Part I: Financial Information [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Q1 2022, covering balance sheets, income, equity, and cash flows [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to **$5.86 billion**, driven by rental equipment, while total liabilities rose to **$3.89 billion** due to debt Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2022 (unaudited) | December 31, 2021 | | :--- | :--- | :--- | | **Total current assets** | $495,596 | $483,040 | | **Total assets** | **$5,857,773** | **$5,773,599** | | **Total current liabilities** | $529,272 | $517,645 | | **Total liabilities** | **$3,891,588** | **$3,776,836** | | **Total shareholders' equity** | $1,966,185 | $1,996,763 | [Condensed Consolidated Statements of Operations](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Total revenues for Q1 2022 increased **19.7%** to **$508.9 million**, with net income rising substantially to **$51.2 million** and diluted EPS at **$0.22** Q1 2022 vs. Q1 2021 Statement of Operations (in thousands, except per share data) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | **Total revenues** | $508,894 | $425,323 | | **Gross profit** | $266,815 | $213,380 | | **Operating income** | $97,909 | $75,284 | | **Net income** | **$51,171** | **$4,447** | | **Diluted EPS** | **$0.22** | **$0.02** | [Condensed Consolidated Statements of Comprehensive Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Total comprehensive income for Q1 2022 significantly increased to **$49.4 million**, driven by net income offset by foreign currency translation adjustments Comprehensive Income (in thousands) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net income | $51,171 | $4,447 | | Total other comprehensive (loss) income | $(1,753) | $7,211 | | **Total comprehensive income** | **$49,418** | **$11,658** | [Condensed Consolidated Statements of Changes in Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Equity) Shareholders' equity decreased to **$1.97 billion**, primarily due to **$77.4 million** in stock repurchases, partially offset by **$51.2 million** in net income - Total shareholders' equity decreased by **$30.6 million** during Q1 2022, primarily due to stock repurchases of **$77.4 million**, partially offset by net income of **$51.2 million**[16](index=16&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow increased to **$145.5 million**, but investing activities used **$148.4 million** due to acquisitions and equipment purchases Cash Flow Summary (in thousands) | Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $145,527 | $122,071 | | Net cash used in investing activities | $(148,360) | $(30,911) | | Net cash provided by (used in) financing activities | $1,586 | $(89,220) | | **Net change in cash and cash equivalents** | **$(1,378)** | **$1,997** | [Notes to the Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) Notes provide detailed information on business operations, revenue disaggregation, lease obligations, debt, equity, segment performance, and fair value measurements - The company is a business services provider specializing in flexible workspace and portable storage solutions in the US, Canada, Mexico, and the UK[19](index=19&type=chunk) Revenue by Geography - Q1 2022 vs Q1 2021 (in thousands) | Geographic Area | Q1 2022 Revenue | Q1 2021 Revenue | | :--- | :--- | :--- | | US | $451,968 | $371,269 | | Canada | $25,273 | $23,584 | | UK | $27,439 | $27,007 | | Mexico | $4,214 | $3,463 | | **Total** | **$508,894** | **$425,323** | - The company's share repurchase program authorizes up to **$1.0 billion** During Q1 2022, **$77.4 million** of stock and equivalents were repurchased, leaving **$879.3 million** available[58](index=58&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management analyzes Q1 2022 financial performance, covering operations, segment results, liquidity, and non-GAAP measures, highlighting strong revenue growth and capital expenditures [Executive Summary and Outlook](index=24&type=section&id=Executive%20Summary%20and%20Outlook) The company reports strong Q1 performance with total revenues up **19.7%** and leasing revenue up **24.5%**, driven by organic growth and acquisitions - The company operates a network of approximately **280 branch locations** with over **162,000 modular space units** and over **214,000 portable storage units**[98](index=98&type=chunk) - Key Q1 2022 highlights include a **19.7% increase in total revenues**, a **24.5% increase in leasing revenue**, and a **17.2% increase in Adjusted EBITDA** compared to Q1 2021[105](index=105&type=chunk)[107](index=107&type=chunk) - During Q1 2022, the company repurchased **$77.4 million** of Common Stock and equivalents and had **$879.3 million** remaining under its **$1 billion** share repurchase authorization[104](index=104&type=chunk) [Consolidated Results of Operations](index=27&type=section&id=Consolidated%20Results%20of%20Operations) Total revenue increased **19.7%** to **$508.9 million**, primarily from leasing, with gross profit up **25.1%** to **$266.8 million** and improved margins Consolidated Results of Operations - Q1 2022 vs Q1 2021 (in thousands) | Metric | Q1 2022 | Q1 2021 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Total revenues | $508,894 | $425,323 | $83,571 | 19.7% | | Gross profit | $266,815 | $213,380 | $53,435 | 25.1% | | Operating income | $97,909 | $75,284 | $22,625 | 30.1% | | Net income | $51,171 | $4,447 | $46,724 | 1050.7% | - Modular space average monthly rental rates increased **18.1% to $802**, and portable storage average monthly rental rates increased **14.8% to $155** in Q1 2022 vs Q1 2021[113](index=113&type=chunk)[114](index=114&type=chunk) [Business Segment Results](index=29&type=section&id=Business%20Segment%20Results) All four segments reported revenue and Adjusted EBITDA growth, with NA Storage leading at **40.5%** revenue increase, driven by volume, acquisitions, and pricing Segment Adjusted EBITDA - Q1 2022 vs Q1 2021 (in thousands) | Segment | Q1 2022 Adj. EBITDA | Q1 2021 Adj. EBITDA | % Change | | :--- | :--- | :--- | :--- | | NA Modular | $103,948 | $97,371 | 6.7% | | NA Storage | $63,825 | $46,322 | 37.8% | | UK Storage | $12,544 | $11,064 | 13.4% | | Tank and Pump | $11,506 | $8,828 | 30.3% | | **Total** | **$191,823** | **$163,585** | **17.2%** | - NA Modular revenue increased **12.6% to $299.7 million**, driven by a **19.9% increase** in average modular space monthly rental rates[131](index=131&type=chunk) - NA Storage revenue grew **40.5% to $151.5 million**, fueled by a **44.0% increase** in average portable storage units on rent and higher rental rates[135](index=135&type=chunk) [Reconciliation of Non-GAAP Financial Measures](index=32&type=section&id=Reconciliation%20of%20Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP measures like Adjusted EBITDA (**$191.8 million** for Q1 2022) and Adjusted Gross Profit Percentage (**64.7%**) Reconciliation of Net Income to Adjusted EBITDA (in thousands) | Line Item | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net income | $51,171 | $4,447 | | Depreciation and amortization | $81,820 | $74,022 | | Interest expense | $30,990 | $29,964 | | Income tax expense | $15,748 | $10,481 | | Other adjustments | $12,094 | $41,324 | | **Adjusted EBITDA** | **$191,823** | **$163,585** | [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity sources include cash from operations and a **$2.4 billion** ABL facility with **$646.9 million** available, though Free Cash Flow decreased to **$54.6 million** due to CAPEX - At March 31, 2022, the company had **$646.9 million** of available borrowing capacity under its **$2.4 billion ABL Facility**[158](index=158&type=chunk) Free Cash Flow Reconciliation (in thousands) | Line Item | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $145,527 | $122,071 | | Net CAPEX | $(90,903) | $(30,911) | | **Free Cash Flow** | **$54,624** | **$91,160** | - Material cash requirements include total debt of **$2.9 billion** and operating lease obligations of **$282.2 million** as of March 31, 2022[167](index=167&type=chunk)[168](index=168&type=chunk) [Critical Accounting Policies and Estimates](index=36&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) No significant changes occurred in critical accounting policies during Q1 2022, with full details available in the 2021 Annual Report on Form 10-K - There were no significant changes to the company's critical accounting policies during the three months ended March 31, 2022[173](index=173&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks from interest rate fluctuations on its variable-rate ABL Facility and foreign currency exchange rates - The company is exposed to interest rate risk on its **$1.7 billion** of outstanding variable-rate debt under the ABL Facility A **100 basis point increase** in