8-K

MCGRATH RENTCORP (MGRC)

8-K 2024-02-21 For: 2024-02-21
View Original
Added on April 04, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 21, 2024

McGRATH RENTCORP

(Exact name of Registrant as Specified in Its Charter)

California 000-13292 94-2579843
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
5700 Las Positas Road
Livermore, California 94551-7800
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (925) 606-9200
---

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock MGRC Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On February 21, 2024, McGrath RentCorp (the “Company”) announced via press release the Company’s results for its fourth quarter ended December 31, 2023. A copy of the Company’s press release is attached hereto as Exhibit 99.1. This Form 8-K and the attached exhibit are provided under Item 2.02 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission, and shall not be incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description
99.1 Press Release of McGrath RentCorp, dated February 21, 2024.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

McGRATH RENTCORP
Date: February 21, 2024 By: /s/ Keith E. Pratt
Keith E. Pratt<br>Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

img222354234_0.jpg

Contact

Keith E. Pratt

EVP & Chief Financial Officer

925-606-9200

PRESS RELEASE

FOR RELEASE February 21, 2024

McGrath Announces Results for Fourth Quarter 2023

and Announces 33rd Annual Dividend Increase

Livermore, CA - February 21, 2024 – McGrath RentCorp (“McGrath” or the “Company”) (Nasdaq: MGRC), a leading business-to-business rental company in North America, today announced total revenues from continuing operations for the quarter ended December 31, 2023 of $221.6 million, an increase of 21% compared to the fourth quarter of 2022. The Company reported net income from continuing operations of $32.0 million, or $1.30 per diluted share, for the fourth quarter of 2023, compared to net income from continuing operations of $35.0 million, or $1.43 per diluted share, for the fourth quarter of 2022.

Total revenues from continuing operations for the full year ended December 31, 2023 increased to $831.8 million from $635.7 million in 2022, with adjusted EBITDA increasing $70.8 million, or 28%, to $322.0 million. Net income from continuing operations for the year ended December 31, 2023 was $111.9 million, or $4.56 per diluted share, compared to $103.3 million, or $4.21 per diluted share, in 2022.

The Company also announced that the board of directors declared a cash dividend of $0.475 per share for the upcoming quarter ending March 31, 2024, a quarterly increase of $0.01, or 2%, over the prior year period. The cash dividend will be payable on April 30, 2024 to all shareholders of record on April 16, 2024. This marks 33 consecutive years the Company has increased its annual dividend.

Fourth QUARTER 2023 YEAR-OVER-YEAR Company HIGHLIGHTS (FROM CONTINUING OPERATIONS):

• Rental revenues increased 19% to $123.6 million.

• Total revenues increased 21% to $221.6 million.

• Adjusted EBITDA1 increased 12% to $87.9 million.

• Dividend rate of $0.465 per share for the fourth quarter 2023. On an annualized basis, this dividend represents a 1.4% yield on the February 20, 2024 close price of $128.65 per share.

Joe Hanna, President and CEO of McGrath, made the following comments:

“We were pleased with our fourth quarter results. Our 19% increase in companywide rental revenues was driven by strong modular and portable storage performance. Modular rental revenues grew 37%, with approximately two-thirds of the growth attributable to our Vesta Modular acquisition. Portable storage rental revenues grew 13%.

Our modular and portable storage businesses saw broad based rental strength across commercial and education customer bases. We maintained our focus on pricing optimization, rental fleet utilization, and value-added services for our customers. Our initiatives to grow modular sales also showed progress as sales revenues increased 21% compared to a year ago.

TRS-RenTelco experienced continued softness in semiconductor related demand, resulting in 11% lower rental revenues for the quarter, compared to a year ago. During the quarter we reduced new equipment capital spending and made progress with reducing the fleet size to better align with demand conditions.

I am very proud of everything we accomplished in 2023. Our full year revenue and profit growth reflects a diligent focus on execution. We pursued our strategic growth focus on the modular and portable storage businesses with significant organic investment in new fleet, while optimizing pricing and maintaining high fleet utilization. Our growth initiatives for Mobile

Modular Plus, Site Related Services and new modular equipment sales all showed significant progress. Vesta Modular was a strong contributor to our successful year, and we completed all our Vesta integration work on schedule by year end.

