Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2015 | Jan. 25, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | MINI | ||
Entity Registrant Name | MOBILE MINI INC | ||
Entity Central Index Key | 911,109 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 44,708,474 | ||
Entity Public Float | $ 1.9 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
ASSETS | |||
Cash and cash equivalents | $ 1,613 | $ 3,739 | |
Receivables, net of allowance for doubtful accounts of $2,162 and $1,636 at December 31, 2015 and December 31, 2014, respectively | 80,191 | 81,031 | |
Inventories | 15,596 | 16,736 | |
Rental fleet, net | 951,323 | 1,087,056 | |
Property, plant and equipment, net | 131,687 | 113,175 | |
Deposits and prepaid expenses | 8,651 | 8,586 | |
Deferred financing costs, net and other assets | 10,562 | 8,858 | |
Intangibles, net | 73,212 | 78,385 | |
Goodwill | [1] | 706,387 | 705,608 |
Total assets | 1,979,222 | 2,103,174 | |
Liabilities: | |||
Accounts payable | 29,086 | 22,933 | |
Accrued liabilities | 59,024 | 63,727 | |
Lines of credit | 667,708 | 705,518 | |
Obligations under capital leases | 38,274 | 24,918 | |
Senior Notes | 200,000 | 200,000 | |
Deferred income taxes | 219,601 | 231,547 | |
Total liabilities | $ 1,213,693 | $ 1,248,643 | |
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, 49,145 issued and 44,594 outstanding at December 31, 2015 and 49,015 issued and 46,157 outstanding at December 31, 2014 | $ 491 | $ 490 | |
Additional paid-in capital | 584,447 | 569,083 | |
Retained earnings | 352,262 | 380,504 | |
Accumulated other comprehensive loss | (44,162) | (29,870) | |
Treasury stock, at cost, 4,551 and 2,858 shares at December 31, 2015 and December 31, 2014, respectively | (127,509) | (65,676) | |
Total stockholders' equity | 765,529 | 854,531 | |
Total liabilities and stockholders' equity | $ 1,979,222 | $ 2,103,174 | |
[1] | Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowance for doubtful accounts | $ 2,162 | $ 1,636 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 95,000,000 | 95,000,000 |
Common stock, issued | 49,145,000 | 49,015,000 |
Common stock, outstanding | 44,594,000 | 46,157,000 |
Treasury stock, shares | 4,551,000 | 2,858,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | ||
Rental | $ 494,715 | $ 410,362 |
Sales | 29,953 | 31,585 |
Other | 6,109 | 3,527 |
Total revenues | 530,777 | 445,474 |
Costs and expenses: | ||
Rental, selling and general expenses | 326,252 | 280,948 |
Cost of sales | 19,671 | 21,944 |
Restructuring expenses | 20,798 | 3,542 |
Asset impairment charge and loss on divestiture, net | 66,128 | 557 |
Depreciation and amortization | 60,344 | 39,334 |
Total costs and expenses | 493,193 | 346,325 |
Income from operations | 37,584 | 99,149 |
Other income (expense): | ||
Interest income | 1 | |
Interest expense | (35,900) | (28,729) |
Deferred financing costs write-off | (931) | |
Foreign currency exchange | (2) | (1) |
Income from continuing operations before income tax (benefit) provision | 752 | 70,419 |
Income tax (benefit) provision | (4,822) | 26,033 |
Income from continuing operations | 5,574 | 44,386 |
Net income | $ 5,574 | $ 44,386 |
Basic | ||
Income from continuing operations | $ 0.12 | $ 0.96 |
Net income | 0.12 | 0.96 |
Diluted | ||
Income from continuing operations | 0.12 | 0.95 |
Net income | $ 0.12 | $ 0.95 |
Weighted average number of common and common share equivalents outstanding: | ||
Basic | 44,953 | 46,026 |
Diluted | 45,460 | 46,725 |
Cash dividends declared per share | $ 0.75 | $ 0.68 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement Of Income And Comprehensive Income [Abstract] | |||||||||||
Net income | $ 9,505 | $ 13,979 | $ 9,416 | $ (27,326) | $ 12,863 | $ 14,820 | $ 9,263 | $ 7,440 | $ 5,574 | $ 44,386 | $ 23,922 |
Other comprehensive (loss) income: | |||||||||||
Foreign currency translation adjustment, net of income tax benefit of $184, $213 and $194 and in 2015, 2014 and 2013, respectively | (14,292) | (14,430) | 2,377 | ||||||||
Other comprehensive (loss) income | (14,292) | (14,430) | 2,377 | ||||||||
Comprehensive (loss) income | $ (8,718) | $ 29,956 | $ 26,299 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Foreign currency translation adjustment, income tax benefit | $ 184 | $ 213 | $ 194 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Beginning Balance at Dec. 31, 2012 | $ 809,519 | $ 482 | $ 522,372 | $ 343,782 | $ (17,817) | $ (39,300) |
Beginning Balance (Shares) at Dec. 31, 2012 | 46,036 | 2,175 | ||||
Net income | 23,922 | 23,922 | ||||
Common stock dividends declared | (7,926) | (7,926) | ||||
Other comprehensive income (loss) | 2,377 | 2,377 | ||||
Exercise of stock options | $ 13,818 | $ 6 | 13,812 | |||
Exercise of stock options (Shares) | 647 | 647 | ||||
Tax shortfall on equity award transactions | $ (837) | (837) | ||||
Purchase of treasury stock | (369) | $ (369) | ||||
Purchase of treasury stock (Shares) | (9) | 9 | ||||
Restricted stock grants (Shares) | (48) | |||||
Share-based compensation | 15,040 | 15,040 | ||||
Ending Balance at Dec. 31, 2013 | 855,544 | $ 488 | 550,387 | 359,778 | (15,440) | $ (39,669) |
Ending Balance (Shares) at Dec. 31, 2013 | 46,626 | 2,184 | ||||
Net income | 44,386 | 44,386 | ||||
Common stock dividends declared | (23,660) | (23,660) | ||||
Other comprehensive income (loss) | (14,430) | (14,430) | ||||
Exercise of stock options | $ 3,642 | $ 2 | 3,640 | |||
Exercise of stock options (Shares) | 164 | 164 | ||||
Tax shortfall on equity award transactions | $ (15) | (15) | ||||
Purchase of treasury stock | (26,007) | $ (26,007) | ||||
Purchase of treasury stock (Shares) | (674) | 674 | ||||
Restricted stock grants (Shares) | 41 | |||||
Share-based compensation | 15,071 | 15,071 | ||||
Ending Balance at Dec. 31, 2014 | 854,531 | $ 490 | 569,083 | 380,504 | (29,870) | $ (65,676) |
Ending Balance (Shares) at Dec. 31, 2014 | 46,157 | 2,858 | ||||
Net income | 5,574 | 5,574 | ||||
Common stock dividends declared | (33,816) | (33,816) | ||||
Other comprehensive income (loss) | (14,292) | (14,292) | ||||
Exercise of stock options | $ 1,703 | 1,703 | ||||
Exercise of stock options (Shares) | 62 | 62 | ||||
Tax shortfall on equity award transactions | $ (166) | (166) | ||||
Purchase of treasury stock | (61,833) | $ (61,833) | ||||
Purchase of treasury stock (Shares) | (1,693) | 1,693 | ||||
Restricted stock grants, net | 1 | $ 1 | ||||
Restricted stock grants (Shares) | 68 | |||||
Share-based compensation | 13,827 | 13,827 | ||||
Ending Balance at Dec. 31, 2015 | $ 765,529 | $ 491 | $ 584,447 | $ 352,262 | $ (44,162) | $ (127,509) |
Ending Balance (Shares) at Dec. 31, 2015 | 44,594 | 4,551 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flows from Operating Activities: | |||
Net income | $ 5,574 | $ 44,386 | $ 23,922 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Deferred financing costs write-off | 931 | ||
Asset impairment charge and loss on divestiture, net | 66,128 | 557 | 38,217 |
Non-cash restructuring expense, excluding share-based compensation | 12,411 | ||
Provision for doubtful accounts | 3,705 | 2,777 | 2,481 |
Amortization of deferred financing costs | 3,131 | 2,829 | 2,811 |
Amortization of long-term liabilities | 101 | 88 | 169 |
Share-based compensation expense | 13,827 | 15,071 | 14,714 |
Depreciation and amortization | 60,344 | 39,334 | 35,626 |
Loss on disposal of discontinued operation | 1,948 | ||
Gain on sale of rental fleet | (6,402) | (5,732) | (9,682) |
Loss on disposal of property, plant and equipment | 2,188 | 348 | 247 |
Deferred income taxes | (5,629) | 25,424 | 11,012 |
Tax shortfall on equity award transactions | (166) | (15) | (837) |
Foreign currency transaction loss | 2 | 1 | 1 |
Changes in certain assets and liabilities, net of effect of businesses acquired: | |||
Receivables | (4,184) | (7,196) | (3,961) |
Inventories | 945 | 2,680 | (393) |
Deposits and prepaid expenses | (833) | (1,416) | 653 |
Other assets and intangibles | (22) | 17 | 10 |
Accounts payable | 4,605 | (723) | 337 |
Accrued liabilities | (3,842) | 2,195 | (1,164) |
Net cash provided by operating activities | 152,814 | 120,625 | 116,111 |
Cash Flows from Investing Activities: | |||
Proceeds from wood mobile office divestiture, net | 83,280 | 700 | |
Proceeds from sale of discontinued operation | 677 | ||
Cash paid for businesses acquired, net of cash acquired | (18,525) | (430,946) | |
Additions to rental fleet, excluding acquisitions | (74,732) | (27,279) | (28,826) |
Proceeds from sale of rental fleet | 16,865 | 23,053 | 35,951 |
Additions to property, plant and equipment, excluding acquisitions | (31,163) | (15,779) | (15,792) |
Proceeds from sale of property, plant and equipment | 9,860 | 4,199 | 1,970 |
Net cash used in investing activities | (14,415) | (446,752) | (6,020) |
Cash Flows from Financing Activities: | |||
Net borrowings (repayments) under lines of credit | (37,810) | 386,204 | (123,076) |
Deferred financing costs | (4,683) | (719) | |
Principal payments on notes payable | (310) | ||
Principal payments on capital lease obligations | (4,253) | (1,956) | (408) |
Issuance of common stock | 1,703 | 3,642 | 13,818 |
Dividend payments | (33,700) | (31,384) | |
Purchase of treasury stock | (61,833) | (26,007) | (369) |
Net cash (used in) provided by financing activities | (140,576) | 329,780 | (110,345) |
Effect of exchange rate changes on cash | 51 | (1,170) | (427) |
Net (decrease) increase in cash | (2,126) | 2,483 | (681) |
Cash and cash equivalents at beginning of year | 3,739 | 1,256 | 1,937 |
Cash and cash equivalents at end of year | 1,613 | 3,739 | 1,256 |
Supplemental Disclosure of Cash Flow Information: | |||
Cash paid during the year for interest | 32,372 | 24,559 | 25,947 |
Cash paid during the year for income and franchise taxes | 4,935 | 1,103 | 1,114 |
Equipment and other acquired through capital lease obligations | 17,638 | 16,508 | 8,547 |
Capital expenditures accrued or payable | $ 4,210 | $ 819 | $ 345 |
Mobile Mini, Organization and D
Mobile Mini, Organization and Description of Business | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Mobile Mini, Organization and Description of Business | (1) Mobile Mini, Organization and Description of Business Mobile Mini, Inc., a Delaware corporation, is a leading provider of portable storage and specialty containment solutions. In these notes, the terms “Mobile Mini,” the “Company,” “we,” “us,” and “our” refer to Mobile Mini, Inc. In November 2014, we entered into a Stock Purchase Agreement to acquire Gulf Tanks Holdings (“GTH”), Inc., the parent company of Houston, Texas-based Evergreen Tank Solutions (“ETS”). The transaction, referred to as the “ETS Acquisition,” closed on December 10, 2014. See additional information regarding the acquisition in Note 3. On May 15, 2015, we closed a transaction to sell our wood mobile offices within our North American portable storage segment for a cash price of $92.0 million, less associated assumed liabilities. See additional information regarding the divestiture in Note 4. At December 31, 2015, we have a fleet of portable storage and office units operating throughout the U.S., Canada and the U.K. serving a diversified customer base, including large and small retailers, construction companies, medical centers, schools, utilities, distributors, the military, hotels, restaurants, entertainment complexes and households. These customers use the products for a wide variety of applications, including the storage of retail and manufacturing inventory, construction materials and equipment, documents and records and other goods. We also have a fleet of specialty containment products, concentrated in the U.S. gulf coast, including liquid and solid containment units, serving a specialty sector in the industry. Specialty products are leased primarily to chemical, refinery, oil and natural gas drilling, mining and environmental service customers. Basis of Presentation and Consolidation The consolidated financial statements include the accounts of Mobile Mini and our wholly owned subsidiaries. We do not have any subsidiaries in which we do not own 100% of the outstanding stock. All significant intercompany balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the accompanying consolidated financial statements and the notes to those statements. Actual results could differ from those estimates. Significant estimates affect the calculation of depreciation and amortization, the calculation of the allowance for doubtful accounts, the analysis of goodwill and long-lived assets for potential impairment and certain accrued liabilities. Discontinued Operation In December 2013, we sold the subsidiary comprising our Netherlands operation. The Netherlands operation is reflected as discontinued operations. See Note 17. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies Cash Equivalents We consider all highly liquid instruments with insignificant interest rate risk and with maturities of three months or less at purchase to be cash equivalents. Receivables and Allowance for Doubtful Accounts Receivables are stated net of an allowance for doubtful accounts. We estimate the amount of customer receivables that are uncollectible and record an estimated provision for bad debts through a charge to operations. The provision is based on historical collection experience and evaluation of past-due accounts. Specific accounts are written off against the allowance when management determines the account is uncollectible. We require a security deposit on most leased office units to cover the cost of damages or unpaid balances, if any. Our provision for doubtful accounts was less than 1% of total revenues in the years ended December 31, 2015, 2014 and 2013. The information presented in the table below reflects the activity in the allowance for doubtful accounts during the periods presented. For the Years Ended December 31, 2015 2014 2013 (In thousands) Allowance for doubtful accounts Balance at beginning of year $ 1,636 $ 1,377 $ 1,640 Provision charged to expense 3,705 2,777 2,481 Write-offs (3,179 ) (2,518 ) (2,744 ) Balance at end of year $ 2,162 $ 1,636 $ 1,377 Concentration of Credit Risk Financial instruments which potentially expose us to concentrations of credit risk consist primarily of receivables. Concentration of credit risk with respect to receivables is limited due to our large number of customers spread over a broad geographic area in many industry sectors. No single customer accounts for more than 10% of our receivables at December 31, 2015 and 2014. Receivables related to sold units are generally secured by the product sold to the customer. We typically have the right to repossess rented portable storage units, including any customer goods contained in the unit, following non-payment of rent. Inventories Inventories are valued at the lower of cost (principally on a standard cost basis which approximates the first-in, first-out method) or net realizable value. Raw materials and supplies principally consist of raw steel, wood, glass, paint, vinyl and other assembly components used in manufacturing and remanufacturing processes, and to a lesser extent, parts used for internal maintenance and ancillary items held for sale in our specialty containment segment. Work-in-process primarily represents partially assembled units pre-sold or for use as fleet. Finished portable storage units primarily represent purchased or assembled containers held in inventory until the container is either sold as is, remanufactured and sold, or remanufactured and deployed as rental fleet. Inventories at December 31 consisted of the following: 2015 2014 (In thousands) Raw materials and supplies $ 13,436 $ 14,241 Work-in-process 189 201 Finished portable storage units 1,971 2,294 Inventories $ 15,596 $ 16,736 Rental fleet Rental fleet is capitalized at cost and depreciated over the estimated useful life of the unit using the straight-line method. Rental fleet is depreciated whether or not it is out on rent. Capitalized cost of rental fleet includes the price paid to acquire the unit and freight charges to the location when the unit is first placed in service, and when applicable, the cost of manufacturing or remanufacturing, which includes the cost of customizing units. Ordinary repair and maintenance costs are charged to operations as incurred. We periodically review depreciable lives and residual values against various factors, including the results of our lenders’ independent appraisal of our rental fleet, practices of our competitors in comparable industries and profit margins achieved on sales of depreciated units. Property, Plant and Equipment Property, plant and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives. Our depreciation expense related to property, plant and equipment for 2015, 2014 and 2013 was $20.2 million, $15.1 million and $12.7 million, respectively. Normal repairs and maintenance to property, plant and equipment are expensed as incurred. When property or equipment is retired or sold, the net book value of the asset, reduced by any proceeds, is charged to gain or loss on the disposal of property, plant and equipment and is included in rental, selling and general expenses in the Consolidated Statements of Income. Property, plant and equipment at December 31 consisted of the following: Residual Value as Percentage of Original Cost Useful Life in Years 2015 2014 (In thousands) Land $ 4,045 $ 10,920 Vehicles and machinery 0 - 55% 5 - 30 118,185 114,150 Buildings and improvements (1) 0 - 25 3 - 30 21,549 19,365 Office fixtures and equipment 0 3 - 5 47,063 33,942 Property, plant and equipment 190,842 178,377 Accumulated depreciation and amortization (59,155 ) (65,202 ) Property, plant and equipment, net $ 131,687 $ 113,175 (1) Improvements made to leased properties are depreciated over the lesser of the estimated useful life or the remaining term of the respective lease. Capitalized Software Development Costs We capitalize qualifying computer software costs incurred during the application development state for internally developed software. Additionally, we capitalize qualifying costs incurred for upgrades and enhancements to existing software that result in additional functionality. Costs related to preliminary project planning activities, post-implementation activities, maintenance and minor modifications are expensed as incurred. Internal-use software is amortized on a straight line basis over its estimated useful life. Capitalized software development costs are included in property, plant and equipment. As of December 31, 2015 and 2014, we had $22.5 million and $6.0 million, respectively, of capitalized software, net of accumulated depreciation, included in property, plant and equipment. Of the $22.5 million of capitalized software, $19.6 million relates to the development of our new enterprise resource planning system, which we expect to execute in stages beginning in the first quarter of 2016. Deferred Financing Costs Deferred financing costs consists of the costs of obtaining long-term financing. These costs are amortized over the term of the related debt, using the straight-line method, which approximates the effective interest method. Amortization expense for deferred financing costs was approximately $3.1 million, $2.8 million and $2.8 million in 2015, 2014 and 2013, respectively. As discussed in Note 6, we entered into the Credit Agreement in December 2015, resulting in the capitalization of $4.4 million in third-party and lender fees. In addition, in 2015, we wrote off $0.9 million of deferred financing costs related to the Prior Credit Agreement. As of December 31, 2015, $6.8 million of the total $9.8 million unamortized deferred financing costs, related to the Credit Agreement. A portion of our deferred financing fees relates to potential financing that has not been finalized. Excluding the $0.6 million of deferred financing related to potential financing, the annual amortization of remaining deferred financing costs is expected to be as follows (in thousands): 2016 $ 1,861 2017 1,861 2018 1,861 2019 1,861 2020 1,761 Total $ 9,205 Goodwill For acquired businesses, we record assets acquired and liabilities assumed at their estimated fair values on the respective acquisition dates. Based on these values, the excess purchase prices over the fair value of the net assets acquired is recorded as goodwill. Of the $706.4 million total goodwill at December 31, 2015, $463.6 million relates to the North America portable storage segment, $61.5 million relates to the U.K. portable storage segment and $181.2 million relates to the specialty containment segment. Goodwill impairment testing requires judgment, including: the identification of the reporting units; determination of the fair value of each reporting unit; the assignment of assets, liabilities and goodwill to each reporting unit; estimates and assumptions regarding future cash flows and discount rates; and an assumption regarding the form of the transaction in which the reporting unit would be acquired by a market participant. Management assesses potential impairment of goodwill on an annual basis at December 31, or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Some factors management considers important which could indicate an impairment review include the following: · significant under-performance relative to historical, expected or projected future operating results; · significant changes in the manner of our use of the acquired assets or the strategy for the overall business; · market capitalization relative to net book value; and · significant negative industry or general economic trends. Management may choose to assess qualitative factors to determine if it is more-likely-than-not that goodwill might be impaired and whether or not to perform the two-step goodwill impairment test. When we review goodwill for impairment utilizing a two-step process, the first step of the impairment test requires a comparison of the fair value of each of our reporting unit’s net assets to the respective carrying value of net assets. If the carrying value of a reporting unit’s net assets is less than its fair value, no indication of impairment exists and a second step is not performed. If the carrying amount of a reporting unit’s net assets is higher than its fair value, there is an indication that an impairment may exist and a second step must be performed. If the second step is necessary, management is required to determine the implied fair value of the goodwill and compare it to the carrying value of the goodwill. The fair value of the reporting units would be assigned to the respective assets and liabilities of each reporting unit as if the reporting units had been acquired in separate and individual business combinations and the fair value of the reporting units was the price paid to acquire the reporting units. The excess of the fair value of the reporting units over the amounts assigned to their respective assets and liabilities is the implied fair value of goodwill. If the carrying amount of the reporting unit’s goodwill is greater than the implied fair value of its goodwill, an impairment loss must be recognized for the difference. In assessing the fair value of the reporting units, management considers both the market approach and the income approach. Under the market approach, the fair value of the reporting unit is based on quoted market prices of companies comparable to the reporting unit being valued. Under the income approach, the fair value of the reporting unit is based on the present value of estimated cash flows. The income approach is dependent on a number of significant management assumptions, including estimated future revenue growth rates, gross margins on sales, operating margins, capital expenditures, tax payments and discount rates. Each approach is given equal weight in arriving at the fair value of the reporting unit. In connection with our goodwill impairment test that was conducted as of December 31, 2015, we bypassed the qualitative assessment for each of our reporting units and proceeded directly to the first step of the goodwill impairment test. Our goodwill impairment testing as of this date indicated that both of our portable storage reporting units and our specialty containment reporting unit had estimated fair values which substantially exceeded their respective carrying amounts. The second step of the impairment test was not required for any of the reporting units. As of December 31, 2014, management assessed qualitative factors and determined it is more likely than not each of the reporting unit’s assigned goodwill had estimated fair values greater than the respective reporting unit’s individual net asset carrying values; therefore, the two step impairment test was not required. The following table shows the activity and balances related to goodwill from January 1, 2014 to December 31, 2015: (In thousands) Balance at January 1, 2014 (1) $ 519,222 ETS Acquisition 181,972 Other acquisitions 8,840 Foreign currency (2) (4,426 ) Balance at December 31, 2014 (1) 705,608 Acquisitions 5,371 Adjustments (3) (717 ) Foreign currency (2) (3,875 ) Balance at December 31, 2015 (1) $ 706,387 (1) Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. (2) Represents foreign currency translation adjustments related to the U.K. portable storage reporting unit. (3) Primarily related to the ETS Acquisition. Intangibles Intangible assets are amortized over the estimated useful life of the asset utilizing a method which reflects the estimated pattern in which the economic benefits will be consumed. Customer relationships are amortized based on the estimated attrition rates of the underlying customer base, other intangibles are amortized using the straight-line method. The following table reflects balances related to intangible assets for the years ended December 31: 2015 2014 Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In thousands) Customer relationships 11 - 20 $ 92,304 $ (24,875 ) $ 67,429 $ 91,990 $ (20,484 ) $ 71,506 Trade names/trademarks 1 - 5 6,025 (1,684 ) 4,341 6,065 (919 ) 5,146 Non-compete agreements 2 - 5 1,839 (433 ) 1,406 1,772 (78 ) 1,694 Other 1 - 19 60 (24 ) 36 61 (22 ) 39 Total $ 100,228 $ (27,016 ) $ 73,212 $ 99,888 $ (21,503 ) $ 78,385 Amortization expense for amortizable intangibles was approximately $6.0 million, $1.6 million and $1.6 million in 2015, 2014 and 2013, respectively. See information regarding intangibles acquired in conjunction with company acquisitions in Note 3. Based on the carrying value at December 31, 2015, future amortization of intangible assets is expected to be as follows for the years ended December 31 (in thousands): 2016 $ 6,115 2017 6,063 2018 6,081 2019 6,089 2020 4,986 Thereafter 43,878 Total $ 73,212 Impairment of Long-Lived Assets (Other than Goodwill) Our rental fleet, property, plant and equipment, and finite-lived intangibles are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may be impaired. (See potential impairment indicators under “Goodwill” above). If this review indicates the carrying value of these assets will not be recoverable, as measured based on estimated undiscounted cash flows over their remaining life, the carrying amount would be adjusted to fair value. The cash flow estimates contain management’s best estimates using appropriate and customary assumptions and projections at the time of evaluation. During the first quarter of 2015, we entered into discussions regarding the possible sale of our wood mobile offices within our North American portable storage segment. The discussions indicated that the fleet might be sold at an amount below carrying value and we conducted a review for impairment for these long-lived assets as of March 31, 2015. Based on this review, an impairment loss was recorded in the quarter ended March 31, 2015. The total impairment of the wood mobile offices was $64.6 million during 2015. See additional discussion regarding the impairment and the divestiture of the wood mobile offices in Note 4. In the second quarter of 2013, we conducted an assessment of the rental fleet and determined that certain of these units were either non-core to our rental strategy or were uneconomic to repair. In connection with this evaluation, we determined to place these assets for sale, resulting in a non-cash impairment charge on long-lived assets of $37.6 million in the second quarter of 2013. As these assets have been sold or otherwise disposed of, additional adjustments have been made to the impairment charge resulting in total asset impairment charges, net of recoveries, of $0.6 million in 2014 and $38.7 million in 2013. There were no indicators of further impairment at December 31, 2015 or at December 31, 2014. Purchase Accounting We account for acquisitions under the acquisition method. Under the acquisition method of accounting, we record assets acquired and liabilities assumed at their estimated fair market value on the date of acquisition. Goodwill is measured as the excess of the fair value of the consideration transferred over the fair value of the identifiable net assets. Estimated fair values of acquired assets and liabilities is provisional and could change as additional information is received. We finalize valuations as soon as practicable, but not later than one-year from the acquisition date. Any subsequent changes to purchase price allocations results in a corresponding adjustment to goodwill. The determination of the fair value of intangible assets requires the use of significant judgment with regard to (i) the fair value; and (ii) whether such intangibles are amortizable or non-amortizable and, if amortizable, the period and the method by which the intangible asset will be amortized. We estimate the fair value of acquisition-related intangible assets principally based on projections of cash flows that will arise from identifiable intangible assets of acquired businesses. The projected cash flows are discounted to determine the present value of the assets at the dates of acquisition. Revenue Recognition Rental revenue is generated from the direct rental of our fleet to our customers, including ancillary revenue such as fleet delivery and pickup. We enter into contracts with our customers to rent equipment based on a monthly rate for our portable storage fleet and a daily, weekly or monthly rate for our specialty containment fleet. Revenues from renting are recognized ratably over the rental period. The rental continues until cancelled by the customer or the Company. Customers may utilize our equipment delivery and pick-up services in conjunction with the rental of equipment, but it is not required. Revenue pursuant to the pick up or delivery of a rented unit is recognized in rental revenue upon completion of the service. When customers are billed in advance, we defer recognition of revenue and record unearned rental revenue at the end of the period. If equipment is returned prior to the end of the contractually obligated period, the excess, if any, between the amount the customer is contractually required to pay, over the cumulative amount of revenue recognized to date, is recognized as incremental revenue upon return. Sales revenue is primarily generated by the sale of new and used units, and to a lesser extent, parts and supplies sold to specialty containment customers. We recognize revenues from sales of units upon delivery when the risk of loss passes, the price is fixed and determinable and collectability is reasonably assured. We sell our units pursuant to sales contracts stating the fixed sales price. Cost of Sales Cost of sales in our consolidated statements of income includes the costs for units we sell, and to a lesser extent the costs of parts and supplies sold to specialty containment customers. Similar costs associated with units that we rent are capitalized in the balance sheet under “Rental fleet”. Advertising Costs Advertising expense was $4.1 million, $5.2 million and $5.8 million in 2015, 2014 and 2013, respectively. The balance of prepaid advertising costs, which are never amortized more than twelve months, was less than $0.1 million at both December 31, 2015 and 2014. Income Taxes In preparing our consolidated financial statements, we recognize income taxes in each of the jurisdictions in which we operate. For each jurisdiction, we estimate the actual amount of taxes currently payable or receivable as well as deferred tax assets and liabilities attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which these temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which it is more likely than not that the related benefits will not be realized. In determining the amount of the valuation allowance, we consider estimated future taxable income as well as feasible tax planning strategies in each jurisdiction. If we determine that we will not realize all or a portion of our deferred tax assets, we will increase our valuation allowance with a charge to income tax expense. Conversely, if we determine that we will ultimately be able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced