This Form 10-Q, including the following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), contains forward-looking statements under federal securities laws. Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties. Our actual results could differ materially from those indicated by forward-looking statements as a result of various factors. These factors include, but are not limited to, those set forth under this Item, those discussed in Part II-Item 1A, "Risk Factors" and elsewhere in this Form 10-Q and those that may be identified from time to time in our reports and registration statements filed with theSEC . This discussion should be read in conjunction with the Condensed Consolidated Financial Statements and related Notes included in Part I-Item 1 of this Form 10-Q and the Consolidated Financial Statements and related Notes and the Management's Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year endedDecember 31, 2019 , as filed with theSEC onFebruary 25, 2020 (the "2019 Annual Report"). In preparing the following MD&A, we presume that readers have access to and have read the MD&A in our 2019 Annual Report, pursuant to Instruction 2 to paragraph (b) of Item 303 of Regulation S-K. We undertake no duty to update any of these forward-looking statements after the date of filing of this Form 10-Q to conform such forward-looking statements to actual results or revised expectations, except as otherwise required by law. The full impact of the COVID-19 pandemic continues to evolve as of the date of this report. As such, there is continued uncertainty as to the full magnitude that the pandemic will have on the Company's financial condition, liquidity, and future results of operations. Management is actively monitoring the impact of the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce. Given the continuing evolution of the COVID-19 pandemic and the global responses to curb its spread, the Company is not able to fully estimate the effects of the COVID-19 outbreak on its results of operations, financial condition, or liquidity for fiscal year 2020. The following discussions are subject to the future effects of the COVID-19 pandemic.
General
The Company, incorporated in 1979, is a leading rental provider of relocatable modular buildings for classroom and office space, electronic test equipment for general purpose and communications needs, and liquid and solid containment tanks and boxes. The Company's primary emphasis is on equipment rentals. The Company is comprised of four reportable business segments: (1) its modular building and portable storage container rental segment ("Mobile Modular"); (2) its electronic test equipment segment ("TRS-RenTelco"); (3) its containment solutions for the storage of hazardous and non-hazardous liquids and solids segment ("Adler Tanks"); and (4) its classroom manufacturing segment selling modular buildings used primarily as classrooms inCalifornia ("Enviroplex"). The Mobile Modular business segment includes the results of operations of the Mobile Modular Portable Storage division, which represented approximately 9% of the Company's total revenues in the six months endedJune 30, 2020 . Mobile Modular Portable Storage offers portable storage units and high security portable office units for rent, lease and purchase. In the six months endedJune 30, 2020 , Mobile Modular, TRS-RenTelco,Adler Tanks and Enviroplex contributed 65%, 27%, 6% and 2% of the Company's income before provision for taxes (the equivalent of "pretax income"), respectively, compared to 56%, 30%, 15% and negative 1% for the same period in 2019. The Company generates its revenues primarily from the rental of its equipment on operating leases and from sales of equipment occurring in the normal course of business. The Company requires significant capital outlay to purchase its rental inventory and recovers its investment through rental and sales revenues. Rental revenues and certain other service revenues negotiated as part of lease agreements with customers and related costs are recognized on a straight-line basis over the terms of the leases. Sales revenues and related costs are recognized upon delivery and installation of the equipment to customers. Sales revenues are less predictable and can fluctuate from quarter to quarter and year to year depending on customer demands and requirements. Generally, rental revenues less cash operating costs recover the equipment's capitalized cost in a short period of time relative to the equipment's potential rental life and when sold, sale proceeds are usually above its net book value. The Company's modular revenues (consisting of revenues from Mobile Modular, Mobile Modular Portable Storage and Enviroplex) are derived from rentals and sales to education and commercial customers, with a majority of revenues generated by education customers. Modular revenues are primarily affected by demand for classrooms, which in turn is affected by shifting and fluctuating school populations, the levels of state funding to public schools, the need for temporary classroom space during reconstruction of older schools and changes in policies regarding class size. As a result of any reduced funding, lower expenditures by these schools may result in certain planned programs to increase the number of classrooms, such as those that the Company provides, to be postponed or terminated. However, reduced expenditures may also result in schools reducing their long-term facility construction projects in favor of using the Company's modular classroom solutions. At this time, the Company can provide no assurances as to whether public schools will either reduce or increase their demand for the Company's modular classrooms as a result of fluctuations in state funding of public 14 -------------------------------------------------------------------------------- schools. Looking forward, the Company believes that any interruption in the passage of facility bonds or contraction of class size reduction programs by public schools may have a material adverse effect on both rental and sales revenues of the Company. (For more information, see "Item 1. Business - Relocatable Modular Buildings - Classroom Rentals and Sales toPublic Schools (K-12)" in the Company's 2019 Annual Report and "Item 1A. Risk Factors - Significant reductions of, or delays in, funding to public schools have caused the demand and pricing for our modular classroom units to decline, which has in the past caused, and may cause in the future, a reduction in our revenues and profitability" in Part II - Other Information of this Form 10-Q.) Revenues of TRS-RenTelco are derived from the rental and sale of general purpose and communications test equipment to a broad range of companies, from Fortune 500 to middle and smaller market companies primarily in the aerospace, defense, communications, manufacturing and semiconductor industries. Electronic test equipment revenues are primarily affected by the business activity within these industries related to research and development, manufacturing, and communication infrastructure installation and maintenance. Revenues ofAdler Tanks are derived from the rental and sale of fixed axle tanks ("tanks") and vacuum containers, dewatering containers and roll-off containers (collectively referred to as "boxes"). These tanks and boxes are rented to a broad range of industries and applications including oil and gas exploration and field services, refinery, chemical and industrial plant maintenance, environmental remediation and field services, infrastructure building construction, marine services, pipeline construction and maintenance, tank terminals services, wastewater treatment, and waste management and landfill services for the containment of hazardous and non-hazardous liquids and solids. The Company's rental operations include rental and rental related service revenues which comprised approximately 82% and 87% of consolidated revenues in the six months endedJune 30, 2020 and 2019, respectively. Of the total rental operations revenues for the six months endedJune 30, 2020 , Mobile Modular, TRS-RenTelco andAdler Tanks comprised 58%, 25% and 17%, respectively, compared to 54%, 23% and 23%, respectively, in the same period of 2019. The Company's direct costs of rental operations include depreciation of rental equipment, rental related service costs, impairment of rental equipment (if applicable), and other direct costs of rental operations (which include direct labor, supplies, repairs, insurance, property taxes, license fees, cost of sub-rentals and amortization of certain lease costs). The Company's Mobile Modular, TRS-RenTelco andAdler Tanks business segments sell modular units, electronic test equipment and liquid and solid containment tanks and boxes, respectively, which are either new or previously rented. In addition, Enviroplex sells new modular buildings used primarily as classrooms inCalifornia . For the six months endedJune 30, 2020 and 2019, sales and other revenues of modular, electronic test equipment and liquid and solid containment tanks and boxes comprised approximately 18% and 13% of the Company's consolidated revenues, respectively. Of the total sales and other revenues for the six months endedJune 30, 2020 and 2019, Mobile Modular and Enviroplex together comprised 72% and 59%, respectively, TRS-RenTelco comprised 26% and 38%, respectively, andAdler Tanks comprised 2% and 3%, respectively. The Company's cost of sales includes the carrying value of the equipment sold and the direct costs associated with the equipment sold, such as delivery, installation, modifications and related site work. Selling and administrative expenses primarily include personnel and benefit costs, which include share-based compensation, depreciation and amortization, bad debt expense, advertising costs, and professional service fees. The Company believes that sharing of common facilities, financing, senior management, and operating and accounting systems by all of the Company's operations results in an efficient use of overhead. Historically, the Company's operating margins have been impacted favorably to the extent its costs and expenses are leveraged over a large installed customer base. However, there can be no assurances as to the Company's ability to maintain a large installed customer base or ability to sustain its historical operating margins.
