Mobile Mini (MINI) 8-K Mobile Mini Reports Q3’14 Results

Exhibit 99.1

FOR IMMEDIATE RELEASE

MOBILE MINI REPORTS Q3’14 RESULTS

Tempe, AZ – October 23, 2014 — Mobile Mini, Inc. (NASDAQ GS: MINI), the world’s leading supplier of portable storage solutions, today reported actual and adjusted financial results for the quarter ended September 30, 2014. Total revenues were $113.3 million and leasing revenues were $104.8 million, up from $105.0 million and $95.6 million, respectively, for the same period last year. The Company’s third quarter net income was $14.8 million, or $0.32 per diluted share, compared to net income of $14.3 million, or $0.31 per diluted share, respectively, for the third quarter of 2013. On an adjusted basis, third quarter net income was $15.2 million, or $0.33 per diluted share, compared to $13.1 million, or $0.28 per diluted share, respectively, for the third quarter of 2013.

Adjusted EBITDA was $44.4 million and adjusted EBITDA margin was 39.2% for the third quarter of 2014.

Third Quarter 2014 Highlights

• Grew leasing revenues 9.7% year-over-year.

• Drove third quarter sequential rental rates 1.5% higher than second quarter 2014 levels.

• Increased rental rates by 8.0% year-over-year, with new units delivered at an 11.5% higher rate than the previous year.

• Improved yield over the previous year by 11.5% to an all-time high of $719 per unit.

• Achieved an adjusted EBITDA margin of 39.2%, while continuing to invest in repairs and maintenance associated with increased deliveries and repositioning assets to high utilization markets, resulting in incremental expense of approximately $3 million, or 3% of revenues above more normalized levels.

• Adjusted diluted earnings per share was $0.33, up from $0.28 in the third quarter of 2013.

• Average fleet utilization was 67.9%, however, stronger year-over-year rental activations in September increased utilization to 71.0% at September 30, 2014.

• Delivered free cash flow of $31.1 million, the 27^th consecutive quarter of positive free cash flow.

• Repurchased $25.0 million of shares during the quarter.

• Acquired three portable storage businesses in the quarter.

Erik Olsson, Mobile Mini’s President and Chief Executive Officer, commented, “We continued to generate strong results in the third quarter with leasing revenues growing approximately 10% year-over-year. The sales reorganization that was implemented during the second quarter is largely behind us as evidenced by strong and growing activations and improved productivity as we moved through the third quarter. Our underlying adjusted EBITDA margin is already running in the 41-42% range excluding the incremental costs associated with the repair and repositioning of available units to high demand areas. We expect these costs to decline in 2015, and contribute to margin expansion next year.

Mr. Olsson added, “Earlier this year we said that 2014 was a year of change. I’m very pleased to say that our strategic plan is delivering the desired results and has us, in the short term, well along the path to achieving our stated 2014 goals of a year-over-year top-line growth rate and profitability exceeding that of 2013, resulting in higher free cash flow for the year. Longer term, we expect the enhancements we have made over the past year to our fleet and our sales organization to translate into continued strong growth and margin expansion.”

Mobile Mini, Inc. News Release	Page 2
October 23, 2014

Dividend

The Company’s regular quarterly cash dividend of $0.17 per share will be paid on December 3, 2014 to shareholders of record on November 12, 2014.

EBITDA, adjusted EBITDA, EBITDA margin, adjusted EBITDA margin, adjusted net income, adjusted diluted EPS, and free cash flow are non-GAAP financial measures as defined by Securities and Exchange Commission (“SEC”) rules. Reconciliations of these measurements to the most directly comparable GAAP financial measures can be found later in this release.

Conference Call

Mobile Mini will host a conference call today, Thursday, October 23, 2014, at 12 noon ET to review these results. To listen to the call live, dial (201) 493-6739 and ask for the Mobile Mini Conference Call or go to www.mobilemini.com and click on the Investors section. Additionally, a slide presentation that will accompany the call and the reconciliation of non-GAAP financial measures used in the slide show to the most directly comparable GAAP financial measures will be posted atwww.mobilemini.com on the Investors section and will be available in advance and after the call. Please go to the website 15 minutes early to download and install any necessary audio software. If you are unable to listen live, a replay of the call can be accessed for approximately 14 days after the call at Mobile Mini’s website.