with a credit to income tax expense. Earnings per Share Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is calculated under the treasury stock method. Potential common shares included restricted common stock, which is subject to risk of forfeiture, incremental shares of common stock issuable upon the exercise of stock options and vesting of restricted stock awards. The following table is a reconciliation of net income and weighted-average shares of common stock outstanding for purposes of calculating basic and diluted EPS for the years ended December 31: For the Years Ended December 31, 2015 2014 2013 (In thousands, except per share data) Numerator: Income from continuing operations $ 5,574 $ 44,386 $ 25,224 Loss on discontinued operation, net of tax — — (1,302 ) Net income $ 5,574 $ 44,386 $ 23,922 Denominator: Weighted average shares outstanding - basic 44,953 46,026 45,481 Dilutive effect of share-based awards 507 699 615 Weighted average shares outstanding - diluted 45,460 46,725 46,096 Earnings per share: Basic: Income from continuing operations $ 0.12 $ 0.96 $ 0.55 Loss from discontinued operation — — (0.02 ) Net income $ 0.12 $ 0.96 $ 0.53 Diluted: Income from continuing operations $ 0.12 $ 0.95 $ 0.55 Loss from discontinued operation — — (0.03 ) Net income $ 0.12 $ 0.95 $ 0.52 Basic weighted average number of common shares outstanding does not include restricted stock awards that had not vested of 0.2 million, 0.3 million and 0.5 million shares in 2015, 2014 and 2013, respectively. The following table represents the number of stock options and restricted stock awards that were issued or outstanding but excluded in calculating diluted EPS because their effect would have been anti-dilutive for the years ended December 31: For the Years Ended December 31, 2015 2014 2013 (In thousands) Stock options 1,135 751 1,741 Restricted stock awards 1 — 1 Total 1,136 751 1,742 Fair Value of Financial Instruments Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement determined based on assumptions that market participants would use in pricing an asset or liability. We categorize each of our fair value measurements in one of the following three levels based on the lowest level of input that is significant to the fair value measurement: Level 1 — Observable input 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 carrying amounts of cash, cash equivalents, receivables, accounts payable and accrued liabilities approximate fair values based on their short-term nature. The fair values of our revolving credit facility and capital leases are estimated using discounted cash flow analyses, based on our current incremental borrowing rates for similar types of borrowing arrangements. Based on the borrowing rates currently available to us for bank loans with similar terms and average maturities, the fair value of our revolving credit facility debt and capital leases, which are measured using Level 2 inputs, at December 31, 2015 and 2014 approximated their respective book values. The fair value of our $200.0 million aggregate principal amount of 7.875% senior notes due 2020 (the “Senior Notes”) is based on their latest sales price at the end of each period obtained from a third-party institution and is Level 2 in the fair value hierarchy as there is not an active market for these notes. The carrying value and the fair value of our Senior Notes are as follows: 2015 2014 (In thousands) Carrying value $ 200,000 $ 200,000 Fair value 207,000 206,000 At December 31, 2015 and 2014, we did not have any financial instruments required to be recorded at fair value on a recurring basis. Derivatives In the normal course of business, our operations are exposed to fluctuations in interest rates. We have in the past, and may again in the future, address a portion of these risks through a controlled program of risk management that includes the use of derivative financial instruments. The objective of controlling these risks is to limit the impact of fluctuations in interest rates on earnings. At December 31, 2015 and 2014, we did not have any derivative financial instruments. Share-Based Compensation We calculate the fair value of stock options using the Black-Scholes-Merton option pricing valuation model, which incorporates various assumptions including volatility, expected life and risk-free interest rates. The fair value of restricted stock awards is estimated as the closing price of our common stock on the date of grant. Compensation related to service-based awards are recognized on a straight-line basis over the vesting period, which is generally three to five years. Compensation expense related to performance-based awards is recognized over the implicit service period of the award based on management’s estimate of the probability of the performance criteria being satisfied, adjusted at each balance sheet date. Expense related to performance-based awards that have multiple vesting dates, is recognized using the accelerated attribution approach, whereby each vesting tranche is treated as a separate award for purposes of determining the implicit service period. Share based compensation expense is reduced for forfeitures which are estimated at the time of grant based on historical experience, and revised in subsequent periods if actual forfeitures differ from estimates. Foreign Currency Translation and Transactions For our non-U.S. operations, the local currency is the functional currency. All assets and liabilities are translated into U.S. dollars at period-end exchange rates and all income statement amounts are translated at the average exchange rate for each month within the year. Impact of Recently Issued Accounting Standards Simplifying the Presentation of Debt Issuance Costs. In April 2015, the Financial Accounting Standards Board (“FASB”) issued accounting guidance on the presentation of debt issuance costs in the balance sheet. This standard requires that certain debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this guidance. We will adopt the guidance for accounting periods subsequent to December 31, 2015. Unamortized debt issuance costs are included in other assets. The application of this guidance will not affect our statement of operations or cash flow. Revenue from Contracts with Customers. In May 2014, FASB issued an accounting standard on revenue from contracts with customers. The standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance. The standard requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services. The standard is effective for annual and interim periods beginning after December 15, 2017. Early adoption is permitted for the annual and interim periods beginning after December 15, 2016, but not prior to that time. The revenue recognition standard permits the use of either the retrospective or cumulative effect transition method. We expect to adopt this guidance when effective and are evaluating the impact, if any, of the adoption of the standard to our financial statements and related disclosures. We have not yet selected a transition method nor determined the effect of the standard on our ongoing financial reporting. Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. In April 2014, FASB issued accounting guidance on reporting discontinued operations and disclosures of disposals of components of an entity. The new guidance raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The guidance is effective for fiscal years beginning after December 15, 2014. We have applied this guidance prospectively to transactions occurring after December 31, 2014. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | (3) Acquisitions 2015 Acquisitions During the year ended December 31, 2015, we completed two acquisitions of portable storage businesses. These acquisitions expanded our existing operations in the Glasgow, Scotland market, and further strengthened our positions in Knoxville and Chattanooga, Tennessee. The accompanying consolidated financial statements include the operations of the acquired businesses from the dates of acquisition. The aggregate purchase price for the assets acquired were recorded based on their estimated fair values at the date of the acquisitions. We have not disclosed the pro-forma impact of the acquisitions on operations as they were immaterial to our financial position or results of operations in the aggregate. The components of the purchase price and net assets acquired during the year ended December 31, 2015 are as follows (in thousands): Net Assets Acquired: Rental fleet $ 12,129 Property, plant and equipment 157 Intangible assets: Customer relationships 759 Non-compete agreements 74 Goodwill 5,371 Other assets 316 Other liabilities (281 ) Total $ 18,525 2014 Acquisitions. On December 10, 2014, we acquired all of the outstanding equity interests of GTH, the parent company of ETS, referred to as the ETS Acquisition. The acquisition results in significant growth opportunities for all product lines by leveraging Mobile Mini’s national presence and infrastructure, and ETS’ customer relationships. Further, the combination diversifies our end market exposure and is expected to result in modest cost synergies. As a result of the ETS Acquisition, included in our consolidated statements of income for the years ended December 31, 2015 and 2014 is $107.3 million and $6.4 million, respectively, of specialty containment revenues and $11.1 million and $1.1 million, respectively, of income from continuing operations before income tax provision. Direct expenses related to the ETS Acquisition were $2.5 million in the twelve months ended December 31, 2015 and $5.0 million in the fourth quarter of 2014. Also in 2014, we completed eight other acquisitions of portable storage businesses through both asset purchase and stock purchase agreements. The purchased assets and assumed liabilities were recorded at their estimated fair value at the date of acquisition. Five of these acquisitions expanded our existing operations in North Dakota, North Carolina, Texas, Tennessee, Florida and South Carolina markets. The other three acquisitions created new locations in the Danbury, Connecticut, Fort Wayne, Indiana and Buffalo, New York metropolitan areas. The accompanying consolidated financial statements include the operations of the acquired businesses from the date of acquisition. The aggregate purchase price for the assets acquired and the liabilities assumed were recorded based on their estimated fair values at the date of each acquisition. Valuations were performed based on available information at the time of acquisition. Estimated fair values of acquired assets and liabilities have changed immaterially as additional information was received. During the twelve months ended December 31, 2015, primarily due to further analysis of the assets acquired in the ETS Acquisition, net assets and the resultant goodwill was adjusted downward by $0.7 million. The components of the purchase price and net assets acquired for 2014 acquisitions (as adjusted during 2015), are as follows: 2014 ETS Acquisition Other Acquisitions Total (In thousands) Purchase Price, net of cash acquired: Cash $ 410,345 $ 23,299 $ 433,644 Cash acquired (2,698 ) — (2,698 ) Total $ 407,647 $ 23,299 $ 430,946 Net Assets Acquired: Rental fleet $ 120,755 $ 12,697 $ 133,452 Property, plant and equipment 14,655 338 14,993 Intangible assets (1): Customer relationships 69,200 1,350 70,550 Trade names/trademarks 5,200 — 5,200 Non-compete agreements 1,500 204 1,704 Goodwill (2) 181,239 8,856 190,095 Deferred tax asset, net 4,696 — 4,696 Other assets (3) 25,332 538 25,870 Other liabilities (14,930 ) (684 ) (15,614 ) Total $ 407,647 $ 23,299 $ 430,946 (1) The following table reflects the estimated fair values and useful lives of intangible assets related to the ETS Acquisition identified based on our preliminary purchase accounting assessments: Estimated Life (Years) Customer relationships 15 - 20 Trade names/trademarks 5 - 10 Non-compete agreements 5 Customer relationships acquired in conjunction with the ETS Acquisition were evaluated separately for the wholly owned subsidiary Water Movers, Inc. (“Water Movers”). With input from an independent third party with extensive expertise and experience in this area, we determined lives for the two customer groups based upon historical and expected customer attrition rates, resulting in an expected useful life of 15 years for the Water Movers customer relationships, which were valued at $14.9 million, and an expected useful life of 20 years for the remaining ETS customer relationships, which were valued at $54.3 million. During our assessment, we evaluated annual historical sales data from 2009 through December 2014 for Water Movers, and 2008 through December 2014 for the remaining ETS customers. (2) All of the goodwill related to the ETS Acquisition was assigned to our specialty containment segment. The goodwill arising from the acquisition consists largely of ETS' going-concern value, the value of ETS’ assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies and economies of scale that we expect to realize from the acquisition. Goodwill from other acquisitions relates to the North America portable storage segment. None of the goodwill assigned to ETS will be amortizable for tax purposes, while all of the goodwill from the other acquisitions will be deductible for tax purposes. (3) Included in other assets for the ETS Acquisition are accounts receivable with contractual amounts totaling $24.3 million. We estimate that $0.6 million will be uncollectible, and have valued acquired accounts receivable at $23.7 million. Supplemental Pro Forma Information The unaudited pro forma financial information is presented for informational purposes only and is not indicative, and should not be relied on as being indicative, of the results of operations that would have been achieved if the acquisition had actually taken place at the beginning of each of the periods presented. The pro forma financial information reflects only the ETS Acquisition, as the remaining acquisitions would not have a material effect on reported results of operations. The following table summarizes our unaudited consolidated statements of income as if the ETS Acquisition occurred on January 1, 2013: Years Ended December 31, 2014 2013 (In thousands) Revenues: Mobile Mini's historic revenues $ 445,474 $ 406,486 ETS' historic revenues (1) 101,603 92,057 Pro forma revenues $ 547,077 $ 498,543 Net income: Mobile Mini's historic net income $ 44,386 $ 23,922 ETS' historic net loss from continuing operations (25,862 ) (10,332 ) Pro forma adjustments (2) 22,601 6,956 Pro forma net income $ 41,125 $ 20,546 Average diluted weighted shares outstanding 46,725 46,096 Pro forma diluted earnings per share from continuing operations $ 0.88 $ 0.45 (1) ETS historic information for the year ended December 31, 2014, consists of revenues and net loss prior to the acquisition date of December 10, 2014. Revenues and net income (loss) after the acquisition date are included in Mobile Mini’s historic information for the year ended December 31, 2014. (2) Pro forma adjustments consist of the following: Years Ended December 31, 2014 2013 (In thousands) Pro forma increases (decreases) to income from continuing operations before income tax provisions: Record the net impact to depreciation resulting from fair value mark-ups, offset by changes to the estimated remaining lives, for acquired rental fleet and property, plant and equipment $ 3,953 $ 3,799 Remove historic gains recognized on the sale of used rental fleet and property, plant and equipment (2,195 ) (1,707 ) Eliminate historic ETS amortization of intangible assets 3,387 3,233 Recognize amortization for intangible assets acquired (5,027 ) (4,818 ) Recognize increased interest expense on amounts borrowed to fund the acquisition, including acquisition costs (8,531 ) (9,078 ) Eliminate historic ETS interest and administrative expense on debt instruments repaid upon acquisition 22,655 19,882 Eliminate acquisition costs 15,295 — Total 29,537 11,311 Increase in income tax provision related to pro forma adjustments 6,936 4,355 Total pro forma adjustments $ 22,601 $ 6,956 We did not acquire any businesses in 2013. |
Impairment and Divestiture of N
Impairment and Divestiture of North American Wood Mobile Offices | 12 Months Ended |
Dec. 31, 2015 | |
Text Block [Abstract] | |
Impairment and Divestiture of North American Wood Mobile Offices | (4) Impairment and Divestiture of North American Wood Mobile Offices Our business strategy is to invest in high return, low maintenance, long-lived assets. Wood mobile offices require more maintenance and upkeep than Mobile Mini’s steel containers and steel ground level offices, resulting in lower margins as compared to our other portable storage products and our specialty containment products. During March 2015, we entered into discussions regarding the possible sale of our wood mobile offices within our North American portable storage segment. The discussions indicated that the fleet might be sold at an amount below carrying value. Based upon the events described above, we conducted a review for impairment for these particular long-lived assets as of March 31, 2015. The review included assumptions of cash flows considering the likelihood of possible outcomes that existed as of the date of the review, including assigning probabilities to these outcomes. Management estimated fair market value for the wood mobile offices based upon purchase price discussions. Based on this review, management determined that the assets were impaired as of March 31, 2015 and an impairment loss was recognized. On April 16, 2015, we entered into a definitive agreement to sell our wood mobile offices within the North American portable storage segment for a cash price of $92.0 million, less associated deferred revenue and customer deposits of $6.8 million. The net assets were reclassified to held for sale as of that date. The transaction closed on May 15, 2015 and we recorded a net loss. For the twelve months ended December 31, 2015, the following amounts were recorded for the impairment and divestiture of the wood mobile office fleet: (In thousands) Estimated fair market value $ 92,000 Net book value: Wood mobile offices in rental fleet 155,429 Ancillary items in property, plant and equipment 1,201 Impairment loss $ (64,630 ) Sale price $ 92,000 Book value of divested assets after impairment 92,000 Selling expenses 1,498 Net loss on sale of wood mobile offices $ (1,498 ) Asset impairment charge and loss on divestiture, net $ (66,128 ) The Company and the purchaser entered into a transition services agreement, whereby we agreed to provide short-term direct services such as transportation and maintenance for the wood mobile offices on behalf of the purchaser, as well as house units on our leased properties and provide certain administrative services such as billing and cash collection. The revenue related to this agreement is included in other revenue, and the expenses for providing these services are included in rental, selling and general expenses. |
Rental Fleet
Rental Fleet | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Rental Fleet | (5) Rental Fleet Depreciation expense related to our rental fleet for 2015, 2014 and 2013 was $34.1 million, $22.7 million and $21.2 million, respectively. At December 31, 2015 and 2014, all rental fleet units were pledged as collateral under the Credit Agreement. Appraisals on our rental fleet are required by our lenders on a regular basis. The appraisal typically reports no difference in the value of the unit due to the age or length of time it has been in our fleet. The latest orderly liquidation value appraisal in September 2015 was conducted by Gordon Brothers-AccuVal. Based on the values assigned in this appraisal our rental fleet net orderly liquidation appraisal value as of December 31, 2015 was approximately $1.1 billion. Our net book value for this fleet as of December 31, 2015 was $951.3 million. Rental fleet at December 31 consisted of the following: Residual Value as Percentage of Original Cost (1) Useful Life in Years 2015 2014 (In thousands) Portable Storage: Steel storage containers 55% 30 $ 612,782 $ 604,547 Steel ground level offices 55% 30 346,233 329,565 Wood mobile offices 50% 20 — 208,529 Other 7,052 5,633 Total 966,067 1,148,274 Accumulated depreciation (142,338 ) (182,437 ) Total portable storage fleet, net $ 823,729 $ 965,837 Specialty Containment: Steel tanks 25 $ 55,467 $ 50,843 Roll-off boxes 15 - 20 25,161 19,820 Stainless steel tank trailers 25 28,160 23,283 Vacuum boxes 20 9,852 7,667 De-watering boxes 20 5,383 3,898 Pumps and filtration equipment 7 13,964 11,510 Other 6,843 5,468 Total 144,830 122,489 Accumulated depreciation (17,236 ) (1,270 ) Total specialty containment fleet, net $ 127,594 $ 121,219 Total rental fleet, net $ 951,323 $ 1,087,056 (1) Specialty containment fleet has been assigned zero residual value. |
Lines of Credit
Lines of Credit | 12 Months Ended |
Dec. 31, 2015 | |
Text Block [Abstract] | |
Lines of Credit | (6) Lines of Credit On December 14, 2015, we entered into the Credit Agreement with Deutsche Bank AG New York Branch, as administrative agent, and other lenders party thereto. The Credit Agreement replaces the Prior Credit Agreement that had a February 2017 maturity date. The Credit Agreement provides for a five-year, $1 billion first lien senior secured revolving credit facility maturing on or before the earlier of (i) December 14, 2020 and (ii) the date that is 90 days prior to the final maturity date of the Senior Notes if such Senior Notes remain outstanding on such date. The Credit Agreement also provides for the issuance of irrevocable standby letters of credit by U.S. lenders in amounts totaling up to $50 million, by U.K.-based lenders in amounts totaling up to $20 million, and by Canadian-based lenders in amounts totaling up to $20 million. The obligations of Mobile Mini and its subsidiary guarantors under the Credit Agreement are secured by a blanket lien on substantially all of our assets. Amounts borrowed under the Credit Agreement and repaid or prepaid during the term may be reborrowed. Outstanding amounts under the Credit Agreement bear interest at our option at either: (i) the London interbank offered rate (“LIBOR”) plus an applicable margin, or (ii) the prime rate plus an applicable margin (“Base Rate Loans”). The applicable margin for each type of loan is based on an availability-based pricing grid and ranges from 1.25% to 1.75% for LIBOR Loans and 0.25% to 0.75% for Base Rate Loans at each measurement date. Pursuant to the terms of the Credit Agreement, outstanding amounts will bear interest at the highest level in the pricing grid until the first measurement date subsequent to March 31, 2016. Had the margins specified in the Credit Agreement pricing grid been in effect as of December 31, 2015, our applicable margins would have been 1.50% for LIBOR Loans and 0.50% for Base Rate Loans. Availability of borrowings under the Credit Agreement is subject to a borrowing base calculation based upon a valuation of the Company’s eligible accounts receivable, eligible container fleet (including containers held for sale, work-in-process and raw materials) and machinery and equipment, each multiplied by an applicable advance rate or limit. The rental fleet is appraised at least once annually by a third-party appraisal firm and up to 90% of the net orderly liquidation value, as defined in the Credit Agreement, is included in the borrowing base to determine how much the Company may borrow under the Credit Agreement. The Credit Agreement provides for U.K. borrowings, which are, at the Company’s option, denominated in either Pounds Sterling or Euros, by its U.K. subsidiary based upon a U.K. borrowing base; Canadian borrowings, which are denominated in Canadian dollars, by its Canadian subsidiary based upon a Canadian borrowing base; and U.S. borrowings, which are denominated in U.S. dollars, by the Company based upon a U.S. borrowing base along with any Canadian assets not included in the Canadian subsidiary. The Credit Agreement also contains customary negative covenants, including covenants that restrict our ability to, among other things: (i) allow certain liens to attach to Mobile Mini or subsidiary assets, (ii) repurchase or pay dividends or make certain other restricted payments on capital stock and certain other securities, or prepay certain indebtedness, (iii) incur additional indebtedness or engage in certain other types of financing transactions, and (iv) make acquisitions or other investments. In addition we must comply with a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of each quarter, upon the minimum availability amount under the Credit Agreement falling below the greater of (y) $90 million and (z) 10% of the lesser of the then total revolving loan commitment and aggregate borrowing base. We were in compliance with the terms of the Credit Agreement as of December 31, 2015 and above the minimum borrowing availability threshold and therefore not subject to any financial maintenance covenants. The weighted average interest rate under the lines of credit was approximately 2.2% in both 2015 and 2014. The average outstanding balance was approximately $670.4 million and $323.6 million during 2015 and 2014, respectively. During December 2014, the Company borrowed approximately $410 million under the Prior Credit Agreement to fund the ETS Acquisition and associated expenses. At December 31, 2015, the Company had approximately $667.7 million of borrowings outstanding and $324.9 million of additional borrowing availability under the Credit Agreement, based upon borrowing base calculations as of such date. |
Obligations Under Capital Lease
Obligations Under Capital Leases | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Obligations Under Capital Leases | (7) Obligations Under Capital Leases At December 31, 2015 and 2014, obligations under capital leases for certain real property, transportation, technology and office related equipment were $38.3 million and $24.9 million, respectively. Certain of the lease agreements provide us with a purchase option at the end of the lease term. The leases have been capitalized using interest rates primarily ranging from approximately 1.8% to 12.7% and are secured by the property and equipment under lease. Assets recorded under capital lease obligations totaled approximately $44.5 million as of December 31, 2015 and $24.6 million as of December 31, 2014. Related accumulated amortization totaled approximately $7.6 million as of December 31, 2015 and $2.1 million as of December 31, 2014. The assets acquired under capital leases and related accumulated amortization is included in property, plant and equipment, net, in the Consolidated Balance Sheets. The related amortization is included in depreciation and amortization expense in the Consolidated Statements of Income. Future minimum capital lease payments at December 31, 2015 are as follows (in thousands): 2016 $ 6,291 2017 5,986 2018 5,585 2019 5,795 2020 6,187 Thereafter 11,949 Total 41,793 Amount representing interest (3,519 ) Present value of minimum lease payments $ 38,274 |
Debt Issuances
Debt Issuances | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt Issuances | (8) Debt Issuances On November 23, 2010, the Company issued $200.0 million aggregate principal amount of the Senior Notes due December 2020. The Senior Notes were issued by the Company at an initial offering price of 100% of their face value. The 2020 Notes have a ten-year term and mature on December 1, 2020 and bear interest at a rate of 7.875% per year. Interest is payable semiannually in arrears on June 1 and December 1 of each year. The Senior Notes are senior unsecured obligations of the Company and are unconditionally guaranteed on a senior unsecured basis by all of our domestic subsidiaries. Future Debt Obligations The scheduled maturity for debt obligations under obligations under capital leases and Senior Notes for balances outstanding at December 31, 2015 are as follows (in thousands): 2016 $ 5,363 2017 5,214 2018 4,945 2019 5,282 2020 205,806 Thereafter 11,664 Total $ 238,274 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (9) Income Taxes Income before taxes from continuing operations for the years ended December 31 consisted of the following: For the Years Ended December 31, 2015 2014 2013 (In thousands) U.S. $ (23,750 ) $ 52,944 $ 30,528 Foreign 24,502 17,475 6,971 Total $ 752 $ 70,419 $ 37,499 The provision for income taxes from continuing operations for the years ended December 31 consisted of the following: For the Years Ended December 31, 2015 2014 2013 (In thousands) Current: U.S. federal $ 1,124 $ — $ — State 326 827 934 Foreign — — — Total current 1,450 827 934 Deferred U.S. federal (8,549 ) 21,510 11,483 State (1,190 ) 2,019 1,100 Foreign 3,467 1,677 (1,242 ) Total deferred (6,272 ) 25,206 11,341 Total (benefit) provision for income taxes $ (4,822 ) $ 26,033 $ 12,275 A reconciliation of the U.S. federal statutory rate to our effective tax rate for the years ended December 31 is as follows (1): For the Years Ended December 31, 2015 2014 2013 U.S. federal statutory rate 35.0 % 35.0 % 35.0 % State taxes, net of federal benefit (222.4 ) 3.9 3.5 Nondeductible expenses and other 128.1 1.2 1.4 Adjustment of net deferred tax liability for enacted tax rate change (97.6 ) — (4.9 ) Foreign rate differential (484.3 ) (3.1 ) (2.3 ) Effective tax rate (641.2 ) % 37.0 % 32.7 % (1) Our effective income tax rate in the year ended December 31, 2015 was affected by an enacted change in the U.K. income tax rate from 20% to 18%, as well as losses in North America driven by asset impairment and restructuring expenses. The change in the U.K. income tax rate resulted in a $1.4 million benefit when applied to our December 31, 2014 deferred tax liability, and a $0.5 million benefit to current year taxes. Not including the North America asset impairment and $1.4 million cumulative effect on prior-year deferred liabilities of the U.K. rate change, our tax rate for the year ended December 31, 2015 would have been 33.4%. In July 2013, the U.K.’s government enacted a reduction in the corporate income tax rate to 20% from 23%. The components of the net deferred tax liability at December 31 are approximately as follows: 2015 2014 (In thousands) Deferred tax assets: Net operating loss carryforwards $ 90,540 $ 122,041 Deferred revenue and expenses 10,755 13,310 Accrued compensation and other benefits 3,666 1,438 Allowance for doubtful accounts 1,041 1,034 Equity compensation 8,888 4,434 Other 3,125 378 Total deferred tax assets 118,015 142,635 Valuation allowance (1,126 ) (1,126 ) Net deferred tax assets 116,889 141,509 Deferred tax liabilities Accelerated tax depreciation (297,575 ) (333,042 ) Accelerated tax amortization (36,704 ) (36,150 ) Other (2,211 ) (3,864 ) Total deferred tax liabilities (336,490 ) (373,056 ) Net deferred tax liabilities $ (219,601 ) $ (231,547 ) A net deferred tax liability of approximately $17.1 million and $16.2 million related to our U.K. operations has been combined with the net deferred tax liabilities of our U.S. operations in the Consolidated Balance Sheets at December 31, 2015 and 2014, respectively. In connection with the ETS Acquisition, we acquired $4.7 million of net deferred tax assets. This primarily consisted of deferred tax liabilities of $50.5 million related to accelerated tax depreciation and amortization along with deferred tax assets for federal and state net operating losses of $55.2 million. At December 31, 2015, we had U.S. federal net operating loss carryforwards on our federal tax return of approximately $278.2 million, which expire if unused from 2028 to 2034. At December 31, 2015, we had net operating loss carryforwards on the various states’ tax returns in which we operate totaling $113.7 million, which expire if unused from 2016 to 2034. In connection with the ETS Acquisition, we acquired U.S. federal net operating loss carryforwards of approximately $151.3 million and various state net operating loss carryforwards of $47.5 million. Management evaluates the ability to realize our deferred tax assets on a quarterly basis and adjusts the amount of our valuation allowance if necessary. Over the past three years, we have generated $172.4 million of federal taxable income. Management currently believes that adequate future taxable income will be generated through future operations, or through available tax planning strategies to recover the unreserved portion of these deferred tax assets. For income tax purposes, deductible compensation related to share-based awards is based on the value of the award when realized, which may be different than the compensation expense recognized by us in our financial statements, which is based on the award value on the date of grant. The difference between the value of the award upon grant, and the value of the award when ultimately realized, creates either additional tax benefits or a tax shortfall. Tax benefits resulting from tax deductions in excess of the compensation cost recognized for share-based awards are recognized as increases to additional paid in capital and as financing cash flows, only if an incremental income tax benefit would be realized after considering all other tax attributes presently available to us. We have not recognized excess tax benefits in 2015, 2014 or 2013, because we have not paid U.S. federal income taxes in those years. Tax shortfalls, which occur when the tax deduction for share-based awards is less than the compensation cost recognized, are recorded as a reduction to additional paid in capital to the extent that, cumulatively, the shortfalls do not exceed the cumulative excess tax benefits recognized (including excess tax benefits not yet recognized in additional paid in capital). Should cumulative tax shortfalls exceed cumulative excess tax benefits, the difference would be reflected as additional tax expense in our financial statements. At December 31, 2015 and 2014, our net operating losses carrying forward for tax return purposes include $17.7 million and $16.6 million, respectively, of excess tax benefits from employee stock awards. Additional paid in capital will be increased by an equivalent amount if and when such excess tax benefits are realized. Uncertain tax positions are recognized and measured using a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation process, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. We file U.S. federal tax returns, U.S. state tax returns, and foreign tax returns and have identified our U.S. Federal tax return as our “major” tax jurisdiction. For the U.S. Federal return, our tax years for 2014, 2013 and 2012 are subject to tax examination by the U.S. Internal Revenue Service through September 15, 2018, 2017 and 2016, respectively. No reserves for uncertain income tax positions have been recorded. We do not anticipate that the total amount of unrecognized tax benefit related to any particular tax position will change significantly within the next 12 months. A deferred U.S. tax liability has not been provided on the undistributed earnings of certain foreign subsidiaries because it is our intent to permanently reinvest such earnings. Undistributed earnings of foreign subsidiaries, which have been or are intended to be permanently invested, aggregated approximately $47.2 million and $25.3 million as of December 31, 2015 and 2014, respectively. The estimated unrecognized deferred tax liability associated with these temporary differences was approximately $8.7 million as of December 31, 2015. Our policy for recording interest and penalties associated with audits is to record such items as a component of income before taxes. Penalties and associated interest costs, if any, are recorded in rental, selling and general expenses in our Consolidated Statements of Income. As a result of stock ownership changes during the years presented, it is possible that we have undergone a change in ownership for federal income tax purposes, which can limit the amount of net operating loss currently available as a deduction. We have determined that even if such an ownership change has occurred, it would not impair the realization of the deferred tax asset resulting from the federal net operating loss carryover. We paid income taxes of approximately $4.9 million in 2015, $1.1 million in 2014 and $1.1 million in 2013. These amounts are lower than the recorded expense in the years due to net operating loss carryforwards and general business credit utilization. |