Adjusted EBITDA
To supplement the Company's financial data presented on a basis consistent with accounting principles generally accepted inthe United States of America ("GAAP"), the Company presents "Adjusted EBITDA", which is defined by the Company as net income before interest expense, provision for income taxes, depreciation, amortization and share-based compensation. The Company presents Adjusted EBITDA as a financial measure as management believes it provides useful information to investors regarding the Company's liquidity and financial condition and because management, as well as the Company's lenders, use this measure in evaluating the performance of the Company. Management uses Adjusted EBITDA as a supplement to GAAP measures to further evaluate period-to-period operating performance, compliance with financial covenants in the Company's revolving lines of credit and senior notes and the Company's ability to meet future capital expenditure and working capital requirements. Management believes the exclusion of non-cash charges, including share-based compensation, is useful in measuring the Company's cash available for operations and performance of the Company. Because management finds Adjusted EBITDA useful, the Company believes its investors will also find Adjusted EBITDA useful in evaluating the Company's performance. 15 -------------------------------------------------------------------------------- Adjusted EBITDA should not be considered in isolation or as a substitute for net income, cash flows, or other consolidated income or cash flow data prepared in accordance with GAAP or as a measure of the Company's profitability or liquidity. Adjusted EBITDA is not in accordance with or an alternative for GAAP, and may be different from non-GAAP measures used by other companies. Unlike EBITDA, which may be used by other companies or investors, Adjusted EBITDA does not include share-based compensation charges. The Company believes that Adjusted EBITDA is of limited use in that it does not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP and does not accurately reflect real cash flow. In addition, other companies may not use Adjusted EBITDA or may use other non-GAAP measures, limiting the usefulness of Adjusted EBITDA for purposes of comparison. The Company's presentation of Adjusted EBITDA should not be construed as an inference that the Company will not incur expenses that are the same as or similar to the adjustments in this presentation. Therefore, Adjusted EBITDA should only be used to evaluate the Company's results of operations in conjunction with the corresponding GAAP measures. The Company compensates for the limitations of Adjusted EBITDA by relying upon GAAP results to gain a complete picture of the Company's performance. Because Adjusted EBITDA is a non-GAAP financial measure, as defined by theSEC , the Company includes in the tables below reconciliations of Adjusted EBITDA to the most directly comparable financial measures calculated and presented in accordance with GAAP.
Reconciliation of Net Income to Adjusted EBITDA
Three Months Ended Six Months Ended Twelve Months Ended (dollar amounts in thousands) June 30, June 30, June 30, 2020 2019 2020 2019 2020 2019 Net income$ 22,549 $ 19,488 $ 42,708 $ 37,937 $ 101,577 $ 86,965 Provision for income taxes 8,076 6,477 14,531 12,279 34,571 27,822 Interest expense 2,184 3,138 4,836 6,246 10,921 12,552 Depreciation and amortization 23,801 21,987 47,663 43,087 94,052 84,774 EBITDA 56,610 51,090 109,738 99,549 241,121 212,113 Share-based compensation 1,501 1,354 3,224 2,746 6,370 5,029 Adjusted EBITDA 1$ 58,111 $ 52,444 $ 112,962 $ 102,295 $ 247,491 $ 217,142 Adjusted EBITDA margin 2 42 % 41 % 42 % 41 % 42 % 41 % Reconciliation of Adjusted EBITDA to Net Cash Provided by Operating Activities Three Months Ended Six Months Ended Twelve Months Ended (dollar amounts in thousands) June 30, June 30, June 30, 2020 2019 2020 2019 2020 2019 Adjusted EBITDA 1$ 58,111 $ 52,444 $ 112,962 $ 102,295 $ 247,491 $ 217,142 Interest paid (2,172 ) (3,382 ) (5,031 ) (6,210 ) (11,296 ) (12,685 ) Income taxes paid, net of refunds received (1,790 ) (5,463 ) (2,153 ) (6,173 ) (13,508 ) (12,655 ) Gain on sale of used rental equipment (4,814 ) (4,553 ) (9,602 ) (9,168 ) (21,743 ) (18,852 ) Foreign currency exchange loss (gain) (117 ) (37 ) 319 (86 ) 321 27 Amortization of debt issuance cost 2 2 5 5 11 10 Change in certain assets and liabilities: Accounts receivable, net (106 ) (1,615 ) 2,159 (2 ) (4,149 ) (15,923 ) Prepaid expenses and other assets (2,004 ) (9,726 ) (1,641 ) (21,246 ) 6,075 (15,659 ) Accounts payable and other liabilities 5,858 9,380 (5,311 ) 15,663 (3,717 ) 17,171 Deferred income (1,128 ) 8,431 5,815 16,909 (5,956 ) 22,313 Net cash provided by operating activities$ 51,840 $ 45,481 $ 97,522 $ 91,987 $ 193,529 $ 180,889
1. Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation, amortization and share-based compensation.
2. Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by total
revenues for the period.
Adjusted EBITDA is a component of two restrictive financial covenants for the Company's unsecured Credit Facility, the Note Purchase Agreement, Series B Senior Notes and Series C Senior Notes (as defined and more fully described under the heading "Liquidity and Capital Resources" in this MD&A). These instruments contain financial covenants requiring the Company to not:
• Permit the Consolidated Fixed Charge Coverage Ratio (as defined in the
Credit Facility and the Note Purchase Agreement (as defined and more fully
described under the heading "Liquidity and Capital Resources" in this MD&A)) of Adjusted 16
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EBITDA (as defined in the Credit Facility and the Note Purchase Agreement)
to fixed charges as of the end of any fiscal quarter to be less than 2.50
to 1. At
• Permit the Consolidated Leverage Ratio of funded debt (as defined in the
Credit Facility and the Note Purchase Agreement) to Adjusted EBITDA at any
time during any period of four consecutive quarters to be greater than 2.75 to 1. AtJune 30 2020 , the actual ratio was 1.10 to 1. AtJune 30, 2020 , the Company was in compliance with each of the aforementioned covenants. There are no anticipated trends that the Company is aware of that would indicate non-compliance with these covenants, although, significant deterioration in our financial performance could impact the Company's ability to comply with these covenants.
Recent Developments
Dividends
OnJune 3, 2020 , the Company announced that the Board of Directors declared a quarterly cash dividend of$0.42 per common share for the quarter endedJune 30, 2020 , an increase of 12% over the prior year's comparable quarter.
Credit Facility and Note Purchase Agreement
OnMarch 31, 2020 , the Company renewed its$420 million credit facility with a syndicate of banks. The five year facility matures onMarch 31, 2025 and replaced the Company's existing$420 million line of credit.BofA Securities, Inc. served as Sole Bookrunner and Joint Lead Arranger.Bank of America, N.A . served as Administrative Agent,U.S. Bank National Association served as Joint Lead Arranger and Syndication Agent, andMUFG Union Bank N.A. andWells Fargo Bank, N.A . served as Syndication Agents. OnMarch 31, 2020 , the Company entered into an amended and restated$250 million note purchase and private shelf agreement withPrudential Private Capital . In addition to governing the terms of the current$40 million Series B Senior Notes and$60 million Series C Senior Notes outstanding, the new agreement allows for the issuance of up to an additional$150 million of senior notes on terms to be determined at such time that any additional notes are issued.
