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Business Combinations and Acquisitions (Tables)

12 Months Ended

Dec. 31, 2019

The net proceeds from the Business Combination, as reported in the consolidated statements of cash flows for the year ended December 31, 2017 within the financing section are summarized below:


(in thousands)	Net proceeds
Cash in Double Eagle's Trust (net of redemptions)	$	288,381
Cash from private placement of common stock to TDR Capital affiliate	418,261
Gross cash received by WillScot from Business Combination	706,642
Less: purchase of WSII's outstanding equity	(125,676)
Less: fees to underwriters	(9,188)
Net cash received by WillScot in connection with the Business Combination and related financing transactions	$	571,778

The number of shares of Class A and Class B common stock of WillScot issued and outstanding immediately following the consummation of the Business Combination is summarized as follows:


	Number of Shares of Class A Common Stock of WillScot	Number of Shares of Class B Common Stock of WillScot
Double Eagle public shares outstanding prior to the Business Combination	49,704,329	—
Less: Redemption of Double Eagle public shares	21,128,456	—
Plus: Conversion of Double Eagle Class B shares to Double Eagle Class A shares^(a)	12,500,000	—
Total Double Eagle shares outstanding immediately prior to the effective date of the Business Combination	41,075,873	—
Class B shares issued as part of consideration for WSII purchase	—	8,024,419
Common shares issued through private placement to TDR Capital affiliate	43,568,901	—
Total shares of common stock of WillScot outstanding at closing, November 29, 2017	84,644,774	8,024,419

(a) 12,425,000 of the converted Class B ordinary shares were placed into escrow as of the Business Combination date and were subject to the earnout arrangement. All of the escrowed shares were released to shareholders in 2018.

The following table summarizes the August 15, 2018 preliminary fair values of the assets acquired and liabilities assumed at December 31, 2018 and adjustments made between these preliminary balances and the final recorded fair value.


(in thousands)	Preliminary Balance		Adjustments		Final Balance August 15, 2018
Trade receivables, net^(a)	$	81,320	$	(8,175)	$	73,145
Prepaid expenses and other current assets	17,342		965		18,307
Inventories	4,757		—		4,757
Rental equipment	853,986		(1,210)		852,776
Property, plant and equipment^(b)	110,413		27,248		137,661
Intangible assets
Favorable leases	3,976		—		3,976
Trade name	3,000		—		3,000
Deferred tax assets, net	$	1,855	$	(1,855)	$	—
Total identifiable assets acquired	$	1,076,649	$	16,973	$	1,093,622

Accrued liabilities	$	31,551	$	1,936	$	33,487
Accounts payable	37,678		421		38,099
Deferred revenue and customer deposits	15,938		—		15,938
Deferred tax liabilities	—		1,154		1,154
Total liabilities assumed	$	85,167	$	3,511	$	88,678

Total goodwill^(c)	$	215,764	$	(13,462)	$	202,302

(a) As of the acquisition date, the fair value of accounts receivable was $73.1 million and the gross contractual amount was $89.0 million. The Company analyzed information available at the time of acquisition in estimating uncollectible receivables and the fair value of remaining receivables. The Company's analysis, as of the acquisition date, included an assessment of the risk of collectibility of receivables by analyzing historical payment trends, the status of collection efforts, and any other pertinent customer specific information that existed as of the acquisition date.

(b) Upon completion of the valuation analysis, the Company recorded a net increase in property, plant and equipment of $27.2 million related to the finalization of our valuations of acquired land. The fair value of acquired land was determined using valuations from third party specialists which were based on sales prices for comparable assets at the date of acquisition.

(c) The goodwill is reflective of ModSpace’s going concern value and operational synergies that the Company expects to achieve that would not be available to other market participants. A portion of the goodwill from the ModSpace acquisition is deductible for income tax purposes.

Business Combination, Pro Forma Information

The following table summarizes the key inputs utilized to determine the fair value of the Stock Consideration and 2018 Warrants included within the purchase price of ModSpace.


	Stock Consideration fair value inputs		2018 Warrants fair value inputs
Expected volatility	28.6	%	35.0	%
Risk-free rate of interest	2.2	%	2.7	%
Dividend Yield	—	%	—	%
Expected life (years)	0.5		4.3

The unaudited pro forma information below has been prepared using the purchase method of accounting, giving effect to the Acton and ModSpace acquisitions as if they had been completed on January 1, 2017. The pro forma information is not necessarily indicative of the Company’s results of operations had the acquisitions been completed on the above date, nor is it necessarily indicative of the Company’s future results. The pro forma information does not reflect any cost savings from operating efficiencies or synergies that could result from the acquisition, and also does not reflect additional revenue opportunities following the acquisition.


(unaudited, in thousands)	Year Ended December 31, 2018^(a)			Year Ended December 31, 2017^(a)
WillScot revenues	$	751,412		$	445,942	(b)
Acton and ModSpace revenues	312,609			537,393		(c)
Pro forma revenues	$	1,064,021		$	983,335

WillScot loss from operations before income tax	$	(92,172)		$	(165,398)	(d)
Acton and ModSpace loss from operations before income tax	(7,457)			(111,319)		(c)
Loss from operations before income tax before pro forma adjustments	(99,629)			(276,717)
Pro forma adjustments to combined loss from operations before income tax:
Impact of fair value adjustments/useful life changes on depreciation	10,135			13,557		(e)
Intangible asset amortization	(625)		(f)	(1,708)		(f)
Interest expense	(41,178)		(g)	(75,031)		(h)
Elimination of Acton and ModSpace interest	20,279		(i)	45,461		(i)
Pro forma loss from operations before income tax	(111,018)		(j)	(294,438)
Income tax benefit	(43,462)		(k)	(34,228)		(k)
Income from discontinued operations	—			14,650
Pro forma net loss	$	(67,556)		$	(245,560)

(a) Pro forma results for the year ended December 31, 2017 reflects both Acton and ModSpace historical activity. Pro forma results for the year ended December 31, 2018 include ModSpace historical activity, but do not reflect any adjustments for Acton, as they were included in WillScot results for the entire year. Post-acquisition ModSpace and Acton revenues and pre-tax income are reflected in WillScot's historical revenue and pre-tax income amounts.

(b) Excludes historical revenues and pre-tax income from discontinued operations.

(c) Historical Acton revenues were $93.9 million and historical ModSpace revenues were $443.5 million, respectively, for the year ended December 31, 2017. Historical Acton pre-tax loss was $3.2 million and historical ModSpace pre-tax loss was $108.1 million, respectively, for the year ended December 31, 2017.

(d) Excludes historical revenues and pre-tax income from discontinued operations. Includes historical Corporate and other selling, general and administrative ("SG&A") expenses related to Algeco Group costs, which were $45.1 million for the year ended December 31, 2017.

(e) Depreciation of rental equipment and non-rental depreciation were adjusted for the fair value mark-ups of equipment acquired in the Acton and ModSpace acquisitions. For the year ended December 31, 2017, Acton had additional depreciation expense of $5.3 million and ModSpace had a reduction of $18.9 million. The useful lives assigned did not change significantly from the useful lives used by ModSpace.

(f) Amortization of the trade names acquired. A value of $0.7 million was assigned to the Acton tradename, which was amortized over one year. The ModSpace tradename was assigned a value of $3.0 million and a life of three years.

(g) In connection with the ModSpace acquisition, the Company drew an incremental $419.0 million on the ABL Facility (see Note 12) and issued $300.0 million of 2023 Secured Notes and $200.0 million of Unsecured Notes (see Note 12). An interest rate of 6.54% was used to calculate pro forma interest expense as a result of the ModSpace acquisition, which represents the weighted-average interest rate for the aforementioned borrowings at December 31, 2018. Interest expense includes amortization of related deferred financing fees on debt incurred in conjunction with the ModSpace acquisition.

(h) In connection with the Acton acquisition, the Company drew $237.1 million on the ABL Facility. The weighted-average interest rate of ABL borrowings was 4.02%. In connection with the ModSpace acquisition, the Company drew an incremental $419.0 million on the ABL Facility and issued $300.0 million of secured notes and $200.0 million of unsecured notes. The weighted-average interest rate of all ModSpace acquisition borrowings was 6.54%. Interest expense includes amortization of related deferred financing fees on debt incurred in conjunction with ModSpace acquisition.

(i) Interest on Acton and ModSpace historical debt was eliminated. Historical Acton interest was $5.1 million and historical ModSpace interest was $40.4 million, respectively, for the year ended December 31, 2017.

(j) Pro forma loss from operations before income taxes includes $15.5 million of restructuring expense, $30.0 million of integration costs, and $20.1 million of transaction costs incurred by WillScot for the year ended December 31, 2018. Additionally, pro forma pre-tax loss for the year

ended December 31, 2018 also includes $20.5 million of interest expense associated with bridge financing fees incurred in connection with the acquisition of ModSpace.

(k) As the combined pro forma company was in a tax loss position in 2018 and 2017, all pro forma adjustments for US tax effects are at the federal and state US statutory tax rate of 25.8% since the adjustments represent future deductible or taxable temporary differences.

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Assets
Cash and cash equivalents	$ 3,045	$ 8,958
Trade receivables, net of allowances for doubtful accounts at December 31, 2019 and December 31, 2018 of $15,828 and $9,340, respectively	247,596	206,502
Inventories	15,387	16,218
Prepaid expenses and other current assets	14,621	21,828
Assets held for sale	11,939	2,841
Total current assets	292,588	256,347
Rental equipment, net	1,944,436	1,929,290
Property, plant and equipment, net	147,689	183,750
Operating lease assets	146,698
Goodwill	235,177	247,017
Intangible assets, net	126,625	131,801
Other non-current assets	4,436	4,280
Total long-term assets	2,605,061	2,496,138
Total assets	2,897,649	2,752,485
Liabilities and equity
Accounts payable	109,926	90,353
Accrued liabilities	82,355	84,696
Accrued interest	16,020	20,237
Deferred revenue and customer deposits	82,978	71,778
Operating lease liabilities - current	29,133
Current portion of long-term debt	0	1,959
Total current liabilities	320,412	269,023
Long-term debt	1,632,589	1,674,540
Deferred tax liabilities	70,693	67,384
Deferred revenue and customer deposits	12,342	7,723
Operating lease liabilities - non-current	118,429
Other non-current liabilities	34,229	31,618
Long-term liabilities	1,868,282	1,781,265
Total liabilities	2,188,694	2,050,288
Commitments and contingencies (see Note 19)
Additional paid-in-capital	2,396,501	2,389,548
Accumulated other comprehensive loss	(62,775)	(68,026)
Accumulated deficit	(1,689,373)	(1,683,319)
Total shareholders' equity	644,365	638,215
Non-controlling interest	64,590	63,982
Total equity	708,955	702,197
Total liabilities and equity	2,897,649	2,752,485
Class A Common Stock
Liabilities and equity
Common stock	$ 11	$ 11
Par value (in USD per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	400,000,000	400,000,000
Common stock issued (in shares)	108,818,854	108,508,997
Common stock outstanding (in shares)	108,818,854	108,508,997
Class B Common Stock
Liabilities and equity
Common stock	$ 1	$ 1
Par value (in USD per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	100,000,000	100,000,000
Common stock issued (in shares)	8,024,419	8,024,419
Common stock outstanding (in shares)	8,024,419	8,024,419

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Statement of Comprehensive Income [Abstract]
Net loss	$ (11,543)	$ (53,572)	$ (149,812)
Other comprehensive (loss) income:
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	10,586	(11,639)	6,768
Net loss on derivatives, net of income tax benefit of $(1,471), $(1,822) and $0 for the years ended December 31, 2019, 2018 and 2017, respectively	(4,809)	(5,955)	0
Comprehensive loss	(5,766)	(71,166)	(143,044)
Comprehensive income (loss) attributable to non-controlling interest	105	(6,137)	(2,118)
Total comprehensive loss attributable to WillScot	$ (5,871)	$ (65,029)	$ (140,926)

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Restricted Stock Awards

The following table summarizes the Company’s RSA activity during the year ended December 31, 2019:


	RSAs	Weighted-Average Grant Date Fair Value
Outstanding RSAs, December 31, 2018	72,053	$	15.57
Granted during 2019	52,755	$	14.69
Forfeited during 2019	—	$	—
Vested during 2019	(72,053)	$	15.57
Outstanding RSAs, December 31, 2019	52,755	$	14.69

Restricted Stock Units

The following table summarizes the Company's Time-Based RSU award activity during the year ended December 31, 2019:


	Time-Based RSUs	Weighted-Average Grant Date Fair Value
Outstanding Time-Based RSUs, December 31, 2018	852,733	$	13.60
Granted during 2019	478,400	$	11.69
Forfeited during 2019	(52,648)	$	12.78
Vested during 2019	(213,180)	$	12.78
Outstanding Time-Based RSUs, December 31, 2019	1,065,305	$	12.78

The following table summarizes the Company's Market-Based RSU award activity during the year ended December 31, 2019:


	Market-Based RSUs	Weighted-Average Grant Date Fair Value
Outstanding Market-Based RSUs, December 31, 2018	—	$	—
Granted during 2019	302,182	$	13.22
Forfeited during 2019	(13,901)	$	13.22
Vested during 2019	—	$	—
Outstanding Market-Based RSUs, December 31, 2019	288,281	$	13.22

Stock Option Awards

The following table summarizes the Company's stock option activity as of December 31, 2019:


	Options	Weighted - Average Exercise Price per Share
Outstanding stock options, December 31, 2018	589,257	$	13.60
Granted during 2019	—	$	—
Forfeited during 2019	(41,302)	$	13.60
Vested during 2019	(147,313)	$	13.60
Outstanding stock options, December 31, 2019	400,642	$	13.60
Exercised during 2019	(13,767)	$	13.60
Vested and exercisable stock options, December 31, 2019	133,546	$	13.60

Assumptions Made for the Valuation of Stock Options

The fair value of each option award at grant date was estimated using the Black-Scholes option-pricing model with the following assumptions:


	Assumptions
Expected volatility	36.0		%
Expected dividend yield	—
Risk-free interest rate	2.7		%
Expected term (in years)	6.25
Exercise price	$	13.60
Weighted-average grant date fair value	$	5.51

Discontinued Operations - Cash Flows from Discontinued Operations (Details) - Remote accommodations - Discontinued Operations $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Depreciation and amortization	$ 26,584
Depreciation and amortization	$ 9,890

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Operating activities:
Net loss	$ (11,543)	$ (53,572)	$ (149,812)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	189,436	136,467	107,876
Provision for doubtful accounts	14,496	7,656	5,062
Impairment losses on goodwill and intangibles	0		60,743
Impairment losses on long-lived assets	2,848	1,600	0
Impairment on right of use assets	4,160	0	0
Gain on sale of rental equipment and other property, plant and equipment	(11,660)	(12,878)	(9,310)
Interest receivable capitalized into notes due from affiliates	0	0	(3,915)
Amortization of debt discounts and debt issuance costs	11,450	7,652	21,887
Loss on extinguishment of debt	8,755	0	0
Stock-based compensation expense	6,686	3,439	2,970
Deferred income tax benefit	(2,624)	(40,192)	12,959
Unrealized currency (gains) losses	(745)	1,982	(26,342)
Changes in operating assets and liabilities, net of effect of businesses acquired:
Trade receivables	(63,648)	(36,452)	(20,563)
Inventories	869	(1,241)	682
Prepaid and other assets	8,237	8,416	(11,925)
Operating lease assets and liabilities	(438)	0	0
Accrued interest receivable	0	0	(7,725)
Accrued interest	(4,217)	17,526	(20,631)
Accounts payable and other accrued liabilities	4,865	(14,462)	39,771
Deferred revenue and customer deposits	15,639	11,208	(3,089)
Net cash provided by operating activities	172,566	37,149	(1,362)
Investing activities:
Acquisition of businesses	0	(1,083,146)	(237,148)
Proceeds from sale of rental equipment	42,101	30,761	28,041
Purchase of rental equipment and refurbishments	(205,106)	(160,883)	(111,701)
Lending on notes due from affiliates	0	0	(69,939)
Repayments on notes due from affiliates	0	0	2,151
Proceeds from the sale of property, plant and equipment	18,763	688	392
Purchase of property, plant and equipment	(8,340)	(4,622)	(4,446)
Net cash used in investing activities	(152,582)	(1,217,202)	(392,650)
Financing activities:
Receipts from issuance of common stock	921	147,201	571,778
Receipts from borrowings	552,230	1,212,629	1,155,651
Receipts on borrowings from notes due to affiliates	0	0	75,000
Payment of financing costs	(2,623)	(36,579)	(31,316)
Repayment of borrowings	(568,686)	(143,094)	(1,179,340)
Repayment of notes due to affiliates	0	0	(198,896)
Principal payments on capital lease obligations	(99)
Principal payments on capital lease obligations		(120)	(2,236)
Contribution from Algeco Group	0	0	6,192
Withholding taxes paid on behalf of employees on net settled stock-based awards	(654)	0	0
Payment of debt extinguishment premium costs	(7,152)	0	0
Net cash (used in) provided by financing activities	(26,063)	1,180,037	396,833
Effect of exchange rate changes on cash and cash equivalents	166	(211)	202
Net change in cash and cash equivalents	(5,913)	(227)	3,023
Cash and cash equivalents at the beginning of the period	8,958	9,185	6,162
Cash and cash equivalents at the end of the period	3,045	8,958	9,185
Supplemental cash flow information:
Interest paid	115,582	51,986	115,756
Income taxes paid (refunded), net	(1,148)	2,617	(1,389)
Capital expenditures accrued or payable	23,946	20,785	11,919
Non-cash settlements of notes due to/from affiliates and accrued interest	0	0	216,278
Non-cash deemed dividend related to warrant exchange	0	2,135	0
Non-cash acquisition of a business	$ 0	$ 148,108	$ 0