Transactions with Related Perso
Transactions with Related Persons | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Transactions with Related Persons | (10) Transactions with Related Persons With the ETS Acquisition, we acquired its wholly owned subsidiary, Water Movers, which has two real property leases with an entity partly owned by Michael Watts, a member of our board of directors (“Board”). These leases began in 2013, prior to the ETS Acquisition, and expire in 2023. Rental payments under these leases are currently approximately $18,000 per month. Any future renewals of these leases will be approved by the Board as related party transactions. It is our intention not to enter into any additional related person transactions. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | (11) Share-Based Compensation We have historically awarded stock options and restricted stock awards for employees and non-employee directors as a means of attracting and retaining quality personnel and to align employee performance with stockholder value. Stock option plans are approved by our stockholders and administered by the stock compensation committee of the Board. The current plan allows for a variety of equity programs designed to provide flexibility in implementing equity and cash awards, including incentive stock options, nonqualified stock options, restricted stock awards, restricted stock units, stock appreciation rights, performance stock, performance units and other stock-based awards. Participants may be granted any one of the equity awards or any combination. We do not award stock options with an exercise price below the market price of the underlying securities on the date of award. As of December 31, 2015, 2.6 million shares are available for future grants. Generally stock options have contractual terms of ten years. Service-based awards. We grant share-based compensation awards that vest over time subject to the employee rendering service over the vesting period. The majority of the service–based awards vest in equal annual installments over a period of three to five years. The expense for service-based awards is expensed ratably over the full service period of the grant. Performance-based awards . Certain executive officers have been granted stock options and restricted stock awards with vesting contingent upon the achievement of certain performance criteria related to operating performance of the Company, in addition to the fulfillment of service requirements. Performance-based awards generally vest over a three to four year period. Expense related to performance-based awards that have multiple vesting dates, is recognized using the accelerated attribution approach, whereby each vesting tranche is treated as a separate award for purposes of determining the implicit service period. The accelerated attribution approach results in a higher expense during the earlier years of vesting. Generally, performance-based share awards vest annually contingent on annual operating performance criteria, however, there is also a cumulative performance objective. Performance shares that do not vest in any given year due to failure to achieve an annual performance target may nevertheless vest at the end of the cumulative year grant period if certain cumulative targets are met. As of December 31, 2015 approximately 0.4 million performance-based stock options and 17,000 performance-based restricted stock awards remain unvested. No performance-based awards were issued in 2015 or 2014. Non-employee director awards . Each non-employee director serving on the Board receives an automatic award of shares of Mobile Mini’s common stock annually. These awards vest 100% when granted. For the years ended December 31, 2015, 2014 and 2013, $0.8 million, $0.9 million and $0.6 million, respectively, of expense was recognized related to these grants. Share-based compensation expense . The following table summarizes our share-based compensation for the years ended December 31: For the Years Ended December 31, 2015 2014 2013 (In thousands) Share-based compensation expense included in: Rental, selling and general expenses $ 12,277 $ 14,490 $ 13,956 Restructuring expenses 1,550 581 758 Share-based compensation expense 13,827 15,071 14,714 Amount capitalized — — 326 Total share-based compensation $ 13,827 $ 15,071 $ 15,040 As of December 31, 2015, total unrecognized compensation cost related to stock option awards was approximately $4.2 million and the related weighted-average period over which it is expected to be recognized is approximately 0.9 years. As of December 31, 2015, the unrecognized compensation cost related to restricted stock awards was approximately $5.4 million, which is expected to be recognized over a weighted-average period of approximately 2.1 years. Stock options . The fair value of each stock option award is estimated on the date of the grant using the Black-Scholes-Merton option pricing model which requires the input of assumptions. We estimate the risk-free interest rate based on the U.S. Treasury security rate in effect at the time of the grant. The expected life of the options, volatility and dividend rates are estimated based on our historical data. The following are the key assumptions used for the period noted: 2015 2014 2013 Risk-free interest rate 1.3% - 1.7% 1.5% - 1.7% 0.7% - 1.5% Expected life of the options (years) 5.0 5.0 6.0 - 7.0 Expected stock price volatility 35.3% - 35.4% - 41.1% - 46.3% Expected dividend rate 1.8% - 2.1% 1.5% - 1.8% 0.0% - 1.8% The following table summarizes stock option activity for the years ended December 31 (share amounts in thousands): 2015 2014 2013 Number of Shares Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price Options outstanding, beginning of year 2,649 $ 32.33 2,519 $ 29.80 1,099 $ 20.02 Granted 381 42.80 365 46.83 2,214 31.26 Canceled/Expired (98 ) 44.60 (71 ) 40.63 (147 ) 15.90 Exercised (62 ) 27.60 (164 ) 22.18 (647 ) 21.35 Options outstanding, end of year 2,870 33.40 2,649 32.33 2,519 29.80 Options exercisable, end of year 1,643 854 29.32 193 21.51 A summary of stock options outstanding as of December 31, 2015, is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Terms Aggregate Intrinsic Value (In thousands) (In years) (In thousands) Outstanding 2,870 $ 33.40 7.43 $ 5,071 Vested and expected to vest 2,803 33.18 7.40 5,052 Exercisable 1,643 30.97 7.09 3,981 The aggregate intrinsic value of options exercised during the period ended December 31, 2015, 2014 and 2013 was $0.8 million, $2.9 million and $9.0 million, respectively. The weighted average fair value of stock options granted was $8.43, $10.46 and $10.59 for the years ended December 31, 2015, 2014 and 2013, respectively. Restricted Stock Awards . The fair value of restricted stock awards is estimated as the closing price of our common stock on the date of grant. A summary of restricted stock activity is as follows (share amounts in thousands): Shares Weighted Average Grant Date Fair Value Restricted stock awards at January 1, 2013 843 $ 17.27 Awarded 153 30.21 Released (252 ) 19.15 Forfeited (202 ) 15.64 Restricted stock awards at December 31, 2013 542 20.65 Awarded 143 39.77 Released (240 ) 20.93 Forfeited (102 ) 22.09 Restricted stock awards at December 31, 2014 343 27.99 Awarded 107 37.17 Released (169 ) 28.22 Forfeited (39 ) 25.07 Restricted stock awards at December 31, 2015 242 31.70 The total fair value of restricted stock awards that vested in 2015, 2014 and 2013 were $4.8 million, $5.0 million and $4.8 million, respectively. |
Benefit Plans
Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |
Benefit Plans | (12) Benefit Plans In the U.S. we sponsor 401(k) retirement plans designed to provide tax-deferred retirement benefits to employees in accordance with the provisions of Section 401(k) of the Internal Revenue Code. We also sponsor defined contribution programs in the U.K., and have a Registered Retirement Savings Plan regulated by Canadian law. Under the U.S. and Canadian plans we match a percentage of the participants’ contributions up to a specified amount. Under the U.K. plan, we contribute a percentage of each participant’s annual salary to the plan and, depending on the plan, employees may also be required to contribute a percentage of their annual salary into the plan. In the U.S. plans Company matches vest over a period of two to five years, while Company matches for U.K. and Canadian employees are immediately vested. Company contributions to all these benefit plans totaled approximately $1.1 million, $0.7 million and $0.5 million in 2015, 2014 and 2013, respectively. In each of the three years ending December 31, 2015, 2014 and 2013, we incurred approximately $51,000, $34,000 and $34,000, respectively, for administrative costs for these programs. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (13) Commitments and Contingencies Leases We lease our corporate offices and other properties and operating equipment from third parties under noncancelable operating leases. Rent expense under these agreements was approximately $22.7 million, $21.3 million and $21.2 million for the years ended December 31, 2015, 2014 and 2013, respectively. As of December 31, 2015, contractual commitments associated with lease obligations are as follows: Operating Lease Commitments Restructuring Related Lease Commitments Sub-lease Income Total (In thousands) 2016 $ 18,233 $ 481 $ (297 ) $ 18,417 2017 12,551 414 (38 ) 12,927 2018 8,199 280 — 8,479 2019 5,189 23 — 5,212 2020 3,688 — — 3,688 Thereafter 11,162 — — 11,162 Total $ 59,022 $ 1,198 $ (335 ) $ 59,885 Future minimum lease payments under restructured non-cancelable operating leases as of December 31, 2015, are included in accrued liabilities in the Consolidated Balance Sheet. See Note 15 for a further discussion on restructuring related commitments. Insurance Reserves We maintain insurance coverage for our operations and employees with appropriate aggregate, per occurrence and deductible limits as we reasonably determine is necessary or prudent considering current operations and historical experience. The majority of these coverages have large deductible programs which allow for potential improved cash flow benefits based on our loss control efforts, while guarantying a maximum premium liability. Our employee group health insurance program is a self-insured program with individual and aggregate stop loss limits. The insurance provider is responsible for funding all claims in excess of the calculated monthly maximum liability. This calculation is based on a variety of factors including the number of employees enrolled in the plan. Actual results may vary from estimates based on our actual experience at the end of the plan policy periods based on the carrier’s loss predictions and our historical claims data. We expense the deductible portion of the individual claims. However, we generally do not know the full amount of our exposure to a deductible in connection with any particular claim during the fiscal period in which the claim is incurred and for which we must make an accrual for the deductible expense. We make these accruals based on a combination of the claims development experience of our staff and our insurance companies, and, at year end, the accrual is reviewed and adjusted, in part, based on an independent actuarial review of historical loss data and using certain actuarial assumptions followed in the insurance industry. A high degree of judgment is required in developing these estimates of amounts to be accrued, as well as in connection with the underlying assumptions. In addition, our assumptions will change as our loss experience is developed. All of these factors have the potential for significantly impacting the amounts previously reserved in respect of anticipated deductible expenses and we may be required in the future to increase or decrease amounts previously accrued. Our worker’s compensation, auto and general liability insurance are purchased under large deductible programs. Our current per incident deductibles are: worker’s compensation $250,000, auto $500,000 and general liability $100,000. Under our various insurance programs, we have collective reserves recorded in accrued liabilities of $3.8 million and $3.3 million at December 31, 2015 and 2014, respectively. As of December 31, 2015, Mobile Mini and ETS have a combined insurance program. Further, as of December 31, 2015 there are no outstanding claims related to ETS standalone insurance programs. In connection with the issuance of our insurance policies, we have provided our various insurance carriers approximately $7.4 million in letters of credit as of December 31, 2015. General Litigation We are a party to various claims and litigation in the normal course of business. Our current estimated range of liability related to various claims and pending litigation is based on claims for which our management can determine that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Because of the uncertainties related to both the probability of incurred and possible range of loss on pending claims and litigation, management must use considerable judgment in making reasonable determination of the liability that could result from an unfavorable outcome. As additional information becomes available, we will assess the potential liability related to our pending litigation and revise our estimates. Such revisions in our estimates of the potential liability could materially impact our results of operation. We do not anticipate the resolution of such matters known at this time will have a material adverse effect on our business or consolidated financial position. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | (14) Stockholders’ Equity Dividends During the twelve months ended December 31, 2015, we paid cash dividends of $0.75 per share for a total of $33.7 million. Each future quarterly dividend payment is subject to review and approval by the Board. In addition, our Credit Agreement contains restrictions on the declaration and payment of dividends. Treasury stock On November 6, 2013, the Board approved a share repurchase program authorizing up to $125.0 million of our outstanding shares of common stock to be repurchased. On April 17, 2015, the Board authorized up to an additional $50.0 million of our outstanding shares of common stock to be repurchased, for a total of $175.0 million under the share repurchase program. The shares may be repurchased from time to time in the open market or in privately negotiated transactions. The share repurchases are subject to prevailing market conditions and other considerations. The share repurchase program does not have an expiration date and may be suspended or terminated at any time by the Board. All shares repurchased are held in treasury. During the twelve months ended December 31, 2015, we purchased approximately 1.7 million shares of our common stock at a cost of $61.0 million under the authorized share repurchase program, and approximately $89.0 million is available for repurchase as of December 31, 2015. In addition, we withheld approximately 21,000 shares of stock from employees, for an approximate value of $0.8 million, upon vesting of share awards to satisfy minimum tax withholding obligations. These shares were not acquired pursuant to the share repurchase program. During the twelve months ended December 31, 2014, we purchased approximately 0.6 million shares of our common stock at a cost of $25.0 million under the authorized share repurchase program. In addition, we withheld approximately 25,000 shares of stock from employees, for an approximate value of $1.0 million, upon vesting of share awards to satisfy minimum tax withholding obligations. These shares were not acquired pursuant to the share repurchase program. |
Restructuring Costs
Restructuring Costs | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Costs | (15) Restructuring Costs We have undergone restructuring actions to align our business operations. The 2014 restructuring costs resulted from the restructuring of U.K. locations including the sale of the Belfast, North Ireland location. In addition, the Company’s field management and sales force structures in North America were realigned in 2014 along with other organizational changes. The 2013 restructuring charges related primarily to the transition of key leadership positions. 2015 Restructuring Of the $20.8 million in restructuring expenses recognized in 2015, $19.7 million relates to activities associated with the integration of ETS into the existing Mobile Mini infrastructure, including our shift from managing operations on a product-oriented basis to a geographic, customer-focused organization; and, to support this shift, the re-alignment of sales leadership with operational leadership: The integration includes such activities as · Combining portable storage and specialty containment locations in markets where both lines of business are present, · Expanding either line of business to new geographies where we maintain a presence in the other, · Eliminating duplicative or redundant positions at both the corporate level and in operations, and · Determining the appropriate processes, including the sales process, necessary to support the new geographically-based structure, and eliminating infrastructure that does not function optimally in the new environment. During the fourth quarter of 2015, as the Company was finalizing locations in Southern California for combined portable storage and specialty containment equipment operations, we determined that certain of our current locations in Southern California would either not be optimal or available to accommodate efficient operations and provide desired proximity to our combined customer base. To accommodate the needs of the planned combined operations, the Company is leasing new property, exiting certain properties and has abandoned approximately 5,000 units of the portable storage fleet in Southern California at the legacy yards. This abandonment resulted in $13.7 million of restructuring expense in the fourth quarter, representing the write-down of this fleet to zero value. Other costs in 2015 related to performance of the integration include $4.6 million for severance and benefits (including $1.6 million of share-based compensation) and $1.4 million for the write-off and loss on sale of property, plant and equipment. Additional 2015 restructuring costs relate primarily to costs involved to shift our business away from the wood mobile office business, including abandonment of yards. The following table details accrued restructuring obligations (included in accrued liabilities in the Consolidated Balance Sheets) and related activity for the years ended December 31, 2015, 2014 and 2013: Fleet and Property, Plant and Equipment Abandonment Costs Severance and Benefits Lease Abandonment Costs Other Costs Total (In thousands) Accrued obligations as of January 1, 2013 $ — $ 2,543 $ 1,570 $ — $ 4,113 Restructuring expense — 1,787 475 140 2,402 Settlement of obligations — (3,717 ) (982 ) (140 ) (4,839 ) Accrued obligations as of December 31, 2013 — 613 1,063 — 1,676 Restructuring expense 1,295 1,826 318 103 3,542 Settlement of obligations (1,295 ) (1,998 ) (705 ) (103 ) (4,101 ) Accrued obligations as of December 31, 2014 — 441 676 — 1,117 Restructuring expense 15,274 4,846 600 78 20,798 Settlement of obligations (15,274 ) (4,042 ) (781 ) (76 ) (20,173 ) Accrued obligations as of December 31, 2015 $ — $ 1,245 $ 495 $ 2 $ 1,742 The majority of accrued obligations relate to our North American operations and are expected to be paid out through the year 2016, with the exception of a lease that will continue into the first quarter of 2019. The following amounts are included in restructuring expense for the years ended December 31: 2015 2014 2013 (In thousands) Fleet and property, plant and equipment abandonment costs $ 15,274 $ 1,295 $ — Severance and benefits 4,846 1,826 1,787 Lease abandonment costs 600 318 475 Other costs 78 103 140 Restructuring expenses $ 20,798 $ 3,542 $ 2,402 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | (16) Segment Reporting Prior to the ETS Acquisition, our operations were comprised of two reportable segments: North America and the U.K., both of which offer portable storage solutions. Discrete financial data on each of our products is not available and it would be impractical to collect and maintain financial data in such a manner. As a result of the ETS Acquisition, we established a new specialty containment reportable segment. The assets and liabilities of ETS are included in Mobile Mini’s December 31, 2015 and 2014 consolidated balance sheet. ETS operations are included in our results of operations for all of 2015, and the portion of 2014 subsequent to the acquisition date, which is less than one month. The results for each segment are reviewed discretely by our chief operating decision maker. We operate in the U.S., U.K. and Canada. All of our locations operate in their local currency and, although we are exposed to foreign exchange rate fluctuation in foreign markets where we rent and sell our products, we do not believe such exposure will have a significant impact on our results of operations. Revenues recognized by our U.S. locations were $438.4 million, $353.2 million and $324.9 million for the twelve months ended December 31, 2015, 2014 and 2013, respectively. The following tables set forth certain information regarding each of our reportable segments for the years ended December 31, 2015, 2014 and 2013: For the Year Ended December 31, 2015 Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) Revenues: Rental $ 310,864 $ 84,227 $ 395,091 $ 99,624 $ 494,715 Sales 18,833 3,554 22,387 7,566 29,953 Other 5,697 340 6,037 72 6,109 Total revenues 335,394 88,121 423,515 107,262 530,777 Costs and expenses: Rental, selling and general expenses 210,323 53,423 263,746 62,506 326,252 Cost of sales 11,852 2,728 14,580 5,091 19,671 Restructuring expenses 17,790 — 17,790 3,008 20,798 Asset impairment charge and loss on divestiture, net 66,128 — 66,128 — 66,128 Depreciation and amortization 28,200 6,628 34,828 25,516 60,344 Total costs and expenses 334,293 62,779 397,072 96,121 493,193 Income from operations $ 1,101 $ 25,342 $ 26,443 $ 11,141 $ 37,584 Interest expense, net of interest income $ 24,249 $ 876 $ 25,125 $ 10,774 $ 35,899 Income tax (benefit) provision (8,639 ) 3,369 (5,270 ) 448 (4,822 ) For the Year Ended December 31, 2014 Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) Revenues: Rental $ 323,236 $ 81,703 $ 404,939 $ 5,423 $ 410,362 Sales 26,834 4,588 31,422 163 31,585 2,274 407 2,681 846 3,527 Total revenues 352,344 86,698 439,042 6,432 445,474 Costs and expenses: Rental, selling and general expenses 221,405 56,189 277,594 3,354 280,948 Cost of sales 18,251 3,587 21,838 106 21,944 Restructuring expenses 1,915 1,627 3,542 — 3,542 Asset impairment charge, net 433 124 557 — 557 Depreciation and amortization 30,670 6,790 37,460 1,874 39,334 Total costs and expenses 272,674 68,317 340,991 5,334 346,325 Income from operations $ 79,670 $ 18,381 $ 98,051 $ 1,098 $ 99,149 Interest expense, net of interest income $ 27,816 $ 905 $ 28,721 $ 8 $ 28,729 Income tax provision 21,580 4,042 25,622 411 26,033 For the Year Ended December 31, 2013 Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) Revenues: Rental $ 299,676 $ 66,610 $ 366,286 $ — $ 366,286 Sales 29,809 8,242 38,051 — 38,051 Other 1,767 382 2,149 — 2,149 Total revenues 331,252 75,234 406,486 — 406,486 Costs and expenses: Rental, selling and general expenses 190,337 47,230 237,567 — 237,567 Cost of sales 19,128 6,285 25,413 — 25,413 Restructuring expenses 2,141 261 2,402 — 2,402 Asset impairment charge, net 32,157 6,548 38,705 — 38,705 Depreciation and amortization 28,614 6,818 35,432 — 35,432 Total costs and expenses 272,377 67,142 339,519 — 339,519 Income from operations $ 58,875 $ 8,092 $ 66,967 $ — $ 66,967 Interest expense, net of interest income $ 28,347 $ 1,119 $ 29,466 $ — $ 29,466 Income tax provision 12,258 17 12,275 — 12,275 Assets related to our reportable segments include the following: Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) As of December 31, 2015: Goodwill $ 463,616 $ 61,532 $ 525,148 $ 181,239 $ 706,387 Intangibles, net 2,021 403 2,424 70,788 73,212 Rental fleet, net 672,080 151,649 823,729 127,594 951,323 Property, plant and equipment, net 96,940 17,835 114,775 16,912 131,687 Total assets, excluding intercompany assets 1,302,170 252,462 1,554,632 424,590 1,979,222 As of December 31, 2014: Goodwill $ 459,234 $ 64,402 $ 523,636 $ 181,972 $ 705,608 Intangibles, net 2,119 651 2,770 75,615 78,385 Rental fleet, net 825,158 140,679 965,837 121,219 1,087,056 Property, plant and equipment, net 82,514 16,488 99,002 14,173 113,175 Total assets, excluding intercompany assets 1,441,212 243,188 1,684,400 418,774 2,103,174 The above schedule includes assets in the U.S. of $1.6 billion and $1.7 billion as of December 31, 2015 and 2014, respectively. |
Discontinued Operation
Discontinued Operation | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operation | (17) Discontinued Operation In December 2013, we entered into a share sale and purchase agreement with Caru Group B.V. to sell Mobile Mini Holding B.V., comprising our Netherlands operation. In connection with this transaction, we recorded a $1.2 million after-tax loss on the sale in 2013. The transaction closed on December 31, 2013, and we received proceeds of $0.7 million. The results of operations of our Netherlands business are reported within discontinued operation in the consolidated financial statements. Summarized results of our Netherlands operations for the year ended December 31, 2013 are as follows (dollars in thousands): Revenues $ 1,895 Loss from operations, including loss on disposition of $1.9 million $ (2,101 ) Other expenses (64 ) Income tax benefit 863 Loss from discontinued operations, net of tax $ (1,302 ) Summarized results of the Netherlands cash flow activities for the year ended December 31, 2013 are as follows (dollars in thousands): Net cash used in operating activities $ (861 ) Net cash provided by investing activities 896 |
Selected Consolidated Quarterly