Covid-19
An outbreak of a new strain of coronavirus, COVID-19, occurred inChina inDecember 2019 and has spread globally including to every state inthe United States .The Center for Disease Control ("CDC") andWorld Health Organization ("WHO") have recognized this outbreak as a pandemic, which has caused shutdowns to businesses and cities worldwide while disrupting supply chains, business operations, travel, consumer confidence and business sentiment. Each of the states in which the Company operates, and in some cases the localities as well, have issued orders requiring the closure of non-essential business and/or requiring residents to stay at home. The Company is following guidelines established by theCDC andWHO and orders issued by state and local governments where the Company operates. The Company has taken a number of precautionary health and safety measures to safeguard its employees and customers, while maintaining business continuity to enable each of its operating segments and branch locations to continue providing services to customers identified as essential businesses under the relevant state and local rules. The Company has implemented remote work policies, restricted travel, separated work groups, enhanced cleaning and hygiene protocols in all of its facilities, products and vehicles, and requires distancing protocols for production and logistical personnel. The Company is continuing to monitor and assessing orders issued by federal, state and local governments to ensure compliance with evolving COVID-19 guidelines. The Company also continues to monitor the impact of COVID-19 on its existing customerswho themselves may be impacted by governmental shutdowns and other impacts due to the governmental orders. As of the date of this filing, significant uncertainty continues to exist concerning the magnitude of the impact and duration of the COVID-19 pandemic. While the Company's operating segments and branch locations currently continue to operate, the Company's results of operations may be negatively impacted by project delays; early returns of equipment currently on rent with customers; overall decreased customer demand for new rental orders, rental related services and sales of new and used rental equipment; and payment delay, or non-payment, by customerswho are significantly impacted by COVID-19. In light of the uncertain and rapidly evolving situation relating to the COVID-19 pandemic, the Company has taken a number of precautionary measures to manage its resources conservatively by reducing and/or deferring non-essential capital expenditures and operating expenses to mitigate the adverse impact of the pandemic. The Company will continue to assess its capital expenditure needs against its cash availability during the crisis to make the most strategic decisions for its business. Furthermore, the Company believes that its recently renewed$420 million credit facility, coupled with its ability to access additional capital through the issuance of up to$150 million in additional senior notes, will strengthen the Company's liquidity position and serve to mitigate some of the operational risk related to decreased customer demand for new rental orders and sales resulting from the COVID-19 pandemic.
While the Company has not seen a significant impact from COVID-19 in the financial results for the second quarter of 2020 as set forth in the below section discussing the results of operations for the second quarter of 2020, the Company is currently unable to
17 -------------------------------------------------------------------------------- determine or predict the full nature, duration or scope of the overall impact the COVID-19 pandemic will have on its business, results of operations, liquidity or capital resources. The Company will continue to actively monitor the situation and may take further actions that alter its business operations as may be required by federal, state or local authorities or that the Company determines are in the best interests of employees, customers and shareholders. 18
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Results of Operations
Three Months EndedJune 30, 2020 Compared to Three Months EndedJune 30, 2019 Overview Consolidated revenues for the three months endedJune 30, 2020 increased 8% to$137.7 million from$127.4 million in the same period in 2019. Consolidated net income for the three months endedJune 30, 2020 increased 16% to$22.5 million , from$19.5 million for the same period in 2019. Earnings per diluted share for the three months endedJune 30, 2020 increased 16% to$0.92 from$0.79 for the same period in 2019.
For the three months ended
• Gross profit increased
Mobile Modular's gross profit increased
due to higher gross profit on rental and sales revenues. TRS-RenTelco's
gross profit decreased$0.6 million , or 4%, primarily due to lower gross profit on rental revenues, partly offset by higher gross profit on sales revenues.Adler Tanks' gross profit decreased$4.6 million , or 36%,
primarily due to lower gross profit on rental, rental related services and
sales revenues. Enviroplex's gross profit increased$3.1 million , primarily due to$8.1 million higher sales revenues in 2020.
• Selling and administrative expenses decreased
$30.5 million , primarily due to lower travel, meals and meeting costs. • Interest expense decreased 30%, to$2.2 million in 2020 compared to the
same period in 2019, due to 28% lower net average interest rates of 3.02%
in 2020 compared to 4.22% in 2019, and 3% lower average debt levels of the
Company.
• Pre-tax income contribution by Mobile Modular, TRS-RenTelco and Adler
Tanks was 63%, 26% and 4%, respectively, compared to 56%, 31% and 15%,
respectively, for the comparable 2019 period. These results are discussed
on a segment basis below. Enviroplex pre-tax income contribution was 7%
and a negative 2% in 2020 and 2019, respectively.
• The provision for income taxes resulted in an effective tax rate of 26.4%
and 24.9% for the quarters ended
• Adjusted EBITDA increased
19
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Mobile Modular
For the three months endedJune 30, 2020 , Mobile Modular's total revenues increased$9.0 million , or 13%, to$76.8 million compared to the same period in 2019, primarily due to higher sales and rental revenues, partly offset by lower rental related services revenues. The revenue increase, together with higher gross profit on rental and sales revenues, partly offset by higher selling and administrative expenses and lower gross profit on rental related services revenues, resulted in a 34% increase in pre-tax income to$19.3 million for the three months endedJune 30, 2020 , from$14.4 million for the same period in 2019.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
Mobile Modular - Three Months Ended
Three Months Ended (dollar amounts in thousands) June 30, Increase (Decrease) 2020 2019 $ % Revenues Rental$ 46,628 $ 44,737 $ 1,891 4 % Rental related services 14,463 15,901 (1,438 ) (9 )% Rental operations 61,091 60,638 453 1 % Sales 15,316 6,725 8,591 128 % Other 355 359 (4 ) (1 )% Total revenues 76,762 67,722 9,040 13 % Costs and Expenses Direct costs of rental operations: Depreciation of rental equipment 5,737 5,469 268 5 % Rental related services 10,362 11,728 (1,366 ) (12 )% Other 12,376 14,282 (1,906 ) (13 )%
Total direct costs of rental operations 28,475 31,479
(3,004 ) (10 )% Costs of sales 10,845 4,257 6,588 155 % Total costs of revenues 39,320 35,736 3,584 10 % Gross Profit Rental 28,514 24,986 3,528 14 % Rental related services 4,101 4,173 (72 ) (2 )% Rental operations 32,615 29,159 3,456 12 % Sales 4,471 2,468 2,003 81 % Other 356 359 (3 ) (1 )% Total gross profit 37,442 31,986 5,456 17 % Selling and administrative expenses 16,857 15,677 1,180 8 % Income from operations 20,585 16,309 4,276 26 % Interest expense allocation (1,279 ) (1,878 ) 599 (32 )% Pre-tax income$ 19,306 $ 14,431 $ 4,875 34 % Other Selected Information Average rental equipment 1$ 822,743 $ 786,512 $ 36,231 5 % Average rental equipment on rent$ 639,218 $ 623,265 $ 15,953 3 % Average monthly total yield 2 1.89 % 1.90 % (1 )% Average utilization 3 77.7 % 79.2 % (2 )% Average monthly rental rate 4 2.43 % 2.39 % 2 % Period end rental equipment 1$ 825,093 $ 792,169 $ 32,924 4 % Period end utilization 3 76.8 % 79.6 % (4 )% 1. Average and Period end rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
2. Average monthly total yield is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment, for the period.
3. Period end utilization is calculated by dividing the cost of rental equipment
on rent by the total cost of rental equipment, excluding new equipment inventory and accessory equipment. Average utilization for the period is calculated using the average month end costs of rental equipment.