rates would increase quarterly interest expense by approximately **$2.7 million**[178](index=178&type=chunk)[180](index=180&type=chunk) - An interest rate swap agreement effectively converts **$400.0 million** of variable-rate debt into fixed-rate debt at a synthetic fixed rate of **5.19%**[179](index=179&type=chunk) - The company is exposed to foreign currency risk from its operations in Canada, Mexico, and the UK, but has not entered into any hedging arrangements for this risk[181](index=181&type=chunk)[182](index=182&type=chunk) [Item 4. Controls and Procedures](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of March 31, 2022, with no material changes in internal control over financial reporting - Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of March 31, 2022[183](index=183&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[184](index=184&type=chunk) Part II: Other Information [Item 1. Legal Proceedings](index=40&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings, but management believes their outcome will not materially affect financial position, results, or cash flows - The company believes that outstanding lawsuits, claims, and legal proceedings will not, individually or in the aggregate, have a material adverse effect on its financial condition[186](index=186&type=chunk) [Item 1A. Risk Factors](index=40&type=section&id=Item%201A.%20Risk%20Factors) No material changes occurred to the risk factors previously disclosed in the 2021 Annual Report on Form 10-K - The risk factors discussed in the 2021 Annual Report on Form 10-K have not materially changed[187](index=187&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased **2.07 million** shares and equivalents for **$77.4 million** under its **$1.0 billion** share repurchase program, with **$879.3 million** remaining Q1 2022 Share Repurchases | Period | Total Shares and Equivalents Purchased (in thousands) | Average Price Paid per Share | | :--- | :--- | :--- | | Jan 2022 | 992.8 | $37.41 | | Feb 2022 | 242.4 | $37.31 | | Mar 2022 | 834.8 | ~$37.93 | | **Total** | **2,070.0** | **$37.37** | - As of March 31, 2022, **$879.3 million** remained available for repurchases under the **$1.0 billion** share repurchase program[188](index=188&type=chunk) [Item 3. Defaults Upon Senior Securities](index=40&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[189](index=189&type=chunk) [Item 4. Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[190](index=190&type=chunk) [Item 5. Other Information](index=41&type=section&id=Item%205.%20Other%20Information) The company reported no other information for this item - None[191](index=191&type=chunk) [Item 6. Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including CEO and CFO certifications and Interactive Data Files (XBRL) - Exhibits filed include CEO and CFO certifications under Sections 302 and 906 of the Sarbanes-Oxley Act, and XBRL data files[192](index=192&type=chunk)

| --- | --- | --- | --- | |----------------------------------|-------|-------|-------| | February 25, 2022 | | | | | Quarterly Investor | | | | | Presentation Fourth Quarter 2021 | | | | | | | | | | | | | | 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 "est ...

Financial Data and Key Metrics Changes - The company generated $1.9 billion in revenue, $740 million in adjusted EBITDA, and over $300 million in free cash flow for 2021, exceeding original guidance by approximately 8% for revenue and 6% for adjusted EBITDA [8][27] - The adjusted gross profit percentage expanded by 70 basis points for the year, while EBITDA margins expanded by 30 basis points, and net income increased by 113% [38] - The return on invested capital was up 180 basis points in the quarter and over 200 basis points for the year, demonstrating profitability expansion at all levels [38] Business Line Data and Key Metrics Changes - The North America Modular segment achieved a Value-Added Products and Services (VAPS) delivered rate of $393, up 26% year-over-year [19] - Average monthly rental rates for North America Modular increased by about 20% year-over-year, while North America Storage saw a 9% increase in average monthly rental rates for portable storage units, the largest increase on record [22][23] - The company added 15,700 storage units and about 5,800 modular units to its North America fleet through acquisitions [11] Market Data and Key Metrics Changes - The company