Selected Consolidated Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Consolidated Quarterly Financial Data | (18) Selected Consolidated Quarterly Financial Data (unaudited) The following table sets forth certain unaudited selected consolidated financial information for each of the four quarters in the years ended December 31, 2015 and 2014. In management’s opinion, this unaudited consolidated quarterly selected information has been prepared on the same basis as the audited consolidated financial statements and includes all necessary adjustments, consisting only of normal recurring adjustments, which management considers necessary for a fair presentation when read in conjunction with the Consolidated Financial Statements and notes. We believe these comparisons of consolidated quarterly selected financial data are not necessarily indicative of future performance. Quarterly EPS may not total to the fiscal year EPS due to the weighted average number of shares outstanding at the end of each period reported and rounding. First Quarter Second Quarter Third Quarter Fourth Quarter (In thousands, except per share data) 2015 Rental revenue $ 123,117 $ 120,245 $ 124,813 $ 126,540 Total revenues 132,629 130,288 133,343 134,517 Gross profit on sales 2,839 2,799 2,228 2,416 (Loss) income from operations (36,298 ) 23,400 30,474 20,008 Net (loss) income (27,326 ) 9,416 13,979 9,505 (Loss) earnings per share: Basic (0.60 ) 0.21 0.31 0.21 Diluted (0.60 ) 0.21 0.31 0.21 First Quarter Second Quarter Third Quarter Fourth Quarter (In thousands, except per share data) 2014 Rental revenue $ 94,080 $ 98,041 $ 104,798 $ 113,443 Total revenues 102,404 106,533 113,322 123,215 Gross profit on sales 2,313 2,603 2,714 2,011 Income from operations 18,482 21,695 30,171 28,801 Net income 7,440 9,263 14,820 12,863 Earnings per share: Basic 0.16 0.20 0.32 0.28 Diluted 0.16 0.20 0.32 0.28 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information for Guarantors | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Condensed Consolidating Financial Information for Guarantors | (19) Condensed Consolidating Financial Information for Guarantors The following tables reflect the condensed consolidating financial information of our subsidiary guarantors of the Senior Notes and our non-guarantor subsidiaries. Separate financial statements of the subsidiary guarantors are not presented because the guarantee by each 100% owned subsidiary guarantor is full and unconditional, joint and several, subject to customer exceptions, and management has determined that such information is not material to investors. MOBILE MINI, INC. CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 1,033 $ 580 $ — $ 1,613 Receivables, net 62,043 18,148 — 80,191 Inventories 14,224 1,372 — 15,596 Rental fleet, net 790,172 161,151 — 951,323 Property, plant and equipment, net 112,877 18,810 — 131,687 Deposits and prepaid expenses 6,739 1,912 — 8,651 Deferred financing costs, net and other assets 10,562 — — 10,562 Intangibles, net 72,751 461 — 73,212 Goodwill 640,444 65,943 — 706,387 Intercompany receivables 143,624 3,539 (147,163 ) — Total assets $ 1,854,469 $ 271,916 $ (147,163 ) $ 1,979,222 LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Accounts payable $ 22,849 $ 6,237 $ — $ 29,086 Accrued liabilities 51,815 7,209 — 59,024 Lines of credit 665,750 1,958 — 667,708 Obligations under capital leases 37,957 317 — 38,274 Senior Notes 200,000 — — 200,000 Deferred income taxes 199,826 19,775 — 219,601 Intercompany payables — 8 (8 ) — Total liabilities 1,178,197 35,504 (8 ) 1,213,693 Commitments and contingencies Stockholders' equity: Common stock 491 — — 491 Additional paid-in capital 584,447 147,999 (147,999 ) 584,447 Retained earnings 218,843 132,575 844 352,262 Accumulated other comprehensive loss — (44,162 ) — (44,162 ) Treasury stock, at cost (127,509 ) — — (127,509 ) Total stockholders' equity 676,272 236,412 (147,155 ) 765,529 Total liabilities and stockholders' equity $ 1,854,469 $ 271,916 $ (147,163 ) $ 1,979,222 MOBILE MINI, INC. CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 2,977 $ 762 $ — $ 3,739 Receivables, net 62,033 18,998 — 81,031 Inventories 15,371 1,365 — 16,736 Rental fleet, net 934,433 152,623 — 1,087,056 Property, plant and equipment, net 95,509 17,666 — 113,175 Deposits and prepaid expenses 7,375 1,211 — 8,586 Deferred financing costs, net and other assets 8,858 — — 8,858 Intangibles, net 77,629 756 — 78,385 Goodwill 635,943 69,665 — 705,608 Intercompany receivables 145,018 33,971 (178,989 ) — Total assets $ 1,985,146 $ 297,017 $ (178,989 ) $ 2,103,174 LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Accounts payable $ 14,803 $ 8,130 $ — $ 22,933 Accrued liabilities 56,104 7,623 — 63,727 Lines of credit 702,135 3,383 — 705,518 Obligations under capital leases 24,760 158 — 24,918 Senior Notes 200,000 — — 200,000 Deferred income taxes 215,184 17,367 (1,004 ) 231,547 Intercompany payables — 94 (94 ) — Total liabilities 1,212,986 36,755 (1,098 ) 1,248,643 Commitments and contingencies Stockholders' equity: Common stock 490 18,388 (18,388 ) 490 Additional paid-in capital 569,083 160,347 (160,347 ) 569,083 Retained earnings 268,263 111,397 844 380,504 Accumulated other comprehensive loss — (29,870 ) — (29,870 ) Treasury stock, at cost (65,676 ) — — (65,676 ) Total stockholders' equity 772,160 260,262 (177,891 ) 854,531 Total liabilities and stockholders' equity $ 1,985,146 $ 297,017 $ (178,989 ) $ 2,103,174 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the Year Ended December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Revenues: Rental $ 406,434 $ 88,281 $ — $ 494,715 Sales 26,157 3,796 — 29,953 Other 5,764 345 — 6,109 Total revenues 438,355 92,422 — 530,777 Costs and expenses: Rental, selling and general expenses 269,893 56,359 — 326,252 Cost of sales 16,781 2,890 — 19,671 Restructuring expenses 20,798 — — 20,798 Asset impairment charge and loss on divestiture, net 66,110 18 — 66,128 Depreciation and amortization 53,260 7,084 — 60,344 Total costs and expenses 426,842 66,351 — 493,193 Income from operations 11,513 26,071 — 37,584 Other income (expense): Interest income 10,640 — (10,639 ) 1 Interest expense (45,016 ) (1,523 ) 10,639 (35,900 ) Deferred financing costs write-off (931 ) — — (931 ) Foreign currency exchange — (2 ) — (2 ) (Loss) income from continuing operations before income tax (benefit) provision (23,794 ) 24,546 — 752 Income tax (benefit) provision (8,191 ) 3,369 — (4,822 ) Net (loss) income $ (15,603 ) $ 21,177 $ — $ 5,574 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the Year Ended December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Net (loss) income $ (15,603 ) $ 21,177 $ — $ 5,574 Other comprehensive income : Foreign currency translation adjustment, net of income tax benefit of $184 — (14,292 ) — (14,292 ) Other comprehensive loss — (14,292 ) — (14,292 ) Comprehensive (loss) income $ (15,603 ) $ 6,885 $ — $ (8,718 ) MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the Year Ended December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Revenues: Rental $ 323,563 $ 86,799 $ — $ 410,362 Sales 26,524 5,061 — 31,585 Other 3,112 415 — 3,527 Total revenues 353,199 92,275 — 445,474 Costs and expenses: Rental, selling and general expenses 220,951 59,997 — 280,948 Cost of sales 17,887 4,057 — 21,944 Restructuring expenses 1,915 1,627 — 3,542 Asset impairment charge, net 416 141 — 557 Depreciation and amortization 32,007 7,327 — 39,334 Total costs and expenses 273,176 73,149 — 346,325 Income from operations 80,023 19,126 — 99,149 Other income (expense): Interest income 81 — (81 ) — Interest expense (27,229 ) (1,581 ) 81 (28,729 ) Foreign currency exchange — (1 ) — (1 ) Income from continuing operations before income tax provision 52,875 17,544 — 70,419 Income tax provision 21,991 4,042 — 26,033 Net income $ 30,884 $ 13,502 $ — $ 44,386 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the Year Ended December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Net income $ 30,884 $ 13,502 $ — $ 44,386 Other comprehensive income : Foreign currency translation adjustment, net of income tax benefit of $213 — (14,430 ) — (14,430 ) Other comprehensive loss — (14,430 ) — (14,430 ) Comprehensive income (loss) $ 30,884 $ (928 ) $ — $ 29,956 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the Year Ended December 31, 2013 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Revenues: Rental $ 293,878 $ 72,408 $ — $ 366,286 Sales 29,310 8,741 — 38,051 Other 1,751 398 — 2,149 Total revenues 324,939 81,547 — 406,486 Costs and expenses: Rental, selling and general expenses 185,834 51,733 — 237,567 Cost of sales 18,784 6,629 — 25,413 Restructuring expenses 2,140 262 — 2,402 Asset impairment charge, net 32,156 6,549 — 38,705 Depreciation and amortization 28,084 7,348 — 35,432 Total costs and expenses 266,998 72,521 — 339,519 Income from operations 57,941 9,026 — 66,967 Other income (expense): Interest income 250 — (249 ) 1 Interest expense (27,726 ) (1,990 ) 249 (29,467 ) Dividend income 274 — (274 ) — Foreign currency exchange — (2 ) — (2 ) Income from continuing operations before income tax provision (benefit) 30,739 7,034 (274 ) 37,499 Income tax provision (benefit) 12,355 (35 ) (45 ) 12,275 Income from continuing operations 18,384 7,069 (229 ) 25,224 Loss from discontinued operation, net of tax (1,229 ) (73 ) — (1,302 ) Net income $ 17,155 $ 6,996 $ (229 ) $ 23,922 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME For the Year Ended December 31, 2013 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Net income $ 17,155 $ 6,996 $ (229 ) $ 23,922 Other comprehensive income : Foreign currency translation adjustment, net of income tax benefit of $194 — 2,377 — 2,377 Other comprehensive income — 2,377 — 2,377 Comprehensive income $ 17,155 $ 9,373 $ (229 ) $ 26,299 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net (loss) income (15,603 ) 21,177 — $ 5,574 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Deferred financing costs write-off 931 — — 931 Asset impairment charge and loss on divestiture, net 66,110 18 66,128 Non-cash restructuring expense, excluding share-based compensation 12,411 — — 12,411 Provision for doubtful accounts 3,065 640 — 3,705 Amortization of deferred financing costs 3,073 58 — 3,131 Amortization of long-term liabilities 99 2 — 101 Share-based compensation expense 13,426 401 — 13,827 Depreciation and amortization 53,260 7,084 — 60,344 Gain on sale of rental fleet (5,934 ) (468 ) — (6,402 ) Loss on disposal of property, plant and equipment 1,873 315 — 2,188 Deferred income taxes (8,832 ) 3,203 — (5,629 ) Tax shortfall on equity award transactions (166 ) — — (166 ) Foreign currency transaction loss — 2 — 2 Changes in certain assets and liabilities, net of effect of businesses acquired: Receivables (3,345 ) (839 ) — (4,184 ) Inventories 1,032 (87 ) — 945 Deposits and prepaid expenses 21 (854 ) — (833 ) Other assets and intangibles (23 ) 1 — (22 ) Accounts payable 6,156 (1,551 ) — 4,605 Accrued liabilities (3,823 ) (19 ) — (3,842 ) Intercompany 1,305 (1,305 ) — — Net cash provided by operating activities 125,036 27,778 — 152,814 Cash Flows from Investing Activities: Proceeds from wood mobile office divestiture, net 83,252 28 — 83,280 Cash paid for businesses acquired, net of cash acquired (17,325 ) (1,200 ) — (18,525 ) Additions to rental fleet, excluding acquisitions (52,366 ) (22,366 ) — (74,732 ) Proceeds from sale of rental fleet 14,777 2,088 — 16,865 Additions to property, plant and equipment, excluding acquisitions (25,231 ) (5,932 ) — (31,163 ) Proceeds from sale of property, plant and equipment 8,985 875 — 9,860 Net cash provided by (used) in investing activities 12,092 (26,507 ) — (14,415 ) Cash Flows from Financing Activities: Net repayments under lines of credit (36,386 ) (1,424 ) — (37,810 ) Deferred financing costs (4,683 ) — (4,683 ) Principal payments on capital lease obligations (4,173 ) (80 ) — (4,253 ) Issuance of common stock 1,703 — — 1,703 Dividend payments (33,700 ) — — (33,700 ) Purchase of treasury stock (61,833 ) — — (61,833 ) Net cash (used in) provided by financing activities (139,072 ) (1,504 ) — (140,576 ) Effect of exchange rate changes on cash — 51 — 51 Net (decrease) increase in cash (1,944 ) (182 ) — (2,126 ) Cash and cash equivalents at beginning of year 2,977 762 — 3,739 Cash and cash equivalents at end of year $ 1,033 $ 580 $ — $ 1,613 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net income $ 30,884 $ 13,502 $ — $ 44,386 Adjustments to reconcile net income to net cash provided by operating activities: Asset impairment charge, net 416 141 — 557 Provision for doubtful accounts 2,166 611 — 2,777 Amortization of deferred financing costs 2,769 60 — 2,829 Amortization of long-term liabilities 86 2 — 88 Share-based compensation expense 14,369 702 — 15,071 Depreciation and amortization 32,007 7,327 — 39,334 (Gain) loss on sale of rental fleet (6,436 ) 704 — (5,732 ) Loss on disposal of property, plant and equipment 28 320 — 348 Deferred income taxes 21,398 4,026 — 25,424 Tax shortfall on equity award transactions (15 ) — — (15 ) Foreign currency transaction loss — 1 — 1 Changes in certain assets and liabilities, net of effect of businesses acquired: Receivables (4,122 ) (3,074 ) — (7,196 ) Inventories 2,258 422 — 2,680 Deposits and prepaid expenses (1,533 ) 117 — (1,416 ) Investment in subsidiaries 4,823 — (4,823 ) — Other assets and intangibles 66 (49 ) — 17 Accounts payable (926 ) 203 — (723 ) Accrued liabilities 850 1,345 — 2,195 Intercompany 1,711 (1,711 ) — — Net cash provided by operating activities 100,799 24,649 (4,823 ) 120,625 Cash Flows from Investing Activities: Cash paid for businesses acquired, net of cash acquired (430,946 ) — — (430,946 ) Additions to rental fleet, excluding acquisitions (16,525 ) (10,754 ) — (27,279 ) Proceeds from sale of rental fleet 19,214 3,839 — 23,053 Additions to property, plant and equipment, excluding acquisitions (11,793 ) (3,986 ) — (15,779 ) Proceeds from sale of property, plant and equipment 3,688 511 — 4,199 Net cash used in investing activities (436,362 ) (10,390 ) — (446,752 ) Cash Flows from Financing Activities: Net borrowings (repayments) under lines of credit 395,127 (8,923 ) — 386,204 Deferred financing costs (719 ) — — (719 ) Principal payments on capital lease obligations (1,929 ) (27 ) — (1,956 ) Issuance of common stock 3,642 — — 3,642 Dividend payments (31,384 ) — — (31,384 ) Purchase of treasury stock (26,007 ) — — (26,007 ) Repayment of investment — (4,823 ) 4,823 — Net cash provided by (used in) financing activities 338,730 (13,773 ) 4,823 329,780 Effect of exchange rate changes on cash — (1,170 ) — (1,170 ) Net increase (decrease) in cash 3,167 (684 ) — 2,483 Cash and cash equivalents at beginning of year (190 ) 1,446 — 1,256 Cash and cash equivalents at end of year $ 2,977 $ 762 $ — $ 3,739 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2013 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net income $ 17,155 $ 6,996 $ (229 ) $ 23,922 Adjustments to reconcile net income to net cash provided by operating activities: Asset impairment charge, net 31,310 6,907 — 38,217 Provision for doubtful accounts 1,566 915 — 2,481 Amortization of deferred financing costs 2,749 62 — 2,811 Amortization of long-term liabilities 162 7 — 169 Share-based compensation expense 13,991 723 — 14,714 Depreciation and amortization 28,084 7,542 — 35,626 Loss (gain) on disposal of discontinued operation 2,042 (94 ) — 1,948 Gain on sale of rental fleet (8,035 ) (1,647 ) — (9,682 ) Loss on disposal of property, plant and equipment 237 10 — 247 Deferred income taxes 11,918 (440 ) (466 ) 11,012 Tax shortfall on equity award transactions (837 ) — — (837 ) Foreign currency transaction loss — 1 — 1 Changes in certain assets and liabilities, net of effect of businesses acquired: Receivables (2,306 ) (3,603 ) 1,948 (3,961 ) Inventories (358 ) (35 ) — (393 ) Deposits and prepaid expenses 572 81 — 653 Other assets and intangibles (364 ) 374 — 10 Accounts payable (212 ) 549 — 337 Accrued liabilities (2,321 ) 1,157 — (1,164 ) Intercompany (21,506 ) 22,440 (934 ) — Net cash provided by operating activities 73,847 41,945 319 116,111 Cash Flows from Investing Activities: Proceeds from sale of discontinued operation — 677 — 677 Additions to rental fleet, excluding acquisitions (15,623 ) (13,203 ) — (28,826 ) Proceeds from sale of rental fleet 27,437 8,514 — 35,951 Additions to property, plant and equipment (12,887 ) (2,905 ) — (15,792 ) Proceeds from sale of property, plant and equipment 1,900 70 — 1,970 Net cash provided by (used in) investing activities 827 (6,847 ) — (6,020 ) Cash Flows from Financing Activities: Net repayments under lines of credit (88,604 ) (34,472 ) — (123,076 ) Principal payments on notes payable (310 ) — — (310 ) Principal payments on capital lease obligations (408 ) — — (408 ) Issuance of common stock 13,818 — — 13,818 Purchase of treasury stock (369 ) — — (369 ) Intercompany — (279 ) 279 — Net cash used in financing activities (75,873 ) (34,751 ) 279 (110,345 ) Effect of exchange rate changes on cash — 171 (598 ) (427 ) Net (decrease) increase in cash (1,199 ) 518 — (681 ) Cash and cash equivalents at beginning of year 1,009 928 — 1,937 Cash and cash equivalents at end of year $ (190 ) $ 1,446 $ — $ 1,256 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | (20) Subsequent Events In 2016, through February 2nd, we purchased $2.0 million of our outstanding stock under the current stock purchase program authorized by the Board. Additionally, On January 20, 2016, the Board authorized and declared a cash dividend to all our common stockholders of $0.206 per share of common stock, payable on March 23, 2016 to stockholders of record as of the close of business March 9, 2016. Each future quarterly dividend payment is subject to review and approval by the Board. |
Mobile Mini, Organization and29
Mobile Mini, Organization and Description of Business (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The consolidated financial statements include the accounts of Mobile Mini and our wholly owned subsidiaries. We do not have any subsidiaries in which we do not own 100% of the outstanding stock. All significant intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the accompanying consolidated financial statements and the notes to those statements. Actual results could differ from those estimates. Significant estimates affect the calculation of depreciation and amortization, the calculation of the allowance for doubtful accounts, the analysis of goodwill and long-lived assets for potential impairment and certain accrued liabilities. |
Discontinued Operation | Discontinued Operation In December 2013, we sold the subsidiary comprising our Netherlands operation. The Netherlands operation is reflected as discontinued operations. See Note 17. |
Cash Equivalents | Cash Equivalents We consider all highly liquid instruments with insignificant interest rate risk and with maturities of three months or less at purchase to be cash equivalents. |
Receivables and Allowance for Doubtful Accounts | Receivables and Allowance for Doubtful Accounts Receivables are stated net of an allowance for doubtful accounts. We estimate the amount of customer receivables that are uncollectible and record an estimated provision for bad debts through a charge to operations. The provision is based on historical collection experience and evaluation of past-due accounts. Specific accounts are written off against the allowance when management determines the account is uncollectible. We require a security deposit on most leased office units to cover the cost of damages or unpaid balances, if any. Our provision for doubtful accounts was less than 1% of total revenues in the years ended December 31, 2015, 2014 and 2013. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments which potentially expose us to concentrations of credit risk consist primarily of receivables. Concentration of credit risk with respect to receivables is limited due to our large number of customers spread over a broad geographic area in many industry sectors. No single customer accounts for more than 10% of our receivables at December 31, 2015 and 2014. Receivables related to sold units are generally secured by the product sold to the customer. We typically have the right to repossess rented portable storage units, including any customer goods contained in the unit, following non-payment of rent. |
Inventories | Inventories Inventories are valued at the lower of cost (principally on a standard cost basis which approximates the first-in, first-out method) or net realizable value. Raw materials and supplies principally consist of raw steel, wood, glass, paint, vinyl and other assembly components used in manufacturing and remanufacturing processes, and to a lesser extent, parts used for internal maintenance and ancillary items held for sale in our specialty containment segment. Work-in-process primarily represents partially assembled units pre-sold or for use as fleet. Finished portable storage units primarily represent purchased or assembled containers held in inventory until the container is either sold as is, remanufactured and sold, or remanufactured and deployed as rental fleet. |
Rental fleet | Rental fleet Rental fleet is capitalized at cost and depreciated over the estimated useful life of the unit using the straight-line method. Rental fleet is depreciated whether or not it is out on rent. Capitalized cost of rental fleet includes the price paid to acquire the unit and freight charges to the location when the unit is first placed in service, and when applicable, the cost of manufacturing or remanufacturing, which includes the cost of customizing units. Ordinary repair and maintenance costs are charged to operations as incurred. We periodically review depreciable lives and residual values against various factors, including the results of our lenders’ independent appraisal of our rental fleet, practices of our competitors in comparable industries and profit margins achieved on sales of depreciated units. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives. Our depreciation expense related to property, plant and equipment for 2015, 2014 and 2013 was $20.2 million, $15.1 million and $12.7 million, respectively. Normal repairs and maintenance to property, plant and equipment are expensed as incurred. When property or equipment is retired or sold, the net book value of the asset, reduced by any proceeds, is charged to gain or loss on the disposal of property, plant and equipment and is included in rental, selling and general expenses in the Consolidated Statements of Income. |
Capitalized Software Development Costs | Capitalized Software Development Costs We capitalize qualifying computer software costs incurred during the application development state for internally developed software. Additionally, we capitalize qualifying costs incurred for upgrades and enhancements to existing software that result in additional functionality. Costs related to preliminary project planning activities, post-implementation activities, maintenance and minor modifications are expensed as incurred. Internal-use software is amortized on a straight line basis over its estimated useful life. Capitalized software development costs are included in property, plant and equipment. As of December 31, 2015 and 2014, we had $22.5 million and $6.0 million, respectively, of capitalized software, net of accumulated depreciation, included in property, plant and equipment. Of the $22.5 million of capitalized software, $19.6 million relates to the development of our new enterprise resource planning system, which we expect to execute in stages beginning in the first quarter of 2016. |
Deferred Financing Costs | Deferred financing costs consists of the costs of obtaining long-term financing. These costs are amortized over the term of the related debt, using the straight-line method, which approximates the effective interest method. Amortization expense for deferred financing costs was approximately $3.1 million, $2.8 million and $2.8 million in 2015, 2014 and 2013, respectively. As discussed in Note 6, we entered into the Credit Agreement in December 2015, resulting in the capitalization of $4.4 million in third-party and lender fees. In addition, in 2015, we wrote off $0.9 million of deferred financing costs related to the Prior Credit Agreement. As of December 31, 2015, $6.8 million of the total $9.8 million unamortized deferred financing costs, related to the Credit Agreement |
Goodwill | Goodwill For acquired businesses, we record assets acquired and liabilities assumed at their estimated fair values on the respective acquisition dates. Based on these values, the excess purchase prices over the fair value of the net assets acquired is recorded as goodwill. Of the $706.4 million total goodwill at December 31, 2015, $463.6 million relates to the North America portable storage segment, $61.5 million relates to the U.K. portable storage segment and $181.2 million relates to the specialty containment segment. Goodwill impairment testing requires judgment, including: the identification of the reporting units; determination of the fair value of each reporting unit; the assignment of assets, liabilities and goodwill to each reporting unit; estimates and assumptions regarding future cash flows and discount rates; and an assumption regarding the form of the transaction in which the reporting unit would be acquired by a market participant. Management assesses potential impairment of goodwill on an annual basis at December 31, or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Some factors management considers important which could indicate an impairment review include the following: · significant under-performance relative to historical, expected or projected future operating results; · significant changes in the manner of our use of the acquired assets or the strategy for the overall business; · market capitalization relative to net book value; and · significant negative industry or general economic trends. Management may choose to assess qualitative factors to determine if it is more-likely-than-not that goodwill might be impaired and whether or not to perform the two-step goodwill impairment test. When we review goodwill for impairment utilizing a two-step process, the first step of the impairment test requires a comparison of the fair value of each of our reporting unit’s net assets to the respective carrying value of net assets. If the carrying value of a reporting unit’s net assets is less than its fair value, no indication of impairment exists and a second step is not performed. If the carrying amount of a reporting unit’s net assets is higher than its fair value, there is an indication that an impairment may exist and a second step must be performed. If the second step is necessary, management is required to determine the implied fair value of the goodwill and compare it to the carrying value of the goodwill. The fair value of the reporting units would be assigned to the respective assets and liabilities of each reporting unit as if the reporting units had been acquired in separate and individual business combinations and the fair value of the reporting units was the price paid to acquire the reporting units. The excess of the fair value of the reporting units over the amounts assigned to their respective assets and liabilities is the implied fair value of goodwill. If the carrying amount of the reporting unit’s goodwill is greater than the implied fair value of its goodwill, an impairment loss must be recognized for the difference. In assessing the fair value of the reporting units, management considers both the market approach and the income approach. Under the market approach, the fair value of the reporting unit is based on quoted market prices of companies comparable to the reporting unit being valued. Under the income approach, the fair value of the reporting unit is based on the present value of estimated cash flows. The income approach is dependent on a number of significant management assumptions, including estimated future revenue growth rates, gross margins on sales, operating margins, capital expenditures, tax payments and discount rates. Each approach is given equal weight in arriving at the fair value of the reporting unit. In connection with our goodwill impairment test that was conducted as of December 31, 2015, we bypassed the qualitative assessment for each of our reporting units and proceeded directly to the first step of the goodwill impairment test. Our goodwill impairment testing as of this date indicated that both of our portable storage reporting units and our specialty containment reporting unit had estimated fair values which substantially exceeded their respective carrying amounts. The second step of the impairment test was not required for any of the reporting units. As of December 31, 2014, management assessed qualitative factors and determined it is more likely than not each of the reporting unit’s assigned goodwill had estimated fair values greater than the respective reporting unit’s individual net asset carrying values; therefore, the two step impairment test was not required. |
Intangibles | Intangibles Intangible assets are amortized over the estimated useful life of the asset utilizing a method which reflects the estimated pattern in which the economic benefits will be consumed. Customer relationships are amortized based on the estimated attrition rates of the underlying customer base, other intangibles are amortized using the straight-line method. |
Impairment of Long-Lived Assets (Other than Goodwill) | Impairment of Long-Lived Assets (Other than Goodwill) Our rental fleet, property, plant and equipment, and finite-lived intangibles are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may be impaired. (See potential impairment indicators under “Goodwill” above). If this review indicates the carrying value of these assets will not be recoverable, as measured based on estimated undiscounted cash flows over their remaining life, the carrying amount would be adjusted to fair value. The cash flow estimates contain management’s best estimates using appropriate and customary assumptions and projections at the time of evaluation. During the first quarter of 2015, we entered into discussions regarding the possible sale of our wood mobile offices within our North American portable storage segment. The discussions indicated that the fleet might be sold at an amount below carrying value and we conducted a review for impairment for these long-lived assets as of March 31, 2015. Based on this review, an impairment loss was recorded in the quarter ended March 31, 2015. The total impairment of the wood mobile offices was $64.6 million during 2015. See additional discussion regarding the impairment and the divestiture of the wood mobile offices in Note 4. In the second quarter of 2013, we conducted an assessment of the rental fleet and determined that certain of these units were either non-core to our rental strategy or were uneconomic to repair. In connection with this evaluation, we determined to place these assets for sale, resulting in a non-cash impairment charge on long-lived assets of $37.6 million in the second quarter of 2013. As these assets have been sold or otherwise disposed of, additional adjustments have been made to the impairment charge resulting in total asset impairment charges, net of recoveries, of $0.6 million in 2014 and $38.7 million in 2013. There were no indicators of further impairment at December 31, 2015 or at December 31, 2014. |
Purchase Accounting | Purchase Accounting We account for acquisitions under the acquisition method. Under the acquisition method of accounting, we record assets acquired and liabilities assumed at their estimated fair market value on the date of acquisition. Goodwill is measured as the excess of the fair value of the consideration transferred over the fair value of the identifiable net assets. Estimated fair values of acquired assets and liabilities is provisional and could change as additional information is received. We finalize valuations as soon as practicable, but not later than one-year from the acquisition date. Any subsequent changes to purchase price allocations results in a corresponding adjustment to goodwill. The determination of the fair value of intangible assets requires the use of significant judgment with regard to (i) the fair value; and (ii) whether such intangibles are amortizable or non-amortizable and, if amortizable, the period and the method by which the intangible asset will be amortized. We estimate the fair value of acquisition-related intangible assets principally based on projections of cash flows that will arise from identifiable intangible assets of acquired businesses. The projected cash flows are discounted to determine the present value of the assets at the dates of acquisition. |
Revenue Recognition | Revenue Recognition Rental revenue is generated from the direct rental of our fleet to our customers, including ancillary revenue such as fleet delivery and pickup. We enter into contracts with our customers to rent equipment based on a monthly rate for our portable storage fleet and a daily, weekly or monthly rate for our specialty containment fleet. Revenues from renting are recognized ratably over the rental period. The rental continues until cancelled by the customer or the Company. Customers may utilize our equipment delivery and pick-up services in conjunction with the rental of equipment, but it is not required. Revenue pursuant to the pick up or delivery of a rented unit is recognized in rental revenue upon completion of the service. When customers are billed in advance, we defer recognition of revenue and record unearned rental revenue at the end of the period. If equipment is returned prior to the end of the contractually obligated period, the excess, if any, between the amount the customer is contractually required to pay, over the cumulative amount of revenue recognized to date, is recognized as incremental revenue upon return. Sales revenue is primarily generated by the sale of new and used units, and to a lesser extent, parts and supplies sold to specialty containment customers. We recognize revenues from sales of units upon delivery when the risk of loss passes, the price is fixed and determinable and collectability is reasonably assured. We sell our units pursuant to sales contracts stating the fixed sales price. |
Cost of Sales | Cost of Sales Cost of sales in our consolidated statements of income includes the costs for units we sell, and to a lesser extent the costs of parts and supplies sold to specialty containment customers. Similar costs associated with units that we rent are capitalized in the balance sheet under “Rental fleet”. |
Advertising Costs | Advertising Costs Advertising expense was $4.1 million, $5.2 million and $5.8 million in 2015, 2014 and 2013, respectively. The balance of prepaid advertising costs, which are never amortized more than twelve months, was less than $0.1 million at both December 31, 2015 and 2014. |
Income Taxes | Income Taxes In preparing our consolidated financial statements, we recognize income taxes in each of the jurisdictions in which we operate. For each jurisdiction, we estimate the actual amount of taxes currently payable or receivable as well as deferred tax assets and liabilities attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which these temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which it is more likely than not that the related benefits will not be realized. In determining the amount of the valuation allowance, we consider estimated future taxable income as well as feasible tax planning strategies in each jurisdiction. If we determine that we will not realize all or a portion of our deferred tax assets, we will increase our valuation allowance with a charge to income tax expense. Conversely, if we determine that we will ultimately be able to realize all or a portion of the related benefits for which a valuation allowance has been provided, all or a portion of the related valuation allowance will be reduced with a credit to income tax expense. |
