This Form 10-Q, including the following Management's Discussion and Analysis of
Financial Condition and Results of Operations ("MD&A"), contains forward-looking
statements under federal securities laws. Forward-looking statements are not
guarantees of future performance and involve a number of risks and
uncertainties. Our actual results could differ materially from those indicated
by forward-looking statements as a result of various factors. These factors
include, but are not limited to, those set forth under this Item, those
discussed in Part II-Item 1A, "Risk Factors" and elsewhere in this Form 10-Q and
those that may be identified from time to time in our reports and registration
statements filed with the SEC.

This discussion should be read in conjunction with the Condensed Consolidated
Financial Statements and related Notes included in Part I-Item 1 of this Form
10-Q and the Consolidated Financial Statements and related Notes and the
Management's Discussion and Analysis of Financial Condition and Results of
Operations contained in our Annual Report on Form 10-K for the year ended
December 31, 2019, as filed with the SEC on February 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 in California ("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 ended June 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 ended June 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

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schools. Looking forward, the Company believes that any interruption in the
passage of facility bonds or contraction of class size reduction programs by
public schools may have a material adverse effect on both rental and sales
revenues of the Company. (For more information, see "Item 1.
Business - Relocatable Modular Buildings - Classroom Rentals and Sales to Public
Schools (K-12)" in the Company's 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 of Adler 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 ended June 30, 2020 and 2019, respectively. Of the total rental
operations revenues for the six months ended June 30, 2020, Mobile Modular,
TRS-RenTelco and Adler 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 and Adler 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 in
California. For the six months ended June 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 ended June 30, 2020 and 2019, Mobile Modular and Enviroplex
together comprised 72% and 59%, respectively, TRS-RenTelco comprised 26% and
38%, respectively, and Adler 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 in the United States of America
("GAAP"), the Company presents "Adjusted EBITDA", which is defined by the
Company as net income before interest expense, provision for income taxes,
depreciation, amortization 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

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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 the SEC, the Company includes in the
tables below reconciliations of Adjusted EBITDA to the most directly comparable
financial measures calculated and presented in accordance with GAAP.

Reconciliation of Net Income to Adjusted EBITDA





                                     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 June 30, 2020, the actual ratio was 4.38 to 1.

• 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. At June 30 2020, the actual ratio was 1.10 to 1.


At June 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



On June 3, 2020, the Company announced that the Board of Directors declared a
quarterly cash dividend of $0.42 per common share for the quarter ended June 30,
2020, an increase of 12% over the prior year's comparable quarter.

Credit Facility and Note Purchase Agreement



On March 31, 2020, the Company renewed its $420 million credit facility with a
syndicate of banks. The five year facility matures on March 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, and MUFG Union Bank N.A. and Wells Fargo
Bank, N.A. served as Syndication Agents.

On March 31, 2020, the Company entered into an amended and restated $250 million
note purchase and private shelf agreement with Prudential 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 in China in
December 2019 and has spread globally including to every state in the United
States. The Center for Disease Control ("CDC") and World 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 the CDC and WHO 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 customers who 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 customers who 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

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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 Ended June 30, 2020 Compared to

                        Three Months Ended June 30, 2019

Overview

Consolidated revenues for the three months ended June 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 ended June 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 ended June 30, 2020 increased 16% to $0.92 from $0.79 for the
same period in 2019.

For the three months ended June 30, 2020, on a consolidated basis:

• Gross profit increased $3.4 million, or 6%, to $63.2 million in 2020.

Mobile Modular's gross profit increased $5.5 million, or 17%, primarily

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 $0.3 million, or 1%, to

$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 June 30, 2020 and 2019, respectively.

• Adjusted EBITDA increased $5.7 million, or 11%, to $58.1 million in 2020.








                                       19

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Mobile Modular



For the three months ended June 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 ended June 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 6/30/20 compared to Three Months Ended 6/30/19 (Unaudited)





                                             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

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Mobile Modular's gross profit for the three months ended June 30, 2020 increased
$5.5 million, or 17%, to $37.4 million. For the three months ended June 30, 2020
compared to the same period in 2019:

• Gross Profit on Rental Revenues - Rental revenues increased $1.9 million,


        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 $1.4 million, or 9%, compared to 2019. Most of these service


        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 $0.1 million,

or 2%, to $4.1 million in 2020.