The recently announced transaction with WillScot Mobile Mini validates the strength of the McGrath business, the hard work and dedication of our team members and the valuable solutions we provide to our customers. We will maintain our independent focus on disciplined operational execution through the transaction close."

Division HIGHLIGHTS:

All comparisons presented below are for the quarter ended December 31, 2023 to the quarter ended December 31, 2022 unless otherwise indicated.

Mobile Modular

For the fourth quarter of 2023, the Company’s Mobile Modular division reported Adjusted EBITDA of $54.1 million, an increase of $11.6 million, or 27%, when compared to the same quarter in 2022.

• Rental revenues increased 37% to $75.9 million, depreciation expense increased 37% to $9.7 million, and other direct costs increased 29% to $18.3 million, which resulted in an increase in gross profit on rental revenues of 41% to $48.0 million.

• Rental related services revenues increased 50% to $30.7 million, primarily attributable to higher delivery and pick-up activities and higher site related services, with associated gross profit increasing 61% to $11.0 million.

• Sales revenues increased 21% to $42.3 million, primarily from higher new equipment sales. Gross margin on sales was 32% for both 2023 and 2022, resulting in a 20% increase in gross profit on sales revenues to $13.6 million.

• Selling and administrative expenses increased $12.9 million to $37.2 million. The increase was primarily attributed to $6.4 million higher salary and benefit costs, mostly related to the increased headcount from the Vesta Modular acquisition and $3.8 million higher allocated corporate expenses.

Portable storage

For the fourth quarter of 2023, the Company’s Portable Storage division reported Adjusted EBITDA of $12.8 million, an increase of $2.2 million, or 20%, when compared to the same quarter in 2022.

• Rental revenues increased 13% to $19.8 million, depreciation expense increased 30% to $0.9 million, and other direct costs decreased 6% to $1.7 million, which resulted in an increase in gross profit on rental revenues of 15% to $17.1 million.

• Rental related services revenues increased 17% to $5.2 million, primarily attributable to higher delivery and return delivery activities, with associated gross profit increasing $0.4 million to $0.5 million.

• Sales revenues increased $0.8 million to $1.7 million, primarily from higher used equipment sales. Gross margin on sales was 38% compared to 30% in 2022, resulting in a $0.4 million increase in gross profit on sales revenues to $0.6 million.

• Selling and administrative expenses increased $1.6 million to $8.3 million, primarily due to higher allocated corporate expenses.

TRS-RenTelco

For the fourth quarter of 2023, the Company’s TRS-RenTelco division reported Adjusted EBITDA of $20.7 million, a decrease of 18%, when compared to the same quarter in 2022.

• Rental revenues decreased 11% to $27.9 million, depreciation expense decreased 6%, and other direct costs decreased 18%, resulting in a 13% decrease in gross profit on rental revenues to $11.3 million. The rental revenue decrease was primarily due to weakness in the semiconductor related end markets, resulting in lower average rental equipment on rent compared to the prior year.

• Sales revenues decreased 34% to $5.8 million and gross profit on sales revenues decreased 41% to $3.2 million.

• Selling and administrative expenses increased 1%, to $7.4 million, when compared to the prior year.

ABOUT MCGRATH:

McGrath RentCorp (Nasdaq: MGRC) is a leading business-to-business rental company in North America with a strong record of profitable business growth. Founded in 1979, McGrath’s operations are centered on modular solutions through its Mobile Modular and Mobile Modular Portable Storage businesses. In addition, its TRS-RenTelco business offers electronic test equipment rental solutions. The Company’s rental product offerings and services are part of the circular supply economy, helping customers work more efficiently, and sustainably manage their environmental footprint. With over 40 years of experience, McGrath’s success is driven by a focus on exceptional customer experiences. This focus has underpinned the Company’s long-term financial success and supported over 30 consecutive years of annual dividend increases to shareholders, a rare distinction among publicly listed companies.

McGrath is headquartered in Livermore, California. Additional information about McGrath and its businesses is available at mgrc.com and investors.mgrc.com.

You should read this press release in conjunction with the financial statements and notes thereto included in the Company’s latest Forms 10-K, 10-Q and other SEC filings. You can visit the Company’s web site at www.mgrc.com to access information on McGrath RentCorp, including the latest Forms 10-K, 10-Q and other SEC filings.

