10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2017

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission File Number: 1-12804

(Exact name of registrant as specified in its charter)

Delaware	86-0748362
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
4646 E. Van Buren Street, Suite 400 Phoenix, Arizona	85008
(Address of principal executive offices)	(Zip Code)

(480) 894-6311

(Registrant’s telephone number, including area code)

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.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐  (Do not check if a smaller reporting company)	Smaller reporting company	☐
		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.     ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

At July 14, 2017, there were outstanding 44,188,712 shares of the registrant’s common stock, par value $.01.

MOBILE MINI, INC.

INDEX TO FORM 10-Q FILING

FOR THE QUARTER ENDED JUNE 30, 2017

		PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements		3
	Condensed Consolidated Balance Sheets June 30, 2017 (unaudited) and December 31, 2016	3
	Condensed Consolidated Statements of Income (unaudited) for the Three Months and Six Months Ended June 30, 2017 and June 30, 2016	4
	Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the Three Months and Six Months Ended June 30, 2017 and June 30, 2016	5
	Condensed Consolidated Statements of Cash Flows (unaudited) for the Six Months Ended June 30, 2017 and June 30, 2016	6
	Notes to Condensed Consolidated Financial Statements (unaudited)	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		30
Item 3. Quantitative and Qualitative Disclosures About Market Risk		44
Item 4. Controls and Procedures		44
PART II. OTHER INFORMATION
Item 1A. Risk Factors		45
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		46
Item 6. Exhibits		47

2

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

MOBILE MINI, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value data)

	June 30, 2017			December 31, 2016
	(unaudited)			(audited)
ASSETS
Cash and cash equivalents	$	9,274		$	4,137
Receivables, net of allowance for doubtful accounts of $5,809 and $4,886    at June 30, 2017 and December 31, 2016, respectively		92,390			99,175
Inventories		16,399			15,412
Rental fleet, net		964,141			950,065
Property, plant and equipment, net		150,636			149,197
Other assets		17,128			14,930
Intangibles, net		65,204			68,420
Goodwill		706,602			703,558
Total assets	$	2,021,774		$	2,004,894
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable	$	30,708		$	27,388
Accrued liabilities		64,956			64,126
Lines of credit		637,651			641,160
Obligations under capital leases		49,302			50,704
Senior notes, net of deferred financing costs of $4,469 and $4,788    at June 30, 2017 and December 31, 2016, respectively		245,531			245,212
Deferred income taxes		231,579			240,690
Total liabilities		1,259,727			1,269,280
Commitments and contingencies
Stockholders' equity:
Preferred stock $.01 par value, 20,000 shares authorized, none issued		—			—
Common stock $.01 par value, 95,000 shares authorized, 49,455 issued and 44,189    outstanding at June 30, 2017 and 49,292 issued and 44,295 outstanding at    December 31, 2016		495			493
Additional paid-in capital		597,658			592,071
Retained earnings		380,125			362,896
Accumulated other comprehensive loss		(69,448	)		(81,047	)
Treasury stock, at cost, 5,266 and 4,997 shares at June 30, 2017 and    December 31, 2016, respectively		(146,783	)		(138,799	)
Total stockholders' equity		762,047			735,614
Total liabilities and stockholders' equity	$	2,021,774		$	2,004,894

See accompanying notes to condensed consolidated financial statements (unaudited).

3

MOBILE MINI, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016			2017			2016
Revenues:
Rental	$	117,851		$	116,773		$	232,593		$	234,129
Sales		8,401			6,342			16,379			13,233
Other		438			1,734			1,245			2,020
Total revenues		126,690			124,849			250,217			249,382
Costs and expenses:
Rental, selling and general expenses		82,850			78,037			161,209			154,339
Cost of sales		5,408			3,678			10,520			8,289
Restructuring expenses		538			1,324			1,437			3,572
Depreciation and amortization		15,742			16,269			31,006			31,446
Total costs and expenses		104,538			99,308			204,172			197,646
Income from operations		22,152			25,541			46,045			51,736
Other income (expense):
Interest income		16			—			16			—
Interest expense		(8,807	)		(8,002	)		(17,209	)		(16,486	)
Debt extinguishment expense		—			(9,192	)		—			(9,192	)
Deferred financing costs write-off		—			(2,271	)		—			(2,271	)
Foreign currency exchange		(18	)		(4	)		(27	)		(4	)
Income before income tax provision		13,343			6,072			28,825			23,783
Income tax provision		4,566			2,000			9,896			8,713
Net income	$	8,777		$	4,072		$	18,929		$	15,070
Earnings per share:
Basic	$	0.20		$	0.09		$	0.43		$	0.34
Diluted		0.20			0.09			0.43			0.34
Weighted average number of common and common share    equivalents outstanding:
Basic		43,944			44,132			44,026			44,175
Diluted		44,025			44,505			44,183			44,420
Cash dividends declared per share	$	0.23		$	0.21		$	0.45		$	0.41

See accompanying notes to condensed consolidated financial statements (unaudited).

4

MOBILE MINI, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)

(Unaudited)

	Three Months Ended June 30,					Six Months Ended June 30,
	2017		2016			2017		2016
Net income	$	8,777	$	4,072		$	18,929	$	15,070
Foreign currency translation adjustment		9,096		(15,272	)		11,599		(18,985	)
Comprehensive income (loss)	$	17,873	$	(11,200	)	$	30,528	$	(3,915	)

See accompanying notes to condensed consolidated financial statements (unaudited).

5

MOBILE MINI, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months Ended June 30,
	2017			2016
Cash flows from operating activities:
Net income	$	18,929		$	15,070
Adjustments to reconcile net income to net cash provided    by operating activities:
Debt extinguishment expense		—			9,192
Deferred financing costs write-off		—			2,271
Provision for doubtful accounts		2,202			2,646
Amortization of deferred financing costs		1,030			948
Amortization of long-term liabilities		65			58
Share-based compensation expense		3,820			4,245
Depreciation and amortization		31,006			31,446
Gain on sale of rental fleet		(2,826	)		(2,782	)
Loss on disposal of property, plant and equipment		282			689
Deferred income taxes		9,151			8,542
Foreign currency exchange		27			4
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables		5,585			(12,296	)
Inventories		(904	)		(1,790	)
Other assets		(2,794	)		482
Accounts payable		(2,192	)		5,765
Accrued liabilities		(160	)		220
Net cash provided by operating activities		63,221			64,710
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired		—			(9,206	)
Additions to rental fleet, excluding acquisitions		(23,027	)		(28,158	)
Proceeds from sale of rental fleet		6,283			7,409
Additions to property, plant and equipment, excluding acquisitions		(8,707	)		(19,263	)
Proceeds from sale of property, plant and equipment		768			1,615
Net cash used in investing activities		(24,683	)		(47,603	)
Cash flows from financing activities:
Net repayments under lines of credit		(3,509	)		(20,961	)
Proceeds from issuance of 5.875% senior notes due 2024		—			250,000
Redemption of 7.875% senior notes due 2020		—			(200,000	)
Debt extinguishment expense		—			(9,192	)
Deferred financing costs		(12	)		(4,916	)
Principal payments on capital lease obligations		(3,736	)		(2,920	)
Issuance of common stock		1,640			92
Dividend payments		(20,119	)		(18,236	)
Purchase of treasury stock		(7,984	)		(7,096	)
Net cash used in financing activities		(33,720	)		(13,229	)
Effect of exchange rate changes on cash		319			(152	)
Net increase in cash		5,137			3,726
Cash and cash equivalents at beginning of period		4,137			1,613
Cash and cash equivalents at end of period	$	9,274		$	5,339

See accompanying notes to condensed consolidated financial statements (unaudited).

6

MOBILE MINI, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued

(In thousands)

(Unaudited)

	Six Months Ended June 30,
	2017		2016
Supplemental disclosure of cash flow information:
Cash paid for interest	$	18,187	$	13,991
Cash paid for income and franchise taxes		1,100		1,151
Equipment and other acquired through capital lease obligations		2,333		14,258
Capital expenditures accrued or payable		8,268		5,507

See accompanying notes to condensed consolidated financial statements (unaudited).

7

MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(1) Mobile Mini, Inc. - Organization and Description of Business

Mobile Mini, Inc., a Delaware corporation, is a leading provider of storage solutions and tank and pump solutions. In these notes, the terms “Mobile Mini” the “Company,” “we,” “us,” and “our” refer to Mobile Mini, Inc.

At June 30, 2017, we had a fleet of storage solutions units operating throughout the United States (the “U.S.”), Canada and the United Kingdom (the “U.K.”), serving a diversified customer base, including large and small retailers, construction companies, medical centers, schools, utilities, distributors, the military, hotels, restaurants, entertainment complexes and households. These customers use our products for a wide variety of applications, including the storage of retail and manufacturing inventory, construction materials and equipment, documents and records and other goods. We also have a fleet of tank and pump solutions products, concentrated in the U.S. Gulf Coast, including liquid and solid containment units, serving a specialty sector in the industry.  Our tank and pump products are leased primarily to chemical, refinery, oil and natural gas drilling, mining and environmental service customers.

Basis of Presentation and Consolidation

The consolidated financial statements include the accounts of Mobile Mini and our wholly owned subsidiaries. We do not have any subsidiaries in which we do not own 100% of the outstanding stock. All significant intercompany balances and transactions have been eliminated.  The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applicable to interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management of Mobile Mini, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows for all periods presented have been made. The results of operations for the three and six months ended June 30, 2017 and 2016, respectively are not necessarily indicative of the results to be expected for the full year.

These condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 filed with the Securities and Exchange Commission (“SEC”) on February 2, 2017.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and the notes to those statements. Actual results could differ from those estimates. Significant estimates affect the calculation of depreciation and amortization, the calculation of the allowance for doubtful accounts, the analysis of goodwill and long-lived assets for potential impairment and certain accrued liabilities.

(2) Impact of Recently Issued Accounting Standards

Share-Based Compensation – Modifications. In May 2017, the Financial Accounting Standards Board (“FASB”) issued a standard which clarifies what constitutes a modification of a share-based payment award.  This standard is effective for annual and interim periods beginning after December 15, 2017.  We will implement this standard on January 1, 2018 and apply the guidance prospectively to modifications after that date.

Business Combinations.  In January 2017, the FASB issued a standard which clarifies the definition of a business and provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses.  This standard is effective for annual and interim periods beginning after December 15, 2017.  We anticipate implementing this standard on January 1, 2018 and applying the guidance prospectively to transactions after that date.

Intangibles – Goodwill and Other.  In January 2017, the FASB issued a standard requiring an entity to no longer perform a hypothetical purchase price allocation to measure goodwill impairment.  Instead, impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit.  This standard is effective for annual and interim periods beginning after December 15, 2019.  Entities may early adopt the guidance for goodwill impairment tests with measurement dates after January 1, 2017.  We have not determined an adoption date and do not expect the adoption of this standard to have a material effect on our consolidated financial statements.

8

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

Share-Based Compensation.In March 2016, the FASB issued a standard intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. We implemented this standard on January 1, 2017.

This standard eliminates the requirement that excess tax benefits be realized before companies can recognize them. As a result, utilizing the modified retrospective method, we recorded a cumulative-effect adjustment for previously unrecognized excess tax benefits of $18.5 million in the opening balance sheet for 2017, with an offsetting increase to retained earnings. In addition, the standard allows us to make a policy election to either continue to reduce share-based compensation expense for forfeitures in future periods, or to recognize forfeitures as they occur. We have chosen to record forfeitures as they occur and recorded an immaterial cumulative-effect adjustment to the opening balance sheet to reflect the difference between the fair value estimate of awards historically expected to be forfeited and the fair value estimate of awards actually forfeited. This standard also requires all excess tax benefits and tax deficiencies associated with the exercise of stock options and vesting of restricted stock to be recorded as income tax expense or benefit. Increases and decreases in the aggregate intrinsic value (or negative value) of such activity could introduce volatility in our effective tax rate. The remaining provisions of the new guidance did not have a material effect on our consolidated financial statements.

Leases.  In February 2016, the FASB issued a standard on lease accounting requiring a lessee to recognize assets and liabilities on the balance sheet for leases with lease terms greater than 12 months. This standard is effective for annual and interim periods beginning after December 15, 2018.  Early adoption is permitted and the standard requires the use of a modified retrospective transition method. While we are continuing to evaluate all potential impacts of the standard, we do not believe the accounting for our contractual rental revenue will be materially affected by the adoption of this standard.  We anticipate the lessee accounting for operating leases under the standard will have a material effect on our statement of financial position.

Revenue from Contracts with Customers.  In May 2014, the FASB issued an accounting standard on revenue from contracts with customers.  The standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance.  The standard requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services and is effective for annual and interim periods beginning after December 15, 2017.  Early adoption is permitted for the annual and interim periods beginning after December 15, 2016, but not prior to that time.  The revenue recognition standard permits the use of either the retrospective or cumulative effect transition method.

While we are continuing to assess all potential impacts of the standard, we currently believe the majority of our revenue, as it relates to contractual rental revenue, is excluded from the scope of this standard, and the accounting for the remaining revenue streams will not be materially affected. Accordingly, we do not anticipate that the adoption of this standard will have a material impact on our consolidated financial statements. We expect to utilize the modified retrospective adoption and recognize the cumulative effect of initially applying the standard, if any, as an adjustment to the opening balance of retained earnings at the date of initial application.

(3) Fair Value Measurements

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement determined by assumptions that market participants would use in pricing an asset or liability. We categorize each of our fair value measurements in one of the following three levels based on the lowest level of input that is significant to the fair value measurement: 

Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities;

Level 2 — Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3 — Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

At June 30, 2017 and December 31, 2016, we did not have any financial instruments required to be recorded at fair value on a recurring basis.

The carrying amounts of cash, cash equivalents, receivables, accounts payable and accrued liabilities approximate fair values based on their short-term nature. The fair values of our revolving credit facility and capital leases are estimated using discounted cash flow analyses, based on our current incremental borrowing rates for similar types of borrowing arrangements. Based on the borrowing rates currently available to us for bank loans with similar terms and average maturities, the fair value of our revolving credit facility debt and capital leases, which are measured using Level 2 inputs, at June 30, 2017 and December 31, 2016 approximated their respective book values.

9

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

The fair value of our $250.0 million aggregate principal amount of 5.875% senior notes due July 1, 2024 (the “Senior Notes” or “2024 Notes”) is based on their latest sales price at the end of each period obtained from a third-party institution and is Level 2 in the fair value hierarchy as there is not an active market for these Senior Notes.  The Senior Notes are presented on the balance sheet net of deferred financing costs. The gross carrying value and the fair value of our Senior Notes are as follows:

	June 30, 2017		December 31, 2016
	(In thousands)
Carrying value	$	250,000	$	250,000
Fair value		261,250		258,750

(4) Earnings Per Share

Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of common shares outstanding during the period.  Restricted stock awards are subject to the risk of forfeiture and are not included in the calculation of basic weighted average number of common shares outstanding until vested. Diluted EPS is calculated under the treasury stock method.  Potential common shares included restricted common stock and incremental shares of common stock issuable upon the exercise of stock options.

The following table is a reconciliation of net income and weighted-average shares of common stock outstanding for purposes of calculating basic and diluted EPS:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands, except per share data)
Numerator:
Net income	$	8,777	$	4,072	$	18,929	$	15,070
Denominator:
Weighted average shares outstanding - basic		43,944		44,132		44,026		44,175
Dilutive effect of share-based awards		81		373		157		245
Weighted average shares outstanding - diluted		44,025		44,505		44,183		44,420
Earnings per share:
Basic	$	0.20	$	0.09	$	0.43	$	0.34
Diluted		0.20		0.09		0.43		0.34

The following table represents the number of stock options and restricted share awards that were issued or outstanding but excluded in calculating diluted EPS because their effect would have been anti-dilutive for the periods indicated, or the underlying performance criteria had not yet been met:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)
Stock options		2,302		1,083		2,227		2,094
Restricted share awards		143		24		89		10
Total		2,445		1,107		2,316		2,104

(5) Inventories

Inventories are valued at the lower of cost (principally on a standard cost basis which approximates the first-in, first-out method) or net realizable value. Raw materials and supplies principally consist of raw steel, glass, paint, vinyl and other assembly components used in manufacturing and remanufacturing processes and, to a lesser extent, parts used for internal maintenance and ancillary items held for sale in our Tank & Pump Solutions segment. Work-in-process primarily represents partially assembled units. Finished units

10

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

primarily represent purchased or assembled containers held in inventory until the container is either sold as is, remanufactured and sold, or remanufactured and deployed as rental fleet. Inventories at June 30, 2017 and December 31, 2016 consisted of the following:

	June 30, 2017		December 31, 2016
	(In thousands)
Raw materials and supplies	$	12,900	$	12,908
Work-in-process		31		31
Finished units		3,468		2,473
Inventories	$	16,399	$	15,412

(6) Rental Fleet

Rental fleet is capitalized at cost and depreciated over the estimated useful life of the unit using the straight-line method. Rental fleet is depreciated whether or not it is out on rent. Capitalized cost of rental fleet includes the price paid to acquire the unit and freight charges to the location when the unit is first placed in service, and when applicable, the cost of manufacturing or remanufacturing, which includes the cost of customizing units. Ordinary repair and maintenance costs are charged to operations as incurred.

We periodically review depreciable lives and residual values against various factors, including the results of our lenders’ independent appraisal of our rental fleet, practices of our competitors in comparable industries and profit margins achieved on sales of depreciated units.

Appraisals on our rental fleet are required by our lenders on a regular basis. The appraisal typically reports no difference in the value of the unit due to the age or length of time it has been in our fleet. Based in part upon our lender’s third-party appraiser who evaluated our fleet as of September 30, 2016, management estimates that the net orderly liquidation appraisal value as of June 30, 2017 was approximately $1.1 billion.  Our net book value for this fleet as of June 30, 2017 was $964.1 million.

Depreciation expense related to our rental fleet for the six months ended June 30, 2017 and 2016 was $15.3 million and $16.1 million, respectively. At June 30, 2017, all rental fleet units were pledged as collateral under our Amended and Restated ABL Credit Agreement, dated December 14, 2015, with Deutsche Bank AG New York Branch, as administrative agent, and the other lenders party thereto (the “Credit Agreement”).

11

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

Rental fleet consisted of the following at June 30, 2017 and December 31, 2016:

	ResidualValue as Percentage of Original Cost (1)		Estimated Useful Life in Years	June 30, 2017			December31, 2016
				(In thousands)
Storage Solutions:
Steel storage containers		55%	30	$	636,092		$	625,094
Steel ground level offices	55		30		358,806			347,574
Other					7,841			4,430
Total					1,002,739			977,098
Accumulated depreciation					(159,708	)		(151,238	)
Total Storage Solutions fleet, net				$	843,031		$	825,860
Tank & Pump Solutions:
Steel tanks			25	$	62,991		$	61,955
Roll-off boxes			15 - 20		28,817			28,743
Stainless steel tank trailers			25		29,093			29,150
Vacuum boxes			20		12,142			11,512
De-watering boxes			20		5,981			5,429
Pumps and filtration equipment			7		13,242			13,690
Other					6,946			6,150
Total					159,212			156,629
Accumulated depreciation					(38,102	)		(32,424	)
Total Tank & Pump Solutions fleet, net				$	121,110		$	124,205
Total rental fleet, net				$	964,141		$	950,065

(1) Tank & Pump Solutions fleet has been assigned zero residual value.

(7) Property, Plant and Equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives. Our depreciation expense related to property, plant and equipment for the six months ended June 30, 2017 and 2016 was $12.5 million and $12.1 million, respectively. Normal repairs and maintenance to property, plant and equipment are expensed as incurred. When property or equipment is retired or sold, the net book value of the asset, reduced by any proceeds, is charged to gain or loss on the disposal of property, plant and equipment and is included in rental, selling and general expenses in the Condensed Consolidated Statements of Income.

Property, plant and equipment at June 30, 2017 and December 31, 2016 consisted of the following:

	Residual Value as Percentage of Original Cost		Estimated Useful Life in Years	June 30, 2017			December31, 2016
				(In thousands)
Land				$	2,953		$	3,789
Vehicles and machinery	0 - 55%		5 - 30		139,076			131,584
Buildings and improvements (1)	0 - 25		3 - 30		24,637			22,750
Furniture, office and computer equipment		—	3 - 10		68,881			63,969
Property, plant and equipment					235,547			222,092
Accumulated depreciation					(84,911	)		(72,895	)
Property, plant and equipment, net				$	150,636		$	149,197

(1) Improvements made to leased properties are depreciated over the lesser of the estimated remaining life or the remaining term of the respective lease.

12

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

As of June 30, 2017 and December 31, 2016, we had $37.7 million and $35.0 million, respectively, of capitalized software, net of accumulated depreciation, included in property, plant and equipment.

(8) Goodwill and Intangibles

For acquired businesses, we record assets acquired and liabilities assumed at their estimated fair values on the respective acquisition dates. Based on these values, the excess purchase prices over the fair value of the net assets acquired is recorded as goodwill. Of the $706.6 million total goodwill at June 30, 2017, $468.6 million related to the North America Storage Solutions segment, $56.8 million related to the U.K. Storage Solutions segment and $181.2 million related to the Tank & Pump Solutions segment.

The following table shows the activity and balances related to goodwill from January 1, 2017 to June 30, 2017 (in thousands): 

Balance at January 1, 2017	$	703,558
Foreign currency		3,026
Adjustments		18
Balance at June 30, 2017	$	706,602

Intangible assets are amortized over the estimated useful life of the asset utilizing a method which reflects the estimated pattern in which the economic benefits will be consumed.  Customer relationships are amortized based on the estimated attrition rates of the underlying customer base, other intangibles are amortized using the straight-line method.

The following table reflects balances related to intangible assets for the periods presented:

		June 30, 2017							December 31, 2016
	Estimated Useful Life in Years	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
		(In thousands)
Customer relationships	15 - 20	$	92,805	$	(31,642	)	$	61,163	$	92,515	$	(28,729	)	$	63,786
Trade names/trademarks	5 - 10		5,928		(2,843	)		3,085		5,892		(2,364	)		3,528
Non-compete agreements	5		1,888		(964	)		924		1,886		(813	)		1,073
Other	20		60		(28	)		32		59		(26	)		33
Total		$	100,681	$	(35,477	)	$	65,204	$	100,352	$	(31,932	)	$	68,420

Amortization expense for amortizable intangibles was approximately $3.3 million and $3.2 million for the six-month periods ended June 30, 2017 and 2016.  Based on the carrying value at June 30, 2017, future amortization of intangible assets is expected to be as follows for the years ended December 31 (in thousands): 

2017 (remaining)	$	3,274
2018		6,387
2019		6,291
2020		5,138
2021		4,904
Thereafter		39,210
Total	$	65,204

13

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

(9) Debt

Lines of Credit

On December 14, 2015, we entered into the Credit Agreement with Deutsche Bank AG New York Branch, as administrative agent, and other lenders party thereto. The Credit Agreement provides for a five-year, $1.0 billion first lien senior secured revolving credit facility maturing on or before the earlier of (i) December 14, 2020 and (ii) the date that is 90 days prior to the final maturity date of the Senior Notes, if such Senior Notes remain outstanding on such date.  The Credit Agreement also provides for the issuance of irrevocable standby letters of credit by U.S.-based lenders in amounts totaling up to $50.0 million, by U.K.-based lenders in amounts totaling up to $20.0 million, and by Canadian-based lenders in amounts totaling up to $20.0 million.  The obligations of Mobile Mini and its subsidiary guarantors under the Credit Agreement are secured by a blanket lien on substantially all of our assets.

Amounts borrowed under the Credit Agreement and repaid or prepaid during the term may be reborrowed. Outstanding amounts under the Credit Agreement bear interest at our option at either: (i) the London interbank offered rate (“LIBOR”) plus an applicable margin (“LIBOR Loans”), or (ii) the prime rate plus an applicable margin (“Base Rate Loans”). The applicable margin for each type of loan is based on an availability-based pricing grid and ranges from 1.25% to 1.75% for LIBOR Loans and 0.25% to 0.75% for Base Rate Loans at each measurement date. As of June 30, 2017, the applicable margins are 1.50% for LIBOR Loans and 0.50% for Base Rate Loans.

Availability of borrowings under the Credit Agreement is subject to a borrowing base calculation based upon a valuation of the Company’s eligible accounts receivable, eligible container fleet (including containers held for sale, work-in-process and raw materials) and machinery and equipment, each multiplied by an applicable advance rate or limit. The rental fleet is appraised at least once annually by a third-party appraisal firm and up to 90% of the net orderly liquidation value, as defined in the Credit Agreement, is included in the borrowing base to determine the amount the Company may borrow under the Credit Agreement.

The Credit Agreement provides for U.K. borrowings, which are, at the Company’s option, denominated in either Pounds Sterling or Euros, by its U.K. subsidiary based upon a U.K. borrowing base; Canadian borrowings, which are denominated in Canadian dollars, by its Canadian subsidiary based upon a Canadian borrowing base; and U.S. borrowings, which are denominated in U.S. dollars, by the Company based upon a U.S. borrowing base along with any Canadian assets not included in the Canadian subsidiary.

The Credit Agreement also contains customary negative covenants, including covenants that restrict or limit the Company’s ability to, among other things: (i) allow certain liens to attach to the Company’s or its subsidiaries’ assets, (ii) repurchase or pay dividends or make certain other restricted payments on capital stock and certain other securities, or prepay certain indebtedness, (iii) incur additional indebtedness or engage in certain other types of financing transactions, and (iv) make acquisitions or other investments.  In addition, we must comply with a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of each quarter, upon the minimum availability amount under the Credit Agreement falling below the greater of (y) $90 million and (z) 10% of the lesser of the then total revolving loan commitment and aggregate borrowing base.  As of June 30, 2017, we were in compliance with the minimum borrowing availability threshold set forth in the Credit Agreement and, therefore, are not subject to any financial maintenance covenants.

Senior Notes

On May 9, 2016, we issued $250.0 million aggregate principal amount of the 2024 Notes at an initial offering price of 100% of their face value. The net proceeds from the sale of the 2024 Notes were used to (i) redeem all $200.0 million aggregate principal amount of our 7.875% senior notes due 2020 (“2020 Notes”) at a redemption price of 103.938% of the principal amount thereof plus accrued and unpaid interest to, but not including, the redemption date of June 8, 2016, (ii) repay a portion of the indebtedness outstanding under our asset-based revolving credit facility, and (iii) pay fees and expenses related to the offering of the 2024 Notes.

The 2024 Notes bear interest at a rate of 5.875% per year have an eight-year term and mature on July 1, 2024. Interest on the 2024 Notes is payable semiannually in arrears on January 1 and July 1, beginning on January 1, 2017. The 2024 Notes are senior unsecured obligations of the Company and are unconditionally guaranteed on a senior unsecured basis by certain of our existing and future domestic subsidiaries.

14

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

Obligations Under Capital Leases

At June 30, 2017 and December 31, 2016, obligations under capital leases for certain real property, transportation, technology and office related equipment were $49.3 million and $50.7 million, respectively. Certain of the lease agreements provide us with a purchase option at the end of the lease term.

Future Debt Obligations

The scheduled maturity for debt obligations for balances outstanding at June 30, 2017 are as follows:

	Lines of Credit		Senior Notes		Capital Lease Obligations		Total
	(In thousands)
2017 (remaining)	$	—	$	—	$	3,748	$	3,748
2018		—		—		7,240		7,240
2019		—		—		7,594		7,594
2020		637,651		—		8,817		646,468
2021		—		—		8,669		8,669
Thereafter		—		250,000		13,234		263,234
Total	$	637,651	$	250,000	$	49,302	$	936,953

(10) Income Taxes

We are subject to taxation in the U.S. federal jurisdiction, as well as various U.S. state and foreign jurisdictions. We have identified our U.S. federal tax return as our “major” tax jurisdiction. As of June 30, 2017, we are no longer subject to examination by U.S. federal tax authorities for years prior to 2013, to examination for any U.S. state taxing authority prior to 2011, or to examination for any foreign jurisdictions prior to 2013.  All subsequent periods remain open to examination.  Our effective income tax rate decreased to 34.3% for the six months ended June 30, 2017, compared to 36.6% for the prior-year period.  This decrease in the effective tax rate was primarily due to stock compensation related items recorded discretely in the prior year period.

Our policy for recording interest and penalties associated with audits is to record such items as a component of income before taxes. Penalties and associated interest costs, if any, are recorded in rental, selling and general expenses in our Condensed Consolidated Statements of Income.

(11) Share-Based Compensation

We have historically awarded stock options and restricted stock awards for employees and non-employee directors as a means of attracting and retaining quality personnel and to align employee performance with stockholder value.  Stock option plans are approved by our stockholders and administered by the stock compensation committee of the Company’s Board of Directors (the “Board”). The current plan allows for a variety of equity programs designed to provide flexibility in implementing equity and cash awards, including incentive stock options, nonqualified stock options, restricted stock awards, restricted stock units, stock appreciation rights, performance stock, performance units and other stock-based awards. Participants may be granted any one of the equity awards or any combination. We do not award stock options with an exercise price below the market price of the underlying securities on the date of grant.  As of June 30, 2017, 1.7 million shares are available for future grants, assuming performance-based options vest at their target amount.  Generally, stock options have contractual terms of ten years.

The following table summarizes the Company’s share-based compensation for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)				(In thousands)
Share-based compensation expense included in:
Rental, selling and general expenses	$	2,509	$	1,623	$	3,820	$	4,187
Restructuring expenses		—		58		—		58
Total share-based compensation	$	2,509	$	1,681	$	3,820	$	4,245

15

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

During the three months ended June 30, 2017, the final vesting dates were accelerated for certain share-based compensation awards to an executive departing the Company.  The vesting dates were adjusted to correspond to the executive’s departure date, resulting in expense of $1.0 million in the current year.  The expense related to the acceleration is included in rental, selling and general expense in the condensed consolidated statement of income for the three and six months ended June 30, 2017.

As of June 30, 2017, total unrecognized compensation cost related to stock option awards was approximately $3.8 million and the related weighted-average period over which it is expected to be recognized is approximately 1.3 years. As of June 30, 2017, the unrecognized compensation cost related to restricted stock awards was approximately $6.4 million, which is expected to be recognized over a weighted-average period of approximately 2.6 years.

Stock Options. The fair value of each stock option award is estimated on the date of the grant using the Black-Scholes-Merton option pricing model which requires the input of assumptions. We estimate the risk-free interest rate based on the U.S. Treasury security rate in effect at the time of the grant. The expected life of the options, volatility and dividend rates are estimated based on our historical data. The following are the key assumptions used for each of the six-month periods ended June 30:

	2017		2016
Risk-free interest rate		1.9%		1.5%
Expected life of the options (years)	5		5
Expected stock price volatility		35.4%		36.7%
Expected dividend rate		2.8%		3.1%

The following table summarizes stock option activity for the six months ended June 30, 2017:

	Number of Shares			Weighted Average Exercise Price
	(In thousands)
Options outstanding, beginning of period		3,292		$	32.06
Granted		398			32.55
Canceled/Expired		(225	)		29.43
Exercised		(79	)		20.88
Options outstanding, end of period		3,386			32.55

A summary of stock options outstanding as of June 30, 2017 is as follows:

	Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Terms		Aggregate Intrinsic Value
	(In thousands)				(In years)		(In thousands)
Outstanding		3,386	$	32.55		6.61	$	3,945
Exercisable		2,568		32.87		5.87		2,813

The aggregate intrinsic value of options exercised during the six months ended June 30, 2017 was approximately $0.9 million and the weighted average fair value of stock options granted during the six months ended June 30, 2017 was $8.33.

The option awards granted in 2017 will vest based upon the achievement of specified performance criteria related to fiscal 2017, 2018 and 2019. In addition, included in options outstanding at the end of the period are 0.3 million options granted in 2016 that will vest based upon the achievement of specified performance criteria related to fiscal 2017 and 2018. Such awards have been granted assuming a target number of options. However, the terms of these awards provide that the number of options that ultimately vest may vary between 50% and 200% of the target award, or may be zero. The tables present the options at their target amount.  Included in the table above are cancellations of approximately 0.2 million options granted in previous years subject to performance criteria.  These awards were canceled during the current-year period due to vesting at less than 100% of the target award.

