Company Overview - WillScot Holdings Corporation provides turnkey temporary space solutions in the United States, Canada, and Mexico [2] Market Challenges - The company is facing a challenging operating environment that is likely to pressure both 2H25 results and 2026 expectations due to weak non-residential construction spending [2] - Deteriorating architectural building index readings suggest continued softness in the modular and storage rental markets [2] Competitive Landscape - Competitors like United Rentals (URI) are aggressively expanding their specialty equipment businesses, which gives them a competitive edge through broader product offerings and pricing flexibility [3] - Large projects such as data centers offer some upside, but the overall competitive environment remains tough [3] Financial Performance and Guidance - Management's guidance appears increasingly misaligned with reality, as initial 2025 guidance assumed a stabilizing macro environment that has not materialized [4] - Consensus EBITDA estimates for 2H25 already appear ambitious, and declining deployment and pricing trends raise concerns for WSC's 2026 outlook [4] Revenue and Cost Dynamics - Leasing revenues, which depend on units on rent and pricing spreads, are unlikely to recover in 2026, with previous benefits from favorable pricing largely dissipated [5] - Current sell-side forecasts for 2026, implying modest EBITDA growth, seem disconnected from fundamental dynamics and are likely to be revised downward [5] Debt and Cash Flow Concerns - The company's debt situation remains a challenge, as extending its ABL loan to 2030 does not alleviate underlying pressures on cash flow generation or debt repayment risk [6] - Weak demand, rising costs, intensifying competition, and declining leasing trends suggest a difficult operating environment ahead, with limited upside and a high probability of downward revisions to estimates for both 2H25 and 2026 [6]

Core Insights - WillScot has announced the nationwide availability of its fencing and perimeter-security offering, marking a significant milestone for the company and reflecting the rapid scale-up of RentaFence.com across the U.S. [1] Company Strategy - The expansion of the fencing offering strengthens WillScot's ability to support customers from the start of their projects, making it easier for them to plan, scale, and protect their sites while enhancing the value of modular and storage solutions [2][3] - By including fencing, gates, and other perimeter controls in its portfolio, WillScot can engage earlier in the project planning cycle, streamlining decisions around layout, access, and sequencing [3] Market Position - The nationwide expansion of fencing underscores WillScot's ongoing efforts to enhance its temporary space offerings and assist customers in planning, preparing, and protecting their sites from the beginning [4] - WillScot operates from approximately 260 branch locations across the U.S., Canada, and Mexico, providing the scale and expertise necessary for projects of any size or duration [5]

Core Insights - WillScot (WSC) reported revenue of $565.97 million for Q4 2025, a year-over-year decline of 6.1% and an EPS of $0.29 compared to $0.49 a year ago, indicating a significant drop in profitability [1] - The revenue exceeded the Zacks Consensus Estimate of $544.51 million by 3.94%, while the EPS fell short of the consensus estimate of $0.33 by 12.91% [1] Revenue Breakdown - Leasing revenue amounted to $437.49 million, surpassing the average estimate of $426.38 million, but reflecting a year-over-year decline of 5.9% [4] - Delivery and installation revenue was reported at $93.26 million, exceeding the average estimate of $82.87 million, with a year-over-year change of -2.5% [4] - Total leasing and services revenue reached $530.75 million, above the estimated $509.25 million, but down 5.3% from the previous year [4] - Sales revenue from rental units was $19.71 million, exceeding the average estimate of $15.95 million, with a year-over-year decline of 1.6% [4] - Sales revenue from new units was reported at $15.51 million, falling short of the average estimate of $19.83 million, representing a significant year-over-year decline of 28.7% [4] Stock Performance - WillScot's shares have returned +2.2% over the past month, contrasting with a -0.8% change in the Zacks S&P 500 composite [3] - The stock currently holds a Zacks Rank 4 (Sell), suggesting potential underperformance relative to the broader market in the near term [3]

Core Viewpoint - WillScot (WSC) reported quarterly earnings of $0.29 per share, missing the Zacks Consensus Estimate of $0.33 per share, and down from $0.49 per share a year ago [1][2] Financial Performance - The earnings surprise for the quarter was -12.91%, with the company having surpassed consensus EPS estimates only once in the last four quarters [2] - WillScot posted revenues of $565.97 million for the quarter, exceeding the Zacks Consensus Estimate by 3.94%, but down from $602.52 million year-over-year [3] - The company has topped consensus revenue estimates two times over the last four quarters [3] Stock Performance - WillScot shares have increased approximately 17.3% since the beginning of the year, compared to a 0.5% gain in the S&P 500 [4] Future Outlook - The current consensus EPS estimate for the upcoming quarter is $0.20 on revenues of $525.9 million, and for the current fiscal year, it is $1.14 on revenues of $2.19 billion [8] - The estimate revisions trend for WillScot was unfavorable prior to the earnings release, resulting in a Zacks Rank 4 (Sell) for the stock, indicating expected underperformance in the near future [7] Industry Context - The Real Estate - Operations industry, to which WillScot belongs, is currently ranked in the bottom 39% of over 250 Zacks industries, suggesting potential challenges ahead [9]

