UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): |
(Exact name of Registrant as Specified in Its Charter)
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Registrant’s Telephone Number, Including Area Code: |
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 27, 2023, McGrath RentCorp (the “Company”) announced via press release the Company’s results for its second quarter ended June 30, 2023. A copy of the Company’s press release is attached hereto as Exhibit 99.1. This Form 8-K and the attached exhibit are provided under Item 2.02 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission, and shall not be incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description |
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99.1 |
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104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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McGRATH RENTCORP |
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Date: |
July 27, 2023 |
By: |
/s/ Keith E. Pratt |
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Keith E. Pratt |
Exhibit 99.1
Contact
Keith E. Pratt
EVP & Chief Financial Officer
925-606-9200
PRESS RELEASE
FOR RELEASE July 27, 2023
McGrath Announces Results for Second Quarter 2023
Livermore, CA - July 27, 2023 – McGrath RentCorp (“McGrath” or the “Company”) (Nasdaq: MGRC), a leading business-to-business rental company in North America, today announced total revenues from continuing operations for the quarter ended June 30, 2023 of $203.0 million, an increase of 32%, compared to the second quarter of 2022. The Company reported net income from continuing operations of $28.0 million, or $1.14 per diluted share, for the second quarter of 2023, compared to net income from continuing operations of $23.5 million, or $0.96 per diluted share, for the second quarter of 2022.
SECOND QUARTER 2023 YEAR-OVER-YEAR Company HIGHLIGHTS (FROM CONTINUING OPERATIONS):
Joe Hanna, President and CEO of McGrath, made the following comments regarding these results and future expectations:
“We were very pleased with our second quarter results. Our 24% increase in companywide rental revenues was driven by strong modular segment performance. Modular rental revenues grew 37%, with over half of the growth attributable to our Vesta Modular and several smaller Portable Storage acquisitions completed earlier this year. Before acquisitions, the modular segment rental revenues grew organically by a robust 14%.
Our modular business saw broad based rental strength across commercial, education and portable storage customer bases. Overall demand conditions continued to be positive. Our initiatives to grow modular sales also showed progress as sales revenues increased by 59% compared to a year ago. Consistent with our growth objectives, we increased our portable storage geographic coverage with the acquisitions of Dixie Storage and Inland Leasing and Storage.
TRS-RenTelco experienced continued softness in semiconductor related demand, resulting in lower general purpose rentals during the quarter, while communications rentals were flat, compared to a year ago. Rental revenues at TRS-RenTelco decreased by 4%.
We are continuing to make good progress with the strategic transformation of McGrath’s business portfolio. The Adler divestiture will be fully completed at the end of July, which has been a substantial undertaking for the McGrath team through the first half of the year. Concurrently, we have been making good progress with the Vesta integration. I am very pleased with the team collaboration and commercial successes that we have seen in the last few months.
Our first half accomplishments have been significant, and we look forward to building on that momentum in the second half of the year. I am excited by the range of long-term growth opportunities for McGrath.”
Division HIGHLIGHTS:
All comparisons presented below are for the quarter ended June 30, 2023 to the quarter ended June 30, 2022 unless otherwise indicated.
Mobile Modular
For the second quarter of 2023, the Company’s Mobile Modular division reported Adjusted EBITDA of $56.8 million, an increase of $21.1 million, or 59%.
TRS-RenTelco
For the second quarter of 2023, the Company’s TRS-RenTelco division reported Adjusted EBITDA of $21.5 million, a decrease of 3%, when compared to the same quarter in 2022.
financial outlook:
Based upon the Company's year-to-date results and current outlook for the remainder of the year, the Company is revising its financial outlook. For the full-year 2023, the Company expects:
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Previous (Continuing Operations) |
Current (Continuing Operations) |
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Total revenue: |
$790 to $820 million |
$805 to $830 million |
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Adjusted EBITDA1, 2: |
$300 to $315 million |
$306 to $320 million |
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Gross rental equipment capital expenditures: |
$190 to $210 million |
$190 to $200 million |
2
ABOUT MCGRATH:
McGrath RentCorp (Nasdaq: MGRC) is a leading business-to-business rental company in North America with a strong record of profitable business growth. Founded in 1979, McGrath’s operations are centered on modular solutions through its Mobile Modular and Mobile Modular Portable Storage businesses. In addition, its TRS-RenTelco business offers electronic test equipment rental solutions. The Company’s rental product offerings and services are part of the circular supply economy, helping customers work more efficiently, and sustainably manage their environmental footprint. With over 40 years of experience, McGrath’s success is driven by a focus on exceptional customer experiences. This focus has underpinned the Company’s long-term financial success and supported over 30 consecutive years of annual dividend increases to shareholders, a rare distinction among publicly listed companies.