16

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

Restricted Stock Awards. The fair value of restricted stock awards is estimated as the closing price of our common stock on the date of grant. A summary of restricted stock award activity is as follows:

	Shares			Weighted Average Grant Date Fair Value
	(In thousands)
Restricted stock awards at beginning of period		243		$	30.27
Awarded		102			32.55
Released		(77	)		31.03
Forfeited		(17	)		31.34
Restricted stock awards at end of period		251			30.89

The restricted stock awards that vested during the six months ended June 30, 2017 had an aggregate grant date fair value of $2.3 million and an aggregate vesting date fair value of $2.3 million.      

(12) Restructuring

We have undergone restructuring actions to align our business operations.  The restructuring expenses during the six-month period ended June 30, 2017 resulted primarily from the continuation of restructuring projects initiated in prior years.  These costs include additional restructuring items that were included in prior year plans but were not accruable at the time of the previous charges. Of the $1.4 million of restructuring expenses recognized in the six months ended June 30, 2017, approximately $0.7 million of costs related to the abandonment of yards, or portions of yards, as well as related fleet and other costs due to the divesture of our wood mobile office business. Additionally, $0.7 million related to activities associated with the continued integration of Evergreen Tank Solutions (“ETS”) into the existing Mobile Mini infrastructure.

Of the $3.6 million of restructuring expense recognized in the six months ended June 30, 2016 approximately $1.8 million related to the integration of ETS into the existing Mobile Mini infrastructure, including the re-alignment of sales leadership with operational leadership and the remaining $1.8 million of expenses largely relate to the abandonment of yards related to the divestiture of our wood mobile office business.

The following table details accrued restructuring obligations (included in accrued liabilities in the Condensed Consolidated Balance Sheets) and related activity for the fiscal year ended December 31, 2016 and the six-month period ended June 30, 2017:

	Fleetand Property, Plant and Equipment Abandonment Costs			Severanceand Benefits			Lease Abandonment Costs			Other Costs			Total
	(In thousands)
Accrued obligations as of January 1, 2016	$	—		$	1,245		$	495		$	2		$	1,742
Restructuring expense		109			1,006			3,453			1,452			6,020
Settlement of obligations		(109	)		(1,856	)		(3,580	)		(1,454	)		(6,999	)
Accrued obligations as of December 31, 2016		—			395			368			—			763
Restructuring expense		—			—			705			732			1,437
Settlement of obligations		—			(332	)		(807	)		(684	)		(1,823	)
Accrued obligations as of June 30, 2017	$	—		$	63		$	266		$	48		$	377

17

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

The following amounts are included in restructuring expenses for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)
Fleet and property, plant and equipment abandonment costs	$	—	$	2	$	—	$	108
Severance and benefits		—		164		—		236
Lease abandonment costs		189		1,077		705		1,813
Other costs		349		81		732		1,415
Restructuring expenses	$	538	$	1,324	$	1,437	$	3,572

(13) Commitments and Contingencies

We are a party to various claims and litigation in the normal course of business. Our current estimated range of liability related to various claims and pending litigation is based on claims for which our management can determine that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Because of the uncertainties related to both the probability of incurred and possible range of loss on pending claims and litigation, management must use considerable judgment in making reasonable determination of the liability that could result from an unfavorable outcome. As additional information becomes available, we will assess the potential liability related to our pending litigation and revise our estimates. Such revisions in our estimates of the potential liability could materially impact our results of operation. We do not anticipate the resolution of such matters known at this time will have a material adverse effect on our business or consolidated financial position.

(14) Stockholders’ Equity

Dividends

During the first six months of fiscal 2017, the Board authorized and declared cash dividends to all of our common stockholders as follows:

Declaration Date	Payment Date	Record Date (close of business)	Dividend Amount Per Share of Common Stock
January 31, 2017	March 15, 2017	March 1, 2017	$	0.227
April 26, 2017	May 31, 2017	May 17, 2017		0.227

Each future quarterly dividend payment is subject to review and approval by the Board.  Our Credit Agreement contains restrictions on the declaration and payment of dividends.

Treasury Stock

On November 6, 2013, the Board approved a share repurchase program authorizing up to $125.0 million of our outstanding shares of common stock to be repurchased. On April 17, 2015, the Board authorized up to an additional $50.0 million of our outstanding shares of common stock to be repurchased, for a total of $175.0 million under the share repurchase program. The shares may be repurchased from time to time in the open market or in privately negotiated transactions. The share repurchases are subject to prevailing market conditions and other considerations. The share repurchase program does not have an expiration date and may be suspended or terminated at any time by the Board. All shares repurchased are held in treasury.

During the six months ended June 30, 2017, we purchased approximately 0.2 million shares of our common stock at a total cost of $7.3 million, and a cost of approximately $29.58 per share (excluding commissions), under the authorized share repurchase program. Approximately $70.8 million is available for repurchase as of June 30, 2017.  In addition, during the six months ended June 30, 2017, we withheld approximately 21,000 shares of stock from employees, for an approximate value of $0.6 million, upon vesting of share awards to satisfy minimum tax withholding obligations. These shares were not acquired pursuant to the share repurchase program.

During the six months ended June 30, 2016, we purchased approximately 0.3 million shares of our common stock at a cost of $6.8 million under the authorized share repurchase program. Approximately $82.2 million was available for repurchase as of June 30,

18

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

2016. In addition, during the six months ended June 30, 2016, we withheld approximately 11,000 shares of stock from employees, for an approximate value of $0.3 million, upon vesting of share awards to satisfy minimum tax withholding obligations. These shares were not acquired pursuant to the share repurchase program.

(15) Segment Reporting

Our operations are comprised of three reportable segments: North American Storage Solutions, U.K. Storage Solutions and Tank & Pump Solutions.  Discrete financial data on each of our products is not available and it would be impractical to collect and maintain financial data in such a manner. The results for each segment are reviewed discretely by our chief operating decision maker.

We operate in the U.S., the U.K. and Canada.  All of our locations operate in their local currency. Although we are exposed to foreign exchange rate fluctuation in foreign markets where we rent and sell our products, we do not believe such exposure will have a significant impact on our results of operations. Revenues recognized by our U.S. locations were $104.8 million and $103.1 million for the three months ended June 30, 2017 and 2016, respectively, and were $207.4 million and $206.2 million for the six months ended June 30, 2017 and 2016, respectively.

The following tables set forth certain information regarding each of the Company’s segments for the three-month periods indicated:

	For the Three Months Ended June 30, 2017
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	76,511	$	18,975	$	95,486	$	22,365		$	117,851
Sales		5,027		2,129		7,156		1,245			8,401
Other		271		73		344		94			438
Total revenues		81,809		21,177		102,986		23,704			126,690
Costs and expenses:
Rental, selling and general expenses		53,795		12,336		66,131		16,719			82,850
Cost of sales		3,062		1,668		4,730		678			5,408
Restructuring expenses		532		—		532		6			538
Depreciation and amortization		7,751		1,726		9,477		6,265			15,742
Total costs and expenses		65,140		15,730		80,870		23,668			104,538
Income from operations	$	16,669	$	5,447	$	22,116	$	36		$	22,152
Interest expense, net of interest income	$	5,959	$	126	$	6,085	$	2,706		$	8,791
Income tax provision (benefit)		4,705		911		5,616		(1,050	)		4,566
Capital expenditures for additions to rental fleet,    excluding acquisitions		10,340		1,098		11,438		1,583			13,021

19

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

	For the Three Months Ended June 30, 2016
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	73,671	$	20,431	$	94,102	$	22,671		$	116,773
Sales		4,712		411		5,123		1,219			6,342
Other		1,566		45		1,611		123			1,734
Total revenues		79,949		20,887		100,836		24,013			124,849
Costs and expenses:
Rental, selling and general expenses		50,361		12,493		62,854		15,183			78,037
Cost of sales		2,776		280		3,056		622			3,678
Restructuring expenses		1,031		—		1,031		293			1,324
Depreciation and amortization		7,184		1,794		8,978		7,291			16,269
Total costs and expenses		61,352		14,567		75,919		23,389			99,308
Income from operations	$	18,597	$	6,320	$	24,917	$	624		$	25,541
Interest expense, net of interest income	$	5,105	$	136	$	5,241	$	2,761		$	8,002
Income tax provision (benefit)		1,182		1,076		2,258		(258	)		2,000
Capital expenditures for additions to rental fleet,    excluding acquisitions		6,901		3,308		10,209		7,065			17,274

The following tables set forth certain information regarding each of the Company’s segments for the six-month periods indicated:

	For the Six Months Ended June 30, 2017
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	152,077	$	37,215	$	189,292	$	43,301		$	232,593
Sales		9,904		4,116		14,020		2,359			16,379
Other		835		182		1,017		228			1,245
Total revenues		162,816		41,513		204,329		45,888			250,217
Costs and expenses:
Rental, selling and general expenses		103,795		24,561		128,356		32,853			161,209
Cost of sales		6,070		3,261		9,331		1,189			10,520
Restructuring expenses		1,433		—		1,433		4			1,437
Depreciation and amortization		15,264		3,396		18,660		12,346			31,006
Total costs and expenses		126,562		31,218		157,780		46,392			204,172
Income (loss) from operations	$	36,254	$	10,295	$	46,549	$	(504	)	$	46,045
Interest expense, net of interest income	$	11,527	$	252	$	11,779	$	5,414		$	17,193
Income tax provision (benefit)		10,313		1,648		11,961		(2,065	)		9,896
Capital expenditures for additions to rental fleet,    excluding acquisitions		15,204		4,528		19,732		3,295			23,027

20

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

	For the Six Months Ended June 30, 2016
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions		Consolidated
	(In thousands)
Revenues:
Rental	$	147,684	$	40,146	$	187,830	$	46,299	$	234,129
Sales		9,160		1,255		10,415		2,818		13,233
Other		1,779		99		1,878		142		2,020
Total revenues		158,623		41,500		200,123		49,259		249,382
Costs and expenses:
Rental, selling and general expenses		98,749		24,959		123,708		30,631		154,339
Cost of sales		5,534		921		6,455		1,834		8,289
Restructuring expenses		3,213		—		3,213		359		3,572
Depreciation and amortization		13,611		3,505		17,116		14,330		31,446
Total costs and expenses		121,107		29,385		150,492		47,154		197,646
Income from operations	$	37,516	$	12,115	$	49,631	$	2,105	$	51,736
Interest expense, net of interest income	$	10,753	$	267	$	11,020	$	5,466	$	16,486
Income tax provision		6,241		2,144		8,385		328		8,713
Capital expenditures for additions to rental fleet,    excluding acquisitions		11,481		7,478		18,959		9,199		28,158

Assets related to the Company’s reportable segments include the following:

	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions		Consolidated
	(In thousands)
As of June 30, 2017:
Goodwill	$	468,620	$	56,766	$	525,386	$	181,216	$	706,602
Intangibles		1,622		757		2,379		62,825		65,204
Rental fleet		695,079		147,952		843,031		121,110		964,141
As of December 31, 2016:
Goodwill	$	468,464	$	53,878	$	522,342	$	181,216	$	703,558
Intangibles		1,959		899		2,858		65,562		68,420
Rental fleet		688,477		137,383		825,860		124,205		950,065

Included in the table above are assets in the U.S. of $1.5 billion as of both June 30, 2017 and December 31, 2016.

(16) Subsequent Events

Declaration of Quarterly Dividend

On July 18, 2017, the Company’s Board authorized and declared a quarterly dividend to all of our common stockholders of $0.227 per share of common stock, payable on August 30, 2017, to all stockholders of record as of the close of business on August 16, 2017.

(17) Condensed Consolidating Financial Information

The following tables reflect the condensed consolidating financial information of the Company’s subsidiary guarantors of the Senior Notes and its non-guarantor subsidiaries. Separate financial statements of the subsidiary guarantors are not presented because

21

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

the guarantee by each 100% owned subsidiary guarantor is full and unconditional, joint and several, subject to customary exceptions, and management has determined that such information is not material to investors.

MOBILE MINI, INC.

CONDENSED CONSOLIDATING BALANCE SHEETS

As of June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	429		$	8,845		$	—		$	9,274
Receivables, net		72,431			19,959			—			92,390
Inventories		14,637			1,762			—			16,399
Rental fleet, net		807,230			156,911			—			964,141
Property, plant and equipment, net		130,370			20,266			—			150,636
Other assets		14,117			3,011			—			17,128
Intangibles, net		64,418			786			—			65,204
Goodwill		645,126			61,476			—			706,602
Intercompany receivables		145,954			4,541			(150,495	)		—
Total assets	$	1,894,712		$	277,557		$	(150,495	)	$	2,021,774
LIABILITIES AND STOCKHOLDERS'EQUITY
Liabilities:
Accounts payable	$	22,438		$	8,270		$	—		$	30,708
Accrued liabilities		56,589			8,367			—			64,956
Lines of credit		637,651			—			—			637,651
Obligations under capital leases		49,148			154			—			49,302
Senior Notes, net		245,531			—			—			245,531
Deferred income taxes		213,303			18,276			—			231,579
Intercompany payables		838			1,658			(2,496	)		—
Total liabilities		1,225,498			36,725			(2,496	)		1,259,727
Commitments and contingencies
Stockholders' equity:
Common stock		495			—			—			495
Additional paid-in capital		597,658			147,999			(147,999	)		597,658
Retained earnings		217,844			162,281			—			380,125
Accumulated other comprehensive loss		—			(69,448	)		—			(69,448	)
Treasury stock, at cost		(146,783	)		—			—			(146,783	)
Total stockholders' equity		669,214			240,832			(147,999	)		762,047
Total liabilities and stockholders' equity	$	1,894,712		$	277,557		$	(150,495	)	$	2,021,774

22

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING BALANCE SHEETS

As of December 31, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	1,260		$	2,877		$	—		$	4,137
Receivables, net		80,476			18,699			—			99,175
Inventories		14,526			886			—			15,412
Rental fleet, net		803,553			146,512			—			950,065
Property, plant and equipment, net		129,458			19,739			—			149,197
Other assets		13,189			1,741			—			14,930
Intangibles, net		67,487			933			—			68,420
Goodwill		645,126			58,432			—			703,558
Intercompany receivables		146,016			4,513			(150,529	)		—
Total assets	$	1,901,091		$	254,332		$	(150,529	)	$	2,004,894
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable	$	20,218		$	7,170		$	—		$	27,388
Accrued liabilities		57,025			7,101			—			64,126
Lines of credit		640,975			185			—			641,160
Obligations under capital leases		50,507			197			—			50,704
Senior Notes, net		245,212			—			—			245,212
Deferred income taxes		224,212			16,478			—			240,690
Intercompany payables		384			2,146			(2,530	)		—
Total liabilities		1,238,533			33,277			(2,530	)		1,269,280
Commitments and contingencies
Stockholders' equity:
Common stock		493			—			—			493
Additional paid-in capital		592,071			147,999			(147,999	)		592,071
Retained earnings		208,793			154,103			—			362,896
Accumulated other comprehensive loss		—			(81,047	)		—			(81,047	)
Treasury stock, at cost		(138,799	)		—			—			(138,799	)
Total stockholders' equity		662,558			221,055			(147,999	)		735,614
Total liabilities and stockholders' equity	$	1,901,091		$	254,332		$	(150,529	)	$	2,004,894

23

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Three Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	98,215		$	19,636		$	—		$	117,851
Sales		6,212			2,189			—			8,401
Other		365			73			—			438
Total revenues		104,792			21,898			—			126,690
Costs and expenses:
Rental, selling and general expenses		69,799			13,051			—			82,850
Cost of sales		3,700			1,708			—			5,408
Restructuring expenses		538			—			—			538
Depreciation and amortization		13,930			1,812			—			15,742
Total costs and expenses		87,967			16,571			—			104,538
Income from operations		16,825			5,327			—			22,152
Other income (expense):
Interest income		2,664			2			(2,650	)		16
Interest expense		(11,328	)		(129	)		2,650			(8,807	)
Foreign currency exchange		—			(18	)		—			(18	)
Income before income tax provision		8,161			5,182			—			13,343
Income tax provision		3,655			911			—			4,566
Net income	$	4,506		$	4,271		$	—		$	8,777

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30, 2017

(In thousands)

	Guarantors		Non- Guarantors		Eliminations		Consolidated
Net income	$	4,506	$	4,271	$	—	$	8,777
Foreign currency translation adjustment		—		9,096		—		9,096
Comprehensive income	$	4,506	$	13,367	$	—	$	17,873

24

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Three Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	95,555		$	21,218		$	—		$	116,773
Sales		5,865			477			—			6,342
Other		1,687			47			—			1,734
Total revenues		103,107			21,742			—			124,849
Costs and expenses:
Rental, selling and general expenses		64,935			13,102			—			78,037
Cost of sales		3,361			317			—			3,678
Restructuring expenses		1,324			—			—			1,324
Depreciation and amortization		14,369			1,900			—			16,269
Total costs and expenses		83,989			15,319			—			99,308
Income from operations		19,118			6,423			—			25,541
Other income (expense):
Interest income		2,653			—			(2,653	)		—
Interest expense		(10,519	)		(136	)		2,653			(8,002	)
Debt extinguishment expense		(9,192	)		—			—			(9,192	)
Deferred financing costs write-off		(2,271	)		—			—			(2,271	)
Foreign currency exchange		—			(4	)		—			(4	)
(Loss) income before income tax provision		(211	)		6,283			—			6,072
Income tax provision		924			1,076			—			2,000
Net (loss) income	$	(1,135	)	$	5,207		$	—		$	4,072

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Net (loss) income	$	(1,135	)	$	5,207		$	—	$	4,072
Foreign currency translation adjustment		—			(15,272	)		—		(15,272	)
Comprehensive loss	$	(1,135	)	$	(10,065	)	$	—	$	(11,200	)

25

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Six Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	194,158		$	38,435		$	—		$	232,593
Sales		12,163			4,216			—			16,379
Other		1,061			184			—			1,245
Total revenues		207,382			42,835			—			250,217
Costs and expenses:
Rental, selling and general expenses		135,380			25,829			—			161,209
Cost of sales		7,187			3,333			—			10,520
Restructuring expenses		1,437			—			—			1,437
Depreciation and amortization		27,438			3,568			—			31,006
Total costs and expenses		171,442			32,730			—			204,172
Income from operations		35,940			10,105			—			46,045
Other income (expense):
Interest income		5,314			2			(5,300	)		16
Interest expense		(22,254	)		(255	)		5,300			(17,209	)
Foreign currency exchange		—			(27	)		—			(27	)
Income before income tax provision		19,000			9,825			—			28,825
Income tax provision		8,248			1,648			—			9,896
Net income	$	10,752		$	8,177		$	—		$	18,929

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Six Months Ended June 30, 2017

(In thousands)

	Guarantors		Non- Guarantors		Eliminations		Consolidated
Net income	$	10,752	$	8,177	$	—	$	18,929
Foreign currency translation adjustment		—		11,599		—		11,599
Comprehensive income	$	10,752	$	19,776	$	—	$	30,528

26

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Six Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	192,445		$	41,684		$	—		$	234,129
Sales		11,826			1,407			—			13,233
Other		1,915			105			—			2,020
Total revenues		206,186			43,196			—			249,382
Costs and expenses:
Rental, selling and general expenses		128,174			26,165			—			154,339
Cost of sales		7,271			1,018			—			8,289
Restructuring expenses		3,572			—			—			3,572
Depreciation and amortization		27,746			3,700			—			31,446
Total costs and expenses		166,763			30,883			—			197,646
Income from operations		39,423			12,313			—			51,736
Other income (expense):
Interest income		5,307			—			(5,307	)		—
Interest expense		(21,388	)		(405	)		5,307			(16,486	)
Debt extinguishment expense		(9,192	)		—			—			(9,192	)
Deferred financing costs write-off		(2,271	)		—			—			(2,271	)
Foreign currency exchange		—			(4	)		—			(4	)
Income before income tax provision		11,879			11,904			—			23,783
Income tax provision		6,569			2,144			—			8,713
Net income	$	5,310		$	9,760		$	—		$	15,070

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Six Months Ended June 30, 2016

(In thousands)

	Guarantors		Non- Guarantors			Eliminations		Consolidated
Net income	$	5,310	$	9,760		$	—	$	15,070
Foreign currency translation adjustment		—		(18,985	)		—		(18,985	)
Comprehensive income (loss)	$	5,310	$	(9,225	)	$	—	$	(3,915	)

27

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Cash flows from operating activities:
Net income	$	10,752		$	8,177		$	—	$	18,929
Adjustments to reconcile net income to net cash    provided by operating activities:
Provision for doubtful accounts		1,996			206			—		2,202
Amortization of deferred financing costs		1,030			—			—		1,030
Amortization of long-term liabilities		65			—			—		65
Share-based compensation expense		3,672			148			—		3,820
Depreciation and amortization		27,438			3,568			—		31,006
Gain on sale of rental fleet units		(2,657	)		(169	)		—		(2,826	)
Loss on disposal of property, plant and equipment		62			220			—		282
Deferred income taxes		8,266			885			—		9,151
Foreign currency exchange		—			27			—		27
Changes in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		6,049			(464	)		—		5,585
Inventories		(110	)		(794	)		—		(904	)
Other assets		(1,636	)		(1,158	)		—		(2,794	)
Accounts payable		(1,881	)		(311	)		—		(2,192	)
Accrued liabilities		(1,030	)		870			—		(160	)
Intercompany		237			(237	)		—		—
Net cash provided by operating activities		52,253			10,968			—		63,221
Cash flows from investing activities:
Additions to rental fleet, excluding acquisitions		(18,391	)		(4,636	)		—		(23,027	)
Proceeds from sale of rental fleet		5,709			574			—		6,283
Additions to property, plant and equipment,    excluding acquisitions		(6,976	)		(1,731	)		—		(8,707	)
Proceeds from sale of property, plant and equipment		67			701			—		768
Net cash used in investing activities		(19,591	)		(5,092	)		—		(24,683	)
Cash flows from financing activities:
Net repayments under lines of credit		(3,324	)		(185	)		—		(3,509	)
Deferred financing costs		(12	)		—			—		(12	)
Principal payments on capital lease obligations		(3,694	)		(42	)		—		(3,736	)
Issuance of common stock		1,640			—			—		1,640
Dividend payments		(20,119	)		—			—		(20,119	)
Purchase of treasury stock		(7,984	)		—			—		(7,984	)
Net cash used in financing activities		(33,493	)		(227	)		—		(33,720	)
Effect of exchange rate changes on cash		—			319			—		319
Net (decrease) increase in cash		(831	)		5,968			—		5,137
Cash and cash equivalents at beginning of period		1,260			2,877			—		4,137
Cash and cash equivalents at end of period	$	429		$	8,845		$	—	$	9,274

28

 MOBILE MINI, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) - Continued

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Cash flows from operating activities:
Net income	$	5,310		$	9,760		$	—	$	15,070
Adjustments to reconcile net income to net cash provided    by operating activities:
Debt extinguishment expense		9,192			—			—		9,192
Deferred financing costs write-off		2,271			—			—		2,271
Provision for doubtful accounts		2,434			212			—		2,646
Amortization of deferred financing costs		941			7			—		948
Amortization of long-term liabilities		58			—			—		58
Share-based compensation expense		4,106			139			—		4,245
Depreciation and amortization		27,746			3,700			—		31,446
Gain on sale of rental fleet units		(2,500	)		(282	)		—		(2,782	)
Loss on disposal of property, plant and equipment		521			168			—		689
Deferred income taxes		6,399			2,143			—		8,542
Foreign currency exchange		—			4					4
Changes in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		(10,758	)		(1,538	)		—		(12,296	)
Inventories		(2,173	)		383			—		(1,790	)
Other assets		540			(58	)		—		482
Accounts payable		3,029			2,736			—		5,765
Accrued liabilities		202			18			—		220
Intercompany		764			(764	)		—		—
Net cash provided by operating activities		48,082			16,628			—		64,710
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired		(9,206	)		—			—		(9,206	)
Additions to rental fleet, excluding acquisitions		(20,657	)		(7,501	)		—		(28,158	)
Proceeds from sale of rental fleet		6,332			1,077			—		7,409
Additions to property, plant and equipment,    excluding acquisitions		(13,301	)		(5,962	)		—		(19,263	)
Proceeds from sale of property, plant and equipment		1,166			449			—		1,615
Net cash used in investing activities		(35,666	)		(11,937	)		—		(47,603	)
Cash flows from financing activities:
Net repayments under lines of credit		(19,513	)		(1,448	)		—		(20,961	)
Proceeds from issuance of 5.875% senior notes due 2024		250,000			—			—		250,000
Redemption of 7.875% senior notes due 2020		(200,000	)		—			—		(200,000	)
Debt extinguishment expense		(9,192	)		—			—		(9,192	)
Deferred financing costs		(4,916	)		—			—		(4,916	)
Principal payments on capital lease obligations		(2,848	)		(72	)		—		(2,920	)
Issuance of common stock		92			—			—		92
Dividend payments		(18,236	)		—			—		(18,236	)
Purchase of treasury stock		(7,096	)		—			—		(7,096	)
Net cash used in financing activities		(11,709	)		(1,520	)		—		(13,229	)
Effect of exchange rate changes on cash		—			(152	)		—		(152	)
Net increase in cash		707			3,019			—		3,726
Cash and cash equivalents at beginning of period		1,033			580			—		1,613
Cash and cash equivalents at end of period	$	1,740		$	3,599		$	—	$	5,339

29

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion of our financial condition and results of operations should be read together with our consolidated financial statements and the accompanying notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the SEC. This discussion contains forward-looking statements. Forward-looking statements are based on current expectations and assumptions that involve risks and uncertainties. Our actual results may differ materially from those anticipated in our forward-looking statements. The tables and information in this “Management’s Discussion and Analysis of Financial Conditions and Results of Operations” section were derived from exact numbers and may have immaterial rounding differences.

Overview

Executive Summary

We believe we are the world’s leading provider of portable storage solutions, maintaining a strong leadership position in virtually all markets served. Our mission is to be the leader in portable storage solutions to customers throughout North America and the U.K. and tank and pump solutions in the U.S.  We are committed to providing our customers with superior service and access to a high-quality and diverse fleet.  In managing our business, we focus on renting rather than selling our units, with rental revenues representing approximately 93% of our total revenues for the six months ended June 30, 2017.  We believe this strategy is highly attractive and provides predictable, recurring revenue. Additionally, our assets have long useful lives and relatively low maintenance costs. We also sell new and used units and provide delivery, installation and other ancillary products and value-added services.

We operate our portable storage business in North America as “Mobile Mini Storage Solutions” and our tank and pump business (including our acquired subsidiaries Evergreen Tank Solutions and Water Movers) as “Mobile Mini Tank + Pump Solutions”.  As of June 30, 2017, our network of locations included 123 Storage Solutions locations, 18 Tank & Pump Solutions locations and 15 combined locations.  Our Storage Solutions fleet consists of approximately 211,900 units and our Tank & Pump Solutions fleet consists of approximately 12,000 units.

Business Environment and Outlook.  Approximately 65% of our consolidated rental revenue during the twelve-month period ended June 30, 2017 was derived from our North American Storage Solutions business, 16% was derived from our U.K. Storage Solutions business and 19% was derived from the Tank & Pump Solutions business.  Our business is subject to the general health of the economy and we utilize a variety of general economic indicators to assess market trends and determine the direction of our business. On June 23, 2016, the U.K. voted to leave the European Union (the “E.U.”) in a referendum vote, which may have currently unknown social, geopolitical and economic impacts. As developments and directions become more clear, we may adjust our strategy and operations accordingly.

Based on our assessment, we expect that the majority of our end markets will continue to drive demand for our products.  In particular, construction, which represents approximately 42% of our consolidated rental revenue, is forecasted for continued growth in 2017.  While only about 2% of our consolidated rental revenue is generated by oil and gas customers, the oil and gas industry is forecasted to continue to remain challenged in the near term.

Accounting and Operating Overview

Our principal operating revenues and expenses are:

Revenues:

• Rental revenues include all rent and ancillary revenues we receive for our rental fleet.

• Sales revenues consist primarily of sales of new and used fleet and, to a lesser extent, parts and supplies sold to customers.

Costs and expenses:

• Rental, selling and general expenses include, among other expenses, payroll and payroll-related costs (including share-based compensation and commissions for our sales team), fleet transportation and fuel costs, repair and maintenance costs for our rental fleet and transportation equipment, real estate lease expense, insurance costs, and general corporate expenses.

30

• Cost of sales is the net book value of the units that were sold during the reported period and includes both our cost to buy, transport, remanufacture and modify used containers and our cost to manufacture Storage Solutions units and other structures.

• Depreciation and amortization includes depreciation on our rental fleet, our property, plant and equipment, and amortization of definite-lived intangible assets.

Our principal asset is our rental fleet, which is capitalized at cost and depreciated over the estimated useful life of the unit using the straight-line method. Rental fleet is depreciated whether or not it is out on rent. Capitalized cost of rental fleet includes the price paid to acquire the unit and freight charges to the location when the unit is first placed in service and, when applicable, the cost of manufacturing or remanufacturing, which includes the cost of customizing units. Ordinary repair and maintenance costs are charged to operations as incurred.

The table below outlines the composition of our Storage Solutions rental fleet at June 30, 2017: 

	Rental Fleet			Number of Units		Percentage of Gross Fleet in Dollars			Percentage of Units
	(In thousands)
Steel storage containers	$	636,092			179,654		63	%		85	%
Steel ground level offices		358,806			30,790		36			14
Other		7,841			1,468		1			1
Storage Solutions rental fleet		1,002,739			211,912		100	%		100	%
Accumulated depreciation		(159,708	)
Storage Solutions rental fleet, net	$	843,031

The table below outlines the composition of our Tank & Pump Solutions rental fleet at June 30, 2017:

	Rental Fleet			Number of Units		Percentage of Gross Fleet in Dollars			Percentage of Units
	(In thousands)
Steel tanks	$	62,991			3,087		40	%		26	%
Roll-off boxes		28,817			5,350		18			44
Stainless steel tank trailers		29,093			666		18			6
Vacuum boxes		12,142			1,295		8			11
Dewatering boxes		5,981			690		4			6
Pumps and filtration equipment		13,242			960		8			7
Other		6,946		n/a			4
Tank & Pump Solutions rental fleet		159,212			12,048		100	%		100	%
Accumulated depreciation		(38,102	)
Tank & Pump Solutions rental fleet, net	$	121,110

We are a capital-intensive business.  Therefore, in addition to focusing on measurements calculated in accordance with GAAP, we focus on EBITDA, adjusted EBITDA and free cash flow to measure our operating results.  EBITDA, adjusted EBITDA and the resultant margins, and free cash flow are non-GAAP financial measures.  As such, we include in this Quarterly Report on Form 10-Q reconciliations to their most directly comparable GAAP financial measures.  We also evaluate our operations on a constant currency basis. These reconciliations and a description of the limitations of these measures are included below.

Non-GAAP Data and Reconciliations

EBITDA and Adjusted EBITDA. EBITDA is defined as net income before discontinued operation, net of tax (if applicable), interest expense, income taxes, depreciation and amortization, and debt restructuring or extinguishment expense (if applicable), including any write-off of deferred financing costs. Adjusted EBITDA further excludes certain non-cash expenses, as well as transactions that management believes are not indicative of our ongoing business.  Because EBITDA and adjusted EBITDA, as defined, exclude some but not all items that affect our cash flow from operating activities, they may not be comparable to similarly titled performance measures presented by other companies.

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We present EBITDA and adjusted EBITDA because we believe they provide an overall evaluation of our financial condition and useful information regarding our ability to meet our future debt payment requirements, capital expenditures and working capital requirements. EBITDA and adjusted EBITDA have certain limitations as analytical tools and should not be used as substitutes for net income, cash flows, or other consolidated income or cash flow data prepared in accordance with GAAP. EBITDA and adjusted EBITDA margins are calculated as EBITDA and adjusted EBITDA divided by total revenues expressed as a percentage.