Financial Data and Key Metrics Changes - Total revenue for Q4 2025 was $566 million, down 6% year-over-year, but down only 2% when excluding write-offs [17][18] - Adjusted EBITDA was $250 million with a margin of 44.2%, slightly lower than expected due to revenue mix and elevated health insurance costs [9][18] - For the full year 2025, total revenue was $2.28 billion, and Adjusted EBITDA was $971 million at a margin of 42.6% [18] Business Line Data and Key Metrics Changes - Revenue from modular products was effectively flat year-over-year, indicating stabilization in the lease portfolio [8] - Portable storage leasing revenue decreased by approximately $10 million year-over-year, driven by lower volumes [19] - VAPS revenue was flat year-over-year, with penetration increasing to 17.8% of total revenue [20] Market Data and Key Metrics Changes - Modular pending order book was up 17% year-over-year, driven by large RFP wins in enterprise accounts [12] - Order rates for portable storage products increased by 11% year-over-year, primarily from RFP wins [13] - The company expects an additional 2,000 units of demand related to the upcoming World Cup in Q2 and Q3 [12] Company Strategy and Development Direction - The company is focused on returning to steady organic growth and has implemented a multi-year continuous improvement roadmap [6][10] - Key initiatives include enhancing local market execution, developing enterprise accounts, and expanding value-added offerings [6][11] - The network optimization plan aims to exit surplus real estate and reduce occupancy costs, expected to save $25 million to $30 million annually [24] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about returning to growth, with a conservative outlook for 2026 that does not assume improvement in business trends [10][28] - The company is seeing early results from initiatives that could lead to positive organic revenue growth in the second half of 2026 [10][33] - Management highlighted improvements in sales staffing and local market execution as key drivers for future performance [10][11] Other Important Information - The company returned $151 million to shareholders through repurchases and dividends in 2025 [22] - Total debt at the end of 2025 was under $3.6 billion, with a leverage ratio of 3.6x [23] - The company recognized a non-cash restructuring charge of $302 million from accelerated depreciation on rental equipment [24] Q&A Session Summary Question: Inquiry about order book trends and sustainability - Management noted that seasonal activity typically picks up in Q1 and early Q2, with larger RFP wins driving current momentum [37][40] Question: Clarification on VAPS momentum - Management indicated that VAPS penetration is increasing due to a mix shift and traction in the modular portfolio, with ongoing initiatives to improve performance [42][43] Question: Understanding modular orders and backlog - Management expects a sizable portion of the pending order book to convert in the first half of the year, but is cautious about extrapolating trends into the second half [49] Question: Free cash flow guidance for 2026 - Management provided a guidance of approximately $415 million for Adjusted Free Cash Flow, excluding costs related to the network optimization plan [50][51] Question: Drivers of enterprise revenue growth - Management clarified that enterprise revenue growth is primarily volume-driven, with no significant pricing differences between segments [58] Question: Impact of staffing changes on order growth - Management indicated that recent changes in the sales organization are beginning to yield positive results, contributing to order and activation growth [60][61] Question: Trends in portable storage rates - Management noted that average rates for portable storage are up 9% year-over-year, driven by a favorable mix shift towards cold storage offerings [67][68]

Financial Data and Key Metrics Changes - Total revenue for Q4 2025 was $566 million, down 6% year-over-year, but adjusted for write-offs, the decline was 2% [17][18] - Adjusted EBITDA was $250 million with a margin of 44.2%, slightly lower than expected due to revenue mix and elevated health insurance costs [9][18] - For the full year 2025, total revenue was $2.28 billion, and adjusted EBITDA was $971 million at a margin of 42.6% [18][20] Business Line Data and Key Metrics Changes - Modular products revenue was effectively flat year-over-year, indicating stabilization in the lease portfolio [8][19] - Portable storage leasing revenue decreased by approximately $10 million year-over-year, driven by lower volumes [19] - VAPS revenue was flat year-over-year, with penetration increasing to 17.8% of total revenue [20] Market Data and Key Metrics Changes - The modular pending order book increased by 17% year-over-year, driven by large RFP wins in enterprise accounts [12] - Order rates for portable storage products were up 11% year-over-year, primarily from enterprise account wins [13] - The company expects additional demand related to the upcoming World Cup, estimating 2,000 units in Q2 and Q3 [12] Company Strategy and Development Direction - The company is focused on returning to steady organic growth and has implemented a multi-year continuous improvement roadmap [6][10] - Strategic initiatives include enhancing local market execution, developing enterprise accounts, and expanding value-added offerings [6][11] - The network optimization plan aims to exit surplus real estate and reduce occupancy costs, with expected annual savings of $25 million to $30 million [24] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about returning to growth, with a conservative outlook for 2026 that does not assume improvement in business trends [10][28] - The company is seeing early results from initiatives that could lead to positive organic revenue growth in the second half of 2026 [10][33] - Management highlighted improvements in sales staffing and local market execution as key drivers for future performance [10][11] Other Important Information - The company ended 2025 with total debt under $3.6 billion and a leverage ratio of 3.6x [23] - Adjusted free cash flow for Q4 was $91 million, with a full-year total of $489 million, exceeding guidance [20][22] - The company recognized a non-cash restructuring charge of $302 million in Q4 due to accelerated depreciation on rental equipment [24] Q&A Session Summary Question: Order book trends and sustainability - Management noted that while there are encouraging signs in the order book, it is too early to extrapolate these trends into the second half of the year [36][41] Question: VAPS momentum and changes - Management acknowledged slight increases in VAPS penetration but emphasized the need for further improvement and expansion of offerings [42][43] Question: Modular orders and backlog conversion - Management expects a significant portion of the pending order book to convert in the first half of the year, but remains cautious about extrapolating activity levels [48][49] Question: Free cash flow guidance - The company anticipates around $415 million of adjusted free cash flow for 2026, excluding costs related to the network optimization plan [50][51] Question: Enterprise revenue growth drivers - Management indicated that enterprise revenue growth is primarily volume-driven, with no significant pricing differences compared to other customer segments [57][58] Question: Local customer sentiment and subcontracted business - Management reported improved sentiment among local customers and highlighted progress in winning subcontracted work through a new rewards program [78][80]