Earnings per Share | Earnings per Share Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is calculated under the treasury stock method. Potential common shares included restricted common stock, which is subject to risk of forfeiture, incremental shares of common stock issuable upon the exercise of stock options and vesting of restricted stock awards. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement determined based on assumptions that market participants would use in pricing an asset or liability. We categorize each of our fair value measurements in one of the following three levels based on the lowest level of input that is significant to the fair value measurement: Level 1 — Observable input 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 carrying amounts of cash, cash equivalents, receivables, accounts payable and accrued liabilities approximate fair values based on their short-term nature. The fair values of our revolving credit facility and capital leases are estimated using discounted cash flow analyses, based on our current incremental borrowing rates for similar types of borrowing arrangements. Based on the borrowing rates currently available to us for bank loans with similar terms and average maturities, the fair value of our revolving credit facility debt and capital leases, which are measured using Level 2 inputs, at December 31, 2015 and 2014 approximated their respective book values. |
Derivatives | Derivatives In the normal course of business, our operations are exposed to fluctuations in interest rates. We have in the past, and may again in the future, address a portion of these risks through a controlled program of risk management that includes the use of derivative financial instruments. The objective of controlling these risks is to limit the impact of fluctuations in interest rates on earnings. At December 31, 2015 and 2014, we did not have any derivative financial instruments. |
Share-Based Compensation | Share-Based Compensation We calculate the fair value of stock options using the Black-Scholes-Merton option pricing valuation model, which incorporates various assumptions including volatility, expected life and risk-free interest rates. The fair value of restricted stock awards is estimated as the closing price of our common stock on the date of grant. Compensation related to service-based awards are recognized on a straight-line basis over the vesting period, which is generally three to five years. Compensation expense related to performance-based awards is recognized over the implicit service period of the award based on management’s estimate of the probability of the performance criteria being satisfied, adjusted at each balance sheet date. Expense related to performance-based awards that have multiple vesting dates, is recognized using the accelerated attribution approach, whereby each vesting tranche is treated as a separate award for purposes of determining the implicit service period. Share based compensation expense is reduced for forfeitures which are estimated at the time of grant based on historical experience, and revised in subsequent periods if actual forfeitures differ from estimates. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions For our non-U.S. operations, the local currency is the functional currency. All assets and liabilities are translated into U.S. dollars at period-end exchange rates and all income statement amounts are translated at the average exchange rate for each month within the year. |
Impact of Recently Issued Accounting Standards | Impact of Recently Issued Accounting Standards Simplifying the Presentation of Debt Issuance Costs. In April 2015, the Financial Accounting Standards Board (“FASB”) issued accounting guidance on the presentation of debt issuance costs in the balance sheet. This standard requires that certain debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by this guidance. We will adopt the guidance for accounting periods subsequent to December 31, 2015. Unamortized debt issuance costs are included in other assets. The application of this guidance will not affect our statement of operations or cash flow. Revenue from Contracts with Customers. In May 2014, FASB issued an accounting standard on revenue from contracts with customers. The standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance. The standard requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services. The standard is effective for annual and interim periods beginning after December 15, 2017. Early adoption is permitted for the annual and interim periods beginning after December 15, 2016, but not prior to that time. The revenue recognition standard permits the use of either the retrospective or cumulative effect transition method. We expect to adopt this guidance when effective and are evaluating the impact, if any, of the adoption of the standard to our financial statements and related disclosures. We have not yet selected a transition method nor determined the effect of the standard on our ongoing financial reporting. Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. In April 2014, FASB issued accounting guidance on reporting discontinued operations and disclosures of disposals of components of an entity. The new guidance raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The guidance is effective for fiscal years beginning after December 15, 2014. We have applied this guidance prospectively to transactions occurring after December 31, 2014. |
Income Tax Uncertainties, Policy | Uncertain tax positions are recognized and measured using a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation process, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. |
Segment Reporting, Policy | Prior to the ETS Acquisition, our operations were comprised of two reportable segments: North America and the U.K., both of which offer portable storage solutions. Discrete financial data on each of our products is not available and it would be impractical to collect and maintain financial data in such a manner. As a result of the ETS Acquisition, we established a new specialty containment reportable segment. The assets and liabilities of ETS are included in Mobile Mini’s December 31, 2015 and 2014 consolidated balance sheet. ETS operations are included in our results of operations for all of 2015, and the portion of 2014 subsequent to the acquisition date, which is less than one month. The results for each segment are reviewed discretely by our chief operating decision maker. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Allowance for Doubtful Accounts | The information presented in the table below reflects the activity in the allowance for doubtful accounts during the periods presented. For the Years Ended December 31, 2015 2014 2013 (In thousands) Allowance for doubtful accounts Balance at beginning of year $ 1,636 $ 1,377 $ 1,640 Provision charged to expense 3,705 2,777 2,481 Write-offs (3,179 ) (2,518 ) (2,744 ) Balance at end of year $ 2,162 $ 1,636 $ 1,377 |
Inventories | Inventories at December 31 consisted of the following: 2015 2014 (In thousands) Raw materials and supplies $ 13,436 $ 14,241 Work-in-process 189 201 Finished portable storage units 1,971 2,294 Inventories $ 15,596 $ 16,736 |
Property, Plant and Equipment | Property, plant and equipment at December 31 consisted of the following: Residual Value as Percentage of Original Cost Useful Life in Years 2015 2014 (In thousands) Land $ 4,045 $ 10,920 Vehicles and machinery 0 - 55% 5 - 30 118,185 114,150 Buildings and improvements (1) 0 - 25 3 - 30 21,549 19,365 Office fixtures and equipment 0 3 - 5 47,063 33,942 Property, plant and equipment 190,842 178,377 Accumulated depreciation and amortization (59,155 ) (65,202 ) Property, plant and equipment, net $ 131,687 $ 113,175 (1) Improvements made to leased properties are depreciated over the lesser of the estimated useful life or the remaining term of the respective lease. |
Schedule of Expected Annual Amortization of Deferred Financing Cost | Excluding the $0.6 million of deferred financing related to potential financing, the annual amortization of remaining deferred financing costs is expected to be as follows (in thousands): 2016 $ 1,861 2017 1,861 2018 1,861 2019 1,861 2020 1,761 Total $ 9,205 |
Activity and Balances Relating to Goodwill | The following table shows the activity and balances related to goodwill from January 1, 2014 to December 31, 2015: (In thousands) Balance at January 1, 2014 (1) $ 519,222 ETS Acquisition 181,972 Other acquisitions 8,840 Foreign currency (2) (4,426 ) Balance at December 31, 2014 (1) 705,608 Acquisitions 5,371 Adjustments (3) (717 ) Foreign currency (2) (3,875 ) Balance at December 31, 2015 (1) $ 706,387 (1) Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. (2) Represents foreign currency translation adjustments related to the U.K. portable storage reporting unit. (3) Primarily related to the ETS Acquisition. |
Balances Related to Intangible Assets | The following table reflects balances related to intangible assets for the years ended December 31: 2015 2014 Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In thousands) Customer relationships 11 - 20 $ 92,304 $ (24,875 ) $ 67,429 $ 91,990 $ (20,484 ) $ 71,506 Trade names/trademarks 1 - 5 6,025 (1,684 ) 4,341 6,065 (919 ) 5,146 Non-compete agreements 2 - 5 1,839 (433 ) 1,406 1,772 (78 ) 1,694 Other 1 - 19 60 (24 ) 36 61 (22 ) 39 Total $ 100,228 $ (27,016 ) $ 73,212 $ 99,888 $ (21,503 ) $ 78,385 |
Schedule of Expected Future Amortization of Intangible Assets | Based on the carrying value at December 31, 2015, future amortization of intangible assets is expected to be as follows for the years ended December 31 (in thousands): 2016 $ 6,115 2017 6,063 2018 6,081 2019 6,089 2020 4,986 Thereafter 43,878 Total $ 73,212 |
Reconciliation of Weighted-Average Shares of Common Stock Outstanding for Purposes of Calculating Basic and Diluted Earnings Per Share | The following table is a reconciliation of net income and weighted-average shares of common stock outstanding for purposes of calculating basic and diluted EPS for the years ended December 31: For the Years Ended December 31, 2015 2014 2013 (In thousands, except per share data) Numerator: Income from continuing operations $ 5,574 $ 44,386 $ 25,224 Loss on discontinued operation, net of tax — — (1,302 ) Net income $ 5,574 $ 44,386 $ 23,922 Denominator: Weighted average shares outstanding - basic 44,953 46,026 45,481 Dilutive effect of share-based awards 507 699 615 Weighted average shares outstanding - diluted 45,460 46,725 46,096 Earnings per share: Basic: Income from continuing operations $ 0.12 $ 0.96 $ 0.55 Loss from discontinued operation — — (0.02 ) Net income $ 0.12 $ 0.96 $ 0.53 Diluted: Income from continuing operations $ 0.12 $ 0.95 $ 0.55 Loss from discontinued operation — — (0.03 ) Net income $ 0.12 $ 0.95 $ 0.52 |
Number of Stock Options and Nonvested Share-Awards that were Issued or Outstanding but were Excluded in Calculating Diluted Earnings Per Share Because their Effect would have been Anti-Dilutive | The following table represents the number of stock options and restricted stock awards that were issued or outstanding but excluded in calculating diluted EPS because their effect would have been anti-dilutive for the years ended December 31: For the Years Ended December 31, 2015 2014 2013 (In thousands) Stock options 1,135 751 1,741 Restricted stock awards 1 — 1 Total 1,136 751 1,742 |
Carrying and Fair Value of Senior Notes | The carrying value and the fair value of our Senior Notes are as follows: 2015 2014 (In thousands) Carrying value $ 200,000 $ 200,000 Fair value 207,000 206,000 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of Components of Purchase Price and Net Assets Acquired | The components of the purchase price and net assets acquired during the year ended December 31, 2015 are as follows (in thousands): Net Assets Acquired: Rental fleet $ 12,129 Property, plant and equipment 157 Intangible assets: Customer relationships 759 Non-compete agreements 74 Goodwill 5,371 Other assets 316 Other liabilities (281 ) Total $ 18,525 The components of the purchase price and net assets acquired for 2014 acquisitions (as adjusted during 2015), are as follows: 2014 ETS Acquisition Other Acquisitions Total (In thousands) Purchase Price, net of cash acquired: Cash $ 410,345 $ 23,299 $ 433,644 Cash acquired (2,698 ) — (2,698 ) Total $ 407,647 $ 23,299 $ 430,946 Net Assets Acquired: Rental fleet $ 120,755 $ 12,697 $ 133,452 Property, plant and equipment 14,655 338 14,993 Intangible assets (1): Customer relationships 69,200 1,350 70,550 Trade names/trademarks 5,200 — 5,200 Non-compete agreements 1,500 204 1,704 Goodwill (2) 181,239 8,856 190,095 Deferred tax asset, net 4,696 — 4,696 Other assets (3) 25,332 538 25,870 Other liabilities (14,930 ) (684 ) (15,614 ) Total $ 407,647 $ 23,299 $ 430,946 (1) The following table reflects the estimated fair values and useful lives of intangible assets related to the ETS Acquisition identified based on our preliminary purchase accounting assessments: Estimated Life (Years) Customer relationships 15 - 20 Trade names/trademarks 5 - 10 Non-compete agreements 5 Customer relationships acquired in conjunction with the ETS Acquisition were evaluated separately for the wholly owned subsidiary Water Movers, Inc. (“Water Movers”). With input from an independent third party with extensive expertise and experience in this area, we determined lives for the two customer groups based upon historical and expected customer attrition rates, resulting in an expected useful life of 15 years for the Water Movers customer relationships, which were valued at $14.9 million, and an expected useful life of 20 years for the remaining ETS customer relationships, which were valued at $54.3 million. During our assessment, we evaluated annual historical sales data from 2009 through December 2014 for Water Movers, and 2008 through December 2014 for the remaining ETS customers. (2) All of the goodwill related to the ETS Acquisition was assigned to our specialty containment segment. The goodwill arising from the acquisition consists largely of ETS' going-concern value, the value of ETS’ assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies and economies of scale that we expect to realize from the acquisition. Goodwill from other acquisitions relates to the North America portable storage segment. None of the goodwill assigned to ETS will be amortizable for tax purposes, while all of the goodwill from the other acquisitions will be deductible for tax purposes. (3) Included in other assets for the ETS Acquisition are accounts receivable with contractual amounts totaling $24.3 million. We estimate that $0.6 million will be uncollectible, and have valued acquired accounts receivable at $23.7 million. |
Schedule of Components of Supplemental Pro Forma Information | The following table summarizes our unaudited consolidated statements of income as if the ETS Acquisition occurred on January 1, 2013: Years Ended December 31, 2014 2013 (In thousands) Revenues: Mobile Mini's historic revenues $ 445,474 $ 406,486 ETS' historic revenues (1) 101,603 92,057 Pro forma revenues $ 547,077 $ 498,543 Net income: Mobile Mini's historic net income $ 44,386 $ 23,922 ETS' historic net loss from continuing operations (25,862 ) (10,332 ) Pro forma adjustments (2) 22,601 6,956 Pro forma net income $ 41,125 $ 20,546 Average diluted weighted shares outstanding 46,725 46,096 Pro forma diluted earnings per share from continuing operations $ 0.88 $ 0.45 (1) ETS historic information for the year ended December 31, 2014, consists of revenues and net loss prior to the acquisition date of December 10, 2014. Revenues and net income (loss) after the acquisition date are included in Mobile Mini’s historic information for the year ended December 31, 2014. (2) Pro forma adjustments consist of the following: Years Ended December 31, 2014 2013 (In thousands) Pro forma increases (decreases) to income from continuing operations before income tax provisions: Record the net impact to depreciation resulting from fair value mark-ups, offset by changes to the estimated remaining lives, for acquired rental fleet and property, plant and equipment $ 3,953 $ 3,799 Remove historic gains recognized on the sale of used rental fleet and property, plant and equipment (2,195 ) (1,707 ) Eliminate historic ETS amortization of intangible assets 3,387 3,233 Recognize amortization for intangible assets acquired (5,027 ) (4,818 ) Recognize increased interest expense on amounts borrowed to fund the acquisition, including acquisition costs (8,531 ) (9,078 ) Eliminate historic ETS interest and administrative expense on debt instruments repaid upon acquisition 22,655 19,882 Eliminate acquisition costs 15,295 — Total 29,537 11,311 Increase in income tax provision related to pro forma adjustments 6,936 4,355 Total pro forma adjustments $ 22,601 $ 6,956 |
Impairment and Divestiture of32
Impairment and Divestiture of North American Wood Mobile Offices (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Text Block [Abstract] | |
Schedule of Impairment and Divestiture | For the twelve months ended December 31, 2015, the following amounts were recorded for the impairment and divestiture of the wood mobile office fleet: (In thousands) Estimated fair market value $ 92,000 Net book value: Wood mobile offices in rental fleet 155,429 Ancillary items in property, plant and equipment 1,201 Impairment loss $ (64,630 ) Sale price $ 92,000 Book value of divested assets after impairment 92,000 Selling expenses 1,498 Net loss on sale of wood mobile offices $ (1,498 ) Asset impairment charge and loss on divestiture, net $ (66,128 ) |
Rental Fleet (Tables)
Rental Fleet (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Rental Fleet | Rental fleet at December 31 consisted of the following: Residual Value as Percentage of Original Cost (1) Useful Life in Years 2015 2014 (In thousands) Portable Storage: Steel storage containers 55% 30 $ 612,782 $ 604,547 Steel ground level offices 55% 30 346,233 329,565 Wood mobile offices 50% 20 — 208,529 Other 7,052 5,633 Total 966,067 1,148,274 Accumulated depreciation (142,338 ) (182,437 ) Total portable storage fleet, net $ 823,729 $ 965,837 Specialty Containment: Steel tanks 25 $ 55,467 $ 50,843 Roll-off boxes 15 - 20 25,161 19,820 Stainless steel tank trailers 25 28,160 23,283 Vacuum boxes 20 9,852 7,667 De-watering boxes 20 5,383 3,898 Pumps and filtration equipment 7 13,964 11,510 Other 6,843 5,468 Total 144,830 122,489 Accumulated depreciation (17,236 ) (1,270 ) Total specialty containment fleet, net $ 127,594 $ 121,219 Total rental fleet, net $ 951,323 $ 1,087,056 (1) Specialty containment fleet has been assigned zero residual value. |
Obligations Under Capital Lea34
Obligations Under Capital Leases (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Future Minimum Capital Lease Payments | Future minimum capital lease payments at December 31, 2015 are as follows (in thousands): 2016 $ 6,291 2017 5,986 2018 5,585 2019 5,795 2020 6,187 Thereafter 11,949 Total 41,793 Amount representing interest (3,519 ) Present value of minimum lease payments $ 38,274 |
Debt Issuances (Tables)
Debt Issuances (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Scheduled Maturity for Debt Obligations Under Capital Leases and Senior Notes | The scheduled maturity for debt obligations under obligations under capital leases and Senior Notes for balances outstanding at December 31, 2015 are as follows (in thousands): 2016 $ 5,363 2017 5,214 2018 4,945 2019 5,282 2020 205,806 Thereafter 11,664 Total $ 238,274 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Before Taxes from Continuing Operations | Income before taxes from continuing operations for the years ended December 31 consisted of the following: For the Years Ended December 31, 2015 2014 2013 (In thousands) U.S. $ (23,750 ) $ 52,944 $ 30,528 Foreign 24,502 17,475 6,971 Total $ 752 $ 70,419 $ 37,499 |
Provision for Income Taxes from Continuing Operations | The provision for income taxes from continuing operations for the years ended December 31 consisted of the following: For the Years Ended December 31, 2015 2014 2013 (In thousands) Current: U.S. federal $ 1,124 $ — $ — State 326 827 934 Foreign — — — Total current 1,450 827 934 Deferred U.S. federal (8,549 ) 21,510 11,483 State (1,190 ) 2,019 1,100 Foreign 3,467 1,677 (1,242 ) Total deferred (6,272 ) 25,206 11,341 Total (benefit) provision for income taxes $ (4,822 ) $ 26,033 $ 12,275 |
Reconciliation of U.S. Federal Statutory Rate to Effective Tax Rate | A reconciliation of the U.S. federal statutory rate to our effective tax rate for the years ended December 31 is as follows (1): For the Years Ended December 31, 2015 2014 2013 U.S. federal statutory rate 35.0 % 35.0 % 35.0 % State taxes, net of federal benefit (222.4 ) 3.9 3.5 Nondeductible expenses and other 128.1 1.2 1.4 Adjustment of net deferred tax liability for enacted tax rate change (97.6 ) — (4.9 ) Foreign rate differential (484.3 ) (3.1 ) (2.3 ) Effective tax rate (641.2 ) % 37.0 % 32.7 % (1) Our effective income tax rate in the year ended December 31, 2015 was affected by an enacted change in the U.K. income tax rate from 20% to 18%, as well as losses in North America driven by asset impairment and restructuring expenses. The change in the U.K. income tax rate resulted in a $1.4 million benefit when applied to our December 31, 2014 deferred tax liability, and a $0.5 million benefit to current year taxes. Not including the North America asset impairment and $1.4 million cumulative effect on prior-year deferred liabilities of the U.K. rate change, our tax rate for the year ended December 31, 2015 would have been 33.4%. In July 2013, the U.K.’s government enacted a reduction in the corporate income tax rate to 20% from 23%. |
Net Deferred Tax Liability | The components of the net deferred tax liability at December 31 are approximately as follows: 2015 2014 (In thousands) Deferred tax assets: Net operating loss carryforwards $ 90,540 $ 122,041 Deferred revenue and expenses 10,755 13,310 Accrued compensation and other benefits 3,666 1,438 Allowance for doubtful accounts 1,041 1,034 Equity compensation 8,888 4,434 Other 3,125 378 Total deferred tax assets 118,015 142,635 Valuation allowance (1,126 ) (1,126 ) Net deferred tax assets 116,889 141,509 Deferred tax liabilities Accelerated tax depreciation (297,575 ) (333,042 ) Accelerated tax amortization (36,704 ) (36,150 ) Other (2,211 ) (3,864 ) Total deferred tax liabilities (336,490 ) (373,056 ) Net deferred tax liabilities $ (219,601 ) $ (231,547 ) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Share-Based Compensation Expense | The following table summarizes our share-based compensation for the years ended December 31: For the Years Ended December 31, 2015 2014 2013 (In thousands) Share-based compensation expense included in: Rental, selling and general expenses $ 12,277 $ 14,490 $ 13,956 Restructuring expenses 1,550 581 758 Share-based compensation expense 13,827 15,071 14,714 Amount capitalized — — 326 Total share-based compensation $ 13,827 $ 15,071 $ 15,040 |
Key Assumptions Used to Estimate Fair Value of Stock Options Granted | The following are the key assumptions used for the period noted: 2015 2014 2013 Risk-free interest rate 1.3% - 1.7% 1.5% - 1.7% 0.7% - 1.5% Expected life of the options (years) 5.0 5.0 6.0 - 7.0 Expected stock price volatility 35.3% - 35.4% - 41.1% - 46.3% Expected dividend rate 1.8% - 2.1% 1.5% - 1.8% 0.0% - 1.8% |
Stock Option Activity | The following table summarizes stock option activity for the years ended December 31 (share amounts in thousands): 2015 2014 2013 Number of Shares Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price Options outstanding, beginning of year 2,649 $ 32.33 2,519 $ 29.80 1,099 $ 20.02 Granted 381 42.80 365 46.83 2,214 31.26 Canceled/Expired (98 ) 44.60 (71 ) 40.63 (147 ) 15.90 Exercised (62 ) 27.60 (164 ) 22.18 (647 ) 21.35 Options outstanding, end of year 2,870 33.40 2,649 32.33 2,519 29.80 Options exercisable, end of year 1,643 854 29.32 193 21.51 |
Fully Vested Stock Options and Stock Options Expected to Vest | A summary of stock options outstanding as of December 31, 2015, is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Terms Aggregate Intrinsic Value (In thousands) (In years) (In thousands) Outstanding 2,870 $ 33.40 7.43 $ 5,071 Vested and expected to vest 2,803 33.18 7.40 5,052 Exercisable 1,643 30.97 7.09 3,981 |
Restricted Stock Activity | A summary of restricted stock activity is as follows (share amounts in thousands): Shares Weighted Average Grant Date Fair Value Restricted stock awards at January 1, 2013 843 $ 17.27 Awarded 153 30.21 Released (252 ) 19.15 Forfeited (202 ) 15.64 Restricted stock awards at December 31, 2013 542 20.65 Awarded 143 39.77 Released (240 ) 20.93 Forfeited (102 ) 22.09 Restricted stock awards at December 31, 2014 343 27.99 Awarded 107 37.17 Released (169 ) 28.22 Forfeited (39 ) 25.07 Restricted stock awards at December 31, 2015 242 31.70 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contractual Commitments Associated with Lease Obligations | As of December 31, 2015, contractual commitments associated with lease obligations are as follows: Operating Lease Commitments Restructuring Related Lease Commitments Sub-lease Income Total (In thousands) 2016 $ 18,233 $ 481 $ (297 ) $ 18,417 2017 12,551 414 (38 ) 12,927 2018 8,199 280 — 8,479 2019 5,189 23 — 5,212 2020 3,688 — — 3,688 Thereafter 11,162 — — 11,162 Total $ 59,022 $ 1,198 $ (335 ) $ 59,885 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring And Related Activities [Abstract] | |
Accrued Restructuring Obligations and Related Activity | The following table details accrued restructuring obligations (included in accrued liabilities in the Consolidated Balance Sheets) and related activity for the years ended December 31, 2015, 2014 and 2013: Fleet and Property, Plant and Equipment Abandonment Costs Severance and Benefits Lease Abandonment Costs Other Costs Total (In thousands) Accrued obligations as of January 1, 2013 $ — $ 2,543 $ 1,570 $ — $ 4,113 Restructuring expense — 1,787 475 140 2,402 Settlement of obligations — (3,717 ) (982 ) (140 ) (4,839 ) Accrued obligations as of December 31, 2013 — 613 1,063 — 1,676 Restructuring expense 1,295 1,826 318 103 3,542 Settlement of obligations (1,295 ) (1,998 ) (705 ) (103 ) (4,101 ) Accrued obligations as of December 31, 2014 — 441 676 — 1,117 Restructuring expense 15,274 4,846 600 78 20,798 Settlement of obligations (15,274 ) (4,042 ) (781 ) (76 ) (20,173 ) Accrued obligations as of December 31, 2015 $ — $ 1,245 $ 495 $ 2 $ 1,742 |
Restructuring Expense | The following amounts are included in restructuring expense for the years ended December 31: 2015 2014 2013 (In thousands) Fleet and property, plant and equipment abandonment costs $ 15,274 $ 1,295 $ — Severance and benefits 4,846 1,826 1,787 Lease abandonment costs 600 318 475 Other costs 78 103 140 Restructuring expenses $ 20,798 $ 3,542 $ 2,402 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | The following tables set forth certain information regarding each of our reportable segments for the years ended December 31, 2015, 2014 and 2013: For the Year Ended December 31, 2015 Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) Revenues: Rental $ 310,864 $ 84,227 $ 395,091 $ 99,624 $ 494,715 Sales 18,833 3,554 22,387 7,566 29,953 Other 5,697 340 6,037 72 6,109 Total revenues 335,394 88,121 423,515 107,262 530,777 Costs and expenses: Rental, selling and general expenses 210,323 53,423 263,746 62,506 326,252 Cost of sales 11,852 2,728 14,580 5,091 19,671 Restructuring expenses 17,790 — 17,790 3,008 20,798 Asset impairment charge and loss on divestiture, net 66,128 — 66,128 — 66,128 Depreciation and amortization 28,200 6,628 34,828 25,516 60,344 Total costs and expenses 334,293 62,779 397,072 96,121 493,193 Income from operations $ 1,101 $ 25,342 $ 26,443 $ 11,141 $ 37,584 Interest expense, net of interest income $ 24,249 $ 876 $ 25,125 $ 10,774 $ 35,899 Income tax (benefit) provision (8,639 ) 3,369 (5,270 ) 448 (4,822 ) For the Year Ended December 31, 2014 Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) Revenues: Rental $ 323,236 $ 81,703 $ 404,939 $ 5,423 $ 410,362 Sales 26,834 4,588 31,422 163 31,585 2,274 407 2,681 846 3,527 Total revenues 352,344 86,698 439,042 6,432 445,474 Costs and expenses: Rental, selling and general expenses 221,405 56,189 277,594 3,354 280,948 Cost of sales 18,251 3,587 21,838 106 21,944 Restructuring expenses 1,915 1,627 3,542 — 3,542 Asset impairment charge, net 433 124 557 — 557 Depreciation and amortization 30,670 6,790 37,460 1,874 39,334 Total costs and expenses 272,674 68,317 340,991 5,334 346,325 Income from operations $ 79,670 $ 18,381 $ 98,051 $ 1,098 $ 99,149 Interest expense, net of interest income $ 27,816 $ 905 $ 28,721 $ 8 $ 28,729 Income tax provision 21,580 4,042 25,622 411 26,033 For the Year Ended December 31, 2013 Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) Revenues: Rental $ 299,676 $ 66,610 $ 366,286 $ — $ 366,286 Sales 29,809 8,242 38,051 — 38,051 Other 1,767 382 2,149 — 2,149 Total revenues 331,252 75,234 406,486 — 406,486 Costs and expenses: Rental, selling and general expenses 190,337 47,230 237,567 — 237,567 Cost of sales 19,128 6,285 25,413 — 25,413 Restructuring expenses 2,141 261 2,402 — 2,402 Asset impairment charge, net 32,157 6,548 38,705 — 38,705 Depreciation and amortization 28,614 6,818 35,432 — 35,432 Total costs and expenses 272,377 67,142 339,519 — 339,519 Income from operations $ 58,875 $ 8,092 $ 66,967 $ — $ 66,967 Interest expense, net of interest income $ 28,347 $ 1,119 $ 29,466 $ — $ 29,466 Income tax provision 12,258 17 12,275 — 12,275 |
Assets Segments | Assets related to our reportable segments include the following: Portable Storage North America United Kingdom Total Specialty Containment Consolidated (In thousands) As of December 31, 2015: Goodwill $ 463,616 $ 61,532 $ 525,148 $ 181,239 $ 706,387 Intangibles, net 2,021 403 2,424 70,788 73,212 Rental fleet, net 672,080 151,649 823,729 127,594 951,323 Property, plant and equipment, net 96,940 17,835 114,775 16,912 131,687 Total assets, excluding intercompany assets 1,302,170 252,462 1,554,632 424,590 1,979,222 As of December 31, 2014: Goodwill $ 459,234 $ 64,402 $ 523,636 $ 181,972 $ 705,608 Intangibles, net 2,119 651 2,770 75,615 78,385 Rental fleet, net 825,158 140,679 965,837 121,219 1,087,056 Property, plant and equipment, net 82,514 16,488 99,002 14,173 113,175 Total assets, excluding intercompany assets 1,441,212 243,188 1,684,400 418,774 2,103,174 |
Discontinued Operation (Tables)
Discontinued Operation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Summary of Discontinued Operation, Results of Operations | Summarized results of our Netherlands operations for the year ended December 31, 2013 are as follows (dollars in thousands): Revenues $ 1,895 Loss from operations, including loss on disposition of $1.9 million $ (2,101 ) Other expenses (64 ) Income tax benefit 863 Loss from discontinued operations, net of tax $ (1,302 ) |
Summary of Discontinued Operation, Cash Flow Activities | Summarized results of the Netherlands cash flow activities for the year ended December 31, 2013 are as follows (dollars in thousands): Net cash used in operating activities $ (861 ) Net cash provided by investing activities 896 |
Selected Consolidated Quarter42
Selected Consolidated Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Selected Consolidated Financial Information | Quarterly EPS may not total to the fiscal year EPS due to the weighted average number of shares outstanding at the end of each period reported and rounding. First Quarter Second Quarter Third Quarter Fourth Quarter (In thousands, except per share data) 2015 Rental revenue $ 123,117 $ 120,245 $ 124,813 $ 126,540 Total revenues 132,629 130,288 133,343 134,517 Gross profit on sales 2,839 2,799 2,228 2,416 (Loss) income from operations (36,298 ) 23,400 30,474 20,008 Net (loss) income (27,326 ) 9,416 13,979 9,505 (Loss) earnings per share: Basic (0.60 ) 0.21 0.31 0.21 Diluted (0.60 ) 0.21 0.31 0.21 First Quarter Second Quarter Third Quarter Fourth Quarter (In thousands, except per share data) 2014 Rental revenue $ 94,080 $ 98,041 $ 104,798 $ 113,443 Total revenues 102,404 106,533 113,322 123,215 Gross profit on sales 2,313 2,603 2,714 2,011 Income from operations 18,482 21,695 30,171 28,801 Net income 7,440 9,263 14,820 12,863 Earnings per share: Basic 0.16 0.20 0.32 0.28 Diluted 0.16 0.20 0.32 0.28 |
Condensed Consolidating Finan43