Conference Call Note:

As previously announced in its press release of February 1, 2024, McGrath RentCorp will host a conference call at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time) on February 21, 2024 to discuss the fourth quarter 2024 results. To participate in the teleconference, dial 1-800-245-3047 (in the U.S.), or 1-203-518-9765 (outside the U.S.), or to listen only, access the simultaneous webcast at the investor relations section of the Company’s website at https://investors.mgrc.com/. A replay will be available for 7 days following the call by dialing 1-800-839-8320 (in the U.S.), or 1-402-220-6072 (outside the U.S.). In addition, a live audio webcast and replay of the call may be found in the investor relations section of the Company’s website at https://investors.mgrc.com/events-and-presentations.

MCGRATH RENTCORP

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

Three Months Ended December 31, Twelve Months Ended December 31,
(in thousands, except per share amounts) 2023 2022 2023 2022
Revenues
Rental $ 123,563 $ 104,075 $ 474,336 $ 389,663
Rental related services 36,679 25,687 138,160 94,963
Rental operations 160,242 129,762 612,496 484,626
Sales 58,589 52,217 207,165 147,720
Other 2,757 922 12,181 3,319
Total revenues 221,588 182,901 831,842 635,665
Costs and Expenses
Direct costs of rental operations:
Depreciation of rental equipment 22,413 20,307 88,912 80,425
Rental related services 25,003 18,730 96,628 68,846
Other 24,754 21,785 114,942 104,358
Total direct costs of rental operations 72,170 60,822 300,482 253,629
Costs of sales 39,296 33,704 137,727 91,828
Total costs of revenues 111,466 94,526 438,209 345,457
Gross profit 110,122 88,375 393,633 290,208
Selling and administrative expenses (54,506 ) (39,546 ) (207,539 ) (142,914 )
Other income 59 3,618
Income from operations 55,675 48,829 189,712 147,294
Interest expense (12,126 ) (4,173 ) (40,560 ) (12,230 )
Foreign currency exchange gain (loss) 144 26 310 (378 )
Income from continuing operations before provision for income taxes 43,693 44,682 149,462 134,686
Provision for income taxes from continuing operations 11,676 9,690 37,610 31,377
Income from continuing operations 32,017 34,992 111,852 103,309
Discontinued operations:
Income from discontinued operations before provision for income taxes 5,984 1,709 15,334
Provision for income taxes from discontinued operations 1,335 453 3,505
Gain on sale of discontinued operations, net of tax 61,513
Income from discontinued operations 4,649 62,769 11,829
Net income $ 32,017 $ 39,641 $ 174,621 $ 115,138
Earnings per share from continuing operations:
Basic $ 1.31 $ 1.44 $ 4.57 $ 4.24
Diluted $ 1.30 $ 1.43 $ 4.56 $ 4.21
Earnings per share from discontinued operations:
Basic $ $ 0.19 $ 2.57 $ 0.49
Diluted $ $ 0.19 $ 2.56 $ 0.48
Earnings per share:
Basic $ 1.31 $ 1.63 $ 7.14 $ 4.73
Diluted $ 1.30 $ 1.62 $ 7.12 $ 4.70
Shares used in per share calculation:
Basic 24,492 24,384 24,469 24,353
Diluted 24,535 24,527 24,529 24,519
Cash dividends declared per share $ 0.465 $ 0.455 $ 1.86 $ 1.82

MCGRATH RENTCORP

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands) 2022
Assets
Cash 877 $ 957
Accounts receivable, net of allowance for credit losses of 2,801 at December 31, 2023 and 2,300 at December 31, 2022 227,368 169,937
Rental equipment, at cost:
Relocatable modular buildings 1,291,093 938,081
Portable storage containers 236,123 185,187
Electronic test equipment 377,587 398,267
1,904,803 1,521,535
Less: accumulated depreciation (575,480 ) (531,218 )
Rental equipment, net 1,329,323 990,317
Property, plant and equipment, net 169,114 138,713
Prepaid expenses and other assets 102,789 69,837
Intangible assets, net 64,588 35,431
Goodwill 323,224 106,403
Assets of discontinued operations 196,249
Total assets 2,217,283 $ 1,707,844
Liabilities and Shareholders' Equity
Liabilities:
Notes payable 762,975 $ 413,742
Accounts payable and accrued liabilities 167,523 151,208
Deferred income 111,428 82,417
Deferred income taxes, net 241,555 203,361
Liabilities of discontinued operations 53,171
Total liabilities 1,283,481 903,899
Shareholders’ equity:
Common stock, no par value - Authorized 40,000 shares
Issued and outstanding - 24,496 shares as of December 31, 2023 and 24,388 shares as of December 31, 2022 111,122 110,080
Retained earnings 822,796 693,943
Accumulated other comprehensive loss (116 ) (78 )
Total shareholders’ equity 933,802 803,945
Total liabilities and shareholders’ equity 2,217,283 $ 1,707,844