4. Average monthly rental rate is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment on rent, for the period.
20 -------------------------------------------------------------------------------- Mobile Modular's gross profit for the three months endedJune 30, 2020 increased$5.5 million , or 17%, to$37.4 million . For the three months endedJune 30, 2020 compared to the same period in 2019:
• Gross Profit on Rental Revenues - Rental revenues increased
or 4%, primarily due to 2% higher average monthly rental rates and 3% higher average rental equipment on rent in 2020. As a percentage of rental revenues, depreciation was 12% in 2020 and 2019, and other direct costs were 27% in 2020 and 32% in 2019, which resulted in gross margin
percentages of 61% in 2020 and 56% in 2019. The higher rental revenues and
higher rental margins, resulted in gross profit on rental revenues increasing$3.5 million , or 14%, to$28.5 million in 2020.
• Gross Profit on Rental Related Services - Rental related services revenues
decreased
revenues are negotiated with the initial modular building lease and are recognized on a straight-line basis with the associated costs over the initial term of the lease. The decrease in rental related services
revenues was primarily attributable to decreased services performed during
the lease and lower amortization of modular building delivery and return
delivery and dismantle revenues. The lower revenues, partly offset by
higher gross margin percentage of 28% in 2020, compared with 26% in 2019,
resulted in rental related services gross profit decreasing
or 2%, to
• Gross Profit on Sales - Sales revenues increased
compared to 2019, due to higher new and used equipment sales. The higher
sales revenues, partly offset by lower gross margin percentage of 29% in
2020 compared to 37% in 2019, resulted in gross profit on sales increasing
part of Mobile Modular's rental business; however, these sales and related
gross margins can fluctuate from quarter to quarter and year to year
depending on customer requirements, equipment availability and funding.
For the three months ended
21
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TRS-RenTelco
For the three months endedJune 30, 2020 , TRS-RenTelco's total revenues increased$0.8 million , or 2% to$33.1 million compared to the same period in 2019, due to higher rental and sales revenues, partly offset by lower rental related services revenues. Pre-tax income decreased$0.1 million , or 1%, to$7.9 million for the three months endedJune 30, 2020 compared to the same period in 2019, primarily due to lower gross profit on rental and rental related services revenues, partly offset by lower selling and administrative expenses and higher gross profit on sales revenues.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
TRS-RenTelco - Three Months Ended6/30/20 compared to Three Months Ended6/30/19 (Unaudited) Three Months Ended (dollar amounts in thousands) June 30, Increase (Decrease) 2020 2019 $ % Revenues Rental$ 26,012 $ 25,489 $ 523 2 % Rental related services 670 854 (184 ) (22 )% Rental operations 26,682 26,343 339 1 % Sales 5,922 5,317 605 11 % Other 475 650 (175 ) (27 )% Total revenues 33,079 32,310 769 2 % Costs and Expenses Direct costs of rental operations: Depreciation of rental equipment 11,750 10,164 1,586 16 % Rental related services 517 686 (169 ) (25 )% Other 3,562 4,018 (456 ) (11 )%
Total direct costs of rental operations 15,829 14,868
961 6 % Costs of sales 3,049 2,617 432 17 % Total costs of revenues 18,878 17,485 1,393 8 % Gross Profit Rental 10,700 11,307 (607 ) (5 )% Rental related services 153 168 (15 ) (9 )% Rental operations 10,853 11,475 (622 ) (5 )% Sales 2,873 2,700 173 6 % Other 475 650 (175 ) (27 )% Total gross profit 14,201 14,825 (624 ) (4 )% Selling and administrative expenses 5,875 6,093 (218 ) (4 )% Income from operations 8,326 8,732 (406 ) (5 )% Interest expense allocation (500 ) (707 ) (207 ) (29 )% Foreign currency exchange gain 117 37 80 nm Pre-tax income$ 7,943 $ 8,062 $ (119 ) (1 )% Other Selected Information Average rental equipment 1$ 338,919 $ 297,379 $ 41,540 14 % Average rental equipment on rent$ 216,583 $ 199,826 $ 16,757 8 % Average monthly total yield 2 2.56 % 2.86 % (10 )% Average utilization 3 63.9 % 67.2 % (5 )% Average monthly rental rate 4 4.00 % 4.25 % (6 )% Period end rental equipment 1$ 337,227 $ 306,743 $ 30,484 10 % Period end utilization 3 65.7 % 67.3 % (2 )% 1. Average and Period end rental equipment represents the cost of rental equipment, excluding accessory equipment.
2. Average monthly total yield is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment, for the period.
3. Period end utilization is calculated by dividing the cost of rental equipment
on rent by the total cost of rental equipment, excluding accessory equipment.
Average utilization for the period is calculated using the average month end
costs of rental equipment.
4. Average monthly rental rate is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment on rent, for the period.
nm = not meaningful 22 -------------------------------------------------------------------------------- TRS-RenTelco's gross profit for the three months endedJune 30, 2020 decreased$0.6 million , or 4%, to$14.2 million . For the three months endedJune 30, 2020 compared to the same period in 2019:
• Gross Profit on Rental Revenues - Rental revenues increased
or 2%, and depreciation expense increased
in a 5% decrease in gross profit on rental revenues to
percentage of rental revenues, depreciation was 45% in 2020 and 40% in
2019, and other direct costs were 14% in 2020 and 16% in 2019, which
resulted in a gross margin percentage of 41% in 2020 compared to 44% in
2019. The rental revenues increase was due to 8% higher average rental
equipment on rent in 2020 as compared to 2019, partly offset by 6% lower
average monthly rental rates. The lower rental rates were primarily
related to business mix, with more general purpose equipment and less
communications equipment on rent compared to the prior year.
• Gross Profit on Sales - Sales revenues increased
to
51% in 2019. Sales occur as a normal part of TRS-RenTelco's rental
business; however, these sales and related gross margins can fluctuate
from quarter to quarter depending on customer requirements and related mix
of equipment sold, equipment availability and funding.
For the three months endedJune 30, 2020 , selling and administrative expenses decreased$0.2 million , or 4%, to$5.9 million , primarily due to lower marketing and administrative expenses. 23
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For the three months endedJune 30, 2020 ,Adler Tanks' total revenues decreased$7.7 million , or 29%, to$18.6 million compared to the same period in 2019, primarily due to lower rental, rental related services and sales revenues. Lower gross profit on rental, rental related services and sales revenues, partly offset by lower selling and administrative expenses, resulted in a$2.8 million , or 70%, decrease in pre-tax income to$1.2 million for the three months endedJune 30, 2020 , compared to the same period in 2019.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income and other selected information.