Business Combinations and Acquisitions - Modspace Purchase Price Allocation (Details) - USD ($) $ in Thousands	12 Months Ended
	Aug. 15, 2019	Dec. 31, 2019	Dec. 31, 2018	Aug. 15, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Goodwill		$ 235,177	$ 247,017		$ 28,609
ModSpace
Business Acquisition [Line Items]
Trade Receivables, net	$ 73,145			$ 81,320
Trade Receivables, net	(8,175)
Prepaid expenses and other current assets	18,307			17,342
Prepaid expenses and other current assets	965
Inventories	4,757			4,757
Inventories	0
Rental equipment	852,776			853,986
Rental equipment	(1,210)
Property, plant, and equipment	137,661			110,413
Property, plant, and equipment	27,248
Intangible assets		$ 3,000
Deferred tax assets, net	0			1,855
Deferred tax assets, net	(1,855)
Total identifiable assets acquired	1,093,622			1,076,649
Total identifiable assets acquired	16,973
Accrued liabilities	33,487			31,551
Accrued liabilities	1,936
Accounts payable	38,099			37,678
Accounts payable	421
Deferred revenue and customer deposits	15,938			15,938
Deferred revenue and customer deposits	0
Deferred tax liabilities	1,154			0
Deferred tax liabilities	1,154
Total liabilities assumed	88,678			85,167
Total liabilities assumed	3,511
Goodwill	202,302			215,764
Total goodwill	(13,462)
Fair value of accounts receivable				73,100
Accounts receivable, gross of allowance for doubtful accounts				89,000
Favorable leases \| ModSpace
Business Acquisition [Line Items]
Intangible assets	3,976			3,976
Intangible assets	0
Acton trade name \| ModSpace
Business Acquisition [Line Items]
Intangible assets	3,000			$ 3,000
Intangible assets	$ 0

Leases - Lease Cost (Details) $ in Thousands	12 Months Ended
Leases - Lease Cost (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Lessee, Lease, Description [Line Items]
Total operating lease expense	$ 83,224
Cost of leasing and services
Lessee, Lease, Description [Line Items]
Fixed lease expense	6,737
Short-term lease expense	29,729
Variable lease expense	3,787
Selling, general and administrative
Lessee, Lease, Description [Line Items]
Fixed lease expense	34,058
Short-term lease expense	2,071
Variable lease expense	4,231
Lease impairment expense and other related charges
Lessee, Lease, Description [Line Items]
Fixed lease expense	$ 2,611

Derivatives (Tables)

12 Months Ended

Dec. 31, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Interest Rate Agreements

The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of December 31 was as follows:


(in thousands)	Balance Sheet Location	2019		2018
Cash Flow Hedges:
Interest rate swap	Accrued liabilities	$	5,348	$	1,709
Interest rate swap	Other long-term liabilities	$	8,943	$	6,192

Schedule of Impact of Interest Rate Swap on Other Comprehensive Income, AOCI, and Statement of Operations

The following table discloses the impact of the interest rate swap, excluding the impact of income taxes, on other comprehensive income (“OCI”), AOCI and the Company’s statement of operations for the years ended December 31:


(in thousands)	2019		2018
Loss recognized in OCI	$	(6,280)	$	(7,777)
Location of loss recognized in income	Interest expense		Interest expense
Loss reclassified from AOCI into income (effective portion)	$	(3,254)	$	(373)

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
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+ Details

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2019

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets at December 31 consisted of the following:


(in thousands)	2019		2018
Prepaid expenses	$	5,726	$	9,200
Other current assets	8,895		12,506
Receivables due from affiliates	—		122
Total prepaid expenses and other current assets	$	14,621	$	21,828

Business Combinations and Acquisitions - ModSpace Acquisition, Additional Information (Details) - USD ($)			12 Months Ended
	Aug. 15, 2018	Jul. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Aug. 03, 2018
Business Acquisition [Line Items]
Cash consideration			$ 0	$ 1,083,146,000	$ 237,148,000
Closing price (in dollars per share)	$ 15.78
ModSpace
Business Acquisition [Line Items]
Purchase price	$ 1,200,000,000
Cash consideration	1,100,000,000
Working capital adjustment	$ 4,700,000
Fair market value of warrants (in dollars per share)	$ 5.23
Discount rate	6.00%
Common Stock \| ModSpace
Business Acquisition [Line Items]
Fair value of stock consideration (in dollars per share)	$ 14.83
Class A Common Stock \| ModSpace
Business Acquisition [Line Items]
Warrant exercise price (in USD per share)	$ 15.50
Class A Common Stock \| Common Stock \| ModSpace
Business Acquisition [Line Items]
Purchase price paid in stock (in shares)	6,458,229
Purchase price paid in stock	$ 95,800,000
Class A Common Stock \| Warrants \| ModSpace
Business Acquisition [Line Items]
Purchase price paid in stock (in shares)	10,000,000
Purchase price paid in stock	$ 52,300,000
Public Offering \| Class A Common Stock
Business Acquisition [Line Items]
Number of shares sold (in shares)		9,200,000
Senior Secured Notes \| Senior Notes \| ModSpace
Business Acquisition [Line Items]
Proceeds from debt used to fund acquisition	300,000,000.0
Senior Unsecured Notes \| Senior Notes
Business Acquisition [Line Items]
Proceeds from debt used to fund acquisition						$ 200,000,000.0
Senior Unsecured Notes \| Senior Notes \| ModSpace
Business Acquisition [Line Items]
Proceeds from debt used to fund acquisition	$ 200,000,000.0

Rental Equipment, Net - Rental Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Modular units and portable storage
Property, Plant and Equipment [Line Items]
Total rental equipment	$ 2,455,471	$ 2,333,776
Value-added products
Property, Plant and Equipment [Line Items]
Total rental equipment	121,855	90,526
Rental equipment, net
Property, Plant and Equipment [Line Items]
Total rental equipment	2,577,326	2,424,302
Less: accumulated depreciation	(632,890)	(495,012)
Property, plant and equipment, net	$ 1,944,436	$ 1,929,290

Segment Reporting - Reconciliation of Adjusted EBITDA (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Segment Reporting Information [Line Items]
Loss from continuing operations before income tax	$ (13,734)	$ (92,172)	$ (165,398)
Loss on extinguishment of debt	8,755	0	0
Interest expense	122,504	98,433	107,076
Depreciation and amortization	187,074	134,740	81,292
Currency (gains) losses, net	(688)	2,454	(12,878)
Restructuring costs, lease impairment expense and other related charges	12,429	15,468	2,196
Goodwill and other impairments	2,848	1,600	60,743
Integration costs	26,607	30,006
Stock compensation expense	6,686	3,439	9,382
Transaction costs		20,051	23,881
Other expense	4,067	1,514	2,515
Adjusted EBITDA	356,548	215,533	108,809
Operating Segments \| Modular - US
Segment Reporting Information [Line Items]
Loss from continuing operations before income tax	(19,883)	(88,206)	(12,345)
Loss on extinguishment of debt	8,755
Interest expense	120,758	96,108	65,709
Depreciation and amortization	167,951	118,555	65,645
Currency (gains) losses, net	(267)	509	(10,942)
Restructuring costs, lease impairment expense and other related charges	11,602	13,930	326
Goodwill and other impairments	2,178	1,600	0
Integration costs	23,580	29,260
Stock compensation expense	6,686	3,439	115
Transaction costs		19,780	1,841
Other expense	3,708	1,435	473
Adjusted EBITDA	325,068	196,410	110,822
Operating Segments \| Modular - Other North America
Segment Reporting Information [Line Items]
Loss from continuing operations before income tax	6,149	(3,966)	(64,580)
Loss on extinguishment of debt	0
Interest expense	1,746	2,325	4,603
Depreciation and amortization	19,123	16,185	13,341
Currency (gains) losses, net	(421)	1,945	(1,040)
Restructuring costs, lease impairment expense and other related charges	827	1,538	10
Goodwill and other impairments	670	0	60,743
Integration costs	3,027	746
Stock compensation expense	0	0	0
Transaction costs		271	0
Other expense	359	79	22
Adjusted EBITDA	31,480	19,123	13,099
Corporate and Other
Segment Reporting Information [Line Items]
Loss from continuing operations before income tax	0	0	(88,473)
Loss on extinguishment of debt	0
Interest expense	0	0	36,764
Depreciation and amortization	0	0	2,306
Currency (gains) losses, net	0	0	(896)
Restructuring costs, lease impairment expense and other related charges	0	0	1,860
Goodwill and other impairments	0	0	0
Integration costs	0	0
Stock compensation expense	0	0	9,267
Transaction costs		0	22,040
Other expense	0	0	2,020
Adjusted EBITDA	$ 0	$ 0	$ (15,112)

Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 3,000	$ 7,523
Accumulated amortization	(1,375)	(722)
Expected future amortization expense	1,625	6,801
Indefinite-lived Intangible Assets [Line Items]
Total intangible assets other than goodwill, gross	128,000	132,523
Total intangible assets other than goodwill, net	126,625	131,801
Trade names
Indefinite-lived Intangible Assets [Line Items]
Net book value	$ 125,000	$ 125,000
Favorable lease rights
Finite-Lived Intangible Assets [Line Items]
Weighted average remaining life in years		6 years 8 months 12 days
Gross carrying amount		$ 4,523
Accumulated amortization		(347)
Expected future amortization expense		$ 4,176
Trade names
Finite-Lived Intangible Assets [Line Items]
Weighted average remaining life in years	1 year 8 months 12 days	2 years 8 months 12 days
Gross carrying amount	$ 3,000	$ 3,000
Accumulated amortization	(1,375)	(375)
Expected future amortization expense	$ 1,625	$ 2,625

Leases - Lease Terms and Discount Rates (Details)	Dec. 31, 2019
Leases [Abstract]
Weighted-average remaining lease term	6 years 6 months 3 days
Weighted-average discount rate	7.00%

Segment Reporting - Assets Related to Reportable Segments (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Segment Reporting Information [Line Items]
Goodwill	$ 235,177	$ 247,017	$ 28,609
Intangible assets, net	126,625	131,801
Rental equipment, net		1,929,290
Rental equipment, net
Segment Reporting Information [Line Items]
Property, plant and equipment, net	1,944,436	1,929,290
Modular - US
Segment Reporting Information [Line Items]
Goodwill	203,933	213,264	28,609
Modular - Other North America
Segment Reporting Information [Line Items]
Goodwill	31,244	33,753	$ 0
Operating Segments \| Modular - US
Segment Reporting Information [Line Items]
Goodwill	203,932	213,264
Intangible assets, net	126,625	6,707
Rental equipment, net		1,635,014
Operating Segments \| Modular - US \| Rental equipment, net
Segment Reporting Information [Line Items]
Property, plant and equipment, net	1,652,065
Operating Segments \| Modular - Other North America
Segment Reporting Information [Line Items]
Goodwill	31,245	33,753
Intangible assets, net	0	94
Rental equipment, net		294,276
Operating Segments \| Modular - Other North America \| Rental equipment, net
Segment Reporting Information [Line Items]
Property, plant and equipment, net	292,371
Corporate and Other
Segment Reporting Information [Line Items]
Goodwill	0	0
Intangible assets, net	0	125,000
Rental equipment, net		$ 0
Corporate and Other \| Rental equipment, net
Segment Reporting Information [Line Items]
Property, plant and equipment, net	$ 0

Restructuring - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Nov. 28, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Restructuring Cost and Reserve [Line Items]
Restructuring costs		$ 3,755	$ 15,468	$ 2,196
Employee Costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs		1,955	10,182	2,196
Facility Exit Costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs		1,800	5,286	0
Corporate and Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs				1,900
Operating Segments \| Modular - US
Restructuring Cost and Reserve [Line Items]
Restructuring costs		3,300	14,000	$ 300
Operating Segments \| Modular - Other North America
Restructuring Cost and Reserve [Line Items]
Restructuring costs		$ 500	$ 1,500
Remote accommodations \| Discontinued Operations
Restructuring Cost and Reserve [Line Items]
Restructuring liabilities transferred	$ 2,000

Share-Based Compensation - Market-Based RSU Award Activity (Details) - Market-Based RSUs	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Awards
Beginning Balance (in shares) \| shares	0
Granted (in shares) \| shares	302,182
Forfeited (in shares) \| shares	(13,901)
Vested (in shares) \| shares	0
Ending Balance (in shares) \| shares	288,281
Weighted-Average Grant Date Fair Value
Beginning Balance (in USD per share) \| $ / shares	$ 0
Granted (in USD per share) \| $ / shares	13.22
Forfeited (in USD per share) \| $ / shares	13.22
Vested (in USD per share) \| $ / shares	0
Ending Balance (in USD per share) \| $ / shares	$ 13.22

Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions			1 Months Ended		12 Months Ended
	Mar. 01, 2020	Feb. 27, 2020	Feb. 24, 2020	Jan. 24, 2020	Dec. 31, 2019	Feb. 28, 2020
Subsequent Event
Subsequent Event [Line Items]
Common stock outstanding (in shares)						110,316,368
Common stock issued (in shares)						110,316,368
Subsequent Event \| Mobile Mini, Inc. [Member]
Subsequent Event [Line Items]
Number of WillScot shares issued per acquired share (in shares)	2.4050
Public Warrants
Subsequent Event [Line Items]
Warrants exercised (in shares)					135,000
Proceeds from warrant exercises					$ 0.8
Common stock issued in warrant exchange (in shares)					67,500
Warrant redemption price (in USD per share)					$ 0.01
Public Warrants \| Subsequent Event
Subsequent Event [Line Items]
Warrants exercised (in shares)		38,509	5,836,040	796,610
Proceeds from warrant exercises				$ 4.6
Common stock issued in warrant exchange (in shares)			1,097,162	398,305
Warrant redemption price (in USD per share)		$ 0.01		$ 0.01
Warrants outstanding (in shares)						17,561,700
2018 Warrants
Subsequent Event [Line Items]
Warrants outstanding (in shares)					24,232,867
2018 Warrants \| Subsequent Event
Subsequent Event [Line Items]
Warrants outstanding (in shares)						9,966,070

Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2019

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following tables set forth certain information regarding each of the Company’s reportable segments for the years ended December 31, 2019, 2018 and 2017, respectively:


	Year Ended December 31, 2019
(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
Revenues
Leasing and services revenue:
Modular space leasing	$	677,593	$	66,592	$	—	$	744,185
Modular space delivery and installation	201,368		18,689		—		220,057
Sales:
New units	54,851		4,234		—		59,085
Rental units	27,871		12,467		—		40,338
Total Revenues	961,683		101,982		—		1,063,665

Costs
Cost of leasing and services:
Modular space leasing	197,707		15,444		—		213,151
Modular space delivery and installation	176,124		17,983		—		194,107
Cost of sales:
New units	39,343		2,817		—		42,160
Rental units	17,241		9,014		—		26,255
Depreciation of rental equipment	156,409		18,270		—		174,679
Gross profit	$	374,859	$	38,454	$	—	$	413,313
Adjusted EBITDA	$	325,068	$	31,480	$	—	$	356,548
Other selected data
Selling, general and administrative expense	$	242,734	$	28,270	$	—	$	271,004
Other depreciation and amortization	$	11,542	$	853	$	—	$	12,395
Purchase of rental equipment and refurbishments	$	193,453	$	11,653	$	—	$	205,106


	Year Ended December 31, 2018
(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
Revenues
Leasing and services revenue:
Modular space leasing	$	469,302	$	48,933	$	—	$	518,235
Modular space delivery and installation	138,181		16,376		—		154,557
Sales:
New units	48,984		4,619		—		53,603
Rental units	21,123		3,894		—		25,017
Total Revenues	677,590		73,822		—		751,412

Costs
Cost of leasing and services:
Modular space leasing	131,846		11,274		—		143,120
Modular space delivery and installation	127,936		16,014		—		143,950
Cost of sales:
New units	33,484		3,379		—		36,863
Rental units	13,650		3,009		—		16,659
Depreciation of rental equipment	106,354		15,082		—		121,436
Gross profit	$	264,320	$	25,064	$	—	$	289,384
Adjusted EBITDA	$	196,410	$	19,123	$	—	$	215,533
Other selected data
Selling, general and administrative expense	$	232,754	$	22,117	$	—	$	254,871
Other depreciation and amortization	$	12,201	$	1,103	$	—	$	13,304
Purchase of rental equipment and refurbishments	$	151,407	$	9,476	$	—	$	160,883


	Year Ended December 31, 2017
(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
Revenues
Leasing and services revenue:
Modular space leasing	$	264,351	$	34,036	$	(566)	$	297,821
Modular space delivery and installation	81,036		8,814		—		89,850
Sales:
New units	29,275		7,096		—		36,371
Rental units	18,271		3,710		(81)		21,900
Total Revenues	392,933		53,656		(647)		445,942

Costs
Cost of leasing and services:
Modular space leasing	75,615		7,973		—		83,588
Modular space delivery and installation	77,303		8,174		—		85,477
Cost of sales:
New units	20,919		5,106		—		26,025
Rental units	10,099		2,544		—		12,643
Depreciation of rental equipment	60,312		12,327		—		72,639
Gross profit (loss)	$	148,685	$	17,532	$	(647)	$	165,570
Adjusted EBITDA	$	110,822	$	13,099	$	(15,112)	$	108,809
Other selected data
Selling, general and administrative expense	$	100,427	$	16,790	$	45,134	$	162,351
Other depreciation and amortization	$	5,333	$	1,014	$	2,306	$	8,653
Purchase of rental equipment and refurbishments	$	96,378	$	5,832	$	—	$	102,210

The following table presents a reconciliation of the Company’s loss before income tax by segment to Adjusted EBITDA by segment:


(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
2019
(Loss) income from continuing operations before income taxes	$	(19,883)	$	6,149	$	—	$	(13,734)
Loss on extinguishment of debt	8,755		—		—		8,755
Interest expense	120,758		1,746		—		122,504
Depreciation and amortization	167,951		19,123		—		187,074
Currency gains, net	(267)		(421)		—		(688)
Restructuring costs, lease impairment expense and other related charges	11,602		827		—		12,429
Goodwill and other impairments	2,178		670		—		2,848
Integration costs	23,580		3,027		—		26,607
Stock compensation expense	6,686		—		—		6,686
Other expense	3,708		359		—		4,067
Adjusted EBITDA	$	325,068	$	31,480	$	—	$	356,548

2018
Loss from continuing operations before income taxes	$	(88,206)	$	(3,966)	$	—	$	(92,172)
Interest expense, net	96,108		2,325		—		98,433
Depreciation and amortization	118,555		16,185		—		134,740
Currency losses, net	509		1,945		—		2,454
Restructuring costs, lease impairment expense and other related charges	13,930		1,538		—		15,468
Goodwill and other impairments	1,600		—		—		1,600
Integration costs	29,260		746		—		30,006
Stock compensation expense	3,439		—		—		3,439
Transaction costs	19,780		271		—		20,051
Other expense	1,435		79		—		1,514
Adjusted EBITDA	$	196,410	$	19,123	$	—	$	215,533

2017
Loss from continuing operations before income taxes	$	(12,345)	$	(64,580)	$	(88,473)	$	(165,398)
Interest expense, net	65,709		4,603		36,764		107,076
Depreciation and amortization	65,645		13,341		2,306		81,292
Currency gains, net	(10,942)		(1,040)		(896)		(12,878)
Goodwill and other impairments	—		60,743		—		60,743
Restructuring costs, lease impairment expense and other related charges	326		10		1,860		2,196
Transaction costs	1,841		—		22,040		23,881
Algeco LTIP Expense	115		—		9,267		9,382
Other expense	473		22		2,020		2,515
Adjusted EBITDA	$	110,822	$	13,099	$	(15,112)	$	108,809

Reconciliation of Assets from Segment to Consolidated

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


(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
As of December 31, 2019:
Goodwill	$	203,932	$	31,245	$	—	$	235,177
Intangible assets, net	$	126,625	$	—	$	—	$	126,625
Rental equipment, net	$	1,652,065	$	292,371	$	—	$	1,944,436
As of December 31, 2018:
Goodwill	$	213,264	$	33,753	$	—	$	247,017
Intangible assets, net	$	6,707	$	94	$	125,000	$	131,801
Rental equipment, net	$	1,635,014	$	294,276	$	—	$	1,929,290

Business Combinations and Acquisitions - Transaction and Integration Costs, Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Integration costs	$ 26,607	$ 30,006
Tyson, Acton, and ModSpace acquisitions
Business Acquisition [Line Items]
Integration costs		30,000
ModSpace
Business Acquisition [Line Items]
Integration costs	$ 26,600	30,000
Transaction costs		$ 20,100

Fair Value Measures

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value Measures

The fair value of financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The Company utilizes the suggested accounting guidance for the three levels of inputs that may be used to measure fair value:


Level 1 -			Observable inputs such as quoted prices in active markets for identical assets or liabilities;
Level 2 -			Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and
Level 3 -			Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions

The Company has assessed that the fair value of cash and short-term deposits, trade receivables, trade payables, capital lease and other financing obligations, and other current liabilities approximate their carrying amounts.

The following table shows the carrying amounts and fair values of financial assets and liabilities, including their levels in the fair value hierarchy:


	December 31, 2019														December 31, 2018
	Carrying Amount		Fair Value										Carrying Amount		Fair Value
(in thousands)					Level 1		Level 2		Level 3						Level 1		Level 2	Level 3
Financial liabilities not measured at fair value
US ABL Facility^(a)	$	885,245	$	—	$	903,000	$	—	$	853,409	$	—	$	878,500	$	—
Canadian ABL Facility^(a)	—		—		—		—		—		—		918		—
2022 Secured Notes^(a)	264,576		—		282,250		—		292,258		—		297,027		—
2023 Secured Notes^(a)	482,768		—		517,334		—		293,918		—		288,633		—
Unsecured Notes^(a)	—		—		—		—		198,931		—		197,462		—
Total	$	1,632,589	$	—	$	1,702,584	$	—	$	1,638,516	$	—	$	1,662,540	$	—

(a) The carrying value of the US ABL Facility, the Canadian ABL Facility, the 2022 Secured Notes, the 2023 Secured Notes and the Unsecured Notes includes $17.8 million, $0.0 million, $5.4 million, $7.2 million, and $0.0 million of unamortized debt issuance costs for the year ended December 31, 2019, which are presented as a direct reduction of the corresponding liability. The carrying value of the 2023 Secured Notes also includes a $0.5 million premium, which is net against the debt issuance costs for the year ended December 31, 2019. The carrying value of the US ABL Facility, the Canadian ABL Facility, the 2022 Secured Notes, the 2023 Secured Notes and the Unsecured Notes includes $25.1 million, $0.9 million, $7.7 million, $6.1 million, and $1.1 million of unamortized debt issuance costs for the year ended December 31, 2018, which are presented as a direct reduction of the corresponding liability.

There were no transfers of financial instruments between the three levels of the fair value hierarchy during the years ended December 31, 2019 and 2018. The carrying value of the ABL Facility, excluding debt issuance costs, approximates fair value as the interest rates are variable and reflective of market rates. The fair value of the 2022 Secured Notes, the 2023 Secured Notes and the Unsecured Notes is based on their last trading price at the end of each period obtained from a third party. The location and the fair value of derivative assets and liabilities designated as hedges in the consolidated balance sheet are disclosed in Note 15.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Deferred Revenue and Customer Deposits (Tables)

12 Months Ended

Dec. 31, 2019

Other Liabilities Disclosure [Abstract]

Schedule of Deferred Revenue and Customer Deposits

Deferred revenue and customer deposits at December 31 consisted of the following:


(in thousands)	2019		2018
Current:
Deferred revenue	$	81,303	$	68,398
Customer deposits	1,675		3,380
Total current deferred revenue and customer deposits	$	82,978	$	71,778

Long-term:
Deferred revenue	$	12,342	$	7,723
Total long-term deferred revenue and customer deposits	$	12,342	$	7,723

Business Combinations and Acquisitions - Stock Consideration Valuation (Details) - ModSpace	Aug. 15, 2018
Expected volatility
Business Acquisition [Line Items]
Measurement input	0.286
Measurement input	0.350
Risk-free rate of interest
Business Acquisition [Line Items]
Measurement input	0.022
Measurement input	0.027
Dividend Yield
Business Acquisition [Line Items]
Measurement input	0
Measurement input	0
Expected life
Business Acquisition [Line Items]
Measurement input	0.5
Measurement input	4.3

Derivatives

12 Months Ended

Dec. 31, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

On November 6, 2018, WSII entered into an interest rate swap agreement (the “Swap Agreement”) with a financial counterparty that effectively converts $400.0 million in aggregate notional amount of variable-rate debt under the Company’s ABL Facility into fixed-rate debt. The Swap Agreement will terminate on May 29, 2022, at the same time the Company’s ABL Facility matures. Under the terms of the Swap Agreement, the Company receives a floating rate equal to 1 month LIBOR and makes payments based on a fixed rate of 3.06% on the notional amount. The receive rate under the terms of the Swap Agreement was 1.74% and 2.44% at December 31, 2019 and 2018, respectively.

The Swap Agreement was designated and qualified as a hedge of the Company’s exposure to changes in interest payment cash flows created by fluctuations in variable interest rates on the ABL Facility.

The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of December 31 was as follows:


(in thousands)	Balance Sheet Location	2019		2018
Cash Flow Hedges:
Interest rate swap	Accrued liabilities	$	5,348	$	1,709
Interest rate swap	Other long-term liabilities	$	8,943	$	6,192

The fair value of the interest rate swap is based on dealer quotes of market forward rates, a Level 2 input on the fair value hierarchy, and reflects the amount that the Company would receive or pay as of December 31, 2019 for contracts involving the same attributes and maturity dates.


(in thousands)	2019		2018
Loss recognized in OCI	$	(6,280)	$	(7,777)
Location of loss recognized in income	Interest expense		Interest expense
Loss reclassified from AOCI into income (effective portion)	$	(3,254)	$	(373)

Fair Value Measures (Tables)

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Carrying Amounts and Fair Values of Financial Assets and Liabilities

The following table shows the carrying amounts and fair values of financial assets and liabilities, including their levels in the fair value hierarchy:


	December 31, 2019														December 31, 2018
	Carrying Amount		Fair Value										Carrying Amount		Fair Value
(in thousands)					Level 1		Level 2		Level 3						Level 1		Level 2	Level 3
Financial liabilities not measured at fair value
US ABL Facility^(a)	$	885,245	$	—	$	903,000	$	—	$	853,409	$	—	$	878,500	$	—
Canadian ABL Facility^(a)	—		—		—		—		—		—		918		—
2022 Secured Notes^(a)	264,576		—		282,250		—		292,258		—		297,027		—
2023 Secured Notes^(a)	482,768		—		517,334		—		293,918		—		288,633		—
Unsecured Notes^(a)	—		—		—		—		198,931		—		197,462		—
Total	$	1,632,589	$	—	$	1,702,584	$	—	$	1,638,516	$	—	$	1,662,540	$	—

Quarterly Financial Data (Tables)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Data

The quarterly amounts below during 2019 were adjusted for the adoption of ASC 842, effective retroactively to January 1, 2019, of and therefore do not agree to the Quarterly Reports filed on Form 10-Q for the respective periods of 2019.


	Quarter Ended (unaudited, except per share amounts)
2019	March 31		June 30		September 30		December 31
Leasing and services revenue^(a)	$	227,292	$	241,784	$	249,411	$	245,755
Total revenue^(b)	$	253,685	$	263,713	$	268,222	$	278,045
Gross profit^(c)	$	103,331	$	101,484	$	99,307	$	109,191
Operating income^(d)	$	21,464	$	26,294	$	29,781	$	39,986
Net (loss) income^(e)	$	(10,029)	$	(11,438)	$	996	$	8,928
Net (loss) income attributable to WillScot common shareholders	$	(9,271)	$	(10,606)	$	701	$	8,054

Net (loss) income per share attributable to WillScot - basic	$	(0.09)	$	(0.10)	$	0.01	$	0.07
Net (loss) income per share attributable to WillScot - diluted	$	(0.09)	$	(0.10)	$	0.01	$	0.07
Average number of common shares outstanding - basic	108,523,269		108,693,924		108,720,857		108,793,847
Average number of common shares outstanding - diluted	108,523,269		108,693,924		112,043,866		114,080,059

The impact of adoption and reconciliation to the amounts previously reported is:


	Quarter Ended (unaudited)
Change from previously reported 2019 amount	March 31		June 30		September 30
^(a)Leasing and services revenue	$	(1,211)	$	(2,204)	$	(3,766)
^(b)Total revenue	$	(1,323)	$	(2,412)	$	(4,118)
^(c)Gross profit	$	(1,323)	$	(2,412)	$	(4,118)
^(d)Operating income	$	275	$	(519)	$	(618)
^(e)Net (loss) income	$	1,132	$	337	$	234


	Quarter Ended (unaudited, except per share amounts)
2018	March 31		June 30		September 30		December 31
Leasing and services revenue	$	123,512	$	132,662	$	188,437	$	228,181
Total revenue	$	134,751	$	140,333	$	218,924	$	257,404
Gross profit	$	50,921	$	54,640	$	80,946	$	102,877
Operating income (loss)	$	4,464	$	5,889	$	211	$	(4,303)
Net (loss) income^(a)	$	(6,835)	$	379	$	(36,729)	$	(10,387)
Net (loss) income attributable to WillScot^(a)(b)	$	(6,187)	$	236	$	(33,519)	$	(11,705)

Net (loss) income per share attributable to WillScot – basic and diluted	$	(0.08)	$	0.00	$	(0.37)	$	(0.11)
Average number of common shares outstanding - basic & diluted	77,189,774		78,432,274		90,726,921		102,176,225

Debt - 2022 Senior Secured Notes, Additional Information (Details) - USD ($)		12 Months Ended
	Dec. 13, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Nov. 29, 2017
Debt Instrument [Line Items]
Loss on extinguishment of debt		$ 8,755,000	$ 0	$ 0
2022 Secured Notes \| Senior Notes
Debt Instrument [Line Items]
Debt, face amount		$ 270,000,000.0			$ 300,000,000.0
Interest rate		7.875%			7.875%
Redemption price (as a percent)	103.00%
Repayments of debt	$ 30,000,000.0
Loss on extinguishment of debt		$ 1,500,000
Early redemption premium		900,000
Write off of debt issuance costs		600,000
Unamortized debt issuance costs		$ 5,400,000	$ 7,700,000
2022 Secured Notes \| Senior Notes \| Redemption Period One
Debt Instrument [Line Items]
Redemption price (as a percent)		100.00%

Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jan. 01, 2019	Nov. 16, 2017	Dec. 31, 2016
Business Acquisition [Line Items]
Matching contributions to defined contribution plans	$ 5,400	$ 3,800	$ 2,700
Advertising and promotion expense	4,000	4,400	3,300
Debt	1,632,589	1,676,499
Deferred tax liabilities	70,693	67,384
Equity	708,955	$ 702,197	$ 484,550			$ 23,131
Lease liability	147,562			$ 138,500
ROU assets	$ 146,698			141,400
Minimum
Business Acquisition [Line Items]
Operating lease term	1 month
Maximum
Business Acquisition [Line Items]
Operating lease term	60 months
Average
Business Acquisition [Line Items]
Operating lease term	12 months
Accounting Standards Update 2016-02
Business Acquisition [Line Items]
Debt				(37,900)
Deferred tax liabilities				1,800
Equity				5,200
Reduction in revenue for changes in estimated collectibility of leasing revenue	$ 10,000
U.S. Plan
Business Acquisition [Line Items]
Employer contribution match to US plan	4.50%	2.50%
Largest Customer \| Receivables \| Credit Concentration Risk
Business Acquisition [Line Items]
Concentration risk, percentage	1.50%	1.20%
Top Five Customers \| Receivables \| Credit Concentration Risk
Business Acquisition [Line Items]
Concentration risk, percentage	4.10%	3.60%
The Plan
Business Acquisition [Line Items]
Shares authorized under plan (in shares)					4,000,000
Land Improvements
Business Acquisition [Line Items]
Amortization period	15 years
Total other property, plant and equipment
Business Acquisition [Line Items]
Property, plant and equipment, net	$ 147,689	$ 183,750
Total other property, plant and equipment \| Accounting Standards Update 2016-02
Business Acquisition [Line Items]
Property, plant and equipment, net				$ (31,000)
RSA
Business Acquisition [Line Items]
Vesting period	1 year
Time-Based RSUs
Business Acquisition [Line Items]
Vesting period	4 years
Market-Based RSUs
Business Acquisition [Line Items]
Performance period	3 years
Minimum payout percentage	0.00%
Maximum payout percentage	150.00%
Target payout percentage	100.00%
Target performance threshold	50.00%
Minimum performance threshold	25.00%
Maximum performance threshold	75.00%
Stock Option Awards
Business Acquisition [Line Items]
Vesting period	4 years
Expiration period	10 years
WS Holdings
Business Acquisition [Line Items]
Percentage ownership by company	91.00%
Sapphire Holding
Business Acquisition [Line Items]
Noncontrolling ownership interest	9.00%

Equity (Tables)

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Loss

The changes in accumulated other comprehensive loss ("AOCI"), net of tax, for the years ended December 31, 2019, 2018 and 2017, were as follows:


(in thousands)	Foreign Currency Translation		Unrealized losses on hedging activities		Total
Balance at December 31, 2016	$	(56,928)	$	—	$	(56,928)
Other comprehensive income before reclassifications	6,760		—		6,760
Reclassifications from AOCI to additional paid-in capital^(a)	663		—		663
Less other comprehensive income attributable to non-controlling interest	8		—		8
Balance at December 31, 2017	(49,497)		—		(49,497)
Other comprehensive loss before reclassifications	(11,639)		(6,240)		(17,879)
Reclassifications from AOCI to income^(b)	—		285		285
Reclassifications from AOCI to retained earnings^(c)	(2,540)		—		(2,540)
Less other comprehensive income attributable to non-controlling interest	1,068		537		1,605
Balance at December 31, 2018	(62,608)		(5,418)		(68,026)
Other comprehensive income (loss) before reclassifications	10,586		(7,930)		2,656
Reclassifications from AOCI to income^(b)	—		3,121		3,121
Less other comprehensive (loss) income attributable to non-controlling interest	(960)		434		(526)
Balance at December 31, 2019	$	(52,982)	$	(9,793)	$	(62,775)

(a) In connection with the transfer of WSII’s equity interest in Chard as part of the Algeco Group internal restructuring that occurred prior to the Business Combination, $0.6 million was reclassified from accumulated other comprehensive loss into additional paid-in capital in the fourth quarter of 2017.

(b) For the years ended December 31, 2019 and 2018, $3.3 million and $0.4 million, respectively, was reclassified from AOCI into the consolidated statement of operations within interest expense related to the interest rate swaps discussed in Note 15. For the years ended December 31, 2019 and 2018, the Company recorded a tax benefit of $0.8 million and $0.1 million associated with this reclassification, respectively.

(c) In the first quarter of 2018, the Company elected to early adopt ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220) - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which resulted in a discrete reclassification of $2.5 million from accumulated other comprehensive loss to accumulated deficit effective January 1, 2018.