• Gross Profit on Sales - Sales revenues increased $8.6 million, or 128%,

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

$2.0 million, or 81%, to $4.5 million. Sales occur 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 three months ended June 30, 2020, selling and administrative expenses increased $1.2 million, or 8%, to $16.9 million, primarily due to higher allocated corporate expenses.


                                       21

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TRS-RenTelco



For the three months ended June 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 ended June 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 Ended 6/30/20 compared to Three Months Ended 6/30/19
(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 ended June 30, 2020 decreased
$0.6 million, or 4%, to $14.2 million. For the three months ended June 30, 2020
compared to the same period in 2019:

• Gross Profit on Rental Revenues - Rental revenues increased $0.5 million,

or 2%, and depreciation expense increased $1.6 million, or 16%, resulting

in a 5% decrease in gross profit on rental revenues to $10.7 million. As a

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 $0.6 million, or 11%, to

$5.9 million in 2020. Gross profit on sales increased $0.2 million, or 6%,

to $2.9 million with gross margin percentage of 49% in 2020 compared with

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 ended June 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

--------------------------------------------------------------------------------

Adler Tanks



For the three months ended June 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 ended
June 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 Ended 6/30/20 compared to Three Months Ended 6/30/19
(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 ended June 30, 2020 decreased
36%, to $8.1 million. For the three months ended June 30, 2020 compared to the
same period in 2019:

• Gross Profit on Rental Revenues - Rental revenues decreased $4.9 million,

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

$6.7 million in 2020.

• 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 $1.3 million in 2020.




For the three months ended June 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 Ended June 30, 2020 Compared to

                         Six Months Ended June 30, 2019

Overview

Consolidated revenues for the six months ended June 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 ended June 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 ended June 30, 2020 increased 13% to $1.74 from $1.54 for the
same period in 2019.

For the six months ended June 30, 2020, on a consolidated basis:

• Gross profit increased $8.0 million, or 7%, to $124.9 million in

2020. Mobile Modular's gross profit increased $11.4 million, or 18%,

primarily due to higher gross profit on rental, rental related services

and sales revenues. TRS-RenTelco's gross profit increased $0.5 million, or

2%, primarily due to higher gross profit on rental and rental related

services revenues, partly offset by lower gross profit on sales

revenues. Adler Tanks' gross profit decreased $6.5 million, or 27%,

primarily due to lower gross profit on rental, rental related services and

sales revenues. Enviroplex's gross profit increased $2.6 million,

primarily due to $6.8 million higher sales revenues of $10.7 million in

2020.

• Selling and administrative expenses increased 3% to $62.5 million from

$60.5 million for the same period in 2019, primarily due to increased

employee salaries and employee benefit costs.

• Interest expense decreased 23% to $4.8 million, due to 20% lower net

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 June 30, 2020 and 2019, respectively

• Adjusted EBITDA increased $10.7 million, or 10%, to $113.0 million in 2020.




                                       26

--------------------------------------------------------------------------------

Mobile Modular



For the six months ended June 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 ended June 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 Ended 6/30/20 compared to Six Months Ended 6/30/19
(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 ended June 30, 2020 increased
$11.4 million, or 18%, to $74.3 million. For the six months ended June 30, 2020
compared to the same period in 2019:

• Gross Profit on Rental Revenues - Rental revenues increased $7.0 million,

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 $2.2 million, or 7%, compared to 2019. Most of these service


        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 $7.8 million, or 53%,

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 $1.8 million, or 34%, to $7.0 million in 2020. Sales occur

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 June 30, 2020, selling and administrative expenses increased $3.2 million, or 10%, to $34.3 million, primarily due to higher allocated corporate expenses and increased salaries and employee benefit costs.


