[10-Q] Mcgrath Rentcorp Quarterly Earnings Report
MarineMax (HZO) reported a sharp swing to loss for Q3 FY25. Revenue fell 13% YoY to $657.2 million as new-boat demand softened; nine-month sales declined 6% to $1.76 billion. Gross margin contracted 80 bp to 30.4%, only partly offset by a 5% reduction in SG&A.
A $69.1 million goodwill impairment in the Product Manufacturing unit drove an operating loss of $41.5 million and a net loss of $52.1 million (-$2.42 diluted EPS) versus $31.6 million profit ($1.37 EPS) a year ago. Interest expense remained elevated at $16.9 million.
Cash & equivalents dropped to $151.0 million (-33% YTD) after $27.5 million of buybacks and $51.1 million of contingent-consideration payouts. Floor-plan borrowings rose 4% to $735.2 million, while inventories were flat at $906.2 million. Total liquidity (cash + $100 million revolver) is adequate, and operating cash flow turned positive at $11.4 million versus -$24.9 million last year.
Balance-sheet leverage remains moderate: net debt/EBITDA (LTM, excl. impairment) near 2.4×. Contingent consideration liabilities were cut to $4.5 million from $81.3 million, easing future cash calls. The company remains a large Sea Ray, Boston Whaler and Azimut dealer, but management flags macro pressure (rates, tariffs) on luxury-boat demand.
Key metrics
- Q3 gross profit: $199.6 m (-18%)
- Q3 SG&A: $172.1 m (-5%)
- YTD operating cash flow: +$11.4 m
- Shares outstanding 21.46 m (7% bought back YoY)
MarineMax (HZO) ha registrato un netto passaggio a una perdita nel terzo trimestre dell'anno fiscale 2025. I ricavi sono diminuiti del 13% su base annua, attestandosi a 657,2 milioni di dollari, a causa di una domanda più debole per le nuove imbarcazioni; le vendite nei primi nove mesi sono calate del 6%, raggiungendo 1,76 miliardi di dollari. Il margine lordo si è ridotto di 80 punti base al 30,4%, parzialmente compensato da una riduzione del 5% delle spese SG&A.
Un impairment di avviamento da 69,1 milioni di dollari nell'unità di produzione ha causato una perdita operativa di 41,5 milioni e una perdita netta di 52,1 milioni di dollari (-2,42 dollari per azione diluita), rispetto a un utile di 31,6 milioni (1,37 dollari per azione) dell'anno precedente. Le spese per interessi sono rimaste elevate a 16,9 milioni di dollari.
La liquidità e le equivalenti sono scese a 151,0 milioni di dollari (-33% da inizio anno) dopo riacquisti per 27,5 milioni e pagamenti contingenti per 51,1 milioni. I prestiti per il piano di finanziamento sono aumentati del 4% a 735,2 milioni, mentre le scorte sono rimaste stabili a 906,2 milioni. La liquidità totale (liquidità + linea di credito da 100 milioni) è adeguata, e il flusso di cassa operativo è tornato positivo a 11,4 milioni rispetto a -24,9 milioni dell'anno scorso.
La leva finanziaria sul bilancio resta moderata: debito netto/EBITDA (ultimi 12 mesi, escluso l'impairment) vicino a 2,4×. Le passività per considerazioni contingenti sono state ridotte a 4,5 milioni da 81,3 milioni, alleviando le future uscite di cassa. L'azienda rimane un importante rivenditore di Sea Ray, Boston Whaler e Azimut, ma la direzione segnala pressioni macroeconomiche (tassi, tariffe) sulla domanda di barche di lusso.
Principali indicatori
- Utile lordo Q3: 199,6 milioni di dollari (-18%)
- SG&A Q3: 172,1 milioni di dollari (-5%)
- Flusso di cassa operativo da inizio anno: +11,4 milioni di dollari
- Azioni in circolazione: 21,46 milioni (7% riacquistate su base annua)
MarineMax (HZO) reportó un fuerte cambio a pérdidas en el tercer trimestre del año fiscal 2025. Los ingresos cayeron un 13% interanual hasta 657,2 millones de dólares debido a una menor demanda de embarcaciones nuevas; las ventas en nueve meses disminuyeron un 6% hasta 1.760 millones de dólares. El margen bruto se redujo 80 puntos básicos hasta el 30,4%, compensado solo en parte por una reducción del 5% en SG&A.
Un deterioro por 69,1 millones de dólares en la unidad de fabricación de productos provocó una pérdida operativa de 41,5 millones y una pérdida neta de 52,1 millones de dólares (-2,42 dólares por acción diluida) frente a una ganancia de 31,6 millones (1,37 dólares por acción) del año anterior. Los gastos por intereses se mantuvieron elevados en 16,9 millones de dólares.
El efectivo y equivalentes bajaron a 151,0 millones (-33% en lo que va del año) tras recompras por 27,5 millones y pagos contingentes por 51,1 millones. Los préstamos de plan de piso aumentaron un 4% a 735,2 millones, mientras que el inventario se mantuvo estable en 906,2 millones. La liquidez total (efectivo + línea revolvente de 100 millones) es adecuada, y el flujo de caja operativo se volvió positivo con 11,4 millones frente a -24,9 millones del año pasado.
El apalancamiento en el balance sigue siendo moderado: deuda neta/EBITDA (últimos 12 meses, excluyendo deterioro) cerca de 2,4×. Las obligaciones por consideraciones contingentes se redujeron a 4,5 millones desde 81,3 millones, aliviando futuros desembolsos de efectivo. La empresa sigue siendo un gran distribuidor de Sea Ray, Boston Whaler y Azimut, pero la dirección advierte de presiones macroeconómicas (tasas, aranceles) en la demanda de barcos de lujo.
Métricas clave
- Ganancia bruta Q3: 199,6 millones (-18%)
- SG&A Q3: 172,1 millones (-5%)
- Flujo de caja operativo YTD: +11,4 millones
- Acciones en circulación: 21,46 millones (7% recompradas interanualmente)
MarineMax (HZO)는 2025 회계연도 3분기에 큰 폭의 적자 전환을 보고했습니다. 신조선 수요가 약화되면서 매출은 전년 대비 13% 감소한 6억 5,720만 달러를 기록했으며, 9개월 누적 매출은 17억 6천만 달러로 6% 줄었습니다. 총이익률은 80bp 하락한 30.4%를 기록했으며, 판매관리비(SG&A)는 5% 감소해 일부 상쇄했습니다.
제품 제조 부문의 6,910만 달러 규모의 영업권 손상차손으로 인해 영업손실 4,150만 달러, 순손실 5,210만 달러(-주당 희석손실 2.42달러)를 기록했으며, 이는 전년 동기 3,160만 달러 이익(주당 1.37달러)과 대비됩니다. 이자 비용은 1,690만 달러로 높은 수준을 유지했습니다.
현금 및 현금성 자산은 자사주 매입 2,750만 달러와 우발대가 지급 5,110만 달러 이후 1억 5,100만 달러로 연초 대비 33% 감소했습니다. 바닥 대출금은 4% 증가한 7억 3,520만 달러, 재고 자산은 9억 620만 달러로 유지되었습니다. 총 유동성(현금 + 1억 달러 회전 신용)은 적절하며, 영업 현금 흐름은 작년 -2,490만 달러에서 1,140만 달러 흑자로 전환했습니다.
재무제표 레버리지는 중간 수준으로 유지됩니다: 순부채/EBITDA(최근 12개월, 손상차손 제외) 약 2.4배. 우발대가 부채는 8,130만 달러에서 450만 달러로 축소되어 향후 현금 지출 부담이 완화되었습니다. 회사는 여전히 Sea Ray, Boston Whaler, Azimut의 주요 딜러이며, 경영진은 고급 보트 수요에 대한 거시경제적 압력(금리, 관세)을 지적하고 있습니다.
주요 지표
- 3분기 총이익: 1억 9,960만 달러 (-18%)
- 3분기 SG&A: 1억 7,210만 달러 (-5%)
- 연초 이후 영업 현금 흐름: +1,140만 달러
- 유통 주식 수: 2,146만 주 (연간 7% 자사주 매입)
MarineMax (HZO) a enregistré un net passage à une perte au troisième trimestre de l'exercice 2025. Le chiffre d'affaires a chuté de 13 % en glissement annuel à 657,2 millions de dollars en raison d'une demande plus faible pour les bateaux neufs ; les ventes sur neuf mois ont diminué de 6 % pour atteindre 1,76 milliard de dollars. La marge brute s'est contractée de 80 points de base à 30,4 %, partiellement compensée par une réduction de 5 % des frais SG&A.
Une dépréciation d'écart d'acquisition de 69,1 millions de dollars dans l'unité de fabrication de produits a entraîné une perte d'exploitation de 41,5 millions et une perte nette de 52,1 millions de dollars (-2,42 $ par action diluée) contre un bénéfice de 31,6 millions (1,37 $ par action) un an auparavant. Les charges d'intérêts sont restées élevées à 16,9 millions de dollars.
La trésorerie et équivalents ont chuté à 151,0 millions (-33 % depuis le début de l'année) après des rachats d'actions de 27,5 millions et des paiements de considérations conditionnelles de 51,1 millions. Les emprunts de plancher ont augmenté de 4 % à 735,2 millions, tandis que les stocks sont restés stables à 906,2 millions. La liquidité totale (trésorerie + ligne de crédit renouvelable de 100 millions) est adéquate, et les flux de trésorerie d'exploitation sont redevenus positifs à 11,4 millions contre -24,9 millions l'an dernier.
L'effet de levier au bilan reste modéré : dette nette/EBITDA (12 derniers mois, hors dépréciation) proche de 2,4×. Les passifs pour considérations conditionnelles ont été réduits à 4,5 millions contre 81,3 millions, allégeant les sorties de trésorerie futures. La société reste un important concessionnaire de Sea Ray, Boston Whaler et Azimut, mais la direction souligne la pression macroéconomique (taux, tarifs) sur la demande de bateaux de luxe.
Principaux indicateurs
- Bénéfice brut T3 : 199,6 M$ (-18 %)
- SG&A T3 : 172,1 M$ (-5 %)
- Flux de trésorerie opérationnel cumulé : +11,4 M$
- Actions en circulation : 21,46 M (rachat de 7 % en glissement annuel)
MarineMax (HZO) meldete im dritten Quartal des Geschäftsjahres 2025 einen deutlichen Verlust. Der Umsatz sank im Jahresvergleich um 13 % auf 657,2 Millionen US-Dollar, da die Nachfrage nach Neuboote nachließ; der Umsatz in den ersten neun Monaten ging um 6 % auf 1,76 Milliarden US-Dollar zurück. Die Bruttomarge schrumpfte um 80 Basispunkte auf 30,4 %, was nur teilweise durch eine 5 %ige Senkung der SG&A-Kosten ausgeglichen wurde.
Eine Goodwill-Abschreibung in Höhe von 69,1 Millionen US-Dollar in der Produktfertigung führte zu einem Betriebsverlust von 41,5 Millionen US-Dollar und einem Nettoverlust von 52,1 Millionen US-Dollar (-2,42 verwässertes Ergebnis je Aktie) gegenüber einem Gewinn von 31,6 Millionen US-Dollar (1,37 Ergebnis je Aktie) im Vorjahr. Die Zinsaufwendungen blieben mit 16,9 Millionen US-Dollar hoch.
Barmittel und Zahlungsmitteläquivalente sanken auf 151,0 Millionen US-Dollar (-33 % seit Jahresbeginn) nach Rückkäufen in Höhe von 27,5 Millionen und Zahlungen für bedingte Gegenleistungen von 51,1 Millionen. Die Floor-Plan-Kredite stiegen um 4 % auf 735,2 Millionen, während die Lagerbestände mit 906,2 Millionen stabil blieben. Die Gesamtliquidität (Barmittel + revolvierende Kreditlinie von 100 Millionen) ist ausreichend, und der operative Cashflow wurde mit 11,4 Millionen positiv, gegenüber -24,9 Millionen im Vorjahr.
Die Bilanzhebel bleiben moderat: Nettoverschuldung/EBITDA (letzte 12 Monate, ohne Abschreibung) liegt bei etwa 2,4×. Die Verbindlichkeiten aus bedingten Gegenleistungen wurden von 81,3 Millionen auf 4,5 Millionen reduziert, was zukünftige Liquiditätsabflüsse erleichtert. Das Unternehmen bleibt ein großer Händler für Sea Ray, Boston Whaler und Azimut, aber das Management weist auf makroökonomischen Druck (Zinsen, Zölle) auf die Nachfrage nach Luxusbooten hin.
Wichtige Kennzahlen
- Bruttogewinn Q3: 199,6 Mio. USD (-18%)
- SG&A Q3: 172,1 Mio. USD (-5%)
- Operativer Cashflow YTD: +11,4 Mio. USD
- Ausstehende Aktien: 21,46 Mio. (7 % im Jahresvergleich zurückgekauft)
- Operating cash flow turned positive at $11.4 million versus a $24.9 million outflow last year.
- Contingent consideration liabilities cut from $81.3 million to $4.5 million, reducing future cash commitments.
- SG&A expense trimmed 5% YoY, showing early cost-control efforts.
- Ample liquidity: $151 million cash plus $100 million undrawn revolver.
- Revenue declined 13% YoY, signalling soft demand for new boats.
- $69 million goodwill impairment drove a net loss of $52 million and erased manufacturing-segment goodwill.
- EPS swung to -$2.42 from $1.37, a material deterioration.
- Cash balance down 33% year-to-date after buybacks and earn-out payments.
- Interest expense remains high at $16.9 million for the quarter.
Insights
TL;DR: Impairment masks soft core trends; cash burn manageable but demand risk rising.
Revenue contracted double-digits and unit mix skewed toward lower-margin segments, signalling demand weakness in discretionary boating. The $69 m write-down eliminates Product Manufacturing goodwill, but also acknowledges overpayment for recent deals. Core EBIT before impairment was still positive (~$27 m), yet interest costs and buybacks consumed liquidity, driving a 33% cash drop. Inventories are flat despite slower sales—clearance incentives may pressure margins into FY26. Positively, contingent earn-outs are largely settled, trimming >$76 m of future liability and stabilising free cash flow. With net leverage ~2.4× and ample credit headroom, solvency risk is low, but valuation will hinge on demand recovery and impairment-adjusted earnings.
TL;DR: Goodwill hit, higher leverage, macro headwinds elevate risk profile.
The goodwill impairment highlights acquisition-integration risk, especially after aggressive M&A since 2023. Share repurchases during a loss-making quarter raise capital-allocation concerns. Floor-plan debt ties directly to inventory; a prolonged downturn could squeeze liquidity as interest rates stay high. That said, diversified revenue (marinas, services 13% of sales) and positive operating cash flow act as cushions. The sharp fall in contingent consideration obligations reduces earnings volatility, but remaining exposure to high-end consumer sentiment and hurricane-related disruptions warrants a cautious stance.