Schedule of Non-Controlling Interest

The changes in non-controlling interest for the years ended December 31, 2019 and 2018 were as follows:


(in thousands)	2019		2018		2017
Balance at beginning of period	$	63,982	$	48,931	$	—
Net loss attributable to non-controlling interest	(421)		(4,532)		(2,110)
Other comprehensive income (loss)	526		(1,605)		(8)
Issuance of common stock and contribution of proceeds to WSII	—		7,574		—
Acquisition of ModSpace and the related financing transactions including stock and warrants	—		13,614		—
Adoption of ASC842	503		—		—
Recapitalization transaction	—		—		51,049
Balance at end of period	$	64,590	$	63,982	$	48,931

Business Combinations and Acquisitions - Shares Outstanding (Details) - shares		12 Months Ended
	Nov. 29, 2017	Dec. 31, 2018
Class A Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued as part of consideration for acquisition (in shares)	0
Common shares issued through private placement to TDR Capital affiliate (in shares)	43,568,901
Ending balance (in shares)	84,644,774	108,508,997
Converted shares held in escrow (in shares)	12,425,000
Class B Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued as part of consideration for acquisition (in shares)	8,024,419
Common shares issued through private placement to TDR Capital affiliate (in shares)	0
Ending balance (in shares)	8,024,419	8,024,419
Double Eagle \| Class A Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	49,704,329
Less: Redemption of Double Eagle public shares (in shares)	21,128,456
Conversion of Double Eagle Class B shares to Double Eagle Class A shares (in shares)	12,500,000
Ending balance (in shares)	41,075,873
Double Eagle \| Class B Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	0
Less: Redemption of Double Eagle public shares (in shares)	0
Conversion of Double Eagle Class B shares to Double Eagle Class A shares (in shares)	0
Ending balance (in shares)	0

Discontinued Operations - Income (Loss) from Discontinued Operations, Net of Tax (Details) - Remote accommodations - Discontinued Operations $ in Thousands	11 Months Ended
	Nov. 28, 2017 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Remote accommodations revenue	$ 120,853
Rental unit sales	1,522
Remote accommodations costs of leasing and services	53,971
Rental unit cost of sales	901
Depreciation of rental equipment	21,995
Gross profit	45,508
Selling, general and administrative expenses	11,513
Other depreciation and amortization	4,589
Restructuring costs	1,714
Other income	(52)
Operating profit	27,744
Interest expense	2,444
Income from discontinued operations, before income tax	25,300
Income tax expense	10,650
Income from discontinued operations, net of tax	$ 14,650

Income Taxes - Components of Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
US Federal and State
Current	$ 827	$ 668	$ (1,817)
Deferred	1,904	(36,149)	3,450
Outside of US
Current	(395)	924	(1,422)
Deferred	(4,527)	(4,043)	(1,147)
Total income tax benefit	$ (2,191)	$ (38,600)	$ (936)

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill

Changes in the carrying amount of goodwill were as follows:


	Modular – US		Modular – Other North America		Total
Balance at December 31, 2017	$	28,609	$	—	$	28,609
Acquisition of businesses	183,711		35,128		218,839
Changes to preliminary purchase price accounting	944		—		944
Effects of movements in foreign exchange rates	—		(1,375)		(1,375)
Balance at December 31, 2018	213,264		33,753		247,017
Changes to preliminary purchase price accounting	(9,331)		(4,148)		(13,479)
Effects of movements in foreign exchange rates	—		1,639		1,639
Balance at December 31, 2019	$	203,933	$	31,244	$	235,177

The Company acquired ModSpace in August 2018 and finalized the valuation of the acquired net assets in the third quarter of 2019. The acquisition of ModSpace resulted in the recognition of $171.3 million of goodwill in the Modular - US segment (as defined in Note 20) which is non-deductible for income tax purposes, and $31.0 million of goodwill in the Modular - Other North America segment (as defined in Note 20), a portion of which is deductible for income tax purposes.

The Company acquired Tyson in January 2018 and Acton in December 2017, and finalized the valuation of the acquired net assets of both Tyson and Acton in the fourth quarter of 2018. The acquisition of Tyson and Acton resulted in the recognition of $3.1 million and $29.5 million of goodwill in the Modular - US segment (as defined in Note 20).

The Company conducted its annual goodwill impairment test by performing a quantitative assessment as of October 1, 2019. After conducting an analysis of the fair value of each reporting unit as of October 1, 2019, the Company determined that there was no impairment of goodwill identified as a result of the annual impairment analysis.

During the fourth quarter of 2017, the Company recognized a goodwill impairment charge of $60.7 million, equal to the difference between the carrying value and estimated fair value of the Canadian reporting unit. The impairment was primarily driven by a longer expected recovery period in the estimated future cash flows for the reporting unit, specifically as it related to customers in the oil and gas industry.

Accumulated goodwill impairment losses were $792.8 million as of December 31, 2019, 2018 and 2017. The $792.8 million of accumulated impairment losses as of December 31, 2019 includes: $726.5 million of losses pertaining to the Modular - US segment and $66.3 million of losses pertaining to the Modular - Other North America segment, respectively.

Intangibles

Intangible assets other than goodwill at December 31, consisted of the following:


	December 31, 2019
(in thousands)	Weighted average remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
ModSpace trade name	1.7	$	3,000	$	(1,375)	$	1,625
Total intangible assets subject to amortization		3,000		(1,375)		1,625

Indefinite-lived intangible assets:
Trade names		125,000		—		125,000
Total intangible assets other than goodwill		$	128,000	$	(1,375)	$	126,625


	December 31, 2018
(in thousands)	Weighted average remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
Favorable lease rights^(a)	6.7	$	4,523	$	(347)	$	4,176
ModSpace trade name	2.7	3,000		(375)		2,625
Total intangible assets subject to amortization		7,523		(722)		6,801

Indefinite-lived intangible assets:
Trade names		125,000		—		125,000
Total intangible assets other than goodwill		$	132,523	$	(722)	$	131,801

(a) Following the adoption of ASC 842 as of January 1, 2019, favorable lease assets were combined with ROU assets and the favorable lease assets remaining at the end of 2018 were reclassified to operating lease assets.

In the ModSpace acquisition, the Company allocated $3.0 million and $4.0 million to definite-lived intangible assets, related to the ModSpace trade name and favorable lease rights. The Company allocated $3.9 million and $0.1 million of the favorable lease rights to the Modular - US segment and Modular - Other North America segment, defined in Note 20, respectively. At the time of the acquisition, management estimated that the ModSpace trade name had an estimated useful life of three years and the favorable lease assets were amortized over the life of the leases.

For the year ended December 31, 2019, the aggregate amount recorded to depreciation and amortization expense for intangible assets subject to amortization, was $1.0 million. For the year ended December 31, 2018, the aggregate amortization expense for intangible assets subject to amortization was $1.4 million, of which $1.1 million was recorded in depreciation and amortization expense, and $0.3 million related to the favorable lease rights was recorded in SG&A.

As of December 31, 2019, the expected future amortization expense for intangible assets was $1.6 million, consisting of $1.0 million in 2020 and $0.6 million in 2021.

Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Raw materials and consumables	$ 15,387	$ 16,022
Work in process	0	196
Total inventories	$ 15,387	$ 16,218

Restructuring - Summary of Activities in the Restructuring Accruals (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Restructuring Reserve [Roll Forward]
Beginning balance	$ 5,516	$ 227	$ 1,793
Reclassification of liability to operating lease asset at the adoption of ASC 842	(972)	0	0
Charges	3,755	15,468	2,196
Cash payments	(5,694)	(10,120)	(1,806)
Foreign currency translation	(136)	(59)	12
Non-cash movements	(2,022)	0	(1,968)
Ending balance	447	5,516	227
Employee Costs
Restructuring Reserve [Roll Forward]
Beginning balance	4,544	227	1,793
Reclassification of liability to operating lease asset at the adoption of ASC 842	0	0	0
Charges	1,955	10,182	2,196
Cash payments	(5,694)	(5,806)	(1,806)
Foreign currency translation	(136)	(59)	12
Non-cash movements	(222)	0	(1,968)
Ending balance	447	4,544	227
Facility Exit Costs
Restructuring Reserve [Roll Forward]
Beginning balance	972	0	0
Reclassification of liability to operating lease asset at the adoption of ASC 842	(972)	0	0
Charges	1,800	5,286	0
Cash payments	0	(4,314)	0
Foreign currency translation	0	0	0
Non-cash movements	(1,800)	0	0
Ending balance	$ 0	$ 972	$ 0

Income Taxes - Income Loss Carryforwards (Details) $ in Millions	Dec. 31, 2019 USD ($)
Operating Loss Carryforwards [Line Items]
Loss Carryforward	$ 1,540.1
US - Federal
Operating Loss Carryforwards [Line Items]
Loss Carryforward	899.5
US - State
Operating Loss Carryforwards [Line Items]
Loss Carryforward	619.9
Foreign - Mexico & Canada
Operating Loss Carryforwards [Line Items]
Loss Carryforward	$ 20.7

Segment Reporting - Segment Reporting and Geographic Areas (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Revenues:
Modular leasing									$ 744,185
Modular leasing										$ 518,235	$ 297,821
Total revenues	$ 278,045	$ 268,222	$ 263,713	$ 253,685	$ 257,404	$ 218,924	$ 140,333	$ 134,751	1,063,665	751,412	445,942
Costs
Modular space leasing									213,151	143,120	83,588
Depreciation of rental equipment									174,679	121,436	72,639
Gross profit	$ 109,191	$ 99,307	$ 101,484	$ 103,331	$ 102,877	$ 80,946	$ 54,640	$ 50,921	413,313	289,384	165,570
Adjusted EBITDA									356,548	215,533	108,809
Other selected data
Selling, general and administrative expense									271,004	254,871	162,351
Other depreciation and amortization									12,395	13,304	8,653
Purchase of rental equipment and refurbishments									205,106
Purchase of rental equipment and refurbishments										160,883	102,210
Modular delivery and installation
Revenues:
Revenues									220,057	154,557	89,850
Costs
Cost of sales									194,107	143,950	85,477
New units
Revenues:
Revenues									59,085	53,603	36,371
Costs
Cost of sales									42,160	36,863	26,025
Rental units
Revenues:
Revenues									40,338	25,017	21,900
Costs
Cost of sales									26,255	16,659	12,643
Corporate and Other
Revenues:
Modular leasing									0
Modular leasing										0	(566)
Total revenues									0	0	(647)
Costs
Modular space leasing									0	0	0
Depreciation of rental equipment									0	0	0
Gross profit									0	0	(647)
Adjusted EBITDA									0	0	(15,112)
Other selected data
Selling, general and administrative expense									0	0	45,134
Other depreciation and amortization									0	0	2,306
Purchase of rental equipment and refurbishments									0
Purchase of rental equipment and refurbishments										0	0
Corporate and Other \| Modular delivery and installation
Revenues:
Revenues									0	0	0
Costs
Cost of sales									0	0	0
Corporate and Other \| New units
Revenues:
Revenues									0	0	0
Costs
Cost of sales									0	0	0
Corporate and Other \| Rental units
Revenues:
Revenues									0	0	(81)
Costs
Cost of sales									0	0	0
Modular - US \| Operating Segments
Revenues:
Modular leasing									677,593
Modular leasing										469,302	264,351
Total revenues									961,683	677,590	392,933
Costs
Modular space leasing									197,707	131,846	75,615
Depreciation of rental equipment									156,409	106,354	60,312
Gross profit									374,859	264,320	148,685
Adjusted EBITDA									325,068	196,410	110,822
Other selected data
Selling, general and administrative expense									242,734	232,754	100,427
Other depreciation and amortization									11,542	12,201	5,333
Purchase of rental equipment and refurbishments									193,453
Purchase of rental equipment and refurbishments										151,407	96,378
Modular - US \| Operating Segments \| Modular delivery and installation
Revenues:
Revenues									201,368	138,181	81,036
Costs
Cost of sales									176,124	127,936	77,303
Modular - US \| Operating Segments \| New units
Revenues:
Revenues									54,851	48,984	29,275
Costs
Cost of sales									39,343	33,484	20,919
Modular - US \| Operating Segments \| Rental units
Revenues:
Revenues									27,871	21,123	18,271
Costs
Cost of sales									17,241	13,650	10,099
Modular - Other North America \| Operating Segments
Revenues:
Modular leasing									66,592
Modular leasing										48,933	34,036
Total revenues									101,982	73,822	53,656
Costs
Modular space leasing									15,444	11,274	7,973
Depreciation of rental equipment									18,270	15,082	12,327
Gross profit									38,454	25,064	17,532
Adjusted EBITDA									31,480	19,123	13,099
Other selected data
Selling, general and administrative expense									28,270	22,117	16,790
Other depreciation and amortization									853	1,103	1,014
Purchase of rental equipment and refurbishments									11,653
Purchase of rental equipment and refurbishments										9,476	5,832
Modular - Other North America \| Operating Segments \| Modular delivery and installation
Revenues:
Revenues									18,689	16,376	8,814
Costs
Cost of sales									17,983	16,014	8,174
Modular - Other North America \| Operating Segments \| New units
Revenues:
Revenues									4,234	4,619	7,096
Costs
Cost of sales									2,817	3,379	5,106
Modular - Other North America \| Operating Segments \| Rental units
Revenues:
Revenues									12,467	3,894	3,710
Costs
Cost of sales									$ 9,014	$ 3,009	$ 2,544

Label	Element	Value
Goodwill and Intangible Asset Impairment, Excluding Operating Lease, Impairment Loss	wsc_GoodwillAndIntangibleAssetImpairmentExcludingOperatingLeaseImpairmentLoss	$ 0
Accounting Standards Update 2014-09 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	345,000
Accounting Standards Update 2014-09 [Member] \| Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	345,000
Accounting Standards Update 2014-09 [Member] \| Noncontrolling Interest [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2014-09 [Member] \| Parent [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	345,000
Accounting Standards Update 2014-09 [Member] \| Additional Paid-in Capital [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2014-09 [Member] \| AOCI Including Portion Attributable to Noncontrolling Interest [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2014-09 [Member] \| Common Class B [Member] \| Common Stock [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2014-09 [Member] \| Common Class A [Member] \| Common Stock [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	4,723,000
Accounting Standards Update 2016-02 [Member] \| Parent [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	4,723,000
Accounting Standards Update 2016-02 [Member] \| Additional Paid-in Capital [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| AOCI Including Portion Attributable to Noncontrolling Interest [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| Common Class B [Member] \| Common Stock [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| Common Class A [Member] \| Common Stock [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 0

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Benefit (Expense)

The components of income tax (benefit) expense from continuing operations for the years ended December 31, 2019, 2018 and 2017 are comprised of the following:


(in thousands)	2019		2018		2017
US Federal and State
Current	$	827	$	668	$	(1,817)
Deferred	1,904		(36,149)		3,450
Outside of US
Current	(395)		924		(1,422)
Deferred	(4,527)		(4,043)		(1,147)
Total income tax benefit	$	(2,191)	$	(38,600)	$	(936)

Schedule of Effective Income Tax Rate Reconciliation

Income tax results from continuing operations differed from the amount computed by applying the US statutory income tax rate of 21%, 21%, and 35% to the loss from continuing operations before income taxes for the following reasons for the years ended December 31, 2019, 2018 and 2017:


(in thousands)	2019			2018			2017
Loss from continuing operations before income tax
US	$	(9,477)		$	(80,824)		$	(97,009)
Non-US	(4,257)			(11,348)			(68,389)
Total loss from continuing operations before income tax	$	(13,734)		$	(92,172)		$	(165,398)

US Federal statutory income tax benefit	$	(2,884)		$	(19,356)		$	(57,889)
Effect of tax rates in foreign jurisdictions	(207)			(626)			5,626
State income tax (benefit) expense, net of federal benefit	1,829			(2,478)			(5,188)
Unremitted foreign earnings	—			(6,793)			(2,493)
Valuation allowances	961			(11,871)			59,679
Non-deductible items	(233)			—			—
Non-deductible executive compensation	490			—			—
Non-deductible transaction costs	(12)			1,134			1,297
Non-deductible goodwill impairment	—			—			15,849
Non-deductible deferred financing fees	—			—			2,715
Non-deductible Stewardship (a)	—			—			1,658
Non-deductible monitoring fee (b)	—			—			422
Tax law changes (excluding valuation allowance) (c)	(2,785)			64			(23,115)
Other	650			1,326			503
Reported income tax benefit	$	(2,191)		$	(38,600)		$	(936)
Effective income tax rate	15.95		%	41.88		%	0.56		%

(a) Prior to the Business Combination, certain expenses incurred by the Company in performing services to its immediate shareholder were not deductible under US tax law.

(b) Prior to the Business Combination, certain fees charged by TDR Capital to the Company were not deductible under US tax law.

(c) Tax law changes includes the following amounts: 2017 and 2018 represent US tax reform items and 2019 represents change in provision tax law in a non-US jurisdiction.