All values are in US Dollars.

MCGRATH RENTCORP

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

Twelve Months Ended December 31,
(in thousands) 2023 2022
Cash Flows from Operating Activities:
Net income $ 174,621 $ 115,138
Adjustments to reconcile net income to net cash provided by<br>   operating activities:
Depreciation and amortization 109,375 111,344
Deferred income taxes (16,952 ) 4,486
Provision for credit losses 2,633 837
Share-based compensation 8,275 8,009
Gain on sale of property, plant and equipment (3,618 )
Gain on sale of discontinued operations (61,513 )
Gain on sale of used rental equipment (31,642 ) (37,979 )
Foreign currency exchange (gain) loss (310 ) 378
Amortization of debt issuance costs 8 16
Change in:
Accounts receivable (37,776 ) (31,361 )
Prepaid expenses and other assets (29,326 ) (16,484 )
Accounts payable and accrued liabilities (32,526 ) 16,347
Deferred income 14,094 23,701
Net cash provided by operating activities 95,343 194,432
Cash Flows from Investing Activities:
Proceeds from sale of discontinued operations 268,012
Purchases of rental equipment (229,679 ) (187,689 )
Purchases of property, plant and equipment (43,989 ) (17,617 )
Cash paid for acquisition of businesses (458,315 )
Cash paid for acquisition of business assets (3,767 )
Proceeds from sales of used rental equipment 66,168 73,879
Proceeds from sales of property, plant and equipment 9,702
Net cash used in investing activities (391,868 ) (131,427 )
Cash Flows from Financing Activities:
Net borrowings under bank lines of credit 274,225 47,275
Borrowings under senior note purchase agreement 75,000
Principal payment of Series C senior notes (60,000 )
Taxes paid related to net share settlement of stock awards (7,233 ) (6,539 )
Payment of dividends (45,556 ) (44,269 )
Net cash provided by (used in) financing activities 296,436 (63,533 )
Effect of foreign currency exchange rate changes on cash 9 (6 )
Net increase (decrease) in cash (80 ) (534 )
Cash balance, beginning of period 957 1,491
Cash balance, end of period $ 877 $ 957
Supplemental Disclosure of Cash Flow Information:
Interest paid, during the period $ 38,603 $ 14,775
Net income taxes paid, during the period $ 91,565 $ 27,362
Dividends accrued during the period, not yet paid $ 12,010 $ 11,227
Rental equipment acquisitions, not yet paid $ 16,653 $ 13,220
MCGRATH RENTCORP
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BUSINESS SEGMENT DATA (unaudited)
Three months ended December 31, 2023
(dollar amounts in thousands) Mobile Modular Portable Storage TRS-RenTelco Enviroplex Adler Tanks (Discontinued) Consolidated
Revenues
Rental $ 75,931 $ 19,760 $ 27,872 $ $ $ 123,563
Rental related services 30,713 5,150 816 36,679
Rental operations 106,644 24,910 28,688 160,242
Sales 42,329 1,696 5,751 8,813 58,589
Other 1,686 338 733 2,875
Total revenues 150,659 26,944 35,172 8,813 221,706
Costs and Expenses
Direct costs of rental operations:
Depreciation 9,725 944 11,744 22,413
Rental related services 19,689 4,651 663 25,003
Other 18,256 1,699 4,799 24,754
Total direct costs of rental operations 47,670 7,294 17,206 72,170
Costs of sales 28,718 1,059 2,577 6,942 39,296
Total costs of revenues 76,388 8,353 19,783 6,942 111,466
Gross Profit
Rental 47,950 17,117 11,329 76,396
Rental related services 11,024 499 153 11,676
Rental operations 58,974 17,616 11,482 88,072
Sales 13,611 637 3,174 1,871 19,293
Other 1,686 338 733 2,868
Total gross profit 74,271 18,591 15,389 1,871 110,122
Selling and administrative expenses (37,213 ) (8,255 ) (7,386 ) (1,652 ) (54,506 )
Other income 38 7 14 59
Income from operations $ 37,096 $ 10,343 $ 8,017 $ 219 $ 55,675
Interest expense (12,126 )
Foreign currency exchange gain 144
Provision for income taxes (11,676 )
Net income $ 32,017
Other Information
Adjusted EBITDA 1 $ 54,144 $ 12,772 $ 20,704 $ 308 $ 87,928
Average rental equipment 2 $ 1,155,413 $ 218,976 $ 379,214
Average monthly total yield 3 2.19 % 3.01 % 2.43 %
Average utilization 4 79.7 % 74.8 % 58.9 %
Average monthly rental rate 5 2.75 % 4.02 % 4.16 %
  1.  Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation, amortization, non-cash impairment costs, share-based compensation and transaction costs.
    