McGrath is headquartered in Livermore, California. Additional information about McGrath and its businesses is available at mgrc.com and investors.mgrc.com.
You should read this press release in conjunction with the financial statements and notes thereto included in the Company’s latest Forms 10-K, 10-Q and other SEC filings. You can visit the Company’s web site at www.mgrc.com to access information on McGrath RentCorp, including the latest Forms 10-K, 10-Q and other SEC filings.
Conference Call Note:
As previously announced in its press release of June 29, 2023, McGrath RentCorp will host a conference call at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time) on July 27, 2023 to discuss the second quarter 2023 results. To participate in the teleconference, dial 1-800-245-3047 (in the U.S.), or 1-203-518-9765 (outside the U.S.), or to listen only, access the simultaneous webcast at the investor relations section of the Company’s website at https://investors.mgrc.com/. A replay will be available for 7 days following the call by dialing 1-800-839-3413 (in the U.S.), or 1-402-220-7236 (outside the U.S.). In addition, a live audio webcast and replay of the call may be found in the investor relations section of the Company’s website at https://investors.mgrc.com/events-and-presentations.
FORWARD-LOOKING STATEMENTS:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, regarding McGrath RentCorp’s expectations, strategies, prospects or targets are forward looking statements. These forward-looking statements also can be identified by the use of forward-looking terminology such as “anticipates,” “believes,” “continues,” “could,” “estimates,” “expects,” “intends,” “may,” “plan,” “predict,” “project,” or “will,” or the negative of these terms or other comparable terminology. In particular, Mr. Hanna’s statements about (i) the overall demand conditions, (ii) the progress with the strategic transformation of McGrath's business portfolio (iii) success with the integration of Vesta and additional business opportunities stemming from the acquisition, (iv) the outlook on future opportunities and the overall growth across the business, and (v) statements regarding the full year 2023 in the “Financial Outlook” section, are forward-looking.
These forward-looking statements are not guarantees of future performance and involve significant risks and uncertainties that could cause our actual results to differ materially from those projected including: health of the education and commercial markets in our modular building division; unforeseen liabilities and integration challenges associated with the Vesta, Brekke Storage, Dixie Storage and Inland Storage acquisitions; competition within the modular business; the activity levels in the semiconductor and general purpose and communications test equipment markets at TRS-RenTelco; continued execution of our strategic performance improvement initiatives; our ability to successfully increase prices to offset cost increases; and our ability to effectively manage our rental assets, as well as the other factors disclosed under “Risk Factors” in the Company’s Form 10-K and other SEC filings.
Forward-looking statements are made only as of the date hereof. Except as otherwise required by law, we assume no obligation to update any of the forward-looking statements contained in this press release.