Schedule of Deferred Income Taxes

Significant components of the Company’s deferred tax assets and liabilities are as follows:


(in thousands)	2019		2018
Deferred tax assets
Loans and borrowings	$	138,206	$	122,456
Employee benefit plans	1,916		3,395
Accrued liabilities	8,494		8,715
Currency losses, net	—		408
Deferred revenue	20,951		16,310
Operating lease liability	37,438		—
Other	7,817		4,724
Tax loss carryforwards	231,503		239,282
Deferred tax assets, gross	446,325		395,290
Valuation allowance	(80,241)		(79,132)
Net deferred income tax asset	$	366,084	$	316,158

Deferred tax liabilities
Rental equipment and other property, plant and equipment	$	(375,682)	$	(360,766)
Intangible assets	(23,690)		(22,654)
ROU asset	(37,218)		—
Deferred tax liability	(436,590)		(383,420)
Net deferred income tax liability	$	(70,506)	$	(67,262)

Summary of Tax Loss Carryforwards

The Company’s tax loss carryforwards are as follows at December 31, 2019 (in millions):


Jurisdiction	Loss Carryforward		Expiration
US - Federal	$	899.5	2022 – 2037, Indefinite
US - State	619.9		2019 –2039, Indefinite
Foreign - Mexico & Canada	20.7		2021 – 2038
Total	$	1,540.1

Schedule of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:


(in thousands)	2019		2018		2017
Unrecognized tax benefits – January 1,	$	64,444	$	72,660	$	64,974
Increases based on tax positions related to current period	—		1,545		7,895
Increases based on tax positions related to prior period	268		—		355
Decreases based on tax positions related to prior period	(287)		(9,016)		(564)
Decrease from expiration of statute of limitations	(678)		(745)		—
Unrecognized tax benefits – December 31,	$	63,747	$	64,444	$	72,660

Property, Plant and Equipment, net - Narrative (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($) property	Dec. 31, 2018 USD ($) property	Dec. 31, 2017 USD ($)	Jan. 01, 2019 USD ($)
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 11,400	$ 12,200	$ 8,700
Gross cost of property, plant and equipment under capital leases		800
Accumulated deprecation of property, plant and equipment under capital lease		700
Impairment losses on long-lived assets	2,848	1,600	0
Proceeds from the sale of property, plant and equipment	18,763	688	$ 392
Total other property, plant and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, net	$ 147,689	$ 183,750
Number of facilities reclassified as held-for-sale \| property	11	3
Impairment losses on long-lived assets	$ 2,900	$ 1,600
Number of facilities disposed \| property	9
Proceeds from the sale of property, plant and equipment	$ 18,500
Total other property, plant and equipment \| Accounting Standards Update 2016-02
Property, Plant and Equipment [Line Items]
Property, plant and equipment, net				$ (31,000)

Quarterly Financial Data - Summary of Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disaggregation of Revenue [Line Items]
Total revenues	$ 278,045	$ 268,222	$ 263,713	$ 253,685	$ 257,404	$ 218,924	$ 140,333	$ 134,751	$ 1,063,665	$ 751,412	$ 445,942
Gross profit	109,191	99,307	101,484	103,331	102,877	80,946	54,640	50,921	413,313	289,384	165,570
Operating income (loss)	39,986	29,781	26,294	21,464	(4,303)	211	5,889	4,464	117,525	6,261	(58,322)
Net (loss) income	8,928	996	(11,438)	(10,029)	$ (10,387)	$ (36,729)	$ 379	$ (6,835)	(11,543)	(53,572)	(149,812)
Net (loss) income attributable to WillScot common shareholders	$ 8,054	$ 701	$ (10,606)	$ (9,271)					$ (11,122)	$ (49,040)	$ (147,702)
Net (loss) income per share attributable to WillScot - basic (in USD per share)	$ 0.07	$ 0.01	$ (0.10)	$ (0.09)
Net (loss) income per share attributable to WillScot - diluted (in USD per share)	$ 0.07	$ 0.01	$ (0.10)	$ (0.09)
Average number of shares outstanding - basic (in shares)	108,793,847	108,720,857	108,693,924	108,523,269
Average number of shares outstanding - diluted (in shares)	114,080,059	112,043,866	108,693,924	108,523,269
Net (loss) income per share attributable to WillScot -basic and diluted (in USD per share)					$ (0.11)	$ (0.37)	$ 0.00	$ (0.08)	$ (0.10)	$ (0.59)	$ (7.47)
Average shares outstanding - basic & diluted (in shares)					102,176,225	90,726,921	78,432,274	77,189,774	108,683,820	87,209,605	19,760,189
Restatement Adjustment
Disaggregation of Revenue [Line Items]
Total revenues		$ (4,118)	$ (2,412)	$ (1,323)
Gross profit		(4,118)	(2,412)	(1,323)
Operating income (loss)		(618)	(519)	275
Net (loss) income		234	337	1,132
Total leasing and services revenue
Disaggregation of Revenue [Line Items]
Total revenues	$ 245,755	249,411	241,784	227,292	$ 228,181	$ 188,437	$ 132,662	$ 123,512	$ 964,242	$ 672,792	$ 387,671
Total leasing and services revenue \| Restatement Adjustment
Disaggregation of Revenue [Line Items]
Total revenues		$ (3,766)	$ (2,204)	$ (1,211)

Debt - Alegco Group Revolver and ABL Facilities, Additional Information (Details) - Line of Credit - USD ($)			12 Months Ended
	Nov. 29, 2017	Mar. 31, 2017	Dec. 31, 2019	Dec. 31, 2017	Dec. 31, 2018
ABL Facility
Line of Credit Facility [Line Items]
Letters of credit amount outstanding			$ 12,700,000		$ 13,000,000.0
Revolving Credit Facility \| Amended Algeco Group Facility
Line of Credit Facility [Line Items]
Line of credit facility		$ 1,100,000,000
Debt issuance costs incurred		10,200,000
Repayments of debt	$ 669,500,000
Interest expense				$ 29,200,000
Revolving Credit Facility \| Amended Algeco Group Facility Denominated in USD
Line of Credit Facility [Line Items]
Line of credit facility		740,000,000.0	1,285,000,000
Revolving Credit Facility \| Amended Algeco Group Facility Denominated in CAD
Line of Credit Facility [Line Items]
Line of credit facility		$ 100,000,000.0
Revolving Credit Facility \| ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility	600,000,000.0		1,425,000,000
Debt issuance costs incurred	11,200,000
Debt issuance costs and discounts	$ 3,500,000		17,800,000		26,000,000.0
Write off of debt issuance costs				$ 2,800,000
Line of credit facility after accordion feature			1,800,000,000
Accordion feature			$ 375,000,000.0
Applicable margin, step up			0.25%
Applicable margin, step down			0.25%
Weighted-average interest rate for borrowings			4.51%
Weighted-average interest rate for borrowings after derivative instruments			5.10%
Available borrowing capacity			$ 509,100,000
Outstanding principal borrowings on the credit facility			903,000,000.0		879,400,000
Revolving Credit Facility \| US ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility			$ 1,285,000,000
Percentage of net book value of eligible accounts receivable used in determing borrowing base			85.00%
Percentage of net book value of eligible rental equipment used in determining borrowing base			95.00%
Percentage of net orderly liquidation value of eligible rental equipment used in determining borrowing base			85.00%
Available borrowing capacity			$ 369,300,000
Revolving Credit Facility \| Canadian ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility			$ 140,000,000.0
Percentage of net book value of eligible accounts receivable used in determing borrowing base			85.00%
Percentage of net book value of eligible rental equipment used in determining borrowing base			95.00%
Percentage of net orderly liquidation value of eligible rental equipment used in determining borrowing base			85.00%
Available borrowing capacity			$ 139,800,000
Outstanding principal borrowings on the credit facility			$ 0		$ 900,000
Letter of Credit \| ABL Facility
Line of Credit Facility [Line Items]
Commitment fee			2.875%
Letter of Credit \| US ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility			$ 75,000,000.0
Letter of Credit \| Canadian ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility			60,000,000.0
Swingline Loans \| US ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility			75,000,000.0
Swingline Loans \| Canadian ABL Facility
Line of Credit Facility [Line Items]
Line of credit facility			$ 50,000,000.0
LIBOR \| Revolving Credit Facility \| Amended Algeco Group Facility
Line of Credit Facility [Line Items]
Applicable margin		3.75%
LIBOR \| Revolving Credit Facility \| ABL Facility
Line of Credit Facility [Line Items]
Applicable margin			2.50%
Base Rate \| Revolving Credit Facility \| ABL Facility
Line of Credit Facility [Line Items]
Applicable margin			1.50%
Minimum \| Revolving Credit Facility \| ABL Facility
Line of Credit Facility [Line Items]
Commitment fee			0.375%
Maximum \| Revolving Credit Facility \| ABL Facility
Line of Credit Facility [Line Items]
Commitment fee			0.50%

Leases

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Lessee, Operating Leases

Leases

As discussed in Note 1, at December 31, 2019, the Company retrospectively adopted ASC 842, effective January 1, 2019. As a result of the retrospective adoption to January 1, 2019, the Company recast the unaudited quarterly results as shown in Note 22.

As of December 31, 2019, the undiscounted future lease payments for operating lease liabilities were as follows:


	(in thousands)
2020	$	37,648
2021	33,903
2022	27,769
2023	21,926
2024	16,685
Thereafter	47,916
Total lease payments	185,847
Less: interest	(38,285)
Present value of lease liabilities	$	147,562

As of December 31, 2018, under the prior lease guidance of ASC 840, the undiscounted future lease payments for operating leases were as follows:


	(in thousands)
2019	$	38,876
2020	29,797
2021	24,627
2022	18,879
2023	13,467
Thereafter	25,055
Total lease payments	$	150,701

The Company’s lease activity during the year December 31, 2019 was as follows:


Financial Statement Line	(in thousands)
Operating Lease Expense
Fixed lease expense
Cost of leasing and services			$	6,737
Selling, general and administrative			34,058
Lease impairment expense and other related charges			2,611
Short-term lease expense
Cost of leasing and services			29,729
Selling, general and administrative			2,071
Variable lease expense
Cost of leasing and services			3,787
Selling, general and administrative			4,231
Total operating lease expense	$	83,224

During the year ended December 31, 2019, the Company initiated certain restructuring plans associated with the ModSpace acquisition in order to capture operating synergies as a result of integrating ModSpace into WillScot. The restructuring activities primarily include the termination of leases for duplicative branches, equipment and corporate facilities. As part of this plan, certain of its leased locations were vacated and leases were terminated or impaired. The Company recorded $8.7 million in lease impairment expense and other related charges which is comprised of $4.2 million in ROU asset impairment on four leased locations no longer used in operations, $1.9 million loss on lease exit and $2.6 million in closed location rent expense.

Rent expense included in the consolidated statement of operations was $31.0 million and $22.0 million for the years ended December 31, 2018 and 2017, respectively.

Supplemental cash flow information related to operating leases for the year ended December 31, 2019 was as follows:


Supplemental Cash Flow Information:	(in thousands)
Cash paid for the amounts included in the measurement of lease liabilities	$	42,111
Right of use assets obtained in exchange for lease obligations	$	43,013

Weighted-average remaining operating lease term and the weighted average discount rate as of December 31, 2019 were as follows:


Lease Terms and Discount Rates:
Weighted-average remaining lease term	6.51 years
Weighted-average discount rate	7.0	%

The Company presents information related to leasing revenues in Note 4 – Revenue.

Goodwill and Intangible Assets - Goodwill Activity (Details) - USD ($) $ in Thousands		12 Months Ended
	Aug. 15, 2018	Dec. 31, 2019	Dec. 31, 2018
Goodwill [Roll Forward]
Goodwill, beginning of period		$ 247,017	$ 28,609
Acquisition of businesses			218,839
Changes to preliminary purchase price accounting		(13,479)	944
Effects of movements in foreign exchange rates		1,639	(1,375)
Goodwill, end of period		235,177	247,017
Modular - US
Goodwill [Roll Forward]
Goodwill, beginning of period		213,264	28,609
Acquisition of businesses	$ 171,300		183,711
Changes to preliminary purchase price accounting		(9,331)	944
Effects of movements in foreign exchange rates		0	0
Goodwill, end of period		203,933	213,264
Modular - Other North America
Goodwill [Roll Forward]
Goodwill, beginning of period		33,753	0
Acquisition of businesses	$ 31,000		35,128
Changes to preliminary purchase price accounting		(4,148)	0
Effects of movements in foreign exchange rates		1,639	(1,375)
Goodwill, end of period		$ 31,244	$ 33,753

Leases - Supplemental Cash Flows (Details) $ in Thousands	12 Months Ended
Leases - Supplemental Cash Flows (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Leases [Abstract]
Cash paid for the amounts included in the measurement of lease liabilities	$ 42,111
Right of use assets obtained in exchange for lease obligations	$ 43,013

Equity

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Equity

Common Stock

WillScot's certificate of incorporation authorizes the issuance of 400,000,000 shares of Class A common stock with a par value of $0.0001 per share, 100,000,000 shares of Class B common stock with a par value of $0.0001 per share and 1,000,000 shares of preferred stock, par value $0.0001 per share. The common shareholders possess the same voting rights, but only Class A shareholders are entitled to dividends or other distributions made by the Company.

On July 30, 2018, WillScot closed a public offering of 8,000,000 shares of its Class A common stock at an offering price of $16.00 per share. On August 10, 2018, the underwriters exercised their right to purchase an additional 1,200,000 shares at the public offering price. The net offering proceeds, including the exercise of the over-allotment option, were $139.0 million, after deducting discount and offering expenses of $8.2 million. The Company used the proceeds to fund the ModSpace acquisition and to pay related fees and expenses.

On August 15, 2018, WillScot issued 6,458,229 unregistered shares of its Class A common stock to former ModSpace shareholders as part of the consideration paid for ModSpace. In connection with the private placement, WillScot entered into a registration rights agreement dated July 26, 2018, under which WillScot granted customary registration rights to the holders of the unregistered common shares. Subject to limited exception, the unregistered shares issued to former ModSpace shareholders could not be sold or otherwise transferred prior to February 15, 2019.

On December 11, 2018 pursuant to the terms of the Warrant Exchange discussed in more detail below, the Company issued 8,205,841 registered Class A common shares.

The Company has 108,818,854 shares of Class A common stock and 8,024,419 shares of Class B common stock issued and outstanding as of December 31, 2019. The outstanding shares of the Company’s common stock are duly authorized, validly issued, fully paid and non-assessable.

In connection with the stock compensation vesting and stock option exercises described in Note 18, the Company issued 309,857 shares of common stock during the year ended December 31, 2019.

Private Placement

On November 29, 2017, in connection with the closing of the Business Combination, Sapphire purchased 43,568,901 shares of WillScot’s Class A common stock at a price of $9.60 per share, for a total purchase price of $418.3 million. The proceeds from the private placement, together with other funds, were used by WillScot to effectuate the transactions contemplated by the Business Combination.

In connection with the private placement, the Company, Sapphire and certain other parties entered into a registration rights agreement that amended and restated a 2015 registration rights agreement between Double Eagle and certain of its initial investors. Under the amended and restated registration rights agreement, WillScot provided to Sapphire and the Double Eagle investors customary demand, shelf and piggyback registration rights for unregistered securities held by the shareholders.

Earnout Arrangement

On November 29, 2017, in connection with the closing of the Business Combination, WillScot, Sapphire, Double Eagle Acquisition LLC (“DEAL”) and Harry E. Sloan (together with DEAL, the “Founders”) entered into an earnout agreement (the “Earnout Agreement”), pursuant to which 12,425,000 shares of WillScot Class A common stock held by the Founders were placed in escrow and 14,550,000 warrants to purchase shares of WillScot Class A common stock owned by the Founders were restricted. The escrowed shares and warrant restrictions were subject to release upon the occurrence of certain triggering events set forth in the Earnout Agreement and associated escrow agreement.

On January 19, 2018, 3,106,250 escrowed shares were released to each of the Founders and Sapphire. The release was triggered when the closing price of WillScot’s Class A shares exceeded $12.50 per share for a period of 20 out of 30 trading days.

On August 21, 2018, the remaining escrowed shares were released to the Founders and Sapphire, the Founders transferred 4,850,000 warrants to Sapphire, and the restrictions on the Founders’ warrants lapsed. The releases and warrant transfer were triggered when the Company completed the ModSpace acquisition, which constituted a “Qualifying Acquisition”

under the Earnout Agreement. The Earnout Agreement and escrow agreement were effectively terminated upon the release of the escrowed shares and warrant restrictions.

Warrants

2015 Warrants

Double Eagle issued warrants to purchase its common stock as components of units sold in its initial public offering (the “Public Warrants”). Each Public Warrant entitles the holder to purchase one-half of one share of WillScot Class A common stock at a price of $5.75 per half share (or $11.50 per whole share), subject to adjustment. Public Warrants may be exercised only for a whole number of WillScot Class A shares and they expire on November 29, 2022. The Company may redeem the Public Warrants for $0.01 per warrant if the closing price of WillScot’s Class A shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date the Company sends a notice of redemption to the warrant holders, providing for a 30 day notice period. The Company share price performance target was achieved on January 21, 2020 and, on January 24, 2020, the Company issued the notice of its intent to redeem outstanding Public Warrants for $0.01 in 30 days.

Double Eagle also issued warrants to purchase its common stock in a private placement concurrently with its initial public offering (the “Private Warrants,” and together with the Public Warrants, the "2015 Warrants"). The Private Warrants were purchased at a price of $0.50 per unit for an aggregate purchase price of $9.75 million. The Private Warrants are identical to the Public Warrants, except that, if held by Double Eagle’s sponsor or founders (or their permitted assignees), the Private Warrants may be exercised on a cashless basis and are not subject to redemption.

On July 12, 2018, the Public Warrants were suspended from trading on the Nasdaq Capital Market (“Nasdaq”) based on WillScot's failure to satisfy a minimum holder requirement applicable to the warrants. The Public Warrants were delisted on October 8, 2018.

During the year ended December 31, 2019, 135,000 of the Public Warrants were exercised, resulting in the issuance of 67,500 shares of Class A common stock and $0.8 million in proceeds.

2018 Warrants

On August 15, 2018, WillScot issued warrants to purchase approximately 10.0 million WillScot Class A common shares (the "2018 Warrants"), to the former shareholders as part of the ModSpace acquisition. Each 2018 Warrant entitles the holder thereof to purchase one share of WillScot Class A common stock at an exercise price of $15.50 per share, subject to potential adjustment. Subject to limited exception, the 2018 Warrants were not exercisable or transferable until February 11, 2019. The 2018 Warrants expire on November 29, 2022. Under a registration rights agreement dated July 26, 2018, WillScot agreed to file a registration statement, and to use its reasonable best efforts to cause the registration statement to become effective, by the six-month anniversary of the issuance date.