experienced robust demand across diverse end markets, with a 30% year-over-year increase in the unit on rent portfolio for the Storage segment [60] - Delivery rates increased by 4% year-over-year throughout 2021, with expectations for similar increases in 2022 [59] - The company reported that total revenues were 18% above 2019 levels, indicating resilience through the pandemic [34] Company Strategy and Development Direction - The company plans to leverage growth initiatives highlighted in the Investor Day to drive substantial value creation, focusing on VAPS and expanding offerings in Modular and portable storage units [15][49] - The company aims to harmonize CRMs and enhance data analytics capabilities to target local opportunities while leveraging its national footprint [16] - The M&A pipeline remains robust, with a focus on integrating acquisitions to compound organic growth [16][48] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving a $500 million free cash flow run rate milestone in the second half of 2022 and a goal of exceeding $1 billion in EBITDA [18][49] - The company is focused on managing inflationary pressures, particularly in labor and fuel costs, while maintaining margin expansion [96][98] - Management highlighted the importance of human capital investments to support growth initiatives and the overall strategy [31][70] Other Important Information - The company returned $364 million to shareholders through share repurchases, reducing the economic share count by about 4% [9] - The company is committed to ESG initiatives, focusing on sustainability, safety, and diversity [14] Q&A Session Summary Question: Investments to support growth and margin performance - Management noted that significant investments in human capital and M&A teams were made to support growth, which contributed to margin pressure in the quarter [55] Question: Dynamics on orders and returns - Return rates for Modular units are down about 11% relative to 2019 levels, while delivery rates were up 4% year-over-year [58] Question: Dilutive impact of acquisitions - The dilutive impact from acquisitions was estimated at about 100 basis points in Q4, with expectations for revenue growth from these acquisitions in 2022 [63] Question: Run rate for SG&A - SG&A will be carefully managed, with investments in marketing, data analytics, and operations excellence to support growth [66][68] Question: M&A contribution to adjusted EBITDA - Management reiterated that the expected adjusted EBITDA contribution from M&A remains unchanged, with a focus on tuck-in acquisitions [74] Question: Pricing dynamics in Storage - The company has seen a 9% increase in Storage pricing, driven by both market and company-specific factors, with expectations for continued pricing power [82][84]

| 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, 2021 | | | 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 MOBILE MINI HOLDINGS CORP. (Exact name of reg ...

WillScot Mobile Mini Holdings Corp. (NASDAQ:WSC) Q3 2021 Earnings Conference Call November 5, 2021 10:00 AM ET Corporate Participants Nick Girardi - Director-Treasury and Investor Relations Brad Soultz - Chief Executive Officer Tim Boswell - Chief Financial Officer Conference Call Participants Kevin McVeigh - Credit Suisse Andrea Whitman - Baird Scott Schneeberger - Oppenheimer Courtney Yakanovis - Morgan Stanley Stanley Elliott - Stifel Steven Ramsey - Thompson Research Phil Ng - Jefferies Ross Gilardi - B ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 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 MOBILE MINI HOLDINGS CORP. (Exact name of registrant as specified in its charter) (State or other jur ...

WillScot Mobile Mini Holdings Corp. (NASDAQ:WSC) Q2 2021 Earnings Conference Call August 6, 2021 10:00 AM ET Company Participants Nick Girardi – Director-Treasury and Investor Relations Brad Soultz – Chief Executive Officer Tim Boswell – Chief Financial Officer Conference Call Participants Scott Schneeberger – Oppenheimer Kevin McVeigh – Credit Suisse Justin Hauke – Baird Ross Gilardi – Bank of America Steven Ramsey – Thompson Research Sam England – Berenberg Phil Ng – Jefferies Stanley Elliott – Stifel Bre ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 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 MOBILE MINI HOLDINGS CORP. (Exact name of registrant as specified in its charter) (State or other jurisdic ...