Reconciliation of net income, the most directly comparable GAAP measure, to EBITDA and adjusted EBITDA is as follows:

	Three Months Ended June 30,							Six Months Ended June 30,
	2017			2016				2017			2016
	(In thousands, except percentages)
Net income	$	8,777		$	4,072			$	18,929		$	15,070
Interest expense		8,807			8,002				17,209			16,486
Income tax provision		4,566			2,000				9,896			8,713
Depreciation and amortization		15,742			16,269				31,006			31,446
Debt extinguishment expense		—			9,192				—			9,192
Deferred financing costs write-off		—			2,271				—			2,271
EBITDA		37,892			41,806				77,040			83,178
Share-based compensation expense (1)		1,474			1,623				2,785			4,187
Restructuring expenses (2)		538			1,324				1,437			3,572
Acquisition-related expenses (3)		9			—				97			—
Sales tax refund (4)		—			(1,365	)			—			(1,365	)
Other (1)(5)		2,047			—				2,289			—
Adjusted EBITDA	$	41,960		$	43,388			$	83,648		$	89,572
EBITDA margin		29.9	%		33.5		%		30.8	%		33.4		%
Adjusted EBITDA margin		33.1			35.1				33.4			36.1

Reconciliation of net cash provided by operating activities to EBITDA is as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016			2017			2016
	(In thousands)
Net cash provided by operating activities	$	30,498		$	29,429		$	63,221		$	64,710
Interest paid		4,516			10,113			18,187			13,991
Income and franchise taxes paid		1,100			1,083			1,100			1,151
Share-based compensation expense (1)		(2,509	)		(1,681	)		(3,820	)		(4,245	)
Gain on sale of rental fleet		1,123			1,404			2,826			2,782
Loss on disposal of property, plant and equipment		(264	)		(351	)		(282	)		(689	)
Change in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		1,760			12,481			(7,788	)		9,650
Inventories		(116	)		1,933			904			1,790
Other assets		1,679			(1,331	)		2,794			(482	)
Accounts payable and accrued liabilities		105			(11,274	)		(102	)		(5,480	)
EBITDA	$	37,892		$	41,806		$	77,040		$	83,178

(1) Share-based compensation represents non-cash compensation expense associated with the granting of equity instruments. The reconciliation of net cash provided by operating activities to EBITDA includes share-based compensation that is included in the “other” line item in the reconciliation of net income to Adjusted EBITDA.  See footnote (5) below and additional information in Note 11 “Share-Based Compensation” to the accompanying condensed consolidated financial statements.  

(2) The Company has undergone restructuring actions to align its business operations.  These activities materially change the scope of the business or the manner in which the business is conducted.  For more information, see Note 12 “Restructuring” to the accompanying condensed consolidated financial statements.

(3) Incremental costs associated with acquisitions.

(4) Revenue associated with sales tax refunds.

(5) Other expenses include severance and transition expenses for senior executives, including the acceleration of share-based compensation.

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Free Cash Flow. Free cash flow is defined as net cash provided by operating activities, minus or plus, net cash used in or provided by investing activities, excluding acquisitions and certain transactions. Free cash flow is a non-GAAP financial measure and is not intended to replace net cash provided by operating activities, the most directly comparable financial measure prepared in accordance with GAAP. We present free cash flow because we believe it provides useful information regarding our liquidity and ability to meet our short-term obligations. In particular, free cash flow indicates the amount of cash available after capital expenditures for, among other things, investments in our existing business, debt service obligations, payment of authorized quarterly dividends, repurchase of our common stock and strategic small acquisitions.

Reconciliation of net cash provided by operating activities to free cash flow is as follows:

	Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016			2017			2016
	(In thousands)						(In thousands)
Net cash provided by operating activities	$	30,498		$	29,429		$	63,221		$	64,710
Additions to rental fleet, excluding acquisitions		(13,021	)		(17,274	)		(23,027	)		(28,158	)
Proceeds from sale of rental fleet		1,661			3,439			6,283			7,409
Additions to property, plant and equipment, excluding    acquisitions		(4,959	)		(10,953	)		(8,707	)		(19,263	)
Proceeds from sale of property, plant and equipment		700			775			768			1,615
Net capital expenditures, excluding acquisitions		(15,619	)		(24,013	)		(24,683	)		(38,397	)
Free cash flow	$	14,879		$	5,416		$	38,538		$	26,313

Constant Currency.  We calculate the effect of currency fluctuations on current periods by translating the results for our business in the U.K. during the current periods using the average exchange rates from the same period in the prior year. We present constant currency information to provide useful information to assess our underlying business excluding the effect of material foreign currency rate fluctuations.  The table below shows certain financial information as calculated on a constant currency basis:

	Three Months Ended June 30, 2017
	Calculated in Constant Currency		As Reported		Difference
	(In thousands)
Rental Revenues	$	120,160	$	117,851	$	2,309
Rental, selling and general expenses		84,354		82,850		1,504
Adjusted EBITDA		42,837		41,960		877
	Six Months Ended June 30, 2017
	Calculated in Constant Currency		As Reported		Difference
	(In thousands)
Rental Revenues	$	237,759	$	232,593	$	5,166
Rental, selling and general expenses		164,628		161,209		3,419
Adjusted EBITDA		85,571		83,648		1,923

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RESULTS OF OPERATIONS

Three Months Ended June 30, 2017, Compared to Three Months Ended June 30, 2016

	Three Months Ended June 30,						Percentage of Revenue Three Months Ended June 30,								Increase (Decrease)
	2017			2016			2017				2016				2017 versus 2016
	(In thousands, except percentages)
Revenues:
Rental	$	117,851		$	116,773			93.0		%		93.5		%	$	1,078			0.9		%
Sales		8,401			6,342			6.6				5.1				2,059			32.5
Other		438			1,734			0.3				1.4				(1,296	)		(74.7	)
Total revenues		126,690			124,849			100.0				100.0				1,841			1.5
Costs and expenses:
Rental, selling and general expenses		82,850			78,037			65.4				62.5				4,813			6.2
Cost of sales		5,408			3,678			4.3				2.9				1,730			47.0
Restructuring expenses		538			1,324			0.4				1.1				(786	)		(59.4	)
Depreciation and amortization		15,742			16,269			12.4				13.0				(527	)		(3.2	)
Total costs and expenses		104,538			99,308			82.5				79.5				5,230			5.3
Income from operations		22,152			25,541			17.5				20.5				(3,389	)		(13.3	)
Other income (expense):
Interest income		16			—			—				—				16		n/a
Interest expense		(8,807	)		(8,002	)		(7.0	)			(6.4	)			(805	)		10.1
Debt extinguishment expense		—			(9,192	)		—				(7.4	)			9,192		n/a
Deferred financing costs write-off		—			(2,271	)		—				(1.8	)			2,271		n/a
Foreign currency exchange		(18	)		(4	)		—				(0.0	)			(14	)	n/a
Income before income tax provision		13,343			6,072			10.5				4.9				7,271
Income tax provision		4,566			2,000			3.6				1.6				2,566
Net income	$	8,777		$	4,072			6.9		%		3.3		%	$	4,705

	Three Months Ended June 30,				Percentage of Revenue Three Months Ended June 30,						Increase (Decrease)
	2017		2016		2017			2016			2017 versus 2016
	(In thousands, except percentages)
EBITDA	$	37,892	$	41,806		29.9	%		33.5	%	$	(3,914	)	(9.4	)	%
Adjusted EBITDA (1)		41,960		43,388		33.1			35.1			(1,428	)	(3.3	)
Free Cash Flow		14,879		5,416		11.7			4.3			9,463		174.7

(1) The calculation of adjusted EBITDA as a percentage of revenue includes a net reduction to revenue related to transactions not indicative of our business.  See “Non-GAAP Data and Reconciliations” above.

Total Revenues.  The following table depicts revenues by type of business for the three-month periods ended June 30:

	Storage Solutions
	Three Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Revenues:
Rental	$	95,486	$	94,102	$	1,384		1.5		%
Sales		7,156		5,123		2,033		39.7
Other		344		1,611		(1,267	)	(78.6	)
Total revenues	$	102,986	$	100,836	$	2,150		2.1

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	Tank & Pump Solutions
	Three Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Revenues:
Rental	$	22,365	$	22,671	$	(306	)	(1.3	)	%
Sales		1,245		1,219		26		2.1
Other		94		123		(29	)	(23.6	)
Total revenues	$	23,704	$	24,013	$	(309	)	(1.3	)

Of the $126.7 million of total revenues for the three months ended June 30, 2017, $103.0 million, or 81.3%, related to the Storage Solutions business and $23.7 million, or 18.7%, related to the Tank & Pump Solutions business.  In the three-month period ended June 30, 2016, $100.8 million, or 80.8%, related to the Storage Solutions business and $24.0 million, or 19.2%, related to the Tank & Pump Solutions business.

Rental Revenues. Storage Solutions rental revenues increased 1.5% during the current-year period as compared to the prior-year period.  However, adjusted for the unfavorable change in currency translation, Storage Solutions rental revenue increased approximately 3.9%, as compared to the prior-year quarter.  This increase was driven by a 2.6% increase in year-over-year rental rates and a 4.3% increase in units on rent, offset by unfavorable mix and other items. Adjusted for the unfavorable currency effect, yield (calculated as rental revenues divided by average units on rent) decreased 0.4% as compared to the prior-year quarter.  

Rental revenues within the Tank & Pump Solutions business decreased $0.3 million, or 1.3%, for the three-month period ended June 30, 2017, as compared to the prior-year period.  Downstream revenue decreased slightly in the current-year quarter due to decreases at one of our largest customers, which we expect to be temporary. Diversified revenue increased in the current-year quarter as compared to the prior-year quarter, while upstream revenue was consistent with the prior-year quarter.  Sequentially, Tank & Pump Solutions rental revenues increased 6.8%, with increases in each of the customer segments.

Sales Revenues. We focus on rental revenues. In general, sales of units from our fleet occur due to a particular customer need, or due to having fleet in excess of demand at a particular location.  Storage Solutions sales revenue for the quarter ended June 30, 2017 increased $2.0 million, or 39.7%, to $7.2 million, compared to $5.1 million in the prior-year period. The growth was largely due to increased activity in the U.K. resulting from a recent acquisition. Tank & Pump Solutions sales revenue of $1.2 million for the quarter ended June 30, 2017 was consistent with the prior-year period.

Costs and expenses. The following table depicts costs and expenses by type of business for the three-month periods ended June 30:

	Storage Solutions
	Three Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Costs and expenses:
Rental, selling and general expenses	$	66,131	$	62,854	$	3,277			5.2	%
Cost of sales		4,730		3,056		1,674			54.8
Restructuring expenses		532		1,031		(499	)	n/a
Depreciation and amortization		9,477		8,978		499			5.6
Total costs and expenses	$	80,870	$	75,919	$	4,951			6.5

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	Tank & Pump Solutions
	Three Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Costs and expenses:
Rental, selling and general expenses	$	16,719	$	15,183	$	1,536			10.1		%
Cost of sales		678		622		56			9.0
Restructuring expenses		6		293		(287	)	n/a
Depreciation and amortization		6,265		7,291		(1,026	)		(14.1	)
Total costs and expenses	$	23,668	$	23,389	$	279			1.2

Rental, Selling and General Expenses.  Rental, selling and general expenses for the three months ended June 30, 2017 of $82.9 million increased $4.8 million, or 6.2%, as compared to the prior-year period.  As a percentage of total revenues, rental, selling and general expenses were 65.4% for the three months ended June 30, 2017, which was an increase from 62.5% in the prior-year period.  

Included in Storage Solutions rental, selling and general expenses for the current quarter is $2.1 million of expense related to the severance and transition of an executive.  Excluding this expense, rental, selling and general expenses for the three months ended June 30, 2017 increased $1.2 million, or 1.9%, from the prior-year period.  When adjusted for the effect of the change in currency translation rates, rental, selling and general expenses increased $2.7 million, or 4.3%. The increase was largely due to higher incentive compensation in the current-year period, as compared to the prior-year period, and to a lesser extent, higher transportation costs due to increased rental activity.

Rental, selling and general expenses for the Tank & Pump Solutions business increased $1.5 million, or 10.1%, in the current-year quarter, as compared to the prior-year quarter.  The increase was largely due to increased payroll costs, higher fleet repairs and increased transportation costs.

Cost of Sales. Cost of sales is the cost related to our sales revenue only. Within the Storage Solutions business, cost of sales was $4.7 million and $3.1 million in the quarters ended June 30, 2017 and 2016, respectively.  Storage Solutions sales revenue, less cost of sales (sales profit), was $2.4 million and $2.1 million for the three-month periods ended June 30, 2017 and 2016, respectively.  Sales profit expressed as a percentage of sales revenue (sales profit margin) was 33.9% in the quarter ended June 30, 2017 and 40.3% in the prior-year quarter.  The decrease in profit margin is due to sales activity related to a recent U.K. acquisition.

Within the Tank & Pump Solutions business, cost of sales was $0.7 million and $0.6 million in the quarters ended June 30, 2017 and 2016, respectively.  Tank & Pump Solutions sales profit was $0.6 million for both three-month periods ended June 30, 2017 and 2016.

Restructuring. Included in restructuring expenses for the three months ended June 30, 2017 and 2016 was $0.2 million and $0.9 million, respectively, of costs related to the divestiture of our wood mobile office business, primarily related to the abandonment of yards, or portions of yards. Also included in restructuring expenses for the three months ended June 30, 2017 and 2016 were approximately $0.4 million and $0.5 million, respectively, of expenses related to the integration of our wholly owned subsidiary, ETS, which was acquired on December 10, 2014, into the existing Mobile Mini infrastructure.

Depreciation and Amortization Expense. Total depreciation and amortization expense of $15.7 million for the three months ended June 30, 2017 was consistent with the prior-year period.

Interest Expense. Interest expense was $8.8 million for the three months ended June 30, 2017 and $8.0 million in the prior-year period. Our average debt outstanding in the quarter ended June 30, 2017 was $931.5 million, as compared to $923.1 million in the prior-year quarter. The weighted average interest rate on our debt was 3.5% and 3.2% for the three-month periods ended June 30, 2017 and 2016, respectively, excluding the amortization of deferred financing costs. Taking into account the amortization of deferred financing costs, the weighted average interest rate was 3.8% and 3.5% for the three-month periods ended June 30, 2017 and 2016, respectively.  

Debt Extinguishment Expense and Deferred Financing Costs Write-off.  As a result of the redemption of the 2020 Notes during the prior-year period, we recognized $9.2 million in debt extinguishment expense, consisting of $7.9 million in debt redemption premiums and $1.3 million in contractually required interest above the amount payable prior to the redemption.  Additionally, we wrote off $2.3 million of previously deferred financing costs associated with the 2020 Notes that had not yet been amortized.

36

Provision for Income Taxes. During the quarter ended June 30, 2017, we had a $4.6 million provision for income taxes, compared to $2.0 million in the prior-year quarter. Our effective income tax rate increased to 34.2% for the three months ended June 30, 2017, compared to 32.9% for the prior-year quarter.  This increase in the effective tax rate was primarily due to a greater portion of pre-tax income being generated in the U.S. which has a higher income tax rate.

Net Income. As a result of the income statement activity discussed above, we had net income of $8.8 million for the three months ended June 30, 2017, compared to net income of $4.1 million in the prior-year quarter.

Adjusted EBITDA. For the three-month period ended June 30, 2017, we realized adjusted EBITDA of $42.0 million, a decrease of $1.4 million, or 3.3%, as compared to adjusted EBITDA of $43.4 million in the prior-year period. Growth in our Storage Solutions business revenue was offset by slightly lower revenue in the Tank & Pump Solutions business, overall increased rental, selling and general costs primarily driven by increased compensation in the current-year quarter and an unfavorable currency exchange rate. Our adjusted EBITDA margins were 33.1% and 35.1% for the quarters ended June 30, 2017 and 2016, respectively.

During the three months ended June 30, 2017, adjusted EBITDA related to the Storage Solutions business increased $0.5 million, or 1.4%, to $35.6 million from $35.1 million in the prior-year period. Adjusted EBITDA related to the Tank & Pump Solutions business decreased $1.9 million, or 23.1%, to $6.4 million during the three months ended June 30, 2017 from $8.3 million during the prior-year period. Adjusted EBITDA margins for the quarter ended June 30, 2017 were 34.6% for the Storage Solutions business and 26.9% for the Tank & Pump Solutions business.

RESULTS OF OPERATIONS

Six Months Ended June 30, 2017, Compared to Six Months Ended June 30, 2016

	Six Months Ended June 30,						Percentage of Revenue Six Months Ended June 30,								Increase (Decrease)
	2017			2016			2017				2016				2017 versus 2016
	(In thousands, except percentages)
Revenues:
Rental	$	232,593		$	234,129			93.0		%		93.9		%	$	(1,536	)		(0.7	)	%
Sales		16,379			13,233			6.5				5.3				3,146			23.8
Other		1,245			2,020			0.5				0.8				(775	)		(38.4	)
Total revenues		250,217			249,382			100.0				100.0				835			0.3
Costs and expenses:
Rental, selling and general expenses		161,209			154,339			64.4				61.9				6,870			4.5
Cost of sales		10,520			8,289			4.2				3.3				2,231			26.9
Restructuring expenses		1,437			3,572			0.6				1.4				(2,135	)		(59.8	)
Depreciation and amortization		31,006			31,446			12.4				12.6				(440	)		(1.4	)
Total costs and expenses		204,172			197,646			81.6				79.3				6,526			3.3
Income from operations		46,045			51,736			18.4				20.7				(5,691	)		(11.0	)
Other income (expense):
Interest income		16			—			0.0				—				16		n/a
Interest expense		(17,209	)		(16,486	)		(6.9	)			(6.6	)			(723	)		4.4
Debt extinguishment expense		—			(9,192	)		—				(3.7	)			9,192		n/a
Deferred financing costs write-off		—			(2,271	)		—				(1.0	)			2,271		n/a
Foreign currency exchange		(27	)		(4	)		—				—				(23	)	n/a
Income before income tax provision		28,825			23,783			11.5				9.5				5,042
Income tax provision		9,896			8,713			4.0				3.5				1,183
Net income	$	18,929		$	15,070			7.6		%		6.0		%	$	3,859

	Six Months Ended June 30,				Percentage of Revenue Six Months Ended June 30,						Increase (Decrease)
	2017		2016		2017			2016			2017 versus 2016
	(In thousands, except percentages)
EBITDA	$	77,040	$	83,178		30.8	%		33.4	%	$	(6,138	)	(7.4	)	%
Adjusted EBITDA (1)		83,648		89,572		33.4			36.1			(5,924	)	(6.6	)
Free Cash Flow		38,538		26,313		15.4			10.6			12,225		46.5

37

(1) The calculation of adjusted EBITDA as a percentage of revenue includes a net reduction to revenue related to transactions not indicative of our business.  See “Non-GAAP Data and Reconciliations” above.

Total Revenues.  The following table depicts revenues by type of business for the six-month periods ended June 30:  

	Storage Solutions
	Six Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Revenues:
Rental	$	189,292	$	187,830	$	1,462		0.8		%
Sales		14,020		10,415		3,605		34.6
Other		1,017		1,878		(861	)	(45.8	)
Total revenues	$	204,329	$	200,123	$	4,206		2.1

	Tank & Pump Solutions
	Six Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Revenues:
Rental	$	43,301	$	46,299	$	(2,998	)	(6.5	)	%
Sales		2,359		2,818		(459	)	(16.3	)
Other		228		142		86		60.6
Total revenues	$	45,888	$	49,259	$	(3,371	)	(6.8	)

Of the $250.2 million of total revenues for the six months ended June 30, 2017, $204.3 million, or 81.7%, related to the Storage Solutions business and $45.9 million, or 18.3%, related to the Tank & Pump Solutions business.  In the six-month period ended June 30, 2016, $200.1 million, or 80.2%, related to the Storage Solutions business and $49.3 million, or 19.8%, related to the Tank & Pump Solutions business.

Rental Revenues. Storage Solutions rental revenues increased $1.5 million during the current-year period, as compared to the prior-year period.  However, adjusted for the unfavorable change in currency translation rates as well as one less day in the current-year period, Storage Solutions rental revenue increased approximately 4.1%, as compared to the prior-year period.  This increase was driven by a 2.6% increase in year-over-year rental rates and a 3.8% increase in units on rent, partially offset by decreases due to unfavorable mix and other items. Adjusted for the unfavorable currency effect and the extra day in the prior-year period, yield increased approximately 0.3%, as compared to the prior-year period.

Rental revenues within the Tank & Pump Solutions business decreased $3.0 million, or 6.5%, for the six-month period ended June 30, 2017, as compared to the prior-year period. This decline was primarily due to fewer infrastructure projects in our pump business in the first quarter of 2017, as compared to the first quarter of 2016.  Downstream revenue decreased in the current-year period due to decreases at one of our largest customers, which we expect to be temporary. Upstream revenue was down in the current-year period, as compared to the prior-year period.

Sales Revenues. We focus on rental revenues. In general, sales of units from our fleet occur due to a particular customer need, or due to having fleet in excess of demand at a particular location.  Storage Solutions sales revenue for the six months ended June 30, 2017 increased $3.6 million, or 34.6%, to $14.0 million, compared to $10.4 million in the prior-year period. The growth was largely due to increased activity in the U.K. resulting from a recent acquisition. Tank & Pump Solutions sales revenue for the six months ended June 30, 2017 decreased $0.5 million to $2.4 million, compared to $2.8 million in the prior-year period.

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Costs and expenses. The following table depicts costs and expenses by type of business for the six-month periods ended June 30:

	Storage Solutions
	Six Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Costs and expenses:
Rental, selling and general expenses	$	128,356	$	123,708	$	4,648			3.8	%
Cost of sales		9,331		6,455		2,876			44.6
Restructuring expenses		1,433		3,213		(1,780	)	n/a
Depreciation and amortization		18,660		17,116		1,544			9.0
Total costs and expenses	$	157,780	$	150,492	$	7,288			4.8

	Tank & Pump Solutions
	Six Months Ended June 30,
	2017		2016		Increase (Decrease) 2017 versus 2016
	(In thousands, except percentages)
Costs and expenses:
Rental, selling and general expenses	$	32,853	$	30,631	$	2,222			7.3		%
Cost of sales		1,189		1,834		(645	)		(35.2	)
Restructuring expenses		4		359		(355	)	n/a
Depreciation and amortization		12,346		14,330		(1,984	)		(13.8	)
Total costs and expenses	$	46,392	$	47,154	$	(762	)		(1.6	)

Rental, Selling and General Expenses.  Rental, selling and general expenses for the six months ended June 30, 2017 of $161.2 million increased $6.9 million, or 4.5%, as compared to the prior-year period.  As a percentage of total revenues, rental, selling and general expenses were 64.4% for the six months ended June 30, 2017, which was an increase from 61.9% in the prior-year period.

Included in Storage Solutions rental, selling and general expenses for the current period is $2.4 million of expense related to the severance and transition of executives, as well as acquisition-related expense.  Excluding these expenses, rental, selling and general expenses for the six months ended June 30, 2017 increased $2.3 million, or 1.8%, from the prior-year period.  When adjusted for the effect of the change in currency translation rates rental, selling and general expenses increased $5.7 million, or 4.6%. The increase was largely due to higher incentive compensation in the current-year period as compared to the prior-year period, and to a lesser extent, higher transportation costs and fleet repairs and maintenance due to increased rental activity. In addition, we had increased costs associated with the operation of our new enterprise resource planning (“ERP”) system.

Rental, selling and general expenses for the Tank & Pump Solutions business increased $2.2 million, or 7.3%, in the current-year period, as compared to the prior-year period.  The increase was largely due to increased payroll and higher fleet repairs and maintenance.

Cost of Sales. Cost of sales is the cost related to our sales revenue only. Within the Storage Solutions business, cost of sales was $9.3 million and $6.5 million in the six-month periods ended June 30, 2017 and 2016, respectively.  Storage Solutions sales profit was $4.7 million and $4.0 million for the six-month periods ended June 30, 2017 and 2016, respectively.  Sales profit margin was 33.4% in the six months ended June 30, 2017 and 38.0% in the prior-year period.  The decrease in profit margin is due to sales activity related to a recent U.K. acquisition.

Within the Tank & Pump Solutions business, cost of sales was $1.2 million and $1.8 million for the six months ended June 30, 2017 and 2016, respectively.  Tank & Pump Solutions sales profit was $1.2 million and $1.0 million for the six-month periods ended June 30, 2017 and 2016, respectively.

Restructuring. Included in restructuring expenses for the six months ended June 30, 2017 and 2016 was $0.7 million and $1.7 million, respectively, of costs related to the divestiture of our wood mobile office business, primarily related to the abandonment of yards, or portions of yards. Also included in restructuring expenses for the six months ended June 30, 2017 and 2016 were approximately $0.7 million and $1.8 million, respectively, of expenses related to the integration of our wholly owned subsidiary, ETS into the existing Mobile Mini infrastructure.

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Depreciation and Amortization Expense. Total depreciation and amortization expense of $31.0 million for the six months ended June 30, 2017 is consistent with $31.4 million of depreciation and amortization for the six months ended June 30, 2016.

Interest Expense. Interest expense was $17.2 million for the six months ended June 30, 2017 and $16.5 million in the prior-year period. Our average debt outstanding in the six-month period ended June 30, 2017 was $932.4 million, as compared to $916.5 million in the prior-year period. The weighted average interest rate on our debt was 3.5% and 3.4% for the six-month periods ended June 30, 2017 and 2016, respectively, excluding the amortization of deferred financing costs. Taking into account the amortization of deferred financing costs, the weighted average interest rate was 3.7% and 3.6% for the six-month periods ended June 30, 2017 and 2016, respectively.

Debt Extinguishment Expense and Deferred Financing Costs Write-off.  As a result of the redemption of the 2020 Notes during the prior-year period, we recognized $9.2 million in debt extinguishment expense, consisting of $7.9 million in debt redemption premiums and $1.3 million in contractually required interest above the amount payable prior to the redemption.  Additionally, we wrote off $2.3 million of previously deferred financing costs associated with the 2020 Notes that had not yet been amortized.

Provision for Income Taxes. During the six months ended June 30, 2017, we had a $9.9 million provision for income taxes, compared to $8.7 million in the prior-year period. Our effective income tax rate decreased to 34.3% for the six months ended June 30, 2017, compared to 36.6% for the prior-year period.  This decrease in the effective tax rate was primarily due to stock compensation related items recorded discretely in the prior-year period.

Net Income. As a result of the income statement activity discussed above, we had net income of $18.9 million for the six months ended June 30, 2017, compared to net income of $15.1 million in the prior-year period.

Adjusted EBITDA. For the six-month period ended June 30, 2017, we realized adjusted EBITDA of $83.6 million, a decrease of $5.9 million, or 6.6%, as compared to adjusted EBITDA of $89.6 million in the prior-year period. Growth in our Storage Solutions business revenue was offset by decreased revenue in our Tank & Pump Solutions business, overall increased rental, selling and general costs primarily driven by increased compensation in the current-year period and an unfavorable currency exchange rate. Our adjusted EBITDA margins were 33.4% and 36.1% for the six months ended June 30, 2017 and 2016, respectively.

During the six months ended June 30, 2017, adjusted EBITDA related to the Storage Solutions business decreased $0.9 million, or 1.3%, to $71.7 million from $72.6 million in the prior-year period. Adjusted EBITDA related to the Tank & Pump Solutions business decreased $5.0 million, or 29.4%, to $12.0 million during the six months ended June 30, 2017 from $16.9 million during the prior-year period. Adjusted EBITDA margins for the six months ended June 30, 2017 were 35.1% for the Storage Solutions business and 26.1% for the Tank & Pump Solutions business.

LIQUIDITY AND CAPITAL RESOURCES

Renting is a capital-intensive business that requires us to acquire assets before they generate revenues, cash flow and earnings. The majority of the assets that we rent have very long useful lives and require relatively little maintenance expenditures. Most of the capital we have deployed in our rental business historically has been used to expand our operations geographically, execute opportunistic acquisitions, increase the number of units available for rent at our existing locations, and add to the mix of products we offer. During recent years, our operations have generated annual cash flow that exceeds our pre-tax earnings, particularly due to cash flow from operations and the deferral of income taxes caused by accelerated depreciation of our fixed assets in our tax return filings. Our strong cash flows from operating activities for the six-month periods ended June 30, 2017 and 2016 of $63.2 million and $64.7 million, respectively, resulted in free cash flow of $38.5 million and $26.3 million, respectively.  In addition to free cash flow, our principal current source of liquidity is our Credit Agreement, as described below.

Revolving Credit Facility. The Credit Agreement provides for a five-year, $1.0 billion first lien senior secured revolving credit facility maturing on or before December 14, 2020. The Credit Agreement also provides for the issuance of irrevocable standby letters of credit by U.S.-based lenders in amounts totaling up to $50.0 million, by U.K.-based lenders in amounts totaling up to $20.0 million, and by Canadian-based lenders in amounts totaling up to $20.0 million.

Our and our subsidiary guarantors’ obligations under the Credit Agreement are secured by a blanket lien on substantially all of our assets. At June 30, 2017, we had $637.7 million of borrowings outstanding and $357.8 million of additional borrowing availability under the Credit Agreement. We were in compliance with the terms of the Credit Agreement as of June 30, 2017 and were above the minimum borrowing availability threshold and, therefore, are not subject to any financial maintenance covenants.

Amounts borrowed under the Credit Agreement and repaid or prepaid during the term may be reborrowed. Outstanding amounts under the Credit Agreement bear interest at our option at either: (i) LIBOR plus an applicable margin, or (ii) the prime rate plus an applicable margin. The applicable margin for each type of loan is based on an availability-based pricing grid and ranges from 1.25%

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to 1.75% for LIBOR Loans and 0.25% to 0.75% for Base Rate Loans at each measurement date.  The margins in effect as of June 30, 2017 are 1.50% for LIBOR Loans and 0.50% for Base Rate Loans.

Availability of borrowings under the Credit Agreement is subject to a borrowing base calculation based upon a valuation of our eligible accounts receivable, eligible rental fleet (including units held for sale, work-in-process and raw materials) and machinery and equipment, each multiplied by an applicable advance rate or limit. The rental fleet is appraised at least once annually by a third-party appraisal firm and up to 90% of the Net Orderly Liquidation Value, as defined in the Credit Agreement, is included in the borrowing base to determine the amount we may borrow under the Credit Agreement.

The Credit Agreement provides for U.K. borrowings, which are, at our option, denominated in either Pounds Sterling or Euros, by our U.K. subsidiary based upon a U.K. borrowing base; Canadian borrowings, which are denominated in Canadian dollars, by our Canadian subsidiary based upon a Canadian borrowing base; and U.S. borrowings, which are denominated in U.S. dollars, based upon a U.S. borrowing base along with any Canadian assets not included in our Canadian subsidiary.

The Credit Agreement also contains customary negative covenants, including covenants that restrict or limit the Company’s ability to, among other things: (i) allow certain liens to attach to the Company’s or its subsidiaries’ assets, (ii) repurchase or pay dividends or make certain other restricted payments on capital stock and certain other securities, or prepay certain indebtedness, (iii) incur additional indebtedness or engage in certain other types of financing transactions, and (iv) make acquisitions or other investments.  In addition, we must comply with a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of each quarter, upon the minimum availability amount under the Credit Agreement falling below the greater of (y) $90.0 million and (z) 10% of the lesser of the then total revolving loan commitment and aggregate borrowing base. As of June 30, 2017, we were in compliance with the minimum borrowing availability threshold set forth in the Credit Agreement and, therefore, are not subject to any financial maintenance covenants.

We believe our cash provided by operating activities will provide for our normal capital needs for the next twelve months. If not, we have sufficient borrowings available under our Credit Agreement to meet any additional funding requirements. We monitor the financial strength of our lenders on an ongoing basis using publicly-available information. Based upon that information, we do not presently believe that there is a likelihood that any of our lenders will be unable to honor their respective commitments under the Credit Agreement.

Senior Notes. The 2024 Notes, issued on May 9, 2016, bear interest at a rate of 5.875% per year, have an eight-year term and mature on July 1, 2024. Interest on the 2024 Notes is payable semiannually in arrears on January 1 and July 1. The 2024 Notes are senior unsecured obligations of the Company and are unconditionally guaranteed on a senior unsecured basis by certain of our existing and future domestic subsidiaries.