Adler Tanks - Three Months Ended6/30/20 compared to Three Months Ended6/30/19 (Unaudited) Three Months Ended (dollar amounts in thousands) June 30, Increase (Decrease) Continued 2020 2019 $ % Revenues Rental$ 12,989 $ 17,879 $ (4,890 ) (27 )% Rental related services 5,342 7,712 (2,370 ) (31 )% Rental operations 18,331 25,591 (7,260 ) (28 )% Sales 232 593 (361 ) (61 )% Other 70 151 (81 ) (54 )% Total revenues 18,633 26,335 (7,702 ) (29 )% Costs and Expenses Direct costs of rental operations: Depreciation of rental equipment 4,096 4,093 3 0 % Rental related services 4,015 5,723 (1,708 ) (30 )% Other 2,227 3,441 (1,214 ) (35 )% Total direct costs of rental operations 10,338 13,257 (2,919 ) (22 )% Costs of sales 228 415 (187 ) (45 )% Total costs of revenues 10,566 13,672 (3,106 ) (23 )% Gross Profit Rental 6,666 10,345 (3,679 ) (36 )% Rental related services 1,327 1,989 (662 ) (33 )% Rental operations 7,993 12,334 (4,341 ) (35 )% Sales 4 178 (174 ) (98 )% Other 70 151 (81 ) (54 )% Total gross profit 8,067 12,663 (4,596 ) (36 )% Selling and administrative expenses 6,353 7,814 (1,461 ) (19 )% Income from operations 1,714 4,849 (3,135 ) (65 )% Interest expense allocation (518 ) (819 ) (301 ) (37 )% Pre-tax income$ 1,196 $ 4,030 $ (2,834 ) (70 )% Other Selected Information Average rental equipment 1$ 314,780 $ 313,552 $ 1,228 0 % Average rental equipment on rent$ 139,464 $ 180,175 $ (40,711 ) (23 )% Average monthly total yield 2 1.38 % 1.90 % (27 )% Average utilization 3 44.3 % 57.5 % (23 )% Average monthly rental rate 4 3.10 % 3.31 % (6 )% Period end rental equipment 1$ 314,905 $ 313,730 $ 1,175 0 % Period end utilization 3 43.1 % 55.3 % (22 )% 1. Average and Period end rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
2. Average monthly total yield is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment, for the period.
3. Period end utilization is calculated by dividing the cost of rental equipment
on rent by the total cost of rental equipment, excluding new equipment inventory and accessory equipment. Average utilization for the period is calculated using the average month end costs of rental equipment.
4. Average monthly rental rate is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment on rent, for the period.
24
--------------------------------------------------------------------------------Adler Tanks' gross profit for the three months endedJune 30, 2020 decreased 36%, to$8.1 million . For the three months endedJune 30, 2020 compared to the same period in 2019:
• Gross Profit on Rental Revenues - Rental revenues decreased
or 27%, due to 23% lower average rental equipment on rent and 6% lower
average monthly rental rates in 2020 compared to 2019. COVID-19 related
business disruptions and a decrease in the price of oil and gas,
contributed to weaker activities in multiple geographic and market
segments, which resulted in decreased rental revenues compared to 2019. As
a percentage of rental revenues, depreciation was 32% in 2020 and 23% in 2019, and other direct costs were 17% and 19% in 2020 and 2019, respectively, which resulted in gross margin percentages of 51% and 58% in 2020 and 2019, respectively. The lower rental revenues, and lower rental
margins resulted in a 36% decrease in gross profit on rental revenues to
• Gross Profit on Rental Related Services - Rental related services revenues
decreased$2.4 million , or 31%, to$5.3 million compared to 2019. Lower rental related services revenues and lower gross margin percentage of 25%
in 2020 compared with 26% in 2019 resulted in rental related services
gross profit decreasing 33% to
For the three months endedJune 30, 2020 , selling and administrative expenses decreased 19% to$6.4 million compared to the same period in 2019, primarily due to decreased corporate allocated expenses, lower marketing and administrative costs and decreased salaries and employee benefit costs. 25 --------------------------------------------------------------------------------
Six Months EndedJune 30, 2020 Compared to Six Months EndedJune 30, 2019 Overview Consolidated revenues for the six months endedJune 30, 2020 increased 7% to$267.1 million from$249.4 million for the same period in 2019. Consolidated net income for the six months endedJune 30, 2020 increased 13% to$42.7 million , from$37.9 million for the same period in 2019. Earnings per diluted share for the six months endedJune 30, 2020 increased 13% to$1.74 from$1.54 for the same period in 2019.
For the six months ended
• Gross profit increased
2020. Mobile Modular's gross profit increased
primarily due to higher gross profit on rental, rental related services
and sales revenues. TRS-RenTelco's gross profit increased
2%, primarily due to higher gross profit on rental and rental related
services revenues, partly offset by lower gross profit on sales
revenues.
primarily due to lower gross profit on rental, rental related services and
sales revenues. Enviroplex's gross profit increased
primarily due to
2020.
• Selling and administrative expenses increased 3% to
employee salaries and employee benefit costs.
• Interest expense decreased 23% to
average interest rates of 3.34% in 2020 compared to 4.21% in 2019, and 3%
lower debt levels of the Company.
• Pre-tax income contribution by Mobile Modular, TRS-RenTelco and Adler
Tanks was 65%, 27% and 6%, respectively, compared to 56%, 30% and 15%,
respectively, for the comparable 2019 period. These results are discussed
on a segment basis below. Pre-tax income contribution by Enviroplex was 3%
in 2020, compared to negative 1% in 2019.
• The provision for income taxes resulted in an effective tax rate of 25.4%
and 24.5% for the six months ended
• Adjusted EBITDA increased
26
--------------------------------------------------------------------------------
Mobile Modular
For the six months endedJune 30, 2020 , Mobile Modular's total revenues increased$17.1 million , or 13%, to$150.0 million compared to the same period in 2019, primarily due to higher rental, rental related services and sales revenues during the period. The revenue increase, together with higher gross profit on rental, rental related services and sales revenues, partly offset by higher selling and administrative expenses, resulted in a 33% increase in pre-tax income to$37.2 million for the six months endedJune 30, 2020 , from$28.1 million for the same period in 2019.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income, and other selected information.
Mobile Modular - Six Months Ended6/30/20 compared to Six Months Ended6/30/19 (Unaudited) Six Months Ended (dollar amounts in thousands) June 30, Increase (Decrease) 2020 2019 $ % Revenues Rental$ 94,038 $ 86,998 $ 7,040 8 % Rental related services 32,607 30,372 2,235 7 % Rental operations 126,645 117,370 9,275 8 % Sales 22,572 14,725 7,847 53 % Other 743 719 24 3 % Total revenues 149,960 132,814 17,146 13 % Costs and Expenses Direct costs of rental operations: Depreciation of rental equipment 11,406 10,877 529 5 % Rental related services 23,712 22,655 1,057 5 % Other 24,993 26,917 (1,924 ) (7 )%
Total direct costs of rental operations 60,111 60,449
(338 ) (1 )% Costs of sales 15,548 9,500 6,048 64 % Total costs of revenues 75,659 69,949 5,710 8 % Gross Profit Rental 57,638 49,204 8,434 17 % Rental related services 8,895 7,717 1,178 15 % Rental operations 66,533 56,921 9,612 17 % Sales 7,024 5,225 1,799 34 % Other 744 719 25 3 % Total gross profit 74,301 62,865 11,436 18 % Selling and administrative expenses 34,275 31,047 3,228 10 % Income from operations 40,026 31,818 8,208 26 % Interest expense allocation (2,826 ) (3,761 ) (935 ) (25 )% Pre-tax income$ 37,200 $ 28,057 $ 9,143 33 % Other Selected Information Average rental equipment 1$ 819,212 $ 782,562 $ 36,650 5 % Average rental equipment on rent$ 640,272 $ 618,658 $ 21,614 3 % Average monthly total yield 2 1.90 % 1.85 % 3 % Average utilization 3 78.2 % 79.1 % (1 )% Average monthly rental rate 4 2.45 % 2.34 % 5 % Period end rental equipment 1$ 825,093 $ 750,701 $ 74,392 10 % Period end utilization 3 76.8 % 77.2 % (1 )% 1. Average and Period end rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
2. Average monthly total yield is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment, for the period.
3. Period end utilization is calculated by dividing the cost of rental equipment
on rent by the total cost of rental equipment, excluding new equipment inventory and accessory equipment. Average utilization for the period is calculated using the average month end costs of rental equipment.