Condensed Consolidating Financial Information for Guarantors (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Condensed Consolidating Balance Sheets | The following tables reflect the condensed consolidating financial information of our subsidiary guarantors of the Senior Notes and our non-guarantor subsidiaries. Separate financial statements of the subsidiary guarantors are not presented because the guarantee by each 100% owned subsidiary guarantor is full and unconditional, joint and several, subject to customer exceptions, and management has determined that such information is not material to investors. MOBILE MINI, INC. CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 1,033 $ 580 $ — $ 1,613 Receivables, net 62,043 18,148 — 80,191 Inventories 14,224 1,372 — 15,596 Rental fleet, net 790,172 161,151 — 951,323 Property, plant and equipment, net 112,877 18,810 — 131,687 Deposits and prepaid expenses 6,739 1,912 — 8,651 Deferred financing costs, net and other assets 10,562 — — 10,562 Intangibles, net 72,751 461 — 73,212 Goodwill 640,444 65,943 — 706,387 Intercompany receivables 143,624 3,539 (147,163 ) — Total assets $ 1,854,469 $ 271,916 $ (147,163 ) $ 1,979,222 LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Accounts payable $ 22,849 $ 6,237 $ — $ 29,086 Accrued liabilities 51,815 7,209 — 59,024 Lines of credit 665,750 1,958 — 667,708 Obligations under capital leases 37,957 317 — 38,274 Senior Notes 200,000 — — 200,000 Deferred income taxes 199,826 19,775 — 219,601 Intercompany payables — 8 (8 ) — Total liabilities 1,178,197 35,504 (8 ) 1,213,693 Commitments and contingencies Stockholders' equity: Common stock 491 — — 491 Additional paid-in capital 584,447 147,999 (147,999 ) 584,447 Retained earnings 218,843 132,575 844 352,262 Accumulated other comprehensive loss — (44,162 ) — (44,162 ) Treasury stock, at cost (127,509 ) — — (127,509 ) Total stockholders' equity 676,272 236,412 (147,155 ) 765,529 Total liabilities and stockholders' equity $ 1,854,469 $ 271,916 $ (147,163 ) $ 1,979,222 MOBILE MINI, INC. CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated ASSETS Cash and cash equivalents $ 2,977 $ 762 $ — $ 3,739 Receivables, net 62,033 18,998 — 81,031 Inventories 15,371 1,365 — 16,736 Rental fleet, net 934,433 152,623 — 1,087,056 Property, plant and equipment, net 95,509 17,666 — 113,175 Deposits and prepaid expenses 7,375 1,211 — 8,586 Deferred financing costs, net and other assets 8,858 — — 8,858 Intangibles, net 77,629 756 — 78,385 Goodwill 635,943 69,665 — 705,608 Intercompany receivables 145,018 33,971 (178,989 ) — Total assets $ 1,985,146 $ 297,017 $ (178,989 ) $ 2,103,174 LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Accounts payable $ 14,803 $ 8,130 $ — $ 22,933 Accrued liabilities 56,104 7,623 — 63,727 Lines of credit 702,135 3,383 — 705,518 Obligations under capital leases 24,760 158 — 24,918 Senior Notes 200,000 — — 200,000 Deferred income taxes 215,184 17,367 (1,004 ) 231,547 Intercompany payables — 94 (94 ) — Total liabilities 1,212,986 36,755 (1,098 ) 1,248,643 Commitments and contingencies Stockholders' equity: Common stock 490 18,388 (18,388 ) 490 Additional paid-in capital 569,083 160,347 (160,347 ) 569,083 Retained earnings 268,263 111,397 844 380,504 Accumulated other comprehensive loss — (29,870 ) — (29,870 ) Treasury stock, at cost (65,676 ) — — (65,676 ) Total stockholders' equity 772,160 260,262 (177,891 ) 854,531 Total liabilities and stockholders' equity $ 1,985,146 $ 297,017 $ (178,989 ) $ 2,103,174 |
Condensed Consolidating Statements of Income | MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the Year Ended December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Revenues: Rental $ 406,434 $ 88,281 $ — $ 494,715 Sales 26,157 3,796 — 29,953 Other 5,764 345 — 6,109 Total revenues 438,355 92,422 — 530,777 Costs and expenses: Rental, selling and general expenses 269,893 56,359 — 326,252 Cost of sales 16,781 2,890 — 19,671 Restructuring expenses 20,798 — — 20,798 Asset impairment charge and loss on divestiture, net 66,110 18 — 66,128 Depreciation and amortization 53,260 7,084 — 60,344 Total costs and expenses 426,842 66,351 — 493,193 Income from operations 11,513 26,071 — 37,584 Other income (expense): Interest income 10,640 — (10,639 ) 1 Interest expense (45,016 ) (1,523 ) 10,639 (35,900 ) Deferred financing costs write-off (931 ) — — (931 ) Foreign currency exchange — (2 ) — (2 ) (Loss) income from continuing operations before income tax (benefit) provision (23,794 ) 24,546 — 752 Income tax (benefit) provision (8,191 ) 3,369 — (4,822 ) Net (loss) income $ (15,603 ) $ 21,177 $ — $ 5,574 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the Year Ended December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Revenues: Rental $ 323,563 $ 86,799 $ — $ 410,362 Sales 26,524 5,061 — 31,585 Other 3,112 415 — 3,527 Total revenues 353,199 92,275 — 445,474 Costs and expenses: Rental, selling and general expenses 220,951 59,997 — 280,948 Cost of sales 17,887 4,057 — 21,944 Restructuring expenses 1,915 1,627 — 3,542 Asset impairment charge, net 416 141 — 557 Depreciation and amortization 32,007 7,327 — 39,334 Total costs and expenses 273,176 73,149 — 346,325 Income from operations 80,023 19,126 — 99,149 Other income (expense): Interest income 81 — (81 ) — Interest expense (27,229 ) (1,581 ) 81 (28,729 ) Foreign currency exchange — (1 ) — (1 ) Income from continuing operations before income tax provision 52,875 17,544 — 70,419 Income tax provision 21,991 4,042 — 26,033 Net income $ 30,884 $ 13,502 $ — $ 44,386 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the Year Ended December 31, 2013 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Revenues: Rental $ 293,878 $ 72,408 $ — $ 366,286 Sales 29,310 8,741 — 38,051 Other 1,751 398 — 2,149 Total revenues 324,939 81,547 — 406,486 Costs and expenses: Rental, selling and general expenses 185,834 51,733 — 237,567 Cost of sales 18,784 6,629 — 25,413 Restructuring expenses 2,140 262 — 2,402 Asset impairment charge, net 32,156 6,549 — 38,705 Depreciation and amortization 28,084 7,348 — 35,432 Total costs and expenses 266,998 72,521 — 339,519 Income from operations 57,941 9,026 — 66,967 Other income (expense): Interest income 250 — (249 ) 1 Interest expense (27,726 ) (1,990 ) 249 (29,467 ) Dividend income 274 — (274 ) — Foreign currency exchange — (2 ) — (2 ) Income from continuing operations before income tax provision (benefit) 30,739 7,034 (274 ) 37,499 Income tax provision (benefit) 12,355 (35 ) (45 ) 12,275 Income from continuing operations 18,384 7,069 (229 ) 25,224 Loss from discontinued operation, net of tax (1,229 ) (73 ) — (1,302 ) Net income $ 17,155 $ 6,996 $ (229 ) $ 23,922 |
Condensed Consolidating Statements of Comprehensive Income | MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the Year Ended December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Net (loss) income $ (15,603 ) $ 21,177 $ — $ 5,574 Other comprehensive income : Foreign currency translation adjustment, net of income tax benefit of $184 — (14,292 ) — (14,292 ) Other comprehensive loss — (14,292 ) — (14,292 ) Comprehensive (loss) income $ (15,603 ) $ 6,885 $ — $ (8,718 ) MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) For the Year Ended December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Net income $ 30,884 $ 13,502 $ — $ 44,386 Other comprehensive income : Foreign currency translation adjustment, net of income tax benefit of $213 — (14,430 ) — (14,430 ) Other comprehensive loss — (14,430 ) — (14,430 ) Comprehensive income (loss) $ 30,884 $ (928 ) $ — $ 29,956 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME For the Year Ended December 31, 2013 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Net income $ 17,155 $ 6,996 $ (229 ) $ 23,922 Other comprehensive income : Foreign currency translation adjustment, net of income tax benefit of $194 — 2,377 — 2,377 Other comprehensive income — 2,377 — 2,377 Comprehensive income $ 17,155 $ 9,373 $ (229 ) $ 26,299 |
Condensed Consolidating Statements of Cash Flows | MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2015 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net (loss) income (15,603 ) 21,177 — $ 5,574 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Deferred financing costs write-off 931 — — 931 Asset impairment charge and loss on divestiture, net 66,110 18 66,128 Non-cash restructuring expense, excluding share-based compensation 12,411 — — 12,411 Provision for doubtful accounts 3,065 640 — 3,705 Amortization of deferred financing costs 3,073 58 — 3,131 Amortization of long-term liabilities 99 2 — 101 Share-based compensation expense 13,426 401 — 13,827 Depreciation and amortization 53,260 7,084 — 60,344 Gain on sale of rental fleet (5,934 ) (468 ) — (6,402 ) Loss on disposal of property, plant and equipment 1,873 315 — 2,188 Deferred income taxes (8,832 ) 3,203 — (5,629 ) Tax shortfall on equity award transactions (166 ) — — (166 ) Foreign currency transaction loss — 2 — 2 Changes in certain assets and liabilities, net of effect of businesses acquired: Receivables (3,345 ) (839 ) — (4,184 ) Inventories 1,032 (87 ) — 945 Deposits and prepaid expenses 21 (854 ) — (833 ) Other assets and intangibles (23 ) 1 — (22 ) Accounts payable 6,156 (1,551 ) — 4,605 Accrued liabilities (3,823 ) (19 ) — (3,842 ) Intercompany 1,305 (1,305 ) — — Net cash provided by operating activities 125,036 27,778 — 152,814 Cash Flows from Investing Activities: Proceeds from wood mobile office divestiture, net 83,252 28 — 83,280 Cash paid for businesses acquired, net of cash acquired (17,325 ) (1,200 ) — (18,525 ) Additions to rental fleet, excluding acquisitions (52,366 ) (22,366 ) — (74,732 ) Proceeds from sale of rental fleet 14,777 2,088 — 16,865 Additions to property, plant and equipment, excluding acquisitions (25,231 ) (5,932 ) — (31,163 ) Proceeds from sale of property, plant and equipment 8,985 875 — 9,860 Net cash provided by (used) in investing activities 12,092 (26,507 ) — (14,415 ) Cash Flows from Financing Activities: Net repayments under lines of credit (36,386 ) (1,424 ) — (37,810 ) Deferred financing costs (4,683 ) — (4,683 ) Principal payments on capital lease obligations (4,173 ) (80 ) — (4,253 ) Issuance of common stock 1,703 — — 1,703 Dividend payments (33,700 ) — — (33,700 ) Purchase of treasury stock (61,833 ) — — (61,833 ) Net cash (used in) provided by financing activities (139,072 ) (1,504 ) — (140,576 ) Effect of exchange rate changes on cash — 51 — 51 Net (decrease) increase in cash (1,944 ) (182 ) — (2,126 ) Cash and cash equivalents at beginning of year 2,977 762 — 3,739 Cash and cash equivalents at end of year $ 1,033 $ 580 $ — $ 1,613 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2014 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net income $ 30,884 $ 13,502 $ — $ 44,386 Adjustments to reconcile net income to net cash provided by operating activities: Asset impairment charge, net 416 141 — 557 Provision for doubtful accounts 2,166 611 — 2,777 Amortization of deferred financing costs 2,769 60 — 2,829 Amortization of long-term liabilities 86 2 — 88 Share-based compensation expense 14,369 702 — 15,071 Depreciation and amortization 32,007 7,327 — 39,334 (Gain) loss on sale of rental fleet (6,436 ) 704 — (5,732 ) Loss on disposal of property, plant and equipment 28 320 — 348 Deferred income taxes 21,398 4,026 — 25,424 Tax shortfall on equity award transactions (15 ) — — (15 ) Foreign currency transaction loss — 1 — 1 Changes in certain assets and liabilities, net of effect of businesses acquired: Receivables (4,122 ) (3,074 ) — (7,196 ) Inventories 2,258 422 — 2,680 Deposits and prepaid expenses (1,533 ) 117 — (1,416 ) Investment in subsidiaries 4,823 — (4,823 ) — Other assets and intangibles 66 (49 ) — 17 Accounts payable (926 ) 203 — (723 ) Accrued liabilities 850 1,345 — 2,195 Intercompany 1,711 (1,711 ) — — Net cash provided by operating activities 100,799 24,649 (4,823 ) 120,625 Cash Flows from Investing Activities: Cash paid for businesses acquired, net of cash acquired (430,946 ) — — (430,946 ) Additions to rental fleet, excluding acquisitions (16,525 ) (10,754 ) — (27,279 ) Proceeds from sale of rental fleet 19,214 3,839 — 23,053 Additions to property, plant and equipment, excluding acquisitions (11,793 ) (3,986 ) — (15,779 ) Proceeds from sale of property, plant and equipment 3,688 511 — 4,199 Net cash used in investing activities (436,362 ) (10,390 ) — (446,752 ) Cash Flows from Financing Activities: Net borrowings (repayments) under lines of credit 395,127 (8,923 ) — 386,204 Deferred financing costs (719 ) — — (719 ) Principal payments on capital lease obligations (1,929 ) (27 ) — (1,956 ) Issuance of common stock 3,642 — — 3,642 Dividend payments (31,384 ) — — (31,384 ) Purchase of treasury stock (26,007 ) — — (26,007 ) Repayment of investment — (4,823 ) 4,823 — Net cash provided by (used in) financing activities 338,730 (13,773 ) 4,823 329,780 Effect of exchange rate changes on cash — (1,170 ) — (1,170 ) Net increase (decrease) in cash 3,167 (684 ) — 2,483 Cash and cash equivalents at beginning of year (190 ) 1,446 — 1,256 Cash and cash equivalents at end of year $ 2,977 $ 762 $ — $ 3,739 MOBILE MINI, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended December 31, 2013 (In thousands) Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net income $ 17,155 $ 6,996 $ (229 ) $ 23,922 Adjustments to reconcile net income to net cash provided by operating activities: Asset impairment charge, net 31,310 6,907 — 38,217 Provision for doubtful accounts 1,566 915 — 2,481 Amortization of deferred financing costs 2,749 62 — 2,811 Amortization of long-term liabilities 162 7 — 169 Share-based compensation expense 13,991 723 — 14,714 Depreciation and amortization 28,084 7,542 — 35,626 Loss (gain) on disposal of discontinued operation 2,042 (94 ) — 1,948 Gain on sale of rental fleet (8,035 ) (1,647 ) — (9,682 ) Loss on disposal of property, plant and equipment 237 10 — 247 Deferred income taxes 11,918 (440 ) (466 ) 11,012 Tax shortfall on equity award transactions (837 ) — — (837 ) Foreign currency transaction loss — 1 — 1 Changes in certain assets and liabilities, net of effect of businesses acquired: Receivables (2,306 ) (3,603 ) 1,948 (3,961 ) Inventories (358 ) (35 ) — (393 ) Deposits and prepaid expenses 572 81 — 653 Other assets and intangibles (364 ) 374 — 10 Accounts payable (212 ) 549 — 337 Accrued liabilities (2,321 ) 1,157 — (1,164 ) Intercompany (21,506 ) 22,440 (934 ) — Net cash provided by operating activities 73,847 41,945 319 116,111 Cash Flows from Investing Activities: Proceeds from sale of discontinued operation — 677 — 677 Additions to rental fleet, excluding acquisitions (15,623 ) (13,203 ) — (28,826 ) Proceeds from sale of rental fleet 27,437 8,514 — 35,951 Additions to property, plant and equipment (12,887 ) (2,905 ) — (15,792 ) Proceeds from sale of property, plant and equipment 1,900 70 — 1,970 Net cash provided by (used in) investing activities 827 (6,847 ) — (6,020 ) Cash Flows from Financing Activities: Net repayments under lines of credit (88,604 ) (34,472 ) — (123,076 ) Principal payments on notes payable (310 ) — — (310 ) Principal payments on capital lease obligations (408 ) — — (408 ) Issuance of common stock 13,818 — — 13,818 Purchase of treasury stock (369 ) — — (369 ) Intercompany — (279 ) 279 — Net cash used in financing activities (75,873 ) (34,751 ) 279 (110,345 ) Effect of exchange rate changes on cash — 171 (598 ) (427 ) Net (decrease) increase in cash (1,199 ) 518 — (681 ) Cash and cash equivalents at beginning of year 1,009 928 — 1,937 Cash and cash equivalents at end of year $ (190 ) $ 1,446 $ — $ 1,256 |
Mobile Mini, Organization and44
Mobile Mini, Organization and Description of Business - Additional Information (Detail) - USD ($) $ in Thousands | May. 15, 2015 | Apr. 16, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule Of Equity Method Investments [Line Items] | |||||
Proceeds from sale of rental fleet | $ 16,865 | $ 23,053 | $ 35,951 | ||
Percentage of ownership owned | 100.00% | ||||
Wood mobile offices | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Proceeds from sale of rental fleet | $ 92,000 | $ 92,000 | |||
North America | Portable Storage | Wood mobile offices | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Proceeds from sale of rental fleet | $ 92,000 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) shares in Millions | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Customer accounts percentage description | No single customer accounts for more than 10% of our receivables at December 31, 2015 and 2014 | ||||
Depreciation expense | $ 20,200,000 | $ 15,100,000 | $ 12,700,000 | ||
Capitalized software development costs | 22,500,000 | 6,000,000 | |||
Development cost of new enterprise | 19,600,000 | ||||
Capitalized fee | 4,400,000 | ||||
Unamortized deferred financing cost | 9,800,000 | ||||
Deferred financing cost excluding potential fining | 600,000 | ||||
Goodwill | [1] | 706,387,000 | 705,608,000 | 519,222,000 | |
Amortization of all other intangibles | 6,000,000 | 1,600,000 | 1,600,000 | ||
Non-cash impairment charge on long-lived assets | $ 37,600,000 | ||||
Asset impairment charges | 64,630,000 | 557,000 | 38,705,000 | ||
Prepaid advertising costs | 100,000 | 100,000 | |||
Advertising expense | $ 4,100,000 | $ 5,200,000 | $ 5,800,000 | ||
Nonvested share-awards not included in basic weighted average number of common shares outstanding | 0.2 | 0.3 | 0.5 | ||
Debt instrument due year | 2,020 | ||||
Senior Notes 7.875 Percent Due 2020 | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Senior notes, face amount | $ 200,000,000 | ||||
Debt instrument interest rate | 7.875% | ||||
Senior notes fair value basis for measurement, description | The fair value of our $200.0 million aggregate principal amount of 7.875% senior notes due 2020 (the “Senior Notes”) is based on their latest sales price at the end of each period obtained from a third-party institution and is Level 2 in the fair value hierarchy as there is not an active market for these notes | ||||
Wood mobile offices | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Impairment charge of long-lived asset to be sold | $ 64,600,000 | ||||
North America | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill | 463,600,000 | ||||
United Kingdom | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill | 61,500,000 | ||||
Specialty Containment Segment | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Goodwill | 181,200,000 | ||||
$1.0 billion ABL Credit Agreement | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Unamortized deferred financing cost | 6,800,000 | ||||
Deferred financing costs | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Amortization of deferred financing costs | 3,100,000 | $ 2,800,000 | $ 2,800,000 | ||
Write off of deferred financing costs | $ 900,000 | ||||
Accounts Receivable | Customer Concentration Risk | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration Risk, Percentage | 1.00% | 1.00% | 1.00% | ||
Accounts Receivable | Credit Concentration Risk | Maximum | |||||
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration Risk, Percentage | 10.00% | 10.00% | |||
[1] | Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. |
Schedule of Allowance for Doubt
Schedule of Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for doubtful accounts | |||
Balance at beginning of year | $ 1,636 | $ 1,377 | $ 1,640 |
Provision charged to expense | 3,705 | 2,777 | 2,481 |
Write-offs | (3,179) | (2,518) | (2,744) |
Balance at end of year | $ 2,162 | $ 1,636 | $ 1,377 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 13,436 | $ 14,241 |
Work-in-process | 189 | 201 |
Finished portable storage units | 1,971 | 2,294 |
Inventories | $ 15,596 | $ 16,736 |
Property, Plant and Equipment (
Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Property, Plant and Equipment [Line Items] | |||
Land | $ 4,045 | $ 10,920 | |
Vehicles and machinery | 118,185 | 114,150 | |
Buildings and improvements | [1] | 21,549 | 19,365 |
Office fixtures and equipment | 47,063 | 33,942 | |
Property, plant and equipment | 190,842 | 178,377 | |
Accumulated depreciation and amortization | (59,155) | (65,202) | |
Property, plant and equipment, net | $ 131,687 | $ 113,175 | |
Vehicles and machinery | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Residual Value as Percentage of Original Cost | 0.00% | ||
Estimated useful life in years | 5 years | ||
Vehicles and machinery | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Residual Value as Percentage of Original Cost | 55.00% | ||
Estimated useful life in years | 30 years | ||
Buildings and improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Residual Value as Percentage of Original Cost | [1] | 0.00% | |
Estimated useful life in years | [1] | 3 years | |
Buildings and improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Residual Value as Percentage of Original Cost | [1] | 25.00% | |
Estimated useful life in years | [1] | 30 years | |
Office fixtures and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Residual Value as Percentage of Original Cost | 0.00% | ||
Office fixtures and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life in years | 3 years | ||
Office fixtures and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life in years | 5 years | ||
[1] | Improvements made to leased properties are depreciated over the lesser of the estimated useful life or the remaining term of the respective lease. |
Schedule of Expected Annual Amo
Schedule of Expected Annual Amortization of Deferred Financing Cost (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Accounting Policies [Abstract] | |
2,016 | $ 1,861 |
2,017 | 1,861 |
2,018 | 1,861 |
2,019 | 1,861 |
2,020 | 1,761 |
Total | $ 9,205 |
Activity and Balances Relating
Activity and Balances Relating to Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Goodwill [Line Items] | |||
Goodwill Beginning Balance | [1] | $ 705,608 | $ 519,222 |
Acquisitions | 5,371 | ||
Adjustments | [2] | (717) | |
Foreign currency | [3] | (3,875) | (4,426) |
Goodwill Ending Balance | [1] | 706,387 | 705,608 |
ETS Acquisition | |||
Goodwill [Line Items] | |||
Acquisitions | 181,972 | ||
Adjustments | $ (700) | ||
Other Acquisitions | |||
Goodwill [Line Items] | |||
Acquisitions | $ 8,840 | ||
[1] | Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. | ||
[2] | Primarily related to the ETS Acquisition. | ||
[3] | Represents foreign currency translation adjustments related to the U.K. portable storage reporting unit. |
Activity and Balances Relatin51
Activity and Balances Relating to Goodwill (Parenthetical) (Detail) $ in Millions | Dec. 31, 2015USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, accumulated amortization | $ 2 |
Goodwill, accumulated impairment | $ 12.5 |
Balances Related to Intangible
Balances Related to Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 100,228 | $ 99,888 |
Accumulated Amortization | (27,016) | (21,503) |
Net Carrying Amount | 73,212 | 78,385 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 92,304 | 91,990 |
Accumulated Amortization | (24,875) | (20,484) |
Net Carrying Amount | $ 67,429 | 71,506 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 11 years | |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 20 years | |
Trade names/trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 6,025 | 6,065 |
Accumulated Amortization | (1,684) | (919) |
Net Carrying Amount | $ 4,341 | 5,146 |
Trade names/trademarks | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 1 year | |
Trade names/trademarks | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,839 | 1,772 |
Accumulated Amortization | (433) | (78) |
Net Carrying Amount | $ 1,406 | 1,694 |
Non-compete agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 2 years | |
Non-compete agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 60 | 61 |
Accumulated Amortization | (24) | (22) |
Net Carrying Amount | $ 36 | $ 39 |
Other | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 1 year | |
Other | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 19 years |
Schedule of Expected Future Amo
Schedule of Expected Future Amortization of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2,016 | $ 6,115 | |
2,017 | 6,063 | |
2,018 | 6,081 | |
2,019 | 6,089 | |
2,020 | 4,986 | |
Thereafter | 43,878 | |
Net Carrying Amount | $ 73,212 | $ 78,385 |
Reconciliation of Weighted-Aver
Reconciliation of Weighted-Average Shares of Common Stock Outstanding for Purposes of Calculating Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Numerator: | |||||||||||
Income from continuing operations | $ 5,574 | $ 44,386 | $ 25,224 | ||||||||
Loss on discontinued operation, net of tax | (1,302) | ||||||||||
Net income | $ 9,505 | $ 13,979 | $ 9,416 | $ (27,326) | $ 12,863 | $ 14,820 | $ 9,263 | $ 7,440 | $ 5,574 | $ 44,386 | $ 23,922 |
Denominator: | |||||||||||
Weighted shares (repurchased) issued during the period | 44,953 | 46,026 | 45,481 | ||||||||
Dilutive effect of stock options and restricted stock awards during the period | 507 | 699 | 615 | ||||||||
Weighted average shares outstanding - diluted | 45,460 | 46,725 | 46,096 | ||||||||
Basic: | |||||||||||
Income from continuing operations | $ 0.12 | $ 0.96 | $ 0.55 | ||||||||
Loss from discontinued operation | (0.02) | ||||||||||
Net income | $ 0.21 | $ 0.31 | $ 0.21 | $ (0.60) | $ 0.28 | $ 0.32 | $ 0.20 | $ 0.16 | 0.12 | 0.96 | 0.53 |
Diluted: | |||||||||||
Income from continuing operations | 0.12 | 0.95 | 0.55 | ||||||||
Loss from discontinued operation | (0.03) | ||||||||||
Net income | $ 0.21 | $ 0.31 | $ 0.21 | $ (0.60) | $ 0.28 | $ 0.32 | $ 0.20 | $ 0.16 | $ 0.12 | $ 0.95 | $ 0.52 |
Number of Stock Options and Res
Number of Stock Options and Restricted Awards that were Issued or Outstanding but were Excluded in Calculating Diluted Earnings Per Share Because their Effect would have been Anti-Dilutive (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from the computation of dilutive EPS | 1,136 | 751 | 1,742 |
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from the computation of dilutive EPS | 1,135 | 751 | 1,741 |
Restricted stock awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from the computation of dilutive EPS | 1 | 1 |
Carrying and Fair Value of Seni
Carrying and Fair Value of Senior Notes (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Carrying value | $ 200,000 | $ 200,000 |
Senior Notes 7.875 Percent Due 2020 | ||
Debt Instrument [Line Items] | ||
Carrying value | 200,000 | 200,000 |
Fair value | $ 207,000 | $ 206,000 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($)Entity | Dec. 31, 2014USD ($)Entity | ||
Business Acquisition [Line Items] | ||||
Adjustment of goodwill during acquisition | [1] | $ (717) | ||
Portable Storage Businesses | ||||
Business Acquisition [Line Items] | ||||
Number of business acquired | Entity | 2 | |||
ETS Acquisition | ||||
Business Acquisition [Line Items] | ||||
Business acquisition date | Dec. 10, 2014 | |||
Income from continuing operations before income tax provision | $ 11,100 | $ 1,100 | ||
Direct expenses related to acquisition | $ 5,000 | 2,500 | ||
Adjustment of goodwill during acquisition | (700) | |||
ETS Acquisition | Specialty Containment | ||||
Business Acquisition [Line Items] | ||||
Business acquisition revenues | $ 107,300 | $ 6,400 | ||
Assets Purchase Agreement And Stock Purchase Agreement | ||||
Business Acquisition [Line Items] | ||||
Number of business acquired | Entity | 8 | |||
[1] | Primarily related to the ETS Acquisition. |
Schedule of Components of Purch
Schedule of Components of Purchase Price and Net Assets Acquired (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2015 | |||
Net Assets Acquired: | ||||
Rental fleet | $ 133,452 | $ 12,129 | ||
Property, plant and equipment | 14,993 | 157 | ||
Intangible assets: | ||||
Goodwill | 190,095 | [1] | 5,371 | |
Deferred tax asset, net | 4,696 | |||
Other assets | 25,870 | [2] | 316 | |
Other liabilities | (15,614) | (281) | ||
Total | 430,946 | 18,525 | ||
Purchase Price, net of cash acquired: | ||||
Cash | 433,644 | |||
Cash acquired | (2,698) | |||
Total | 430,946 | 18,525 | ||
ETS Acquisition | ||||
Net Assets Acquired: | ||||
Rental fleet | 120,755 | |||
Property, plant and equipment | 14,655 | |||
Intangible assets: | ||||
Goodwill | [1] | 181,239 | ||
Deferred tax asset, net | 4,696 | 4,700 | ||
Other assets | [2] | 25,332 | ||
Other liabilities | (14,930) | |||
Total | 407,647 | |||
Purchase Price, net of cash acquired: | ||||
Cash | 410,345 | |||
Cash acquired | (2,698) | |||
Total | 407,647 | |||
Other Acquisitions | ||||
Net Assets Acquired: | ||||
Rental fleet | 12,697 | |||
Property, plant and equipment | 338 | |||
Intangible assets: | ||||
Goodwill | [1] | 8,856 | ||
Other assets | [2] | 538 | ||
Other liabilities | (684) | |||
Total | 23,299 | |||
Purchase Price, net of cash acquired: | ||||
Cash | 23,299 | |||
Total | 23,299 | |||
Customer relationships | ||||
Intangible assets: | ||||
Customer relationships | 70,550 | [3] | 759 | |
Customer relationships | ETS Acquisition | ||||
Intangible assets: | ||||
Customer relationships | [3] | 69,200 | ||
Customer relationships | Other Acquisitions | ||||
Intangible assets: | ||||
Customer relationships | [3] | 1,350 | ||
Trade names/trademarks | ||||
Intangible assets: | ||||
Customer relationships | [3] | 5,200 | ||
Trade names/trademarks | ETS Acquisition | ||||
Intangible assets: | ||||
Customer relationships | [3] | 5,200 | ||
Non-compete agreements | ||||
Intangible assets: | ||||
Customer relationships | 1,704 | [3] | $ 74 | |
Non-compete agreements | ETS Acquisition | ||||
Intangible assets: | ||||
Customer relationships | [3] | 1,500 | ||
Non-compete agreements | Other Acquisitions | ||||
Intangible assets: | ||||
Customer relationships | [3] | $ 204 | ||
[1] | All of the goodwill related to the ETS Acquisition was assigned to our specialty containment segment. The goodwill arising from the acquisition consists largely of ETS' going-concern value, the value of ETS’ assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies and economies of scale that we expect to realize from the acquisition. Goodwill from other acquisitions relates to the North America portable storage segment. None of the goodwill assigned to ETS will be amortizable for tax purposes, while all of the goodwill from the other acquisitions will be deductible for tax purposes. | |||
[2] | Included in other assets for the ETS Acquisition are accounts receivable with contractual amounts totaling $24.3 million. We estimate that $0.6 million will be uncollectible, and have valued acquired accounts receivable at $23.7 million. | |||
[3] | (1) The following table reflects the estimated fair values and useful lives of intangible assets related to the ETS Acquisition identified based on our preliminary purchase accounting assessments: Estimated Life (Years) Customer relationships 15 - 20 Trade names/trademarks 5 - 10 Non-compete agreements 5 Customer relationships acquired in conjunction with the ETS Acquisition were evaluated separately for the wholly owned subsidiary Water Movers, Inc. (“Water Movers”). With input from an independent third party with extensive expertise and experience in this area, we determined lives for the two customer groups based upon historical and expected customer attrition rates, resulting in an expected useful life of 15 years for the Water Movers customer relationships, which were valued at $14.9 million, and an expected useful life of 20 years for the remaining ETS customer relationships, which were valued at $54.3 million. During our assessment, we evaluated annual historical sales data from 2009 through December 2014 for Water Movers, and 2008 through December 2014 for the remaining ETS customers. |
Schedule of Components of Pur59
Schedule of Components of Purchase Price and Net Assets Acquired (Parenthetical) (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Minimum | Customer relationships | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 11 years | |
Minimum | Trade names/trademarks | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 1 year | |
Minimum | Non-compete agreements | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 2 years | |
Maximum | Customer relationships | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 20 years | |
Maximum | Trade names/trademarks | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 5 years | |
Maximum | Non-compete agreements | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 5 years | |
ETS Acquisition | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 20 years | |
Customer relationships | $ 54.3 | |
Accounts receivables, contractual amounts | 24.3 | |
Accounts receivables, estimated uncollectible | 0.6 | |
Accounts receivables, acquired value | $ 23.7 | |
ETS Acquisition | Non-compete agreements | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 5 years | |
ETS Acquisition | Minimum | Customer relationships | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 15 years | |
ETS Acquisition | Minimum | Trade names/trademarks | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 5 years | |
ETS Acquisition | Maximum | Customer relationships | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 20 years | |
ETS Acquisition | Maximum | Trade names/trademarks | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 10 years | |