3
MCGRATH RENTCORP
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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(in thousands, except per share amounts) |
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2023 |
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2022 |
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2023 |
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2022 |
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Revenues |
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Rental |
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$ |
117,840 |
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$ |
94,667 |
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$ |
228,087 |
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$ |
184,717 |
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Rental related services |
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33,857 |
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22,046 |
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60,989 |
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41,078 |
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Rental operations |
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151,697 |
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116,713 |
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289,076 |
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225,795 |
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Sales |
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47,801 |
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35,870 |
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71,461 |
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51,089 |
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Other |
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3,532 |
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785 |
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6,211 |
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1,537 |
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Total revenues |
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203,030 |
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153,368 |
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366,748 |
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278,421 |
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Costs and Expenses |
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Direct costs of rental operations: |
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Depreciation of rental equipment |
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22,597 |
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20,082 |
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44,430 |
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39,944 |
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Rental related services |
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23,825 |
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15,780 |
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43,093 |
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29,540 |
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Other |
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30,560 |
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29,516 |
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61,695 |
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54,370 |
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Total direct costs of rental operations |
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76,982 |
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65,378 |
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149,218 |
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123,854 |
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Costs of sales |
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31,438 |
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21,034 |
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45,553 |
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29,576 |
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Total costs of revenues |
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108,420 |
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86,412 |
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194,771 |
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153,430 |
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Gross profit |
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94,610 |
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66,956 |
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171,977 |
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124,991 |
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Selling and administrative expenses |
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47,026 |
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33,809 |
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104,524 |
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66,414 |
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Income from operations |
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47,584 |
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33,147 |
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67,453 |
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58,577 |
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Other (expense) income: |
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Interest expense |
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(9,945 |
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(2,426 |
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(17,409 |
) |
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(4,702 |
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Foreign currency exchange (loss) gain |
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(18 |
) |
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(181 |
) |
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208 |
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(168 |
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Income from continuing operations before provision for income taxes |
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37,621 |
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30,540 |
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50,252 |
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53,707 |
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Provision for income taxes from continuing operations |
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9,669 |
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6,996 |
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10,782 |
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12,505 |
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Income from continuing operations |
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27,952 |
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23,544 |
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39,470 |
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41,202 |
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Discontinued operations: |
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Income from discontinued operations before provision for income taxes |
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— |
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3,327 |
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1,709 |
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4,715 |
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Provision for income taxes from discontinued operations |
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— |
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734 |
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|