Mobile Mini, Inc. is the world’s leading provider of portable storage solutions through its total lease fleet of approximately 214,000 portable storage containers and office units with 135 locations in the U.S., United Kingdom, and Canada. Mobile Mini is included on the Russell 2000^® and 3000^® Indexes and the S&P Small Cap Index.

This news release contains forward-looking statements, including, but not limited to, our expectations regarding our ability to execute our strategic plan, growth and profitability, financial performance, margin expansion, ability to enter new markets, and increased free cash flow, which involve risks and uncertainties that could cause actual results to differ materially from those currently anticipated. Risks and uncertainties that may affect future results include those that are described from time to time in the Company’s SEC filings. These forward-looking statements represent the judgment of the Company, as of the date of this release, and Mobile Mini disclaims any intent or obligation to update forward-looking statements.

CONTACT:	-OR-	INVESTOR RELATIONS COUNSEL:
Mark Funk, Executive VP &		The Equity Group Inc.
Chief Financial Officer		Fred Buonocore (212) 836-9607
Mobile Mini, Inc.		Linda Latman (212) 836-9609
(602) 308-3879 www.mobilemini.com

(See Accompanying Tables)

Mobile Mini, Inc. News Release	Page 3
October 23, 2014

Mobile Mini, Inc.

Condensed Consolidated Statements of Income

(Unaudited)

(in thousands except per share data)

(includes effects of rounding)

	Three Months Ended						Three Months Ended
	September 30,						September 30,
	2014			2014			2013			2013
	Actual			Adjusted (1)			Actual			Adjusted (1)
Revenues:
Leasing	$	104,798		$	104,798		$	95,559		$	95,559
Sales		7,913			7,913			8,913			8,913
Other		611			611			568			568
Total revenues		113,322			113,322			105,040			105,040
Costs and expenses:
Cost of sales		5,199			5,199			5,936			5,936
Leasing, selling and general expenses (2)		67,889			67,852			62,621			62,621
Restructuring expenses (3)		593			—			1,335			—
Asset impairment recovery, net (4)		—			—			(748	)		—
Depreciation and amortization		9,470			9,470			8,895			8,895
Total costs and expenses		83,151			82,521			78,039			77,452
Income from operations		30,171			30,801			27,001			27,588
Other income (expense):
Interest expense		(7,107	)		(7,107	)		(7,343	)		(7,343	)
Income from continuing operations before income tax provision		23,064			23,694			19,658			20,245
Income tax provision		8,244			8,484			5,326			7,191
Income from continuing operations		14,820			15,210			14,332			13,054
Loss from discontinued operation, net of tax (5)		—			—			(29	)		—
Net income	$	14,820		$	15,210		$	14,303		$	13,054
Earnings per share:
Basic:
Income from continuing operations	$	0.32		$	0.33		$	0.31		$	0.29
Loss from discontinued operation		—			—			—			—
Net Income	$	0.32		$	0.33		$	0.31		$	0.29
Diluted:
Income from continuing operations	$	0.32		$	0.33		$	0.31		$	0.28
Loss from discontinued operation		—			—			—			—
Net Income	$	0.32		$	0.33		$	0.31		$	0.28
Weighted average number of common and common share equivalents outstanding:
Basic		46,001			46,001			45,511			45,511
Diluted		46,675			46,675			46,162			46,162
EBITDA	$	39,641		$	44,427		$	35,896		$	41,127

(1) This column represents a non-GAAP presentation even though some individual line items presented, such as revenues, are identical under both GAAP and the adjusted presentations.

(2) In 2014, represents acquisition activity costs.

(3) Restructuring expenses represent costs relating primarily to the restructuring of our operations that are excluded in the adjusted presentation.