  2.  Average rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
    
  3.  Average monthly total yield is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment for the period.
    
  4.  Average utilization is calculated by dividing the average month end costs of rental equipment on rent by the average month end total costs of rental equipment.
    
  5.  Average monthly rental rate is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment on rent for the period.
    
MCGRATH RENTCORP
BUSINESS SEGMENT DATA (unaudited)
Three months ended December 31, 2022
(dollar amounts in thousands) Mobile Modular Portable Storage TRS-RenTelco Enviroplex Adler Tanks (Discontinued) Consolidated
Revenues
Rental $ 55,230 $ 17,460 $ 31,385 $ $ 18,728 $ 122,803
Rental related services 20,514 4,390 783 8,433 34,120
Rental operations 75,744 21,850 32,168 27,161 156,923
Sales 34,923 943 8,726 7,625 698 52,915
Other 337 60 525 123 1,045
Total revenues 111,004 22,853 41,419 7,625 27,982 210,883
Costs and Expenses
Direct costs of rental operations:
Depreciation 7,119 724 12,464 4,008 24,315
Rental related services 13,674 4,311 745 6,096 24,826
Other 14,150 1,809 5,826 2,639 24,424
Total direct costs of rental operations 34,943 6,844 19,035 12,743 73,565
Costs of sales 23,625 663 3,309 6,107 472 34,176
Total costs of revenues 58,568 7,507 22,344 6,107 13,215 107,741
Gross Profit
Rental 33,961 14,927 13,095 12,081 74,064
Rental related services 6,839 80 38 2,337 9,294
Rental operations 40,800 15,007 13,133 14,418 83,358
Sales 11,298 280 5,417 1,518 226 18,739
Other 337 60 525 123 1,045
Total gross profit 52,436 15,346 19,075 1,518 14,767 103,142
Selling and administrative expenses (24,317 ) (6,672 ) (7,315 ) (1,242 ) (7,786 ) (47,332 )
Other income
Income from operations $ 28,119 $ 8,674 $ 11,760 $ 276 $ 6,981 55,810
Interest expense (5,170 )
Foreign currency exchange gain 26
Provision for income taxes (11,025 )
Net income $ 39,641
Other Information
Adjusted EBITDA 1 $ 42,528 $ 10,617 $ 25,333 $ 351 $ 12,140 $ 90,969
Average rental equipment 2 $ 863,088 $ 181,633 $ 395,789
Average monthly total yield 3 2.13 % 3.20 % 2.63 %
Average utilization 4 80.5 % 84.9 % 63.0 %
Average monthly rental rate 5 2.65 % 3.77 % 4.20 %
  1.  Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation, amortization, non-cash impairment costs, share-based compensation and transaction costs.
    
  2.  Average rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
    
  3.  Average monthly total yield is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment for the period.
    
  4.  Average utilization is calculated by dividing the average month end costs of rental equipment on rent by the average month end total costs of rental equipment.
    