Operating Activities. Net cash provided by operating activities was $63.2 million for the six months ended June 30, 2017, compared to $64.7 million in the prior-year period, a decrease of $1.5 million. Although net income increased $3.9 million, the increase was largely due to costs related to the extinguishment of the 2020 Notes in the prior-year period, which are added back to net income to calculate cash from operating activities.  Additionally, changes in certain assets and liabilities reduced cash provided by operating activities by $0.5 million in the current period, compared to a reduction of $7.6 million in the prior-year period.

Total net adjustments to reconcile net income to net cash provided by operating activities for the six months ended June 30, 2017 and 2016 resulted in increases to net cash provided by operating activities of $44.8 million and $57.3 million, respectively. The difference relates primarily to the prior year adjustments of $9.2 million of debt extinguishment charges and $2.3 million write-off of deferred financing fees.

The change in certain asset and liability accounts resulted in net reductions to cash provided by operating activities of $0.5 million in the current-year period and $7.6 million in the prior-year period.  The current period includes an inflow of $5.6 million from receivables, while the prior-year period includes a $12.3 million outflow related to receivables.  As of June 30, 2016, our receivables were larger than normal due to the implementation of our ERP system.  Receivables continued to be somewhat higher than normal at December 31, 2016 due to the implementation, as well as changes in the invoicing process instituted in 2016 by one of our largest customers.  The receivables balance is approaching normal levels as of June 30, 2017, resulting in the current-year inflow. Additionally, largely due to the ERP implementation, the balance of our accounts payable was higher than normal at June 30, 2016, creating a $5.8 million inflow in the prior-year period.  Other changes in asset and liability accounts were primarily due to normal operating fluctuations.

Investing Activities. Net cash used in investing activities was $24.7 million for the six months ended June 30, 2017, compared to $47.6 million for the six months ended June 30, 2016. There were no acquisitions in the current-year period, compared to $9.2 million of cash paid for a business acquisition in the six months ended June 30, 2016. The remaining $13.7 million decrease in net cash used

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in investing activities in the current-year period, as compared to the prior-year period, resulted from decreased net expenditures for long-lived assets during the six months ended June 30, 2017, as compared to the six months ended June 30, 2016.

Rental fleet capital expenditures were $23.0 million, and proceeds from sales were $6.3 million during the six months ended June 30, 2017, as compared to rental fleet capital expenditures of $28.2 million and proceeds from sales of $7.4 million during the six months ended June 30, 2016. Of the $23.0 million in capital expenditures for rental fleet during the current-year period, $15.2 million related to our North America Storage Solutions business, $4.5 million related to our U.K. Storage Solutions business and $3.3 million related to our Tank & Pump Solutions business. Of the $28.2 million in capital expenditures for rental fleet during the prior-year period, $11.5 million related to our North America Storage Solutions business, $7.5 million related to our U.K. Storage Solutions business and $9.2 million related to our Tank & Pump Solutions business. Our expenditures are primarily to meet demand in geographic areas of high utilization for which it does not make economic sense to reposition our fleet and to meet customer demand for specific types of units.

Gross capital expenditures for property, plant and equipment were $8.7 million for the six months ended June 30, 2017, compared to $19.3 million for the six-month period ended June 30, 2016.  The prior-year period included hardware and software-related costs of approximately $10.7 million, primarily related to our ERP system, which was implemented in 2016.

Financing Activities. Net cash used in financing activities during the six months ended June 30, 2017 was $33.7 million, compared to $13.2 million for the prior-year period.  In the current-year period, we repaid $3.5 million under our lines of credit. Also in the six months ended June 30, 2017, we paid $20.1 million of dividends and repurchased $8.0 million of treasury stock.  In the prior-year period, we issued $250.0 million aggregate principal amount of 2024 Notes at an initial offering price of 100% of their face value. The net proceeds from the sale of the 2024 Notes were used to (i) redeem all $200.0 million aggregate principal amount of our outstanding 2020 Notes at a redemption price of 103.938% of the principal amount thereof plus accrued and unpaid interest to, but not including, the redemption date of June 8, 2016, (ii) repay a portion of the indebtedness outstanding under our asset-based revolving credit facility, and (iii) pay fees and expenses related to the offering of the 2024 Notes. Also in the six months ended June 30, 2016, we paid $18.2 million of dividends and repurchased $7.1 million of treasury stock.

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

Our contractual obligations primarily consist of our outstanding balance under the Credit Agreement, the principal amount of the 2024 Notes and obligations under capital leases. We also have operating lease commitments for: (i) real estate properties for the majority of our locations with remaining lease terms typically ranging from one to five years, (ii) delivery, transportation and yard equipment, typically under a five-year lease with purchase options at the end of the lease term at a stated or fair market value price, and (iii) office related equipment.

At June 30, 2017, primarily in connection with securing our insurance policies, we have provided certain insurance carriers and others with approximately $4.5 million in letters of credit. We currently do not have any obligations under purchase agreements or commitments.

OFF-BALANCE SHEET TRANSACTIONS

We do not maintain any off-balance sheet transactions, arrangements, obligations or other relationships with unconsolidated entities or others that are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

SEASONALITY

Demand from our Storage Solutions customers is somewhat seasonal. Construction customers typically reflect higher demand during months with more temperate weather, while demand for our Storage Solutions units by large retailers is stronger from September through December because these retailers need to store more inventories for the holiday season. Our retail customers usually return these rented units to us in December and early in the following year. In the Tank & Pump Solutions business, demand from customers is typically higher in the middle of the year from March to October, driven by the timing of customer maintenance projects. The demand for rental of our pumps may also be impacted by weather, specifically when temperatures drop below freezing.

CRITICAL ACCOUNTING POLICIES, ESTIMATES AND JUDGMENTS

A comprehensive discussion of our critical accounting policies and management estimates and significant accounting policies are included in the “Management’s Discussion and Analysis of Financial Conditions and Results of Operations’ section and in Note 2

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“Summary of Significant Accounting Policies” to the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016.

There have been no significant changes in our critical accounting policies, estimates and judgments during the six-month period ended June 30, 2017.

RECENT ACCOUNTING PRONOUNCEMENTS

For discussions of the adoption and potential impacts of recently issued accounting standards, refer to Note 2 “Impact of Recently Issued Accounting Standards” to the accompanying condensed consolidated financial statements.

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS

This section and other sections of this Quarterly Report on Form 10-Q contain forward-looking information about our financial results and estimates and our business prospects that involve substantial risks and uncertainties. From time to time, we also may provide oral or written forward-looking statements in other materials we release to the public. Forward-looking statements are expressions of our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historic or current facts. They include words such as “may,” “plan,” “seek,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “continue,” “project,” “should,” “likely,” “future,” “target,” “forecast,” “goal,” “observe,” and “strategy” or the negative thereof or variations thereon or similar terminology in connection with any discussion of future operating or financial performance. The forward-looking statements in this Quarterly Report on Form 10-Q reflect management’s beliefs, plans, objectives, goals, expectations, anticipations and intentions with respect to our financial condition, results of operations, future performance and business, and include statements regarding, among other things, our future actions; financial position; management forecasts; efficiencies; cost savings, synergies and opportunities to increase productivity and profitability; our plans and expectations regarding acquisitions; income and margins; liquidity; anticipated growth; the economy; business strategy; budgets; projected costs and plans and objectives of management for future operations; sales efforts; taxes; refinancing of existing debt; and the outcome of contingencies such as legal proceedings and financial results.  Factors that could cause actual results to differ materially from projected results include, without limitation:

• an economic slowdown in the U.S. and/or the U.K. that affects any significant portion of our customer base, or the geographic regions where we operate in those countries;

• our ability to manage growth at existing or new locations;

• our ability to obtain borrowings under our revolving credit facility or additional debt or equity financings on acceptable terms;

• changes in the supply and price of new and used products we lease;

• our ability to increase revenue and control operating costs;

• our ability to raise or maintain rental rates;

• our ability to leverage and protect our information technology systems;

• our ability to protect our patents and other intellectual property;

• oil and gas prices;

• currency exchange and interest rate fluctuations;

• governmental laws and regulations affecting domestic and foreign operations, including tax obligations, and labor laws;

• changes in the supply and cost of the raw materials we use in refurbishing or remanufacturing Storage Solutions units;

• competitive developments affecting our industry, including pricing pressures;

• the timing, effectiveness and number of new markets we enter;

• our ability to cross-sell our Storage Solutions and Tank & Pump Solutions products;

• our ability to integrate recent acquisitions;

• our ability to achieve the expected benefits of the divestiture of our wood mobile office fleet;

• our ability to optimize our new scalable ERP system;

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• changes in GAAP;

• changes in local zoning laws affecting either our ability to operate in certain areas or our customer’s ability to use our products;

• any changes in business, political and economic conditions due to the threat of future terrorist activity in the U.S. and other parts of the world and related U.S. military action overseas; and

• our ability to utilize our deferred tax assets.

We cannot guarantee that any forward-looking statement will be realized, although we believe we have been prudent in our plans and assumptions. Achievement of future results is subject to risks, uncertainties and inaccurate assumptions. Should known or unknown risks or uncertainties materialize, or should underlying assumptions prove inaccurate, actual results could vary materially from past results and those anticipated, estimated or projected. We undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise.

In addition to the information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 under the heading “Risk Factors.”

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk.  As of June 30, 2017, we had $637.7 million of indebtedness under our Credit Agreement, which bears interest at variable rates.  The average interest rate applicable to our Credit Agreement was 2.4% for the six months ended June 30, 2017.  Based upon the average amount of our variable rate debt of $636.6 outstanding during the six months ended June 30, 2017, our annual interest expense would increase by approximately $6.4 million for each one percentage point increase in the interest rate of our lines of credit.

Impact of Foreign Currency Rate Changes. We currently have operations outside the U.S., and we bill those customers primarily in their local currency, which is subject to foreign currency rate changes. Our operations in Canada are billed in the Canadian Dollar, and our operations in the U.K. are billed in Pound Sterling. We are exposed to foreign exchange rate fluctuations as the financial results of our non-U.S. operations are translated into U.S. dollars. The impact of foreign currency rate changes has historically been insignificant with our Canadian operations, but we have more exposure to volatility with our U.K. operations.

On June 23, 2016, the U.K. held a referendum in which British citizens approved an exit from the E.U., commonly referred to as “Brexit.” As a result of the referendum, the global markets and currencies have been adversely impacted, including volatility in the value of the Pound Sterling as compared to the U.S. dollar. Volatility in exchange rates is expected to continue in the short term as the U.K. negotiates its exit from the E.U. In order to help minimize our exchange rate gain and loss volatility, we finance our U.K. entities through our revolving credit facility, which allows us, at our option, to borrow funds locally in Pound Sterling denominated debt. In the longer term, any impact from Brexit on us will depend, in part, on the outcome of tariff, trade, regulatory and other negotiations. Although it is unknown what the result of those negotiations will be, it is possible that new terms may adversely affect our operations and financial results.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended). Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that, as of the end of the period covered by this Quarterly Report on Form 10-Q, the Company’s disclosure controls and procedures were effective such that the information relating to the Company required to be disclosed in our SEC reports (i) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (ii) is accumulated and communicated to the Company’s management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls

There were no changes in our internal control over financial reporting during the three-month period ended June 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1A. RISK FACTORS

We refer you to documents filed by us with the SEC, specifically “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, which identify important risk factors that could materially affect our business, financial condition and future results. We also refer you to the factors and cautionary language set forth in the section entitled “Cautionary Statements Regarding Forward-looking Statements” in “Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations” of this Quarterly Report on Form 10-Q. This Quarterly Report on Form 10-Q, including the accompanying condensed consolidated financial statements and related notes, should be read in conjunction with such risks and other factors for a full understanding of our operations and financial condition. The risks described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and herein are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or operating results.

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below summarizes the information about purchases of our common stock during the quarterly period ended June 30, 2017:

Period	TotalNumber ofShares Purchased (1)		Average Price Paid per Share (2)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (3)		Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs
April 2017		—	$	—		—	$	71,175
May 2017		12,728		26.93		12,551		70,837
June 2017		57		29.80		—		70,837
Total		12,785				12,551

(1) Certain of the shares purchased during the quarter were withheld from employees to satisfy minimum tax withholding obligations upon the vesting of restricted stock and were not purchased as part of a publicly announced plan or program.

(2) The weighted average price paid per share of common stock does not include the cost of commissions.

(3) In November 2013, the Board approved a share repurchase program authorizing up to $125.0 million of the Company’s outstanding shares of common stock to be repurchased.  In April 2015, the Board approved an increase of $50.0 million to the share repurchase program. The shares may be repurchased from time to time in the open market or in privately negotiated transactions.  The share repurchase program does not have an expiration date and may be suspended or terminated at any time by the Board.

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ITEM 6. EXHIBITS

Number	Description
10.1	Transition Agreement and Mutual Release, dated as of April 6, 2017, between Mobile Mini, Inc. and Mark E. Funk (Incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, filed with the SEC on April 27, 2017)
10.2*	Addendum 1, dated as of June 13, 2017, to the Transition Agreement and Mutual Release, dated as of April 6, 2017, between Mobile Mini, Inc. and Mark E. Funk
31.1*	Certification of Chief Executive Officer pursuant to Item 601(b)(31) of Regulation S-K
31.2*	Certification of Chief Financial Officer pursuant to Item 601(b)(31) of Regulation S-K
32.1**	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Item 601(b)(32) of Regulation S-K
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

** Furnished herewith.

47

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.

	MOBILE MINI, INC.
Date: July 21, 2017	/s/ Mark E. Funk
	Mark E. Funk
	Chief Financial Officer
	(Principal Financial Officer)

48

EX-10.2

Exhibit 10.2

ADDENDUM 1

TRANSITION AGREEMENT AND MUTUAL RELEASE

The parties to the Transition Agreement and Mutual Release (hereinafter, the “Release Agreement”) dated June 13, 2017 are MOBILE MINI, INC., a Delaware corporation, and its affiliates, parents, successors, predecessors, and subsidiaries (collectively, “Employer”) and MARK E. FUNK (“Employee”).

Employer and Employee agree to amend Section 2(a) of the Release Agreement as follows:

Employee’s separation from employment with Employer is effective on July 31, 2017 (the “Separation Date”).  During the period from the Effective Date through the Separation Date (the “Transition Period”), Employee shall (i) continue to devote his full-time and effort to the performance of his duties as Chief Financial Officer and Executive Vice President of the Company, including required business travel; and (ii) transition his responsibilities to such other person(s) that the Company designates. Effective as of the Separation Date, Employer and Employee hereby terminate the Employment Agreement and each Party hereby releases the other Party from any further obligation under the Employment Agreement, with the exception of the continuing obligations outlined herein.

Employer and Employee agree that Exhibit A to the Release Agreement shall be amended to reflect the new Separation Date. An amended form of Exhibit A is attached hereto.

All other terms and conditions of the Release Agreement shall remain the same.

Acknowledged and agreed to by:
MARK E. FUNK
/s/  Mark E. Funk	DATE:	6/12/17

MOBILE MINI, INC.
By:	/s/  Christopher J. Miner
Its:	Christopher J. Miner	DATE:	6/13/17
	Sr. Vice President & General Counsel

Exhibit A

AMENDED SECOND RELEASE

MOBILE MINI, INC., a Delaware corporation, and its affiliates, parents, successors, predecessors, and subsidiaries (collectively, “Employer”) and MARK E. FUNK (“Employee”) entered into a Transition Agreement and Mutual Release in April 2017 (“Agreement”).

WHEREAS, Employee understands and agrees that he may not execute this Second Release until after the Separation Date set forth in Addendum 1 to the Agreement (i.e., July 31, 2017).

NOW, THEREFORE, in exchange for the consideration provided for in the Agreement, Employee agrees as follows:  

1.General Release.

(a) Employee and heirs, executors, administrators, agents, beneficiaries, successors in interest and assignees hereby release, waive and forever discharge, Employer and any past, present, or future owners, shareholders, directors, officers employees, attorneys, agents, insurers, partners, predecessors and successors in interest, beneficiaries, executors, administrators, personal representatives, heirs, successors, affiliates and assigns of Employer and any other persons, firms, corporations, or entities with which Employer has been, is now, or may hereafter be affiliated (hereinafter the “Released Parties”), from any and all existing claims, demands, grievances, or lawsuits, whether known or unknown, that involve or arise from the employment relationship between Employee and Employer, or the termination of that relationship prior to the Effective Date of this Second Release.

Without limiting in any way the foregoing general release, this release specifically includes, but is not limited to, claims, demands, or lawsuits that arise under any of the following laws or regulations:  Title VII of the Civil Rights Act of 1964, as amended; Section 1981 of the Civil Rights Act of 1866; Equal Pay Act; the Age Discrimination in Employment Act of 1967, as amended; the Employee Retirement Income Security Act, as amended; the Americans with Disabilities Act, as amended; the Family and Medical Leave Act, as amended; the Worker Adjustment and Retraining Notification Act; the Fair Credit Reporting Act; the Sarbanes-Oxley Act; the False Claims Act; the Arizona Civil Rights Act, as amended; the Arizona Employment Protection Act, as amended; Arizona wage statutes; the Arizona Medical Marijuana Act; any other federal, state, or local constitution, statute, ordinance, or regulation; or any other theory of recovery including, but not limited, to claims for breach of contract, wrongful discharge, and any tort or other claim of personal injury. Employee’s release includes any and all existing claims that in any way involve or arise from the employment relationship between Employee and Employer that exist as of the Employee’s execution of this Second Release, even if the facts and/or legal theories supporting those claims are unknown to Employee at this time.

(b)Employee agrees that he will not bring a lawsuit against Employer and Released Parties asserting any of the claims released in this Second Release. Employee acknowledges and agrees that this Second Release may be pled as a complete bar to any action or suit before any court or adjudicative body with respect to any complaint or claim arising under any federal, state, local or other law relating to any possible claim that existed or may have existed as a result of Employee’s employment or termination with Employer.

Nothing in this Second Release is intended to limit or impair in any way Employee’s right to file a charge with the U.S. Equal Employment Opportunity Commission (EEOC), National Labor Relations Board (NLRB), or any similar, federal, state or local agencies, or Employee’s right to participate in any such charge filed with such agencies and to recover any appropriate relief in any such action. However, Employee waives any right to any personal recovery in any action or proceeding that may be commenced on Employee’s behalf in any way arising out of or relating to the matters released in this Second Release. This Second Release shall not preclude Employee from bringing a charge or suit to challenge the validity or enforceability of this Second Release under the Age Discrimination in employment Act (29 U.S.C. § 620, et seq.) as amended by the Older Workers Benefit Protection Act.

Employee affirmatively represents that he has disclosed to Employer any and all facts of which he is aware that relate to any purported wrongdoing related to or pertaining in any way to Employer and the Released Parties and that he is not aware of any facts or allegations that have not been disclosed to Employer.  Employee also affirmatively represents that he is not aware of any claims he is not releasing through this Second Release.

(c)Employee further affirms that Employee has received all leave (paid or unpaid) compensation, wages, bonuses, commissions and benefits that are due to Employee by Employer under the Employment Agreement and that no other leave (paid or unpaid) compensation, wages bonuses, commissions and/or benefits are due to Employee under the Employment Agreement or in connection with Employee’s employment with Employer.

(d)The waivers and releases contained herein do not waive and release any rights Employee is precluded from waiving under any applicable law, rule or regulation.

(e)Employer hereby releases, waives and forever discharges, Employee and heirs, executors, administrators, agents, beneficiaries, successors in interest and assignees of and from, any and all claims growing out of, resulting from, or connected in any way to Employee’s employment with Employer and/or Employee’s separation from employment with the Employer.

(f)As a result of and in connection with the general statements of release of claims above, the Parties intend that each Party is releasing, waiving and discharging any and all claims and demands, known or unknown, and all manner of action and actions, causes of action, suits, administrative proceedings, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, torts, trespasses, damages, judgments, executions, warranties, claims and demands whatsoever, in law or in equity, which each Party ever had or now has or in the future may have against the other Party, by reason of any matter, cause or thing whatsoever arising at any time up to the date of the  Effective Date of  this Second Release.

2.Age Discrimination in Employment Act; Older Workers Benefit Protection Act of 1990. Employee acknowledges and agrees that, by entering into this Second Release, Employee is waiving any and all rights or claims that Employee may have under the Age Discrimination in Employment Act of 1967 (“ADEA”), as amended, arising on or before the Effective Date.  Employee further expressly agrees that:

(a)Employee is knowingly and voluntarily releasing and waiving any rights or claims of discrimination under the ADEA, but is not waiving rights or claims that may arise after the date Employee signs this Second Release;

(b)Employee has been given the opportunity and has in fact read this entire Second Release and has had all questions regarding its meaning answered to Employee’s satisfaction;

(c)Employee was advised and hereby is advised in writing to seek independent legal advice and/or counsel of Employee’s own choosing prior to the execution of this Second Release;

(d)Employee fully understands the contents of this Second Release and understands that it is a FULL WAIVER OF ALL CLAIMS against the Released Parties given in return for valuable consideration, which is in addition to anything of value to which Employee  is already entitled; and

(e)Employee enters into this Second Release knowingly and voluntarily in exchange for the promises referenced herein AND THAT NO OTHER REPRESENTATIONS HAVE BEEN MADE TO EMPLOYEE TO INDUCE OR INFLUENCE EMPLOYEE’S EXECUTION OF THIS SECOND RELEASE.

3.Periods for Considering and Revoking Agreement and Second Release.  Employee acknowledges that he has been given at least 21 days to consider this Second Release. Employee agrees that, if Employee signs this Second Release before the end of the above 21-day period, Employee’s signature is intended to waive Employee’s right to consider the Second Release for 21 days. If Employee fails to sign this Second Release within the 21-day review period described above, this Second Release is withdrawn. The parties agree that Employee may revoke this Second Release at any time within seven (7) days after signing the Second Release by written notice, delivered by certified mail, to the below address. The parties acknowledge and agree that this Second Release is not effective or enforceable until it is returned to Employer and the 7-day revocation period has expired (“Effective Date”). Notice of revocation must be delivered in writing to Employer no later than the seventh day of the revocation period to: Christopher Miner, Senior Vice President & General Counsel, 4646 E. Van Buren, Suite 400, Phoenix, Arizona, 85008.

Acknowledged and agreed to by:
MARK E. FUNK	DATE

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Erik Olsson, certify that:

1. I have reviewed this report on Form 10-Q of Mobile Mini, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 21, 2017	/s/ Erik Olsson
	Erik Olsson
	Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Mark E. Funk, certify that:

1. I have reviewed this report on Form 10-Q of Mobile Mini, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 21, 2017	/s/ Mark E. Funk
	Mark E. Funk
	Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Mobile Mini, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2017, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), we, Erik Olsson, Chief Executive Officer of the Company, and Mark E. Funk, Chief Financial Officer of the Company, each certify, to the best of his knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented.

Date: July 21, 2017	/s/ Erik Olsson
	Erik Olsson
	Chief Executive Officer
Date: July 21, 2017	/s/ Mark E. Funk
	Mark E. Funk
	Chief Financial Officer

This certification accompanies this Report on Form 10-Q pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by such Act, be deemed filed by Mobile Mini, Inc. for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of Section 18 of the Exchange Act. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that Mobile Mini, Inc. specifically incorporates it by reference.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to Mobile Mini, Inc. and will be retained by Mobile Mini, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Jul. 14, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q2
Trading Symbol	MINI
Entity Registrant Name	MOBILE MINI INC
Entity Central Index Key	0000911109
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		44,188,712

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
ASSETS
Cash and cash equivalents	$ 9,274	$ 4,137
Receivables, net of allowance for doubtful accounts of $5,809 and $4,886 at June 30, 2017 and December 31, 2016, respectively	92,390	99,175
Inventories	16,399	15,412
Rental fleet, net	964,141	950,065
Property, plant and equipment, net	150,636	149,197
Other assets	17,128	14,930
Intangibles, net	65,204	68,420
Goodwill	706,602	703,558
Total assets	2,021,774	2,004,894
Liabilities:
Accounts payable	30,708	27,388
Accrued liabilities	64,956	64,126
Lines of credit	637,651	641,160
Obligations under capital leases	49,302	50,704
Senior notes, net of deferred financing costs of $4,469 and $4,788 at June 30, 2017 and December 31, 2016, respectively	245,531	245,212
Deferred income taxes	231,579	240,690
Total liabilities	1,259,727	1,269,280
Commitments and contingencies
Stockholders' equity:
Preferred stock $.01 par value, 20,000 shares authorized, none issued
Common stock $.01 par value, 95,000 shares authorized, 49,455 issued and 44,189 outstanding at June 30, 2017 and 49,292 issued and 44,295 outstanding at December 31, 2016	495	493
Additional paid-in capital	597,658	592,071
Retained earnings	380,125	362,896
Accumulated other comprehensive loss	(69,448)	(81,047)
Treasury stock, at cost, 5,266 and 4,997 shares at June 30, 2017 and December 31, 2016, respectively	(146,783)	(138,799)
Total stockholders' equity	762,047	735,614
Total liabilities and stockholders' equity	$ 2,021,774	$ 2,004,894

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Receivables, allowance for doubtful accounts	$ 5,809	$ 4,886
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, issued	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	95,000,000	95,000,000
Common stock, issued	49,455,000	49,292,000
Common stock, outstanding	44,189,000	44,295,000
Treasury stock, shares	5,266,000	4,997,000
Senior Notes
Deferred financing costs	$ 4,469	$ 4,788

XML

CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenues:
Rental	$ 117,851	$ 116,773	$ 232,593	$ 234,129
Sales	8,401	6,342	16,379	13,233
Other	438	1,734	1,245	2,020
Total revenues	126,690	124,849	250,217	249,382
Costs and expenses:
Rental, selling and general expenses	82,850	78,037	161,209	154,339
Cost of sales	5,408	3,678	10,520	8,289
Restructuring expenses	538	1,324	1,437	3,572
Depreciation and amortization	15,742	16,269	31,006	31,446
Total costs and expenses	104,538	99,308	204,172	197,646
Income from operations	22,152	25,541	46,045	51,736
Other income (expense):
Interest income	16		16
Interest expense	(8,807)	(8,002)	(17,209)	(16,486)
Debt extinguishment expense		(9,192)		(9,192)
Deferred financing costs write-off		(2,271)		(2,271)
Foreign currency exchange	(18)	(4)	(27)	(4)
Income before income tax provision	13,343	6,072	28,825	23,783
Income tax provision	4,566	2,000	9,896	8,713
Net income	$ 8,777	$ 4,072	$ 18,929	$ 15,070
Earnings per share:
Basic	$ 0.20	$ 0.09	$ 0.43	$ 0.34
Diluted	$ 0.20	$ 0.09	$ 0.43	$ 0.34
Weighted average number of common and common share equivalents outstanding:
Basic	43,944	44,132	44,026	44,175
Diluted	44,025	44,505	44,183	44,420
Cash dividends declared per share	$ 0.23	$ 0.21	$ 0.45	$ 0.41

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Statement Of Income And Comprehensive Income [Abstract]
Net income	$ 8,777	$ 4,072	$ 18,929	$ 15,070
Foreign currency translation adjustment	9,096	(15,272)	11,599	(18,985)
Comprehensive income (loss)	$ 17,873	$ (11,200)	$ 30,528	$ (3,915)

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash flows from operating activities:
Net income	$ 18,929	$ 15,070
Adjustments to reconcile net income to net cash provided by operating activities:
Debt extinguishment expense		9,192
Deferred financing costs write-off		2,271
Provision for doubtful accounts	2,202	2,646
Amortization of deferred financing costs	1,030	948
Amortization of long-term liabilities	65	58
Share-based compensation expense	3,820	4,245
Depreciation and amortization	31,006	31,446
Gain on sale of rental fleet	(2,826)	(2,782)
Loss on disposal of property, plant and equipment	282	689
Deferred income taxes	9,151	8,542
Foreign currency exchange	27	4
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables	5,585	(12,296)
Inventories	(904)	(1,790)
Other assets	(2,794)	482
Accounts payable	(2,192)	5,765
Accrued liabilities	(160)	220
Net cash provided by operating activities	63,221	64,710
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired		(9,206)
Additions to rental fleet, excluding acquisitions	(23,027)	(28,158)
Proceeds from sale of rental fleet	6,283	7,409
Additions to property, plant and equipment, excluding acquisitions	(8,707)	(19,263)
Proceeds from sale of property, plant and equipment	768	1,615
Net cash used in investing activities	(24,683)	(47,603)
Cash flows from financing activities:
Net repayments under lines of credit	(3,509)	(20,961)
Proceeds from issuance of 5.875% senior notes due 2024		250,000
Redemption of 7.875% senior notes due 2020		(200,000)
Debt extinguishment expense		(9,192)
Deferred financing costs	(12)	(4,916)
Principal payments on capital lease obligations	(3,736)	(2,920)
Issuance of common stock	1,640	92
Dividend payments	(20,119)	(18,236)
Purchase of treasury stock	(7,984)	(7,096)
Net cash used in financing activities	(33,720)	(13,229)
Effect of exchange rate changes on cash	319	(152)
Net increase in cash	5,137	3,726
Cash and cash equivalents at beginning of period	4,137	1,613
Cash and cash equivalents at end of period	9,274	5,339
Supplemental disclosure of cash flow information:
Cash paid for interest	18,187	13,991
Cash paid for income and franchise taxes	1,100	1,151
Equipment and other acquired through capital lease obligations	2,333	14,258
Capital expenditures accrued or payable	$ 8,268	$ 5,507

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	May 09, 2016
Senior Notes 5.875 Percent Due 2024
Debt instrument interest rate	5.875%	5.875%
Debt instrument due year	2024	2024
Senior Notes 7.875 Percent Due 2020
Debt instrument interest rate	7.875%	7.875%	7.875%
Debt instrument due year	2020	2020

XML

Mobile Mini, Inc. - Organization and Description of Business

6 Months Ended

Jun. 30, 2017

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Mobile Mini, Inc. - Organization and Description of Business

(1) Mobile Mini, Inc. - Organization and Description of Business

Mobile Mini, Inc., a Delaware corporation, is a leading provider of storage solutions and tank and pump solutions. In these notes, the terms “Mobile Mini” the “Company,” “we,” “us,” and “our” refer to Mobile Mini, Inc.

At June 30, 2017, we had a fleet of storage solutions units operating throughout the United States (the “U.S.”), Canada and the United Kingdom (the “U.K.”), serving a diversified customer base, including large and small retailers, construction companies, medical centers, schools, utilities, distributors, the military, hotels, restaurants, entertainment complexes and households. These customers use our products for a wide variety of applications, including the storage of retail and manufacturing inventory, construction materials and equipment, documents and records and other goods. We also have a fleet of tank and pump solutions products, concentrated in the U.S. Gulf Coast, including liquid and solid containment units, serving a specialty sector in the industry.  Our tank and pump products are leased primarily to chemical, refinery, oil and natural gas drilling, mining and environmental service customers.

Basis of Presentation and Consolidation

The consolidated financial statements include the accounts of Mobile Mini and our wholly owned subsidiaries. We do not have any subsidiaries in which we do not own 100% of the outstanding stock. All significant intercompany balances and transactions have been eliminated.  The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applicable to interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management of Mobile Mini, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows for all periods presented have been made. The results of operations for the three and six months ended June 30, 2017 and 2016, respectively are not necessarily indicative of the results to be expected for the full year.

These condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 filed with the Securities and Exchange Commission (“SEC”) on February 2, 2017.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and the notes to those statements. Actual results could differ from those estimates. Significant estimates affect the calculation of depreciation and amortization, the calculation of the allowance for doubtful accounts, the analysis of goodwill and long-lived assets for potential impairment and certain accrued liabilities.

XML

Impact of Recently Issued Accounting Standards

6 Months Ended

Jun. 30, 2017

Accounting Changes And Error Corrections [Abstract]

Impact of Recently Issued Accounting Standards

(2) Impact of Recently Issued Accounting Standards

Share-Based Compensation – Modifications. In May 2017, the Financial Accounting Standards Board (“FASB”) issued a standard which clarifies what constitutes a modification of a share-based payment award.  This standard is effective for annual and interim periods beginning after December 15, 2017.  We will implement this standard on January 1, 2018 and apply the guidance prospectively to modifications after that date.