MarineMax (HZO) ha registrato un netto passaggio a una perdita nel terzo trimestre dell'anno fiscale 2025. I ricavi sono diminuiti del 13% su base annua, attestandosi a 657,2 milioni di dollari, a causa di una domanda più debole per le nuove imbarcazioni; le vendite nei primi nove mesi sono calate del 6%, raggiungendo 1,76 miliardi di dollari. Il margine lordo si è ridotto di 80 punti base al 30,4%, parzialmente compensato da una riduzione del 5% delle spese SG&A.
Un impairment di avviamento da 69,1 milioni di dollari nell'unità di produzione ha causato una perdita operativa di 41,5 milioni e una perdita netta di 52,1 milioni di dollari (-2,42 dollari per azione diluita), rispetto a un utile di 31,6 milioni (1,37 dollari per azione) dell'anno precedente. Le spese per interessi sono rimaste elevate a 16,9 milioni di dollari.
La liquidità e le equivalenti sono scese a 151,0 milioni di dollari (-33% da inizio anno) dopo riacquisti per 27,5 milioni e pagamenti contingenti per 51,1 milioni. I prestiti per il piano di finanziamento sono aumentati del 4% a 735,2 milioni, mentre le scorte sono rimaste stabili a 906,2 milioni. La liquidità totale (liquidità + linea di credito da 100 milioni) è adeguata, e il flusso di cassa operativo è tornato positivo a 11,4 milioni rispetto a -24,9 milioni dell'anno scorso.
La leva finanziaria sul bilancio resta moderata: debito netto/EBITDA (ultimi 12 mesi, escluso l'impairment) vicino a 2,4×. Le passività per considerazioni contingenti sono state ridotte a 4,5 milioni da 81,3 milioni, alleviando le future uscite di cassa. L'azienda rimane un importante rivenditore di Sea Ray, Boston Whaler e Azimut, ma la direzione segnala pressioni macroeconomiche (tassi, tariffe) sulla domanda di barche di lusso.
Principali indicatori
- Utile lordo Q3: 199,6 milioni di dollari (-18%)
- SG&A Q3: 172,1 milioni di dollari (-5%)
- Flusso di cassa operativo da inizio anno: +11,4 milioni di dollari
- Azioni in circolazione: 21,46 milioni (7% riacquistate su base annua)
MarineMax (HZO) reportó un fuerte cambio a pérdidas en el tercer trimestre del año fiscal 2025. Los ingresos cayeron un 13% interanual hasta 657,2 millones de dólares debido a una menor demanda de embarcaciones nuevas; las ventas en nueve meses disminuyeron un 6% hasta 1.760 millones de dólares. El margen bruto se redujo 80 puntos básicos hasta el 30,4%, compensado solo en parte por una reducción del 5% en SG&A.
Un deterioro por 69,1 millones de dólares en la unidad de fabricación de productos provocó una pérdida operativa de 41,5 millones y una pérdida neta de 52,1 millones de dólares (-2,42 dólares por acción diluida) frente a una ganancia de 31,6 millones (1,37 dólares por acción) del año anterior. Los gastos por intereses se mantuvieron elevados en 16,9 millones de dólares.
El efectivo y equivalentes bajaron a 151,0 millones (-33% en lo que va del año) tras recompras por 27,5 millones y pagos contingentes por 51,1 millones. Los préstamos de plan de piso aumentaron un 4% a 735,2 millones, mientras que el inventario se mantuvo estable en 906,2 millones. La liquidez total (efectivo + línea revolvente de 100 millones) es adecuada, y el flujo de caja operativo se volvió positivo con 11,4 millones frente a -24,9 millones del año pasado.
El apalancamiento en el balance sigue siendo moderado: deuda neta/EBITDA (últimos 12 meses, excluyendo deterioro) cerca de 2,4×. Las obligaciones por consideraciones contingentes se redujeron a 4,5 millones desde 81,3 millones, aliviando futuros desembolsos de efectivo. La empresa sigue siendo un gran distribuidor de Sea Ray, Boston Whaler y Azimut, pero la dirección advierte de presiones macroeconómicas (tasas, aranceles) en la demanda de barcos de lujo.
Métricas clave
- Ganancia bruta Q3: 199,6 millones (-18%)
- SG&A Q3: 172,1 millones (-5%)
- Flujo de caja operativo YTD: +11,4 millones
- Acciones en circulación: 21,46 millones (7% recompradas interanualmente)
MarineMax (HZO)는 2025 회계연도 3분기에 큰 폭의 적자 전환을 보고했습니다. 신조선 수요가 약화되면서 매출은 전년 대비 13% 감소한 6억 5,720만 달러를 기록했으며, 9개월 누적 매출은 17억 6천만 달러로 6% 줄었습니다. 총이익률은 80bp 하락한 30.4%를 기록했으며, 판매관리비(SG&A)는 5% 감소해 일부 상쇄했습니다.
제품 제조 부문의 6,910만 달러 규모의 영업권 손상차손으로 인해 영업손실 4,150만 달러, 순손실 5,210만 달러(-주당 희석손실 2.42달러)를 기록했으며, 이는 전년 동기 3,160만 달러 이익(주당 1.37달러)과 대비됩니다. 이자 비용은 1,690만 달러로 높은 수준을 유지했습니다.
현금 및 현금성 자산은 자사주 매입 2,750만 달러와 우발대가 지급 5,110만 달러 이후 1억 5,100만 달러로 연초 대비 33% 감소했습니다. 바닥 대출금은 4% 증가한 7억 3,520만 달러, 재고 자산은 9억 620만 달러로 유지되었습니다. 총 유동성(현금 + 1억 달러 회전 신용)은 적절하며, 영업 현금 흐름은 작년 -2,490만 달러에서 1,140만 달러 흑자로 전환했습니다.
재무제표 레버리지는 중간 수준으로 유지됩니다: 순부채/EBITDA(최근 12개월, 손상차손 제외) 약 2.4배. 우발대가 부채는 8,130만 달러에서 450만 달러로 축소되어 향후 현금 지출 부담이 완화되었습니다. 회사는 여전히 Sea Ray, Boston Whaler, Azimut의 주요 딜러이며, 경영진은 고급 보트 수요에 대한 거시경제적 압력(금리, 관세)을 지적하고 있습니다.
주요 지표
- 3분기 총이익: 1억 9,960만 달러 (-18%)
- 3분기 SG&A: 1억 7,210만 달러 (-5%)
- 연초 이후 영업 현금 흐름: +1,140만 달러
- 유통 주식 수: 2,146만 주 (연간 7% 자사주 매입)
MarineMax (HZO) a enregistré un net passage à une perte au troisième trimestre de l'exercice 2025. Le chiffre d'affaires a chuté de 13 % en glissement annuel à 657,2 millions de dollars en raison d'une demande plus faible pour les bateaux neufs ; les ventes sur neuf mois ont diminué de 6 % pour atteindre 1,76 milliard de dollars. La marge brute s'est contractée de 80 points de base à 30,4 %, partiellement compensée par une réduction de 5 % des frais SG&A.
Une dépréciation d'écart d'acquisition de 69,1 millions de dollars dans l'unité de fabrication de produits a entraîné une perte d'exploitation de 41,5 millions et une perte nette de 52,1 millions de dollars (-2,42 $ par action diluée) contre un bénéfice de 31,6 millions (1,37 $ par action) un an auparavant. Les charges d'intérêts sont restées élevées à 16,9 millions de dollars.
La trésorerie et équivalents ont chuté à 151,0 millions (-33 % depuis le début de l'année) après des rachats d'actions de 27,5 millions et des paiements de considérations conditionnelles de 51,1 millions. Les emprunts de plancher ont augmenté de 4 % à 735,2 millions, tandis que les stocks sont restés stables à 906,2 millions. La liquidité totale (trésorerie + ligne de crédit renouvelable de 100 millions) est adéquate, et les flux de trésorerie d'exploitation sont redevenus positifs à 11,4 millions contre -24,9 millions l'an dernier.
L'effet de levier au bilan reste modéré : dette nette/EBITDA (12 derniers mois, hors dépréciation) proche de 2,4×. Les passifs pour considérations conditionnelles ont été réduits à 4,5 millions contre 81,3 millions, allégeant les sorties de trésorerie futures. La société reste un important concessionnaire de Sea Ray, Boston Whaler et Azimut, mais la direction souligne la pression macroéconomique (taux, tarifs) sur la demande de bateaux de luxe.
Principaux indicateurs
- Bénéfice brut T3 : 199,6 M$ (-18 %)
- SG&A T3 : 172,1 M$ (-5 %)
- Flux de trésorerie opérationnel cumulé : +11,4 M$
- Actions en circulation : 21,46 M (rachat de 7 % en glissement annuel)
MarineMax (HZO) meldete im dritten Quartal des Geschäftsjahres 2025 einen deutlichen Verlust. Der Umsatz sank im Jahresvergleich um 13 % auf 657,2 Millionen US-Dollar, da die Nachfrage nach Neuboote nachließ; der Umsatz in den ersten neun Monaten ging um 6 % auf 1,76 Milliarden US-Dollar zurück. Die Bruttomarge schrumpfte um 80 Basispunkte auf 30,4 %, was nur teilweise durch eine 5 %ige Senkung der SG&A-Kosten ausgeglichen wurde.
Eine Goodwill-Abschreibung in Höhe von 69,1 Millionen US-Dollar in der Produktfertigung führte zu einem Betriebsverlust von 41,5 Millionen US-Dollar und einem Nettoverlust von 52,1 Millionen US-Dollar (-2,42 verwässertes Ergebnis je Aktie) gegenüber einem Gewinn von 31,6 Millionen US-Dollar (1,37 Ergebnis je Aktie) im Vorjahr. Die Zinsaufwendungen blieben mit 16,9 Millionen US-Dollar hoch.
Barmittel und Zahlungsmitteläquivalente sanken auf 151,0 Millionen US-Dollar (-33 % seit Jahresbeginn) nach Rückkäufen in Höhe von 27,5 Millionen und Zahlungen für bedingte Gegenleistungen von 51,1 Millionen. Die Floor-Plan-Kredite stiegen um 4 % auf 735,2 Millionen, während die Lagerbestände mit 906,2 Millionen stabil blieben. Die Gesamtliquidität (Barmittel + revolvierende Kreditlinie von 100 Millionen) ist ausreichend, und der operative Cashflow wurde mit 11,4 Millionen positiv, gegenüber -24,9 Millionen im Vorjahr.
Die Bilanzhebel bleiben moderat: Nettoverschuldung/EBITDA (letzte 12 Monate, ohne Abschreibung) liegt bei etwa 2,4×. Die Verbindlichkeiten aus bedingten Gegenleistungen wurden von 81,3 Millionen auf 4,5 Millionen reduziert, was zukünftige Liquiditätsabflüsse erleichtert. Das Unternehmen bleibt ein großer Händler für Sea Ray, Boston Whaler und Azimut, aber das Management weist auf makroökonomischen Druck (Zinsen, Zölle) auf die Nachfrage nach Luxusbooten hin.
Wichtige Kennzahlen
- Bruttogewinn Q3: 199,6 Mio. USD (-18%)
- SG&A Q3: 172,1 Mio. USD (-5%)
- Operativer Cashflow YTD: +11,4 Mio. USD
- Ausstehende Aktien: 21,46 Mio. (7 % im Jahresvergleich zurückgekauft)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM
For the quarterly period ended
Commission file number
(Exact name of registrant as specified in its Charter)
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(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices)
Registrant’s telephone number: (
Securities registered pursuant to Section 12(b) of the Act
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period of complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of July 23, 2025,
FORWARD LOOKING STATEMENTS
Statements contained in this Quarterly Report on Form 10-Q (this “Form 10-Q”) which are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, regarding McGrath RentCorp’s (the “Company’s”) expectations, strategies, prospects or targets are forward looking statements, including statements about our belief that we will continue to be able to negotiate general bank lines of credit and issue senior notes adequate to meet capital requirements not otherwise met by operational cash flows and proceeds from sales of rental equipment. These forward-looking statements also can be identified by the use of forward-looking terminology such as “anticipates”, “believes”, “continues”, “could”, “estimates”, “expects”, “intends”, “may”, “plan”, “predict”, “project”, or “will”, or the negative of these terms or other comparable terminology.
Management cautions that forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause our actual results to differ materially from those projected in such forward-looking statements. Further, our future business, financial condition and results of operations could differ materially from those anticipated by such forward-looking statements and are subject to risks and uncertainties as set forth under “Risk Factors” in this Form 10-Q. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements.
Forward-looking statements are made only as of the date of this Form 10-Q and are based on management’s reasonable assumptions, however these assumptions can be wrong or affected by known or unknown risks and uncertainties. No forward-looking statement can be guaranteed and subsequent facts or circumstances may contradict, obviate, undermine or otherwise fail to support or substantiate such statements. Readers should not place undue reliance on these forward-looking statements and are cautioned that any such forward-looking statements are not guarantees of future performance. Except as otherwise required by law, we are under no duty to update any of the forward-looking statements after the date of this Form 10-Q to conform such statements to actual results or to changes in our expectations.
2
Part I - Financial Information
Item 1. Financial Statements
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders
McGrath RentCorp
Results of review of interim financial statements
We have reviewed the accompanying condensed consolidated balance sheet of McGrath RentCorp (a California Corporation) and subsidiaries (the “Company”) and the related condensed consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows as of June 30, 2025 and for the three-month and six-month periods ended June 30, 2025 and 2024 and the related notes (collectively referred to as the “interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheet of the Company as of December 31, 2024, and the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for the year then ended (not presented herein); and in our report dated February 19, 2025, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2024, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.