(4) In 2013, represents the gain upon completion of sale (offset by losses upon completion of sale) of certain assets that were written down to fair value in the second quarter of 2013 and is excluded in the adjusted presentation.

(5) Represents our Netherlands operation that was sold in December 2013 and reported as a discontinued operation.

Mobile Mini, Inc. News Release	Page 4
October 23, 2014

Mobile Mini, Inc.

Condensed Consolidated Statements of Income

(Unaudited)

(in thousands except per share data)

(includes effects of rounding)

	Nine Months Ended						Nine Months Ended
	September 30,						September 30,
	2014			2014			2013			2013
	Actual			Adjusted (1)			Actual			Adjusted (1)
Revenues:
Leasing	$	296,919		$	296,919		$	268,466		$	268,466
Sales		23,761			23,761			29,805			29,805
Other		1,579			1,579			1,416			1,416
Total revenues		322,259			322,259			299,687			299,687
Costs and expenses:
Cost of sales		16,131			16,131			19,941			19,941
Leasing, selling and general expenses (2)		204,394			204,318			172,758			172,758
Restructuring expenses (3)		2,909			—			2,053			—
Asset impairment charge, net (4)		557			—			39,489			—
Depreciation and amortization		27,920			27,920			26,439			26,439
Total costs and expenses		251,911			248,369			260,680			219,138
Income from operations		70,348			73,890			39,007			80,549
Other income (expense):
Interest expense		(21,191	)		(21,191	)		(22,317	)		(22,317	)
Foreign currency exchange		(1	)		(1	)		(1	)		(1	)
Income from continuing operations before income tax provision		49,156			52,698			16,689			58,231
Income tax provision		17,633			18,673			4,557			21,153
Income from continuing operations		31,523			34,025			12,132			37,078
Loss from discontinued operation, net of tax (5)		—			—			(168	)		—
Net income	$	31,523		$	34,025		$	11,964		$	37,078
Earnings per share:
Basic:
Income from continuing operations	$	0.68		$	0.74		$	0.26		$	0.82
Loss from discontinued operation		—			—			—			—
Net Income	$	0.68		$	0.74		$	0.26		$	0.82
Diluted:
Income from continuing operations	$	0.67		$	0.73		$	0.26		$	0.81
Loss from discontinued operation		—			—			—			—
Net Income	$	0.67		$	0.73		$	0.26		$	0.81
Weighted average number of common and common share equivalents outstanding:
Basic		46,128			46,128			45,394			45,394
Diluted		46,846			46,846			45,972			45,972
EBITDA	$	98,267		$	113,106		$	65,445		$	117,010

(1) This column represents a non-GAAP presentation even though some individual line items presented, such as revenues, are identical under both GAAP and the adjusted presentations.

(2) In 2014, represents acquisition activity costs.

(3) Restructuring expenses represent costs relating primarily to the restructuring of our operations that are excluded in the adjusted presentation.

(4) In 2014, represents the additional loss upon completion of sale (offset by gains upon completion of sale) of certain assets that were written down to fair value in the second quarter of 2013 and is excluded in the adjusted presentation.

In 2013, represents the impairment charge (offset by gains upon completion of sale) primarily for the write down on certain assets classified as held for sale and is excluded in the adjusted presentation.

(5) Represents our Netherlands operation that was sold in December 2013 and reported as a discontinued operation.

Mobile Mini, Inc. News Release	Page 5
October 23, 2014

Mobile Mini, Inc.