PART I [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited,%20except%20as%20noted%20below)) Unaudited condensed consolidated financial statements for WillScot Mobile Mini Holdings Corp. are presented, reflecting the Mobile Mini merger and prior-year warrant accounting restatements [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets slightly decreased to $5.54 billion, while liabilities increased and shareholders' equity declined to $2.01 billion due to share repurchases Condensed Consolidated Balance Sheet Summary (in thousands) | Account | March 31, 2021 (unaudited) | December 31, 2020 (as restated) | | :--- | :--- | :--- | | **Total current assets** | $404,056 | $419,492 | | **Total long-term assets** | $5,134,819 | $5,152,713 | | **Total assets** | **$5,538,875** | **$5,572,205** | | **Total current liabilities** | $448,614 | $448,667 | | **Total long-term liabilities** | $3,084,372 | $3,059,665 | | **Total liabilities** | **$3,532,986** | **$3,508,332** | | **Total shareholders' equity** | **$2,005,889** | **$2,063,873** | | **Total liabilities and equity** | **$5,538,875** | **$5,572,205** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Total revenues significantly increased to $425.3 million due to the Mobile Mini merger, but net income sharply decreased to $4.4 million primarily from a fair value loss on warrant liabilities Condensed Consolidated Statements of Operations (in thousands) | Metric | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 (as restated) | | :--- | :--- | :--- | | **Total revenues** | $425,323 | $255,821 | | **Gross profit** | $213,380 | $106,190 | | **Operating income** | $75,284 | $25,373 | | **Fair value loss (gain) on common stock warrant liabilities** | $27,207 | $(95,329) | | **Net income** | $4,447 | $91,655 | | **Diluted EPS** | $0.02 | $(0.05) | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities significantly increased to $122.1 million, while financing activities used $89.2 million primarily for share repurchases Condensed Consolidated Statements of Cash Flows Summary (in thousands) | Activity | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 (as restated) | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $122,071 | $38,348 | | **Net cash used in investing activities** | $(30,911) | $(30,540) | | **Net cash used in financing activities** | $(89,220) | $(5,582) | | **Net change in cash and cash equivalents** | $1,997 | $1,597 | [Notes to the Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) These notes provide detailed information on the Mobile Mini merger, revenue recognition, debt, equity changes, warrant accounting, segment reporting, and earnings per share - The company merged with Mobile Mini, Inc. on July 1, 2020, with WillScot as the accounting acquirer, for a total purchase price of approximately **$1.35 billion**[21](index=21&type=chunk)[31](index=31&type=chunk) - As a result of the merger, the company now operates and reports in four segments: NA Modular, NA Storage, UK Storage, and Tank and Pump[121](index=121&type=chunk)[122](index=122&type=chunk) - The company's financial statements for the quarter ended March 31, 2020, were restated to correct the accounting for warrants, resulting in a **$95.3 million increase in net income** for that period[27](index=27&type=chunk) - Total debt outstanding was **$2.47 billion** as of March 31, 2021, primarily consisting of the ABL Facility and Senior Secured Notes[63](index=63&type=chunk) - During Q1 2021, the company repurchased **3.1 million shares** of common stock and equivalents for **$81.6 million** under its authorized repurchase program[82](index=82&type=chunk)[253](index=253&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2021 financial results, highlighting the Mobile Mini merger's impact on revenues and segment structure, alongside liquidity, capital resources, and the stabilizing COVID-19 impact [Executive Summary and Outlook](index=33&type=section&id=Executive%20Summary%20and%20Outlook) The company, a leading provider of flexible workspace and portable storage, completed its merger with Mobile Mini, and anticipates modest growth as COVID-19 impacts stabilize - The company operates a network of approximately **270 branch locations**, servicing over **85,000 customers** with a fleet of over **157,000 modular space units** and **195,000 portable storage units**[141](index=141&type=chunk) - On July 1, 2020, the company closed its merger with Mobile Mini, creating a combined leader in modular space and portable storage solutions[145](index=145&type=chunk) - The company repurchased **2,750,000 shares** of its Common Stock for **$73.7 million** on March 1, 2021[148](index=148&type=chunk) - The impact of COVID-19, which caused reduced delivery demand in mid-2020, has stabilized, with modest activity growth expected in Q2 and Q3 2021[149](index=149&type=chunk) [Consolidated Results of Operations](index=37&type=section&id=Consolidated%20Results%20of%20Operations) Q1 2021 total revenue increased 66.3% to $425.3 million due to the Mobile Mini merger, while net income significantly declined to $4.4 million from warrant fair value changes Consolidated Results of Operations (in thousands) | Metric | Q1 2021 | Q1 2020 (as restated) | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Total