Basis for review results
These interim financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our reviews in accordance with the standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
/s/ GRANT THORNTON LLP
San Francisco, California
July 24, 2025
3
MCGRATH RENTCORP
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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(in thousands, except per share amounts) |
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2025 |
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2024 |
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2025 |
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2024 |
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Revenues |
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Rental |
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Rental related services |
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Rental operations |
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Sales |
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Other |
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Total revenues |
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Costs and Expenses |
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Direct costs of rental operations: |
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Depreciation of rental equipment |
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Rental related services |
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Other |
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Total direct costs of rental operations |
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Costs of sales |
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Total costs of revenues |
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Gross profit |
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Expenses: |
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Selling and administrative expenses |
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Other income, net |
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Income from operations |
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Interest expense |
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Foreign currency exchange (gain) loss |
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WillScot Mobile Mini transaction costs (Note 1) |
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Income before provision for income taxes |
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Provision for income taxes |
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Net income |
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Earnings per share: |
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Basic |
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$ |
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Diluted |
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Shares used in per share calculation: |
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Basic |
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Diluted |
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Cash dividends declared per share |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
4
MCGRATH RENTCORP
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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(in thousands) |
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2025 |
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2024 |
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2025 |
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2024 |
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Net income |
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$ |
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$ |
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$ |
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Other comprehensive income: |
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Foreign currency translation adjustment, net of tax impact |
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Comprehensive income |
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$ |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
5
McGrath RentCorp
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
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June 30, |
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December 31, |
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(in thousands) |
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2025 |
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2024 |
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Assets |
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Cash |
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$ |
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$ |
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Accounts receivable, net of allowance for credit losses of $ |
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Rental equipment, at cost: |
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Relocatable modular buildings |
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Portable storage containers |
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Electronic test equipment |
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Less: accumulated depreciation |
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Rental equipment, net |
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Property, plant and equipment, net |
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Inventories |
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Prepaid expenses and other assets |
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Intangible assets, net |
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Goodwill |
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Total assets |
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$ |
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$ |
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Liabilities and Shareholders' Equity |
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Liabilities: |
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Notes payable |
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$ |
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$ |
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Accounts payable |
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Accrued liabilities |
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Deferred income |
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Deferred income taxes, net |
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Total liabilities |
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Shareholders’ equity: |
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Common stock, |
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Issued and outstanding - |
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Retained earnings |
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Total shareholders’ equity |
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Total liabilities and shareholders’ equity |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
6
McGrath RentCorp
CONDENSED Consolidated Statements OF SHAREHOLDERS’ EQUITY
(unaudited)
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Common Stock |
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Retained |
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Accumulated |
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Total |
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(in thousands, except per share amounts) |
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Shares |
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Amount |
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Earnings |
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Income (Loss) |
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Equity |
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Balance at December 31, 2024 |
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$ |
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$ |
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$ |
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Net income |
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— |
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Share-based compensation |
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— |
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Common stock issued under stock plans, net of shares |
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— |
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— |
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— |
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— |
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Taxes paid related to net share settlement of stock awards |
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— |
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( |
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— |
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— |
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Dividends accrued of $ |
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— |
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— |
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( |
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— |
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( |
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Other comprehensive income |
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— |
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— |
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— |
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Balance at March 31, 2025 |
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$ |
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$ |
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$ |
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$ |
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Net income |
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Share-based compensation |
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Common stock issued under stock plans, net of shares |
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— |
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— |
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— |
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— |
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Taxes paid related to net share settlement of stock awards |
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— |
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( |
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— |
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— |
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Dividends accrued of $ |
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— |
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— |
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( |
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— |
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( |
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Other comprehensive income |
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— |
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— |
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— |
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Balance at June 30, 2025 |
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$ |
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$ |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
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Common Stock |
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Retained |
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Accumulated |
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Total |
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(in thousands, except per share amounts) |
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Shares |
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Amount |
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Earnings |
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Income (Loss) |
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Equity |
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Balance at December 31, 2023 |
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$ |
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$ |
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( |
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Net income |
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— |
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— |
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— |
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Share-based compensation |
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— |
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Common stock issued under stock plans, net of shares |
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— |
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— |
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Taxes paid related to net share settlement of stock awards |
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— |
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( |
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— |
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— |
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( |
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Dividends accrued of $ |
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— |
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— |
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( |
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— |
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( |
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Other comprehensive income |
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— |
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— |
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— |
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Balance at March 31, 2024 |
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$ |
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$ |
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$ |
( |
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$ |
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Net income |
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— |
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Share-based compensation |
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Common stock issued under stock plans, net of shares |
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— |
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— |
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— |
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— |
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Dividends accrued of $ |
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— |
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— |
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( |
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— |
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( |
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Other comprehensive income |
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— |
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— |
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— |
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Balance at June 30, 2024 |
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$ |
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$ |
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$ |
( |
) |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
7
McGrath RentCorp
CONDENSED Consolidated Statements of Cash Flows
(unaudited)
|
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Six Months Ended June 30, |
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|||||
(in thousands) |
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2025 |
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2024 |
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||
Cash Flows from Operating Activities: |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by |
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Depreciation and amortization |
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Deferred income taxes |
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Provision for credit losses |
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Share-based compensation |
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|
||
Gain on sale of property, plant and equipment |
|
|
— |
|
|
|
( |
) |
Gain on sale of used rental equipment |
|
|
( |
) |
|
|
( |
) |
Foreign currency exchange (gain) loss |
|
|
( |
) |
|
|
|
|
Amortization of debt issuance costs |
|
|
|
|
|
|
||
Change in: |
|
|
|
|
|
|
||
Accounts receivable |
|
|
( |
) |
|
|
|
|
Inventories |
|
|
|
|
|
( |
) |
|
Prepaid expenses and other assets |
|
|
( |
) |
|
|
|
|
Accounts payable |
|
|
( |
) |
|
|
|
|
Accrued liabilities |
|
|
|
|
|
|
||
Deferred income |
|
|
|
|
|
|
||
Net cash provided by operating activities |
|
|
|
|
|
|
||
Cash Flows from Investing Activities: |
|
|
|
|
|
|
||
Purchases of rental equipment |
|
|
( |
) |
|
|
( |
) |
Purchases of property, plant and equipment |
|
|
( |
) |
|
|
( |
) |
Cash paid for acquisition of businesses |
|
|
( |
) |
|
|
— |
|
Proceeds from sales of used rental equipment |
|
|
|
|
|
|
||
Proceeds from sales of property, plant and equipment |
|
|
— |
|
|
|
|
|
Net cash used in investing activities |
|
|
( |
) |
|
|
( |
) |
Cash Flows from Financing Activities: |
|
|
|
|
|
|
||
Net payments under bank lines of credit |
|
|
( |
) |
|
|
( |
) |
Borrowings under term note agreement |
|
|
— |
|
|
|
|
|
Taxes paid related to net share settlement of stock awards |
|
|
( |
) |
|
|
( |
) |
Payment of dividends |
|
|
( |
) |
|
|
( |
) |
Net cash (used in) provided by financing activities |
|
|
( |
) |
|
|
|
|
Net increase in cash |
|
|
|
|
|
|
||
Cash balance, beginning of period |
|
|
|
|
|
|
||
Cash balance, end of period |
|
$ |
|
|
$ |
|
||
Supplemental Disclosure of Cash Flow Information: |
|
|
|
|
|
|
||
Interest paid, during the period |
|
$ |
|
|
$ |
|
||
Net income taxes paid (refunded), during the period |
|
$ |
|
|
$ |
( |
) |
|
Dividends accrued during the period, not yet paid |
|
$ |
|
|
$ |
|
||
Rental equipment acquisitions, not yet paid |
|
$ |
|
|
$ |
|
||
Business acquisition payments withheld |
|
$ |
|
|
$ |
— |
|
|
|
|
|
|
|
|
|
||
The accompanying notes are an integral part of these condensed consolidated financial statements.
8
MCGRATH RENTCORP
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
June 30, 2025
NOTE 1. CONDENSED CONSOLIDATED FINANCIAL INFORMATION
The condensed consolidated financial statements for the six months ended June 30, 2025 and 2024 have not been audited, but in the opinion of management, all adjustments (consisting of normal recurring accruals, consolidating and eliminating entries) necessary for the fair presentation of the consolidated financial position, results of operations and cash flows of McGrath RentCorp (the “Company”) have been made. The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to those rules and regulations. The consolidated results for the three and six months ended June 30, 2025, should not be considered as necessarily indicative of the consolidated results for the entire fiscal year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s latest Annual Report on Form 10-K, filed with the SEC on February 19, 2025 for the year ended December 31, 2024 (the “2024 Annual Report”).
Mutual decision to terminate Merger Agreement with WillScot Mobile Mini Holdings Corp.
As previously disclosed, on January 28, 2024, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), with WillScot Mobile Mini Holdings Corp., a Delaware corporation ("WillScot Mobile Mini”), Brunello Merger Sub I, Inc., a California corporation and a direct wholly owned subsidiary of WillScot Mobile Mini, and Brunello Merger Sub II, LLC, a Delaware limited liability company and direct wholly owned subsidiary of WillScot Mobile Mini. On September 17, 2024, the Company and WillScot Mobile Mini mutually agreed to terminate the Merger Agreement, effective upon WillScot Mobile Mini's cash payment of $
Transaction costs attributed to the Merger Agreement are reported in the Company's Corporate segment. Expenses recognized as a result of the terminated merger totaled $
NOTE 2. NEW ACCOUNTING PRONOUNCEMENTS
In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes—Improvements to Income Tax Disclosures (Topic 740), which will require Companies to disclose annually the specific categories in income tax rate reconciliations, provide additional information for reconciling items which meet a quantitative threshold, and disaggregate domestic and foreign income or loss from continuing operations. Additionally, this ASU will also require the disclosure of income tax expense or benefit from continuing operations disaggregated by federal, state and foreign. This ASU is effective for fiscal years beginning after December 15, 2024, and applied on a prospective basis. The Company is in the process of evaluating the financial statement impact of this ASU.
In November 2024, the FASB issued Accounting Standards Update ("ASU") 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires incremental disclosures about specific expense categories, including but not limited to, employee compensation, depreciation, intangible asset amortization, selling expenses and purchases of inventory. This ASU is effective for fiscal years beginning after December 31, 2026, and interim reporting periods within annual reporting periods beginning after December 31, 2027. Early adoption is permitted and may be applied either prospectively or retrospectively. The Company is in the process of evaluating the financial statement impact of this ASU.
NOTE 3. BUSINESS COMBINATIONS
During the quarter ended June 30, 2025, the Company completed the acquisition of a regional provider of temporary and permanent modular space solutions for $
9
accounted for as a purchase of a “business” in accordance with criteria in Accounting Standards Codification ("ASC") 805, Business Combinations, using the purchase method of accounting. Incremental transaction costs totaled $
NOTE 4. REVENUE RECOGNITION
The Company’s accounting for revenues is governed by two accounting standards. The majority of the Company’s revenues are considered lease or lease related and are accounted for in accordance with Accounting Standards Codification 842, Leases (Topic 842). Revenues determined to be non-lease related are accounted for in accordance with ASC 606, Revenue from Contracts with Customers (Topic 606). The Company accounts for revenues when approval and commitment from both parties have been obtained, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. The Company typically recognizes non-lease related revenues at a point in time because the customer does not simultaneously consume the benefits of the Company’s promised goods and services, or performance obligations, and obtains control when delivery and installation are complete. For contracts that have multiple performance obligations, the transaction price is allocated to each performance obligation in the contract based on the Company’s best estimate of the standalone selling prices of each distinct performance obligation in the contract. The standalone selling price is typically determined based upon the expected cost plus an estimated margin of each performance obligation.
Revenue from contracts that satisfy the criteria for over-time recognition are recognized as work is performed by using the ratio of costs incurred to estimated total contract costs for each contract. The majority of revenue for these contracts is derived from long-term projects which typically span
The Company's uncompleted contracts with customers which meet the criteria for over-time revenue recognition have unsatisfied or partially satisfied performance obligations. As of June 30, 2025, approximately $
The Company generally rents and sells to customers on
Lease Revenues
Rental revenues from operating leases are recognized on a straight-line basis over the term of the lease for all operating segments. Rental billings for periods extending beyond period end are recorded as deferred income and are recognized in the period earned. Rental related services revenues are primarily associated with relocatable modular buildings. For modular building leases, rental related services revenues for modifications, delivery, installation, dismantle and return delivery are lease related because the payments are considered minimum lease payments that are an integral part of the negotiated lease agreement with the customer. These revenues are recognized on a straight-line basis over the term of the lease. Certain leases are accounted for as finance leases. For these leases, sales revenue and the related accounts receivable are recognized upon delivery and installation of the equipment and the unearned interest is recognized over the lease term on a basis which results in a constant rate of return on the unrecovered lease investment. As of the six
10
months ended June 30, 2025, the Company’s future minimum lease payments to be received under non-cancelable finance leases were $
In the three and six months ended June 30, 2025, the Company’s lease revenues were $
Non-Lease Revenues
Non-lease revenues are recognized in the period when control of the performance obligation is transferred, in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those goods or services. For portable storage containers and electronic test equipment, rental related services revenues for delivery and return delivery are considered non-lease revenues.
Sales revenues are typically recognized at a point in time, which occurs upon the completion of delivery, installation and acceptance of the equipment by the customer. Sales contracts that satisfy the criteria for over-time recognition are recognized as work is performed by using the ratio of costs incurred to estimated total contract costs for each contract. Accounting for non-lease revenues requires judgment in determining the point in time the customer gains control of the equipment and the appropriate accounting period to recognize revenue.
Sales taxes charged to customers are reported on a net basis and are excluded from revenues and expenses.
11
The following table disaggregates the Company’s revenues by lease (within the scope of Topic 842) and non-lease revenues (within the scope of Topic 606) and the underlying service provided for the three and six months ended June 30, 2025 and 2024:
(in thousands) |
|
Mobile |
|
|
Portable Storage |
|
|
TRS- |
|
|
Enviroplex |
|
|
Consolidated |
|
|||||
Three Months Ended June 30, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Leasing |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
||||
Non-lease: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental related services |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total non-lease |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Leasing |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
||||
Non-lease: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental related services |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total non-lease |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Six Months Ended June 30, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Leasing |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
||||
Non-lease: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental related services |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total non-lease |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Leasing |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
||||
Non-lease: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental related services |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total non-lease |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Customer returns of rental equipment prior to the end of the rental contract term are typically billed a cancellation fee, which is recorded as rental revenue in the period billed. Sales of new relocatable modular buildings, portable storage containers and electronic test equipment not manufactured by the Company are typically covered by warranties provided by the manufacturer of the products sold. The Company typically provides limited
The Company’s incremental cost of obtaining lease contracts, which consists of salesperson commissions, are deferred and amortized over the initial lease term for modular and portable storage leases. Incremental costs for obtaining a contract for TRS-RenTelco are expensed in the period incurred because the lease term is typically less than 12 months.
12
Other Income, net
Other income, net consists of the net gain on sales of property, plant and equipment. These sales are generally recognized at a point in time, with contractually defined performance obligations that are typically transferred upon the closing date of the sale. These types of sales are infrequent in occurrence and reported on the condensed consolidated statements of income within the scope of ASC 610, Other Income. Proceeds to be received from the sale of property, plant and equipment are included in Accounts receivable on the Company's condensed consolidated balance sheets.