On December 13, 2019, the Company repurchased and terminated 22,063 of the 2018 Warrants for less than $0.1 million.

Warrant Exchange

On November 8, 2018, WillScot commenced an offer to exchange the 2015 Warrants for shares of its Class A common stock in a cashless transaction (the “Warrant Exchange”). In the tender offer, each warrant holder had the opportunity to receive 0.18182 registered share of Class A common stock in exchange for each warrant tendered by the holder and exchanged pursuant to the offer.

The Warrant Exchange offer expired on December 7, 2018 and a total of 45,131,827 of the outstanding 69,499,694 warrants were tendered and accepted for exchange. Pursuant to the terms of the Warrant Exchange, WillScot issued 8,205,841 shares of Class A common stock on December 11, 2018. In lieu of issuing fractional shares of common stock, WillScot paid $347 in cash to holders of warrants who would otherwise have been entitled to receive fractional shares, after aggregating all such fractional shares of such holder, in an amount equal to such fractional part of a share multiplied by the last sale price of a share of WillScot common stock on December 7, 2018. In connection with the Warrant Exchange, the Company capitalized $1.8 million of offering expenses within additional paid-in capital in December 2018.

As the fair value of the warrants exchanged in the Warrant Exchange offer was less than the fair value of the common stock issued, the Company recorded a non-cash deemed dividend of $2.1 million for the incremental fair value provided to the warrant holders. The fair value of the warrants was determined using the over-the-counter market price on December 7, 2018, a Level 2 fair value input. The fair value of the common stock was determined using the closing market price of the Company's common stock on December 7, 2018, a Level 1 fair value input.

At December 31, 2019, 24,232,867 of the 2015 Warrants and 9,977,516 of the 2018 Warrants were outstanding.

Registration Statements

On February 12, 2019, a shelf registration statement filed by WillScot with the SEC became effective. Under the shelf registration statement, 562,542 shares of WillScot Class A common stock issued to the former ModSpace shareholders,

8,914,969 2018 Warrants and up to 9,999,579 new WillScot Class A shares issuable upon the exercise of the 2018 Warrants were registered for resale.

On November 28, 2018, a registration statement filed by WillScot with the SEC became effective. Under the shelf registration statement, 61,865,946 shares of WillScot Class A common stock issued in private placements to the Founders and certain of their transferees, Sapphire and certain of its transferees, and the former ModSpace shareholders were registered for resale.

Accumulated Other Comprehensive Loss

The changes in accumulated other comprehensive loss ("AOCI"), net of tax, for the years ended December 31, 2019, 2018 and 2017, were as follows:


(in thousands)	Foreign Currency Translation		Unrealized losses on hedging activities		Total
Balance at December 31, 2016	$	(56,928)	$	—	$	(56,928)
Other comprehensive income before reclassifications	6,760		—		6,760
Reclassifications from AOCI to additional paid-in capital^(a)	663		—		663
Less other comprehensive income attributable to non-controlling interest	8		—		8
Balance at December 31, 2017	(49,497)		—		(49,497)
Other comprehensive loss before reclassifications	(11,639)		(6,240)		(17,879)
Reclassifications from AOCI to income^(b)	—		285		285
Reclassifications from AOCI to retained earnings^(c)	(2,540)		—		(2,540)
Less other comprehensive income attributable to non-controlling interest	1,068		537		1,605
Balance at December 31, 2018	(62,608)		(5,418)		(68,026)
Other comprehensive income (loss) before reclassifications	10,586		(7,930)		2,656
Reclassifications from AOCI to income^(b)	—		3,121		3,121
Less other comprehensive (loss) income attributable to non-controlling interest	(960)		434		(526)
Balance at December 31, 2019	$	(52,982)	$	(9,793)	$	(62,775)

Non-Controlling Interest

The changes in non-controlling interest for the years ended December 31, 2019 and 2018 were as follows:


(in thousands)	2019		2018		2017
Balance at beginning of period	$	63,982	$	48,931	$	—
Net loss attributable to non-controlling interest	(421)		(4,532)		(2,110)
Other comprehensive income (loss)	526		(1,605)		(8)
Issuance of common stock and contribution of proceeds to WSII	—		7,574		—
Acquisition of ModSpace and the related financing transactions including stock and warrants	—		13,614		—
Adoption of ASC842	503		—		—
Recapitalization transaction	—		—		51,049
Balance at end of period	$	64,590	$	63,982	$	48,931

Shareholders Agreement

On November 29, 2017, in connection with the closing of the Business Combination, WillScot and the Sellers entered into a shareholders agreement (the “Shareholders Agreement”) that governs the ownership and operation of WS Holdings. The agreement contains, among other things, (i) preemptive rights that permit Sapphire (to whom the Sellers’ interest was assigned in 2017) to avoid dilution and maintain its ownership percentage in WS Holdings on a fully diluted basis upon any future issuance of shares of WS Holdings or WillScot; (ii) customary tag along and drag along provisions; (iii) protective provisions designed to protect Sapphire from changes to WS Holdings’ organizational documents that would have a materially disproportionate effect on Sapphire; and (iv) transfer restrictions on the shares of WillScot Class B common stock held by Sapphire. The Shareholder Agreement also provides to WillScot a right of first refusal to purchase Sapphire’s shares of WS Holdings, and provides that acquisitions of businesses similar to WSII’s business must be consummated by WS Holdings or one of its wholly-owned subsidiaries.

Exchange Agreement

On November 29, 2017, in connection with the closing of the Business Combination, WillScot, the Sellers and WS Holdings entered into an exchange agreement (the “Exchange Agreement”). Under the agreement, Sapphire (to whom the Sellers’ interest was assigned in 2017) acquired the right at any time prior to November 29, 2022, to exchange all, but not less than all, of its WS Holdings shares into new shares of WillScot Class A common stock in a private placement.

Subject to potential adjustment, Sapphire’s common shares of WS Holdings (representing Sapphire’s then-current ownership percentage of WS Holdings) are exchangeable into new WillScot Class A shares representing an equal ownership percentage of WillScot Class A common stock. The exchange ratio is subject to adjustment based on, among other things, (i) Sapphire’s election to exercise, or to refrain from exercising, its preemptive rights under the Shareholders Agreement and (ii) the dilutive effect of certain issuances of equity securities and derivatives by WS Holdings or WillScot that do not trigger such preemptive rights. Upon Sapphire’s exercise of its exchange right, WillScot will automatically redeem for no consideration all of its Class B common shares owned by Sapphire.

As disclosed above, during the year ended December 31, 2018, WillScot issued 9,200,000 shares of Class A common stock through an underwritten public offering, the proceeds of which were immediately contributed down through WS Holdings to WSII for purposes of funding part of the ModSpace acquisition. Sapphire waived its preemptive right to participate in the public offering under the shareholders agreement and Sapphire's ownership interest in WS Holdings was adjusted from 10% to 9% accordingly. As disclosed in Note 2, the Company closed on the ModSpace acquisition that resulted in the contribution of ModSpace's net assets of $991.5 million to WSII. The net impact of the transactions above, resulted in a non-recurring adjustment of $21.2 million to additional paid-in capital and non-controlling interest on the consolidated balance sheets. Despite the dilution in the non-controlling interest ownership in WS Holdings, the adjustment increases the non-controlling interest equity as a result of the significant increase in net assets from the ModSpace acquisition.

Under the Exchange Agreement, the non-controlling interest can be exchanged for a 9% interest in WillScot, subject to certain anti-dilution adjustments contemplated by the Exchange Agreement.

Deferred Revenue and Customer Deposits (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current:
Deferred revenue	$ 81,303	$ 68,398
Customer deposits	1,675	3,380
Total current deferred revenue and customer deposits	82,978	71,778
Long-term:
Deferred revenue	12,342	7,723
Total long-term deferred revenue and customer deposits	$ 12,342	$ 7,723

Inventories

12 Months Ended

Dec. 31, 2019

Inventory Disclosure [Abstract]

Inventories

Inventories at December 31, consisted of the following:


(in thousands)	2019		2018
Raw materials and consumables	$	15,387	$	16,022
Work in process	—		196
Total inventories	$	15,387	$	16,218

Revenue - Future Commited Modular Leasing Revenues (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Revenue from Contract with Customer [Abstract]
2020	$ 215,084
2021	73,135
2022	28,913
2023	11,727
2024	4,160
Thereafter	2,772
Total	$ 335,791

Derivatives - Narrative (Details) - Interest Rate Swap - USD ($)	Dec. 31, 2019	Dec. 31, 2018	Nov. 06, 2018
Derivative [Line Items]
Notational amount			$ 400,000,000.0
Pay rate	3.06%
Receive rate	1.74%	2.44%

Related Parties (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Related Parties

Related party balances included in the Company’s consolidated balance sheet at December 31 consisted of the following:


(in thousands)	Financial statement line Item	2019		2018
Receivables due under TSA	Prepaid expenses and other current assets	$	—	$	122
Trade receivables due from affiliates	Accounts receivable, net	26		—
Amounts due to affiliates	Accrued liabilities	(236)		(1,379)
	Total related party liabilities, net	$	(210)	$	(1,257)

Related party transactions included in the Company’s consolidated statement of operations for the year ended December 31, 2019, 2018 and 2017, respectively, consisted of the following:


(in thousands)	Financial statement line item	2019		2018		2017
Leasing revenue from related parties	Modular leasing revenue	$	316	$	720	$	—
Rental unit sales to related parties	Rental unit sales	—		1,548		—
Management fees and recharge income on transactions with affiliates	Selling, general & administrative expenses	—		—		1,309
Consulting expense to related party^(a)	Selling, general & administrative expenses	(1,029)		(3,070)		(104)
Interest income on notes due from affiliates^(b)	Interest income	—		—		12,177
Interest expense on notes due to affiliates^(b)	Interest expense	—		—		(58,448)
	Total related party income (expense), net	$	(713)	$	(802)	$	(45,066)

(a) Two of the Company's directors also serve on the board of directors to a consulting firm with which the Company incurs professional fees.

(b) Prior to the Business Combination, the Algeco Group distributed borrowings from its third party notes through intercompany loans to WSII. WSII recorded these intercompany loans as notes due to affiliates with fixed maturity dates and interest that was payable on a semi-annual basis. Conversely, WSII also distributed borrowings to other entities within the Algeco Group through intercompany loans, and earned interest income on the principal. In conjunction with the Business Combination, all notes due to and from affiliates were settled.

Inventories (Tables)

12 Months Ended

Dec. 31, 2019

Inventory Disclosure [Abstract]

Schedule of Inventories

Inventories at December 31, consisted of the following:


(in thousands)	2019		2018
Raw materials and consumables	$	15,387	$	16,022
Work in process	—		196
Total inventories	$	15,387	$	16,218

Equity - Non-Controlling Interest (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jan. 01, 2019
Noncontrolling Interest [Line Items]
Beginning balance	$ 702,197	$ 484,550	$ 23,131
Net loss attributable to non-controlling interest	(421)	(4,532)	(2,110)
Other comprehensive income (loss)	526	(1,605)	(8)
Issuance of common stock and contribution of proceeds to WSII		139,035
Acquisition transaction		148,108	595,309
Ending balance	708,955	702,197	484,550
Non-Controlling Interest
Noncontrolling Interest [Line Items]
Beginning balance	63,982	48,931	0
Net loss attributable to non-controlling interest	(421)	(4,532)	(2,110)
Other comprehensive income (loss)	526	(1,605)	(8)
Issuance of common stock and contribution of proceeds to WSII	0	7,574	0
Acquisition transaction		13,614	51,049
Ending balance	64,590	63,982	48,931
ModSpace \| Non-Controlling Interest
Noncontrolling Interest [Line Items]
Acquisition transaction	0	13,614	0
WSII \| Non-Controlling Interest
Noncontrolling Interest [Line Items]
Acquisition transaction	$ 0	$ 0	$ 51,049
Accounting Standards Update 2016-02
Noncontrolling Interest [Line Items]
Adoption of ASC				$ 5,226
Accounting Standards Update 2016-02 \| Non-Controlling Interest
Noncontrolling Interest [Line Items]
Adoption of ASC				$ 503

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Activity in Allowance for Doubtful Accounts

Activity in the allowance for doubtful accounts for the years ended December 31 was as follows:


(in thousands)	2019		2018		2017
Balance at beginning of year	$	9,340	$	4,845	$	4,167
Provision for doubtful accounts^(a)	14,496		7,656		4,715
Write-offs	(7,945)		(3,089)		(3,984)
Foreign currency translation and other	(63)		(72)		(53)
Balance at end of period	$	15,828	$	9,340	$	4,845

Schedule of Property, Plant and Equipment

Depreciation is generally computed using the straight-line method over estimated useful lives, as follows:


	Estimated Useful Life	Residual Value
Modular space and portable storage units	10 – 20 years	20 – 50%
VAPS and other related rental equipment	2 – 8 years	—

Depreciation is generally computed using the straight-line method over estimated useful lives as follows:


Type			Estimated Useful Life
Buildings and leasehold improvements			10 – 40 years
Machinery and equipment			3 – 10 years
Furniture and fixtures			7 – 10 years
Software			3 – 5 years

Rental equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Modular units and portable storage	$	2,455,471	$	2,333,776
Value-added products	121,855		90,526
Total rental equipment	2,577,326		2,424,302
Less: accumulated depreciation	(632,890)		(495,012)
Rental equipment, net	$	1,944,436	$	1,929,290

Property, plant and equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Land, buildings and leasehold improvements	$	139,861	$	185,870
Manufacturing and office equipment	62,169		58,481
Software and other	27,342		29,632
Total other property, plant and equipment	229,372		273,983
Less: accumulated depreciation	(81,683)		(90,233)
Property, plant and equipment, net	$	147,689	$	183,750

Income Taxes - Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Loss from continuing operations before income tax
US	$ (9,477)	$ (80,824)	$ (97,009)
Non-US	(4,257)	(11,348)	(68,389)
Loss from continuing operations before income tax	(13,734)	(92,172)	(165,398)
US Federal statutory income tax benefit	(2,884)	(19,356)	(57,889)
Effect of tax rates in foreign jurisdictions	(207)	(626)	5,626
State income tax (benefit) expense, net of federal benefit	1,829	(2,478)	(5,188)
Unremitted foreign earnings	0	(6,793)	(2,493)
Valuation allowances	961	(11,871)	59,679
Non-deductible items	(233)	0	0
Non-deductible executive compensation	490	0	0
Non-deductible transaction costs	(12)	1,134	1,297
Non-deductible goodwill impairment	0	0	15,849
Non-deductible deferred financing fees	0	0	2,715
Non-deductible Stewardship	0	0	1,658
Non-deductible monitoring fee	0	0	422
Tax law changes (Excluding valuation allowance)	(2,785)	64	(23,115)
Other	650	1,326	503
Total income tax benefit	$ (2,191)	$ (38,600)	$ (936)
Effective income tax rate	15.95%	41.88%	0.56%

Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses	$ 5,726	$ 9,200
Other current assets	8,895	12,506
Receivables due from affiliates	0	122
Total prepaid expenses and other current assets	$ 14,621	$ 21,828

Equity - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands		3 Months Ended	12 Months Ended
	Jan. 01, 2018	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance			$ 638,215
Other comprehensive income (loss) before reclassifications			2,656	$ (17,879)	$ 6,760
Reclassifications from AOCI to income			3,121	285
Reclassifcations from AOCI to additional paid-in capital		$ 600			663
Reclassifications from AOCI to retained earnings	$ 2,500			0
Less other comprehensive (loss) income attributable to non-controlling interest			(526)	1,605	8
Ending balance			644,365	638,215
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(49,497)		(62,608)	(49,497)	(56,928)
Other comprehensive income (loss) before reclassifications			10,586	(11,639)	6,760
Reclassifications from AOCI to income			0	0
Reclassifcations from AOCI to additional paid-in capital					663
Reclassifications from AOCI to retained earnings				(2,540)
Less other comprehensive (loss) income attributable to non-controlling interest			(960)	1,068	8
Ending balance		(49,497)	(52,982)	(62,608)	(49,497)
Unrealized losses on hedging activities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	0		(5,418)	0	0
Other comprehensive income (loss) before reclassifications			(7,930)	(6,240)	0
Reclassifications from AOCI to income			3,121	285
Reclassifcations from AOCI to additional paid-in capital					0
Reclassifications from AOCI to retained earnings				0
Less other comprehensive (loss) income attributable to non-controlling interest			434	537	0
Ending balance		0	(9,793)	(5,418)	0
Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ (49,497)		(68,026)	(49,497)	(56,928)
Reclassifications from AOCI to retained earnings				(2,540)
Ending balance		$ (49,497)	(62,775)	(68,026)	$ (49,497)
Interest Rate Swap \| Unrealized losses on hedging activities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Reclassifications from AOCI to income			3,300	400
Tax benefit from reclassification from AOCI to income			$ 800	$ 100

Debt - Capital Lease and Other Financing Obligations, Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2018 USD ($)
Debt Instrument [Line Items]
Capital lease and other financing obligations	$ 37,983
Sale-leaseback transactions
Debt Instrument [Line Items]
Capital lease and other financing obligations	$ 37,900
Implicit interest rate	8.00%
Capital leases
Debt Instrument [Line Items]
Capital lease and other financing obligations	$ 100
Capital lease and financing obligations
Debt Instrument [Line Items]
Debt issuance costs	$ 1,600
Minimum \| Sale-leaseback transactions
Debt Instrument [Line Items]
Agreement term	18 months
Maximum \| Sale-leaseback transactions
Debt Instrument [Line Items]
Agreement term	10 years

Rental Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Schedule of Rental Equipment, Net

Depreciation is generally computed using the straight-line method over estimated useful lives, as follows:


	Estimated Useful Life	Residual Value
Modular space and portable storage units	10 – 20 years	20 – 50%
VAPS and other related rental equipment	2 – 8 years	—