Business Combinations.  In January 2017, the FASB issued a standard which clarifies the definition of a business and provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses.  This standard is effective for annual and interim periods beginning after December 15, 2017.  We anticipate implementing this standard on January 1, 2018 and applying the guidance prospectively to transactions after that date.

Intangibles – Goodwill and Other.  In January 2017, the FASB issued a standard requiring an entity to no longer perform a hypothetical purchase price allocation to measure goodwill impairment.  Instead, impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit.  This standard is effective for annual and interim periods beginning after December 15, 2019.  Entities may early adopt the guidance for goodwill impairment tests with measurement dates after January 1, 2017.  We have not determined an adoption date and do not expect the adoption of this standard to have a material effect on our consolidated financial statements.

Share-Based Compensation. In March 2016, the FASB issued a standard intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. We implemented this standard on January 1, 2017.

This standard eliminates the requirement that excess tax benefits be realized before companies can recognize them. As a result, utilizing the modified retrospective method, we recorded a cumulative-effect adjustment for previously unrecognized excess tax benefits of $18.5 million in the opening balance sheet for 2017, with an offsetting increase to retained earnings. In addition, the standard allows us to make a policy election to either continue to reduce share-based compensation expense for forfeitures in future periods, or to recognize forfeitures as they occur. We have chosen to record forfeitures as they occur and recorded an immaterial cumulative-effect adjustment to the opening balance sheet to reflect the difference between the fair value estimate of awards historically expected to be forfeited and the fair value estimate of awards actually forfeited. This standard also requires all excess tax benefits and tax deficiencies associated with the exercise of stock options and vesting of restricted stock to be recorded as income tax expense or benefit. Increases and decreases in the aggregate intrinsic value (or negative value) of such activity could introduce volatility in our effective tax rate. The remaining provisions of the new guidance did not have a material effect on our consolidated financial statements.

Leases.  In February 2016, the FASB issued a standard on lease accounting requiring a lessee to recognize assets and liabilities on the balance sheet for leases with lease terms greater than 12 months. This standard is effective for annual and interim periods beginning after December 15, 2018.  Early adoption is permitted and the standard requires the use of a modified retrospective transition method. While we are continuing to evaluate all potential impacts of the standard, we do not believe the accounting for our contractual rental revenue will be materially affected by the adoption of this standard.  We anticipate the lessee accounting for operating leases under the standard will have a material effect on our statement of financial position.

Revenue from Contracts with Customers.  In May 2014, the FASB issued an accounting standard on revenue from contracts with customers.  The standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance.  The standard requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services and is effective for annual and interim periods beginning after December 15, 2017.  Early adoption is permitted for the annual and interim periods beginning after December 15, 2016, but not prior to that time.  The revenue recognition standard permits the use of either the retrospective or cumulative effect transition method.

While we are continuing to assess all potential impacts of the standard, we currently believe the majority of our revenue, as it relates to contractual rental revenue, is excluded from the scope of this standard, and the accounting for the remaining revenue streams will not be materially affected. Accordingly, we do not anticipate that the adoption of this standard will have a material impact on our consolidated financial statements. We expect to utilize the modified retrospective adoption and recognize the cumulative effect of initially applying the standard, if any, as an adjustment to the opening balance of retained earnings at the date of initial application.

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Fair Value Measurements

6 Months Ended

Jun. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value Measurements

(3) Fair Value Measurements

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement determined by assumptions that market participants would use in pricing an asset or liability. We categorize each of our fair value measurements in one of the following three levels based on the lowest level of input that is significant to the fair value measurement: 

Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities;

Level 2 — Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3 — Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

At June 30, 2017 and December 31, 2016, we did not have any financial instruments required to be recorded at fair value on a recurring basis.

The carrying amounts of cash, cash equivalents, receivables, accounts payable and accrued liabilities approximate fair values based on their short-term nature. The fair values of our revolving credit facility and capital leases are estimated using discounted cash flow analyses, based on our current incremental borrowing rates for similar types of borrowing arrangements. Based on the borrowing rates currently available to us for bank loans with similar terms and average maturities, the fair value of our revolving credit facility debt and capital leases, which are measured using Level 2 inputs, at June 30, 2017 and December 31, 2016 approximated their respective book values.

The fair value of our $250.0 million aggregate principal amount of 5.875% senior notes due July 1, 2024 (the “Senior Notes” or “2024 Notes”) is based on their latest sales price at the end of each period obtained from a third-party institution and is Level 2 in the fair value hierarchy as there is not an active market for these Senior Notes.  The Senior Notes are presented on the balance sheet net of deferred financing costs. The gross carrying value and the fair value of our Senior Notes are as follows:

	June 30, 2017		December 31, 2016
	(In thousands)
Carrying value	$	250,000	$	250,000
Fair value		261,250		258,750

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Earnings Per Share

6 Months Ended

Jun. 30, 2017

Earnings Per Share [Abstract]

Earnings Per Share

(4) Earnings Per Share

Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of common shares outstanding during the period.  Restricted stock awards are subject to the risk of forfeiture and are not included in the calculation of basic weighted average number of common shares outstanding until vested. Diluted EPS is calculated under the treasury stock method.  Potential common shares included restricted common stock and incremental shares of common stock issuable upon the exercise of stock options.

The following table is a reconciliation of net income and weighted-average shares of common stock outstanding for purposes of calculating basic and diluted EPS:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands, except per share data)
Numerator:
Net income	$	8,777	$	4,072	$	18,929	$	15,070
Denominator:
Weighted average shares outstanding - basic		43,944		44,132		44,026		44,175
Dilutive effect of share-based awards		81		373		157		245
Weighted average shares outstanding - diluted		44,025		44,505		44,183		44,420
Earnings per share:
Basic	$	0.20	$	0.09	$	0.43	$	0.34
Diluted		0.20		0.09		0.43		0.34

The following table represents the number of stock options and restricted share awards that were issued or outstanding but excluded in calculating diluted EPS because their effect would have been anti-dilutive for the periods indicated, or the underlying performance criteria had not yet been met:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)
Stock options		2,302		1,083		2,227		2,094
Restricted share awards		143		24		89		10
Total		2,445		1,107		2,316		2,104

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Inventories

6 Months Ended

Jun. 30, 2017

Inventory Disclosure [Abstract]

Inventories

(5) Inventories

Inventories are valued at the lower of cost (principally on a standard cost basis which approximates the first-in, first-out method) or net realizable value. Raw materials and supplies principally consist of raw steel, glass, paint, vinyl and other assembly components used in manufacturing and remanufacturing processes and, to a lesser extent, parts used for internal maintenance and ancillary items held for sale in our Tank & Pump Solutions segment. Work-in-process primarily represents partially assembled units. Finished units primarily represent purchased or assembled containers held in inventory until the container is either sold as is, remanufactured and sold, or remanufactured and deployed as rental fleet. Inventories at June 30, 2017 and December 31, 2016 consisted of the following:

	June 30, 2017		December 31, 2016
	(In thousands)
Raw materials and supplies	$	12,900	$	12,908
Work-in-process		31		31
Finished units		3,468		2,473
Inventories	$	16,399	$	15,412

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Rental Fleet

6 Months Ended

Jun. 30, 2017

Leases [Abstract]

Rental Fleet

(6) Rental Fleet

Rental fleet is capitalized at cost and depreciated over the estimated useful life of the unit using the straight-line method. Rental fleet is depreciated whether or not it is out on rent. Capitalized cost of rental fleet includes the price paid to acquire the unit and freight charges to the location when the unit is first placed in service, and when applicable, the cost of manufacturing or remanufacturing, which includes the cost of customizing units. Ordinary repair and maintenance costs are charged to operations as incurred.

We periodically review depreciable lives and residual values against various factors, including the results of our lenders’ independent appraisal of our rental fleet, practices of our competitors in comparable industries and profit margins achieved on sales of depreciated units.

Appraisals on our rental fleet are required by our lenders on a regular basis. The appraisal typically reports no difference in the value of the unit due to the age or length of time it has been in our fleet. Based in part upon our lender’s third-party appraiser who evaluated our fleet as of September 30, 2016, management estimates that the net orderly liquidation appraisal value as of June 30, 2017 was approximately $1.1 billion.  Our net book value for this fleet as of June 30, 2017 was $964.1 million.

Depreciation expense related to our rental fleet for the six months ended June 30, 2017 and 2016 was $15.3 million and $16.1 million, respectively. At June 30, 2017, all rental fleet units were pledged as collateral under our Amended and Restated ABL Credit Agreement, dated December 14, 2015, with Deutsche Bank AG New York Branch, as administrative agent, and the other lenders party thereto (the “Credit Agreement”).

Rental fleet consisted of the following at June 30, 2017 and December 31, 2016:

	ResidualValue as Percentage of Original Cost (1)		Estimated Useful Life in Years	June 30, 2017			December31, 2016
				(In thousands)
Storage Solutions:
Steel storage containers		55%	30	$	636,092		$	625,094
Steel ground level offices	55		30		358,806			347,574
Other					7,841			4,430
Total					1,002,739			977,098
Accumulated depreciation					(159,708	)		(151,238	)
Total Storage Solutions fleet, net				$	843,031		$	825,860
Tank & Pump Solutions:
Steel tanks			25	$	62,991		$	61,955
Roll-off boxes			15 - 20		28,817			28,743
Stainless steel tank trailers			25		29,093			29,150
Vacuum boxes			20		12,142			11,512
De-watering boxes			20		5,981			5,429
Pumps and filtration equipment			7		13,242			13,690
Other					6,946			6,150
Total					159,212			156,629
Accumulated depreciation					(38,102	)		(32,424	)
Total Tank & Pump Solutions fleet, net				$	121,110		$	124,205
Total rental fleet, net				$	964,141		$	950,065

(1) Tank & Pump Solutions fleet has been assigned zero residual value.

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Property, Plant and Equipment

6 Months Ended

Jun. 30, 2017

Property Plant And Equipment [Abstract]

Property, Plant and Equipment

(7) Property, Plant and Equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives. Our depreciation expense related to property, plant and equipment for the six months ended June 30, 2017 and 2016 was $12.5 million and $12.1 million, respectively. Normal repairs and maintenance to property, plant and equipment are expensed as incurred. When property or equipment is retired or sold, the net book value of the asset, reduced by any proceeds, is charged to gain or loss on the disposal of property, plant and equipment and is included in rental, selling and general expenses in the Condensed Consolidated Statements of Income.

Property, plant and equipment at June 30, 2017 and December 31, 2016 consisted of the following:

	Residual Value as Percentage of Original Cost		Estimated Useful Life in Years	June 30, 2017			December31, 2016
				(In thousands)
Land				$	2,953		$	3,789
Vehicles and machinery	0 - 55%		5 - 30		139,076			131,584
Buildings and improvements (1)	0 - 25		3 - 30		24,637			22,750
Furniture, office and computer equipment		—	3 - 10		68,881			63,969
Property, plant and equipment					235,547			222,092
Accumulated depreciation					(84,911	)		(72,895	)
Property, plant and equipment, net				$	150,636		$	149,197

(1) Improvements made to leased properties are depreciated over the lesser of the estimated remaining life or the remaining term of the respective lease.

As of June 30, 2017 and December 31, 2016, we had $37.7 million and $35.0 million, respectively, of capitalized software, net of accumulated depreciation, included in property, plant and equipment.

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Goodwill and Intangibles

6 Months Ended

Jun. 30, 2017

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangibles

(8) Goodwill and Intangibles

For acquired businesses, we record assets acquired and liabilities assumed at their estimated fair values on the respective acquisition dates. Based on these values, the excess purchase prices over the fair value of the net assets acquired is recorded as goodwill. Of the $706.6 million total goodwill at June 30, 2017, $468.6 million related to the North America Storage Solutions segment, $56.8 million related to the U.K. Storage Solutions segment and $181.2 million related to the Tank & Pump Solutions segment.

The following table shows the activity and balances related to goodwill from January 1, 2017 to June 30, 2017 (in thousands): 

Balance at January 1, 2017	$	703,558
Foreign currency		3,026
Adjustments		18
Balance at June 30, 2017	$	706,602

Intangible assets are amortized over the estimated useful life of the asset utilizing a method which reflects the estimated pattern in which the economic benefits will be consumed.  Customer relationships are amortized based on the estimated attrition rates of the underlying customer base, other intangibles are amortized using the straight-line method.

The following table reflects balances related to intangible assets for the periods presented:

		June 30, 2017							December 31, 2016
	Estimated Useful Life in Years	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
		(In thousands)
Customer relationships	15 - 20	$	92,805	$	(31,642	)	$	61,163	$	92,515	$	(28,729	)	$	63,786
Trade names/trademarks	5 - 10		5,928		(2,843	)		3,085		5,892		(2,364	)		3,528
Non-compete agreements	5		1,888		(964	)		924		1,886		(813	)		1,073
Other	20		60		(28	)		32		59		(26	)		33
Total		$	100,681	$	(35,477	)	$	65,204	$	100,352	$	(31,932	)	$	68,420

Amortization expense for amortizable intangibles was approximately $3.3 million and $3.2 million for the six-month periods ended June 30, 2017 and 2016.  Based on the carrying value at June 30, 2017, future amortization of intangible assets is expected to be as follows for the years ended December 31 (in thousands): 

2017 (remaining)	$	3,274
2018		6,387
2019		6,291
2020		5,138
2021		4,904
Thereafter		39,210
Total	$	65,204

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Debt

6 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Debt

(9) Debt

Lines of Credit

On December 14, 2015, we entered into the Credit Agreement with Deutsche Bank AG New York Branch, as administrative agent, and other lenders party thereto. The Credit Agreement provides for a five-year, $1.0 billion first lien senior secured revolving credit facility maturing on or before the earlier of (i) December 14, 2020 and (ii) the date that is 90 days prior to the final maturity date of the Senior Notes, if such Senior Notes remain outstanding on such date.  The Credit Agreement also provides for the issuance of irrevocable standby letters of credit by U.S.-based lenders in amounts totaling up to $50.0 million, by U.K.-based lenders in amounts totaling up to $20.0 million, and by Canadian-based lenders in amounts totaling up to $20.0 million.  The obligations of Mobile Mini and its subsidiary guarantors under the Credit Agreement are secured by a blanket lien on substantially all of our assets.

Amounts borrowed under the Credit Agreement and repaid or prepaid during the term may be reborrowed. Outstanding amounts under the Credit Agreement bear interest at our option at either: (i) the London interbank offered rate (“LIBOR”) plus an applicable margin (“LIBOR Loans”), or (ii) the prime rate plus an applicable margin (“Base Rate Loans”). The applicable margin for each type of loan is based on an availability-based pricing grid and ranges from 1.25% to 1.75% for LIBOR Loans and 0.25% to 0.75% for Base Rate Loans at each measurement date. As of June 30, 2017, the applicable margins are 1.50% for LIBOR Loans and 0.50% for Base Rate Loans.

Availability of borrowings under the Credit Agreement is subject to a borrowing base calculation based upon a valuation of the Company’s eligible accounts receivable, eligible container fleet (including containers held for sale, work-in-process and raw materials) and machinery and equipment, each multiplied by an applicable advance rate or limit. The rental fleet is appraised at least once annually by a third-party appraisal firm and up to 90% of the net orderly liquidation value, as defined in the Credit Agreement, is included in the borrowing base to determine the amount the Company may borrow under the Credit Agreement.

The Credit Agreement provides for U.K. borrowings, which are, at the Company’s option, denominated in either Pounds Sterling or Euros, by its U.K. subsidiary based upon a U.K. borrowing base; Canadian borrowings, which are denominated in Canadian dollars, by its Canadian subsidiary based upon a Canadian borrowing base; and U.S. borrowings, which are denominated in U.S. dollars, by the Company based upon a U.S. borrowing base along with any Canadian assets not included in the Canadian subsidiary.

The Credit Agreement also contains customary negative covenants, including covenants that restrict or limit the Company’s ability to, among other things: (i) allow certain liens to attach to the Company’s or its subsidiaries’ assets, (ii) repurchase or pay dividends or make certain other restricted payments on capital stock and certain other securities, or prepay certain indebtedness, (iii) incur additional indebtedness or engage in certain other types of financing transactions, and (iv) make acquisitions or other investments.  In addition, we must comply with a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of each quarter, upon the minimum availability amount under the Credit Agreement falling below the greater of (y) $90 million and (z) 10% of the lesser of the then total revolving loan commitment and aggregate borrowing base.  As of June 30, 2017, we were in compliance with the minimum borrowing availability threshold set forth in the Credit Agreement and, therefore, are not subject to any financial maintenance covenants.

Senior Notes

On May 9, 2016, we issued $250.0 million aggregate principal amount of the 2024 Notes at an initial offering price of 100% of their face value. The net proceeds from the sale of the 2024 Notes were used to (i) redeem all $200.0 million aggregate principal amount of our 7.875% senior notes due 2020 (“2020 Notes”) at a redemption price of 103.938% of the principal amount thereof plus accrued and unpaid interest to, but not including, the redemption date of June 8, 2016, (ii) repay a portion of the indebtedness outstanding under our asset-based revolving credit facility, and (iii) pay fees and expenses related to the offering of the 2024 Notes.

The 2024 Notes bear interest at a rate of 5.875% per year have an eight-year term and mature on July 1, 2024. Interest on the 2024 Notes is payable semiannually in arrears on January 1 and July 1, beginning on January 1, 2017. The 2024 Notes are senior unsecured obligations of the Company and are unconditionally guaranteed on a senior unsecured basis by certain of our existing and future domestic subsidiaries.

Obligations Under Capital Leases

At June 30, 2017 and December 31, 2016, obligations under capital leases for certain real property, transportation, technology and office related equipment were $49.3 million and $50.7 million, respectively. Certain of the lease agreements provide us with a purchase option at the end of the lease term.

Future Debt Obligations

The scheduled maturity for debt obligations for balances outstanding at June 30, 2017 are as follows:

	Lines of Credit		Senior Notes		Capital Lease Obligations		Total
	(In thousands)
2017 (remaining)	$	—	$	—	$	3,748	$	3,748
2018		—		—		7,240		7,240
2019		—		—		7,594		7,594
2020		637,651		—		8,817		646,468
2021		—		—		8,669		8,669
Thereafter		—		250,000		13,234		263,234
Total	$	637,651	$	250,000	$	49,302	$	936,953

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Income Taxes

6 Months Ended

Jun. 30, 2017

Income Tax Disclosure [Abstract]

Income Taxes

(10) Income Taxes

We are subject to taxation in the U.S. federal jurisdiction, as well as various U.S. state and foreign jurisdictions. We have identified our U.S. federal tax return as our “major” tax jurisdiction. As of June 30, 2017, we are no longer subject to examination by U.S. federal tax authorities for years prior to 2013, to examination for any U.S. state taxing authority prior to 2011, or to examination for any foreign jurisdictions prior to 2013.  All subsequent periods remain open to examination.  Our effective income tax rate decreased to 34.3% for the six months ended June 30, 2017, compared to 36.6% for the prior-year period.  This decrease in the effective tax rate was primarily due to stock compensation related items recorded discretely in the prior year period.

Our policy for recording interest and penalties associated with audits is to record such items as a component of income before taxes. Penalties and associated interest costs, if any, are recorded in rental, selling and general expenses in our Condensed Consolidated Statements of Income.

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Share-Based Compensation

6 Months Ended

Jun. 30, 2017

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Share-Based Compensation

(11) Share-Based Compensation

We have historically awarded stock options and restricted stock awards for employees and non-employee directors as a means of attracting and retaining quality personnel and to align employee performance with stockholder value.  Stock option plans are approved by our stockholders and administered by the stock compensation committee of the Company’s Board of Directors (the “Board”). The current plan allows for a variety of equity programs designed to provide flexibility in implementing equity and cash awards, including incentive stock options, nonqualified stock options, restricted stock awards, restricted stock units, stock appreciation rights, performance stock, performance units and other stock-based awards. Participants may be granted any one of the equity awards or any combination. We do not award stock options with an exercise price below the market price of the underlying securities on the date of grant.  As of June 30, 2017, 1.7 million shares are available for future grants, assuming performance-based options vest at their target amount.  Generally, stock options have contractual terms of ten years.

The following table summarizes the Company’s share-based compensation for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)				(In thousands)
Share-based compensation expense included in:
Rental, selling and general expenses	$	2,509	$	1,623	$	3,820	$	4,187
Restructuring expenses		—		58		—		58
Total share-based compensation	$	2,509	$	1,681	$	3,820	$	4,245

During the three months ended June 30, 2017, the final vesting dates were accelerated for certain share-based compensation awards to an executive departing the Company.  The vesting dates were adjusted to correspond to the executive’s departure date, resulting in expense of $1.0 million in the current year.  The expense related to the acceleration is included in rental, selling and general expense in the condensed consolidated statement of income for the three and six months ended June 30, 2017.

As of June 30, 2017, total unrecognized compensation cost related to stock option awards was approximately $3.8 million and the related weighted-average period over which it is expected to be recognized is approximately 1.3 years. As of June 30, 2017, the unrecognized compensation cost related to restricted stock awards was approximately $6.4 million, which is expected to be recognized over a weighted-average period of approximately 2.6 years.

Stock Options. The fair value of each stock option award is estimated on the date of the grant using the Black-Scholes-Merton option pricing model which requires the input of assumptions. We estimate the risk-free interest rate based on the U.S. Treasury security rate in effect at the time of the grant. The expected life of the options, volatility and dividend rates are estimated based on our historical data. The following are the key assumptions used for each of the six-month periods ended June 30:

	2017		2016
Risk-free interest rate		1.9%		1.5%
Expected life of the options (years)	5		5
Expected stock price volatility		35.4%		36.7%
Expected dividend rate		2.8%		3.1%

The following table summarizes stock option activity for the six months ended June 30, 2017:

	Number of Shares			Weighted Average Exercise Price
	(In thousands)
Options outstanding, beginning of period		3,292		$	32.06
Granted		398			32.55
Canceled/Expired		(225	)		29.43
Exercised		(79	)		20.88
Options outstanding, end of period		3,386			32.55

A summary of stock options outstanding as of June 30, 2017 is as follows:

	Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Terms		Aggregate Intrinsic Value
	(In thousands)				(In years)		(In thousands)
Outstanding		3,386	$	32.55		6.61	$	3,945
Exercisable		2,568		32.87		5.87		2,813

The aggregate intrinsic value of options exercised during the six months ended June 30, 2017 was approximately $0.9 million and the weighted average fair value of stock options granted during the six months ended June 30, 2017 was $8.33.

The option awards granted in 2017 will vest based upon the achievement of specified performance criteria related to fiscal 2017, 2018 and 2019. In addition, included in options outstanding at the end of the period are 0.3 million options granted in 2016 that will vest based upon the achievement of specified performance criteria related to fiscal 2017 and 2018. Such awards have been granted assuming a target number of options. However, the terms of these awards provide that the number of options that ultimately vest may vary between 50% and 200% of the target award, or may be zero. The tables present the options at their target amount.  Included in the table above are cancellations of approximately 0.2 million options granted in previous years subject to performance criteria.  These awards were canceled during the current-year period due to vesting at less than 100% of the target award.

Restricted Stock Awards. The fair value of restricted stock awards is estimated as the closing price of our common stock on the date of grant. A summary of restricted stock award activity is as follows:

	Shares			Weighted Average Grant Date Fair Value
	(In thousands)
Restricted stock awards at beginning of period		243		$	30.27
Awarded		102			32.55
Released		(77	)		31.03
Forfeited		(17	)		31.34
Restricted stock awards at end of period		251			30.89

The restricted stock awards that vested during the six months ended June 30, 2017 had an aggregate grant date fair value of $2.3 million and an aggregate vesting date fair value of $2.3 million.      

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Restructuring

6 Months Ended

Jun. 30, 2017

Restructuring And Related Activities [Abstract]

Restructuring

(12) Restructuring

We have undergone restructuring actions to align our business operations.  The restructuring expenses during the six-month period ended June 30, 2017 resulted primarily from the continuation of restructuring projects initiated in prior years.  These costs include additional restructuring items that were included in prior year plans but were not accruable at the time of the previous charges. Of the $1.4 million of restructuring expenses recognized in the six months ended June 30, 2017, approximately $0.7 million of costs related to the abandonment of yards, or portions of yards, as well as related fleet and other costs due to the divesture of our wood mobile office business. Additionally, $0.7 million related to activities associated with the continued integration of Evergreen Tank Solutions (“ETS”) into the existing Mobile Mini infrastructure.

Of the $3.6 million of restructuring expense recognized in the six months ended June 30, 2016 approximately $1.8 million related to the integration of ETS into the existing Mobile Mini infrastructure, including the re-alignment of sales leadership with operational leadership and the remaining $1.8 million of expenses largely relate to the abandonment of yards related to the divestiture of our wood mobile office business.

The following table details accrued restructuring obligations (included in accrued liabilities in the Condensed Consolidated Balance Sheets) and related activity for the fiscal year ended December 31, 2016 and the six-month period ended June 30, 2017:

	Fleetand Property, Plant and Equipment Abandonment Costs			Severanceand Benefits			Lease Abandonment Costs			Other Costs			Total
	(In thousands)
Accrued obligations as of January 1, 2016	$	—		$	1,245		$	495		$	2		$	1,742
Restructuring expense		109			1,006			3,453			1,452			6,020
Settlement of obligations		(109	)		(1,856	)		(3,580	)		(1,454	)		(6,999	)
Accrued obligations as of December 31, 2016		—			395			368			—			763
Restructuring expense		—			—			705			732			1,437
Settlement of obligations		—			(332	)		(807	)		(684	)		(1,823	)
Accrued obligations as of June 30, 2017	$	—		$	63		$	266		$	48		$	377

The following amounts are included in restructuring expenses for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)
Fleet and property, plant and equipment abandonment costs	$	—	$	2	$	—	$	108
Severance and benefits		—		164		—		236
Lease abandonment costs		189		1,077		705		1,813
Other costs		349		81		732		1,415
Restructuring expenses	$	538	$	1,324	$	1,437	$	3,572

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2017

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

(13) Commitments and Contingencies

We are a party to various claims and litigation in the normal course of business. Our current estimated range of liability related to various claims and pending litigation is based on claims for which our management can determine that it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Because of the uncertainties related to both the probability of incurred and possible range of loss on pending claims and litigation, management must use considerable judgment in making reasonable determination of the liability that could result from an unfavorable outcome. As additional information becomes available, we will assess the potential liability related to our pending litigation and revise our estimates. Such revisions in our estimates of the potential liability could materially impact our results of operation. We do not anticipate the resolution of such matters known at this time will have a material adverse effect on our business or consolidated financial position.

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Stockholders' Equity

6 Months Ended

Jun. 30, 2017

Equity [Abstract]

Stockholders' Equity

(14) Stockholders’ Equity

Dividends

During the first six months of fiscal 2017, the Board authorized and declared cash dividends to all of our common stockholders as follows:

Declaration Date	Payment Date	Record Date (close of business)	Dividend Amount Per Share of Common Stock
January 31, 2017	March 15, 2017	March 1, 2017	$	0.227
April 26, 2017	May 31, 2017	May 17, 2017		0.227

Each future quarterly dividend payment is subject to review and approval by the Board.  Our Credit Agreement contains restrictions on the declaration and payment of dividends.

Treasury Stock

On November 6, 2013, the Board approved a share repurchase program authorizing up to $125.0 million of our outstanding shares of common stock to be repurchased. On April 17, 2015, the Board authorized up to an additional $50.0 million of our outstanding shares of common stock to be repurchased, for a total of $175.0 million under the share repurchase program. The shares may be repurchased from time to time in the open market or in privately negotiated transactions. The share repurchases are subject to prevailing market conditions and other considerations. The share repurchase program does not have an expiration date and may be suspended or terminated at any time by the Board. All shares repurchased are held in treasury.

During the six months ended June 30, 2017, we purchased approximately 0.2 million shares of our common stock at a total cost of $7.3 million, and a cost of approximately $29.58 per share (excluding commissions), under the authorized share repurchase program. Approximately $70.8 million is available for repurchase as of June 30, 2017.  In addition, during the six months ended June 30, 2017, we withheld approximately 21,000 shares of stock from employees, for an approximate value of $0.6 million, upon vesting of share awards to satisfy minimum tax withholding obligations. These shares were not acquired pursuant to the share repurchase program.

During the six months ended June 30, 2016, we purchased approximately 0.3 million shares of our common stock at a cost of $6.8 million under the authorized share repurchase program. Approximately $82.2 million was available for repurchase as of June 30, 2016. In addition, during the six months ended June 30, 2016, we withheld approximately 11,000 shares of stock from employees, for an approximate value of $0.3 million, upon vesting of share awards to satisfy minimum tax withholding obligations. These shares were not acquired pursuant to the share repurchase program.

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Segment Reporting

6 Months Ended

Jun. 30, 2017

Segment Reporting [Abstract]

Segment Reporting

(15) Segment Reporting

Our operations are comprised of three reportable segments: North American Storage Solutions, U.K. Storage Solutions and Tank & Pump Solutions.  Discrete financial data on each of our products is not available and it would be impractical to collect and maintain financial data in such a manner. The results for each segment are reviewed discretely by our chief operating decision maker.

We operate in the U.S., the U.K. and Canada.  All of our locations operate in their local currency. Although we are exposed to foreign exchange rate fluctuation in foreign markets where we rent and sell our products, we do not believe such exposure will have a significant impact on our results of operations. Revenues recognized by our U.S. locations were $104.8 million and $103.1 million for the three months ended June 30, 2017 and 2016, respectively, and were $207.4 million and $206.2 million for the six months ended June 30, 2017 and 2016, respectively.