13
NOTE 5. EARNINGS PER SHARE
Basic earnings per share (“EPS”) is computed as net income divided by the weighted-average number of shares of common stock outstanding for the period. Diluted EPS is computed assuming conversion of all potentially dilutive securities including the dilutive effect of stock options, unvested restricted stock awards and other potentially dilutive securities.
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Weighted-average number of shares of common stock for |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Effect of potentially dilutive securities from equity-based |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average number of shares of common stock for |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
There were
The Company has in the past made purchases of shares of its common stock from time to time in over-the-counter market (NASDAQ) transactions, through privately negotiated, large block transactions and through a share repurchase plan, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). In September 2024, the Company's Board of Directors increased the capacity under the share repurchase program by authorizing the Company to repurchase up to
NOTE 6. INVENTORIES
Inventories consist of raw materials, supplies and work-in-process. Inventories are measured at the lower of actual cost or net realizable value for acquired units and estimated standard costs for manufactured units. The costs include expenditures incurred in acquiring the inventories, manufacturing, production costs, and other costs incurred in bringing them to their existing location and condition.
(dollar amounts in thousands) |
|
June 30, |
|
December 31, |
|
||
|
|
2025 |
|
2024 |
|
||
Raw materials |
|
$ |
|
$ |
|
||
Work-in-process |
|
|
|
|
|
||
Inventories |
|
$ |
|
$ |
|
||
|
|
|
|
|
|
||
14
NOTE 7. GOODWILL AND INTANGIBLE ASSETS
Intangible assets consist of the following:
(dollar amounts in thousands) |
|
Estimated |
|
Average remaining life in years |
|
Cost |
|
Accumulated amortization |
|
Net book value |
June 30, 2025 |
|
|
|
|
|
|
|
|
|
|
Customer relationships |
|
|
|
$ |
|
$( |
|
$ |
||
Non-compete agreements |
|
|
|
|
( |
|
||||
Trade name |
|
|
|
|
( |
|
||||
Total amortizing |
|
|
|
|
|
|
( |
|
||
Trade name - non-amortizing |
|
Indefinite |
|
|
|
|
— |
|
||
Total |
|
|
|
|
|
$ |
|
$( |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
December 31, 2024 |
|
|
|
|
|
|
|
|
|
|
Customer relationships |
|
|
|
$ |
|
$( |
|
$ |
||
Non-compete agreements |
|
|
|
|
( |
|
||||
Trade name |
|
|
|
|
( |
|
||||
Total amortizing |
|
|
|
|
|
|
( |
|
||
Trade name - non-amortizing |
|
Indefinite |
|
|
|
|
— |
|
||
Total |
|
|
|
|
|
$ |
|
$( |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
The Company assesses potential impairment of its goodwill and intangible assets when there is evidence that events or circumstances have occurred that would indicate the recovery of an asset’s carrying value is unlikely. The Company also assesses potential impairment of its goodwill and intangible assets with indefinite lives on an annual basis regardless of whether there is evidence of impairment. If indicators of impairment were to be present in intangible assets used in operations and future discounted cash flows were not expected to be sufficient to recover the asset’s carrying amount, an impairment loss would be charged to expense in the period identified. The amount of an impairment loss that would be recognized is the excess of the asset’s carrying value over its fair value. Factors the Company considers important, which may cause impairment include, among others, significant changes in the manner of use of the acquired asset, negative industry or economic trends, and significant underperformance relative to historical or projected operating results. The Company last conducted a qualitative analysis of its goodwill and intangible assets in the fourth quarter 2024, with
Intangible assets with finite useful lives are amortized over their respective useful lives. Amortization expense in the six months ended June 30, 2025 and 2024, was $
15
NOTE 8. SEGMENT REPORTING
FASB guidelines establish annual and interim reporting standards for an enterprise’s operating segments and related disclosures about its products, services, geographic areas and major customers. In accordance with these guidelines, the Company’s
The CODM is the primary individual in control of resource allocation, and the allocation determinations are made in consultation with the Company’s senior management team, of which the CODM is a member. The most significant allocation determinations made by the CODM pertain to purchases of rental equipment and employee headcount. These determinations are generally made as part of the annual budgeting process, with regular reviews occurring throughout the year that can result in allocation changes depending upon performance against budget. On a monthly basis, the CODM considers period end and average rental equipment utilization and budget-to-actual variances to gross profit, income from operations and income before provision for income taxes when making decisions about allocating capital and employee resources to the segments. Excluding interest expense, allocations of revenue and expense not directly associated with one of these segments are generally allocated to Mobile Modular, Portable Storage and TRS-RenTelco, based on their pro-rata share of direct revenues. Interest expense is allocated amongst Mobile Modular, Portable Storage and TRS-RenTelco based on their pro-rata share of average rental equipment at cost, goodwill, intangible assets, accounts receivable, deferred income and customer security deposits. The Company does not report total assets by business segment.
Summarized financial information for the six months ended June 30, 2025 and 2024, for the Company’s reportable segments is shown in the following tables:
16
(dollar amounts in thousands) |
|
Mobile |
|
|
Portable Storage |
|
|
TRS- |
|
|
Enviroplex1 |
|
|
Consolidated |
|
|||||
Six Months Ended June 30, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
||||
Rental related services revenues |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Costs of Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation of rental equipment |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Rental related services |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Costs of sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total costs of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Significant Segment Expenses 3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Wages and benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Marketing and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Allocated corporate services 4 |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Other segment items 5 |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income from operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense (income) allocation |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Foreign currency exchange gain |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Income before provision for income taxes |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Reconciliation of Segment Profit (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total segment gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
Segment operating expenses, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense allocation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Foreign currency exchange gain |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Income before provision for income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental equipment acquisitions |
|
$ |
|
|
$ |
|
|
$ |
|
|
|
— |
|
|
$ |
|
||||
Accounts receivable, net (period end) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Rental equipment, at cost (period end) |
|
$ |
|
|
$ |
|
|
$ |
|
|
— |
|
|
$ |
|
|||||
Rental equipment, net book value (period end) |
|
$ |
|
|
$ |
|
|
$ |
|
|
— |
|
|
$ |
|
|||||
Utilization (period end) 2 |
|
|
% |
|
|
% |
|
|
% |
|
|
|
|
|
|
|||||
Average utilization 2 |
|
|
% |
|
|
% |
|
|
% |
|
|
|
|
|
|
|||||
17
(dollar amounts in thousands) |
|
Mobile |
|
|
Portable Storage |
|
|
TRS- |
|
|
Enviroplex1 |
|
|
Consolidated |
|
|||||
Six Months Ended June 30, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
||||
Rental related services revenues |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Costs of Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation of rental equipment |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Rental related services |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Costs of sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total costs of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Significant Segment Expenses 3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Wages and benefits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Marketing and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Allocated corporate services 4 |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Other segment items 5 |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Total expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other income, net |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Income from operations |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Interest expense (income) allocation |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Foreign currency exchange loss |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Income before provision for income taxes |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Reconciliation of Segment Profit (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total segment gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
Segment operating expenses, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other income, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Interest expense allocation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Foreign currency exchange loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
WillScot Mobile Mini transaction costs 6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income before provision for income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental equipment acquisitions |
|
$ |
|
|
$ |
|
|
$ |
|
|
|
— |
|
|
$ |
|
||||
Accounts receivable, net (period end) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Rental equipment, at cost (period end) |
|
$ |
|
|
$ |
|
|
$ |
|
|
— |
|
|
$ |
|
|||||
Rental equipment, net book value (period end) |
|
$ |
|
|
$ |
|
|
$ |
|
|
— |
|
|
$ |
|
|||||
Utilization (period end) 2 |
|
|
% |
|
|
% |
|
|
% |
|
|
|
|
|
|
|||||
Average utilization 2 |
|
|
% |
|
|
% |
|
|
% |
|
|
|
|
|
|
|||||
18
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
This Form 10-Q, including the following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”), contains forward-looking statements under federal securities laws. Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties. Our actual results could differ materially from those indicated by forward-looking statements as a result of various factors. These factors include, but are not limited to, those set forth under this Item, those discussed in Part II—Item 1a, “Risk Factors” and elsewhere in this Form 10-Q and those that may be identified from time to time in our reports and registration statements filed with the SEC.
This discussion should be read in conjunction with the Condensed Consolidated Financial Statements and related Notes included in Part I—Item 1 of this Form 10-Q and the Consolidated Financial Statements and related Notes and the Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 19, 2025 (the “2024 Annual Report”). In preparing the following MD&A, we presume that readers have access to and have read the MD&A in our 2024 Annual Report, pursuant to Instruction 2 to paragraph (b) of Item 303 of Regulation S-K. We undertake no duty to update any of these forward-looking statements after the date of filing of this Form 10-Q to conform such forward-looking statements to actual results or revised expectations, except as otherwise required by law.
General
The Company, incorporated in 1979, is a leading rental provider of relocatable modular buildings for classroom and office space and electronic test equipment for general purpose and communications needs. The Company’s primary emphasis is on equipment rentals. The Company is comprised of four reportable business segments: (1) its modular building segment (“Mobile Modular”); (2) its portable storage container segment (“Portable Storage”); (3) its electronic test equipment segment (“TRS-RenTelco”); and (4) its classroom manufacturing business selling modular buildings used primarily as classrooms in California (“Enviroplex”).
In the six months ended June 30, 2025, Mobile Modular, Portable Storage, TRS-RenTelco and Enviroplex contributed 63%, 14%, 16% and 7% of the Company’s income before provision for taxes (the equivalent of “pretax income”), respectively, compared to 62%, 24%, 12% and 2% for the same period in 2024.
The Company generates its revenues primarily from the rental of its equipment on operating leases and from sales of equipment occurring in the normal course of business. The Company requires significant capital outlay to purchase its rental inventory and recovers its investment through rental and sales revenues. Rental revenues and certain other service revenues negotiated as part of lease agreements with customers and related costs are recognized on a straight-line basis over the terms of the leases. Sales revenues and related costs are recognized upon delivery and installation of the equipment to customers. Sales revenues are less predictable and can fluctuate from quarter to quarter and year to year depending on customer demands and requirements. Generally, rental revenues less cash operating costs recover the equipment’s capitalized cost in a short period of time relative to the equipment’s potential rental life and when sold, sale proceeds are usually above its net book value.
The Company’s modular revenues (consisting of revenues from Mobile Modular, Kitchens To Go and Enviroplex) are derived from rentals and sales to commercial and education customers. Modular revenues are affected by demand for classrooms, which in turn is affected by shifting and fluctuating school populations, the levels of state funding to public schools, the need for temporary classroom space during reconstruction of older schools and changes in policies regarding class size. As a result of any reduced funding, lower expenditures by these schools may result in certain planned programs to increase the number of classrooms, such as those that the Company provides, to be postponed or terminated. However, reduced expenditures may also result in schools reducing their long-term facility construction projects in favor of using the Company’s modular classroom solutions. At this time, the Company can provide no assurances as to whether public schools will either reduce or increase their demand for the Company's modular classrooms as a result of fluctuations in state funding of public schools. Looking forward, the Company believes that any interruption in the passage of facility bonds or contraction of class size reduction programs by public schools may have a material adverse effect on both rental and sales revenues of the Company. (For more information, see “Item 1. Business – Relocatable Modular Buildings – Classroom Rentals and Sales to Public Schools (K-12)” in the Company’s 2024 Annual Report and “Item 1a. Risk Factors – Significant reductions of, or delays in, funding to public schools have caused the demand and pricing for our modular classroom units to decline, which has in the past caused, and may cause in the future, a reduction in our revenues and profitability” in Part II – Other Information of this Form 10-Q.)
Revenues of Portable Storage consists of the rental and sale of steel containers and ground level offices to provide a temporary storage solution that is delivered to the customer’s location and addresses the need for secure temporary storage with immediate access to the unit. The portable storage container rental market in the U.S. has a large and diverse number of market segments including construction, retail, commercial and industrial, energy and petrochemical, manufacturing, education and healthcare.
19
Revenues of TRS-RenTelco are derived from the rental and sale of general purpose and communications test equipment to a broad range of companies, from Fortune 500 to middle and smaller market companies primarily in the aerospace, defense, communications, manufacturing and semiconductor industries. Electronic test equipment revenues are primarily affected by the business activity within these industries related to research and development, manufacturing, and communication infrastructure installation and maintenance.
The Company’s rental operations include rental and rental related service revenues which comprised approximately 74% and 75% of consolidated revenues in the six months ended June 30, 2025 and 2024, respectively. Of the total rental operations revenues for the six months ended June 30, 2025, Mobile Modular, Portable Storage and TRS-RenTelco comprised 70%, 13% and 17%, respectively, compared to 68%, 15% and 17%, respectively, in the same period of 2024. The Company’s direct costs of rental operations include depreciation of rental equipment, rental related service costs, impairment of rental equipment (if applicable), and other direct costs of rental operations (which include direct labor, supplies, repairs, insurance, property taxes, license fees, cost of sub-rentals and amortization of certain lease costs).
The Company’s Mobile Modular, Portable Storage and TRS-RenTelco business segments sell modular units, storage containers and electronic test equipment, respectively, which are either new or previously rented. In addition, Enviroplex sells new modular buildings used primarily as classrooms in California. For the six months ended June 30, 2025 and 2024, sales and other revenues of modular, container and electronic test equipment comprised approximately 26% and 25% of the Company’s consolidated revenues, respectively. Of the total sales and other revenues from operations for the six months ended June 30, 2025 and 2024, Mobile Modular and Enviroplex together comprised 82% and 81%, respectively, Portable Storage comprised 3% and 4%, respectively, and TRS-RenTelco comprised 15% in both periods. The Company’s cost of sales includes the carrying value of the equipment sold and the direct costs associated with the equipment sold, such as delivery, installation, modifications and related site work.
Selling and administrative expenses primarily include personnel and benefit costs, which include share-based compensation, depreciation and amortization, bad debt expense, advertising costs, and professional service fees. The Company believes that sharing of common facilities, financing, senior management, and operating and accounting systems by all of the Company’s operations results in an efficient use of overhead. Historically, the Company’s operating margins have been impacted favorably to the extent its costs and expenses are leveraged over a large installed customer base. However, there can be no assurances as to the Company’s ability to maintain a large installed customer base or ability to sustain its historical operating margins.
Recent Developments
Dividends
On June 4, 2025, the Company announced that the Board of Directors declared a quarterly cash dividend of $0.485 per common share for the quarter ended June 30, 2025, an increase of 2% over the prior year’s comparable quarter.