Condensed Consolidated Balance Sheets

(in thousands except par value data)

(includes effects of rounding)

	September 30, 2014			December 31, 2013
	(unaudited)			(audited)
ASSETS
Cash	$	1,612		$	1,256
Receivables, net		60,951			53,104
Inventories		17,584			18,744
Lease fleet, net		974,035			979,276
Property, plant and equipment, net		95,322			85,153
Assets held for sale		—			980
Deposits and prepaid expenses		7,108			6,116
Other assets and intangibles, net		11,900			13,523
Goodwill		525,623			519,222
Total assets	$	1,694,135		$	1,677,374
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Accounts payable	$	23,841		$	18,862
Accrued liabilities		61,936			65,308
Lines of credit		307,388			319,314
Obligations under capital leases		18,926			8,781
Senior Notes		200,000			200,000
Deferred income taxes		226,500			209,565
Total liabilities		838,591			821,830
Commitments and contingencies
Stockholders’ equity:
Preferred stock: $.01 par value, 20,000 shares authorized, none issued		—			—
Common stock: $.01 par value, 95,000 shares authorized, 48,926 issued and 46,081 outstanding at September 30, 2014 and 48,810 issued and 46,626 outstanding at December 31, 2013		489			488
Additional paid-in capital		564,531			550,387
Retained earnings		375,421			359,778
Accumulated other comprehensive loss		(19,761	)		(15,440	)
Treasury stock, at cost, 2,845 and 2,184 shares at September 30, 2014 and December 31, 2013, respectively		(65,136	)		(39,669	)
Total stockholders’ equity		855,544			855,544
Total liabilities and stockholders’ equity	$	1,694,135		$	1,677,374

Mobile Mini, Inc. News Release	Page 6
October 23, 2014

Mobile Mini, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(in thousands)

(includes effects of rounding)

	Nine Months Ended September 30,
	2014			2013
Cash Flows From Operating Activities:
Net income	$	31,523		$	11,964
Adjustments to reconcile net income to net cash provided by operating activities:
Asset impairment charge, net		557			38,953
Provision for doubtful accounts		2,057			1,288
Amortization of deferred financing costs		2,108			2,108
Amortization of long-term liabilities		124			128
Share-based compensation expense		11,573			10,769
Depreciation and amortization		27,920			26,586
Gain on sale of lease fleet units		(4,496	)		(7,698	)
Gain on disposal of property, plant and equipment		(181	)		(56	)
Deferred income taxes		17,333			4,249
Foreign currency transaction loss		1			1
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables		(9,883	)		(5,297	)
Inventories		1,125			(2,397	)
Deposits and prepaid expenses		(920	)		19
Other assets and intangibles		28			12
Accounts payable		5,106			2,768
Accrued liabilities		3,783			2,077
Net cash provided by operating activities		87,758			85,474
Cash Flows From Investing Activities:
Cash paid for businesses acquired		(20,014	)		—
Additions to lease fleet, excluding acquisitions		(16,310	)		(23,611	)
Proceeds from sale of lease fleet units		17,813			25,411
Additions to property, plant and equipment		(11,677	)		(10,651	)
Proceeds from sale of property, plant, and equipment		3,374			1,013
Net cash used in investing activities		(26,814	)		(7,838	)
Cash Flows From Financing Activities:
Net repayments under lines of credit		(11,926	)		(83,733	)
Principal payments on notes payable		—			(310	)
Principal payments on capital lease obligations		(1,346	)		(289	)
Issuance of common stock		2,572			6,467
Dividend payments		(23,583	)		—
Purchase of treasury stock		(25,467	)		—
Net cash used in financing activities		(59,750	)		(77,865	)
Effect of exchange rate changes on cash		(838	)		360
Net increase in cash		356			131
Cash at beginning of period		1,256			1,937
Cash at end of period	$	1,612		$	2,068
Supplemental Disclosure of Cash Flow Information:
Equipment acquired through capital lease obligations	$	11,491		$	1,492

Mobile Mini, Inc. News Release	Page 7
October 23, 2014

Mobile Mini, Inc.