The following tables set forth certain information regarding each of the Company’s segments for the three-month periods indicated:

	For the Three Months Ended June 30, 2017
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	76,511	$	18,975	$	95,486	$	22,365		$	117,851
Sales		5,027		2,129		7,156		1,245			8,401
Other		271		73		344		94			438
Total revenues		81,809		21,177		102,986		23,704			126,690
Costs and expenses:
Rental, selling and general expenses		53,795		12,336		66,131		16,719			82,850
Cost of sales		3,062		1,668		4,730		678			5,408
Restructuring expenses		532		—		532		6			538
Depreciation and amortization		7,751		1,726		9,477		6,265			15,742
Total costs and expenses		65,140		15,730		80,870		23,668			104,538
Income from operations	$	16,669	$	5,447	$	22,116	$	36		$	22,152
Interest expense, net of interest income	$	5,959	$	126	$	6,085	$	2,706		$	8,791
Income tax provision (benefit)		4,705		911		5,616		(1,050	)		4,566
Capital expenditures for additions to rental fleet,    excluding acquisitions		10,340		1,098		11,438		1,583			13,021

	For the Three Months Ended June 30, 2016
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	73,671	$	20,431	$	94,102	$	22,671		$	116,773
Sales		4,712		411		5,123		1,219			6,342
Other		1,566		45		1,611		123			1,734
Total revenues		79,949		20,887		100,836		24,013			124,849
Costs and expenses:
Rental, selling and general expenses		50,361		12,493		62,854		15,183			78,037
Cost of sales		2,776		280		3,056		622			3,678
Restructuring expenses		1,031		—		1,031		293			1,324
Depreciation and amortization		7,184		1,794		8,978		7,291			16,269
Total costs and expenses		61,352		14,567		75,919		23,389			99,308
Income from operations	$	18,597	$	6,320	$	24,917	$	624		$	25,541
Interest expense, net of interest income	$	5,105	$	136	$	5,241	$	2,761		$	8,002
Income tax provision (benefit)		1,182		1,076		2,258		(258	)		2,000
Capital expenditures for additions to rental fleet,    excluding acquisitions		6,901		3,308		10,209		7,065			17,274

The following tables set forth certain information regarding each of the Company’s segments for the six-month periods indicated:

	For the Six Months Ended June 30, 2017
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	152,077	$	37,215	$	189,292	$	43,301		$	232,593
Sales		9,904		4,116		14,020		2,359			16,379
Other		835		182		1,017		228			1,245
Total revenues		162,816		41,513		204,329		45,888			250,217
Costs and expenses:
Rental, selling and general expenses		103,795		24,561		128,356		32,853			161,209
Cost of sales		6,070		3,261		9,331		1,189			10,520
Restructuring expenses		1,433		—		1,433		4			1,437
Depreciation and amortization		15,264		3,396		18,660		12,346			31,006
Total costs and expenses		126,562		31,218		157,780		46,392			204,172
Income (loss) from operations	$	36,254	$	10,295	$	46,549	$	(504	)	$	46,045
Interest expense, net of interest income	$	11,527	$	252	$	11,779	$	5,414		$	17,193
Income tax provision (benefit)		10,313		1,648		11,961		(2,065	)		9,896
Capital expenditures for additions to rental fleet,    excluding acquisitions		15,204		4,528		19,732		3,295			23,027

	For the Six Months Ended June 30, 2016
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions		Consolidated
	(In thousands)
Revenues:
Rental	$	147,684	$	40,146	$	187,830	$	46,299	$	234,129
Sales		9,160		1,255		10,415		2,818		13,233
Other		1,779		99		1,878		142		2,020
Total revenues		158,623		41,500		200,123		49,259		249,382
Costs and expenses:
Rental, selling and general expenses		98,749		24,959		123,708		30,631		154,339
Cost of sales		5,534		921		6,455		1,834		8,289
Restructuring expenses		3,213		—		3,213		359		3,572
Depreciation and amortization		13,611		3,505		17,116		14,330		31,446
Total costs and expenses		121,107		29,385		150,492		47,154		197,646
Income from operations	$	37,516	$	12,115	$	49,631	$	2,105	$	51,736
Interest expense, net of interest income	$	10,753	$	267	$	11,020	$	5,466	$	16,486
Income tax provision		6,241		2,144		8,385		328		8,713
Capital expenditures for additions to rental fleet,    excluding acquisitions		11,481		7,478		18,959		9,199		28,158

Assets related to the Company’s reportable segments include the following:

	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions		Consolidated
	(In thousands)
As of June 30, 2017:
Goodwill	$	468,620	$	56,766	$	525,386	$	181,216	$	706,602
Intangibles		1,622		757		2,379		62,825		65,204
Rental fleet		695,079		147,952		843,031		121,110		964,141
As of December 31, 2016:
Goodwill	$	468,464	$	53,878	$	522,342	$	181,216	$	703,558
Intangibles		1,959		899		2,858		65,562		68,420
Rental fleet		688,477		137,383		825,860		124,205		950,065

Included in the table above are assets in the U.S. of $1.5 billion as of both June 30, 2017 and December 31, 2016.

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Subsequent Events

6 Months Ended

Jun. 30, 2017

Subsequent Events [Abstract]

Subsequent Events

(16) Subsequent Events

Declaration of Quarterly Dividend

On July 18, 2017, the Company’s Board authorized and declared a quarterly dividend to all of our common stockholders of $0.227 per share of common stock, payable on August 30, 2017, to all stockholders of record as of the close of business on August 16, 2017.

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Condensed Consolidating Financial Information

6 Months Ended

Jun. 30, 2017

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Condensed Consolidating Financial Information

(17) Condensed Consolidating Financial Information

The following tables reflect the condensed consolidating financial information of the Company’s subsidiary guarantors of the Senior Notes and its non-guarantor subsidiaries. Separate financial statements of the subsidiary guarantors are not presented because the guarantee by each 100% owned subsidiary guarantor is full and unconditional, joint and several, subject to customary exceptions, and management has determined that such information is not material to investors.

MOBILE MINI, INC.

CONDENSED CONSOLIDATING BALANCE SHEETS

As of June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	429		$	8,845		$	—		$	9,274
Receivables, net		72,431			19,959			—			92,390
Inventories		14,637			1,762			—			16,399
Rental fleet, net		807,230			156,911			—			964,141
Property, plant and equipment, net		130,370			20,266			—			150,636
Other assets		14,117			3,011			—			17,128
Intangibles, net		64,418			786			—			65,204
Goodwill		645,126			61,476			—			706,602
Intercompany receivables		145,954			4,541			(150,495	)		—
Total assets	$	1,894,712		$	277,557		$	(150,495	)	$	2,021,774
LIABILITIES AND STOCKHOLDERS'EQUITY
Liabilities:
Accounts payable	$	22,438		$	8,270		$	—		$	30,708
Accrued liabilities		56,589			8,367			—			64,956
Lines of credit		637,651			—			—			637,651
Obligations under capital leases		49,148			154			—			49,302
Senior Notes, net		245,531			—			—			245,531
Deferred income taxes		213,303			18,276			—			231,579
Intercompany payables		838			1,658			(2,496	)		—
Total liabilities		1,225,498			36,725			(2,496	)		1,259,727
Commitments and contingencies
Stockholders' equity:
Common stock		495			—			—			495
Additional paid-in capital		597,658			147,999			(147,999	)		597,658
Retained earnings		217,844			162,281			—			380,125
Accumulated other comprehensive loss		—			(69,448	)		—			(69,448	)
Treasury stock, at cost		(146,783	)		—			—			(146,783	)
Total stockholders' equity		669,214			240,832			(147,999	)		762,047
Total liabilities and stockholders' equity	$	1,894,712		$	277,557		$	(150,495	)	$	2,021,774

MOBILE MINI, INC.

CONDENSED CONSOLIDATING BALANCE SHEETS

As of December 31, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	1,260		$	2,877		$	—		$	4,137
Receivables, net		80,476			18,699			—			99,175
Inventories		14,526			886			—			15,412
Rental fleet, net		803,553			146,512			—			950,065
Property, plant and equipment, net		129,458			19,739			—			149,197
Other assets		13,189			1,741			—			14,930
Intangibles, net		67,487			933			—			68,420
Goodwill		645,126			58,432			—			703,558
Intercompany receivables		146,016			4,513			(150,529	)		—
Total assets	$	1,901,091		$	254,332		$	(150,529	)	$	2,004,894
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable	$	20,218		$	7,170		$	—		$	27,388
Accrued liabilities		57,025			7,101			—			64,126
Lines of credit		640,975			185			—			641,160
Obligations under capital leases		50,507			197			—			50,704
Senior Notes, net		245,212			—			—			245,212
Deferred income taxes		224,212			16,478			—			240,690
Intercompany payables		384			2,146			(2,530	)		—
Total liabilities		1,238,533			33,277			(2,530	)		1,269,280
Commitments and contingencies
Stockholders' equity:
Common stock		493			—			—			493
Additional paid-in capital		592,071			147,999			(147,999	)		592,071
Retained earnings		208,793			154,103			—			362,896
Accumulated other comprehensive loss		—			(81,047	)		—			(81,047	)
Treasury stock, at cost		(138,799	)		—			—			(138,799	)
Total stockholders' equity		662,558			221,055			(147,999	)		735,614
Total liabilities and stockholders' equity	$	1,901,091		$	254,332		$	(150,529	)	$	2,004,894

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Three Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	98,215		$	19,636		$	—		$	117,851
Sales		6,212			2,189			—			8,401
Other		365			73			—			438
Total revenues		104,792			21,898			—			126,690
Costs and expenses:
Rental, selling and general expenses		69,799			13,051			—			82,850
Cost of sales		3,700			1,708			—			5,408
Restructuring expenses		538			—			—			538
Depreciation and amortization		13,930			1,812			—			15,742
Total costs and expenses		87,967			16,571			—			104,538
Income from operations		16,825			5,327			—			22,152
Other income (expense):
Interest income		2,664			2			(2,650	)		16
Interest expense		(11,328	)		(129	)		2,650			(8,807	)
Foreign currency exchange		—			(18	)		—			(18	)
Income before income tax provision		8,161			5,182			—			13,343
Income tax provision		3,655			911			—			4,566
Net income	$	4,506		$	4,271		$	—		$	8,777

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30, 2017

(In thousands)

	Guarantors		Non- Guarantors		Eliminations		Consolidated
Net income	$	4,506	$	4,271	$	—	$	8,777
Foreign currency translation adjustment		—		9,096		—		9,096
Comprehensive income	$	4,506	$	13,367	$	—	$	17,873

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Three Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	95,555		$	21,218		$	—		$	116,773
Sales		5,865			477			—			6,342
Other		1,687			47			—			1,734
Total revenues		103,107			21,742			—			124,849
Costs and expenses:
Rental, selling and general expenses		64,935			13,102			—			78,037
Cost of sales		3,361			317			—			3,678
Restructuring expenses		1,324			—			—			1,324
Depreciation and amortization		14,369			1,900			—			16,269
Total costs and expenses		83,989			15,319			—			99,308
Income from operations		19,118			6,423			—			25,541
Other income (expense):
Interest income		2,653			—			(2,653	)		—
Interest expense		(10,519	)		(136	)		2,653			(8,002	)
Debt extinguishment expense		(9,192	)		—			—			(9,192	)
Deferred financing costs write-off		(2,271	)		—			—			(2,271	)
Foreign currency exchange		—			(4	)		—			(4	)
(Loss) income before income tax provision		(211	)		6,283			—			6,072
Income tax provision		924			1,076			—			2,000
Net (loss) income	$	(1,135	)	$	5,207		$	—		$	4,072

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Net (loss) income	$	(1,135	)	$	5,207		$	—	$	4,072
Foreign currency translation adjustment		—			(15,272	)		—		(15,272	)
Comprehensive loss	$	(1,135	)	$	(10,065	)	$	—	$	(11,200	)

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Six Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	194,158		$	38,435		$	—		$	232,593
Sales		12,163			4,216			—			16,379
Other		1,061			184			—			1,245
Total revenues		207,382			42,835			—			250,217
Costs and expenses:
Rental, selling and general expenses		135,380			25,829			—			161,209
Cost of sales		7,187			3,333			—			10,520
Restructuring expenses		1,437			—			—			1,437
Depreciation and amortization		27,438			3,568			—			31,006
Total costs and expenses		171,442			32,730			—			204,172
Income from operations		35,940			10,105			—			46,045
Other income (expense):
Interest income		5,314			2			(5,300	)		16
Interest expense		(22,254	)		(255	)		5,300			(17,209	)
Foreign currency exchange		—			(27	)		—			(27	)
Income before income tax provision		19,000			9,825			—			28,825
Income tax provision		8,248			1,648			—			9,896
Net income	$	10,752		$	8,177		$	—		$	18,929

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Six Months Ended June 30, 2017

(In thousands)

	Guarantors		Non- Guarantors		Eliminations		Consolidated
Net income	$	10,752	$	8,177	$	—	$	18,929
Foreign currency translation adjustment		—		11,599		—		11,599
Comprehensive income	$	10,752	$	19,776	$	—	$	30,528

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Six Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	192,445		$	41,684		$	—		$	234,129
Sales		11,826			1,407			—			13,233
Other		1,915			105			—			2,020
Total revenues		206,186			43,196			—			249,382
Costs and expenses:
Rental, selling and general expenses		128,174			26,165			—			154,339
Cost of sales		7,271			1,018			—			8,289
Restructuring expenses		3,572			—			—			3,572
Depreciation and amortization		27,746			3,700			—			31,446
Total costs and expenses		166,763			30,883			—			197,646
Income from operations		39,423			12,313			—			51,736
Other income (expense):
Interest income		5,307			—			(5,307	)		—
Interest expense		(21,388	)		(405	)		5,307			(16,486	)
Debt extinguishment expense		(9,192	)		—			—			(9,192	)
Deferred financing costs write-off		(2,271	)		—			—			(2,271	)
Foreign currency exchange		—			(4	)		—			(4	)
Income before income tax provision		11,879			11,904			—			23,783
Income tax provision		6,569			2,144			—			8,713
Net income	$	5,310		$	9,760		$	—		$	15,070

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Six Months Ended June 30, 2016

(In thousands)

	Guarantors		Non- Guarantors			Eliminations		Consolidated
Net income	$	5,310	$	9,760		$	—	$	15,070
Foreign currency translation adjustment		—		(18,985	)		—		(18,985	)
Comprehensive income (loss)	$	5,310	$	(9,225	)	$	—	$	(3,915	)

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Cash flows from operating activities:
Net income	$	10,752		$	8,177		$	—	$	18,929
Adjustments to reconcile net income to net cash    provided by operating activities:
Provision for doubtful accounts		1,996			206			—		2,202
Amortization of deferred financing costs		1,030			—			—		1,030
Amortization of long-term liabilities		65			—			—		65
Share-based compensation expense		3,672			148			—		3,820
Depreciation and amortization		27,438			3,568			—		31,006
Gain on sale of rental fleet units		(2,657	)		(169	)		—		(2,826	)
Loss on disposal of property, plant and equipment		62			220			—		282
Deferred income taxes		8,266			885			—		9,151
Foreign currency exchange		—			27			—		27
Changes in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		6,049			(464	)		—		5,585
Inventories		(110	)		(794	)		—		(904	)
Other assets		(1,636	)		(1,158	)		—		(2,794	)
Accounts payable		(1,881	)		(311	)		—		(2,192	)
Accrued liabilities		(1,030	)		870			—		(160	)
Intercompany		237			(237	)		—		—
Net cash provided by operating activities		52,253			10,968			—		63,221
Cash flows from investing activities:
Additions to rental fleet, excluding acquisitions		(18,391	)		(4,636	)		—		(23,027	)
Proceeds from sale of rental fleet		5,709			574			—		6,283
Additions to property, plant and equipment,    excluding acquisitions		(6,976	)		(1,731	)		—		(8,707	)
Proceeds from sale of property, plant and equipment		67			701			—		768
Net cash used in investing activities		(19,591	)		(5,092	)		—		(24,683	)
Cash flows from financing activities:
Net repayments under lines of credit		(3,324	)		(185	)		—		(3,509	)
Deferred financing costs		(12	)		—			—		(12	)
Principal payments on capital lease obligations		(3,694	)		(42	)		—		(3,736	)
Issuance of common stock		1,640			—			—		1,640
Dividend payments		(20,119	)		—			—		(20,119	)
Purchase of treasury stock		(7,984	)		—			—		(7,984	)
Net cash used in financing activities		(33,493	)		(227	)		—		(33,720	)
Effect of exchange rate changes on cash		—			319			—		319
Net (decrease) increase in cash		(831	)		5,968			—		5,137
Cash and cash equivalents at beginning of period		1,260			2,877			—		4,137
Cash and cash equivalents at end of period	$	429		$	8,845		$	—	$	9,274

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Cash flows from operating activities:
Net income	$	5,310		$	9,760		$	—	$	15,070
Adjustments to reconcile net income to net cash provided    by operating activities:
Debt extinguishment expense		9,192			—			—		9,192
Deferred financing costs write-off		2,271			—			—		2,271
Provision for doubtful accounts		2,434			212			—		2,646
Amortization of deferred financing costs		941			7			—		948
Amortization of long-term liabilities		58			—			—		58
Share-based compensation expense		4,106			139			—		4,245
Depreciation and amortization		27,746			3,700			—		31,446
Gain on sale of rental fleet units		(2,500	)		(282	)		—		(2,782	)
Loss on disposal of property, plant and equipment		521			168			—		689
Deferred income taxes		6,399			2,143			—		8,542
Foreign currency exchange		—			4					4
Changes in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		(10,758	)		(1,538	)		—		(12,296	)
Inventories		(2,173	)		383			—		(1,790	)
Other assets		540			(58	)		—		482
Accounts payable		3,029			2,736			—		5,765
Accrued liabilities		202			18			—		220
Intercompany		764			(764	)		—		—
Net cash provided by operating activities		48,082			16,628			—		64,710
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired		(9,206	)		—			—		(9,206	)
Additions to rental fleet, excluding acquisitions		(20,657	)		(7,501	)		—		(28,158	)
Proceeds from sale of rental fleet		6,332			1,077			—		7,409
Additions to property, plant and equipment,    excluding acquisitions		(13,301	)		(5,962	)		—		(19,263	)
Proceeds from sale of property, plant and equipment		1,166			449			—		1,615
Net cash used in investing activities		(35,666	)		(11,937	)		—		(47,603	)
Cash flows from financing activities:
Net repayments under lines of credit		(19,513	)		(1,448	)		—		(20,961	)
Proceeds from issuance of 5.875% senior notes due 2024		250,000			—			—		250,000
Redemption of 7.875% senior notes due 2020		(200,000	)		—			—		(200,000	)
Debt extinguishment expense		(9,192	)		—			—		(9,192	)
Deferred financing costs		(4,916	)		—			—		(4,916	)
Principal payments on capital lease obligations		(2,848	)		(72	)		—		(2,920	)
Issuance of common stock		92			—			—		92
Dividend payments		(18,236	)		—			—		(18,236	)
Purchase of treasury stock		(7,096	)		—			—		(7,096	)
Net cash used in financing activities		(11,709	)		(1,520	)		—		(13,229	)
Effect of exchange rate changes on cash		—			(152	)		—		(152	)
Net increase in cash		707			3,019			—		3,726
Cash and cash equivalents at beginning of period		1,033			580			—		1,613
Cash and cash equivalents at end of period	$	1,740		$	3,599		$	—	$	5,339

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Mobile Mini, Inc. - Organization and Description of Business (Policies)

6 Months Ended

Jun. 30, 2017

Accounting Policies [Abstract]

Basis of Presentation and Consolidation

Basis of Presentation and Consolidation

The consolidated financial statements include the accounts of Mobile Mini and our wholly owned subsidiaries. We do not have any subsidiaries in which we do not own 100% of the outstanding stock. All significant intercompany balances and transactions have been eliminated.  The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) applicable to interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management of Mobile Mini, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows for all periods presented have been made. The results of operations for the three and six months ended June 30, 2017 and 2016, respectively are not necessarily indicative of the results to be expected for the full year.

These condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 filed with the Securities and Exchange Commission (“SEC”) on February 2, 2017.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and the notes to those statements. Actual results could differ from those estimates. Significant estimates affect the calculation of depreciation and amortization, the calculation of the allowance for doubtful accounts, the analysis of goodwill and long-lived assets for potential impairment and certain accrued liabilities.

Fair Value Measurements, Policy

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement determined by assumptions that market participants would use in pricing an asset or liability. We categorize each of our fair value measurements in one of the following three levels based on the lowest level of input that is significant to the fair value measurement: 

Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities;

Level 2 — Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3 — Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Earnings Per Share

Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of common shares outstanding during the period.  Restricted stock awards are subject to the risk of forfeiture and are not included in the calculation of basic weighted average number of common shares outstanding until vested. Diluted EPS is calculated under the treasury stock method.  Potential common shares included restricted common stock and incremental shares of common stock issuable upon the exercise of stock options.

Inventories

Inventories are valued at the lower of cost (principally on a standard cost basis which approximates the first-in, first-out method) or net realizable value. Raw materials and supplies principally consist of raw steel, glass, paint, vinyl and other assembly components used in manufacturing and remanufacturing processes and, to a lesser extent, parts used for internal maintenance and ancillary items held for sale in our Tank & Pump Solutions segment. Work-in-process primarily represents partially assembled units. Finished units primarily represent purchased or assembled containers held in inventory until the container is either sold as is, remanufactured and sold, or remanufactured and deployed as rental fleet.

Property, Plant and Equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives. Our depreciation expense related to property, plant and equipment for the six months ended June 30, 2017 and 2016 was $12.5 million and $12.1 million, respectively. Normal repairs and maintenance to property, plant and equipment are expensed as incurred. When property or equipment is retired or sold, the net book value of the asset, reduced by any proceeds, is charged to gain or loss on the disposal of property, plant and equipment and is included in rental, selling and general expenses in the Condensed Consolidated Statements of Income.

Segment Reporting, Policy

Our operations are comprised of three reportable segments: North American Storage Solutions, U.K. Storage Solutions and Tank & Pump Solutions.  Discrete financial data on each of our products is not available and it would be impractical to collect and maintain financial data in such a manner. The results for each segment are reviewed discretely by our chief operating decision maker.

We operate in the U.S., the U.K. and Canada.  All of our locations operate in their local currency. Although we are exposed to foreign exchange rate fluctuation in foreign markets where we rent and sell our products, we do not believe such exposure will have a significant impact on our results of operations. Revenues recognized by our U.S. locations were $104.8 million and $103.1 million for the three months ended June 30, 2017 and 2016, respectively, and were $207.4 million and $206.2 million for the six months ended June 30, 2017 and 2016, respectively.

Impact of Recently Issued Accounting Standards

Impact of Recently Issued Accounting Standards

Share-Based Compensation – Modifications. In May 2017, the Financial Accounting Standards Board (“FASB”) issued a standard which clarifies what constitutes a modification of a share-based payment award.  This standard is effective for annual and interim periods beginning after December 15, 2017.  We will implement this standard on January 1, 2018 and apply the guidance prospectively to modifications after that date.

Business Combinations.  In January 2017, the FASB issued a standard which clarifies the definition of a business and provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses.  This standard is effective for annual and interim periods beginning after December 15, 2017.  We anticipate implementing this standard on January 1, 2018 and applying the guidance prospectively to transactions after that date.

Intangibles – Goodwill and Other.  In January 2017, the FASB issued a standard requiring an entity to no longer perform a hypothetical purchase price allocation to measure goodwill impairment.  Instead, impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit.  This standard is effective for annual and interim periods beginning after December 15, 2019.  Entities may early adopt the guidance for goodwill impairment tests with measurement dates after January 1, 2017.  We have not determined an adoption date and do not expect the adoption of this standard to have a material effect on our consolidated financial statements.

Share-Based Compensation. In March 2016, the FASB issued a standard intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. We implemented this standard on January 1, 2017.

This standard eliminates the requirement that excess tax benefits be realized before companies can recognize them. As a result, utilizing the modified retrospective method, we recorded a cumulative-effect adjustment for previously unrecognized excess tax benefits of $18.5 million in the opening balance sheet for 2017, with an offsetting increase to retained earnings. In addition, the standard allows us to make a policy election to either continue to reduce share-based compensation expense for forfeitures in future periods, or to recognize forfeitures as they occur. We have chosen to record forfeitures as they occur and recorded an immaterial cumulative-effect adjustment to the opening balance sheet to reflect the difference between the fair value estimate of awards historically expected to be forfeited and the fair value estimate of awards actually forfeited. This standard also requires all excess tax benefits and tax deficiencies associated with the exercise of stock options and vesting of restricted stock to be recorded as income tax expense or benefit. Increases and decreases in the aggregate intrinsic value (or negative value) of such activity could introduce volatility in our effective tax rate. The remaining provisions of the new guidance did not have a material effect on our consolidated financial statements.

Leases.  In February 2016, the FASB issued a standard on lease accounting requiring a lessee to recognize assets and liabilities on the balance sheet for leases with lease terms greater than 12 months. This standard is effective for annual and interim periods beginning after December 15, 2018.  Early adoption is permitted and the standard requires the use of a modified retrospective transition method. While we are continuing to evaluate all potential impacts of the standard, we do not believe the accounting for our contractual rental revenue will be materially affected by the adoption of this standard.  We anticipate the lessee accounting for operating leases under the standard will have a material effect on our statement of financial position.

Revenue from Contracts with Customers.  In May 2014, the FASB issued an accounting standard on revenue from contracts with customers.  The standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance.  The standard requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of goods or services and is effective for annual and interim periods beginning after December 15, 2017.  Early adoption is permitted for the annual and interim periods beginning after December 15, 2016, but not prior to that time.  The revenue recognition standard permits the use of either the retrospective or cumulative effect transition method.

While we are continuing to assess all potential impacts of the standard, we currently believe the majority of our revenue, as it relates to contractual rental revenue, is excluded from the scope of this standard, and the accounting for the remaining revenue streams will not be materially affected. Accordingly, we do not anticipate that the adoption of this standard will have a material impact on our consolidated financial statements. We expect to utilize the modified retrospective adoption and recognize the cumulative effect of initially applying the standard, if any, as an adjustment to the opening balance of retained earnings at the date of initial application.

Rental Fleet, Policy

Rental fleet is capitalized at cost and depreciated over the estimated useful life of the unit using the straight-line method. Rental fleet is depreciated whether or not it is out on rent. Capitalized cost of rental fleet includes the price paid to acquire the unit and freight charges to the location when the unit is first placed in service, and when applicable, the cost of manufacturing or remanufacturing, which includes the cost of customizing units. Ordinary repair and maintenance costs are charged to operations as incurred.

We periodically review depreciable lives and residual values against various factors, including the results of our lenders’ independent appraisal of our rental fleet, practices of our competitors in comparable industries and profit margins achieved on sales of depreciated units.

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2017

Fair Value Disclosures [Abstract]

Gross Carrying and Fair Value of Senior Notes

The Senior Notes are presented on the balance sheet net of deferred financing costs. The gross carrying value and the fair value of our Senior Notes are as follows:

	June 30, 2017		December 31, 2016
	(In thousands)
Carrying value	$	250,000	$	250,000
Fair value		261,250		258,750

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Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2017

Earnings Per Share [Abstract]

Reconciliation of Net Income and Weighted-Average Shares of Common Stock Outstanding for Purposes of Calculating Basic and Diluted Earnings Per Share

The following table is a reconciliation of net income and weighted-average shares of common stock outstanding for purposes of calculating basic and diluted EPS:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands, except per share data)
Numerator:
Net income	$	8,777	$	4,072	$	18,929	$	15,070
Denominator:
Weighted average shares outstanding - basic		43,944		44,132		44,026		44,175
Dilutive effect of share-based awards		81		373		157		245
Weighted average shares outstanding - diluted		44,025		44,505		44,183		44,420
Earnings per share:
Basic	$	0.20	$	0.09	$	0.43	$	0.34
Diluted		0.20		0.09		0.43		0.34

Number of Stock Options and Restricted Share Awards that were Issued or Outstanding but were Excluded in Calculating Diluted Earnings Per Share Because their Effect would have been Anti-Dilutive

The following table represents the number of stock options and restricted share awards that were issued or outstanding but excluded in calculating diluted EPS because their effect would have been anti-dilutive for the periods indicated, or the underlying performance criteria had not yet been met:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)
Stock options		2,302		1,083		2,227		2,094
Restricted share awards		143		24		89		10
Total		2,445		1,107		2,316		2,104

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Inventories (Tables)

6 Months Ended

Jun. 30, 2017

Inventory Disclosure [Abstract]

Inventories

Inventories at June 30, 2017 and December 31, 2016 consisted of the following:

	June 30, 2017		December 31, 2016
	(In thousands)
Raw materials and supplies	$	12,900	$	12,908
Work-in-process		31		31
Finished units		3,468		2,473
Inventories	$	16,399	$	15,412

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Rental Fleet (Tables)

6 Months Ended

Jun. 30, 2017

Leases [Abstract]

Rental Fleet

Rental fleet consisted of the following at June 30, 2017 and December 31, 2016:

	ResidualValue as Percentage of Original Cost (1)		Estimated Useful Life in Years	June 30, 2017			December31, 2016
				(In thousands)
Storage Solutions:
Steel storage containers		55%	30	$	636,092		$	625,094
Steel ground level offices	55		30		358,806			347,574
Other					7,841			4,430
Total					1,002,739			977,098
Accumulated depreciation					(159,708	)		(151,238	)
Total Storage Solutions fleet, net				$	843,031		$	825,860
Tank & Pump Solutions:
Steel tanks			25	$	62,991		$	61,955
Roll-off boxes			15 - 20		28,817			28,743
Stainless steel tank trailers			25		29,093			29,150
Vacuum boxes			20		12,142			11,512
De-watering boxes			20		5,981			5,429
Pumps and filtration equipment			7		13,242			13,690
Other					6,946			6,150
Total					159,212			156,629
Accumulated depreciation					(38,102	)		(32,424	)
Total Tank & Pump Solutions fleet, net				$	121,110		$	124,205
Total rental fleet, net				$	964,141		$	950,065

(1) Tank & Pump Solutions fleet has been assigned zero residual value.

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Property, Plant and Equipment (Tables)

6 Months Ended

Jun. 30, 2017

Property Plant And Equipment [Abstract]

Property, Plant and Equipment

Property, plant and equipment at June 30, 2017 and December 31, 2016 consisted of the following:

	Residual Value as Percentage of Original Cost		Estimated Useful Life in Years	June 30, 2017			December31, 2016
				(In thousands)
Land				$	2,953		$	3,789
Vehicles and machinery	0 - 55%		5 - 30		139,076			131,584
Buildings and improvements (1)	0 - 25		3 - 30		24,637			22,750
Furniture, office and computer equipment		—	3 - 10		68,881			63,969
Property, plant and equipment					235,547			222,092
Accumulated depreciation					(84,911	)		(72,895	)
Property, plant and equipment, net				$	150,636		$	149,197

(1) Improvements made to leased properties are depreciated over the lesser of the estimated remaining life or the remaining term of the respective lease.