  5.  Average monthly rental rate is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment on rent for the period.
    
MCGRATH RENTCORP
BUSINESS SEGMENT DATA (unaudited)
Twelve months ended December 31, 2023
(dollar amounts in thousands) Mobile Modular Portable Storage TRS-RenTelco Enviroplex Adler Tanks (Discontinued) Consolidated
Revenues
Rental $ 285,553 $ 74,536 $ 114,247 $ $ 6,520 $ 480,856
Rental related services 114,511 20,510 3,139 2,584 140,744
Rental operations 400,064 95,046 117,386 9,104 621,600
Sales 155,267 4,587 27,119 20,192 269 207,434
Other 6,905 1,504 3,772 65 19,025
Total revenues 562,236 101,137 148,277 20,192 9,438 841,280
Costs and Expenses
Direct costs of rental operations:
Depreciation 36,921 3,514 48,477 1,325 90,237
Rental related services 75,390 18,568 2,670 2,020 98,648
Other 86,983 7,317 20,642 1,270 116,212
Total direct costs of rental operations 199,294 29,399 71,789 4,614 305,096
Costs of sales 105,021 2,858 13,884 15,964 159 137,886
Total costs of revenues 304,315 32,257 85,673 15,964 4,773 442,982
Gross Profit
Rental 161,649 63,705 45,128 3,926 274,408
Rental related services 39,121 1,942 469 564 42,096
Rental operations 200,770 65,647 45,597 4,490 316,504
Sales 50,246 1,729 13,235 4,228 110 69,548
Other 6,905 1,504 3,772 65 12,246
Total gross profit 257,921 68,880 62,604 4,228 4,665 398,298
Selling and administrative expenses (138,574 ) (31,537 ) (30,962 ) (6,466 ) (2,582 ) (210,121 )
Other income 2,329 457 832 3,618
Income (loss) from operations $ 121,676 $ 37,800 $ 32,474 $ (2,238 ) $ 2,083 $ 191,795
Interest expense (40,934 )
Foreign currency exchange loss 310
Provision for income taxes (38,063 )
Net income $ 113,108
Other Information
Adjusted EBITDA 1 $ 191,990 $ 47,147 $ 84,736 $ (1,899 ) $ 3,682 $ 325,656
Average rental equipment 2 $ 1,093,086 $ 206,095 $ 388,679
Average monthly total yield 3 2.18 % 3.01 % 2.43 %
Average utilization 4 79.7 % 77.3 % 58.9 %
Average monthly rental rate 5 2.73 % 3.90 % 4.16 %
  1.  Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation, amortization, non-cash impairment costs, share-based compensation and transaction costs. Adjusted EBITDA for the year ended December 31, 2023, excludes the gain on sale of discontinued operations from the divestiture of Adler Tanks.
    
  2.  Average rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
    
  3.  Average monthly total yield is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment for the period.
    
  4.  Average utilization is calculated by dividing the average month end costs of rental equipment on rent by the average month end total costs of rental equipment.
    
  5.  Average monthly rental rate is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment on rent for the period.
    
MCGRATH RENTCORP
BUSINESS SEGMENT DATA (unaudited)
Twelve months ended December 31, 2022
(dollar amounts in thousands) Mobile Modular Portable Storage TRS-RenTelco Enviroplex Adler Tanks (Discontinued) Consolidated
Revenues
Rental $ 206,070 $ 62,218 $ 121,375 $ $ 66,366 $ 456,029
Rental related services 74,756 17,095 3,112 27,654 122,617
Rental operations 280,826 79,313 124,487 94,020 578,646
Sales 97,046 2,933 24,571 23,170 2,933 150,653
Other 1,339 260 1,720 1,205 4,524
Total revenues 379,211 82,506 150,778 23,170 98,158 733,823
Costs and Expenses
Direct costs of rental operations:
Depreciation 28,373 2,799 49,253 16,004 96,429
Rental related services 49,910 16,344 2,592 20,947 89,793
Other 76,819 6,212 21,327 12,422 116,780
Total direct costs of rental operations 155,102 25,355 73,172 49,373 303,002
Costs of sales 62,224 1,849 9,707 18,048 2,085 93,913
Total costs of revenues 217,326 27,204 82,879 18,048 51,458 396,915
Gross Profit
Rental 100,878 53,207 50,795 37,940 242,820
Rental related services 24,847 750 520 6,707 32,824
Rental operations 125,725 53,957 51,315 44,647 275,644
Sales 34,822 1,084 14,864 5,122 848 56,740
Other 1,339 260 1,720 1,205 4,524
Total gross profit 161,885 55,302 67,899 5,122 46,700 336,908
Selling and administrative expenses (85,769 ) (24,465 ) (27,245 ) (5,435 ) (28,428 ) (171,342 )
Other income
Income (loss) from operations $ 76,116 $ 30,837 $ 40,654 $ (313 ) $ 18,272 $ 165,566
Interest expense (15,168 )
Foreign currency exchange loss (378 )
Provision for income taxes (34,882 )
Net income $ 115,138
Other Information
Adjusted EBITDA 1 $ 121,831 $ 37,393 $ 92,007 $ (25 ) $ 37,660 $ 288,866
Average rental equipment 2 $ 855,640 $ 169,997 $ 383,235
Average monthly total yield 3 2.01 % 3.05 % 2.63 %
Average utilization 4 78.0 % 84.8 % 64.2 %
Average monthly rental rate 5 2.57 % 3.60 % 4.11 %
  1.  Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation, amortization, non-cash impairment costs, share-based compensation and transaction costs.
    