revenues** | $425,323 | $255,821 | $169,502 | 66.3% | | **Gross profit** | $213,380 | $106,190 | $107,190 | 100.9% | | **Operating income** | $75,284 | $25,373 | $49,911 | 196.7% | | **Net income attributable to WillScot Mobile Mini** | $4,447 | $91,785 | $(87,338) | -95.2% | - The increase in revenue was primarily driven by the addition of Mobile Mini's revenues, which accounted for **$159.1 million** of the year-over-year increase[153](index=153&type=chunk) - The significant decrease in net income was primarily attributable to a **$27.2 million loss** on the change in fair value of common stock warrant liabilities, compared to a **$95.3 million gain** in the prior-year period[165](index=165&type=chunk) [Business Segment Results](index=39&type=section&id=Business%20Segment%20Results) The company's four segments show varied Q1 2021 performance, with strong growth in UK Storage, modest growth in NA Modular and Storage, and declines in Tank and Pump Q1 2021 Adjusted EBITDA by Segment (in thousands) | Segment | Q1 2021 Adjusted EBITDA | Q1 2020 Pro Forma Adjusted EBITDA | % Change | | :--- | :--- | :--- | :--- | | NA Modular | $97,371 | $89,544 | 8.7% | | NA Storage | $46,322 | $43,994 | 5.3% | | UK Storage | $11,064 | $6,405 | 72.7% | | Tank and Pump | $8,828 | $9,477 | (6.8)% | | **Total** | **$163,585** | **$149,420** | **9.5%** | - NA Modular (legacy WillScot) saw revenue growth driven by a **12.9% increase** in average modular space monthly rental rates, offsetting a **3.6% decrease** in units on rent[171](index=171&type=chunk) - UK Storage performance was very strong, with revenue up **24.3% in local currency**, driven by increased fleet utilization and rental rate growth[198](index=198&type=chunk)[199](index=199&type=chunk) - Tank & Pump segment revenue declined due to lower activity in mid- and down-stream oil and gas and petrochemical refining, impacted by COVID-19[203](index=203&type=chunk) [Liquidity and Capital Resources](index=47&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity is supported by strong operating cash flow of $122.1 million and its $2.4 billion ABL facility, with $1.02 billion available capacity - As of March 31, 2021, the company had **$1.02 billion** of available borrowing capacity under its **$2.4 billion** 2020 ABL Facility[210](index=210&type=chunk) Cash Flow Summary (in thousands) | Cash Flow | Q1 2021 | Q1 2020 | | :--- | :--- | :--- | | Net cash from operating activities | $122,071 | $38,348 | | Net cash from investing activities | $(30,911) | $(30,540) | | Net cash from financing activities | $(89,220) | $(5,582) | - Free Cash Flow for Q1 2021 was **$91.2 million**, an increase of **$83.4 million** from the prior year, driven by higher operating cash flow[217](index=217&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=54&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks from interest rate fluctuations on its ABL Facility, partially hedged, and foreign currency exchange rates impacting international operations - The company is exposed to interest rate risk on its ABL Facility, which had **$1.4 billion** outstanding at March 31, 2021[240](index=240&type=chunk) - An interest rate swap agreement effectively converts **$400 million** of variable-rate debt to a synthetically fixed rate of **4.93%**[241](index=241&type=chunk) - A hypothetical **100 basis point increase** in interest rates would increase quarterly interest expense by approximately **$2.2 million**[242](index=242&type=chunk) - Foreign currency risk exists from operations in Canada and the United Kingdom, primarily impacting the translation of revenues and expenses into U.S. dollars[243](index=243&type=chunk) [Item 4. Controls and Procedures](index=55&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective, and the material weakness in internal control over financial reporting related to warrant accounting has been remediated - Management concluded that disclosure controls and procedures were effective as of March 31, 2021[246](index=246&type=chunk) - The company believes it has remediated the material weakness related to the accounting for warrants, which was identified as of December 31, 2020[246](index=246&type=chunk)[247](index=247&type=chunk) - The remediation plan involved implementing a new control to reassess the classification of warrants at each reporting date, consistent with SEC Staff guidance[248](index=248&type=chunk) PART II [Item 1. Legal Proceedings](index=55&type=section&id=Item%201.%20Legal%20Proceedings) There were no material pending legal proceedings involving the company or its subsidiaries as of March 31, 2021 - There were no material pending legal proceedings as of March 31, 2021[251](index=251&type=chunk) [Item 1A. Risk Factors](index=55&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors have occurred since the Annual Report on Form 10-K/A for the year ended December 31, 2020 - Risk factors have not materially changed from those discussed in the Annual Report on Form 10-K/A for the year ended December 31, 2020[252](index=252&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=56&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased 3.1 million shares for $81.6 million in Q1 2021, with the Board subsequently increasing the stock repurchase authorization to $500 million Q1 2021 Share Repurchases | Period | Shares Purchased (millions) | Average Price Paid per Share | | :--- | :--- | :--- | | March 1 - 31, 2021 | 3.1 | $26.00 | - As of March 31, 2021, **$133.9 million** remained available under the **$250 million** share repurchase authorization[253](index=253&type=chunk) - On April 29, 2021, the Board of Directors increased the stock repurchase program authorization to **$500 million**[254](index=254&type=chunk) [Item 3. Defaults Upon Senior Securities](index=56&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[255](index=255&type=chunk) [Item 4. Mine Safety Disclosures](index=56&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[256](index=256&type=chunk) [Item 5. Other Information](index=56&type=section&id=Item%205.