Business Outlook
Macroeconomic conditions, such as a volatile interest rate environment, ongoing inflation, the geopolitical landscape, and foreign exchange rate fluctuations, continue to impact the global economy. In addition, recent changes in legislation and regulations, including enacted and proposed tariffs and other trade policies, have introduced additional uncertainty in the global economy. In periods of perceived or actual unfavorable economic conditions, our customers or potential customers could delay or re-evaluate their decisions to initiate various projects which in turn could result in a delay or cessation of engagement or other business activities with us. These factors also make it difficult for us to forecast and plan future budgetary decisions or business activities accurately. Our operating results could be materially impacted by changes in the overall macroeconomic environment and other economic factors.
20
Results of Operations
Three Months Ended June 30, 2025 Compared to
Three Months Ended June 30, 2024
Overview
Consolidated revenues for the three months ended June 30, 2025, increased 11% to $235.6 million, from $212.6 million for the same period in 2024. Consolidated net income for the three months ended June 30, 2025, increased 74% to $36.0 million, from $20.6 million for the same period in 2024. Earnings per diluted share for the three months ended June 30, 2025, increased by $0.62 to $1.46, compared to $0.84 for the same period in 2024. The increase in net income and earnings per diluted share during the quarter was primarily attributed to an increase in gross profit on rental operations revenues at Mobile Modular and TRS-RenTelco, and an increase in gross profit on sales revenues at Enviroplex, lower interest expense incurred on outstanding debt obligations and $12.4 million in transaction costs incurred as a result of the terminated merger with WillScot Mobile Mini in 2024.
For the three months ended June 30, 2025, on a consolidated basis:
21
Mobile Modular
For the three months ended June 30, 2025, Mobile Modular’s total revenues increased $11.4 million, or 8%, to $156.0 million compared to the same period in 2024, primarily due to higher sales and rental operations revenues. The revenue increase, together with higher gross profit on rental and rental related services revenues, partly offset by $3.5 million higher selling and administrative expenses, resulted in a $2.2 million increase in pre-tax income to $30.0 million for the three months ended June 30, 2025, from $27.9 million for the same period in 2024.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
Mobile Modular – Three Months Ended 6/30/25 compared to Three Months Ended 6/30/24 (Unaudited)
(dollar amounts in thousands) |
|
Three Months Ended |
|
|
Increase (Decrease) |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
$ |
81,909 |
|
|
$ |
78,039 |
|
|
$ |
3,870 |
|
|
|
5 |
% |
Rental related services |
|
|
32,172 |
|
|
|
28,920 |
|
|
|
3,252 |
|
|
|
11 |
% |
Rental operations |
|
|
114,081 |
|
|
|
106,959 |
|
|
|
7,122 |
|
|
|
7 |
% |
Sales |
|
|
40,484 |
|
|
|
35,930 |
|
|
|
4,554 |
|
|
|
13 |
% |
Other |
|
|
1,423 |
|
|
|
1,657 |
|
|
|
(234 |
) |
|
|
(14 |
)% |
Total revenues |
|
|
155,988 |
|
|
|
144,546 |
|
|
|
11,442 |
|
|
|
8 |
% |
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation of rental equipment |
|
|
10,741 |
|
|
|
9,995 |
|
|
|
746 |
|
|
|
7 |
% |
Rental related services |
|
|
20,450 |
|
|
|
19,828 |
|
|
|
622 |
|
|
|
3 |
% |
Other |
|
|
23,990 |
|
|
|
21,265 |
|
|
|
2,725 |
|
|
|
13 |
% |
Total direct costs of rental operations |
|
|
55,181 |
|
|
|
51,088 |
|
|
|
4,093 |
|
|
|
8 |
% |
Costs of sales |
|
|
27,581 |
|
|
|
22,172 |
|
|
|
5,409 |
|
|
|
24 |
% |
Total costs of revenues |
|
|
82,762 |
|
|
|
73,260 |
|
|
|
9,502 |
|
|
|
13 |
% |
Gross Profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
|
47,178 |
|
|
|
46,779 |
|
|
|
399 |
|
|
|
1 |
% |
Rental related services |
|
|
11,722 |
|
|
|
9,092 |
|
|
|
2,630 |
|
|
|
29 |
% |
Rental operations |
|
|
58,900 |
|
|
|
55,871 |
|
|
|
3,029 |
|
|
|
5 |
% |
Sales |
|
|
12,903 |
|
|
|
13,758 |
|
|
|
(855 |
) |
|
|
(6 |
)% |
Other |
|
|
1,423 |
|
|
|
1,657 |
|
|
|
(234 |
) |
|
|
(14 |
)% |
Total gross profit |
|
|
73,226 |
|
|
|
71,286 |
|
|
|
1,940 |
|
|
|
3 |
% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling and administrative expenses 5 |
|
|
36,777 |
|
|
|
33,239 |
|
|
|
3,538 |
|
|
|
11 |
% |
Income from operations |
|
|
36,449 |
|
|
|
38,047 |
|
|
|
(1,598 |
) |
|
|
(4 |
)% |
Interest expense allocation |
|
|
6,407 |
|
|
|
10,172 |
|
|
|
(3,765 |
) |
|
|
(37 |
)% |
Pre-tax income |
|
$ |
30,042 |
|
|
$ |
27,875 |
|
|
$ |
2,167 |
|
|
|
8 |
% |
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA |
|
$ |
53,088 |
|
|
$ |
53,418 |
|
|
$ |
(330 |
) |
|
|
(1 |
)% |
Average rental equipment 1 |
|
$ |
1,300,787 |
|
|
$ |
1,203,415 |
|
|
$ |
97,372 |
|
|
|
8 |
% |
Average rental equipment on rent |
|
$ |
959,077 |
|
|
$ |
943,270 |
|
|
$ |
15,807 |
|
|
|
2 |
% |
Average monthly total yield 2 |
|
|
2.10 |
% |
|
|
2.16 |
% |
|
|
|
|
|
(3 |
)% |
|
Average utilization 3 |
|
|
73.7 |
% |
|
|
78.4 |
% |
|
|
|
|
|
(6 |
)% |
|
Average monthly rental rate 4 |
|
|
2.85 |
% |
|
|
2.76 |
% |
|
|
|
|
|
3 |
% |
|
Period end rental equipment 1 |
|
$ |
1,315,405 |
|
|
$ |
1,221,992 |
|
|
$ |
93,413 |
|
|
|
8 |
% |
Period end utilization 3 |
|
|
73.1 |
% |
|
|
78.1 |
% |
|
|
|
|
|
(6 |
)% |
|
22
nm = Not meaningful
Mobile Modular’s gross profit for the three months ended June 30, 2025, increased $1.9 million, or 3%, to $73.2 million. For the three months ended June 30, 2025, compared to the same period in 2024:
For the three months ended June 30, 2025, selling and administrative expenses increased $3.5 million, or 11%, to $36.8 million, primarily due to a $1.7 million increase in employees' salaries and benefit costs, $0.9 million higher allocated corporate expenses and $0.7 million higher marketing and administrative expenses.
23
Portable Storage
For the three months ended June 30, 2025, Portable Storage’s total revenues decreased $0.7 million, or 3%, to $23.3 million compared to the same period in 2024, primarily due to lower rental and rental related services revenues. Lower gross profit on rental and rental related services revenues, partly offset by lower allocated interest expense, resulted in a decrease in pre-tax income of $0.8 million, or 11%, to $6.6 million in 2025.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
Portable Storage – Three Months Ended 6/30/25 compared to Three Months Ended 6/30/24 (Unaudited)
(dollar amounts in thousands) |
|
Three Months Ended |
|
|
Increase (Decrease) |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
$ |
16,939 |
|
|
$ |
17,823 |
|
|
$ |
(884 |
) |
|
|
(5 |
)% |
Rental related services |
|
|
4,394 |
|
|
|
4,640 |
|
|
|
(246 |
) |
|
|
(5 |
)% |
Rental operations |
|
|
21,333 |
|
|
|
22,463 |
|
|
|
(1,130 |
) |
|
|
(5 |
)% |
Sales |
|
|
1,712 |
|
|
|
1,266 |
|
|
|
446 |
|
|
|
35 |
% |
Other |
|
|
301 |
|
|
|
293 |
|
|
|
8 |
|
|
|
3 |
% |
Total revenues |
|
|
23,346 |
|
|
|
24,022 |
|
|
|
(676 |
) |
|
|
(3 |
)% |
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation of rental equipment |
|
|
1,038 |
|
|
|
1,001 |
|
|
|
37 |
|
|
|
4 |
% |
Rental related services |
|
|
4,304 |
|
|
|
4,476 |
|
|
|
(172 |
) |
|
|
(4 |
)% |
Other |
|
|
1,918 |
|
|
|
1,527 |
|
|
|
391 |
|
|
|
26 |
% |
Total direct costs of rental operations |
|
|
7,260 |
|
|
|
7,004 |
|
|
|
256 |
|
|
|
4 |
% |
Costs of sales |
|
|
1,048 |
|
|
|
716 |
|
|
|
332 |
|
|
|
46 |
% |
Total costs of revenues |
|
|
8,308 |
|
|
|
7,720 |
|
|
|
588 |
|
|
|
8 |
% |
Gross Profit (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
|
13,983 |
|
|
|
15,295 |
|
|
|
(1,312 |
) |
|
|
(9 |
)% |
Rental related services |
|
|
90 |
|
|
|
164 |
|
|
|
(74 |
) |
|
|
(45 |
)% |
Rental operations |
|
|
14,073 |
|
|
|
15,459 |
|
|
|
(1,386 |
) |
|
|
(9 |
)% |
Sales |
|
|
664 |
|
|
|
550 |
|
|
|
114 |
|
|
|
21 |
% |
Other |
|
|
301 |
|
|
|
293 |
|
|
|
8 |
|
|
|
3 |
% |
Total gross profit |
|
|
15,038 |
|
|
|
16,302 |
|
|
|
(1,264 |
) |
|
|
(8 |
)% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling and administrative expenses 5 |
|
|
7,547 |
|
|
|
7,465 |
|
|
|
82 |
|
|
|
1 |
% |
Income from operations |
|
|
7,491 |
|
|
|
8,837 |
|
|
|
(1,346 |
) |
|
|
(15 |
)% |
Interest expense allocation |
|
|
882 |
|
|
|
1,447 |
|
|
|
(565 |
) |
|
|
(39 |
)% |
Pre-tax income |
|
$ |
6,609 |
|
|
$ |
7,390 |
|
|
$ |
(781 |
) |
|
|
(11 |
)% |
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA |
|
$ |
9,834 |
|
|
$ |
11,015 |
|
|
$ |
(1,181 |
) |
|
|
(11 |
)% |
Average rental equipment 1 |
|
$ |
233,742 |
|
|
$ |
226,754 |
|
|
$ |
6,988 |
|
|
|
3 |
% |
Average rental equipment on rent |
|
$ |
142,896 |
|
|
$ |
149,906 |
|
|
$ |
(7,010 |
) |
|
|
(5 |
)% |
Average monthly total yield 2 |
|
|
2.42 |
% |
|
|
2.62 |
% |
|
|
|
|
|
(8 |
)% |
|
Average utilization 3 |
|
|
61.1 |
% |
|
|
66.1 |
% |
|
|
|
|
|
(8 |
)% |
|
Average monthly rental rate 4 |
|
|
3.95 |
% |
|
|
3.96 |
% |
|
|
|
|
nm |
|
||
Period end rental equipment 1 |
|
$ |
233,850 |
|
|
$ |
228,368 |
|
|
$ |
5,482 |
|
|
|
2 |
% |
Period end utilization 3 |
|
|
61.8 |
% |
|
|
64.5 |
% |
|
|
|
|
|
(4 |
)% |
|
24
nm = Not meaningful
Portable Storage’s gross profit for the three months ended June 30, 2025, decreased $1.3 million, or 8%, to $15.0 million. For the three months ended June 30, 2025, compared to the same period in 2024:
For the three months ended June 30, 2025, Portable Storage’s selling and administrative expenses increased $0.1 million, or 1%, to $7.5 million.
25
TRS-RenTelco
For the three months ended June 30, 2025, TRS-RenTelco’s total revenues increased $3.7 million, or 11%, to $36.4 million, compared to the same period in 2024, primarily due to higher sales and rental revenues. Higher gross profit on rental and sales revenues, coupled with higher selling and administrative expenses and a decrease in allocated interest expense, resulted in an 86% increase in pre-tax income to $8.0 million for the three months ended June 30, 2025, from $4.3 million for the same period in 2024.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
TRS-RenTelco – Three Months Ended 6/30/25 compared to Three Months Ended 6/30/24 (Unaudited)
(dollar amounts in thousands) |
|
Three Months Ended |
|
|
Increase (Decrease) |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
$ |
27,137 |
|
|
$ |
25,314 |
|
|
$ |
1,823 |
|
|
|
7 |
% |
Rental related services |
|
|
917 |
|
|
|
798 |
|
|
|
119 |
|
|
|
15 |
% |
Rental operations |
|
|
28,054 |
|
|
|
26,112 |
|
|
|
1,942 |
|
|
|
7 |
% |
Sales |
|
|
7,713 |
|
|
|
5,845 |
|
|
|
1,868 |
|
|
|
32 |
% |
Other |
|
|
649 |
|
|
|
713 |
|
|
|
(64 |
) |
|
|
(9 |
)% |
Total revenues |
|
|
36,416 |
|
|
|
32,670 |
|
|
|
3,746 |
|
|
|
11 |
% |
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation of rental equipment |
|
|
9,647 |
|
|
|
11,169 |
|
|
|
(1,522 |
) |
|
|
(14 |
)% |
Rental related services |
|
|
723 |
|
|
|
686 |
|
|
|
37 |
|
|
|
5 |
% |
Other |
|
|
5,611 |
|
|
|
5,128 |
|
|
|
483 |
|
|
|
9 |
% |
Total direct costs of rental operations |
|
|
15,981 |
|
|
|
16,983 |
|
|
|
(1,002 |
) |
|
|
(6 |
)% |
Costs of sales |
|
|
4,072 |
|
|
|
2,716 |
|
|
|
1,356 |
|
|
|
50 |
% |
Total costs of revenues |
|
|
20,053 |
|
|
|
19,699 |
|
|
|
354 |
|
|
|
2 |
% |
Gross Profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
|
11,879 |
|
|
|
9,017 |
|
|
|
2,862 |
|
|
|
32 |
% |
Rental related services |
|
|
194 |
|
|
|
112 |
|
|
|
82 |
|
|
|
73 |
% |
Rental operations |
|
|
12,073 |
|
|
|
9,129 |
|
|
|
2,944 |
|
|
|
32 |
% |
Sales |
|
|
3,641 |
|
|
|
3,129 |
|
|
|
512 |
|
|
|
16 |
% |
Other |
|
|
649 |
|
|
|
713 |
|
|
|
(64 |
) |
|
|
(9 |
)% |
Total gross profit |
|
|
16,363 |
|
|
|
12,971 |
|
|
|
3,392 |
|
|
|
26 |
% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling and administrative expenses 5 |
|
|
7,320 |
|
|
|
6,585 |
|
|
|
735 |
|
|
|
11 |
% |
Income from operations |
|
|
9,043 |
|
|
|
6,386 |
|
|
|
2,657 |
|
|
|
42 |
% |
Interest expense allocation |
|
|
1,133 |
|
|
|
2,059 |
|
|
|
(926 |
) |
|
|
(45 |
)% |
Foreign currency exchange (gain) loss |
|
|
(81 |
) |
|
|
31 |
|
|
|
(112 |
) |
|
nm |
|
|
Pre-tax income |
|
$ |
7,991 |
|
|
$ |
4,296 |
|
|
$ |
3,695 |
|
|
|
86 |
% |
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA |
|
$ |
19,314 |
|
|
$ |
18,001 |
|
|
$ |
1,313 |
|
|
|
7 |
% |
Average rental equipment 1 |
|
$ |
330,532 |
|
|
$ |
367,322 |
|
|
$ |
(36,790 |
) |
|
|
(10 |
)% |
Average rental equipment on rent |
|
$ |
214,318 |
|
|
$ |
207,342 |
|
|
$ |
6,976 |
|
|
|
3 |
% |
Average monthly total yield 2 |
|
|
2.74 |
% |
|
|
2.28 |
% |
|
|
|
|
|
20 |
% |
|
Average utilization 3 |
|
|
64.8 |
% |
|
|
56.5 |
% |
|
|
|
|
|
15 |
% |
|
Average monthly rental rate 4 |
|
|
4.22 |
% |
|
|
4.07 |
% |
|
|
|
|
|
4 |
% |
|
Period end rental equipment 1 |
|
$ |
330,535 |
|
|
$ |
366,642 |
|
|
$ |
(36,107 |
) |
|
|
(10 |
)% |
Period end utilization 3 |
|
|
64.8 |
% |
|
|
55.8 |
% |
|
|
|
|
|
16 |
% |
|
26
nm = Not meaningful
TRS-RenTelco’s gross profit for the three months ended June 30, 2025 increased $3.4 million, or 26%, to $16.4 million. For the three months ended June 30, 2025 compared to the same period in 2024:
For the three months ended June 30, 2025, selling and administrative expenses increased $0.7 million, or 11%, to $7.3 million. The increase was primarily attributed to $0.4 million higher employees' salaries and benefit costs when compared to 2024.