Non-GAAP Reconciliations

(in thousands)

(includes effects of rounding)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2014			2013			2014			2013
Reconciliation of EBITDA to net cash provided by operating activities:
EBITDA	$	39,641		$	35,896		$	98,267		$	65,445
Discontinued operation		—			24			—			(20	)
Interest paid		(2,203	)		(2,552	)		(14,494	)		(15,773	)
Income and franchise taxes paid		(167	)		(177	)		(945	)		(962	)
Share-based compensation expense		4,432			5,390			11,573			10,769
Asset impairment (recovery) charge, net		—			(751	)		557			38,953
Gain on sale of lease fleet units		(2,001	)		(2,250	)		(4,496	)		(7,698	)
Gain on disposal of property, plant and equipment		(540	)		(118	)		(181	)		(56	)
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables		(6,566	)		(3,187	)		(7,826	)		(4,009	)
Inventories		1,070			(795	)		1,125			(2,397	)
Deposits and prepaid expenses		936			436			(920	)		19
Other assets and intangibles		39			19			28			12
Accounts payable and accrued liabilities		3,832			1,525			5,070			1,191
Net cash provided by operating activities	$	38,473		$	33,460		$	87,758		$	85,474
Reconciliation of net income to EBITDA and adjusted EBITDA:
Net income	$	14,820		$	14,303		$	31,523		$	11,964
Loss from discontinued operation, net of tax		—			29			—			168
Interest expense		7,107			7,343			21,191			22,317
Income tax provision		8,244			5,326			17,633			4,557
Depreciation and amortization		9,470			8,895			27,920			26,439
EBITDA		39,641			35,896			98,267			65,445
Share-based compensation expense		4,156			4,644			11,297			10,023
Restructuring expenses		593			1,335			2,909			2,053
Acquisition expenses		37			—			76			—
Asset impairment (recovery) charge, net		—			(748	)		557			39,489
Adjusted EBITDA	$	44,427		$	41,127		$	113,106		$	117,010
Reconciliation of net cash provided by operating activities to free cash flow:
Net cash provided by operating activities	$	38,473		$	33,460		$	87,758		$	85,474
Additions to lease fleet, excluding acquisitions		(8,160	)		(9,314	)		(16,310	)		(23,611	)
Proceeds from sale of lease fleet units		5,794			9,482			17,813			25,411
Additions to property, plant and equipment		(6,936	)		(997	)		(11,677	)		(10,651	)
Proceeds from sale of property, plant and equipment		1,923			555			3,374			1,013
Net capital expenditures, excluding acquisitions		(7,379	)		(274	)		(6,800	)		(7,838	)
Free cash flow	$	31,094		$	33,186		$	80,958		$	77,636

Mobile Mini, Inc. News Release	Page 8
October 23, 2014

Mobile Mini, Inc.

Non-GAAP Reconciliations

(in thousands except per share data)

(includes effects of rounding)

	Reconciliation of Adjusted Measurements to Actuals
	Three Months Ended September 30, 2014
				Share-based
				compensation			Restructuring			Acquisition
	As Adjusted (1)			expense (2)			expenses (3)			expenses (4)			Actual
Revenues	$	113,322		$	—		$	—		$	—		$	113,322
EBITDA	$	44,427		$	(4,156	)	$	(593	)	$	(37	)	$	39,641
EBITDA margin		39.2	%		(3.7	)%		(0.5	)%		—			35.0	%
Operating income	$	30,801		$	—		$	(593	)	$	(37	)	$	30,171
Operating income margin		27.2	%		—			(0.5	)%		—			26.6	%
Pre tax income	$	23,694		$	—		$	(593	)	$	(37	)	$	23,064
Net income	$	15,210		$	—		$	(367	)	$	(23	)	$	14,820
Diluted earnings per share	$	0.33		$	—		$	(0.01	)	$	—		$	0.32

	Reconciliation of Adjusted Measurements to Actuals
	Three Months Ended September 30, 2013
				Share-based						Asset					Loss from
				compensation			Restructuring			impairment			Income tax		discontinued
	As Adjusted (1)			expense (2)			expenses (3)			recovery, net (5)			benefit (6)		operation, net (7)			Actual
Revenues	$	105,040		$	—		$	—		$	—		$	—	$	—		$	105,040
EBITDA	$	41,127		$	(4,644	)	$	(1,335	)	$	748		$	—	$	—		$	35,896
EBITDA margin		39.2	%		(4.4	)%		(1.3	)%		0.7	%		—		—			34.2	%
Operating income	$	27,588		$	—		$	(1,335	)	$	748		$	—	$	—		$	27,001
Operating income margin		26.3	%		—			(1.3	)%		0.7	%		—		—			25.7	%
Pre tax income from continuing operations	$	20,245		$	—		$	(1,335	)	$	748		$	—	$	—		$	19,658
Net income	$	13,054		$	—		$	(848	)	$	465		$	1,661	$	(29	)	$	14,303
Diluted earnings per share	$	0.28		$	—		$	(0.02	)	$	0.01		$	0.04	$	—		$	0.31