Depreciation is generally computed using the straight-line method over estimated useful lives as follows:


Type			Estimated Useful Life
Buildings and leasehold improvements			10 – 40 years
Machinery and equipment			3 – 10 years
Furniture and fixtures			7 – 10 years
Software			3 – 5 years

Rental equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Modular units and portable storage	$	2,455,471	$	2,333,776
Value-added products	121,855		90,526
Total rental equipment	2,577,326		2,424,302
Less: accumulated depreciation	(632,890)		(495,012)
Rental equipment, net	$	1,944,436	$	1,929,290

Property, plant and equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Land, buildings and leasehold improvements	$	139,861	$	185,870
Manufacturing and office equipment	62,169		58,481
Software and other	27,342		29,632
Total other property, plant and equipment	229,372		273,983
Less: accumulated depreciation	(81,683)		(90,233)
Property, plant and equipment, net	$	147,689	$	183,750

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2019	Feb. 27, 2020	Jun. 30, 2019
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2019
Document Transition Report	false
Entity File Number	001-37552
Entity Registrant Name	WILLSCOT CORP
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-3430194
Entity Address, Address Line One	901 S. Bond Street
Entity Address, Address Line Two	#600
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21231
City Area Code	410
Local Phone Number	931-6000
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	WSC
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 848,851,148
Documents Incorporated by Reference	The information required by Part III of this Report, to the extent not set forth herein, is incorporated herein by reference from the registrant's definitive proxy statement relating to the Annual Meeting of Shareholders to be held in 2020, which definitive proxy statement will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Report relates.
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Entity Central Index Key	0001647088
Current Fiscal Year End Date	--12-31
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		110,316,368
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		8,024,419

Loss Per Share	12 Months Ended
Loss Per Share	Dec. 31, 2019
Earnings Per Share [Abstract]
Loss Per Share	Loss Per Share Basic loss per share (“LPS”) is calculated by dividing net loss attributable to WillScot by the weighted average number of Class A common shares outstanding during the period. The common shares issued as a result of the vesting RSUs and RSAs as well as the exercise of stock options, were included in LPS based on the weighted average number of days in which they were vested and outstanding during the period. Concurrently with the Business Combination, 12,425,000 of WillScot's Class A common shares were placed into escrow by shareholders and became ineligible to vote or participate in the economic rewards available to other Class A shareholders. Escrowed shares were therefore excluded from the LPS calculation while deposited in the escrow account. 6,212,500 of the escrowed shares were released to shareholders on January 19, 2018, and the remaining escrowed shares were released to shareholders on August 21, 2018. Class B common shares have no rights to dividends or distributions made by the Company and, in turn, are excluded from the LPS calculation. Pursuant to the exchange agreement entered into by WS Holding's shareholders, Sapphire has the right, but not the obligation, to exchange all, but not less than all, of its shares of WS Holdings into newly issued shares of WillScot’s Class A common stock in a private placement transaction. Diluted LPS is computed similarly to basic LPS, except that it includes the potential dilution that could occur if dilutive securities were exercised. Effects of potentially dilutive securities are presented only in periods in which they are dilutive. For the year ended December 31, 2019, stock options, Time-Based RSUs, Market-Based RSUs, and RSAs representing 534,188, 1,065,305, 288,281 and 52,755 shares of Class A common stock outstanding were excluded from the computation of diluted LPS because their effect would have been anti-dilutive. Market-Based RSUs can vest at 0% to 150% of the amount granted. For the year ended December 31, 2018, stock options, Time-Based RSUs and RSAs, representing 589,257, 852,733 and 72,053 shares of Class A common stock outstanding were excluded from the computation of diluted LPS because their effect would have been anti-dilutive. For the years ended December 31, 2019, 2018 and 2017, warrants representing 22,093,950, 22,183,513 and 34,750,000 shares of Class A shares, were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive.

Debt

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Debt

The carrying value of debt outstanding at December 31 consisted of the following:


(in thousands, except rates)	Interest rate	Year of maturity	2019		2018
2022 Secured Notes	7.875%	2022	$	264,576	$	292,258
2023 Secured Notes	6.875%	2023	482,768		293,918
Unsecured Notes	10.00%	2023	—		198,931
US ABL Facility	Varies	2022	885,245		853,409
Canadian ABL Facility^(a)	Varies	2022	—		—
Capital lease and other financing obligations^(b)			—		37,983
Total debt			1,632,589		1,676,499
Less: current portion of long-term debt			—		(1,959)
Total long-term debt			$	1,632,589	$	1,674,540

(a) As of December 31, 2019, the Company had no outstanding principal borrowings on the Canadian ABL Facility and $2.1 million of related debt issuance costs. No related debt issuance costs were recorded as a direct offset against the principal of the Canadian ABL Facility and the remaining $2.1 million, in excess of principal, has been included in other non-current assets on the consolidated balance sheet. As of December 31, 2018, the Company had $0.9 million of outstanding principal borrowings on the Canadian ABL Facility and $2.9 million of related debt issuance costs. $0.9 million of the related debt issuance costs are recorded as a direct offset against the principal of the Canadian ABL Facility and the remaining $2.0 million, in excess of principal, has been included in other non-current assets on the condensed consolidated balance sheet.

(b) In connection with the adoption of ASC 842, the capital leases and financing obligations and associated deferred financing costs that related to the failed sale leaseback transactions were reversed. At December 31, 2019, the Company has no remaining capital leases and other financing obligations.

There are aggregate annual principal maturities of debt of $1,173.0 million in 2022 and of $490.0 million in 2023. There are no aggregate annual principal maturities of debt in 2020, 2021, 2024 or thereafter.

The Company has debt discounts, net of premiums, and debt issuance costs recorded as offsets against the carrying value of the related debt.

These debt costs will be amortized and included as part of interest expense over the remaining contractual terms of those debt instruments for each of the next five years as follows:


(in thousands)	Debt discount and debt issuance cost amortization
2020	$	11,677
2021	11,982
2022	7,435
2023	1,403
2024 and thereafter	—

Former Algeco Group Revolver

Prior to the Business Combination, WSII depended on the Algeco Group for financing, which centrally managed all cash management. The Algeco Group maintained a multicurrency asset-based revolving credit facility (the “Algeco Group Revolver”).

On March 31, 2017, the Algeco Group Revolver was amended (the “Amended Algeco Group Revolver”) to provide for a maximum availability of the equivalent of $1.1 billion, with a maturity date of July 10, 2018. As amended, the maximum USD and CAD availability to WSII was reduced to $740.0 million and $100.0 million, respectively. WSII incurred $10.2 million in debt issuance costs in connection with the amendment, which were deferred and amortized through the new maturity date.

Borrowings under the Amended Algeco Group Revolver bore interest payable on the first day of each quarter for the preceding quarter at a variable rate based on LIBOR or another applicable regional bank rate plus a margin of 3.75%. Borrowings were secured by a first lien on tangible assets which comprised substantially all Algeco Group rental equipment, property, plant and equipment and trade receivables in the US, Canada, the United Kingdom, Australia and New Zealand.

On November 29, 2017, the $669.5 million that had been drawn by WSII on the Amended Algeco Group Revolver under the direction of the Algeco Group’s centralized treasury function was repaid in full, using the proceeds from the Business Combination (see Note 2), and WSII’s properties were released from all liens related to the Amended Algeco Group Revolver.

Interest expense of $29.2 million related to the Algeco Group Revolver was included in the interest expense for the year ended December 31, 2017.

ABL Facility

On November 29, 2017, WS Holdings, WSII and certain of its subsidiaries entered into the ABL Facility that provided a senior secured revolving credit facility in the initial aggregate principal amount of up to $600.0 million.

For accounting purposes, the ABL Facility is treated as a modification of the Amended Algeco Group Revolver. Certain of the lenders under the Amended Algeco Group Revolver are also lenders under the ABL Facility. As the borrowing capacity of each of the continuing lenders in the ABL Facility was greater than the borrowing capacity of the Amended Algeco Group Revolver, any unamortized debt issuance costs of continuing lenders were deferred and amortized through the maturity date of the ABL Facility. The amount of unamortized debt issuance costs pertaining to continuing ABL lenders was $3.5 million as of the date of the modification. Any debt issuance costs from the Amended Algeco Group Revolver that pertain to non-continuing lenders were expensed through interest expense on the consolidated statement of operations as of the modification date. The Company recognized a charge of $2.8 million in interest expense related to the write-off of debt issuance costs pertaining to non-continuing lenders for the year ended December 31, 2017. As a result of entering into the ABL Facility, the Company incurred debt issuance and discounts costs of $11.2 million that are deferred and amortized through the maturity date of the ABL Facility

In July and August 2018, the Company entered into three amendments (the "ABL Amendments") to the ABL Facility that, among other things, (i) permitted the ModSpace acquisition and the Company’s financing thereof, (ii) increased the ABL Facility limit to $1.425 billion in the aggregate, with an accordion feature allowing up to $1.8 billion of capacity, and (iii) increased certain thresholds, basket sizes and default and notice triggers to account for the Company’s increased scale following the ModSpace acquisition.

After giving effect to the ABL Amendments, the ABL Facility, which matures on May 29, 2022, consists of (i) a $1.285 billion asset-backed revolving credit facility (the “US ABL Facility”) for WSII and certain of its domestic subsidiaries (the “US Borrowers”), (ii) a $140.0 million asset-based revolving credit facility (the “Canadian ABL Facility”) for certain Canadian subsidiaries of WSII (the “Canadian Borrower,” and together with the US Borrowers, the “Borrowers”), and (iii) an accordion feature that permits the Borrowers to increase the lenders’ commitments in an aggregate amount not to exceed $375.0 million, subject to the satisfaction of customary conditions, plus any voluntary prepayments that are accompanied by permanent commitment reductions under the ABL Facility.

Borrowings under the ABL Facility, at the Borrower’s option, bear interest at an adjusted LIBOR or base rate, in each case plus an applicable margin. The initial applicable margin was 2.50% for LIBOR borrowings and 1.50% for base rate borrowings. Commencing on March 31, 2018, the applicable margins were subject to one step-down of 0.25% or one step-up of 0.25%, based on excess availability levels with respect to the ABL Facility. The ABL Facility requires the payment of an annual commitment fee on the unused available borrowings of between 0.375% and 0.5% per annum. At December 31, 2019, the weighted average interest rate for borrowings under the ABL Facility was 4.51%. The weighted average interest rate on the balance outstanding as of year end, as adjusted for the effects of the interest rate swap agreements was 5.10%. Refer to Note 15 for a more detailed discussion on interest rate management.

Borrowing availability under the US ABL Facility and the Canadian ABL Facility is equal to the lesser of (i) with respect to US Borrowers, $1.285 billion and the US Borrowing Base (defined below) (the “US Line Cap”), and (ii) with respect to the Canadian Borrower, $140.0 million and the Canadian Borrowing Base (defined below) (the “Canadian Line Cap,” together with the US Line Cap, the “Line Cap”).

The US Borrowing Base is, at any time of determination, an amount equal to the sum of:

◦85% of the net book value of the US Borrowers’ eligible accounts receivable, plus

◦the lesser of (i) 95% of the net book value of the US Borrowers’ eligible rental equipment and (ii) 85% of the net orderly liquidation value of the US Borrowers’ eligible rental equipment, minus

◦customary reserves.

The Canadian Borrowing Base is, at any time of determination, an amount equal to the sum of:

◦85% of the net book value of the Canadian Borrower’s eligible accounts receivable, plus

◦the lesser of (i) 95% of the net book value of the Canadian Borrower's eligible rental equipment and (ii) 85% of the net orderly liquidation value of the Canadian Borrower's eligible rental equipment, plus

◦portions of the US Borrowing Base that have been allocated to the Canadian Borrowing Base, minus

◦customary reserves.

At December 31, 2019, the Line Cap was $1.425 billion and the Borrowers had $509.1 million of available borrowing capacity under the ABL Facility, including $369.3 million under the US ABL Facility and $139.8 million under the Canadian ABL Facility.

Borrowing capacity under the US ABL Facility is made available for up to $75.0 million of letters of credit and up to $75.0 million of swingline loans, and borrowing capacity under the Canadian ABL Facility is made available for up to $60.0

million of letters of credit, and $50.0 million of swingline loans. At December 31, 2019, letters of credit and bank guarantees carried fees of 2.875%. The Company had issued $12.7 million and $13.0 million of standby letters of credit under the ABL Facility at December 31, 2019 and December 31, 2018, respectively.

The obligations of the US Borrowers are unconditionally guaranteed by WS Holdings and each existing and subsequently acquired or organized direct or indirect wholly-owned US organized restricted subsidiary of WS Holdings, other than excluded subsidiaries (together with WS Holdings, the "US Guarantors"). The obligations of the Canadian Borrowers are unconditionally guaranteed by the US Borrowers and the US Guarantors, and each existing and subsequently acquired or organized direct or indirect wholly-owned Canadian organized restricted subsidiary of WS Holdings other than certain excluded subsidiaries.

The Company had $903.0 million and $879.4 million in outstanding principal under the ABL Facility at December 31, 2019 and December 31, 2018, respectively.

Debt issuance costs and discounts of $17.8 million and $26.0 million are included in the carrying value of the ABL Facility at December 31, 2019 and December 31, 2018, respectively.

2022 Senior Secured Notes

In connection with the closing of the Business Combination, WSII issued $300.0 million aggregate principal amount of 7.875% senior secured notes due December 15, 2022 (the “2022 Secured Notes”) under an indenture dated November 29, 2017 (the “Indenture”). The Indenture was entered into by and among WSII, the guarantors named therein (the “Note Guarantors”), and Deutsche Bank Trust Company Americas, as trustee and as collateral agent. Interest is payable semi-annually on June 15 and December 15 beginning June 15, 2018.

Prior to December 15, 2019, WSII was able to redeem the 2022 Secured Notes at a redemption price equal to 100% of the principal amount thereof, plus a customary make whole premium for the 2022 Secured Notes being redeemed, plus accrued and unpaid interest, if any, to but not including the redemption date. On December 13, 2019, the Company completed a partial redemption of $30.0 million of the 2022 Secured Notes at a redemption price of 103% using proceeds from its ABL Facility. Following the redemption, $270.0 million of 2022 Secured Notes were outstanding as of December 31, 2019. The Company recorded a loss on extinguishment of debt of $1.5 million, which included $0.9 million of an early redemption premium and $0.6 million related to the write-off of unamortized deferred financing fees.

On or after December 15, 2019, WSII, at its option, may redeem the 2022 Secured Notes, in whole or in part, at the redemption prices expressed as percentages of principal amount set forth below, plus accrued and unpaid interest to, but not including, the applicable redemption date (subject to the right of 2022 Secured Note holders on the relevant record date to receive interest due on an interest payment date falling on or prior to the redemption date), if redeemed during the twelve-month period beginning on December 15 of each of the years set forth below:


Year	Redemption Price
2019	103.938	%
2020	101.969	%
2021 and thereafter	100.000	%

The 2022 Secured Notes are unconditionally guaranteed by the Note Guarantors. WillScot is not a guarantor of the 2022 Secured Notes. The Note Guarantors, as well as certain of the Company’s non-US subsidiaries, are guarantors or borrowers under the ABL Facility. To the extent that lenders under the ABL Facility release the guarantee of any Note Guarantor, such Note Guarantor will also be released from obligations under the 2022 Secured Notes. These guarantees are secured by a second priority security interest in substantially all of the assets of WSII and the Note Guarantors, subject to customary exclusions. The guarantees of the 2022 Secured Notes by WillScot Equipment II, LLC, a Delaware limited liability company which holds certain of WSII’s assets in the US, will be subordinated to its obligations under the ABL Facility.

As of December 31, 2019 and 2018, unamortized debt issuance costs pertaining to the 2022 Secured Notes were $5.4 million and $7.7 million, respectively.

2023 Senior Secured Notes

On August 6, 2018, a special purpose subsidiary of WSII completed a private offering of $300.0 million in aggregate principal amount of its 6.875% senior secured notes due August 15, 2023 (the “Initial 2023 Secured Notes”). The issuer entered into an indenture dated August 6, 2018 with Deutsche Bank Trust Company Americas, as trustee (“2023 Secured Notes Indenture”), which governs the terms of the Initial 2023 Secured Notes. In connection with the ModSpace acquisition, the issuer merged with and into WSII and WSII assumed the Initial 2023 Secured Notes. Interest is payable semi-annually on February 15 and August 15 of each year, beginning February 15, 2019.

On May 14, 2019, WSII completed a tack-on offering of $190.0 million in aggregate principal amount to the Initial 2023 Secured Notes (the "Tack-On Notes"). The Tack-on Notes were issued as additional securities under the 2023 Secured Notes Indenture. The Tack-On Notes and the Initial 2023 Secured Notes (the "2023 Secured Notes", and together with the 2022 Secured Notes, the "Senior Secured Notes") are treated as a single class of debt securities under the 2023 Secured Notes Indenture. The Tack-on Notes have identical terms to the Initial 2023 Secured Notes, other than with respect to the issue

date and issue price. WSII incurred a total of $3.0 million in debt issuance costs in connection with the tack-on offering, which were deferred and will be amortized through the August 15, 2023 maturity date. The Tack-On Notes were issued at a premium of $0.5 million which will be amortized through the August 15, 2023 maturity date. The proceeds of the Tack-On Notes were used to repay a portion of the US ABL Facility.