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Goodwill and Intangibles (Tables)

6 Months Ended

Jun. 30, 2017

Goodwill And Intangible Assets Disclosure [Abstract]

Activity and Balances Relating to Goodwill

The following table shows the activity and balances related to goodwill from January 1, 2017 to June 30, 2017 (in thousands): 

Balance at January 1, 2017	$	703,558
Foreign currency		3,026
Adjustments		18
Balance at June 30, 2017	$	706,602

Balances Related to Intangible Assets

The following table reflects balances related to intangible assets for the periods presented:

		June 30, 2017							December 31, 2016
	Estimated Useful Life in Years	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
		(In thousands)
Customer relationships	15 - 20	$	92,805	$	(31,642	)	$	61,163	$	92,515	$	(28,729	)	$	63,786
Trade names/trademarks	5 - 10		5,928		(2,843	)		3,085		5,892		(2,364	)		3,528
Non-compete agreements	5		1,888		(964	)		924		1,886		(813	)		1,073
Other	20		60		(28	)		32		59		(26	)		33
Total		$	100,681	$	(35,477	)	$	65,204	$	100,352	$	(31,932	)	$	68,420

Schedule of Expected Future Amortization of Intangible Assets

Based on the carrying value at June 30, 2017, future amortization of intangible assets is expected to be as follows for the years ended December 31 (in thousands): 

2017 (remaining)	$	3,274
2018		6,387
2019		6,291
2020		5,138
2021		4,904
Thereafter		39,210
Total	$	65,204

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Debt (Tables)

6 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Scheduled Maturity for Debt Obligations

The scheduled maturity for debt obligations for balances outstanding at June 30, 2017 are as follows:

	Lines of Credit		Senior Notes		Capital Lease Obligations		Total
	(In thousands)
2017 (remaining)	$	—	$	—	$	3,748	$	3,748
2018		—		—		7,240		7,240
2019		—		—		7,594		7,594
2020		637,651		—		8,817		646,468
2021		—		—		8,669		8,669
Thereafter		—		250,000		13,234		263,234
Total	$	637,651	$	250,000	$	49,302	$	936,953

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Share-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2017

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Share-Based Compensation Expense

The following table summarizes the Company’s share-based compensation for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)				(In thousands)
Share-based compensation expense included in:
Rental, selling and general expenses	$	2,509	$	1,623	$	3,820	$	4,187
Restructuring expenses		—		58		—		58
Total share-based compensation	$	2,509	$	1,681	$	3,820	$	4,245

Key Assumptions Used to Estimate Fair Value of Stock Options Granted

The following are the key assumptions used for each of the six-month periods ended June 30:

	2017		2016
Risk-free interest rate		1.9%		1.5%
Expected life of the options (years)	5		5
Expected stock price volatility		35.4%		36.7%
Expected dividend rate		2.8%		3.1%

Stock Option Activity

The following table summarizes stock option activity for the six months ended June 30, 2017:

	Number of Shares			Weighted Average Exercise Price
	(In thousands)
Options outstanding, beginning of period		3,292		$	32.06
Granted		398			32.55
Canceled/Expired		(225	)		29.43
Exercised		(79	)		20.88
Options outstanding, end of period		3,386			32.55

Fully Vested Stock Options and Stock Options Expected to Vest

A summary of stock options outstanding as of June 30, 2017 is as follows:

	Number of Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Terms		Aggregate Intrinsic Value
	(In thousands)				(In years)		(In thousands)
Outstanding		3,386	$	32.55		6.61	$	3,945
Exercisable		2,568		32.87		5.87		2,813

Restricted Stock Award Activity

A summary of restricted stock award activity is as follows:

	Shares			Weighted Average Grant Date Fair Value
	(In thousands)
Restricted stock awards at beginning of period		243		$	30.27
Awarded		102			32.55
Released		(77	)		31.03
Forfeited		(17	)		31.34
Restricted stock awards at end of period		251			30.89

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Restructuring (Tables)

6 Months Ended

Jun. 30, 2017

Restructuring And Related Activities [Abstract]

Accrued Restructuring Obligations and Related Activity

The following table details accrued restructuring obligations (included in accrued liabilities in the Condensed Consolidated Balance Sheets) and related activity for the fiscal year ended December 31, 2016 and the six-month period ended June 30, 2017:

	Fleetand Property, Plant and Equipment Abandonment Costs			Severanceand Benefits			Lease Abandonment Costs			Other Costs			Total
	(In thousands)
Accrued obligations as of January 1, 2016	$	—		$	1,245		$	495		$	2		$	1,742
Restructuring expense		109			1,006			3,453			1,452			6,020
Settlement of obligations		(109	)		(1,856	)		(3,580	)		(1,454	)		(6,999	)
Accrued obligations as of December 31, 2016		—			395			368			—			763
Restructuring expense		—			—			705			732			1,437
Settlement of obligations		—			(332	)		(807	)		(684	)		(1,823	)
Accrued obligations as of June 30, 2017	$	—		$	63		$	266		$	48		$	377

Restructuring Expenses

The following amounts are included in restructuring expenses for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2017		2016		2017		2016
	(In thousands)
Fleet and property, plant and equipment abandonment costs	$	—	$	2	$	—	$	108
Severance and benefits		—		164		—		236
Lease abandonment costs		189		1,077		705		1,813
Other costs		349		81		732		1,415
Restructuring expenses	$	538	$	1,324	$	1,437	$	3,572

XML

Stockholders' Equity (Table)

6 Months Ended

Jun. 30, 2017

Equity [Abstract]

Schedule of Dividends Authorized and Declared Cash Dividends to Common Stockholders

During the first six months of fiscal 2017, the Board authorized and declared cash dividends to all of our common stockholders as follows:

Declaration Date	Payment Date	Record Date (close of business)	Dividend Amount Per Share of Common Stock
January 31, 2017	March 15, 2017	March 1, 2017	$	0.227
April 26, 2017	May 31, 2017	May 17, 2017		0.227

XML

Segment Reporting (Tables)

6 Months Ended

Jun. 30, 2017

Segment Reporting [Abstract]

Segment Reporting

The following tables set forth certain information regarding each of the Company’s segments for the three-month periods indicated:

	For the Three Months Ended June 30, 2017
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	76,511	$	18,975	$	95,486	$	22,365		$	117,851
Sales		5,027		2,129		7,156		1,245			8,401
Other		271		73		344		94			438
Total revenues		81,809		21,177		102,986		23,704			126,690
Costs and expenses:
Rental, selling and general expenses		53,795		12,336		66,131		16,719			82,850
Cost of sales		3,062		1,668		4,730		678			5,408
Restructuring expenses		532		—		532		6			538
Depreciation and amortization		7,751		1,726		9,477		6,265			15,742
Total costs and expenses		65,140		15,730		80,870		23,668			104,538
Income from operations	$	16,669	$	5,447	$	22,116	$	36		$	22,152
Interest expense, net of interest income	$	5,959	$	126	$	6,085	$	2,706		$	8,791
Income tax provision (benefit)		4,705		911		5,616		(1,050	)		4,566
Capital expenditures for additions to rental fleet,    excluding acquisitions		10,340		1,098		11,438		1,583			13,021

	For the Three Months Ended June 30, 2016
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	73,671	$	20,431	$	94,102	$	22,671		$	116,773
Sales		4,712		411		5,123		1,219			6,342
Other		1,566		45		1,611		123			1,734
Total revenues		79,949		20,887		100,836		24,013			124,849
Costs and expenses:
Rental, selling and general expenses		50,361		12,493		62,854		15,183			78,037
Cost of sales		2,776		280		3,056		622			3,678
Restructuring expenses		1,031		—		1,031		293			1,324
Depreciation and amortization		7,184		1,794		8,978		7,291			16,269
Total costs and expenses		61,352		14,567		75,919		23,389			99,308
Income from operations	$	18,597	$	6,320	$	24,917	$	624		$	25,541
Interest expense, net of interest income	$	5,105	$	136	$	5,241	$	2,761		$	8,002
Income tax provision (benefit)		1,182		1,076		2,258		(258	)		2,000
Capital expenditures for additions to rental fleet,    excluding acquisitions		6,901		3,308		10,209		7,065			17,274

The following tables set forth certain information regarding each of the Company’s segments for the six-month periods indicated:

	For the Six Months Ended June 30, 2017
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions			Consolidated
	(In thousands)
Revenues:
Rental	$	152,077	$	37,215	$	189,292	$	43,301		$	232,593
Sales		9,904		4,116		14,020		2,359			16,379
Other		835		182		1,017		228			1,245
Total revenues		162,816		41,513		204,329		45,888			250,217
Costs and expenses:
Rental, selling and general expenses		103,795		24,561		128,356		32,853			161,209
Cost of sales		6,070		3,261		9,331		1,189			10,520
Restructuring expenses		1,433		—		1,433		4			1,437
Depreciation and amortization		15,264		3,396		18,660		12,346			31,006
Total costs and expenses		126,562		31,218		157,780		46,392			204,172
Income (loss) from operations	$	36,254	$	10,295	$	46,549	$	(504	)	$	46,045
Interest expense, net of interest income	$	11,527	$	252	$	11,779	$	5,414		$	17,193
Income tax provision (benefit)		10,313		1,648		11,961		(2,065	)		9,896
Capital expenditures for additions to rental fleet,    excluding acquisitions		15,204		4,528		19,732		3,295			23,027

	For the Six Months Ended June 30, 2016
	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions		Consolidated
	(In thousands)
Revenues:
Rental	$	147,684	$	40,146	$	187,830	$	46,299	$	234,129
Sales		9,160		1,255		10,415		2,818		13,233
Other		1,779		99		1,878		142		2,020
Total revenues		158,623		41,500		200,123		49,259		249,382
Costs and expenses:
Rental, selling and general expenses		98,749		24,959		123,708		30,631		154,339
Cost of sales		5,534		921		6,455		1,834		8,289
Restructuring expenses		3,213		—		3,213		359		3,572
Depreciation and amortization		13,611		3,505		17,116		14,330		31,446
Total costs and expenses		121,107		29,385		150,492		47,154		197,646
Income from operations	$	37,516	$	12,115	$	49,631	$	2,105	$	51,736
Interest expense, net of interest income	$	10,753	$	267	$	11,020	$	5,466	$	16,486
Income tax provision		6,241		2,144		8,385		328		8,713
Capital expenditures for additions to rental fleet,    excluding acquisitions		11,481		7,478		18,959		9,199		28,158

Assets Segments

Assets related to the Company’s reportable segments include the following:

	Storage Solutions
	North America		United Kingdom		Total		Tank & Pump Solutions		Consolidated
	(In thousands)
As of June 30, 2017:
Goodwill	$	468,620	$	56,766	$	525,386	$	181,216	$	706,602
Intangibles		1,622		757		2,379		62,825		65,204
Rental fleet		695,079		147,952		843,031		121,110		964,141
As of December 31, 2016:
Goodwill	$	468,464	$	53,878	$	522,342	$	181,216	$	703,558
Intangibles		1,959		899		2,858		65,562		68,420
Rental fleet		688,477		137,383		825,860		124,205		950,065

XML

Condensed Consolidating Financial Information (Tables)

6 Months Ended

Jun. 30, 2017

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Condensed Consolidating Balance Sheets

The following tables reflect the condensed consolidating financial information of the Company’s subsidiary guarantors of the Senior Notes and its non-guarantor subsidiaries. Separate financial statements of the subsidiary guarantors are not presented because the guarantee by each 100% owned subsidiary guarantor is full and unconditional, joint and several, subject to customary exceptions, and management has determined that such information is not material to investors.

MOBILE MINI, INC.

CONDENSED CONSOLIDATING BALANCE SHEETS

As of June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	429		$	8,845		$	—		$	9,274
Receivables, net		72,431			19,959			—			92,390
Inventories		14,637			1,762			—			16,399
Rental fleet, net		807,230			156,911			—			964,141
Property, plant and equipment, net		130,370			20,266			—			150,636
Other assets		14,117			3,011			—			17,128
Intangibles, net		64,418			786			—			65,204
Goodwill		645,126			61,476			—			706,602
Intercompany receivables		145,954			4,541			(150,495	)		—
Total assets	$	1,894,712		$	277,557		$	(150,495	)	$	2,021,774
LIABILITIES AND STOCKHOLDERS'EQUITY
Liabilities:
Accounts payable	$	22,438		$	8,270		$	—		$	30,708
Accrued liabilities		56,589			8,367			—			64,956
Lines of credit		637,651			—			—			637,651
Obligations under capital leases		49,148			154			—			49,302
Senior Notes, net		245,531			—			—			245,531
Deferred income taxes		213,303			18,276			—			231,579
Intercompany payables		838			1,658			(2,496	)		—
Total liabilities		1,225,498			36,725			(2,496	)		1,259,727
Commitments and contingencies
Stockholders' equity:
Common stock		495			—			—			495
Additional paid-in capital		597,658			147,999			(147,999	)		597,658
Retained earnings		217,844			162,281			—			380,125
Accumulated other comprehensive loss		—			(69,448	)		—			(69,448	)
Treasury stock, at cost		(146,783	)		—			—			(146,783	)
Total stockholders' equity		669,214			240,832			(147,999	)		762,047
Total liabilities and stockholders' equity	$	1,894,712		$	277,557		$	(150,495	)	$	2,021,774

MOBILE MINI, INC.

CONDENSED CONSOLIDATING BALANCE SHEETS

As of December 31, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	1,260		$	2,877		$	—		$	4,137
Receivables, net		80,476			18,699			—			99,175
Inventories		14,526			886			—			15,412
Rental fleet, net		803,553			146,512			—			950,065
Property, plant and equipment, net		129,458			19,739			—			149,197
Other assets		13,189			1,741			—			14,930
Intangibles, net		67,487			933			—			68,420
Goodwill		645,126			58,432			—			703,558
Intercompany receivables		146,016			4,513			(150,529	)		—
Total assets	$	1,901,091		$	254,332		$	(150,529	)	$	2,004,894
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable	$	20,218		$	7,170		$	—		$	27,388
Accrued liabilities		57,025			7,101			—			64,126
Lines of credit		640,975			185			—			641,160
Obligations under capital leases		50,507			197			—			50,704
Senior Notes, net		245,212			—			—			245,212
Deferred income taxes		224,212			16,478			—			240,690
Intercompany payables		384			2,146			(2,530	)		—
Total liabilities		1,238,533			33,277			(2,530	)		1,269,280
Commitments and contingencies
Stockholders' equity:
Common stock		493			—			—			493
Additional paid-in capital		592,071			147,999			(147,999	)		592,071
Retained earnings		208,793			154,103			—			362,896
Accumulated other comprehensive loss		—			(81,047	)		—			(81,047	)
Treasury stock, at cost		(138,799	)		—			—			(138,799	)
Total stockholders' equity		662,558			221,055			(147,999	)		735,614
Total liabilities and stockholders' equity	$	1,901,091		$	254,332		$	(150,529	)	$	2,004,894

Condensed Consolidating Statements of Income

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Three Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	98,215		$	19,636		$	—		$	117,851
Sales		6,212			2,189			—			8,401
Other		365			73			—			438
Total revenues		104,792			21,898			—			126,690
Costs and expenses:
Rental, selling and general expenses		69,799			13,051			—			82,850
Cost of sales		3,700			1,708			—			5,408
Restructuring expenses		538			—			—			538
Depreciation and amortization		13,930			1,812			—			15,742
Total costs and expenses		87,967			16,571			—			104,538
Income from operations		16,825			5,327			—			22,152
Other income (expense):
Interest income		2,664			2			(2,650	)		16
Interest expense		(11,328	)		(129	)		2,650			(8,807	)
Foreign currency exchange		—			(18	)		—			(18	)
Income before income tax provision		8,161			5,182			—			13,343
Income tax provision		3,655			911			—			4,566
Net income	$	4,506		$	4,271		$	—		$	8,777

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Three Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	95,555		$	21,218		$	—		$	116,773
Sales		5,865			477			—			6,342
Other		1,687			47			—			1,734
Total revenues		103,107			21,742			—			124,849
Costs and expenses:
Rental, selling and general expenses		64,935			13,102			—			78,037
Cost of sales		3,361			317			—			3,678
Restructuring expenses		1,324			—			—			1,324
Depreciation and amortization		14,369			1,900			—			16,269
Total costs and expenses		83,989			15,319			—			99,308
Income from operations		19,118			6,423			—			25,541
Other income (expense):
Interest income		2,653			—			(2,653	)		—
Interest expense		(10,519	)		(136	)		2,653			(8,002	)
Debt extinguishment expense		(9,192	)		—			—			(9,192	)
Deferred financing costs write-off		(2,271	)		—			—			(2,271	)
Foreign currency exchange		—			(4	)		—			(4	)
(Loss) income before income tax provision		(211	)		6,283			—			6,072
Income tax provision		924			1,076			—			2,000
Net (loss) income	$	(1,135	)	$	5,207		$	—		$	4,072

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Six Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	194,158		$	38,435		$	—		$	232,593
Sales		12,163			4,216			—			16,379
Other		1,061			184			—			1,245
Total revenues		207,382			42,835			—			250,217
Costs and expenses:
Rental, selling and general expenses		135,380			25,829			—			161,209
Cost of sales		7,187			3,333			—			10,520
Restructuring expenses		1,437			—			—			1,437
Depreciation and amortization		27,438			3,568			—			31,006
Total costs and expenses		171,442			32,730			—			204,172
Income from operations		35,940			10,105			—			46,045
Other income (expense):
Interest income		5,314			2			(5,300	)		16
Interest expense		(22,254	)		(255	)		5,300			(17,209	)
Foreign currency exchange		—			(27	)		—			(27	)
Income before income tax provision		19,000			9,825			—			28,825
Income tax provision		8,248			1,648			—			9,896
Net income	$	10,752		$	8,177		$	—		$	18,929

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

Six Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Rental	$	192,445		$	41,684		$	—		$	234,129
Sales		11,826			1,407			—			13,233
Other		1,915			105			—			2,020
Total revenues		206,186			43,196			—			249,382
Costs and expenses:
Rental, selling and general expenses		128,174			26,165			—			154,339
Cost of sales		7,271			1,018			—			8,289
Restructuring expenses		3,572			—			—			3,572
Depreciation and amortization		27,746			3,700			—			31,446
Total costs and expenses		166,763			30,883			—			197,646
Income from operations		39,423			12,313			—			51,736
Other income (expense):
Interest income		5,307			—			(5,307	)		—
Interest expense		(21,388	)		(405	)		5,307			(16,486	)
Debt extinguishment expense		(9,192	)		—			—			(9,192	)
Deferred financing costs write-off		(2,271	)		—			—			(2,271	)
Foreign currency exchange		—			(4	)		—			(4	)
Income before income tax provision		11,879			11,904			—			23,783
Income tax provision		6,569			2,144			—			8,713
Net income	$	5,310		$	9,760		$	—		$	15,070

Condensed Consolidating Statements of Comprehensive Income

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30, 2017

(In thousands)

	Guarantors		Non- Guarantors		Eliminations		Consolidated
Net income	$	4,506	$	4,271	$	—	$	8,777
Foreign currency translation adjustment		—		9,096		—		9,096
Comprehensive income	$	4,506	$	13,367	$	—	$	17,873

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Net (loss) income	$	(1,135	)	$	5,207		$	—	$	4,072
Foreign currency translation adjustment		—			(15,272	)		—		(15,272	)
Comprehensive loss	$	(1,135	)	$	(10,065	)	$	—	$	(11,200	)

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Six Months Ended June 30, 2017

(In thousands)

	Guarantors		Non- Guarantors		Eliminations		Consolidated
Net income	$	10,752	$	8,177	$	—	$	18,929
Foreign currency translation adjustment		—		11,599		—		11,599
Comprehensive income	$	10,752	$	19,776	$	—	$	30,528

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

Six Months Ended June 30, 2016

(In thousands)

	Guarantors		Non- Guarantors			Eliminations		Consolidated
Net income	$	5,310	$	9,760		$	—	$	15,070
Foreign currency translation adjustment		—		(18,985	)		—		(18,985	)
Comprehensive income (loss)	$	5,310	$	(9,225	)	$	—	$	(3,915	)

Condensed Consolidating Statements of Cash Flows

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2017

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Cash flows from operating activities:
Net income	$	10,752		$	8,177		$	—	$	18,929
Adjustments to reconcile net income to net cash    provided by operating activities:
Provision for doubtful accounts		1,996			206			—		2,202
Amortization of deferred financing costs		1,030			—			—		1,030
Amortization of long-term liabilities		65			—			—		65
Share-based compensation expense		3,672			148			—		3,820
Depreciation and amortization		27,438			3,568			—		31,006
Gain on sale of rental fleet units		(2,657	)		(169	)		—		(2,826	)
Loss on disposal of property, plant and equipment		62			220			—		282
Deferred income taxes		8,266			885			—		9,151
Foreign currency exchange		—			27			—		27
Changes in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		6,049			(464	)		—		5,585
Inventories		(110	)		(794	)		—		(904	)
Other assets		(1,636	)		(1,158	)		—		(2,794	)
Accounts payable		(1,881	)		(311	)		—		(2,192	)
Accrued liabilities		(1,030	)		870			—		(160	)
Intercompany		237			(237	)		—		—
Net cash provided by operating activities		52,253			10,968			—		63,221
Cash flows from investing activities:
Additions to rental fleet, excluding acquisitions		(18,391	)		(4,636	)		—		(23,027	)
Proceeds from sale of rental fleet		5,709			574			—		6,283
Additions to property, plant and equipment,    excluding acquisitions		(6,976	)		(1,731	)		—		(8,707	)
Proceeds from sale of property, plant and equipment		67			701			—		768
Net cash used in investing activities		(19,591	)		(5,092	)		—		(24,683	)
Cash flows from financing activities:
Net repayments under lines of credit		(3,324	)		(185	)		—		(3,509	)
Deferred financing costs		(12	)		—			—		(12	)
Principal payments on capital lease obligations		(3,694	)		(42	)		—		(3,736	)
Issuance of common stock		1,640			—			—		1,640
Dividend payments		(20,119	)		—			—		(20,119	)
Purchase of treasury stock		(7,984	)		—			—		(7,984	)
Net cash used in financing activities		(33,493	)		(227	)		—		(33,720	)
Effect of exchange rate changes on cash		—			319			—		319
Net (decrease) increase in cash		(831	)		5,968			—		5,137
Cash and cash equivalents at beginning of period		1,260			2,877			—		4,137
Cash and cash equivalents at end of period	$	429		$	8,845		$	—	$	9,274

MOBILE MINI, INC.

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2016

(In thousands)

	Guarantors			Non- Guarantors			Eliminations		Consolidated
Cash flows from operating activities:
Net income	$	5,310		$	9,760		$	—	$	15,070
Adjustments to reconcile net income to net cash provided    by operating activities:
Debt extinguishment expense		9,192			—			—		9,192
Deferred financing costs write-off		2,271			—			—		2,271
Provision for doubtful accounts		2,434			212			—		2,646
Amortization of deferred financing costs		941			7			—		948
Amortization of long-term liabilities		58			—			—		58
Share-based compensation expense		4,106			139			—		4,245
Depreciation and amortization		27,746			3,700			—		31,446
Gain on sale of rental fleet units		(2,500	)		(282	)		—		(2,782	)
Loss on disposal of property, plant and equipment		521			168			—		689
Deferred income taxes		6,399			2,143			—		8,542
Foreign currency exchange		—			4					4
Changes in certain assets and liabilities, net of effect of    businesses acquired:
Receivables		(10,758	)		(1,538	)		—		(12,296	)
Inventories		(2,173	)		383			—		(1,790	)
Other assets		540			(58	)		—		482
Accounts payable		3,029			2,736			—		5,765
Accrued liabilities		202			18			—		220
Intercompany		764			(764	)		—		—
Net cash provided by operating activities		48,082			16,628			—		64,710
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired		(9,206	)		—			—		(9,206	)
Additions to rental fleet, excluding acquisitions		(20,657	)		(7,501	)		—		(28,158	)
Proceeds from sale of rental fleet		6,332			1,077			—		7,409
Additions to property, plant and equipment,    excluding acquisitions		(13,301	)		(5,962	)		—		(19,263	)
Proceeds from sale of property, plant and equipment		1,166			449			—		1,615
Net cash used in investing activities		(35,666	)		(11,937	)		—		(47,603	)
Cash flows from financing activities:
Net repayments under lines of credit		(19,513	)		(1,448	)		—		(20,961	)
Proceeds from issuance of 5.875% senior notes due 2024		250,000			—			—		250,000
Redemption of 7.875% senior notes due 2020		(200,000	)		—			—		(200,000	)
Debt extinguishment expense		(9,192	)		—			—		(9,192	)
Deferred financing costs		(4,916	)		—			—		(4,916	)
Principal payments on capital lease obligations		(2,848	)		(72	)		—		(2,920	)
Issuance of common stock		92			—			—		92
Dividend payments		(18,236	)		—			—		(18,236	)
Purchase of treasury stock		(7,096	)		—			—		(7,096	)
Net cash used in financing activities		(11,709	)		(1,520	)		—		(13,229	)
Effect of exchange rate changes on cash		—			(152	)		—		(152	)
Net increase in cash		707			3,019			—		3,726
Cash and cash equivalents at beginning of period		1,033			580			—		1,613
Cash and cash equivalents at end of period	$	1,740		$	3,599		$	—	$	5,339

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Mobile Mini, Inc. - Organization and Description of Business - Additional Information (Detail)	Jun. 30, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Percentage of ownership owned	100.00%

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Impact of Recently Issued Accounting Standards - Additional Information (Detail) $ in Millions	6 Months Ended
	Jun. 30, 2017 USD ($)
Accounting Standards Update 2016-09 [Member] | Retained Earnings (Deficit)
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
New accounting pronouncement or change in accounting principle, effect of adoption, quantification	$ 18.5

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Fair Value Measurements - Additional Information (Detail) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	May 09, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes fair value basis for measurement, description	The fair value of our $250.0 million aggregate principal amount of 5.875% senior notes due July 1, 2024 (the “Senior Notes” or “2024 Notes”) is based on their latest sales price at the end of each period obtained from a third-party institution and is Level 2 in the fair value hierarchy as there is not an active market for these Senior Notes.
Senior Notes 5.875 Percent Due 2024
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Senior notes, face amount	$ 250,000,000		$ 250,000,000
Debt instrument interest rate	5.875%	5.875%
Senior notes due, date	Jul. 01, 2024

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Gross Carrying and Fair Value of Senior Notes (Detail) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Carrying value	$ 245,531	$ 245,212
Senior Notes 5.875 Percent Due 2024
Debt Instrument [Line Items]
Carrying value	250,000	250,000
Fair value	$ 261,250	$ 258,750

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Reconciliation of Net Income and Weighted-Average Shares of Common Stock Outstanding for Purposes of Calculating Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Numerator:
Net income	$ 8,777	$ 4,072	$ 18,929	$ 15,070
Denominator:
Weighted average shares outstanding - basic	43,944	44,132	44,026	44,175
Dilutive effect of share-based awards	81	373	157	245
Weighted average shares outstanding - diluted	44,025	44,505	44,183	44,420
Earnings per share:
Basic	$ 0.20	$ 0.09	$ 0.43	$ 0.34
Diluted	$ 0.20	$ 0.09	$ 0.43	$ 0.34

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Number of Stock Options and Restricted Share Awards that were Issued or Outstanding but were Excluded in Calculating Diluted Earnings Per Share Because their Effect would have been Anti-Dilutive (Detail) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from the computation of dilutive EPS	2,445	1,107	2,316	2,104
Stock options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from the computation of dilutive EPS	2,302	1,083	2,227	2,094
Restricted share awards
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from the computation of dilutive EPS	143	24	89	10

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Inventories (Detail) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Raw materials and supplies	$ 12,900	$ 12,908
Work-in-process	31	31
Finished units	3,468	2,473
Inventories	$ 16,399	$ 15,412

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Rental Fleet - Additional Information (Detail) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Property Subject to or Available for Operating Lease [Line Items]
Rental fleet, net	$ 964,141		$ 950,065
Storage Solutions
Property Subject to or Available for Operating Lease [Line Items]
Net orderly liquidation appraisal value of rental fleet	1,100,000
Rental fleet, net	843,031		$ 825,860
Depreciation expense	$ 15,300	$ 16,100

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Rental Fleet (Detail) - USD ($) $ in Thousands		6 Months Ended
		Jun. 30, 2017	Dec. 31, 2016
Property Subject to or Available for Operating Lease [Line Items]
Total fleet, net		$ 964,141	$ 950,065
Storage Solutions
Property Subject to or Available for Operating Lease [Line Items]
Rental fleet, gross		1,002,739	977,098
Accumulated depreciation		(159,708)	(151,238)
Total fleet, net		$ 843,031	825,860
Storage Solutions | Steel storage containers
Property Subject to or Available for Operating Lease [Line Items]
Residual Value as Percentage of Original Cost	[1]	55.00%
Estimated Useful Life in Years		30 years
Rental fleet, gross		$ 636,092	625,094
Storage Solutions | Steel ground level offices
Property Subject to or Available for Operating Lease [Line Items]
Residual Value as Percentage of Original Cost	[1]	55.00%
Estimated Useful Life in Years		30 years
Rental fleet, gross		$ 358,806	347,574
Storage Solutions | Other
Property Subject to or Available for Operating Lease [Line Items]
Rental fleet, gross		7,841	4,430
Tank & Pump Solutions
Property Subject to or Available for Operating Lease [Line Items]
Rental fleet, gross		159,212	156,629
Accumulated depreciation		(38,102)	(32,424)
Total fleet, net		$ 121,110	124,205
Tank & Pump Solutions | Steel tanks
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		25 years
Rental fleet, gross		$ 62,991	61,955
Tank & Pump Solutions | Roll-off boxes
Property Subject to or Available for Operating Lease [Line Items]
Rental fleet, gross		$ 28,817	28,743
Tank & Pump Solutions | Roll-off boxes | Minimum
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		15 years
Tank & Pump Solutions | Roll-off boxes | Maximum
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		20 years
Tank & Pump Solutions | Stainless steel tank trailers
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		25 years
Rental fleet, gross		$ 29,093	29,150
Tank & Pump Solutions | Vacuum Boxes
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		20 years
Rental fleet, gross		$ 12,142	11,512
Tank & Pump Solutions | De-watering boxes
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		20 years
Rental fleet, gross		$ 5,981	5,429
Tank & Pump Solutions | Pumps and filtration equipment
Property Subject to or Available for Operating Lease [Line Items]
Estimated Useful Life in Years		7 years
Rental fleet, gross		$ 13,242	13,690
Tank & Pump Solutions | Other
Property Subject to or Available for Operating Lease [Line Items]
Rental fleet, gross		$ 6,946	$ 6,150

[1] Tank & Pump Solutions fleet has been assigned zero residual value.

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Rental Fleet (Parenthetical) (Detail)	Jun. 30, 2017 USD ($)
Tank & Pump Solutions
Property Subject to or Available for Operating Lease [Line Items]
Residual value	$ 0

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Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Property Plant And Equipment [Abstract]
Depreciation expense	$ 12.5	$ 12.1
Capitalized software development costs	$ 37.7		$ 35.0

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Property, Plant and Equipment (Detail) - USD ($) $ in Thousands		6 Months Ended
		Jun. 30, 2017	Dec. 31, 2016
Property Plant And Equipment [Line Items]
Land		$ 2,953	$ 3,789
Vehicles and machinery		139,076	131,584
Buildings and improvements	[1]	24,637	22,750
Furniture, office and computer equipment		68,881	63,969
Property, plant and equipment		235,547	222,092
Accumulated depreciation		(84,911)	(72,895)
Property, plant and equipment, net		$ 150,636	$ 149,197
Vehicles and machinery | Minimum
Property Plant And Equipment [Line Items]
Residual Value as Percentage of Original Cost		0.00%
Estimated Useful Life in Years		5 years
Vehicles and machinery | Maximum
Property Plant And Equipment [Line Items]
Residual Value as Percentage of Original Cost		55.00%
Estimated Useful Life in Years		30 years
Buildings and improvements | Minimum
Property Plant And Equipment [Line Items]
Residual Value as Percentage of Original Cost	[1]	0.00%
Estimated Useful Life in Years	[1]	3 years
Buildings and improvements | Maximum
Property Plant And Equipment [Line Items]
Residual Value as Percentage of Original Cost	[1]	25.00%
Estimated Useful Life in Years	[1]	30 years
Furniture, office and computer equipment | Minimum
Property Plant And Equipment [Line Items]
Estimated Useful Life in Years		3 years
Furniture, office and computer equipment | Maximum
Property Plant And Equipment [Line Items]
Estimated Useful Life in Years		10 years

[1] Improvements made to leased properties are depreciated over the lesser of the estimated remaining life or the remaining term of the respective lease.