453 |
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|
987 |
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Gain on sale of discontinued operations, net of tax |
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2,630 |
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— |
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61,513 |
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— |
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Income from discontinued operations |
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2,630 |
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2,593 |
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62,769 |
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3,728 |
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Net income |
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$ |
30,582 |
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$ |
26,137 |
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$ |
102,239 |
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$ |
44,930 |
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Earnings per share from continuing operations: |
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Basic |
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$ |
1.14 |
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$ |
0.96 |
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$ |
1.61 |
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$ |
1.68 |
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Diluted |
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$ |
1.14 |
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$ |
0.96 |
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$ |
1.61 |
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$ |
1.68 |
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Earnings per share from discontinued operations: |
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Basic |
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$ |
0.11 |
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$ |
0.11 |
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$ |
2.57 |
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$ |
0.15 |
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Diluted |
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$ |
0.11 |
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$ |
0.11 |
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$ |
2.56 |
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$ |
0.15 |
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Earnings per share: |
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Basic |
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$ |
1.25 |
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$ |
1.07 |
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$ |
4.18 |
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$ |
1.83 |
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Diluted |
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$ |
1.25 |
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$ |
1.07 |
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$ |
4.17 |
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$ |
1.83 |
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Shares used in per share calculation: |
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Basic |
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24,479 |
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24,360 |
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24,448 |
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24,323 |
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Diluted |
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24,512 |
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24,509 |
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24,527 |
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24,522 |
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Cash dividends declared per share |
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$ |
0.465 |
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$ |
0.455 |
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$ |
0.930 |
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$ |
0.910 |
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4
MCGRATH RENTCORP
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
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June 30, |
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December 31, |
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(in thousands) |
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2023 |
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2022 |
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Assets |
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Cash |
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$ |
2,205 |
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$ |
957 |
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Accounts receivable, net of allowance for credit losses of $2,600 in 2023 and $2,300 in 2022 |
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191,676 |
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169,937 |
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Rental equipment, at cost: |
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Relocatable modular buildings |
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1,457,984 |
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1,123,268 |
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Electronic test equipment |
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390,832 |
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398,267 |
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1,848,816 |
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1,521,535 |
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Less: accumulated depreciation |
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(553,166 |
) |
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(531,218 |
) |
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Rental equipment, net |
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1,295,650 |
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990,317 |
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Property, plant and equipment, net |
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146,624 |
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138,713 |
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Prepaid expenses and other assets |
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81,967 |
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|
69,837 |
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Intangible assets, net |
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65,607 |
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35,431 |
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Goodwill |
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325,354 |
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|
106,403 |
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Assets of discontinued operations |
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— |
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|
196,249 |
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Total assets |
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$ |
2,109,083 |
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$ |
1,707,844 |
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Liabilities and Shareholders' Equity |
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Liabilities: |
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|
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Notes payable |
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$ |
672,631 |
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$ |