Water Movers | ||
Business Acquisition [Line Items] | ||
Estimated Useful Life | 15 years | |
Customer relationships | $ 14.9 |
Schedule of Components of Suppl
Schedule of Components of Supplemental Pro Forma Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | ||
Revenues: | |||
Pro forma revenues | $ 547,077 | $ 498,543 | |
Net income: | |||
Pro forma net income (loss) | 41,125 | 20,546 | |
Pro forma adjustments | [1] | $ 22,601 | $ 6,956 |
Average diluted weighted shares outstanding | 46,725 | 46,096 | |
Pro forma diluted earnings per share from continuing operations | $ 0.88 | $ 0.45 | |
Mobile Mini Inc | |||
Revenues: | |||
Pro forma revenues | $ 445,474 | $ 406,486 | |
Net income: | |||
Pro forma net income (loss) | 44,386 | 23,922 | |
ETS Acquisition | |||
Revenues: | |||
Pro forma revenues | [2] | 101,603 | 92,057 |
Net income: | |||
Pro forma net income (loss) | [2] | $ (25,862) | $ (10,332) |
[1] | Years Ended December 31, 2014 2013 (In thousands) Pro forma increases (decreases) to income from continuing operations before income tax provisions: Record the net impact to depreciation resulting from fair value mark-ups, offset by changes to the estimated remaining lives, for acquired rental fleet and property, plant and equipment $3,953 $3,799 Remove historic gains recognized on the sale of used rental fleet and property, plant and equipment (2,195) (1,707) Eliminate historic ETS amortization of intangible assets 3,387 3,233 Recognize amortization for intangible assets acquired (5,027) (4,818) Recognize increased interest expense on amounts borrowed to fund the acquisition, including acquisition costs (8,531) (9,078) Eliminate historic ETS interest and administrative expense on debt instruments repaid upon acquisition 22,655 19,882 Eliminate acquisition costs 15,295 — Total 29,537 11,311 Increase in income tax provision related to pro forma adjustments 6,936 4,355 Total pro forma adjustments $22,601 $6,956 | ||
[2] | ETS historic information for the year ended December 31, 2014, consists of revenues and net loss prior to the acquisition date of December 10, 2014. Revenues and net income (loss) after the acquisition date are included in Mobile Mini’s historic information for the year ended December 31, 2014. |
Schedule of Components of Sup61
Schedule of Components of Supplemental Pro Forma Information (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | ||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | $ 29,537 | $ 11,311 | |
Increase in income tax provision related to pro forma adjustments | 6,936 | 4,355 | |
Pro forma adjustments | [1] | 22,601 | 6,956 |
Record the net impact to depreciation resulting from fair value mark-ups, offset by changes to the estimated remaining lives, for acquired lease fleet and property, plant and equipment | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | 3,953 | 3,799 | |
Remove historic gains recognized on the sale of used lease fleet and property, plant and equipment | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | (2,195) | (1,707) | |
Eliminate historic ETS amortization of intangible assets | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | 3,387 | 3,233 | |
Recognize amortization for intangible assets acquired | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | (5,027) | (4,818) | |
Recognize increased interest expense on amounts borrowed to | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | (8,531) | (9,078) | |
Eliminate historic ETS interest and administrative expense on debt instruments repaid upon acquisition | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | 22,655 | $ 19,882 | |
Eliminate acquisition costs | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions: | |||
Pro forma increases (decreases) to income from continuing operations before income tax provisions | $ 15,295 | ||
[1] | Years Ended December 31, 2014 2013 (In thousands) Pro forma increases (decreases) to income from continuing operations before income tax provisions: Record the net impact to depreciation resulting from fair value mark-ups, offset by changes to the estimated remaining lives, for acquired rental fleet and property, plant and equipment $3,953 $3,799 Remove historic gains recognized on the sale of used rental fleet and property, plant and equipment (2,195) (1,707) Eliminate historic ETS amortization of intangible assets 3,387 3,233 Recognize amortization for intangible assets acquired (5,027) (4,818) Recognize increased interest expense on amounts borrowed to fund the acquisition, including acquisition costs (8,531) (9,078) Eliminate historic ETS interest and administrative expense on debt instruments repaid upon acquisition 22,655 19,882 Eliminate acquisition costs 15,295 — Total 29,537 11,311 Increase in income tax provision related to pro forma adjustments 6,936 4,355 Total pro forma adjustments $22,601 $6,956 |
Impairment and Divestiture of62
Impairment and Divestiture of North American Wood Mobile Offices - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 16, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of rental fleet | $ 16,865 | $ 23,053 | $ 35,951 | |
Wood mobile offices | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Definitive agreement date | Apr. 16, 2015 | |||
Proceeds from sale of rental fleet | $ 92,000 | $ 92,000 | ||
Closing time of transaction | The transaction closed on May 15, 2015 | |||
Deferred revenue and customer deposits | $ 6,800 |
Schedule of Impairment and Dive
Schedule of Impairment and Divestiture (Detail) - USD ($) $ in Thousands | Apr. 16, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Estimated fair market value | $ 92,000 | |||
Property, plant and equipment, net | 131,687 | $ 113,175 | ||
Impairment loss | (64,630) | (557) | $ (38,705) | |
Sale price | 16,865 | 23,053 | 35,951 | |
Net loss on sale of wood mobile offices | 1,200 | |||
Asset impairment charge and loss on divestiture, net | (66,128) | $ (557) | $ (38,705) | |
Wood mobile offices in rental fleet | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Property, plant and equipment, net | 155,429 | |||
Ancillary items in property, plant and equipment | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Property, plant and equipment, net | 1,201 | |||
Wood mobile offices | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Sale price | $ 92,000 | 92,000 | ||
Book value of divested assets after impairment | 92,000 | |||
Selling expenses | 1,498 | |||
Net loss on sale of wood mobile offices | (1,498) | |||
Asset impairment charge and loss on divestiture, net | $ (66,128) |
Rental Fleet - Additional Infor
Rental Fleet - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property Subject to or Available for Operating Lease [Line Items] | |||
Depreciation expense | $ 34,100 | $ 22,700 | $ 21,200 |
Rental fleet, net | 951,323 | 1,087,056 | |
Portable Storage | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Net orderly liquidation appraisal value of rental fleet | 1,100,000 | ||
Rental fleet, net | $ 823,729 | $ 965,837 |
Rental Fleet (Detail)
Rental Fleet (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Property Subject to or Available for Operating Lease [Line Items] | |||
Total fleet, net | $ 951,323 | $ 1,087,056 | |
Portable Storage | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Rental fleet, gross | 966,067 | 1,148,274 | |
Accumulated depreciation | (142,338) | (182,437) | |
Total fleet, net | $ 823,729 | 965,837 | |
Portable Storage | Steel storage containers | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Residual Value as Percentage of Original Cost | [1] | 55.00% | |
Useful Life in Years | 30 years | ||
Rental fleet, gross | $ 612,782 | 604,547 | |
Portable Storage | Steel ground level offices | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Residual Value as Percentage of Original Cost | [1] | 55.00% | |
Useful Life in Years | 30 years | ||
Rental fleet, gross | $ 346,233 | 329,565 | |
Portable Storage | Wood mobile offices | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Residual Value as Percentage of Original Cost | [1] | 50.00% | |
Useful Life in Years | 20 years | ||
Rental fleet, gross | 208,529 | ||
Portable Storage | Other | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Rental fleet, gross | $ 7,052 | 5,633 | |
Specialty Containment | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Rental fleet, gross | 144,830 | 122,489 | |
Accumulated depreciation | (17,236) | (1,270) | |
Total fleet, net | $ 127,594 | 121,219 | |
Specialty Containment | Steel tanks | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 25 years | ||
Rental fleet, gross | $ 55,467 | 50,843 | |
Specialty Containment | Roll-off boxes | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Rental fleet, gross | $ 25,161 | 19,820 | |
Specialty Containment | Roll-off boxes | Minimum | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 15 years | ||
Specialty Containment | Roll-off boxes | Maximum | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 20 years | ||
Specialty Containment | Stainless steel tank trailers | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 25 years | ||
Rental fleet, gross | $ 28,160 | 23,283 | |
Specialty Containment | Vacuum Boxes | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 20 years | ||
Rental fleet, gross | $ 9,852 | 7,667 | |
Specialty Containment | De-watering boxes | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 20 years | ||
Rental fleet, gross | $ 5,383 | 3,898 | |
Specialty Containment | Pumps and filtration equipment | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Useful Life in Years | 7 years | ||
Rental fleet, gross | $ 13,964 | 11,510 | |
Specialty Containment | Other | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Rental fleet, gross | $ 6,843 | $ 5,468 | |
[1] | Specialty containment fleet has been assigned zero residual value. |
Rental Fleet (Parenthetical) (D
Rental Fleet (Parenthetical) (Detail) | Dec. 31, 2015USD ($) |
Specialty Containment | |
Property Subject to or Available for Operating Lease [Line Items] | |
Residual value | $ 0 |
Lines of Credit - Additional In
Lines of Credit - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 14, 2015 | |
Line of Credit Facility [Line Items] | |||
Credit Agreement, interest rate terms | Outstanding amounts under the Credit Agreement bear interest at our option at either: (i) the London interbank offered rate (“LIBOR”) plus an applicable margin, or (ii) the prime rate plus an applicable margin (“Base Rate Loans”). | ||
Line of credit, covenant | The Credit Agreement also contains customary negative covenants, including covenants that restrict our ability to, among other things: (i) allow certain liens to attach to Mobile Mini or subsidiary assets, (ii) repurchase or pay dividends or make certain other restricted payments on capital stock and certain other securities, or prepay certain indebtedness, (iii) incur additional indebtedness or engage in certain other types of financing transactions, and (iv) make acquisitions or other investments | ||
Line of credit facility, covenant compliance | In addition we must comply with a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of each quarter, upon the minimum availability amount under the Credit Agreement falling below the greater of (y) $90 million and (z) 10% of the lesser of the then total revolving loan commitment and aggregate borrowing base. | ||
Minimum fixed charges coverage ratio | 100.00% | ||
Line of credit, minimum borrowing availability for financial maintenance covenants to be applicable | $ 90,000,000 | ||
Applicable percentage of revolving loan commitment and aggregate borrowing base | 10.00% | ||
Lines of credit, weighted average interest rate | 2.20% | 2.20% | |
Lines of credit, average balance outstanding | $ 670,400,000 | $ 323,600,000 | |
Lines of credit | 667,708,000 | 705,518,000 | |
Additional borrowing available under credit agreement | $ 324,900,000 | ||
ETS Acquisition | |||
Line of Credit Facility [Line Items] | |||
Lines of credit | $ 410,000,000 | ||
Maximum | |||
Line of Credit Facility [Line Items] | |||
Percentage of net orderly liquidation value of rental-fleet to be included in determination of borrowing base | 90.00% | ||
LIBOR Loans | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility, margin rate | 1.50% | ||
LIBOR Loans | Minimum | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility, margin rate | 1.25% | ||
LIBOR Loans | Maximum | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility, margin rate | 1.75% | ||
Base Rate Loans | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility, margin rate | 0.50% | ||
Base Rate Loans | Minimum | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility, margin rate | 0.25% | ||
Base Rate Loans | Maximum | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility, margin rate | 0.75% | ||
$1.0 billion ABL Credit Agreement | |||
Line of Credit Facility [Line Items] | |||
Credit Agreement, term | 5 years | ||
Credit Agreement, maturity date | Feb. 22, 2017 | ||
$1.0 billion ABL Credit Agreement | First Lien Senior Secured Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit Agreement, borrowing capacity | $ 1,000,000,000 | ||
Credit Agreement, maturity date | Dec. 14, 2020 | ||
$1.0 billion ABL Credit Agreement | Standby Letters of Credit | U.S. Based Lenders | |||
Line of Credit Facility [Line Items] | |||
Credit Agreement, borrowing capacity | 50,000,000 | ||
$1.0 billion ABL Credit Agreement | Standby Letters of Credit | U.K. Based Lenders | |||
Line of Credit Facility [Line Items] | |||
Credit Agreement, borrowing capacity | 20,000,000 | ||
$1.0 billion ABL Credit Agreement | Standby Letters of Credit | Canadian Based Lenders | |||
Line of Credit Facility [Line Items] | |||
Credit Agreement, borrowing capacity | $ 20,000,000 |
Obligations Under Capital Lea68
Obligations Under Capital Leases - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule of Capital Lease Obligations [Line Items] | ||
Obligations under capital leases | $ 38,274 | $ 24,918 |
Assets recorded under capital lease obligations | 44,500 | 24,600 |
Assets recorded under capital lease obligations, accumulated amortization | $ 7,600 | $ 2,100 |
Minimum | ||
Schedule of Capital Lease Obligations [Line Items] | ||
Capitalized leases, interest rates | 1.80% | |
Maximum | ||
Schedule of Capital Lease Obligations [Line Items] | ||
Capitalized leases, interest rates | 12.70% |
Future Minimum Capital Lease Pa
Future Minimum Capital Lease Payments (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Leases [Abstract] | ||
2,016 | $ 6,291 | |
2,017 | 5,986 | |
2,018 | 5,585 | |
2,019 | 5,795 | |
2,020 | 6,187 | |
Thereafter | 11,949 | |
Total | 41,793 | |
Amount representing interest | (3,519) | |
Present value of minimum lease payments | $ 38,274 | $ 24,918 |
Debt Issuances - Additional Inf
Debt Issuances - Additional Information (Detail) - USD ($) $ in Millions | Nov. 23, 2010 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Proceeds from issuance of 7.875% senior notes due 2020 | $ 200 | |
Senior Notes 7.875 Percent Due 2020 | ||
Debt Instrument [Line Items] | ||
Offer price of notes issued as percentage of face value | 100.00% | |
Senior Notes, interest rate | 7.875% | |
Senior Notes, maturity term | 10 years | |
Senior Notes, maturity date | Dec. 1, 2020 | |
Senior Notes, interest payment term | Interest is payable semiannually in arrears on June 1 and December 1 of each year. |
Scheduled Maturity for Debt Obl
Scheduled Maturity for Debt Obligations Under Capital Leases and Senior Notes (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 5,363 |
2,017 | 5,214 |
2,018 | 4,945 |
2,019 | 5,282 |
2,020 | 205,806 |
Thereafter | 11,664 |
Total | $ 238,274 |
Income Before Taxes from Contin
Income Before Taxes from Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of Components of Income Before Income Tax Expense (Benefit) [Line Items] | |||
Income (loss) before provision for (benefit from) income taxes | $ 752 | $ 70,419 | $ 37,499 |
U.S. | |||
Schedule of Components of Income Before Income Tax Expense (Benefit) [Line Items] | |||
Income (loss) before provision for (benefit from) income taxes | (23,750) | 52,944 | 30,528 |
Foreign | |||
Schedule of Components of Income Before Income Tax Expense (Benefit) [Line Items] | |||
Income (loss) before provision for (benefit from) income taxes | $ 24,502 | $ 17,475 | $ 6,971 |
Provision for Income Taxes from
Provision for Income Taxes from Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
U.S. federal | $ 1,124 | ||
State | 326 | $ 827 | $ 934 |
Total current | 1,450 | 827 | 934 |
Deferred | |||
U.S. federal | (8,549) | 21,510 | 11,483 |
State | (1,190) | 2,019 | 1,100 |
Foreign | 3,467 | 1,677 | (1,242) |
Total deferred | (6,272) | 25,206 | 11,341 |
Total (benefit) provision for income taxes | $ (4,822) | $ 26,033 | $ 12,275 |
Reconciliation of U.S. Federal
Reconciliation of U.S. Federal Statutory Rate to Effective Tax Rate (Detail) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Income Tax Disclosure [Abstract] | ||||
U.S. federal statutory rate | [1] | 35.00% | 35.00% | 35.00% |
State taxes, net of federal benefit | [1] | (222.40%) | 3.90% | 3.50% |
Nondeductible expenses and other | [1] | 128.10% | 1.20% | 1.40% |
Adjustment of net deferred tax liability for enacted tax rate change | [1] | (97.60%) | (4.90%) | |
Foreign rate differential | [1] | (484.30%) | (3.10%) | (2.30%) |
Effective tax rate | [1] | (641.20%) | 37.00% | 32.70% |
[1] | Our effective income tax rate in the year ended December 31, 2015 was affected by an enacted change in the U.K. income tax rate from 20% to 18%, as well as losses in North America driven by asset impairment and restructuring expenses. The change in the U.K. income tax rate resulted in a $1.4 million benefit when applied to our December 31, 2014 deferred tax liability, and a $0.5 million benefit to current year taxes. Not including the North America asset impairment and $1.4 million cumulative effect on prior-year deferred liabilities of the U.K. rate change, our tax rate for the year ended December 31, 2015 would have been 33.4%. In July 2013, the U.K.’s government enacted a reduction in the corporate income tax rate to 20% from 23%. |
Reconciliation of U.S. Federa75
Reconciliation of U.S. Federal Statutory Rate to Effective Tax Rate (Parenthetical) (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||||
Jul. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Income Tax Contingency [Line Items] | ||||||
Statutory corporate income tax rate | [1] | 35.00% | 35.00% | 35.00% | ||
Expected current tax rate | 33.40% | |||||
United Kingdom | ||||||
Income Tax Contingency [Line Items] | ||||||
Statutory corporate income tax rate | 20.00% | 18.00% | 23.00% | |||
Reduction of tax liability | $ 0.5 | $ 1.4 | ||||
[1] | Our effective income tax rate in the year ended December 31, 2015 was affected by an enacted change in the U.K. income tax rate from 20% to 18%, as well as losses in North America driven by asset impairment and restructuring expenses. The change in the U.K. income tax rate resulted in a $1.4 million benefit when applied to our December 31, 2014 deferred tax liability, and a $0.5 million benefit to current year taxes. Not including the North America asset impairment and $1.4 million cumulative effect on prior-year deferred liabilities of the U.K. rate change, our tax rate for the year ended December 31, 2015 would have been 33.4%. In July 2013, the U.K.’s government enacted a reduction in the corporate income tax rate to 20% from 23%. |
Net Deferred Tax Liability (Det
Net Deferred Tax Liability (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 90,540 | $ 122,041 |
Deferred revenue and expenses | 10,755 | 13,310 |
Accrued compensation and other benefits | 3,666 | 1,438 |
Allowance for doubtful accounts | 1,041 | 1,034 |
Equity compensation | 8,888 | 4,434 |
Other | 3,125 | 378 |
Total deferred tax assets | 118,015 | 142,635 |
Valuation allowance | (1,126) | (1,126) |
Net deferred tax assets | 116,889 | 141,509 |
Deferred tax liabilities | ||
Accelerated tax depreciation | (297,575) | (333,042) |
Accelerated tax amortization | (36,704) | (36,150) |
Other | (2,211) | (3,864) |
Total deferred tax liabilities | (336,490) | (373,056) |
Net deferred tax liabilities | $ (219,601) | $ (231,547) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | 36 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | |
Income Tax Contingency [Line Items] | ||||
Net deferred tax assets | $ 4,696,000 | |||
Deferred tax asset for federal and state, net operating losses | $ 90,540,000 | 122,041,000 | $ 90,540,000 | |
Income tax paid | 4,935,000 | 1,103,000 | $ 1,114,000 | |
Total unrecognized excess tax benefits | $ 17,700,000 | 16,600,000 | 17,700,000 | |
Tax year subject to tax examination for U.S. Federal return | For the U.S. Federal return, our tax years for 2014, 2013 and 2012 are subject to tax examination by the U.S. Internal Revenue Service through September 15, 2018, 2017 and 2016, respectively. No reserves for uncertain income tax positions have been recorded. We do not anticipate that the total amount of unrecognized tax benefit related to any particular tax position will change significantly within the next 12 months. | |||
Undistributed earnings of foreign subsidiaries intended to be permanently invested | $ 47,200,000 | 25,300,000 | 47,200,000 | |
Internal Revenue Service (IRS) | Tax Year 2012 | ||||
Income Tax Contingency [Line Items] | ||||
U.S. Federal return, tax year subject to examination | 2,012 | |||
Internal Revenue Service (IRS) | Tax Year 2013 | ||||
Income Tax Contingency [Line Items] | ||||
U.S. Federal return, tax year subject to examination | 2,013 | |||
Internal Revenue Service (IRS) | Tax Year 2014 | ||||
Income Tax Contingency [Line Items] | ||||
U.S. Federal return, tax year subject to examination | 2,014 | |||
Minimum | ||||
Income Tax Contingency [Line Items] | ||||
Step two threshold to quantify uncertain tax position | 50.00% | |||
U.S. | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 278,200,000 | 278,200,000 | ||
Federal taxable income | 172,400,000 | |||
Unrecognized excess tax benefits | 0 | 0 | 0 | 0 |
Income tax paid | 0 | 0 | $ 0 | |
Unrecognized Deferred Tax Liability | $ 8,700,000 | 8,700,000 | ||
U.S. | Minimum | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiration year | 2,028 | |||
U.S. | Maximum | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiration year | 2,034 | |||
State | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 113,700,000 | 113,700,000 | ||
State | Minimum | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiration year | 2,016 | |||
State | Maximum | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiration year | 2,034 | |||
US and UK | ||||
Income Tax Contingency [Line Items] | ||||
Net deferred tax liability | $ 17,100,000 | 16,200,000 | 17,100,000 | |
ETS Acquisition | ||||
Income Tax Contingency [Line Items] | ||||
Net deferred tax assets | 4,700,000 | $ 4,696,000 | 4,700,000 | |
Deferred tax liabilities related to accelerated tax depreciation and amortization | 50,500,000 | 50,500,000 | ||
Deferred tax asset for federal and state, net operating losses | 55,200,000 | 55,200,000 | ||
ETS Acquisition | U.S. | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | 151,300,000 | 151,300,000 | ||
ETS Acquisition | State | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 47,500,000 | $ 47,500,000 |
Transactions with Related Per78
Transactions with Related Persons - Additional Information (Detail) - Water Movers | 12 Months Ended |
Dec. 31, 2015USD ($)Property | |
Related Party Transaction [Line Items] | |
Monthly rental payment under leases | $ | $ 18,000 |
Number of properties | Property | 2 |
Lease expiration year | 2,023 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share available for future grants | 2,600,000 | |||
Stock options contractual terms | 10 years | |||
Share-based compensation expense | $ 13,827 | $ 15,071 | $ 15,040 | |
Aggregate intrinsic value of options exercised | $ 800 | $ 2,900 | $ 9,000 | |
Weighted average fair value of stock options granted | $ 8.43 | $ 10.46 | $ 10.59 | |
Fair value of restricted stock awards vested | $ 4,800 | $ 5,000 | $ 4,800 | |
Performance Based Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance based awards stock options unvested | 400,000 | |||
Performance based restricted stock awards non-vested | 17,000 | |||
Number of performance based awards issued | 0 | 0 | ||
Non Employee Director Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of awards vested | 100.00% | |||
Share-based compensation expense | $ 800 | $ 900 | $ 600 | |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 4,200 | |||
Weighted average recognition period (years) | 10 months 24 days | |||
Restricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance based restricted stock awards non-vested | 242,000 | 343,000 | 542,000 | 843,000 |
Unrecognized compensation cost | $ 5,400 | |||
Weighted average recognition period (years) | 2 years 1 month 6 days | |||
Minimum | Executive Officers | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-awards vesting period | 3 years | |||
Minimum | Nonvested share-awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-awards vesting period | 3 years | |||
Maximum | Executive Officers | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-awards vesting period | 4 years | |||
Maximum | Nonvested share-awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-awards vesting period | 5 years |
Summary of Share-Based Compensa
Summary of Share-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation | $ 13,827 | $ 15,071 | $ 14,714 |
Amount capitalized | 326 | ||
Total share-based compensation | 13,827 | 15,071 | 15,040 |
Rental, selling and general expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation | 12,277 | 14,490 | 13,956 |
Restructuring expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation | $ 1,550 | $ 581 | $ 758 |
Key Assumptions Used to Estimat
Key Assumptions Used to Estimate Fair Value of Stock Options Granted (Detail) - Stock options | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life of the options (years) | 5 years | 5 years | |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.30% | 1.50% | 0.70% |
Expected life of the options (years) | 6 years | ||
Expected stock price volatility | 35.30% | 35.40% | 41.10% |
Expected dividend rate | 1.80% | 1.50% | 0.00% |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.70% | 1.70% | 0.70% |
Expected life of the options (years) | 7 years | ||
Expected stock price volatility | 36.00% | 38.40% | 46.30% |
Expected dividend rate | 2.10% | 1.80% | 1.80% |
Stock Option Activity (Detail)
Stock Option Activity (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Shares | |||
Options outstanding, beginning of year | 2,649 | 2,519 | 1,099 |
Granted | 381 | 365 | 2,214 |
Canceled/Expired | (98) | (71) | (147) |
Exercised | (62) | (164) | (647) |
Options outstanding, end of year | 2,870 | 2,649 | 2,519 |
Options exercisable, end of year | 1,643 | 854 | 193 |
Weighted Average Exercise Price | |||
Options outstanding, beginning of year | $ 32.33 | $ 29.80 | $ 20.02 |
Granted | 42.80 | 46.83 | 31.26 |
Canceled/Expired | 44.60 | 40.63 | 15.90 |
Exercised | 27.60 | 22.18 | 21.35 |
Options outstanding, end of year | 33.40 | 32.33 | 29.80 |
Options exercisable, end of year | $ 30.97 | $ 29.32 | $ 21.51 |
Fully Vested Stock Options and
Fully Vested Stock Options and Stock Options Expected to Vest (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Number of Shares | ||||
Outstanding | 2,870 | 2,649 | 2,519 | 1,099 |
Vested and expected to vest | 2,803 | |||
Exercisable | 1,643 | 854 | 193 | |
Weighted Average Exercise Price | ||||
Outstanding | $ 33.40 | $ 32.33 | $ 29.80 | $ 20.02 |
Vested and expected to vest | 33.18 | |||
Exercisable | $ 30.97 | $ 29.32 | $ 21.51 | |
Weighted Average Remaining Contractual Term (In years) | ||||
Outstanding | 7 years 5 months 5 days | |||
Vested and expected to vest | 7 years 4 months 24 days | |||
Exercisable | 7 years 1 month 2 days | |||
Aggregate Intrinsic Values | ||||
Outstanding | $ 5,071 | |||
Vested and expected to vest | 5,052 | |||
Exercisable | $ 3,981 |
Restricted Stock Activity (Deta
Restricted Stock Activity (Detail) - Restricted stock awards - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restricted Stock Awards, shares | |||
Restricted stock awards at beginning of period | 343 | 542 | 843 |
Awarded | 107 | 143 | 153 |
Released | (169) | (240) | (252) |
Forfeited | (39) | (102) | (202) |
Restricted stock awards at end of period | 242 | 343 | 542 |
Weighted Average Grant Date Fair Value | |||
Restricted stock awards at beginning of period | $ 27.99 | $ 20.65 | $ 17.27 |
Awarded | 37.17 | 39.77 | 30.21 |
Released | 28.22 | 20.93 | 19.15 |
Forfeited | 25.07 | 22.09 | 15.64 |
Restricted stock awards at end of period | $ 31.70 | $ 27.99 | $ 20.65 |
Benefit Plans - Additional Info
Benefit Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined contribution program, percentage of annual employees' salary contributed by employer | $ 1,100,000 | $ 700,000 | $ 500,000 |
Defined contribution program, annual charge on employees' fund to cover administrative costs of program, percentage | $ 51,000 | $ 34,000 | $ 34,000 |
Minimum | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Benefit plan vesting period | 2 years | ||
Maximum | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Benefit plan vesting period | 5 years |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | |||
Operating lease rental expense | $ 22,700,000 | $ 21,300,000 | $ 21,200,000 |
Accrued liabilities, reserves | 3,800,000 | $ 3,300,000 | |
Letters of credit provided for various insurance carriers | 7,400,000 | ||
ETS Acquisition | |||
Loss Contingencies [Line Items] | |||
Accrued liabilities, reserves | 0 | ||
General Liability | |||
Loss Contingencies [Line Items] | |||
Insurance deductible amount, per incident | 100,000 | ||
Workers' Compensation | |||
Loss Contingencies [Line Items] | |||
Insurance deductible amount, per incident | 250,000 | ||
Auto | |||
Loss Contingencies [Line Items] | |||
Insurance deductible amount, per incident | $ 500,000 |
Contractual Commitments Associa
Contractual Commitments Associated with Lease Obligations (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Leased Assets [Line Items] | |
2,016 | $ 18,417 |
2,017 | 12,927 |
2,018 | 8,479 |
2,019 | 5,212 |
2,020 | 3,688 |
Thereafter | 11,162 |
Total | 59,885 |
Operating Lease Commitments | |
Operating Leased Assets [Line Items] | |
2,016 | 18,233 |
2,017 | 12,551 |
2,018 | 8,199 |
2,019 | 5,189 |
2,020 | 3,688 |
Thereafter | 11,162 |
Total | 59,022 |
Restructuring Related Lease Commitments | |
Operating Leased Assets [Line Items] | |
2,016 | 481 |
2,017 | 414 |
2,018 | 280 |
2,019 | 23 |
2,020 | 0 |
Thereafter | 0 |
Total | 1,198 |
Sub-lease Income | |
Operating Leased Assets [Line Items] | |
2,016 | (297) |
2,017 | (38) |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
Thereafter | 0 |
Total | $ (335) |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Apr. 17, 2015 | Nov. 06, 2013 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Cash dividend paid, per share | $ 0.75 | ||||
Cash dividend paid | $ 33,700,000 | ||||
Share repurchase program authorized amount | $ 175,000,000 | $ 125,000,000 | |||
Share repurchase program additional authorized amount | $ 50,000,000 | ||||
Treasury stock value | $ 61,833,000 | $ 26,007,000 | $ 369,000 | ||
Share Repurchase Program | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock shares acquired | 1,700,000 | 600,000 | |||
Treasury stock value | $ 61,000,000 | $ 25,000,000 | |||
Treasury stock shares available for repurchase | 89,000,000 | ||||
Minimum tax withholding obligations | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock shares acquired | 21,000 | 25,000 | |||
Treasury stock value | $ 800,000 | $ 1,000,000 |
Restructuring Costs - Additiona
Restructuring Costs - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($)PortableStorage | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Restructuring And Related Activities [Abstract] | ||||
Restructuring expenses | $ 13,700 | $ 20,798 | $ 3,542 | $ 2,402 |
Restructuring related costs incurred | $ 19,700 | |||
Number of portable storage units abandoned | PortableStorage | 5,000 | |||
Write-down value of fleet | $ 0 | |||
Severance and benefits | 4,600 | |||
Share-based compensation restructuring costs | 1,600 | |||
Write-off and loss on sale of property, plant and equipment | $ 1,400 |
Accrued Restructuring Obligatio
Accrued Restructuring Obligations and Related Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | ||||
Accrued obligations, beginning balance | $ 1,117 | $ 1,676 | $ 4,113 | |
Restructuring expense | $ 13,700 | 20,798 | 3,542 | 2,402 |
Settlement of obligations | (20,173) | (20,173) | (4,101) | (4,839) |
Accrued obligations, ending balance | 1,742 | 1,742 | 1,117 | 1,676 |