%20Other%20Information) The company reports no other information for this item - None[257](index=257&type=chunk) [Item 6. Exhibits](index=57&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - Exhibits include CEO and CFO certifications (Sections 302 and 906) and XBRL Interactive Data Files[258](index=258&type=chunk)

Financial Data and Key Metrics Changes - The company reported Q1 2021 adjusted EBITDA of $164 million, representing a 38.5% margin and a 350 basis points expansion year-over-year [17][30] - Revenue for Q1 2021 was $425 million, an increase of $19 million year-over-year on a pro forma basis, with a sequential decline of $13 million due to normal seasonality [29][30] - Free cash flow generated in Q1 was $91 million, with a free cash flow margin of 21%, consistent with the previous quarter's run rate [18][33] Business Line Data and Key Metrics Changes - North American modular and storage leasing revenues increased by 6% year-over-year on a pro forma basis, with average monthly rental rates in the modular segment up 13% year-over-year [11][12] - North America Storage saw a 5% increase in average monthly rates, marking the highest increase in the last 13 quarters [13] - The company achieved a 22% year-over-year increase in average monthly rental rates for North America Modular VAPS [14] Market Data and Key Metrics Changes - The Architectural Billing Index (ABI) was reported at 55 in March, indicating continued growth potential in the construction sector [19] - Deliveries in North America Modular increased by 0.4% year-over-year in Q1, with March 2021 deliveries up 8% compared to March 2020 [23] - The UK market showed strong price performance, with utilization levels approaching 90% and significant price improvements over the last three quarters [52] Company Strategy and Development Direction - The company is focused on capital allocation prioritizing growth, deleveraging, and share repurchases, with an updated share repurchase authorization of $500 million [18][43] - The ERP migration is expected to enhance operational efficiencies and support the execution of cost synergies from the merger [22][60] - The company is exploring additional VAPS opportunities in both modular and storage segments, with a focus on expanding value-added products [14][90] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the future, raising full-year 2021 guidance for revenue, adjusted EBITDA, and net CapEx due to strong Q1 performance and increasing demand [8][39] - The company anticipates a robust growth environment driven by a balanced mix of volumes, pricing, and value-added products [40] - Management noted that the macroeconomic outlook is improving, which is expected to support growth in 2022 and beyond [42] Other Important Information - The SEC introduced new interpretations regarding SPAC warrants, leading to a restatement of prior financial statements, but this does not impact key operating metrics or capital structure [34][36] - The company redeemed $55 million of senior notes, reducing principal outstanding and refinancing at a lower rate, contributing to a decline in leverage to 3.7 times [37][38] Q&A Session Summary Question: Increase in VAPS market opportunity - Management confirmed the increase in VAPS penetration and pricing, with a potential additional $35 million EBITDA opportunity from ground-level offices [50] Question: Business trends in March - Management noted strong March deliveries in storage, the highest since June 2019, and improvements in order and delivery timing [57] Question: SAP cut-over details - Management provided insights into the extensive planning and testing for the SAP cut-over, emphasizing the operational benefits expected post-migration [60] Question: Core spot rates and pricing assertiveness - Management indicated sustained double-digit rate growth in North American Modular, with core pricing and VAPS contributing significantly [67] Question: Free cash flow contributions from real estate sales - Management clarified that real estate sales are not a core driver of free cash flow, with $11 million from sales in Q1 being higher than normal [71] Question: M&A strategy and share repurchase - Management reassured that the increase in share repurchase authorization does not signal a shift away from M&A, emphasizing a balanced approach to growth [78] Question: UK market developments - Management attributed positive developments in the UK to strong leadership and a tight market environment, with plans for expansion [81]