413,742 |
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Accounts payable and accrued liabilities |
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|
219,611 |
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|
151,208 |
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Deferred income |
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|
106,523 |
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|
|
82,417 |
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Deferred income taxes, net |
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|
229,749 |
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|
|
203,361 |
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Liabilities of discontinued operations |
|
|
— |
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|
|
53,171 |
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Total liabilities |
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1,228,514 |
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|
903,899 |
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Shareholders’ equity: |
|
|
|
|
|
|
|
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Common stock, no par value - Authorized 40,000 shares |
|
|
|
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Issued and outstanding - 24,485 shares as of June 30, 2023 and 24,388 shares as of December 31, 2022 |
|
|
107,362 |
|
|
|
110,080 |
|
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Retained earnings |
|
|
773,260 |
|
|
|
693,943 |
|
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Accumulated other comprehensive loss |
|
|
(53 |
) |
|
|
(78 |
) |
|
Total shareholders’ equity |
|
|
880,569 |
|
|
|
803,945 |
|
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Total liabilities and shareholders’ equity |
|
$ |
2,109,083 |
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|
$ |
1,707,844 |
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|
|
|
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5
MCGRATH RENTCORP
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
|
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Six Months Ended June 30, |
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(in thousands) |
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2023 |
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|
2022 |
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Cash Flows from Operating Activities: |
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|
|
|
|
|
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Net income |
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$ |
102,239 |
|
|
$ |
44,930 |
|
Adjustments to reconcile net income to net cash provided by |
|
|
|
|
|
|
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Depreciation and amortization |
|
|
54,958 |
|
|
|
55,355 |
|
Deferred income taxes |
|
|
(39,486 |
) |
|
|
(5,815 |
) |
Provision for credit losses |
|
|
1,400 |
|
|
|
49 |
|
Share-based compensation |
|
|
3,382 |
|
|
|
3,412 |
|
Gain on sale of discontinued operations |
|
|
(61,513 |
) |
|
|
— |
|
Gain on sale of used rental equipment |
|
|
(14,250 |
) |
|
|
(16,093 |
) |
Foreign currency exchange (gain) loss |
|
|
(208 |
) |
|
|
168 |
|
Amortization of debt issuance costs |
|
|
4 |
|
|
|
9 |
|
Change in: |
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|
|
|
|
|
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Accounts receivable |
|
|
(1,116 |
) |
|
|
(7,879 |
) |
Prepaid expenses and other assets |
|
|
(8,504 |
) |
|
|
(10,855 |
) |
Accounts payable and accrued liabilities |
|
|
25,255 |
|
|
|
(73 |
) |
Deferred income |
|
|
9,290 |
|
|
|
18,835 |
|
Net cash provided by operating activities |
|
|
71,451 |
|
|
|
82,043 |
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
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Proceeds from sale of discontinued operations |
|
|
268,012 |
|
|
|
— |
|
Purchases of rental equipment |
|
|
(128,088 |
) |
|
|
(94,820 |
) |
Purchases of property, plant and equipment |
|
|
(11,229 |
) |
|
|
(6,594 |
) |
Cash paid for acquisition of businesses |
|
|
(456,312 |
) |
|
|
— |
|
Proceeds from sales of used rental equipment |
|
|
27,410 |
|
|
|
31,830 |
|
Net cash used in investing activities |
|
|
(300,207 |
) |
|
|
(69,584 |
) |
Cash Flows from Financing Activities: |
|
|
|
|
|
|
||
Net borrowings under bank lines of credit |
|
|
258,885 |
|
|
|
15,000 |
|
Taxes paid related to net share settlement of stock awards |
|
|
(6,100 |
) |
|
|
(6,128 |
) |
Payment of dividends |
|
|
(22,782 |
) |
|
|
(22,083 |
) |
Net cash provided by (used in) financing activities |
|
|
230,003 |
|
|
|
(13,211 |
) |
Effect of foreign currency exchange rate changes on cash |
|
|
1 |
|
|
|
135 |
|
Net increase (decrease) in cash |
|
|
1,248 |
|
|
|
(617 |
) |
Cash balance, beginning of period |
|
|
957 |
|
|
|
1,491 |
|
Cash balance, end of period |
|
$ |
2,205 |
|
|
$ |
874 |
|
Supplemental Disclosure of Cash Flow Information: |
|
|
|
|
|
|
||
Interest paid, during the period |
|
$ |
16,802 |
|
|
$ |
5,821 |
|
Net income taxes paid, during the period |
|
$ |
6,931 |
|
|
$ |
17,078 |
|
Dividends accrued during the period, not yet paid |
|
$ |
11,937 |
|
|
$ |
11,009 |
|
Rental equipment acquisitions, not yet paid |
|
$ |
7,612 |
|
|
$ |
6,906 |
|
|
|
|
|
|
|
|
6
MCGRATH RENTCORP |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
BUSINESS SEGMENT DATA (unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Three months ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
(dollar amounts in thousands) |
|
Mobile Modular |
|
|
TRS-RenTelco |
|
|
Enviroplex |
|
|
Adler Tanks (Discontinued) |
|
|
Consolidated |
|
|||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental |
|
$ |
89,257 |
|
|
$ |
28,583 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
117,840 |
|
Rental related services |
|
|
33,190 |
|
|
|
667 |
|
|
|
— |
|
|
|
— |
|
|
|
33,857 |
|
Rental operations |
|
|
122,447 |
|
|
|
29,250 |
|
|
|
— |
|
|
|
— |
|
|
|
151,697 |
|
Sales |
|
|
39,357 |
|
|
|
7,521 |
|
|
|
923 |
|
|
|
— |
|
|
|
47,801 |
|
Other |
|
|
2,458 |
|
|
|
1,074 |
|
|
|
— |
|
|
|
— |
|
|
|
3,532 |
|
Total revenues |
|
|
164,262 |
|
|
|
37,845 |
|
|
|
923 |
|
|
|
— |
|
|
|
203,030 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Direct costs of rental operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation |
|
|
10,285 |
|
|
|
12,312 |
|
|
|
— |
|
|
|
— |
|
|
|
22,597 |
|
Rental related services |
|
|
23,084 |
|
|
|
741 |
|
|
|
— |
|
|
|
— |
|
|
|
23,825 |
|
Other |
|
|
25,082 |
|
|
|
5,478 |
|
|
|
— |
|
|
|
— |
|
|
|
30,560 |
|
Total direct costs of rental operations |
|
|
58,451 |
|
|
|
18,531 |
|
|
|
— |
|
|
|
— |
|
|
|
76,982 |
|
Costs of sales |
|
|
27,207 |
|
|
|
3,431 |
|
|
|
800 |
|
|
|
— |
|
|
|
31,438 |
|
Total costs of revenues |
|
|
85,658 |
|
|
|
21,962 |
|
|
|
800 |
|
|
|
— |
|
|
|
108,420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross Profit (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental |
|
|
53,890 |
|
|
|
10,793 |
|
|
|
— |
|
|
|
— |
|
|
|
64,683 |
|
Rental related services |
|
|
10,106 |
|
|
|
(74 |
) |
|
|
— |
|
|
|
— |
|
|
|
10,032 |
|
Rental operations |
|
|
63,996 |
|
|
|
10,719 |
|
|
|
— |
|
|
|
— |
|
|
|
74,715 |
|
Sales |
|
|
12,150 |
|
|
|
4,090 |
|
|
|
123 |
|
|
|
— |
|
|
|
16,363 |
|
Other |
|
|
2,458 |
|
|
|
1,074 |
|
|
|
— |
|
|
|
— |
|
|
|
3,532 |
|
Total gross profit |
|
|
78,604 |
|
|
|
15,883 |
|
|
|
123 |
|
|
|
— |
|
|
|
94,610 |
|
Selling and administrative expenses |
|
|
38,296 |
|
|
|
7,126 |
|
|
|
1,604 |
|
|
|
— |
|
|
|
47,026 |
|
Income (loss) from operations |
|
$ |
40,308 |
|
|
$ |
8,757 |
|
|
$ |
(1,481 |
) |
|
$ |
— |
|
|
|
47,584 |
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(9,945 |
) |
||||
Foreign currency exchange loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(18 |
) |
||||
Provision for income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(9,669 |
) |
||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
27,952 |