4. Average monthly rental rate is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment on rent, for the period.
27 -------------------------------------------------------------------------------- Mobile Modular's gross profit for the six months endedJune 30, 2020 increased$11.4 million , or 18%, to$74.3 million . For the six months endedJune 30, 2020 compared to the same period in 2019:
• Gross Profit on Rental Revenues - Rental revenues increased
or 8%, primarily due to 5% higher average monthly rental rates and 3%
higher average rental equipment on rent in 2020 as compared to 2019. As a
percentage of rental revenues, depreciation was 12% in 2020 and 2019, and
other direct costs were 27% in 2020 and 31% in 2019, which resulted in gross margin percentage of 61% in 2020 compared to 57% in 2019. The higher rental revenues and higher rental margins resulted in gross profit on rental revenues increasing$8.4 million , or 17%, to$57.6 million in 2020. • Gross Profit on Rental Related Services - Rental related services revenues
increased
revenues are negotiated with the initial modular building lease and are recognized on a straight-line basis with the associated costs over the initial term of the lease. The increase in rental related services
revenues was primarily attributable to increased services performed during
the lease. The higher revenues, together with higher gross margin
percentage of 27% in 2020 compared to 25% in 2019, resulted in rental
related services gross profit increasing$1.2 million , or 15% to$8.9 million in 2020.
• Gross Profit on Sales - Sales revenues increased
primarily due to higher new and used equipment sales compared to 2019. The
higher sales revenues, partly offset by lower gross margin percentage of
31% in 2020 compared to 35% in 2019 resulted in sales gross profit
increasing
routinely as a normal part of Mobile Modular's rental business; however,
these sales and related gross margins can fluctuate from quarter to
quarter and year to year depending on customer requirements, equipment
availability and funding.
For the six months ended
28
--------------------------------------------------------------------------------
TRS-RenTelco
For the six months endedJune 30, 2020 , TRS-RenTelco's total revenues increased$4.2 million , or 7%, to$67.1 million compared to the same period in 2019, primarily due to higher rental revenues. Pre-tax income increased 1%, to$15.3 million for the six months endedJune 30, 2020 compared to$15.1 million for the same period in 2019, primarily due to higher gross profit on rental and rental related services revenues, partly offset by lower gross profit on sales revenues.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income, and other selected information.
TRS-RenTelco - Six Months Ended6/30/20 compared to Six Months Ended6/30/19 (Unaudited) Six Months Ended (dollar amounts in thousands) June 30, Increase (Decrease) 2020 2019 $ % Revenues Rental$ 53,548 $ 49,112 $ 4,436 9 % Rental related services 1,496 1,562 (66 ) (4 )% Rental operations 55,044 50,674 4,370 9 % Sales 11,031 11,067 (36 ) (0 )% Other 1,067 1,245 (178 ) (14 )% Total revenues 67,142 62,986 4,156 7 % Costs and Expenses Direct costs of rental operations: Depreciation of rental equipment 23,582 19,684 3,898 20 % Rental related services 1,163 1,313 (150 ) (11 )% Other 7,942 8,118 (176 ) (2 )%
Total direct costs of rental operations 32,687 29,115
3,572 12 % Costs of sales 5,497 5,379 118 2 % Total costs of revenues 38,184 34,494 3,690 11 % Gross Profit Rental 22,024 21,310 714 3 % Rental related services 333 249 84 34 % Rental operations 22,357 21,559 798 4 % Sales 5,534 5,688 (154 ) (3 )% Other 1,067 1,245 (178 ) (14 )% Total gross profit 28,958 28,492 466 2 % Selling and administrative expenses 12,236 12,063 173 1 % Income from operations 16,722 16,429 293 2 % Interest expense allocation (1,147 ) (1,385 ) (238 ) (17 )% Foreign currency exchange (loss) gain (319 ) 86 (405 ) nm Pre-tax income$ 15,256 $ 15,130 $ 126 1 % Other Selected Information Average rental equipment 1$ 338,066 $ 291,590 $ 46,476 16 % Average rental equipment on rent$ 218,714 $ 191,485 $ 27,229 14 % Average monthly total yield 2 2.64 % 2.81 % (6 )% Average utilization 3 64.7 % 65.7 % (2 )% Average monthly rental rate 4 4.08 % 4.27 % (4 )% Period end rental equipment 1$ 337,227 $ 306,743 $ 30,484 10 % Period end utilization 3 65.7 % 67.3 % (2 )% 1. Average and Period end rental equipment represents the cost of rental equipment, excluding accessory equipment.
2. Average monthly total yield is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment, for the period.
3. Period end utilization is calculated by dividing the cost of rental equipment
on rent by the total cost of rental equipment, excluding accessory equipment.
Average utilization for the period is calculated using the average month end
costs of rental equipment.
4. Average monthly rental rate is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment on rent, for the period.
nm Not meaningful 29 -------------------------------------------------------------------------------- TRS-RenTelco's gross profit for the six months endedJune 30, 2020 increased$0.5 million , or 2%, to$29.0 million . For the six months endedJune 30, 2020 compared to the same period in 2019:
• Gross Profit on Rental Revenues - Rental revenues increased
or 9%, with depreciation expense increasing
million and other direct costs decreasing
million, resulting in a 3% increase in gross profit on rental revenues to
$22.0 million . As a percentage of rental revenues, depreciation was 44% in 2020, compared to 40% in 2019, and other direct costs were 15% and 17% in
2020 and 2019, respectively, which resulted in a gross margin percentage
of 41% in 2020 compared to 43% in 2019. The rental revenues increase was
due to 14% higher average rental equipment on rent, partly offset by 4% lower average monthly rental rates, compared to 2019.
• Gross Profit on Sales - Sales revenues decreased
million in 2020. Gross profit on sales decreased
margin percentage decreasing to 50% from 51% in 2019, primarily due to
lower margins on used equipment sales. Sales occur routinely as a normal
part of TRS-RenTelco's rental business; however, these sales and related
gross margins can fluctuate from quarter to quarter depending on customer
requirements, equipment availability and funding.
For the six months ended
30
--------------------------------------------------------------------------------
For the six months endedJune 30, 2020 ,Adler Tanks' total revenues decreased$10.4 million , or 21%, to$39.3 million compared to the same period in 2019, primarily due to lower rental, rental related services and sales revenues during the period. The revenue decrease together with lower total gross profit, partly offset by lower selling and administrative expenses resulted in a 57% decrease in pre-tax income to$3.2 million for the six months endedJune 30, 2020 , from$7.5 million for the same period in 2019.