  2.  Average rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
    
  3.  Average monthly total yield is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment for the period.
    
  4.  Average utilization is calculated by dividing the average month end costs of rental equipment on rent by the average month end total costs of rental equipment.
    
  5.  Average monthly rental rate is calculated by dividing the averages of monthly rental revenues by the cost of rental equipment on rent for the period.
    

Reconciliation of Adjusted EBITDA to the most directly comparable GAAP measures

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, share-based compensation and transaction costs. 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 the Company’s 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, including share-based compensation and transaction costs, 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 and transaction costs. 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 Income from Continuing Operations to Adjusted EBITDA

(dollar amounts in thousands) Three Months Ended<br>December 31, Twelve Months Ended<br>December 31,
2023 2022 2023 2022
Income from continuing operations $ 32,016 $ 34,992 $ 111,852 $ 103,309
Provision for income taxes from continuing operations 11,676 9,690 37,610 31,377
Interest expense 12,126 4,173 40,560 12,230
Depreciation and amortization 27,533 23,508 107,918 93,490
EBITDA 83,351 72,363 297,940 240,406
Share-based compensation 3,002 2,503 8,157 6,747
Transaction costs 3 1,575 3,886 15,877 4,053
Adjusted EBITDA 1 $ 87,928 $ 78,752 $ 321,974 $ 251,206
Adjusted EBITDA margin 2 40 % 43 % 39 % 40 %

Reconciliation of Adjusted EBITDA to Net Cash Provided by Operating Activities

(dollar amounts in thousands) Three Months Ended<br>December 31, Twelve Months Ended<br>December 31,
2023 2022 2023 2022
Adjusted EBITDA 1 $ 87,928 $ 90,969 $ 325,656 $ 288,866
Interest paid (10,785 ) (5,793 ) (38,603 ) (14,775 )
Income taxes paid, net of refunds received (82,018 ) (2,477 ) (91,565 ) (27,362 )
Gain on sale of used rental equipment (8,678 ) (11,274 ) (31,642 ) (37,979 )
Foreign currency exchange loss (144 ) (26 ) (310 ) 378
Amortization of debt issuance costs 2 3 8 16
Change in certain assets and liabilities:
Accounts receivable, net (9,204 ) (64 ) (35,143 ) (30,524 )
Prepaid expenses and other assets (21,936 ) 829 (29,326 ) (16,484 )
Accounts payable and other liabilities 15,089 (1,335 ) (17,826 ) 8,595
Deferred income 6,186 (9,698 ) 14,094 23,701
Net cash (used in) provided by operating activities $ (23,560 ) $ 61,134 $ 95,343 $ 194,432
  1. Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation, amortization, non-cash impairment costs, share-based compensation and transaction costs. Adjusted EBITDA for the twelve months ended December 31, 2023, excludes the gain on sale of discontinued operations from the divestiture of Adler Tanks. Total Adjusted EBITDA attributed to discontinued operations for the years ended December 31, 2023 and 2022, was $3,682 and $37,660, respectively.

  2. Adjusted EBITDA Margin is calculated as Adjusted EBITDA divided by total revenues for the period.

  3. Transaction costs include acquisition and divestiture related legal and professional fees and other costs specific to these transactions.