                                       28

--------------------------------------------------------------------------------

TRS-RenTelco



For the six months ended June 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 ended June 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 Ended 6/30/20 compared to Six Months Ended 6/30/19
(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 ended June 30, 2020 increased
$0.5 million, or 2%, to $29.0 million. For the six months ended June 30, 2020
compared to the same period in 2019:

• Gross Profit on Rental Revenues - Rental revenues increased $4.4 million,

or 9%, with depreciation expense increasing $3.9 million, or 20%, to $23.6

million and other direct costs decreasing $0.2 million, or 2%, to $7.9

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 $0.1 million to $11.0

million in 2020. Gross profit on sales decreased $0.2 million with gross

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 June 30, 2020, selling and administrative expenses increased $0.2 million, or 1%, to $12.2 million compared to the same period in 2019.







                                       30

--------------------------------------------------------------------------------

Adler Tanks



For the six months ended June 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 ended June 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.

Adler Tanks - Six Months Ended 6/30/20 compared to Six Months Ended 6/30/19 (Unaudited)





                                              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

--------------------------------------------------------------------------------

Adler Tanks' gross profit for the six months ended June 30, 2020 decreased $6.5 million, or 27%, to $17.6 million. For the six months ended June 30, 2020 compared to the same period in 2019:

• Gross Profit on Rental Revenues - Rental revenues decreased $7.1 million,

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 $3.1 million, or 22%, compared to 2019. The lower revenues and

lower gross margin percentage of 24% in 2020 compared to 25% in 2019,

resulted in rental related services gross profit decreasing $0.9 million,

or 25%, to $2.6 million in 2020.

For the six months ended June 30, 2020, selling and administrative expenses decreased $1.7 million, or 12%, to $13.2 million compared to the same period in 2019, primarily due to lower salaries and employee benefit costs, decreased marketing and administrative costs and lower corporate allocated expenses.


                                       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 ended June 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



On March 31, 2020, the Company entered into an amended and restated credit
agreement with Bank of America, N.A., as Administrative Agent, Swing Line
Lender, L/C Issuer and lender, and other lenders named therein (the "Credit
Facility"). The Credit Facility provides for a $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 due March 31, 2025, the Company's
existing senior notes issued pursuant to the Note Purchase and Private Shelf
Agreement with Prudential Investment Management, Inc., dated as of April 21,
2011 (as amended, the "the Prior NPA"): (i) the $40.0 million aggregate
outstanding principal of notes issued March 17, 2014 and due March 17, 2021, and
(ii) the $60.0 million aggregate outstanding principal of notes issued November
5, 2015 and due November 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 on March 31, 2025 and replaced the Company's prior
$420.0 million credit facility dated March 31, 2016 with Bank of America, N.A.,
as agent, as amended. All obligations outstanding under the prior credit
facility as of the date of the Credit Facility were refinanced by the Credit
Facility on March 31, 2020.

On March 30, 2020, the Company entered into an amended and restated Credit
Facility Letter Agreement and a Credit Line Note in favor of MUFG Union Bank,
N.A., which provides for a $12.0 million line of credit facility related to its
cash management services ("Sweep Service Facility"). The Sweep Service Facility
matures on the earlier of March 31, 2025, or the date the Company ceases to
utilize MUFG Union Bank, N.A. for its cash management services. The Sweep
Service Facility replaced the Company's prior $12.0 million sweep service
facility, dated as of March 31, 2016.

At June 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 June 30, 2020, the actual

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 June 30,


        2020, the actual ratio was 1.10 to 1.


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At June 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



On March 31, 2020, the Company entered into an Amended and Restated Note
Purchase and Private Shelf Agreement (the "Note Purchase Agreement") with PGIM,
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 due
March 17, 2021, and (ii) $60.0 million aggregate principal amount of its 3.84%
Series C Senior Notes due November 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



On March 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 on March 17, 2021. Interest on the Series B Senior Notes is
payable semi-annually beginning on September 17, 2014 and continuing thereafter
on March 17 and September 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. At June 30, 2020, the principal balance outstanding under
the Series B Senior Notes was $40.0 million.

3.84% Senior Notes Due in 2022



On November 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 on November 5, 2022. Interest on the Series C
Senior Notes is payable semi-annually beginning on May 5, 2016 and continuing
thereafter on November 5 and May 5 of each year until maturity. The principal
balance is due when the notes mature on November 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. At June 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. At
        June 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. At June 30, 2020, the actual ratio was 1.10 to 1.


At June 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.

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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. In August
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 ended June 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 ended June 30, 2019. As of June 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 June 30, 2020.

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