related Party Transactions in Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Related Party Transactions [Abstract] | ||
Leasing revenue from related parties | $ 212 | $ 106 |
Consulting expense to related party | (138) | (1,901) |
Total related party expense, net | $ 74 | $ (1,795) |
Related Parties - Narrative (De
Related Parties - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Affiliates | |
Related Party Transaction [Line Items] | |
Purchases from affiliates | $ 1.8 |