The following table summarizes results for each revenue and gross profit category, income from operations, pre-tax income, and other selected information.
Six Months Ended (dollar amounts in thousands) June 30, Increase (Decrease) 2020 2019 $ % Revenues Rental$ 27,549 $ 34,691 $ (7,142 ) (21 )% Rental related services 10,883 13,988 (3,105 ) (22 )% Rental operations 38,432 48,679 (10,247 ) (21 )% Sales 730 863 (133 ) (15 )% Other 160 228 (68 ) (30 )% Total revenues 39,322 49,770 (10,448 ) (21 )% Costs and Expenses Direct costs of rental operations: Depreciation of rental equipment 8,233 8,126 107 1 % Rental related services 8,282 10,532 (2,250 ) (21 )% Other 4,683 6,439 (1,756 ) (27 )% Total direct costs of rental operations 21,198 25,097 (3,899 ) (16 )% Costs of sales 548 587 (39 ) (7 )% Total costs of revenues 21,746 25,684 (3,938 ) (15 )% Gross Profit Rental 14,633 20,126 (5,493 ) (27 )% Rental related services 2,601 3,456 (855 ) (25 )% Rental operations 17,234 23,582 (6,348 ) (27 )% Sales 182 276 (94 ) nm Other 160 228 (68 ) (30 )% Total gross profit 17,576 24,086 (6,510 ) (27 )% Selling and administrative expenses 13,177 14,894 (1,717 ) (12 )% Income from operations 4,399 9,192 (4,793 ) (52 )% Interest expense allocation (1,179 ) (1,646 ) (467 ) (28 )% Pre-tax income$ 3,220 $ 7,546 $ (4,326 ) (57 )% Other Selected Information Average rental equipment 1$ 314,823 $ 313,032 $ 1,791 1 % Average rental equipment on rent$ 144,512 $ 178,745 $ (34,233 ) (19 )% Average monthly total yield 2 1.46 % 1.85 % (21 )% Average utilization 3 45.9 % 57.1 % (20 )% Average monthly rental rate 4 3.18 % 3.23 % (2 )% Period end rental equipment 1$ 314,905 $ 313,730 $ 1,175 0 % Period end utilization 3 43.1 % 55.3 % (22 )% 1. Average and Period end rental equipment represents the cost of rental equipment, excluding new equipment inventory and accessory equipment.
2. Average monthly total yield is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment, for the period.
3. Period end utilization is calculated by dividing the cost of rental equipment
on rent by the total cost of rental equipment, excluding new equipment inventory accessory equipment. Average utilization for the period is calculated using the average month end costs of rental equipment.
4. Average monthly rental rate is calculated by dividing the averages of monthly
rental revenues by the cost of rental equipment on rent, for the period.
nm Not meaningful 31
--------------------------------------------------------------------------------
• Gross Profit on Rental Revenues - Rental revenues decreased
or 21%, primarily due to 19% lower average rental equipment on rent, and
2% lower average monthly rental rates in 2020 as compared to 2019. COVID-19 related business disruptions and a decrease in the price of oil and gas, contributed to weaker activities in multiple geographic and
market segments, which resulted in decreased rental revenues compared to
2019. As a percentage of rental revenues, depreciation was 30% in 2020 and
23% in 2019, and other direct costs were 17% and 19% in 2020 and 2019,
respectively, which resulted in gross margin percentages of 53% and 58% in
2020 and 2019, respectively. The lower rental revenues and lower rental
margins resulted in gross profit on rental revenues decreasing$5.5 million , or 27%, to$14.6 million in 2020.
• Gross Profit on Rental Related Services - Rental related services revenues
decreased
lower gross margin percentage of 24% in 2020 compared to 25% in 2019,
resulted in rental related services gross profit decreasing
or 25%, to
For the six months ended
32
--------------------------------------------------------------------------------
Liquidity and Capital Resources
The Company's rental businesses are capital intensive and generate significant cash flows. Cash flows for the Company for the three months endedJune 30, 2020 compared to the same period in 2019 are summarized as follows: Cash Flows from Operating Activities: The Company's operations provided net cash of$97.5 million in 2020 compared to$92.0 million in 2019. The 6% increase in net cash provided by operating activities was primarily attributable to a lower increase in prepaid expenses and other assets and improved income from operations, partly offset by lower increase in accounts payable and accrued liabilities and deferred income. Cash Flows from Investing Activities: Net cash used in investing activities was$42.5 million in 2020, compared to$76.4 million in 2019. The$33.8 million decrease was primarily due to$33.1 million lower purchases of rental equipment of$57.6 million in 2020, compared to 2019,$3.6 million higher proceeds from sales of used rental equipment, partly offset by$2.9 million higher purchases of property, plant and equipment. Cash Flows from Financing Activities: Net cash used in financing activities was$56.7 million in 2020, compared to$15.6 million in 2019. The$41.1 million increase was due to$24.6 million higher net repayment under bank lines of credit,$13.5 million higher repurchases of common stock and$2.2 million higher dividend payments. Significant capital expenditures are required to maintain and grow the Company's rental assets. During the last three years, the Company has financed its working capital and capital expenditure requirements through cash flow from operations, proceeds from the sale of rental equipment and from borrowings. Sales occur routinely as a normal part of the Company's rental business. However, these sales can fluctuate from period to period depending on customer requirements and funding. Although the net proceeds received from sales may fluctuate from period to period, the Company believes its liquidity will not be adversely impacted from lower sales in any given year because it believes it has the ability to increase its bank borrowings and conserve its cash in the future by reducing the amount of cash it uses to purchase rental equipment, pay dividends, or repurchase the Company's common stock.
Unsecured Revolving Lines of Credit
OnMarch 31, 2020 , the Company entered into an amended and restated credit agreement withBank of America, N.A ., as Administrative Agent, SwingLine Lender , L/C Issuer and lender, and other lenders named therein (the "Credit Facility"). The Credit Facility provides for a$420.0 million unsecured revolving credit facility (which may be further increased to$670.0 million by adding one or more tranches of term loans and/or increasing the aggregate revolving commitments), which includes a$25.0 million sublimit for the issuance of standby letters of credit and a$10.0 million sublimit for swingline loans. The proceeds of the Credit Facility are available to be used for general corporate purposes, including permitted acquisitions. The Credit Facility permits the Company's existing indebtedness to remain, which includes the Company's$12.0 million Treasury Sweep Note dueMarch 31, 2025 , the Company's existing senior notes issued pursuant to the Note Purchase and Private Shelf Agreement withPrudential Investment Management, Inc. , dated as ofApril 21, 2011 (as amended, the "the Prior NPA"): (i) the$40.0 million aggregate outstanding principal of notes issuedMarch 17, 2014 and dueMarch 17, 2021 , and (ii) the$60.0 million aggregate outstanding principal of notes issuedNovember 5, 2015 and dueNovember 5, 2022 . In addition, the Company may incur additional senior note indebtedness in an aggregate amount not to exceed$250.0 million . The Credit Facility matures onMarch 31, 2025 and replaced the Company's prior$420.0 million credit facility datedMarch 31, 2016 withBank of America, N.A ., as agent, as amended. All obligations outstanding under the prior credit facility as of the date of the Credit Facility were refinanced by the Credit Facility onMarch 31, 2020 . OnMarch 30, 2020 , the Company entered into an amended and restated Credit Facility Letter Agreement and a CreditLine Note in favor ofMUFG Union Bank, N.A. , which provides for a$12.0 million line of credit facility related to its cash management services ("Sweep Service Facility"). The Sweep Service Facility matures on the earlier ofMarch 31, 2025 , or the date the Company ceases to utilizeMUFG Union Bank, N.A. for its cash management services. The Sweep Service Facility replaced the Company's prior$12.0 million sweep service facility, dated as ofMarch 31, 2016 . AtJune 30, 2020 , under the Credit Facility and Sweep Service Facility, the Company had unsecured lines of credit that permit it to borrow up to$432.0 million of which$172.1 million was outstanding, and had capacity to borrow up to an additional$259.9 million . The Credit Facility contains financial covenants requiring the Company to not (all defined terms used below not otherwise defined herein have the meaning assigned to such terms in the Credit Facility):
• Permit the Consolidated Fixed Charge Coverage Ratio as of the end of any
fiscal quarter to be less than 2.50 to 1. At
ratio was 4.38 to 1.