Fleet and Property, Plant and Equipment Abandonment Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expense | 15,274 | 1,295 | ||
Settlement of obligations | (15,274) | (15,274) | (1,295) | |
Severance and Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Accrued obligations, beginning balance | 441 | 613 | 2,543 | |
Restructuring expense | 4,846 | 1,826 | 1,787 | |
Settlement of obligations | (4,042) | (4,042) | (1,998) | (3,717) |
Accrued obligations, ending balance | 1,245 | 1,245 | 441 | 613 |
Lease Abandonment Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Accrued obligations, beginning balance | 676 | 1,063 | 1,570 | |
Restructuring expense | 600 | 318 | 475 | |
Settlement of obligations | (781) | (781) | (705) | (982) |
Accrued obligations, ending balance | 495 | 495 | 676 | 1,063 |
Other Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expense | 78 | 103 | 140 | |
Settlement of obligations | (76) | (76) | $ (103) | $ (140) |
Accrued obligations, ending balance | $ 2 | $ 2 |
Restructuring Expenses (Detail)
Restructuring Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 13,700 | $ 20,798 | $ 3,542 | $ 2,402 |
Fleet and Property, Plant and Equipment Abandonment Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 15,274 | 1,295 | ||
Severance and Benefits | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 4,846 | 1,826 | 1,787 | |
Lease Abandonment Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | 600 | 318 | 475 | |
Other Costs | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 78 | $ 103 | $ 140 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($)Segment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Segment Reporting Information [Line Items] | |||||||||||
Number of reportable segments | Segment | 2 | ||||||||||
Revenues | $ 134,517 | $ 133,343 | $ 130,288 | $ 132,629 | $ 123,215 | $ 113,322 | $ 106,533 | $ 102,404 | $ 530,777 | $ 445,474 | $ 406,486 |
Assets | 1,979,222 | 2,103,174 | 1,979,222 | 2,103,174 | |||||||
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 438,400 | 353,200 | $ 324,900 | ||||||||
Assets | $ 1,600,000 | $ 1,700,000 | $ 1,600,000 | $ 1,700,000 |
Segment Reporting (Detail)
Segment Reporting (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||||||||||
Rental | $ 126,540 | $ 124,813 | $ 120,245 | $ 123,117 | $ 113,443 | $ 104,798 | $ 98,041 | $ 94,080 | $ 494,715 | $ 410,362 | $ 366,286 |
Sales | 29,953 | 31,585 | 38,051 | ||||||||
Other | 6,109 | 3,527 | 2,149 | ||||||||
Total revenues | 134,517 | 133,343 | 130,288 | 132,629 | 123,215 | 113,322 | 106,533 | 102,404 | 530,777 | 445,474 | 406,486 |
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 326,252 | 280,948 | 237,567 | ||||||||
Cost of sales | 19,671 | 21,944 | 25,413 | ||||||||
Restructuring expenses | 13,700 | 20,798 | 3,542 | 2,402 | |||||||
Asset impairment charge and loss on divestiture, net | 66,128 | 557 | 38,705 | ||||||||
Depreciation and amortization | 60,344 | 39,334 | 35,432 | ||||||||
Total costs and expenses | 493,193 | 346,325 | 339,519 | ||||||||
Income from operations | $ 20,008 | $ 30,474 | $ 23,400 | $ (36,298) | $ 28,801 | $ 30,171 | $ 21,695 | $ 18,482 | 37,584 | 99,149 | 66,967 |
Interest expense, net of interest income | 35,899 | 28,729 | 29,466 | ||||||||
Income tax (benefit) provision | (4,822) | 26,033 | 12,275 | ||||||||
Portable Storage | |||||||||||
Revenues: | |||||||||||
Rental | 395,091 | 404,939 | 366,286 | ||||||||
Sales | 22,387 | 31,422 | 38,051 | ||||||||
Other | 6,037 | 2,681 | 2,149 | ||||||||
Total revenues | 423,515 | 439,042 | 406,486 | ||||||||
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 263,746 | 277,594 | 237,567 | ||||||||
Cost of sales | 14,580 | 21,838 | 25,413 | ||||||||
Restructuring expenses | 17,790 | 3,542 | 2,402 | ||||||||
Asset impairment charge and loss on divestiture, net | 66,128 | 557 | 38,705 | ||||||||
Depreciation and amortization | 34,828 | 37,460 | 35,432 | ||||||||
Total costs and expenses | 397,072 | 340,991 | 339,519 | ||||||||
Income from operations | 26,443 | 98,051 | 66,967 | ||||||||
Interest expense, net of interest income | 25,125 | 28,721 | 29,466 | ||||||||
Income tax (benefit) provision | (5,270) | 25,622 | 12,275 | ||||||||
Portable Storage | North America | |||||||||||
Revenues: | |||||||||||
Rental | 310,864 | 323,236 | 299,676 | ||||||||
Sales | 18,833 | 26,834 | 29,809 | ||||||||
Other | 5,697 | 2,274 | 1,767 | ||||||||
Total revenues | 335,394 | 352,344 | 331,252 | ||||||||
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 210,323 | 221,405 | 190,337 | ||||||||
Cost of sales | 11,852 | 18,251 | 19,128 | ||||||||
Restructuring expenses | 17,790 | 1,915 | 2,141 | ||||||||
Asset impairment charge and loss on divestiture, net | 66,128 | 433 | 32,157 | ||||||||
Depreciation and amortization | 28,200 | 30,670 | 28,614 | ||||||||
Total costs and expenses | 334,293 | 272,674 | 272,377 | ||||||||
Income from operations | 1,101 | 79,670 | 58,875 | ||||||||
Interest expense, net of interest income | 24,249 | 27,816 | 28,347 | ||||||||
Income tax (benefit) provision | (8,639) | 21,580 | 12,258 | ||||||||
Portable Storage | United Kingdom | |||||||||||
Revenues: | |||||||||||
Rental | 84,227 | 81,703 | 66,610 | ||||||||
Sales | 3,554 | 4,588 | 8,242 | ||||||||
Other | 340 | 407 | 382 | ||||||||
Total revenues | 88,121 | 86,698 | 75,234 | ||||||||
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 53,423 | 56,189 | 47,230 | ||||||||
Cost of sales | 2,728 | 3,587 | 6,285 | ||||||||
Restructuring expenses | 1,627 | 261 | |||||||||
Asset impairment charge and loss on divestiture, net | 124 | 6,548 | |||||||||
Depreciation and amortization | 6,628 | 6,790 | 6,818 | ||||||||
Total costs and expenses | 62,779 | 68,317 | 67,142 | ||||||||
Income from operations | 25,342 | 18,381 | 8,092 | ||||||||
Interest expense, net of interest income | 876 | 905 | 1,119 | ||||||||
Income tax (benefit) provision | 3,369 | 4,042 | $ 17 | ||||||||
Specialty Containment | |||||||||||
Revenues: | |||||||||||
Rental | 99,624 | 5,423 | |||||||||
Sales | 7,566 | 163 | |||||||||
Other | 72 | 846 | |||||||||
Total revenues | 107,262 | 6,432 | |||||||||
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 62,506 | 3,354 | |||||||||
Cost of sales | 5,091 | 106 | |||||||||
Restructuring expenses | 3,008 | ||||||||||
Depreciation and amortization | 25,516 | 1,874 | |||||||||
Total costs and expenses | 96,121 | 5,334 | |||||||||
Income from operations | 11,141 | 1,098 | |||||||||
Interest expense, net of interest income | 10,774 | 8 | |||||||||
Income tax (benefit) provision | $ 448 | $ 411 |
Assets Segments (Detail)
Assets Segments (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | [1] | $ 706,387 | $ 705,608 | $ 519,222 |
Intangibles, net | 73,212 | 78,385 | ||
Rental fleet, net | 951,323 | 1,087,056 | ||
Property, plant and equipment, net | 131,687 | 113,175 | ||
Total assets, excluding intercompany assets | 1,979,222 | 2,103,174 | ||
North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | 463,600 | |||
United Kingdom | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | 61,500 | |||
Portable Storage | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | 525,148 | 523,636 | ||
Intangibles, net | 2,424 | 2,770 | ||
Rental fleet, net | 823,729 | 965,837 | ||
Property, plant and equipment, net | 114,775 | 99,002 | ||
Total assets, excluding intercompany assets | 1,554,632 | 1,684,400 | ||
Portable Storage | North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | 463,616 | 459,234 | ||
Intangibles, net | 2,021 | 2,119 | ||
Rental fleet, net | 672,080 | 825,158 | ||
Property, plant and equipment, net | 96,940 | 82,514 | ||
Total assets, excluding intercompany assets | 1,302,170 | 1,441,212 | ||
Portable Storage | United Kingdom | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | 61,532 | 64,402 | ||
Intangibles, net | 403 | 651 | ||
Rental fleet, net | 151,649 | 140,679 | ||
Property, plant and equipment, net | 17,835 | 16,488 | ||
Total assets, excluding intercompany assets | 252,462 | 243,188 | ||
Specialty Containment | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Goodwill | 181,239 | 181,972 | ||
Intangibles, net | 70,788 | 75,615 | ||
Rental fleet, net | 127,594 | 121,219 | ||
Property, plant and equipment, net | 16,912 | 14,173 | ||
Total assets, excluding intercompany assets | $ 424,590 | $ 418,774 | ||
[1] | Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. |
Discontinued Operation - Additi
Discontinued Operation - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2013 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Loss on sale of operations, after tax | $ 1,200 | |
Proceeds from sale of Netherlands operations | $ 83,280 | $ 700 |
Discontinued Operation - Summar
Discontinued Operation - Summary of Discontinued Operation, Results of Operations (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Revenues | $ 1,895 |
Loss from operations, including loss on disposition of $1.9 million | (2,101) |
Other expenses | (64) |
Income tax benefit | 863 |
Loss from discontinued operations, net of tax | $ (1,302) |
Discontinued Operation - Summ97
Discontinued Operation - Summary of Discontinued Operation, Results of Operations (Parenthetical) (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Loss on disposal of discontinued operation | $ 1,948 |
Discontinued Operation - Summ98
Discontinued Operation - Summary of Discontinued Operation, Cash Flow Activities (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Net cash used in operating activities | $ (861) |
Net cash provided by investing activities | $ 896 |
Unaudited Selected Consolidated
Unaudited Selected Consolidated Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Rental revenue | $ 126,540 | $ 124,813 | $ 120,245 | $ 123,117 | $ 113,443 | $ 104,798 | $ 98,041 | $ 94,080 | $ 494,715 | $ 410,362 | $ 366,286 |
Total revenues | 134,517 | 133,343 | 130,288 | 132,629 | 123,215 | 113,322 | 106,533 | 102,404 | 530,777 | 445,474 | 406,486 |
Gross profit on sales | 2,416 | 2,228 | 2,799 | 2,839 | 2,011 | 2,714 | 2,603 | 2,313 | |||
(Loss) income from operations | 20,008 | 30,474 | 23,400 | (36,298) | 28,801 | 30,171 | 21,695 | 18,482 | 37,584 | 99,149 | 66,967 |
Net (loss) income | $ 9,505 | $ 13,979 | $ 9,416 | $ (27,326) | $ 12,863 | $ 14,820 | $ 9,263 | $ 7,440 | $ 5,574 | $ 44,386 | $ 23,922 |
(Loss) earnings per share: | |||||||||||
Basic | $ 0.21 | $ 0.31 | $ 0.21 | $ (0.60) | $ 0.28 | $ 0.32 | $ 0.20 | $ 0.16 | $ 0.12 | $ 0.96 | $ 0.53 |
Diluted | $ 0.21 | $ 0.31 | $ 0.21 | $ (0.60) | $ 0.28 | $ 0.32 | $ 0.20 | $ 0.16 | $ 0.12 | $ 0.95 | $ 0.52 |
Condensed Consolidating Fina100
Condensed Consolidating Financial Information - Additional Information (Detail) | Dec. 31, 2015 |
Equity Method Investments And Joint Ventures [Abstract] | |
Percentage of ownership owned | 100.00% |
Condensed Consolidating Balance
Condensed Consolidating Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
ASSETS | |||||
Cash and cash equivalents | $ 1,613 | $ 3,739 | |||
Receivables, net | 80,191 | 81,031 | |||
Inventories | 15,596 | 16,736 | |||
Rental fleet, net | 951,323 | 1,087,056 | |||
Property, plant and equipment, net | 131,687 | 113,175 | |||
Deposits and prepaid expenses | 8,651 | 8,586 | |||
Deferred financing costs, net and other assets | 10,562 | 8,858 | |||
Intangibles, net | 73,212 | 78,385 | |||
Goodwill | [1] | 706,387 | 705,608 | $ 519,222 | |
Total assets | 1,979,222 | 2,103,174 | |||
Liabilities: | |||||
Accounts payable | 29,086 | 22,933 | |||
Accrued liabilities | 59,024 | 63,727 | |||
Lines of credit | 667,708 | 705,518 | |||
Obligations under capital leases | 38,274 | 24,918 | |||
Senior Notes | 200,000 | 200,000 | |||
Deferred income taxes | 219,601 | 231,547 | |||
Total liabilities | $ 1,213,693 | $ 1,248,643 | |||
Commitments and contingencies | |||||
Stockholders' equity: | |||||
Common stock | $ 491 | $ 490 | |||
Additional paid-in capital | 584,447 | 569,083 | |||
Retained earnings | 352,262 | 380,504 | |||
Accumulated other comprehensive loss | (44,162) | (29,870) | |||
Treasury stock, at cost | (127,509) | (65,676) | |||
Total stockholders' equity | 765,529 | 854,531 | $ 855,544 | $ 809,519 | |
Total liabilities and stockholders' equity | 1,979,222 | 2,103,174 | |||
Eliminations | |||||
ASSETS | |||||
Intercompany receivables | (147,163) | (178,989) | |||
Total assets | (147,163) | (178,989) | |||
Liabilities: | |||||
Deferred income taxes | (1,004) | ||||
Intercompany payables | (8) | (94) | |||
Total liabilities | $ (8) | $ (1,098) | |||
Commitments and contingencies | |||||
Stockholders' equity: | |||||
Common stock | $ (18,388) | ||||
Additional paid-in capital | $ (147,999) | (160,347) | |||
Retained earnings | 844 | 844 | |||
Total stockholders' equity | (147,155) | (177,891) | |||
Total liabilities and stockholders' equity | (147,163) | (178,989) | |||
Guarantors | |||||
ASSETS | |||||
Cash and cash equivalents | 1,033 | 2,977 | |||
Receivables, net | 62,043 | 62,033 | |||
Inventories | 14,224 | 15,371 | |||
Rental fleet, net | 790,172 | 934,433 | |||
Property, plant and equipment, net | 112,877 | 95,509 | |||
Deposits and prepaid expenses | 6,739 | 7,375 | |||
Deferred financing costs, net and other assets | 10,562 | 8,858 | |||
Intangibles, net | 72,751 | 77,629 | |||
Goodwill | 640,444 | 635,943 | |||
Intercompany receivables | 143,624 | 145,018 | |||
Total assets | 1,854,469 | 1,985,146 | |||
Liabilities: | |||||
Accounts payable | 22,849 | 14,803 | |||
Accrued liabilities | 51,815 | 56,104 | |||
Lines of credit | 665,750 | 702,135 | |||
Obligations under capital leases | 37,957 | 24,760 | |||
Senior Notes | 200,000 | 200,000 | |||
Deferred income taxes | 199,826 | 215,184 | |||
Total liabilities | $ 1,178,197 | $ 1,212,986 | |||
Commitments and contingencies | |||||
Stockholders' equity: | |||||
Common stock | $ 491 | $ 490 | |||
Additional paid-in capital | 584,447 | 569,083 | |||
Retained earnings | 218,843 | 268,263 | |||
Treasury stock, at cost | (127,509) | (65,676) | |||
Total stockholders' equity | 676,272 | 772,160 | |||
Total liabilities and stockholders' equity | 1,854,469 | 1,985,146 | |||
Non-Guarantors | |||||
ASSETS | |||||
Cash and cash equivalents | 580 | 762 | |||
Receivables, net | 18,148 | 18,998 | |||
Inventories | 1,372 | 1,365 | |||
Rental fleet, net | 161,151 | 152,623 | |||
Property, plant and equipment, net | 18,810 | 17,666 | |||
Deposits and prepaid expenses | 1,912 | 1,211 | |||
Intangibles, net | 461 | 756 | |||
Goodwill | 65,943 | 69,665 | |||
Intercompany receivables | 3,539 | 33,971 | |||
Total assets | 271,916 | 297,017 | |||
Liabilities: | |||||
Accounts payable | 6,237 | 8,130 | |||
Accrued liabilities | 7,209 | 7,623 | |||
Lines of credit | 1,958 | 3,383 | |||
Obligations under capital leases | 317 | 158 | |||
Deferred income taxes | 19,775 | 17,367 | |||
Intercompany payables | 8 | 94 | |||
Total liabilities | $ 35,504 | $ 36,755 | |||
Commitments and contingencies | |||||
Stockholders' equity: | |||||
Common stock | $ 18,388 | ||||
Additional paid-in capital | $ 147,999 | 160,347 | |||
Retained earnings | 132,575 | 111,397 | |||
Accumulated other comprehensive loss | (44,162) | (29,870) | |||
Total stockholders' equity | 236,412 | 260,262 | |||
Total liabilities and stockholders' equity | $ 271,916 | $ 297,017 | |||
[1] | Includes accumulated amortization of $2.0 million and accumulated impairment of $12.5 million. |
Condensed Consolidating Stateme
Condensed Consolidating Statements of Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues: | |||||||||||
Rental | $ 126,540 | $ 124,813 | $ 120,245 | $ 123,117 | $ 113,443 | $ 104,798 | $ 98,041 | $ 94,080 | $ 494,715 | $ 410,362 | $ 366,286 |
Sales | 29,953 | 31,585 | 38,051 | ||||||||
Other | 6,109 | 3,527 | 2,149 | ||||||||
Total revenues | 134,517 | 133,343 | 130,288 | 132,629 | 123,215 | 113,322 | 106,533 | 102,404 | 530,777 | 445,474 | 406,486 |
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 326,252 | 280,948 | 237,567 | ||||||||
Cost of sales | 19,671 | 21,944 | 25,413 | ||||||||
Restructuring expenses | 13,700 | 20,798 | 3,542 | 2,402 | |||||||
Asset impairment charge and loss on divestiture, net | 66,128 | 557 | 38,705 | ||||||||
Asset impairment charges | 64,630 | 557 | 38,705 | ||||||||
Depreciation and amortization | 60,344 | 39,334 | 35,432 | ||||||||
Total costs and expenses | 493,193 | 346,325 | 339,519 | ||||||||
Income from operations | 20,008 | 30,474 | 23,400 | (36,298) | 28,801 | 30,171 | 21,695 | 18,482 | 37,584 | 99,149 | 66,967 |
Other income (expense): | |||||||||||
Interest income | 1 | 1 | |||||||||
Interest expense | (35,900) | (28,729) | (29,467) | ||||||||
Deferred financing costs write-off | (931) | ||||||||||
Foreign currency exchange | (2) | (1) | (2) | ||||||||
Income from continuing operations before income tax (benefit) provision | 752 | 70,419 | 37,499 | ||||||||
Income tax provision (benefit) | (4,822) | 26,033 | 12,275 | ||||||||
Income from continuing operations | 5,574 | 44,386 | 25,224 | ||||||||
Loss from discontinued operation, net of tax | (1,302) | ||||||||||
Net income | $ 9,505 | $ 13,979 | $ 9,416 | $ (27,326) | $ 12,863 | $ 14,820 | $ 9,263 | $ 7,440 | 5,574 | 44,386 | 23,922 |
Eliminations | |||||||||||
Other income (expense): | |||||||||||
Interest income | (10,639) | (81) | (249) | ||||||||
Interest expense | 10,639 | 81 | 249 | ||||||||
Dividend income | (274) | ||||||||||
Income from continuing operations before income tax (benefit) provision | (274) | ||||||||||
Income tax provision (benefit) | (45) | ||||||||||
Income from continuing operations | (229) | ||||||||||
Net income | (229) | ||||||||||
Guarantors | |||||||||||
Revenues: | |||||||||||
Rental | 406,434 | 323,563 | 293,878 | ||||||||
Sales | 26,157 | 26,524 | 29,310 | ||||||||
Other | 5,764 | 3,112 | 1,751 | ||||||||
Total revenues | 438,355 | 353,199 | 324,939 | ||||||||
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 269,893 | 220,951 | 185,834 | ||||||||
Cost of sales | 16,781 | 17,887 | 18,784 | ||||||||
Restructuring expenses | 20,798 | 1,915 | 2,140 | ||||||||
Asset impairment charge and loss on divestiture, net | 66,110 | ||||||||||
Asset impairment charges | 416 | 32,156 | |||||||||
Depreciation and amortization | 53,260 | 32,007 | 28,084 | ||||||||
Total costs and expenses | 426,842 | 273,176 | 266,998 | ||||||||
Income from operations | 11,513 | 80,023 | 57,941 | ||||||||
Other income (expense): | |||||||||||
Interest income | 10,640 | 81 | 250 | ||||||||
Interest expense | (45,016) | (27,229) | (27,726) | ||||||||
Dividend income | 274 | ||||||||||
Deferred financing costs write-off | (931) | ||||||||||
Income from continuing operations before income tax (benefit) provision | (23,794) | 52,875 | 30,739 | ||||||||
Income tax provision (benefit) | (8,191) | 21,991 | 12,355 | ||||||||
Income from continuing operations | 18,384 | ||||||||||
Loss from discontinued operation, net of tax | (1,229) | ||||||||||
Net income | (15,603) | 30,884 | 17,155 | ||||||||
Non-Guarantors | |||||||||||
Revenues: | |||||||||||
Rental | 88,281 | 86,799 | 72,408 | ||||||||
Sales | 3,796 | 5,061 | 8,741 | ||||||||
Other | 345 | 415 | 398 | ||||||||
Total revenues | 92,422 | 92,275 | 81,547 | ||||||||
Costs and expenses: | |||||||||||
Rental, selling and general expenses | 56,359 | 59,997 | 51,733 | ||||||||
Cost of sales | 2,890 | 4,057 | 6,629 | ||||||||
Restructuring expenses | 1,627 | 262 | |||||||||
Asset impairment charge and loss on divestiture, net | 18 | ||||||||||
Asset impairment charges | 141 | 6,549 | |||||||||
Depreciation and amortization | 7,084 | 7,327 | 7,348 | ||||||||
Total costs and expenses | 66,351 | 73,149 | 72,521 | ||||||||
Income from operations | 26,071 | 19,126 | 9,026 | ||||||||
Other income (expense): | |||||||||||
Interest expense | (1,523) | (1,581) | (1,990) | ||||||||
Foreign currency exchange | (2) | (1) | (2) | ||||||||
Income from continuing operations before income tax (benefit) provision | 24,546 | 17,544 | 7,034 | ||||||||
Income tax provision (benefit) | 3,369 | 4,042 | (35) | ||||||||
Income from continuing operations | 7,069 | ||||||||||
Loss from discontinued operation, net of tax | (73) | ||||||||||
Net income | $ 21,177 | $ 13,502 | $ 6,996 |
Condensed Consolidating Stat103
Condensed Consolidating Statements of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Statement Of Income Captions [Line Items] | |||||||||||
Net (loss) income | $ 9,505 | $ 13,979 | $ 9,416 | $ (27,326) | $ 12,863 | $ 14,820 | $ 9,263 | $ 7,440 | $ 5,574 | $ 44,386 | $ 23,922 |
Other comprehensive (loss) income: | |||||||||||
Foreign currency translation adjustment, net of income tax expense (benefit) of ($194), ($213) and ($184) in 2013, 2014, 2015, respectively | (14,292) | (14,430) | 2,377 | ||||||||
Other comprehensive (loss) income | (14,292) | (14,430) | 2,377 | ||||||||
Comprehensive (loss) income | (8,718) | 29,956 | 26,299 | ||||||||
Eliminations | |||||||||||
Condensed Statement Of Income Captions [Line Items] | |||||||||||
Net (loss) income | (229) | ||||||||||
Other comprehensive (loss) income: | |||||||||||
Comprehensive (loss) income | (229) | ||||||||||
Guarantors | |||||||||||
Condensed Statement Of Income Captions [Line Items] | |||||||||||
Net (loss) income | (15,603) | 30,884 | 17,155 | ||||||||
Other comprehensive (loss) income: | |||||||||||
Comprehensive (loss) income | (15,603) | 30,884 | 17,155 | ||||||||
Non-Guarantors | |||||||||||
Condensed Statement Of Income Captions [Line Items] | |||||||||||
Net (loss) income | 21,177 | 13,502 | 6,996 | ||||||||
Other comprehensive (loss) income: | |||||||||||
Foreign currency translation adjustment, net of income tax expense (benefit) of ($194), ($213) and ($184) in 2013, 2014, 2015, respectively | (14,292) | (14,430) | 2,377 | ||||||||
Other comprehensive (loss) income | (14,292) | (14,430) | 2,377 | ||||||||
Comprehensive (loss) income | $ 6,885 | $ (928) | $ 9,373 |
Condensed Consolidating Stat104
Condensed Consolidating Statements of Comprehensive Income (Loss) (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |||
Foreign currency translation adjustment, income tax benefit | $ 184 | $ 213 | $ 194 |
Condensed Consolidating Stat105
Condensed Consolidating Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flows from Operating Activities: | |||||||||||
Net (loss) income | $ 9,505 | $ 13,979 | $ 9,416 | $ (27,326) | $ 12,863 | $ 14,820 | $ 9,263 | $ 7,440 | $ 5,574 | $ 44,386 | $ 23,922 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Deferred financing costs write-off | 931 | ||||||||||
Asset impairment charge and loss on divestiture, net | 66,128 | 557 | 38,217 | ||||||||
Asset impairment charge, net | 557 | 38,217 | |||||||||
Non-cash restructuring expense, excluding share-based compensation | 12,411 | ||||||||||
Provision for doubtful accounts | 3,705 | 2,777 | 2,481 | ||||||||
Amortization of deferred financing costs | 3,131 | 2,829 | 2,811 | ||||||||
Amortization of long-term liabilities | 101 | 88 | 169 | ||||||||
Share-based compensation expense | 13,827 | 15,071 | 14,714 | ||||||||
Depreciation and amortization | 60,344 | 39,334 | 35,626 | ||||||||
Loss (gain) on disposal of discontinued operation | 1,948 | ||||||||||
(Gain) loss on sale of rental fleet | (6,402) | (5,732) | (9,682) | ||||||||
Loss on disposal of property, plant and equipment | 2,188 | 348 | 247 | ||||||||
Deferred income taxes | (5,629) | 25,424 | 11,012 | ||||||||
Tax shortfall on equity award transactions | (166) | (15) | (837) | ||||||||
Foreign currency transaction loss | 2 | 1 | 1 | ||||||||
Changes in certain assets and liabilities, net of effect of businesses acquired: | |||||||||||
Receivables | (4,184) | (7,196) | (3,961) | ||||||||
Inventories | 945 | 2,680 | (393) | ||||||||
Deposits and prepaid expenses | (833) | (1,416) | 653 | ||||||||
Other assets and intangibles | (22) | 17 | 10 | ||||||||
Accounts payable | 4,605 | (723) | 337 | ||||||||
Accrued liabilities | (3,842) | 2,195 | (1,164) | ||||||||
Net cash provided by operating activities | 152,814 | 120,625 | 116,111 | ||||||||
Cash Flows from Investing Activities: | |||||||||||
Proceeds from wood mobile office divestiture, net | 83,280 | 700 | |||||||||
Proceeds from sale of discontinued operation | 677 | ||||||||||
Cash paid for businesses acquired, net of cash acquired | (18,525) | (430,946) | |||||||||
Additions to rental fleet, excluding acquisitions | (74,732) | (27,279) | (28,826) | ||||||||
Sale price | 16,865 | 23,053 | 35,951 | ||||||||
Additions to property, plant and equipment, excluding acquisitions | (31,163) | (15,779) | (15,792) | ||||||||
Proceeds from sale of property, plant and equipment | 9,860 | 4,199 | 1,970 | ||||||||
Net cash used in investing activities | (14,415) | (446,752) | (6,020) | ||||||||
Cash Flows from Financing Activities: | |||||||||||
Net borrowings (repayments) under lines of credit | (37,810) | 386,204 | (123,076) | ||||||||
Deferred financing costs | (4,683) | (719) | |||||||||
Principal payments on notes payable | (310) | ||||||||||
Principal payments on capital lease obligations | (4,253) | (1,956) | (408) | ||||||||
Issuance of common stock | 1,703 | 3,642 | 13,818 | ||||||||
Dividend payments | (33,700) | (31,384) | |||||||||
Purchase of treasury stock | (61,833) | (26,007) | (369) | ||||||||
Net cash (used in) provided by financing activities | (140,576) | 329,780 | (110,345) | ||||||||
Effect of exchange rate changes on cash | 51 | (1,170) | (427) | ||||||||
Net (decrease) increase in cash | (2,126) | 2,483 | (681) | ||||||||
Cash and cash equivalents at beginning of year | 3,739 | 1,256 | 3,739 | 1,256 | 1,937 | ||||||
Cash and cash equivalents at end of year | 1,613 | 3,739 | 1,613 | 3,739 | 1,256 | ||||||
Eliminations | |||||||||||
Cash Flows from Operating Activities: | |||||||||||
Net (loss) income | (229) | ||||||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Deferred income taxes | (466) | ||||||||||
Changes in certain assets and liabilities, net of effect of businesses acquired: | |||||||||||
Receivables | 1,948 | ||||||||||
Investment in subsidiaries | (4,823) | ||||||||||
Intercompany | (934) | ||||||||||
Net cash provided by operating activities | (4,823) | 319 | |||||||||
Cash Flows from Financing Activities: | |||||||||||
Repayment of investment | 4,823 | ||||||||||
Intercompany | 279 | ||||||||||
Net cash (used in) provided by financing activities | 4,823 | 279 | |||||||||
Effect of exchange rate changes on cash | (598) | ||||||||||
Guarantors | |||||||||||
Cash Flows from Operating Activities: | |||||||||||
Net (loss) income | (15,603) | 30,884 | 17,155 | ||||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Deferred financing costs write-off | 931 | ||||||||||
Asset impairment charge and loss on divestiture, net | 66,110 | ||||||||||
Asset impairment charge, net | 416 | 31,310 | |||||||||
Non-cash restructuring expense, excluding share-based compensation | 12,411 | ||||||||||
Provision for doubtful accounts | 3,065 | 2,166 | 1,566 | ||||||||
Amortization of deferred financing costs | 3,073 | 2,769 | 2,749 | ||||||||
Amortization of long-term liabilities | 99 | 86 | 162 | ||||||||
Share-based compensation expense | 13,426 | 14,369 | 13,991 | ||||||||
Depreciation and amortization | 53,260 | 32,007 | 28,084 | ||||||||
Loss (gain) on disposal of discontinued operation | 2,042 | ||||||||||
(Gain) loss on sale of rental fleet | (5,934) | (6,436) | (8,035) | ||||||||
Loss on disposal of property, plant and equipment | 1,873 | 28 | 237 | ||||||||
Deferred income taxes | (8,832) | 21,398 | 11,918 | ||||||||
Tax shortfall on equity award transactions | (166) | (15) | (837) | ||||||||
Changes in certain assets and liabilities, net of effect of businesses acquired: | |||||||||||
Receivables | (3,345) | (4,122) | (2,306) | ||||||||
Inventories | 1,032 | 2,258 | (358) | ||||||||
Deposits and prepaid expenses | 21 | (1,533) | 572 | ||||||||
Investment in subsidiaries | 4,823 | ||||||||||
Other assets and intangibles | (23) | 66 | (364) | ||||||||
Accounts payable | 6,156 | (926) | (212) | ||||||||
Accrued liabilities | (3,823) | 850 | (2,321) | ||||||||
Intercompany | 1,305 | 1,711 | (21,506) | ||||||||
Net cash provided by operating activities | 125,036 | 100,799 | 73,847 | ||||||||
Cash Flows from Investing Activities: | |||||||||||
Proceeds from wood mobile office divestiture, net | 83,252 | ||||||||||
Cash paid for businesses acquired, net of cash acquired | (17,325) | (430,946) | |||||||||
Additions to rental fleet, excluding acquisitions | (52,366) | (16,525) | (15,623) | ||||||||
Sale price | 14,777 | 19,214 | 27,437 | ||||||||
Additions to property, plant and equipment, excluding acquisitions | (25,231) | (11,793) | (12,887) | ||||||||
Proceeds from sale of property, plant and equipment | 8,985 | 3,688 | 1,900 | ||||||||
Net cash used in investing activities | 12,092 | (436,362) | 827 | ||||||||
Cash Flows from Financing Activities: | |||||||||||
Net borrowings (repayments) under lines of credit | (36,386) | 395,127 | (88,604) | ||||||||
Deferred financing costs | (4,683) | (719) | |||||||||
Principal payments on notes payable | (310) | ||||||||||
Principal payments on capital lease obligations | (4,173) | (1,929) | (408) | ||||||||
Issuance of common stock | 1,703 | 3,642 | 13,818 | ||||||||
Dividend payments | (33,700) | (31,384) | |||||||||
Purchase of treasury stock | (61,833) | (26,007) | (369) | ||||||||
Net cash (used in) provided by financing activities | (139,072) | 338,730 | (75,873) | ||||||||
Net (decrease) increase in cash | (1,944) | 3,167 | (1,199) | ||||||||
Cash and cash equivalents at beginning of year | 2,977 | (190) | 2,977 | (190) | 1,009 | ||||||
Cash and cash equivalents at end of year | 1,033 | 2,977 | 1,033 | 2,977 | (190) | ||||||
Non-Guarantors | |||||||||||
Cash Flows from Operating Activities: | |||||||||||
Net (loss) income | 21,177 | 13,502 | 6,996 | ||||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Asset impairment charge and loss on divestiture, net | 18 | ||||||||||
Asset impairment charge, net | 141 | 6,907 | |||||||||
Provision for doubtful accounts | 640 | 611 | 915 | ||||||||
Amortization of deferred financing costs | 58 | 60 | 62 | ||||||||
Amortization of long-term liabilities | 2 | 2 | 7 | ||||||||
Share-based compensation expense | 401 | 702 | 723 | ||||||||
Depreciation and amortization | 7,084 | 7,327 | 7,542 | ||||||||
Loss (gain) on disposal of discontinued operation | (94) | ||||||||||
(Gain) loss on sale of rental fleet | (468) | 704 | (1,647) | ||||||||
Loss on disposal of property, plant and equipment | 315 | 320 | 10 | ||||||||
Deferred income taxes | 3,203 | 4,026 | (440) | ||||||||
Foreign currency transaction loss | 2 | 1 | 1 | ||||||||
Changes in certain assets and liabilities, net of effect of businesses acquired: | |||||||||||
Receivables | (839) | (3,074) | (3,603) | ||||||||
Inventories | (87) | 422 | (35) | ||||||||
Deposits and prepaid expenses | (854) | 117 | 81 | ||||||||
Other assets and intangibles | 1 | (49) | 374 | ||||||||
Accounts payable | (1,551) | 203 | 549 | ||||||||
Accrued liabilities | (19) | 1,345 | 1,157 | ||||||||
Intercompany | (1,305) | (1,711) | 22,440 | ||||||||
Net cash provided by operating activities | 27,778 | 24,649 | 41,945 | ||||||||
Cash Flows from Investing Activities: | |||||||||||
Proceeds from wood mobile office divestiture, net | 28 | ||||||||||
Proceeds from sale of discontinued operation | 677 | ||||||||||
Cash paid for businesses acquired, net of cash acquired | (1,200) | ||||||||||
Additions to rental fleet, excluding acquisitions | (22,366) | (10,754) | (13,203) | ||||||||
Sale price | 2,088 | 3,839 | 8,514 | ||||||||
Additions to property, plant and equipment, excluding acquisitions | (5,932) | (3,986) | (2,905) | ||||||||
Proceeds from sale of property, plant and equipment | 875 | 511 | 70 | ||||||||
Net cash used in investing activities | (26,507) | (10,390) | (6,847) | ||||||||
Cash Flows from Financing Activities: | |||||||||||
Net borrowings (repayments) under lines of credit | (1,424) | (8,923) | (34,472) | ||||||||
Principal payments on capital lease obligations | (80) | (27) | |||||||||
Repayment of investment | (4,823) | ||||||||||
Intercompany | (279) | ||||||||||
Net cash (used in) provided by financing activities | (1,504) | (13,773) | (34,751) | ||||||||
Effect of exchange rate changes on cash | 51 | (1,170) | 171 | ||||||||
Net (decrease) increase in cash | (182) | (684) | 518 | ||||||||
Cash and cash equivalents at beginning of year | $ 762 | $ 1,446 | 762 | 1,446 | 928 | ||||||
Cash and cash equivalents at end of year | $ 580 | $ 762 | $ 580 | $ 762 | $ 1,446 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 20, 2016 | Feb. 02, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Subsequent Event [Line Items] | |||||
Purchase of treasury stock | $ 61,833 | $ 26,007 | $ 369 | ||
Subsequent Events | |||||
Subsequent Event [Line Items] | |||||
Cash dividend declared | $ 0.206 | ||||
Dividend payable date | Mar. 23, 2016 | ||||
Closing date of stockholders on record for dividend entitlement | Mar. 9, 2016 | ||||
Subsequent Events | Share Repurchase Program | |||||
Subsequent Event [Line Items] | |||||
Purchase of treasury stock | $ 2,000 |