27
Six Months Ended June 30, 2025 Compared to
Six Months Ended June 30, 2024
Overview
Consolidated revenues for the six months ended June 30, 2025, increased 8% to $431.0 million, from $400.4 million for the same period in 2024. Consolidated net income for the six months ended June 30, 2025, increased 48% to $64.2 million, from $43.5 million for the same period in 2024. Earnings per diluted share for the six months ended June 30, 2025, increased $0.84 to $2.61, compared to $1.77 for the same period in 2024. The increase in consolidated net income during the current period was primarily attributed to higher gross profit on rental operations and sales revenues and a $9.8 million reduction in interest expense incurred on outstanding debt obligations, partly offset by $5.0 million higher selling and administrative expenses. In 2024 the Company reported Other income, net of $9.3 million from the sale of a corporate property and incurred $21.7 million in transaction costs attributed to the terminated merger with WillScot Mobile Mini, which further contributed to the current period increases in net income and diluted earnings per share as compared to 2024.
For the six months ended June 30, 2025, on a consolidated basis:
28
Mobile Modular
For the six months ended June 30, 2025, Mobile Modular’s total revenues increased $15.8 million, or 6%, to $287.9 million compared to the same period in 2024, primarily due to higher rental operations and sales revenues. The revenue increase, together with higher gross profit on rental operations revenues and lower allocated interest expense, partly offset by lower gross profit on sales revenues, resulted in a $2.5 million increase in pre-tax income to $55.0 million for the six months ended June 30, 2025, from $52.5 million for the same period in 2024. Included within pre-tax income for the period ended June 30, 2024, was other income, net of $6.2 million which contributed to the period-over-period change. In 2024, other income, net was comprised of an allocated net gain on sale of a corporate property. Excluding other income, net, the total change in pre-tax income for 2025 was an increase of $8.7 million, or 19%.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
Mobile Modular – Six Months Ended 6/30/25 compared to Six Months Ended 6/30/24 (Unaudited)
(dollar amounts in thousands) |
|
Six Months Ended |
|
|
Increase (Decrease) |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
$ |
160,404 |
|
|
$ |
154,535 |
|
|
$ |
5,869 |
|
|
|
4 |
% |
Rental related services |
|
|
61,647 |
|
|
|
53,053 |
|
|
|
8,594 |
|
|
|
16 |
% |
Rental operations |
|
|
222,051 |
|
|
|
207,589 |
|
|
|
14,462 |
|
|
|
7 |
% |
Sales |
|
|
62,974 |
|
|
|
61,256 |
|
|
|
1,718 |
|
|
|
3 |
% |
Other |
|
|
2,881 |
|
|
|
3,287 |
|
|
|
(406 |
) |
|
|
(12 |
)% |
Total revenues |
|
|
287,906 |
|
|
|
272,131 |
|
|
|
15,775 |
|
|
|
6 |
% |
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation of rental equipment |
|
|
21,294 |
|
|
|
19,870 |
|
|
|
1,424 |
|
|
|
7 |
% |
Rental related services |
|
|
40,190 |
|
|
|
35,608 |
|
|
|
4,582 |
|
|
|
13 |
% |
Other |
|
|
44,802 |
|
|
|
43,938 |
|
|
|
864 |
|
|
|
2 |
% |
Total direct costs of rental operations |
|
|
106,286 |
|
|
|
99,416 |
|
|
|
6,870 |
|
|
|
7 |
% |
Costs of sales |
|
|
42,926 |
|
|
|
39,584 |
|
|
|
3,342 |
|
|
|
8 |
% |
Total costs of revenues |
|
|
149,212 |
|
|
|
139,000 |
|
|
|
10,212 |
|
|
|
7 |
% |
Gross Profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
|
94,308 |
|
|
|
90,727 |
|
|
|
3,581 |
|
|
|
4 |
% |
Rental related services |
|
|
21,457 |
|
|
|
17,445 |
|
|
|
4,012 |
|
|
|
23 |
% |
Rental operations |
|
|
115,765 |
|
|
|
108,172 |
|
|
|
7,593 |
|
|
|
7 |
% |
Sales |
|
|
20,048 |
|
|
|
21,672 |
|
|
|
(1,624 |
) |
|
|
(7 |
)% |
Other |
|
|
2,881 |
|
|
|
3,287 |
|
|
|
(406 |
) |
|
|
(12 |
)% |
Total gross profit |
|
|
138,694 |
|
|
|
133,131 |
|
|
|
5,563 |
|
|
|
4 |
% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling and administrative expenses 5 |
|
|
70,765 |
|
|
|
66,854 |
|
|
|
3,911 |
|
|
|
6 |
% |
Other income, net |
|
|
— |
|
|
|
(6,220 |
) |
|
|
6,220 |
|
|
nm |
|
|
Income from operations |
|
|
67,929 |
|
|
|
72,499 |
|
|
|
(4,570 |
) |
|
|
(6 |
)% |
Interest expense allocation |
|
|
12,914 |
|
|
|
19,971 |
|
|
|
(7,057 |
) |
|
|
(35 |
)% |
Pre-tax income |
|
$ |
55,015 |
|
|
$ |
52,528 |
|
|
$ |
2,487 |
|
|
|
5 |
% |
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA |
|
$ |
100,719 |
|
|
$ |
96,745 |
|
|
$ |
3,974 |
|
|
|
4 |
% |
Average rental equipment 1 |
|
$ |
1,292,797 |
|
|
$ |
1,188,828 |
|
|
$ |
103,969 |
|
|
|
9 |
% |
Average rental equipment on rent |
|
$ |
958,731 |
|
|
$ |
933,985 |
|
|
$ |
24,746 |
|
|
|
3 |
% |
Average monthly total yield 2 |
|
|
2.07 |
% |
|
|
2.17 |
% |
|
|
|
|
|
(5 |
)% |
|
Average utilization 3 |
|
|
74.2 |
% |
|
|
78.6 |
% |
|
|
|
|
|
(6 |
)% |
|
Average monthly rental rate 4 |
|
|
2.79 |
% |
|
|
2.76 |
% |
|
|
|
|
|
1 |
% |
|
Period end rental equipment 1 |
|
$ |
1,315,405 |
|
|
$ |
1,221,992 |
|
|
$ |
93,413 |
|
|
|
8 |
% |
Period end utilization 3 |
|
|
73.1 |
% |
|
|
78.1 |
% |
|
|
|
|
|
(6 |
)% |
|
29
nm = Not meaningful
Mobile Modular’s gross profit for the six months ended June 30, 2025, increased $5.6 million, or 4%, to $138.7 million. For the six months ended June 30, 2025, compared to the same period in 2024:
For the six months ended June 30, 2025, selling and administrative expenses increased $3.9 million, or 6%, to $70.8 million, primarily due to a $1.5 million increase in employees' salaries and benefit costs and $1.3 million higher allocated corporate expenses.
30
Portable Storage
For the six months ended June 30, 2025, Portable Storage’s total revenues decreased $4.2 million, or 9%, to $44.6 million compared to the same period in 2024, primarily due to lower rental operations revenues, partly offset by higher sales revenues. Lower gross profit on rental operations revenues, partly offset by $1.0 million lower allocated interest expense, resulted in a decrease in pre-tax income of $4.6 million, or 27%, to $12.0 million in 2025. Included within pre-tax income for the period ended June 30, 2024, was other income, net of $1.3 million which contributed to the period-over-period change. In 2024, other income, net was comprised of an allocated net gain on sale of a corporate property. Excluding other income, net, the total change in pre-tax income for 2025 was a decrease of $3.2 million, or 21%.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
Portable Storage – Six Months Ended 6/30/25 compared to Six Months Ended 6/30/24 (Unaudited)
(dollar amounts in thousands) |
|
Six Months Ended |
|
|
Increase (Decrease) |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
$ |
33,014 |
|
|
$ |
36,230 |
|
|
$ |
(3,216 |
) |
|
|
(9 |
)% |
Rental related services |
|
|
8,025 |
|
|
|
9,363 |
|
|
|
(1,338 |
) |
|
|
(14 |
)% |
Rental operations |
|
|
41,039 |
|
|
|
45,593 |
|
|
|
(4,554 |
) |
|
|
(10 |
)% |
Sales |
|
|
2,956 |
|
|
|
2,478 |
|
|
|
478 |
|
|
|
19 |
% |
Other |
|
|
617 |
|
|
|
711 |
|
|
|
(94 |
) |
|
|
(13 |
)% |
Total revenues |
|
|
44,612 |
|
|
|
48,782 |
|
|
|
(4,170 |
) |
|
|
(9 |
)% |
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation of rental equipment |
|
|
2,070 |
|
|
|
1,965 |
|
|
|
105 |
|
|
|
5 |
% |
Rental related services |
|
|
8,237 |
|
|
|
8,932 |
|
|
|
(695 |
) |
|
|
(8 |
)% |
Other |
|
|
3,445 |
|
|
|
2,995 |
|
|
|
450 |
|
|
|
15 |
% |
Total direct costs of rental operations |
|
|
13,752 |
|
|
|
13,892 |
|
|
|
(140 |
) |
|
|
(1 |
)% |
Costs of sales |
|
|
1,879 |
|
|
|
1,484 |
|
|
|
395 |
|
|
|
27 |
% |
Total costs of revenues |
|
|
15,631 |
|
|
|
15,377 |
|
|
|
254 |
|
|
|
2 |
% |
Gross Profit (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
|
27,499 |
|
|
|
31,270 |
|
|
|
(3,771 |
) |
|
|
(12 |
)% |
Rental related services |
|
|
(212 |
) |
|
|
431 |
|
|
|
(643 |
) |
|
|
(149 |
)% |
Rental operations |
|
|
27,287 |
|
|
|
31,701 |
|
|
|
(4,414 |
) |
|
|
(14 |
)% |
Sales |
|
|
1,077 |
|
|
|
993 |
|
|
|
84 |
|
|
|
8 |
% |
Other |
|
|
617 |
|
|
|
711 |
|
|
|
(94 |
) |
|
|
(13 |
)% |
Total gross profit |
|
|
28,981 |
|
|
|
33,405 |
|
|
|
(4,424 |
) |
|
|
(13 |
)% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling and administrative expenses 5 |
|
|
15,101 |
|
|
|
15,275 |
|
|
|
(174 |
) |
|
|
(1 |
)% |
Other income, net |
|
|
— |
|
|
|
(1,319 |
) |
|
|
1,319 |
|
|
nm |
|
|
Income from operations |
|
|
13,880 |
|
|
|
19,450 |
|
|
|
(5,570 |
) |
|
|
(29 |
)% |
Interest expense allocation |
|
|
1,852 |
|
|
|
2,867 |
|
|
|
(1,015 |
) |
|
|
(35 |
)% |
Pre-tax income |
|
$ |
12,028 |
|
|
$ |
16,583 |
|
|
$ |
(4,555 |
) |
|
|
(27 |
)% |
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA |
|
$ |
18,421 |
|
|
$ |
22,538 |
|
|
$ |
(4,117 |
) |
|
|
(18 |
)% |
Average rental equipment 1 |
|
$ |
233,501 |
|
|
$ |
225,025 |
|
|
$ |
8,476 |
|
|
|
4 |
% |
Average rental equipment on rent |
|
$ |
141,528 |
|
|
$ |
152,609 |
|
|
$ |
(11,081 |
) |
|
|
(7 |
)% |
Average monthly total yield 2 |
|
|
2.36 |
% |
|
|
2.68 |
% |
|
|
|
|
|
(12 |
)% |
|
Average utilization 3 |
|
|
60.6 |
% |
|
|
67.8 |
% |
|
|
|
|
|
(11 |
)% |
|
Average monthly rental rate 4 |
|
|
3.89 |
% |
|
|
3.96 |
% |
|
|
|
|
|
(2 |
)% |
|
Period end rental equipment 1 |
|
$ |
233,850 |
|
|
$ |
228,368 |
|
|
$ |
5,482 |
|
|
|
2 |
% |
Period end utilization 3 |
|
|
61.8 |
% |
|
|
64.5 |
% |
|
|
|
|
|
(4 |
)% |
|
nm = Not meaningful
31
Portable Storage’s gross profit for the six months ended June 30, 2025, decreased $4.4 million, or 13%, to $29.0 million. For the six months ended June 30, 2025, compared to the same period in 2024:
For the six months ended June 30, 2025, Portable Storage’s selling and administrative expenses decreased $0.2 million, or 1%, to $15.1 million.