Financial Data and Key Metrics Changes - Total revenue for Q4 2025 was $566 million, down 6% year-over-year, but down only 2% when excluding write-offs [15][16] - Adjusted EBITDA was $250 million with a margin of 44.2%, slightly lower than expected due to revenue mix and elevated SG&A costs [7][15] - For the full year 2025, total revenue was $2.28 billion, and adjusted EBITDA was $971 million, representing a margin of 42.6% [16][19] Business Line Data and Key Metrics Changes - Revenue from modular products was effectively flat year-over-year, indicating stabilization in the lease portfolio [6][17] - Portable storage leasing revenue decreased by approximately $10 million year-over-year, driven by lower volumes [17] - VAPS revenue was flat year-over-year, with penetration increasing to 17.8% of total revenue [18] Market Data and Key Metrics Changes - Enterprise account revenue grew by 7% year-over-year for the full year 2025 and 10% year-over-year in Q4, excluding one large seasonal customer [9][10] - Modular pending orders increased by 17% year-over-year, driven by large RFP wins in enterprise accounts [10] - Order rates for portable storage products were up 11% year-over-year over the last 13 weeks, primarily from enterprise account wins [11] Company Strategy and Development Direction - The company is focused on returning to steady organic growth and has a multi-year continuous improvement roadmap to enhance customer experience and margins [5][8] - A network optimization plan was approved to exit surplus real estate and idle fleet, expected to save $25 million to $30 million annually [21][23] - The company aims to prioritize high-value and differentiated product categories in its capital allocation strategy [19][27] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about returning to growth, with a conservative outlook for 2026 that does not assume improvement in business trends [8][25] - The company is seeing early signs of progress from commercial initiatives and expects to deliver positive organic revenue growth in the second half of 2026 [8][29] - Management highlighted improved sentiment and energy levels among local sales teams, contributing to better order and activation trends [72] Other Important Information - The company returned $151 million to shareholders through repurchases and dividends in 2025 [19] - Total debt at the end of 2025 was under $3.6 billion, with a leverage ratio of 3.6x [20] - The company expects to invest approximately $275 million in Net CapEx for 2026, focusing on demand-driven investments [26][27] Q&A Session Summary Question: Inquiry about order book trends and sustainability - Management noted that seasonal activity typically picks up in Q1 and early Q2, with larger RFP wins driving current momentum [33] Question: Follow-up on VAPS momentum - Management indicated that VAPS penetration is increasing, primarily due to a mix shift rather than per unit improvement, and emphasized ongoing opportunities [39] Question: Clarification on enterprise revenue growth drivers - Management confirmed that enterprise revenue growth is volume-driven, with no significant pricing differences across customer segments [53] Question: Discussion on local customer sentiment and subcontracted business - Management reported improved sentiment among local teams and progress in winning subcontracted work through a new rewards program for general contractors [72][75]

QUARTERLY INVESTOR PRESENTATION FOURTH QUARTER 2025 February 19, 2026 SAFE HARBOR Forward Looking Statements This presentation contains forward-looking statements (including the guidance/outlook contained herein) within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. The words "estimates," "expects," "anticipates," "believes," "forecasts," "plans," "intends," "may," "will," "should," "shall," "outlook," "guidance," ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___ to ___ Commission File Number: 001-37552 WILLSCOT HOLDINGS CORPORATION (Exact name of registrant as specified in its charter) Delaware 82-3430194 (State or oth ...

WILLSCOT REPORTS FOURTH QUARTER AND FULL YEAR 2025 RESULTS AND PROVIDES 2026 OUTLOOK Exceeded Q4 2025 Outlook for Revenue and Adjusted EBITDA, with Strong Adjusted Free Cash Flow Modular Activations Increased Year-Over-Year in Q4 2025, with Total Pending Order Book Up More than 10% Entering 2026 and Further Strength Since Provides Conservative Outlook for 2026 Relative to Run Rate Entering the Year SCOTTSDALE, February 19, 2026 - WillScot Holdings Corporation ("WillScot" or the "Company") (Nasdaq: WSC), a l ...