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Goodwill and Intangibles - Additional Information (Detail) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Goodwill [Line Items]
Goodwill	$ 706,602		$ 703,558
Amortization of all other intangibles	3,300	$ 3,200
Storage Solutions
Goodwill [Line Items]
Goodwill	525,386		522,342
Storage Solutions | North America
Goodwill [Line Items]
Goodwill	468,620		468,464
Storage Solutions | United Kingdom
Goodwill [Line Items]
Goodwill	56,766		53,878
Tank & Pump Solutions Segment
Goodwill [Line Items]
Goodwill	$ 181,216		$ 181,216

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Activity and Balances Relating to Goodwill (Detail) $ in Thousands	6 Months Ended
	Jun. 30, 2017 USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
Goodwill Beginning Balance	$ 703,558
Foreign currency	3,026
Adjustments	18
Goodwill Ending Balance	$ 706,602

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Balances Related to Intangible Assets (Detail) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 100,681	$ 100,352
Accumulated Amortization	(35,477)	(31,932)
Net Carrying Amount	65,204	68,420
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	92,805	92,515
Accumulated Amortization	(31,642)	(28,729)
Net Carrying Amount	$ 61,163	63,786
Customer relationships | Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life in Years	15 years
Customer relationships | Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life in Years	20 years
Trade names/trademarks
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 5,928	5,892
Accumulated Amortization	(2,843)	(2,364)
Net Carrying Amount	$ 3,085	3,528
Trade names/trademarks | Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life in Years	5 years
Trade names/trademarks | Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life in Years	10 years
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life in Years	5 years
Gross Carrying Amount	$ 1,888	1,886
Accumulated Amortization	(964)	(813)
Net Carrying Amount	$ 924	1,073
Other
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life in Years	20 years
Gross Carrying Amount	$ 60	59
Accumulated Amortization	(28)	(26)
Net Carrying Amount	$ 32	$ 33

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Schedule of Expected Future Amortization of Intangible Assets (Detail) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Finite Lived Intangible Assets Future Amortization Expense [Abstract]
2017 (remaining)	$ 3,274
2018	6,387
2019	6,291
2020	5,138
2021	4,904
Thereafter	39,210
Net Carrying Amount	$ 65,204	$ 68,420

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Debt - Additional Information (Detail) - USD ($)		6 Months Ended
	May 09, 2016	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2016	Dec. 14, 2015
Debt Instrument [Line Items]
Credit Agreement, interest rate terms		Outstanding amounts under the Credit Agreement bear interest at our option at either: (i) the London interbank offered rate (“LIBOR”) plus an applicable margin (“LIBOR Loans”), or (ii) the prime rate plus an applicable margin (“Base Rate Loans”).
Line of credit, covenant		The Credit Agreement also contains customary negative covenants, including covenants that restrict or limit the Company’s ability to, among other things: (i) allow certain liens to attach to the Company’s or its subsidiaries’ assets, (ii) repurchase or pay dividends or make certain other restricted payments on capital stock and certain other securities, or prepay certain indebtedness, (iii) incur additional indebtedness or engage in certain other types of financing transactions, and (iv) make acquisitions or other investments.
Line of credit facility, covenant compliance		In addition, we must comply with a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of each quarter, upon the minimum availability amount under the Credit Agreement falling below the greater of (y) $90 million and (z) 10% of the lesser of the then total revolving loan commitment and aggregate borrowing base.
Minimum fixed charges coverage ratio		100.00%
Line of credit, minimum borrowing availability for financial maintenance covenants to be applicable		$ 90,000,000
Applicable percentage of revolving loan commitment and aggregate borrowing base		10.00%
Obligations under capital leases		$ 49,302,000	$ 50,704,000
LIBOR Loans
Debt Instrument [Line Items]
Revolving credit facility, margin rate		1.50%
Base Rate Loans
Debt Instrument [Line Items]
Revolving credit facility, margin rate		0.50%
Minimum | LIBOR Loans
Debt Instrument [Line Items]
Revolving credit facility, margin rate		1.25%
Minimum | Base Rate Loans
Debt Instrument [Line Items]
Revolving credit facility, margin rate		0.25%
Maximum
Debt Instrument [Line Items]
Percentage of net orderly liquidation value of rental-fleet to be included in determination of borrowing base		90.00%
Maximum | LIBOR Loans
Debt Instrument [Line Items]
Revolving credit facility, margin rate		1.75%
Maximum | Base Rate Loans
Debt Instrument [Line Items]
Revolving credit facility, margin rate		0.75%
$1 billion ABL Credit Agreement
Debt Instrument [Line Items]
Credit Agreement, term		5 years
$1 billion ABL Credit Agreement | First Lien Senior Secured Revolving Credit Facility
Debt Instrument [Line Items]
Credit Agreement, borrowing capacity					$ 1,000,000,000
Credit Agreement, maturity date		Dec. 14, 2020
U.S. Based Lenders | $1 billion ABL Credit Agreement | Standby Letters of Credit
Debt Instrument [Line Items]
Credit Agreement, borrowing capacity					50,000,000
U.K. Based Lenders | $1 billion ABL Credit Agreement | Standby Letters of Credit
Debt Instrument [Line Items]
Credit Agreement, borrowing capacity					20,000,000
Canadian Based Lenders | $1 billion ABL Credit Agreement | Standby Letters of Credit
Debt Instrument [Line Items]
Credit Agreement, borrowing capacity					$ 20,000,000
Senior Notes 5.875 Percent Due 2024
Debt Instrument [Line Items]
Senior notes, face amount	$ 250,000,000	$ 250,000,000
Offering price percentage of face value	100.00%
Senior notes, interest rate		5.875%		5.875%
Senior notes, maturity term		8 years
Senior notes, maturity date		Jul. 01, 2024
Senior notes, interest payment term		Interest on the 2024 Notes is payable semiannually in arrears on January 1 and July 1, beginning on January 1, 2017.
Senior Notes 7.875 Percent Due 2020
Debt Instrument [Line Items]
Redeemed senior notes, face amount	$ 200,000,000
Debt instrument redemption price, percentage	103.938%
Debt instrument, redemption date		Jun. 08, 2016
Senior notes, interest rate	7.875%	7.875%		7.875%

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Scheduled Maturity for Debt Obligations (Detail) $ in Thousands	Jun. 30, 2017 USD ($)
Debt Instrument [Line Items]
2017 (remaining)	$ 3,748
2018	7,240
2019	7,594
2020	646,468
2021	8,669
Thereafter	263,234
Total	936,953
Lines of Credit
Debt Instrument [Line Items]
2020	637,651
Total	637,651
Senior Notes
Debt Instrument [Line Items]
Thereafter	250,000
Total	250,000
Capital Lease Obligations
Debt Instrument [Line Items]
2017 (remaining)	3,748
2018	7,240
2019	7,594
2020	8,817
2021	8,669
Thereafter	13,234
Total	$ 49,302

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Income Taxes - Additional Information (Detail)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Income Tax Disclosure [Abstract]
Tax year subject to tax examination for U.S. Federal return	As of June 30, 2017, we are no longer subject to examination by U.S. federal tax authorities for years prior to 2013, to examination for any U.S. state taxing authority prior to 2011, or to examination for any foreign jurisdictions prior to 2013. All subsequent periods remain open to examination.
Effective income tax rate, percent	34.30%	36.60%

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Share-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share available for future grants	1,700,000		1,700,000
Stock options contractual terms			10 years
Share-based compensation expense	$ 2,509	$ 1,681	$ 3,820	$ 4,245
Options granted			398,000
Aggregate intrinsic value of options exercised			$ 900
Weighted average fair value of stock options granted			$ 8.33
Percentage of number of options vested			0.00%
Cancellation of options granted in previous years			225,000
Aggregated grant date fair value of restricted stock awards vested			$ 2,300
Aggregated vesting date fair value of restricted stock awards vested			$ 2,300
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of number of options vested			50.00%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of number of options vested			200.00%
Vesting target award percentage			100.00%
Rental, selling and general expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	2,509	$ 1,623	$ 3,820	$ 4,187
Rental, selling and general expenses | Executive
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	1,000
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	3,800		$ 3,800
Weighted average recognition period (years)			1 year 3 months 19 days
Restricted stock awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 6,400		$ 6,400
Weighted average recognition period (years)			2 years 7 months 6 days
Performance Based Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted					300,000
Cancellation of options granted in previous years			200,000

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Summary of Share-Based Compensation Expense (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation	$ 2,509	$ 1,681	$ 3,820	$ 4,245
Rental, selling and general expenses
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation	$ 2,509	1,623	$ 3,820	4,187
Restructuring expenses
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation		$ 58		$ 58

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Key Assumptions Used to Estimate Fair Value of Stock Options Granted (Detail) - Stock options	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	1.90%	1.50%
Expected life of the options (years)	5 years	5 years
Expected stock price volatility	35.40%	36.70%
Expected dividend rate	2.80%	3.10%

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Stock Option Activity (Detail) shares in Thousands	6 Months Ended
	Jun. 30, 2017 $ / shares shares
Number of Shares
Options outstanding, beginning of period | shares	3,292
Granted | shares	398
Canceled/Expired | shares	(225)
Exercised | shares	(79)
Options outstanding, end of period | shares	3,386
Weighted Average Exercise Price
Options outstanding, beginning of period | $ / shares	$ 32.06
Granted | $ / shares	32.55
Canceled/Expired | $ / shares	29.43
Exercised | $ / shares	20.88
Options outstanding, end of period | $ / shares	$ 32.55

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Fully Vested Stock Options and Stock Options Expected to Vest (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Number of Shares
Outstanding	3,386	3,292
Exercisable	2,568
Weighted Average Exercise Price
Outstanding	$ 32.55	$ 32.06
Exercisable	$ 32.87
Weighted Average Remaining Contractual Term (In years)
Outstanding	6 years 7 months 10 days
Exercisable	5 years 10 months 14 days
Aggregate Intrinsic Values
Outstanding	$ 3,945
Exercisable	$ 2,813

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Restricted Stock Award Activity (Detail) - Restricted stock awards shares in Thousands	6 Months Ended
	Jun. 30, 2017 $ / shares shares
Restricted Stock Awards, shares
Restricted stock awards at beginning of period | shares	243
Awarded | shares	102
Released | shares	(77)
Forfeited | shares	(17)
Restricted stock awards at end of period | shares	251
Weighted Average Grant Date Fair Value
Restricted stock awards at beginning of period | $ / shares	$ 30.27
Awarded | $ / shares	32.55
Released | $ / shares	31.03
Forfeited | $ / shares	31.34
Restricted stock awards at end of period | $ / shares	$ 30.89

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Restructuring - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Restructuring Cost and Reserve [Line Items]
Restructuring expenses	$ 538	$ 1,324	$ 1,437	$ 3,572	$ 6,020
Evergreen Tank Solutions Integration
Restructuring Cost and Reserve [Line Items]
Restructuring expenses			700	1,800
Wood Mobile Office Business Divesture
Restructuring Cost and Reserve [Line Items]
Restructuring expenses			$ 700	$ 1,800

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Accrued Restructuring Obligations and Related Activity (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Restructuring Cost and Reserve [Line Items]
Accrued obligations, beginning balance			$ 763	$ 1,742	$ 1,742
Restructuring expense	$ 538	$ 1,324	1,437	3,572	6,020
Settlement of obligations			(1,823)		(6,999)
Accrued obligations, ending balance	377		377		763
Fleet and Property, Plant and Equipment Abandonment Costs
Restructuring Cost and Reserve [Line Items]
Restructuring expense		2		108	109
Settlement of obligations					(109)
Severance and Benefits
Restructuring Cost and Reserve [Line Items]
Accrued obligations, beginning balance			395	1,245	1,245
Restructuring expense		164		236	1,006
Settlement of obligations			(332)		(1,856)
Accrued obligations, ending balance	63		63		395
Lease Abandonment Costs
Restructuring Cost and Reserve [Line Items]
Accrued obligations, beginning balance			368	495	495
Restructuring expense	189	1,077	705	1,813	3,453
Settlement of obligations			(807)		(3,580)
Accrued obligations, ending balance	266		266		368
Other Costs
Restructuring Cost and Reserve [Line Items]
Accrued obligations, beginning balance				2	2
Restructuring expense	349	$ 81	732	$ 1,415	1,452
Settlement of obligations			(684)		$ (1,454)
Accrued obligations, ending balance	$ 48		$ 48

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Restructuring Expenses (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Restructuring Cost and Reserve [Line Items]
Restructuring expenses	$ 538	$ 1,324	$ 1,437	$ 3,572	$ 6,020
Fleet and Property, Plant and Equipment Abandonment Costs
Restructuring Cost and Reserve [Line Items]
Restructuring expenses		2		108	109
Severance and Benefits
Restructuring Cost and Reserve [Line Items]
Restructuring expenses		164		236	1,006
Lease Abandonment Costs
Restructuring Cost and Reserve [Line Items]
Restructuring expenses	189	1,077	705	1,813	3,453
Other Costs
Restructuring Cost and Reserve [Line Items]
Restructuring expenses	$ 349	$ 81	$ 732	$ 1,415	$ 1,452

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Schedule of Dividends Authorized and Declared Cash Dividends to Common Stockholders (Detail) - $ / shares	6 Months Ended
	Jun. 30, 2017	Apr. 26, 2017	Jan. 31, 2017
Dividends Payable [Line Items]
Dividend Amount Per Share of Common Stock		$ 0.227	$ 0.227
Installment First Quarter Of Fiscal Year
Dividends Payable [Line Items]
Declaration Date	Jan. 31, 2017
Payment Date	Mar. 15, 2017
Record Date (close of business)	Mar. 01, 2017
Installment Second Quarter Of Fiscal Year
Dividends Payable [Line Items]
Declaration Date	Apr. 26, 2017
Payment Date	May 31, 2017
Record Date (close of business)	May 17, 2017

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Stockholders' Equity - Additional Information (Detail) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Apr. 17, 2015	Nov. 06, 2013
Equity, Class of Treasury Stock [Line Items]
Share repurchase program authorized amount			$ 175,000,000	$ 125,000,000
Share repurchase program additional authorized amount			$ 50,000,000
Treasury stock value	$ 7,984,000	$ 7,096,000
Share Repurchase Program
Equity, Class of Treasury Stock [Line Items]
Treasury stock shares acquired	200,000	300,000
Treasury stock value	$ 7,300,000	$ 6,800,000
Treasury stock shares acquired cost per share excluding commissions	$ 29.58
Treasury stock available for repurchase	$ 70,800,000	$ 82,200,000
Minimum tax withholding obligations
Equity, Class of Treasury Stock [Line Items]
Treasury stock shares acquired	21,000	11,000
Treasury stock value	$ 600,000	$ 300,000

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Segment Reporting - Additional Information (Detail) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017 USD ($)	Jun. 30, 2016 USD ($)	Jun. 30, 2017 USD ($) Segment	Jun. 30, 2016 USD ($)	Dec. 31, 2016 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | Segment			3
Revenues	$ 126,690	$ 124,849	$ 250,217	$ 249,382
Assets	2,021,774		2,021,774		$ 2,004,894
United States
Segment Reporting Information [Line Items]
Revenues	104,800	$ 103,100	207,400	$ 206,200
Assets	$ 1,500,000		$ 1,500,000		$ 1,500,000

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Segment Reporting (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Revenues:
Rental	$ 117,851	$ 116,773	$ 232,593	$ 234,129
Sales	8,401	6,342	16,379	13,233
Other	438	1,734	1,245	2,020
Total revenues	126,690	124,849	250,217	249,382
Costs and expenses:
Rental, selling and general expenses	82,850	78,037	161,209	154,339
Cost of sales	5,408	3,678	10,520	8,289
Restructuring expenses	538	1,324	1,437	3,572	$ 6,020
Depreciation and amortization	15,742	16,269	31,006	31,446
Total costs and expenses	104,538	99,308	204,172	197,646
Income from operations	22,152	25,541	46,045	51,736
Interest expense, net of interest income	8,791	8,002	17,193	16,486
Income tax provision (benefit)	4,566	2,000	9,896	8,713
Capital expenditures for additions to rental fleet, excluding acquisitions	13,021	17,274	23,027	28,158
Storage Solutions
Revenues:
Rental	95,486	94,102	189,292	187,830
Sales	7,156	5,123	14,020	10,415
Other	344	1,611	1,017	1,878
Total revenues	102,986	100,836	204,329	200,123
Costs and expenses:
Rental, selling and general expenses	66,131	62,854	128,356	123,708
Cost of sales	4,730	3,056	9,331	6,455
Restructuring expenses	532	1,031	1,433	3,213
Depreciation and amortization	9,477	8,978	18,660	17,116
Total costs and expenses	80,870	75,919	157,780	150,492
Income from operations	22,116	24,917	46,549	49,631
Interest expense, net of interest income	6,085	5,241	11,779	11,020
Income tax provision (benefit)	5,616	2,258	11,961	8,385
Capital expenditures for additions to rental fleet, excluding acquisitions	11,438	10,209	19,732	18,959
Storage Solutions | North America
Revenues:
Rental	76,511	73,671	152,077	147,684
Sales	5,027	4,712	9,904	9,160
Other	271	1,566	835	1,779
Total revenues	81,809	79,949	162,816	158,623
Costs and expenses:
Rental, selling and general expenses	53,795	50,361	103,795	98,749
Cost of sales	3,062	2,776	6,070	5,534
Restructuring expenses	532	1,031	1,433	3,213
Depreciation and amortization	7,751	7,184	15,264	13,611
Total costs and expenses	65,140	61,352	126,562	121,107
Income from operations	16,669	18,597	36,254	37,516
Interest expense, net of interest income	5,959	5,105	11,527	10,753
Income tax provision (benefit)	4,705	1,182	10,313	6,241
Capital expenditures for additions to rental fleet, excluding acquisitions	10,340	6,901	15,204	11,481
Storage Solutions | United Kingdom
Revenues:
Rental	18,975	20,431	37,215	40,146
Sales	2,129	411	4,116	1,255
Other	73	45	182	99
Total revenues	21,177	20,887	41,513	41,500
Costs and expenses:
Rental, selling and general expenses	12,336	12,493	24,561	24,959
Cost of sales	1,668	280	3,261	921
Depreciation and amortization	1,726	1,794	3,396	3,505
Total costs and expenses	15,730	14,567	31,218	29,385
Income from operations	5,447	6,320	10,295	12,115
Interest expense, net of interest income	126	136	252	267
Income tax provision (benefit)	911	1,076	1,648	2,144
Capital expenditures for additions to rental fleet, excluding acquisitions	1,098	3,308	4,528	7,478
Tank & Pump Solutions
Revenues:
Rental	22,365	22,671	43,301	46,299
Sales	1,245	1,219	2,359	2,818
Other	94	123	228	142
Total revenues	23,704	24,013	45,888	49,259
Costs and expenses:
Rental, selling and general expenses	16,719	15,183	32,853	30,631
Cost of sales	678	622	1,189	1,834
Restructuring expenses	6	293	4	359
Depreciation and amortization	6,265	7,291	12,346	14,330
Total costs and expenses	23,668	23,389	46,392	47,154
Income from operations	36	624	(504)	2,105
Interest expense, net of interest income	2,706	2,761	5,414	5,466
Income tax provision (benefit)	(1,050)	(258)	(2,065)	328
Capital expenditures for additions to rental fleet, excluding acquisitions	$ 1,583	$ 7,065	$ 3,295	$ 9,199

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Assets Segments (Detail) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Revenues from External Customers and Long-Lived Assets [Line Items]
Goodwill	$ 706,602	$ 703,558
Intangibles	65,204	68,420
Rental fleet	964,141	950,065
Storage Solutions
Revenues from External Customers and Long-Lived Assets [Line Items]
Goodwill	525,386	522,342
Intangibles	2,379	2,858
Rental fleet	843,031	825,860
Storage Solutions | North America
Revenues from External Customers and Long-Lived Assets [Line Items]
Goodwill	468,620	468,464
Intangibles	1,622	1,959
Rental fleet	695,079	688,477
Storage Solutions | United Kingdom
Revenues from External Customers and Long-Lived Assets [Line Items]
Goodwill	56,766	53,878
Intangibles	757	899
Rental fleet	147,952	137,383
Tank & Pump Solutions
Revenues from External Customers and Long-Lived Assets [Line Items]
Goodwill	181,216	181,216
Intangibles	62,825	65,562
Rental fleet	$ 121,110	$ 124,205

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Subsequent Events - Additional Information (Detail) - $ / shares	Jul. 18, 2017	Apr. 26, 2017	Jan. 31, 2017
Subsequent Event [Line Items]
Dividend payable		$ 0.227	$ 0.227
Subsequent Event
Subsequent Event [Line Items]
Dividend payable	$ 0.227
Dividend payable date	Aug. 30, 2017
Closing date of stockholders on record for dividend entitlement	Aug. 16, 2017

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Condensed Consolidating Financial Information - Additional Information (Detail)	Jun. 30, 2017
Equity Method Investments And Joint Ventures [Abstract]
Percentage of ownership owned	100.00%

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Condensed Consolidating Balance Sheets (Detail) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2016	Dec. 31, 2015
ASSETS
Cash and cash equivalents	$ 9,274	$ 4,137	$ 5,339	$ 1,613
Receivables, net	92,390	99,175
Inventories	16,399	15,412
Rental fleet, net	964,141	950,065
Property, plant and equipment, net	150,636	149,197
Other assets	17,128	14,930
Intangibles, net	65,204	68,420
Goodwill	706,602	703,558
Total assets	2,021,774	2,004,894
Liabilities:
Accounts payable	30,708	27,388
Accrued liabilities	64,956	64,126
Lines of credit	637,651	641,160
Obligations under capital leases	49,302	50,704
Senior Notes, net	245,531	245,212
Deferred income taxes	231,579	240,690
Total liabilities	1,259,727	1,269,280
Commitments and contingencies
Stockholders' equity:
Common stock	495	493
Additional paid-in capital	597,658	592,071
Retained earnings	380,125	362,896
Accumulated other comprehensive loss	(69,448)	(81,047)
Treasury stock, at cost	(146,783)	(138,799)
Total stockholders' equity	762,047	735,614
Total liabilities and stockholders' equity	2,021,774	2,004,894
Eliminations
ASSETS
Intercompany receivables	(150,495)	(150,529)
Total assets	(150,495)	(150,529)
Liabilities:
Intercompany payables	(2,496)	(2,530)
Total liabilities	(2,496)	(2,530)
Commitments and contingencies
Stockholders' equity:
Additional paid-in capital	(147,999)	(147,999)
Total stockholders' equity	(147,999)	(147,999)
Total liabilities and stockholders' equity	(150,495)	(150,529)
Guarantors
ASSETS
Cash and cash equivalents	429	1,260	1,740	1,033
Receivables, net	72,431	80,476
Inventories	14,637	14,526
Rental fleet, net	807,230	803,553
Property, plant and equipment, net	130,370	129,458
Other assets	14,117	13,189
Intangibles, net	64,418	67,487
Goodwill	645,126	645,126
Intercompany receivables	145,954	146,016
Total assets	1,894,712	1,901,091
Liabilities:
Accounts payable	22,438	20,218
Accrued liabilities	56,589	57,025
Lines of credit	637,651	640,975
Obligations under capital leases	49,148	50,507
Senior Notes, net	245,531	245,212
Deferred income taxes	213,303	224,212
Intercompany payables	838	384
Total liabilities	1,225,498	1,238,533
Commitments and contingencies
Stockholders' equity:
Common stock	495	493
Additional paid-in capital	597,658	592,071
Retained earnings	217,844	208,793
Treasury stock, at cost	(146,783)	(138,799)
Total stockholders' equity	669,214	662,558
Total liabilities and stockholders' equity	1,894,712	1,901,091
Non-Guarantors
ASSETS
Cash and cash equivalents	8,845	2,877	$ 3,599	$ 580
Receivables, net	19,959	18,699
Inventories	1,762	886
Rental fleet, net	156,911	146,512
Property, plant and equipment, net	20,266	19,739
Other assets	3,011	1,741
Intangibles, net	786	933
Goodwill	61,476	58,432
Intercompany receivables	4,541	4,513
Total assets	277,557	254,332
Liabilities:
Accounts payable	8,270	7,170
Accrued liabilities	8,367	7,101
Lines of credit		185
Obligations under capital leases	154	197
Deferred income taxes	18,276	16,478
Intercompany payables	1,658	2,146
Total liabilities	36,725	33,277
Commitments and contingencies
Stockholders' equity:
Additional paid-in capital	147,999	147,999
Retained earnings	162,281	154,103
Accumulated other comprehensive loss	(69,448)	(81,047)
Total stockholders' equity	240,832	221,055
Total liabilities and stockholders' equity	$ 277,557	$ 254,332

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Condensed Consolidating Statements of Income (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Revenues:
Rental	$ 117,851	$ 116,773	$ 232,593	$ 234,129
Sales	8,401	6,342	16,379	13,233
Other	438	1,734	1,245	2,020
Total revenues	126,690	124,849	250,217	249,382
Costs and expenses:
Rental, selling and general expenses	82,850	78,037	161,209	154,339
Cost of sales	5,408	3,678	10,520	8,289
Restructuring expenses	538	1,324	1,437	3,572	$ 6,020
Depreciation and amortization	15,742	16,269	31,006	31,446
Total costs and expenses	104,538	99,308	204,172	197,646
Income from operations	22,152	25,541	46,045	51,736
Other income (expense):
Interest income	16		16
Interest expense	(8,807)	(8,002)	(17,209)	(16,486)
Debt extinguishment expense		(9,192)		(9,192)
Deferred financing costs write-off		(2,271)		(2,271)
Foreign currency exchange	(18)	(4)	(27)	(4)
Income before income tax provision	13,343	6,072	28,825	23,783
Income tax provision	4,566	2,000	9,896	8,713
Net income	8,777	4,072	18,929	15,070
Eliminations
Other income (expense):
Interest income	(2,650)	(2,653)	(5,300)	(5,307)
Interest expense	2,650	2,653	5,300	5,307
Guarantors
Revenues:
Rental	98,215	95,555	194,158	192,445
Sales	6,212	5,865	12,163	11,826
Other	365	1,687	1,061	1,915
Total revenues	104,792	103,107	207,382	206,186
Costs and expenses:
Rental, selling and general expenses	69,799	64,935	135,380	128,174
Cost of sales	3,700	3,361	7,187	7,271
Restructuring expenses	538	1,324	1,437	3,572
Depreciation and amortization	13,930	14,369	27,438	27,746
Total costs and expenses	87,967	83,989	171,442	166,763
Income from operations	16,825	19,118	35,940	39,423
Other income (expense):
Interest income	2,664	2,653	5,314	5,307
Interest expense	(11,328)	(10,519)	(22,254)	(21,388)
Debt extinguishment expense		(9,192)		(9,192)
Deferred financing costs write-off		(2,271)		(2,271)
Income before income tax provision	8,161	(211)	19,000	11,879
Income tax provision	3,655	924	8,248	6,569
Net income	4,506	(1,135)	10,752	5,310
Non-Guarantors
Revenues:
Rental	19,636	21,218	38,435	41,684
Sales	2,189	477	4,216	1,407
Other	73	47	184	105
Total revenues	21,898	21,742	42,835	43,196
Costs and expenses:
Rental, selling and general expenses	13,051	13,102	25,829	26,165
Cost of sales	1,708	317	3,333	1,018
Depreciation and amortization	1,812	1,900	3,568	3,700
Total costs and expenses	16,571	15,319	32,730	30,883
Income from operations	5,327	6,423	10,105	12,313
Other income (expense):
Interest income	2		2
Interest expense	(129)	(136)	(255)	(405)
Foreign currency exchange	(18)	(4)	(27)	(4)
Income before income tax provision	5,182	6,283	9,825	11,904
Income tax provision	911	1,076	1,648	2,144
Net income	$ 4,271	$ 5,207	$ 8,177	$ 9,760

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Condensed Consolidating Statements of Comprehensive Income (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Condensed Statement Of Income Captions [Line Items]
Net (loss) income	$ 8,777	$ 4,072	$ 18,929	$ 15,070
Foreign currency translation adjustment	9,096	(15,272)	11,599	(18,985)
Comprehensive income (loss)	17,873	(11,200)	30,528	(3,915)
Guarantors
Condensed Statement Of Income Captions [Line Items]
Net (loss) income	4,506	(1,135)	10,752	5,310
Comprehensive income (loss)	4,506	(1,135)	10,752	5,310
Non-Guarantors
Condensed Statement Of Income Captions [Line Items]
Net (loss) income	4,271	5,207	8,177	9,760
Foreign currency translation adjustment	9,096	(15,272)	11,599	(18,985)
Comprehensive income (loss)	$ 13,367	$ (10,065)	$ 19,776	$ (9,225)

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Condensed Consolidating Statements of Cash Flows (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Cash flows from operating activities:
Net income	$ 8,777	$ 4,072	$ 18,929	$ 15,070
Adjustments to reconcile net income to net cash provided by operating activities:
Debt extinguishment expense				9,192
Deferred financing costs write-off		2,271		2,271
Provision for doubtful accounts			2,202	2,646
Amortization of deferred financing costs			1,030	948
Amortization of long-term liabilities			65	58
Share-based compensation expense	2,509	1,681	3,820	4,245
Depreciation and amortization	15,742	16,269	31,006	31,446
Gain on sale of rental fleet units			(2,826)	(2,782)
Loss on disposal of property, plant and equipment			282	689
Deferred income taxes			9,151	8,542
Foreign currency exchange			27	4
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables			5,585	(12,296)
Inventories			(904)	(1,790)
Other assets			(2,794)	482
Accounts payable			(2,192)	5,765
Accrued liabilities			(160)	220
Net cash provided by operating activities			63,221	64,710
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired				(9,206)
Additions to rental fleet, excluding acquisitions	(13,021)	(17,274)	(23,027)	(28,158)
Proceeds from sale of rental fleet			6,283	7,409
Additions to property, plant and equipment, excluding acquisitions			(8,707)	(19,263)
Proceeds from sale of property, plant and equipment			768	1,615
Net cash used in investing activities			(24,683)	(47,603)
Cash flows from financing activities:
Net repayments under lines of credit			(3,509)	(20,961)
Proceeds from issuance of 5.875% senior notes due 2024				250,000
Redemption of 7.875% senior notes due 2020				(200,000)
Debt extinguishment expense				(9,192)
Deferred financing costs			(12)	(4,916)
Principal payments on capital lease obligations			(3,736)	(2,920)
Issuance of common stock			1,640	92
Dividend payments			(20,119)	(18,236)
Purchase of treasury stock			(7,984)	(7,096)
Net cash used in financing activities			(33,720)	(13,229)
Effect of exchange rate changes on cash			319	(152)
Net increase in cash			5,137	3,726
Cash and cash equivalents at beginning of period			4,137	1,613
Cash and cash equivalents at end of period	9,274	5,339	9,274	5,339
Guarantors
Cash flows from operating activities:
Net income	4,506	(1,135)	10,752	5,310
Adjustments to reconcile net income to net cash provided by operating activities:
Debt extinguishment expense				9,192
Deferred financing costs write-off		2,271		2,271
Provision for doubtful accounts			1,996	2,434
Amortization of deferred financing costs			1,030	941
Amortization of long-term liabilities			65	58
Share-based compensation expense			3,672	4,106
Depreciation and amortization	13,930	14,369	27,438	27,746
Gain on sale of rental fleet units			(2,657)	(2,500)
Loss on disposal of property, plant and equipment			62	521
Deferred income taxes			8,266	6,399
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables			6,049	(10,758)
Inventories			(110)	(2,173)
Other assets			(1,636)	540
Accounts payable			(1,881)	3,029
Accrued liabilities			(1,030)	202
Intercompany			237	764
Net cash provided by operating activities			52,253	48,082
Cash flows from investing activities:
Cash paid for businesses acquired, net of cash acquired				(9,206)
Additions to rental fleet, excluding acquisitions			(18,391)	(20,657)
Proceeds from sale of rental fleet			5,709	6,332
Additions to property, plant and equipment, excluding acquisitions			(6,976)	(13,301)
Proceeds from sale of property, plant and equipment			67	1,166
Net cash used in investing activities			(19,591)	(35,666)
Cash flows from financing activities:
Net repayments under lines of credit			(3,324)	(19,513)
Proceeds from issuance of 5.875% senior notes due 2024				250,000
Redemption of 7.875% senior notes due 2020				(200,000)
Debt extinguishment expense				(9,192)
Deferred financing costs			(12)	(4,916)
Principal payments on capital lease obligations			(3,694)	(2,848)
Issuance of common stock			1,640	92
Dividend payments			(20,119)	(18,236)
Purchase of treasury stock			(7,984)	(7,096)
Net cash used in financing activities			(33,493)	(11,709)
Net increase in cash			(831)	707
Cash and cash equivalents at beginning of period			1,260	1,033
Cash and cash equivalents at end of period	429	1,740	429	1,740
Non-Guarantors
Cash flows from operating activities:
Net income	4,271	5,207	8,177	9,760
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for doubtful accounts			206	212
Amortization of deferred financing costs				7
Share-based compensation expense			148	139
Depreciation and amortization	1,812	1,900	3,568	3,700
Gain on sale of rental fleet units			(169)	(282)
Loss on disposal of property, plant and equipment			220	168
Deferred income taxes			885	2,143
Foreign currency exchange			27	4
Changes in certain assets and liabilities, net of effect of businesses acquired:
Receivables			(464)	(1,538)
Inventories			(794)	383
Other assets			(1,158)	(58)
Accounts payable			(311)	2,736
Accrued liabilities			870	18
Intercompany			(237)	(764)
Net cash provided by operating activities			10,968	16,628
Cash flows from investing activities:
Additions to rental fleet, excluding acquisitions			(4,636)	(7,501)
Proceeds from sale of rental fleet			574	1,077
Additions to property, plant and equipment, excluding acquisitions			(1,731)	(5,962)
Proceeds from sale of property, plant and equipment			701	449
Net cash used in investing activities			(5,092)	(11,937)
Cash flows from financing activities:
Net repayments under lines of credit			(185)	(1,448)
Principal payments on capital lease obligations			(42)	(72)
Net cash used in financing activities			(227)	(1,520)
Effect of exchange rate changes on cash			319	(152)
Net increase in cash			5,968	3,019
Cash and cash equivalents at beginning of period			2,877	580
Cash and cash equivalents at end of period	$ 8,845	$ 3,599	$ 8,845	$ 3,599

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Condensed Consolidating Statements of Cash Flows (Parenthetical) (Detail)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	May 09, 2016
Senior Notes 5.875 Percent Due 2024
Condensed Cash Flow Statements Captions [Line Items]
Debt instrument interest rate	5.875%	5.875%
Debt instrument due year	2024	2024
Senior Notes 7.875 Percent Due 2020
Condensed Cash Flow Statements Captions [Line Items]
Debt instrument interest rate	7.875%	7.875%	7.875%
Debt instrument due year	2020	2020