32
TRS-RenTelco
For the six months ended June 30, 2025, TRS-RenTelco’s total revenues increased $5.0 million to $71.4 million, compared to the same period in 2024, primarily due to higher sales and rental revenues. Higher gross profit on rental revenues and $1.7 million lower allocated interest expense resulted in a 35% increase in pre-tax income to $14.2 million for the six months ended June 30, 2025, from $10.5 million for the same period in 2024. Included within pre-tax income for the period ended June 30, 2024, was other income, net of $1.7 million which contributed to the period-over-period change. In 2024, other income, net was comprised of an allocated net gain on sale of a corporate property. Excluding other income, net, the total change in pre-tax income for 2025 was an increase of $5.4 million, or 62%.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
TRS-RenTelco – Six Months Ended 6/30/25 compared to Six Months Ended 6/30/24 (Unaudited)
(dollar amounts in thousands) |
|
Six Months Ended |
|
|
Increase (Decrease) |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
$ |
52,680 |
|
|
$ |
50,743 |
|
|
$ |
1,937 |
|
|
|
4 |
% |
Rental related services |
|
|
1,727 |
|
|
|
1,522 |
|
|
|
205 |
|
|
|
13 |
% |
Rental operations |
|
|
54,407 |
|
|
|
52,265 |
|
|
|
2,142 |
|
|
|
4 |
% |
Sales |
|
|
15,692 |
|
|
|
12,657 |
|
|
|
3,035 |
|
|
|
24 |
% |
Other |
|
|
1,336 |
|
|
|
1,511 |
|
|
|
(175 |
) |
|
|
(12 |
)% |
Total revenues |
|
|
71,435 |
|
|
|
66,433 |
|
|
|
5,002 |
|
|
|
8 |
% |
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation of rental equipment |
|
|
19,567 |
|
|
|
22,696 |
|
|
|
(3,129 |
) |
|
|
(14 |
)% |
Rental related services |
|
|
1,363 |
|
|
|
1,236 |
|
|
|
127 |
|
|
|
10 |
% |
Other |
|
|
10,924 |
|
|
|
9,997 |
|
|
|
927 |
|
|
|
9 |
% |
Total direct costs of rental operations |
|
|
31,854 |
|
|
|
33,929 |
|
|
|
(2,075 |
) |
|
|
(6 |
)% |
Costs of sales |
|
|
8,343 |
|
|
|
5,658 |
|
|
|
2,685 |
|
|
|
47 |
% |
Total costs of revenues |
|
|
40,197 |
|
|
|
39,587 |
|
|
|
610 |
|
|
|
2 |
% |
Gross Profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental |
|
|
22,189 |
|
|
|
18,050 |
|
|
|
4,139 |
|
|
|
23 |
% |
Rental related services |
|
|
364 |
|
|
|
286 |
|
|
|
78 |
|
|
|
27 |
% |
Rental operations |
|
|
22,553 |
|
|
|
18,336 |
|
|
|
4,217 |
|
|
|
23 |
% |
Sales |
|
|
7,349 |
|
|
|
6,999 |
|
|
|
350 |
|
|
|
5 |
% |
Other |
|
|
1,336 |
|
|
|
1,511 |
|
|
|
(175 |
) |
|
|
(12 |
)% |
Total gross profit |
|
|
31,238 |
|
|
|
26,846 |
|
|
|
4,392 |
|
|
|
16 |
% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling and administrative expenses 5 |
|
|
14,758 |
|
|
|
13,823 |
|
|
|
935 |
|
|
|
7 |
% |
Other income, net |
|
|
— |
|
|
|
(1,742 |
) |
|
|
1,742 |
|
|
nm |
|
|
Income from operations |
|
|
16,480 |
|
|
|
14,765 |
|
|
|
1,715 |
|
|
|
12 |
% |
Interest expense allocation |
|
|
2,410 |
|
|
|
4,121 |
|
|
|
(1,711 |
) |
|
|
(42 |
)% |
Foreign currency exchange (gain) loss |
|
|
(86 |
) |
|
|
163 |
|
|
|
(249 |
) |
|
nm |
|
|
Pre-tax income |
|
$ |
14,156 |
|
|
$ |
10,481 |
|
|
$ |
3,675 |
|
|
|
35 |
% |
Other Selected Information |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA |
|
$ |
37,248 |
|
|
$ |
36,481 |
|
|
$ |
767 |
|
|
|
2 |
% |
Average rental equipment 1 |
|
$ |
334,607 |
|
|
$ |
369,756 |
|
|
$ |
(35,149 |
) |
|
|
(10 |
)% |
Average rental equipment on rent |
|
$ |
210,718 |
|
|
$ |
208,570 |
|
|
$ |
2,148 |
|
|
|
1 |
% |
Average monthly total yield 2 |
|
|
2.62 |
% |
|
|
2.27 |
% |
|
|
|
|
|
15 |
% |
|
Average utilization 3 |
|
|
63.0 |
% |
|
|
56.4 |
% |
|
|
|
|
|
12 |
% |
|
Average monthly rental rate 4 |
|
|
4.17 |
% |
|
|
4.05 |
% |
|
|
|
|
|
3 |
% |
|
Period end rental equipment 1 |
|
$ |
330,535 |
|
|
$ |
366,642 |
|
|
$ |
(36,107 |
) |
|
|
(10 |
)% |
Period end utilization 3 |
|
|
64.8 |
% |
|
|
55.8 |
% |
|
|
|
|
|
16 |
% |
|
33
nm = Not meaningful
TRS-RenTelco’s gross profit for the six months ended June 30, 2025 increased $4.4 million, or 16%, to $31.2 million. For the six months ended June 30, 2025 compared to the same period in 2024:
For the six months ended June 30, 2025, selling and administrative expenses increased $0.9 million, or 7%, to $14.8 million. The increase was primarily attributed to $0.6 million higher employees' salaries and benefit costs when compared to 2024.
34
Adjusted EBITDA
To supplement the Company’s financial data presented on a basis consistent with accounting principles generally accepted in the United States of America (“GAAP”), the Company presents “Adjusted EBITDA”, which is defined by the Company as net income before interest expense, provision for income taxes, depreciation, amortization, non-cash impairment costs, share-based compensation, transaction costs, gains on property sales and non-operating transactions. The Company presents Adjusted EBITDA as a financial measure as management believes it provides useful information to investors regarding the Company’s liquidity and financial condition and because management, as well as the Company’s lenders, use this measure in evaluating the performance of the Company.
Management uses Adjusted EBITDA as a supplement to GAAP measures to further evaluate period-to-period operating performance, compliance with financial covenants in the Company’s revolving lines of credit and senior notes and the Company’s ability to meet future capital expenditure and working capital requirements. Management believes the exclusion of non-cash charges and non-recurring transactions, including share-based compensation, transaction costs and gains on property sales is useful in measuring the Company’s cash available for operations and performance of the Company. Because management finds Adjusted EBITDA useful, the Company believes its investors will also find Adjusted EBITDA useful in evaluating the Company’s performance.
Adjusted EBITDA should not be considered in isolation or as a substitute for net income, cash flows, or other consolidated income or cash flow data prepared in accordance with GAAP or as a measure of the Company’s profitability or liquidity. Adjusted EBITDA is not in accordance with or an alternative for GAAP and may be different from non−GAAP measures used by other companies. Unlike EBITDA, which may be used by other companies or investors, Adjusted EBITDA does not include share-based compensation charges, transaction costs, gains on property sales and non-operating transactions. The Company believes that Adjusted EBITDA is of limited use in that it does not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP and does not accurately reflect real cash flow. In addition, other companies may not use Adjusted EBITDA or may use other non-GAAP measures, limiting the usefulness of Adjusted EBITDA for purposes of comparison. The Company’s presentation of Adjusted EBITDA should not be construed as an inference that the Company will not incur expenses that are the same as or similar to the adjustments in this presentation. Therefore, Adjusted EBITDA should only be used to evaluate the Company’s results of operations in conjunction with the corresponding GAAP measures. The Company compensates for the limitations of Adjusted EBITDA by relying upon GAAP results to gain a complete picture of the Company’s performance. Because Adjusted EBITDA is a non-GAAP financial measure, as defined by the SEC, the Company includes in the tables below reconciliations of Adjusted EBITDA to the most directly comparable financial measures calculated and presented in accordance with GAAP.
Reconciliation of Net Income to Adjusted EBITDA
(dollar amounts in thousands) |
Three Months Ended |
|
|
Six Months Ended |
|
|
Twelve Months Ended |
|
|||||||||||||||
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||||
Net income |
$ |
35,973 |
|
|
$ |
20,618 |
|
|
$ |
64,182 |
|
|
$ |
43,466 |
|
|
$ |
252,448 |
|
|
$ |
115,848 |
|
Provision for income taxes |
|
13,484 |
|
|
|
8,359 |
|
|
|
22,689 |
|
|
|
15,406 |
|
|
|
89,202 |
|
|
|
42,234 |
|
Interest expense |
|
7,795 |
|
|
|
13,037 |
|
|
|
15,954 |
|
|
|
25,741 |
|
|
|
37,454 |
|
|
|
48,892 |
|
Depreciation and amortization |
|
26,339 |
|
|
|
26,944 |
|
|
|
52,739 |
|
|
|
54,131 |
|
|
|
106,063 |
|
|
|
108,548 |
|
EBITDA |
|
83,591 |
|
|
|
68,958 |
|
|
|
155,564 |
|
|
|
138,744 |
|
|
|
485,167 |
|
|
|
315,522 |
|
Share-based compensation |
|
2,779 |
|
|
|
2,347 |
|
|
|
5,322 |
|
|
|
4,556 |
|
|
|
10,268 |
|
|
|
9,449 |
|
Transaction costs 3 |
|
155 |
|
|
|
12,367 |
|
|
|
155 |
|
|
|
21,721 |
|
|
|
41,593 |
|
|
|
23,306 |
|
Other income, net 4 |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,281 |
) |
|
|
— |
|
|
|
(12,899 |
) |
Gain on merger termination from WillScot Mobile Mini 5 |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(180,000 |
) |
|
|
— |
|
Adjusted EBITDA 1 |
$ |
86,525 |
|
|
$ |
83,672 |
|
|
$ |
161,041 |
|
|
$ |
155,740 |
|
|
$ |
357,028 |
|
|
$ |
335,378 |
|
Adjusted EBITDA margin 2 |
|
37 |
% |
|
|
39 |
% |
|
|
37 |
% |
|
|
38 |
% |
|
|
38 |
% |
|
|
38 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
35
Reconciliation of Net Cash Provided by Operating Activities to Adjusted EBITDA
(dollar amounts in thousands) |
Three Months Ended |
|
|
Six Months Ended |
|
|
Twelve Months Ended |
|
|||||||||||||||
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||||
Net cash provided by operating activities |
$ |
55,812 |
|
|
$ |
79,209 |
|
|
$ |
109,694 |
|
|
$ |
138,629 |
|
|
$ |
345,440 |
|
|
$ |
158,903 |
|
Change in certain assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Accounts receivable, net |
|
24,919 |
|
|
|
5,429 |
|
|
|
14,459 |
|
|
|
(9,989 |
) |
|
|
16,422 |
|
|
|
25,438 |
|
Inventories, prepaid expenses and other assets |
|
11,427 |
|
|
|
(519 |
) |
|
|
3,263 |
|
|
|
6,971 |
|
|
|
2,193 |
|
|
|
15,005 |
|
Accounts payable and accrued liabilities |
|
(20,522 |
) |
|
|
(3,800 |
) |
|
|
10,266 |
|
|
|
6,160 |
|
|
|
(137,663 |
) |
|
|
2,942 |
|
Deferred income |
|
(8,050 |
) |
|
|
(11,928 |
) |
|
|
(15,124 |
) |
|
|
(23,196 |
) |
|
|
9,664 |
|
|
|
(28,000 |
) |
Amortization of debt issuance costs |
|
(22 |
) |
|
|
(2 |
) |
|
|
(45 |
) |
|
|
(4 |
) |
|
|
(107 |
) |
|
|
(8 |
) |
Foreign currency exchange (loss) gain |
|
81 |
|
|
|
(31 |
) |
|
|
86 |
|
|
|
(163 |
) |
|
|
34 |
|
|
|
(61 |
) |
Gain on sale of used rental equipment |
|
10,281 |
|
|
|
8,182 |
|
|
|
16,674 |
|
|
|
15,537 |
|
|
|
36,222 |
|
|
|
32,929 |
|
Income taxes paid, net of refunds received |
|
5,762 |
|
|
|
(5,078 |
) |
|
|
5,786 |
|
|
|
(4,599 |
) |
|
|
46,909 |
|
|
|
80,035 |
|
Interest paid |
|
6,837 |
|
|
|
12,210 |
|
|
|
15,982 |
|
|
|
26,394 |
|
|
|
37,912 |
|
|
|
48,195 |
|
Adjusted EBITDA 1 |
$ |
86,525 |
|
|
$ |
83,672 |
|
|
$ |
161,041 |
|
|
$ |
155,740 |
|
|
$ |
357,026 |
|
|
$ |
335,378 |
|
Adjusted EBITDA is a component of two restrictive financial covenants for the Company’s unsecured Credit Facility, the Note Purchase Agreement, Series D Senior Notes, Series E Senior Notes and Series F Senior Notes (as defined and more fully described under the heading “Liquidity and Capital Resources” in this MD&A). These instruments contain financial covenants requiring the Company to not:
At June 30, 2025, the Company was in compliance with each of the aforementioned covenants. There are no anticipated trends that the Company is aware of that would indicate non-compliance with these covenants, although, significant deterioration in our financial performance could impact the Company’s ability to comply with these covenants.
Liquidity and Capital Resources
The Company’s rental businesses are capital intensive and generate significant cash flows. Cash flows for the Company for the six months ended June 30, 2025 compared to the same period in 2024 are summarized as follows:
Cash Flows from Operating Activities: The Company’s operations provided net cash of $109.7 million in 2025, compared to $138.6 million in 2024. The $28.9 million decrease in net cash provided by operating activities was primarily attributable to a $31.6 million decrease in accounts payable as a result of the payment timing of rental equipment acquisitions and other trade accounts payable. In addition, accounts receivable increased $24.4 million due to higher customer billings compared to related cash payments in 2025. Finally, the Company's inventories provided $14.8 million in operating cash flows during 2025 due to a higher usage of purchased inventories during 2025.