• Permit the Consolidated Leverage Ratio at any time during any period of
four consecutive fiscal quarters to be greater than 2.75 to 1. At
2020, the actual ratio was 1.10 to 1. 33
-------------------------------------------------------------------------------- AtJune 30, 2020 , the Company was in compliance with each of the aforementioned covenants. There are no anticipated trends that the Company is aware of that would indicate non-compliance with these covenants, although significant deterioration in our financial performance could impact the Company's ability to comply with these covenants.
Note Purchase and Private Shelf Agreement
OnMarch 31, 2020 , the Company entered into an Amended and Restated Note Purchase and Private Shelf Agreement (the "Note Purchase Agreement") withPGIM, Inc. and the holders of Series B and Series C Notes previously issued pursuant to the Prior NPA, among the Company and the other parties to the Note Purchase Agreement. The Note Purchase Agreement amended and restated, and superseded in its entirety, the Prior NPA. Pursuant to the Prior NPA, the Company issued (i)$40.0 million aggregate principal amount of its 3.68% Series B Senior Notes dueMarch 17, 2021 , and (ii)$60.0 million aggregate principal amount of its 3.84% Series C Senior Notes dueNovember 5, 2022 , to which the terms of the Note Purchase Agreement shall apply. In addition, pursuant to the Note Purchase Agreement, the Company may authorize the issuance and sale of additional senior notes (the "Shelf Notes") in the aggregate principal amount of (x)$250 million minus (y) the amount of other notes (such as the Series B Senior Notes and Series C Senior Notes, each defined below) then outstanding, to be dated the date of issuance thereof, to mature, in case of each Shelf Note so issued, no more than 15 years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than 15 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in accordance with the Note Purchase Agreement. Shelf Notes may be issued and sold from time to time at the discretion of the Company's Board of Directors and in such amounts as the Board of Directors may determine, subject to prospective purchasers' agreement to purchase the Shelf Notes. The Company will sell the Shelf Notes directly to such purchasers. The full net proceeds of each Shelf Note will be used in the manner described in the applicable Request for Purchase with respect to such Shelf Note.
3.68% Senior Notes Due in 2021
OnMarch 17, 2014 , the Company issued and sold to the purchaser a$40.0 million aggregate principal amount of its 3.68% Series B Senior Notes (the "Series B Senior Notes") pursuant to the terms of the Prior NPA. The Series B Senior Notes are an unsecured obligation of the Company and bear interest at a rate of 3.68% per annum and mature onMarch 17, 2021 . Interest on the Series B Senior Notes is payable semi-annually beginning onSeptember 17, 2014 and continuing thereafter onMarch 17 andSeptember 17 of each year until maturity. The full net proceeds from the Series B Senior Notes were used for working capital and other general corporate purposes. AtJune 30, 2020 , the principal balance outstanding under the Series B Senior Notes was$40.0 million .
3.84% Senior Notes Due in 2022
OnNovember 5, 2015 , the Company issued and sold to the purchaser a$60.0 million aggregate principal amount of its 3.84% Series C Senior Notes (the "Series C Senior Notes") pursuant to the terms of the Prior NPA. The Series C Senior Notes are an unsecured obligation of the Company and bear interest at a rate of 3.84% per annum and mature onNovember 5, 2022 . Interest on the Series C Senior Notes is payable semi-annually beginning onMay 5, 2016 and continuing thereafter onNovember 5 andMay 5 of each year until maturity. The principal balance is due when the notes mature onNovember 5, 2022 . The full net proceeds from the Series C Senior Notes were used to reduce the outstanding balance on the Company's revolving credit line. AtJune 30, 2020 , the principal balance outstanding under the Series C Senior Notes was$60.0 million . Among other restrictions, the Note Purchase Agreement, which has superseded in its entirety the Prior NPA, under which the Series B Senior Notes and Series C Senior Notes were sold, contains financial covenants requiring the Company to not (all defined terms used below not otherwise defined herein have the meaning assigned to such terms in the Note Purchase Agreement): • Permit the Consolidated Fixed Charge Coverage Ratio of EBITDA to fixed charges as of the end of any fiscal quarter to be less than 2.50 to 1. AtJune 30, 2020 , the actual ratio was 4.38 to 1.
• Permit the Consolidated Leverage Ratio of funded debt to EBITDA at any
time during any period of four consecutive quarters to be greater than 2.75 to 1. AtJune 30, 2020 , the actual ratio was 1.10 to 1. AtJune 30, 2020 , the Company was in compliance with each of the aforementioned covenants. There are no anticipated trends that the Company is aware of that would indicate non-compliance with these covenants, although significant deterioration in our financial performance could impact the Company's ability to comply with these covenants. 34
-------------------------------------------------------------------------------- Although no assurance can be given, the Company believes it will continue to be able to negotiate general bank lines of credit and issue senior notes adequate to meet capital requirements not otherwise met by operational cash flows and proceeds from sales of rental equipment. Furthermore, the Company believes it has the financial resources to weather the expected short-term impacts of COVID-19. However, the Company has limited insight into the extent to which its business may be impacted by COVID-19, and there are many uncertainties, including how long and how severely the Company will be impacted. An extended and severe impact may materially and adversely affect the Company's future operations, financial position and liquidity.
Common Stock Purchase
The Company has in the past made purchases of shares of its common stock from time to time in over-the-counter market (NASDAQ) transactions, through privately negotiated, large block transactions and through a share repurchase plan, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. InAugust 2015 , the Company's Board of Directors authorized the Company to repurchase up to 2,000,000 shares of the Company's outstanding common stock (the "Repurchase Plan"). The amount and time of the specific repurchases are subject to prevailing market conditions, applicable legal requirements and other factors, including management's discretion. All shares repurchased by the Company are canceled and returned to the status of authorized but unissued shares of common stock. There can be no assurance that any authorized shares will be repurchased and the Repurchase Plan may be modified, extended or terminated by the Board of Directors at any time. There were 279,866 shares of common stock repurchased during the six months endedJune 30, 2020 for the aggregate purchase price of$13.5 million or an average price of$48.24 per repurchased share. There were no shares repurchased in the six months endedJune 30, 2019 . As ofJune 30, 2020 , 1,312,160 shares remained authorized for repurchase under the Repurchase Plan.
Contractual Obligations
We believe that our contractual obligations have not changed materially from those included in our 2019 Annual Report.
Off-Balance Sheet Arrangements
We had no material off-balance sheet arrangements as of
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