(1) This column represents a non-GAAP presentation even though some individual line items presented, such as revenues, are identical under both GAAP and the adjusted presentations.

(2) Represents non-cash share-based expense associated with the granting of equity instruments and is excluded in the adjusted presentation.

(3) Restructuring expenses represent costs relating primarily to the restructuring of our operations that are excluded in the adjusted presentation.

(4) Represents acquisition activity costs that are excluded in the adjusted presentation.

(5) Represents the impairment charge (offset by gains upon completion of sale) primarily for the write down on certain assets classified as held for sale and is excluded in the adjusted presentation.

(6) Represents income tax benefits related to the statutory corporate income tax rate reductions in the United Kingdom that are excluded in the adjusted presentation.

(7) Represents our Netherlands operation that was sold in December 2013 and reported as a discontinued operation.

Mobile Mini, Inc. News Release	Page 9
October 23, 2014

Mobile Mini, Inc.

Non-GAAP Reconciliations

(in thousands except per share data)

(includes effects of rounding)

	Reconciliation of Adjusted Measurements to Actuals
	Nine Months Ended September 30, 2014
				Share-based									Asset
				compensation			Restructuring			Acquisition			impairment
	As Adjusted (1)			expense (2)			expenses (3)			expenses (4)			charge, net (5)			Actual
Revenues	$	322,259		$	—		$	—		$	—		$	—		$	322,259
EBITDA	$	113,106		$	(11,297	)	$	(2,909	)	$	(76	)	$	(557	)	$	98,267
EBITDA margin		35.1	%		(3.5	)%		(0.9	)%		—			(0.2	)%		30.5	%
Operating income	$	73,890		$	—		$	(2,909	)	$	(76	)	$	(557	)	$	70,348
Operating income margin		22.9	%		—			(0.9	)%		—			(0.2	)%		21.8	%
Pre tax income	$	52,698		$	—		$	(2,909	)	$	(76	)	$	(557	)	$	49,156
Net income	$	34,025		$	—		$	(2,089	)	$	(47	)	$	(366	)	$	31,523
Diluted earnings per share	$	0.73		$	—		$	(0.05	)	$	—		$	(0.01	)	$	0.67

	Reconciliation of Adjusted Measurements to Actuals
	Nine Months Ended September 30, 2013
				Share-based						Asset					Loss from
				compensation			Restructuring			impairment			Income tax		discontinued
	As Adjusted (1)			expense (2)			expenses (3)			charge, net (5)			benefit (6)		operation, net (7)			Actual
Revenues	$	299,687		$	—		$	—		$	—		$	—	$	—		$	299,687
EBITDA	$	117,010		$	(10,023	)	$	(2,053	)	$	(39,489	)	$	—	$	—		$	65,445
EBITDA margin		39.0	%		(3.3	)%		(0.7	)%		(13.2	)%		—		—			21.8	%
Operating income	$	80,549		$	—		$	(2,053	)	$	(39,489	)	$	—	$	—		$	39,007
Operating income margin		26.9	%		—			(0.7	)%		(13.2	)%		—		—			13.0	%
Pre tax income from continuing operations	$	58,231		$	—		$	(2,053	)	$	(39,489	)	$	—	$	—		$	16,689
Net income	$	37,078		$	—		$	(1,289	)	$	(25,518	)	$	1,861	$	(168	)	$	11,964
Diluted earnings per share	$	0.81		$	—		$	(0.03	)	$	(0.56	)	$	0.04	$	—		$	0.26

(1) This column represents a non-GAAP presentation even though some individual line items presented, such as revenues, are identical under both GAAP and the adjusted presentations.