Cash Flows from Investing Activities: Net cash used in investing activities was $61.6 million in 2025, down from $133.9 million in 2024. The $72.3 million decrease in net cash used was primarily due to $95.1 million lower rental equipment purchases when compared to the previous year, due to higher equipment acquisitions during 2024 to meet customer rental demand. This decrease in investing activities was partly offset by a $22.0 million increase in cash paid for the acquisition of businesses during 2025.
Cash Flows from Financing Activities: Net cash used in financing activities was $47.4 million in 2025, compared to $3.8 million of cash provided in 2024. The $51.2 million change was primarily attributable to the $75.0 million of borrowings under term note
36
agreements in 2024 and $26.0 million lower net payments under bank lines of credit in 2025. The $49.0 million lower net borrowings was primarily the result of lower rental equipment purchases during the period, compared to 2024.
Significant capital expenditures are required to maintain and grow the Company’s rental assets. During the last three years, the Company has financed its working capital and capital expenditure requirements through cash flow from operations, proceeds from the sale of rental equipment and from borrowings. Sales occur routinely as a normal part of the Company’s rental business. However, these sales can fluctuate from period to period depending on customer requirements and funding. Although the net proceeds received from sales may fluctuate from period to period, the Company believes its liquidity will not be adversely impacted from lower sales in any given year because it believes it has the ability to increase its bank borrowings and conserve its cash in the future by reducing the amount of cash it uses to purchase rental equipment, pay dividends, or repurchase the Company’s common stock.
Unsecured Revolving Lines of Credit
On July 15, 2022, the Company entered into an amended and restated credit agreement with Bank of America, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and lender, and other lenders named therein (the “Credit Facility”). The Credit Facility provides for a $650.0 million unsecured revolving credit facility (which may be further increased to $950.0 million, of which $75.0 million was utilized through the term loan entered on April 23, 2024, by adding one or more tranches of term loans and/or increasing the aggregate revolving commitments), which includes a $40.0 million sublimit for the issuance of standby letters of credit and a $20.0 million sublimit for swingline loans. The proceeds of the Credit Facility are available to be used for general corporate purposes, including permitted acquisitions. The Credit Facility permits the Company’s existing indebtedness to remain, which includes the Company’s $20.0 million Treasury Sweep Note due July 15, 2027 and the Company’s existing senior notes issued pursuant to the Note Purchase and Private Shelf Agreement with Prudential Investment Management, Inc., dated as of April 21, 2011 (as amended, the "Prior NPA") comprised of (i) the $40.0 million aggregate outstanding principal of notes issued March 17, 2021 and due March 17, 2028, and (ii) the $60.0 million aggregate outstanding principal of notes issued June 16, 2021 and due June 16, 2026. The Prior NPA was amended and restated, and superseded in its entirety, by the Note Purchase Agreement (as defined and more fully described under the heading "Liquidity and Capital Resources - Note Purchase and Private Shelf Agreement" in this MD&A). In addition, the Company may incur additional senior note indebtedness in an aggregate amount not to exceed $250.0 million. The Credit Facility matures on July 15, 2027 and replaced the Company’s prior $420.0 million credit facility dated March 31, 2020 with Bank of America, N.A., as agent, as amended. All obligations outstanding under the prior credit facility as of the date of the Credit Facility were refinanced by the Credit Facility on April 23, 2022.
On August 19, 2022, the Company entered into an amended and restated Credit Facility Letter Agreement and a Credit Line Note in favor of MUFG Union Bank, N.A., which provides for a $20.0 million line of credit facility related to its cash management services (“Sweep Service Facility”). The Sweep Service Facility matures on the earlier of July 15, 2027, or the date the Company ceases to utilize MUFG Union Bank, N.A. for its cash management services. The Sweep Service Facility replaced the Company’s prior $12.0 million sweep service facility, dated as of March 30, 2020.
On April 23, 2024, the Company entered into a first incremental facility amendment with Bank of America, N.A., as Administrative Agent and the first incremental lender (“BoA”) and the guarantors named therein (the “First Incremental Amendment”). The First Incremental Amendment amends the Second Amended and Restated Credit Agreement, dated as of July 15, 2022, as amended, by and among the Company, BoA, the other lenders named therein, and the guarantors named therein (the “Credit Agreement”) to institute an incremental term loan “A” facility in an aggregate principal amount of $75.0 million (the “Incremental Credit Facility”). The proceeds from the Incremental Credit Facility were used for general corporate purposes. Concurrently with entry into the First Incremental Amendment, the Company repaid revolving loans issued under the Credit Agreement in an aggregate amount equal to approximately $75.0 million.
At June 30, 2025, under the Credit Facility and Sweep Service Facility, the Company had unsecured lines of credit that permit it to borrow up to $650.0 million, of which $324.7 million was outstanding and had capacity to borrow up to an additional $325.3 million. The Credit Facility contains financial covenants requiring the Company to not (all defined terms used below not otherwise defined herein have the meaning assigned to such terms in the Credit Facility):
At June 30, 2025, the Company was in compliance with each of the aforementioned covenants. There are no anticipated trends that the Company is aware of that would indicate non-compliance with these covenants, although significant deterioration in our financial performance could impact the Company’s ability to comply with these covenants.
37
Note Purchase and Private Shelf Agreement
On June 8, 2023, the Company entered into a Second Amended and Restated Note Purchase and Private Shelf Agreement (the “Note Purchase Agreement”) with PGIM, Inc. (“PGIM”) and the holders of Series D and Series E Notes previously issued pursuant to the Prior NPA. The Note Purchase Agreement amended and restated, and superseded in its entirety, the Prior NPA. Pursuant to the Prior NPA, the Company issued (i) $40.0 million aggregate principal amount of its 2.57% Series D Senior Notes, due March 17, 2028, and (ii) $60.0 million aggregate principal amount of its 2.35% Series E Senior Notes, due June 16, 2026, to which the terms of the Note Purchase Agreement shall apply.
In addition, pursuant to the Note Purchase Agreement, the Company may authorize the issuance and sale of additional senior notes (the “Shelf Notes”) in the aggregate principal amount of (x) $300 million minus (y) the amount of other notes (such as the Series D Senior Notes, Series E Senior Notes and Series F Senior Notes, each defined below) then outstanding, to be dated the date of issuance thereof, to mature, in case of each Shelf Note so issued, no more than 15 years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than 15 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in accordance with the Note Purchase Agreement. Shelf Notes may be issued and sold from time to time at the discretion of the Company’s Board of Directors and in such amounts as the Board of Directors may determine, subject to prospective purchasers’ agreement to purchase the Shelf Notes. The Company will sell the Shelf Notes directly to such purchasers. The full net proceeds of each Shelf Note will be used in the manner described in the applicable Request for Purchase with respect to such Shelf Note.
6.25% Senior Notes Due in 2030
On September 27, 2023, the Company issued and sold to the purchasers $75.0 million aggregate principal amount of 6.25% Series F Notes (the “Series F Senior Notes”) pursuant to the terms of the Note Purchase Agreement.
The Series F Senior Notes are an unsecured obligation of the Company and bear interest at a rate of 6.25% per annum and mature on September 27, 2030. Interest on the Series F Senior Notes became payable semi-annually beginning on March 27, 2024 and continuing thereafter on September 27 and March 27 of each year until maturity. The principal balance is due when the notes mature on September 27, 2030. The full net proceeds from the Series F Senior Notes will primarily be used to fulfill the income tax obligations incurred from the divestiture of Adler Tanks. At June 30, 2025, the principal balance outstanding under the Series F Senior Notes was $75.0 million.
2.57% Senior Notes Due in 2028
On March 17, 2021, the Company issued and sold to the purchasers $40.0 million aggregate principal amount of 2.57% Series D Notes (the “Series D Senior Notes”) pursuant to the terms of the Prior NPA.
The Series D Senior Notes are an unsecured obligation of the Company and bear interest at a rate of 2.57% per annum and mature on March 17, 2028. Interest on the Series D Senior Notes is payable semi-annually beginning on September 17, 2021 and continuing thereafter on March 17 and September 17 of each year until maturity. The principal balance is due when the notes mature on March 17, 2028. The full net proceeds from the Series D Senior Notes were used to pay off the Company’s $40 million Series B Senior Notes. At June 30, 2025, the principal balance outstanding under the Series D Senior Notes was $40.0 million.
2.35% Senior Notes Due in 2026
On June 16, 2021, the Company issued and sold to the purchasers $60.0 million aggregate principal amount of 2.35% Series E Notes (the "Series E Notes") pursuant to the terms of the Prior NPA.
The Series E Senior Notes are an unsecured obligation of the Company and bear interest at a rate of 2.35% per annum and mature on June 16, 2026. Interest on the Series E Senior Notes is payable semi-annually beginning on December 16, 2021 and continuing thereafter on June 16 and December 16 of each year until maturity. The principal balance is due when the notes mature on June 16, 2026. The full net proceeds from the Series E Senior Notes were used to pay down the Company’s credit facility. At June 30, 2025, the principal balance outstanding under the Series E Senior Notes was $60.0 million.
Among other restrictions, the Note Purchase Agreement, which has superseded in its entirety the Prior NPA, under which the Series D Senior Notes, Series E Senior Notes and Series F Senior Notes were sold, contains financial covenants requiring the Company
38
to not (all defined terms used below not otherwise defined herein have the meaning assigned to such terms in the Note Purchase Agreement):
At June 30, 2025, the Company was in compliance with each of the aforementioned covenants. There are no anticipated trends that the Company is aware of that would indicate non-compliance with these covenants, although significant deterioration in our financial performance could impact the Company’s ability to comply with these covenants.
Although no assurance can be given, the Company believes it will continue to be able to negotiate general bank lines of credit and issue senior notes adequate to meet capital requirements not otherwise met by operational cash flows and proceeds from sales of rental equipment.
Contractual Obligations and Commitments
We believe that our contractual obligations and commitments have not changed materially from those included in our 2024 Annual Report.
Critical Accounting Estimates
There were no material changes in our judgments and assumptions associated with the development of our critical accounting estimates during the six month period ended June 30, 2025. Refer to our 2024 Annual Report for a discussion of our critical accounting policies and estimates.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There have been no material changes in the Company’s market risk exposures from those reported in our 2024 Annual Report.
Item 4. Controls and Procedures
The Company’s management, under the supervision and with the participation of the Company’s Chief Executive Officer (the “CEO”) and Chief Financial Officer (the “CFO”), the Company’s principal executive officer and principal financial officer, respectively, performed an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of June 30, 2025. Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective as of June 30, 2025. There were no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
39
Part II -Other Information
Item 1. Legal Proceedings
The Company is subject to various legal proceedings and claims arising in the ordinary course of business. The Company’s management does not expect that the outcome in the current proceedings, individually or collectively, will have a material adverse effect on the Company’s financial condition, operating results or cash flows.
Item 1a. Risk Factors
There have been no material changes from the risk factors associated with our business previously disclosed in the “Item 1A. Risk Factors” section of our 2024 Annual Report, except as set forth below. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may also adversely affect our business and the trading price of our common stock.
Changes in the U.S. trade environment, including uncertainty over global tariffs and the financial impact of tariffs, as well as economic uncertainty associated with geopolitics, may negatively affect our business, financial condition and results of operations.
The United States has enacted and proposed to enact significant new tariffs, as well as changes to existing tariffs. Additionally, various federal agencies have been directed to further evaluate key aspects of U.S. trade policy and there has been ongoing discussion regarding potential significant changes to U.S. trade policies, treaties, and tariffs, all of which has resulted and may continue to result in retaliatory tariffs enacted by trading partners in response to such actions. Trade restrictions and rising political tensions could reduce trade volume, investment and other economic activities between major international economies, resulting in a material adverse effect on global economic conditions and the stability of global financial markets. Any of these factors could negatively impact our customers and suppliers. These developments or a perception of these developments could cause our customers or potential customers to delay or re-evaluate their decisions to initiate various projects which in turn could result in a delay or cessation of engagement or other business activities with us. During challenging times, our customers may tighten their budgets or face constraints in gaining timely access to sufficient funding or other credit, which could result in an impairment of their ability to make timely payments to us. All these developments could negatively impact our business, financial condition and results of operations.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Common Stock Purchase
The Company has in the past made purchases of shares of its common stock from time to time in over-the-counter market (NASDAQ) transactions, through privately negotiated, large block transactions and through a share repurchase plan, in accordance with Rule 10b5-1 of the Exchange Act. In September 2024, the Company's Board of Directors increased the capacity under the share repurchase program by authorizing the Company to repurchase up to 2,000,000 shares of the Company's outstanding common stock (the "Repurchase Plan"), an increase from the 1,309,805 remaining shares authorized for repurchase under the Repurchase Plan established in August 2015. The amount and time of the specific repurchases are subject to prevailing market conditions, applicable legal requirements and other factors, including management’s discretion. All shares repurchased by the Company are canceled and returned to the status of authorized but unissued shares of common stock. There can be no assurance that any authorized shares will be repurchased, and the Repurchase Plan may be modified, extended or terminated by the Company’s Board of Directors at any time. As of June 30, 2025, 2,000,000 shares remained authorized for repurchase under the Repurchase Plan.
There were no shares repurchased during the three and six months ended June 30, 2025.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
None.
Item 5. Other Information
Securities Trading Plans of Directors and Executive Officers
40
During the three and six months ended June 30, 2025,
41
Item 6. Exhibits
15.1 |
Awareness Letter From Grant Thornton LLP. |
|
|
31.1 |
Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
31.2 |
Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
32.1 |
Certification of Chief Executive Officer pursuant to Title 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
32.2 |
Certification of Chief Financial Officer pursuant to Title 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
101 |
The following materials from McGrath RentCorp’s Quarterly report on Form 10-Q for the quarter ended June 30, 2025, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Condensed Consolidated Statement of Income, (ii) the Condensed Consolidated Balance Sheet, (iii) the Condensed Consolidated Statement of Cash Flows, and (iv) Notes to Condensed Consolidated Financial Statements. |
|
|
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: July 24, 2025 |
McGrath RentCorp |
|
|
|
|
|
By: |
/s/ Keith E. Pratt |
|
|
Keith E. Pratt |
|
|
Executive Vice President and Chief Financial Officer |
|
|
|
|
By: |
/s/ David M. Whitney |
|
|
David M. Whitney |
|
|
Senior Vice President and Chief Accounting Officer |
43
FAQ
How much did MarineMax (HZO) earn or lose in Q3 2025?
Why did MarineMax record a goodwill impairment?
How did revenue trend year over year?
What is MarineMax’s current cash position?
Did MarineMax repurchase shares during the period?
How large are MarineMax’s inventories?