(2) Represents non-cash share-based expense associated with the granting of equity instruments and is excluded in the adjusted presentation.

(3) Restructuring expenses represent costs relating primarily to the restructuring of our operations that are excluded in the adjusted presentation.

(4) Represents acquisition activity costs that are excluded in the adjusted presentation.

(5) In 2014, represents the additional loss upon completion of sale (offset by gains upon completion of sale) of certain assets that were written down to fair value in the second quarter of 2013 and is excluded in the adjusted presentation.

In 2013, represents the impairment charge (offset by gains upon completion of sale) primarily for the write down on certain assets classified as held for sale and is excluded in the adjusted presentation.

(6) Represents income tax benefits related to the statutory corporate income tax rate reductions in the United Kingdom that are excluded in the adjusted presentation.

(7) Represents our Netherlands operation that was sold in December 2013 and reported as a discontinued operation.

Mobile Mini, Inc. News Release	Page 10
October 23, 2014

The sale of our Netherlands operation in 2013 is reflected in the financial data herein as a discontinued operation.

This news release includes the financial measures “EBITDA”, “adjusted EBITDA”, “EBITDA margin”, “adjusted EBITDA margin”, “adjusted SG&A”, “adjusted net income”, “adjusted diluted earnings per share” and “free cash flow.” These measurements are deemed “non-GAAP financial measures” under rules of the SEC, including Regulation G. This non-GAAP financial information may be determined or calculated differently by other companies.

EBITDA is defined as net income before discontinued operation, net of taxes, interest expense, income taxes, depreciation and amortization, and, if applicable, debt restructuring or extinguishment costs, including any write-off of deferred financing costs. We further adjust EBITDA to exclude non-cash share-based compensation expense and to ignore the effect of what we consider transactions or events not related to our core business to arrive at adjusted EBITDA. The GAAP financial measure that is most directly comparable to EBITDA is net cash provided by operating activities. EBITDA and adjusted EBITDA margins are calculated by dividing consolidated EBITDA and adjusted EBITDA by total revenues. The GAAP financial measure that is most directly comparable to EBITDA margin is operating margin, which represents operating income divided by revenues. We present adjusted EBITDA and adjusted EBITDA margin because we believe they provide useful information regarding our ability to meet our future debt payment requirements, capital expenditures and working capital requirements and they provide an overall evaluation of our financial condition. We include adjusted EBITDA in this earnings announcement to provide transparency to investors. Adjusted EBITDA has certain limitations as an analytical tool and should not be used as a substitute for net income, cash flows, or other consolidated income or cash flow data prepared in accordance with GAAP or as a measure of our profitability or our liquidity. EBITDA margin is presented along with the operating margin so as not to imply that more emphasis should be placed on it than the corresponding GAAP measure.

Free cash flow is defined as net cash provided by operating activities, minus or plus, net cash used in or provided by investing activities, excluding acquisitions and certain transactions. Free cash flow is a non-GAAP financial measure and is not intended to replace net cash provided by operating activities, the most directly comparable GAAP financial measure. We present free cash flow because we believe it provides useful information regarding our liquidity and ability to meet our short-term obligations. In particular, free cash flow indicates the amount of cash available after capital expenditures for, among other things, investments in the Company’s existing businesses, debt service obligations, pay authorized quarterly dividends and strategic acquisitions.

Adjusted SG&A, adjusted net income and adjusted diluted earnings per share permit a comparative assessment of our SG&A expenses, net income and diluted earnings per share by excluding certain one-time expenses and restructuring expenses to make a more meaningful comparison of our operating performance.

Earlier in this release, we provided a reconciliation of these adjusted measurements to actual results along with a reconciliation of EBITDA to net cash provided by operating activities, net income to EBITDA and adjusted EBITDA and net cash provided by operating activities to free cash flow.