WSII may redeem the 2023 Secured Notes at any time before August 15, 2020 at a redemption price equal to 100% of the principal amount thereof, plus a customary make whole premium for the 2023 Secured Notes being redeemed, plus accrued and unpaid interest, if any, to but not including the redemption date. Before August 15, 2020, WSII may redeem up to 40% of the aggregate principal amount of the 2023 Secured Notes at a price equal to 106.875% of the principal amount of the 2023 Secured Notes being redeemed, plus accrued and unpaid interest, if any, to but not including the redemption date with the net proceeds of certain equity offerings. WSII may also redeem up to 10% of the aggregate principal amount of the 2023 Secured Notes at any time prior to the second anniversary of the closing date of this offering at a redemption price equal to 103% of the principal amount of the 2023 Secured Notes being redeemed during each twelve-month period commencing with the issue date, plus accrued and unpaid interest, if any, to but not including the redemption date. If WSII undergoes a change of control or sells certain of its assets, WSII may be required to offer to repurchase the 2023 Secured Notes.

On and after August 15, 2020, WSII may redeem the 2023 Secured Notes, in whole or in part, at the redemption prices expressed as percentages of principal amount set forth below plus accrued and unpaid interest to but not including the applicable redemption date (subject to the holders' right to receive interest due on an interest payment date falling on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of each of the years set forth below.


Year	Redemption Price
2020	103.438	%
2021	101.719	%
2022 and thereafter	100.000	%

The 2023 Secured Notes are unconditionally guaranteed by the Note Guarantors. WillScot is not a guarantor of the 2023 Secured Notes. The Note Guarantors and certain of the Company's non-US subsidiaries are guarantors or borrowers under the ABL Facility. These guarantees are secured by a second priority security interest in substantially all of the assets of WSII and the Note Guarantors (subject to customary exclusions) and are subordinated to the Company's obligations under the ABL Facility.

Unamortized debt issuance costs and discounts, net of premiums, of $7.2 million and $6.1 million are included in the carrying value of the debt as of December 31, 2019 and 2018, respectively.

2023 Senior Unsecured Notes

On August 3, 2018, a special purpose subsidiary of WSII completed a private offering of $200.0 million in aggregate principal amount of its senior unsecured notes due November 15, 2023 (the “Unsecured Notes”). The issuer entered into an indenture with Deutsche Bank Trust Company Americas, as trustee, which governed the terms and conditions of the Unsecured Notes. In connection with the ModSpace acquisition, the issuer merged with and into WSII and WSII assumed the Unsecured Notes.

On June 19, 2019 (the "Redemption Date"), WSII used proceeds from its US ABL Facility to redeem all $200.0 million in aggregate outstanding principal amount of the Unsecured Notes at a redemption price of 102.0%, plus a make-whole premium of 1.126% and any accrued and unpaid interest to, but not including, the Redemption Date. The Company recorded a loss on extinguishment of $7.2 million, which included $6.2 million of make-whole premiums and $1.0 million related to the write-off of unamortized deferred financing fees.

Prior to the redemption, the Unsecured Notes bore interest at a rate of 10% per annum. Interest was payable semi-annually on February 15 and August 15 of each year, beginning February 15, 2019.

Unamortized debt issuance costs and discounts pertaining to the Unsecured Notes were $1.1 million as of December 31, 2018.

The Company is in compliance with all debt covenants and restrictions for the aforementioned debt instruments as of December 31, 2019.

Capital Lease and Other Financing Obligations

The Company entered into several arrangements in which they sold branch locations and simultaneously leased the associated properties back from the various purchasers. Due to the terms of the lease agreements, these transactions were treated as financing arrangements. These transactions contain non-recourse financing which was considered a form of continuing involvement and precluded the use of sale-leaseback accounting under ASC 840. In connection with the adoption of ASC 842, these transactions were deemed to comply with sale-leaseback accounting and the associated liabilities under these

agreements were reversed and recorded as part of the entry recorded to retained earnings upon the adoption of ASC 842, retroactive to January 1, 2019. The Company no longer had any other financing obligations as of December 31, 2019.

As of December 31, 2018 and prior to the adoption of ASC 842, the Company’s capital lease and financing obligations primarily consisted of $37.9 million under sale-leaseback transactions and $0.1 million of capital leases. The Company’s financing obligations are presented net of $1.6 million of debt issuance costs for the year ended December 31, 2018. The terms of the financing arrangements ranged from approximately eighteen months to ten years. The interest rates implicit in these financing arrangements were approximately 8.0%.

Related Parties - Related Party Transactions in Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Related Party Transaction [Line Items]
Leasing revenue from related parties		$ 316
Leasing revenue from related parties			$ 720	$ 0
Management fees and recharge income on transactions with affiliates		0	0	1,309
Consulting expense to related party		(1,029)	(3,070)	(104)
Interest income on notes due from affiliates		0	0	12,177
Interest expense on notes due to affiliates		0	0	(58,448)
Total related party income (expense), net	$ (802)	(713)		(45,066)
Rental units
Related Party Transaction [Line Items]
Rental unit sales to related parties		$ 0	$ 1,548	$ 0

Share-Based Compensation - Fair Value Inputs (Details)	12 Months Ended
Share-Based Compensation - Fair Value Inputs (Details)	Dec. 31, 2019 $ / shares
Share-based Payment Arrangement [Abstract]
Expected volatility	36.00%
Expected dividend yield	0.00%
Risk-free interest rate	2.70%
Expected term (in years)	6 years 3 months
Exercise price (in USD per share)	$ 13.60
Weighted-average grant date fair value (in USD per share)	$ 5.51

Leases - Operating Lease Maturity (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2018
Leases [Abstract]
2020	$ 37,648
2021	33,903
2022	27,769
2023	21,926
2024	16,685
Thereafter	47,916
Total lease payments	185,847
Less: interest	(38,285)
Present value of lease liabilities	$ 147,562	$ 138,500
2019			$ 38,876
2020			29,797
2021			24,627
2022			18,879
2023			13,467
Thereafter			25,055
Total lease payments			$ 150,701

Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands													1 Months Ended		12 Months Ended
	Feb. 27, 2020	Jan. 24, 2020	Dec. 13, 2019	Feb. 12, 2019	Dec. 11, 2018	Dec. 07, 2018	Nov. 28, 2018	Aug. 15, 2018	Aug. 10, 2018	Jul. 30, 2018	Jan. 19, 2018	Nov. 29, 2017	Feb. 24, 2020	Jan. 24, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Feb. 28, 2020	Dec. 30, 2018	Nov. 08, 2018	Aug. 21, 2018	Dec. 31, 2016
Class of Stock [Line Items]
Preferred shares authorized (in shares)															1,000,000
Preferred share par value (in USD per share)															$ 0.0001
Discounts and offering expenses						$ 1,800						$ 9,188
Shares issued for warrant exchange (in shares)					8,205,841
Stock-based compensation and issuance of common stock from vesting (in shares)															309,857
Payments for warrants settlement					$ 347
Non-cash deemed dividend related to warrant exchange															$ 0	$ 2,135	$ 0
Equity															$ 708,955	$ 702,197	$ 484,550					$ 23,131
Subsequent Event
Class of Stock [Line Items]
Common stock issued (in shares)																		110,316,368
Common stock outstanding (in shares)																		110,316,368
ModSpace
Class of Stock [Line Items]
Net assets acquired								$ 991,500
Public Warrants
Class of Stock [Line Items]
Warrant exercise price per half share (in USD per share)															$ 5.75
Warrant exercise price (in USD per share)															11.50
Warrant redemption price (in USD per share)															0.01
Minimum share price for warrant redemption (in USD per share)															$ 18.00
Threshold trading days for warrant redemption															20 days
Threshold consecutive trading days for warrant redemption															30 days
Notice period for redemption of warrants															30 days
Warrants exercised (in shares)															135,000
Common stock issued in warrant exchange (in shares)															67,500
Proceeds from warrant exercises															$ 800
Number of shares warrant holders are entitled to purchase (in shares)															0.5
Public Warrants \| Subsequent Event
Class of Stock [Line Items]
Warrants outstanding (in shares)																		17,561,700
Warrant redemption price (in USD per share)	$ 0.01	$ 0.01												$ 0.01
Threshold consecutive trading days for warrant redemption		30 days
Warrants exercised (in shares)	38,509												5,836,040	796,610
Common stock issued in warrant exchange (in shares)													1,097,162	398,305
Proceeds from warrant exercises														$ 4,600
Private Placement Warrants
Class of Stock [Line Items]
Warrants restricted (in shares)												14,550,000
Purchase price for warrants (in USD per share)															$ 0.50
Purchase price for warrants															$ 9,750
2018 Warrants
Class of Stock [Line Items]
Warrants outstanding (in shares)															24,232,867
Warrant exercise price (in USD per share)								$ 15.50
Number of shares warrant holders are entitled to purchase (in shares)								1
Number of warrants repurchased and terminated (in shares)			22,063
Warrants repurchased and terminated			$ 100
Number of warrants registered (in shares)				8,914,969
2018 Warrants \| Subsequent Event
Class of Stock [Line Items]
Warrants outstanding (in shares)																		9,966,070
2015 Warrants
Class of Stock [Line Items]
Warrants outstanding (in shares)						69,499,694									9,977,516
Number of shares warrant holders are entitled to purchase (in shares)																				0.18182
Number of warrants exchanged (in shares)						45,131,827
Class A Common Stock
Class of Stock [Line Items]
Common stock authorized (in shares)															400,000,000	400,000,000
Common stock par value (in USD per share)															$ 0.0001	$ 0.0001
Shares issued as part of consideration for acquisition (in shares)												0
Common stock issued (in shares)															108,818,854	108,508,997
Common stock outstanding (in shares)												84,644,774			108,818,854	108,508,997
Converted shares held in escrow (in shares)												12,425,000
Shares released from escrow (in shares)											6,212,500
Common stock issued in warrant exchange (in shares)																8,206,000
Number of shares registered (in shares)				562,542
Number of shares issuable upon warrants registered (in shares)				9,999,579
Class A Common Stock \| ModSpace
Class of Stock [Line Items]
Warrant exercise price (in USD per share)								$ 15.50
Class A Common Stock \| 2018 Warrants
Class of Stock [Line Items]
Number of shares registered (in shares)							61,865,946
Class B Common Stock
Class of Stock [Line Items]
Common stock authorized (in shares)															100,000,000	100,000,000
Common stock par value (in USD per share)															$ 0.0001	$ 0.0001
Shares issued as part of consideration for acquisition (in shares)												8,024,419
Common stock issued (in shares)															8,024,419	8,024,419
Common stock outstanding (in shares)												8,024,419			8,024,419	8,024,419
Equity Offering
Class of Stock [Line Items]
Number of shares sold (in shares)										8,000,000						9,200,000
Share price (in USD per share)										$ 16.00
Purchase price of shares sold										$ 139,000
Discounts and offering expenses										$ 8,200
Underwriter's Option
Class of Stock [Line Items]
Number of shares sold (in shares)									1,200,000
Private Placement \| Class A Common Stock
Class of Stock [Line Items]
Number of shares sold (in shares)												43,568,901
Share price (in USD per share)												$ 9.60
Purchase price of shares sold												$ 418,300
Common Stock \| ModSpace
Class of Stock [Line Items]
Shares issued as part of consideration for acquisition (in shares)								6,458,229
Common Stock \| Class A Common Stock \| ModSpace
Class of Stock [Line Items]
Purchase price paid in stock (in shares)								6,458,229
Warrants \| Class A Common Stock \| ModSpace
Class of Stock [Line Items]
Purchase price paid in stock (in shares)								10,000,000
Sapphire Holding
Class of Stock [Line Items]
Noncontrolling ownership interest															9.00%
Sapphire Holding \| ModSpace
Class of Stock [Line Items]
Noncontrolling ownership interest															9.00%	9.00%			10.00%
Sapphire Holding \| Class A Common Stock
Class of Stock [Line Items]
Noncontrolling ownership interest															45.10%
Merger related costs \| ModSpace
Class of Stock [Line Items]
Equity								$ 21,200
Earnout Agreement
Class of Stock [Line Items]
Shares released from escrow (in shares)											3,106,250
Share price for earnout agreement (in USD per share)											$ 12.50
Trading days for earnout period											20 days
Consecutive trading days for earnout period											30 days
Earnout Agreement \| Sapphire Holding \| Private Placement Warrants
Class of Stock [Line Items]
Warrants outstanding (in shares)																					4,850,000

Share-Based Compensation - Restricted Stock Award Activity (Details) - Restricted Stock Awards	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Awards
Beginning Balance (in shares) \| shares	72,053
Granted (in shares) \| shares	52,755
Forfeited (in shares) \| shares	0
Vested (in shares) \| shares	(72,053)
Ending Balance (in shares) \| shares	52,755
Weighted-Average Grant Date Fair Value
Beginning Balance (in USD per share) \| $ / shares	$ 15.57
Granted (in USD per share) \| $ / shares	14.69
Forfeited (in USD per share) \| $ / shares	0
Vested (in USD per share) \| $ / shares	15.57
Ending Balance (in USD per share) \| $ / shares	$ 14.69

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Nov. 29, 2017	Dec. 31, 2016
Trade receivables, allowance	$ 15,828	$ 9,340	$ 4,845		$ 4,167
Class A Common Stock
Common stock par value (in USD per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	400,000,000	400,000,000
Common stock issued (in shares)	108,818,854	108,508,997
Common stock outstanding (in shares)	108,818,854	108,508,997		84,644,774
Class B Common Stock
Common stock par value (in USD per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	100,000,000	100,000,000
Common stock issued (in shares)	8,024,419	8,024,419
Common stock outstanding (in shares)	8,024,419	8,024,419		8,024,419

Stock-Based Compensation - Stock Option Activity (Details)	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Options
Beginning balance (in shares) \| shares	589,257
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	(41,302)
Vested (in shares) \| shares	(147,313)
Ending balance (in shares) \| shares	400,642
Exercised (in shares) \| shares	(13,767)
Vested and exercisable stock options (in shares) \| shares	133,546
Weighted - Average Exercise Price per Share
Beginning balance (in USD per share) \| $ / shares	$ 13.60
Granted (in USD per share) \| $ / shares	0
Forfeited (in USD per share) \| $ / shares	13.60
Vested (in USD per share) \| $ / shares	13.60
Ending balance (in USD per share) \| $ / shares	13.60
Exercised (in USD per share) \| $ / shares	13.60
Vested and exercisable stock options (in USD per share) \| $ / shares	$ 13.60

Consolidated Statements of Changes in Equity - USD ($) $ in Thousands	Total	Class A Common Stock	Class B Common Stock	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Total Shareholders' Equity	Non-Controlling Interest
Beginning balance at Dec. 31, 2016	$ 23,131			$ 1	$ 0	$ 1,569,175	$ (56,928)	$ (1,489,117)	$ 23,131	$ 0
Beginning balance (in shares) at Dec. 31, 2016				14,546,000	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(149,812)							(147,702)	(147,702)	(2,110)
Other comprehensive income (loss)	6,760						6,768		6,768	(8)
Capital contribution	6,192					6,192			6,192
Stock-based compensation	2,970					2,970			2,970
Issuance of common stock and contribution of proceeds to WSII										0
Acquisition transaction	595,309			$ 7	$ 1	543,589	663	0	544,260	51,049
Acquisition transaction (in shares)				70,099,000	8,024,000
Ending balance (in shares) at Dec. 31, 2017				84,645,000	8,024,000
Ending balance at Dec. 31, 2017	484,550			$ 8	$ 1	2,121,926	(49,497)	(1,636,819)	435,619	48,931
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock and contribution of proceeds to WSII (in shares)		43,568,901	0
Acquisition transaction (in shares)		0	8,024,419
Ending balance (in shares) at Nov. 29, 2017		84,644,774	8,024,419
Beginning balance (in shares) at Dec. 31, 2017				84,645,000	8,024,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(53,572)							(49,040)	(49,040)	(4,532)
Other comprehensive income (loss)	(17,594)						(15,989)		(15,989)	(1,605)
Adoption of ASU 2018-02	0						(2,540)	2,540
Stock-based compensation	3,439					3,439			3,439
Issuance of common stock and contribution of proceeds to WSII	139,035			$ 1		131,460			131,461	7,574
Issuance of common stock and contribution of proceeds to WSII (in shares)				9,200,000
Acquisition transaction	148,108			$ 1		134,493			134,494	13,614
Acquisition transaction (in shares)				6,458,000
Common stock issued in warrant exchange	(1,769)			$ 1		(1,770)			(1,769)
Common stock issued in warrant exchange (in shares)		8,206,000
Ending balance (in shares) at Dec. 31, 2018		108,508,997	8,024,419	108,509,000	8,024,000
Ending balance at Dec. 31, 2018	702,197			$ 11	$ 1	2,389,548	(68,026)	(1,683,319)	638,215	63,982
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(11,543)							(11,122)	(11,122)	(421)
Other comprehensive income (loss)	5,777						5,251		5,251	526
Issuance of common stock and contribution of proceeds to WSII										0
Issuance of common stock from the exercise of options and warrants	921			$ 0		921			921
Issuance of common stock from the exercise of options and warrants (in shares)				81,000
Stock-based compensation and issuance of common stock from vesting	6,032			$ 0		6,032			6,032
Stock-based compensation and issuance of common stock from vesting (in shares)				229,000
Ending balance (in shares) at Dec. 31, 2019		108,818,854	8,024,419	108,819,000	8,024,000
Ending balance at Dec. 31, 2019	$ 708,955			$ 11	$ 1	$ 2,396,501	$ (62,775)	$ (1,689,373)	$ 644,365	$ 64,590

Leases (Tables)

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Lessee, Operating Lease, Liability, Maturity

As of December 31, 2019, the undiscounted future lease payments for operating lease liabilities were as follows:


	(in thousands)
2020	$	37,648
2021	33,903
2022	27,769
2023	21,926
2024	16,685
Thereafter	47,916
Total lease payments	185,847
Less: interest	(38,285)
Present value of lease liabilities	$	147,562

Schedule of Future Minimum Rental Payments for Operating Leases

As of December 31, 2018, under the prior lease guidance of ASC 840, the undiscounted future lease payments for operating leases were as follows:


	(in thousands)
2019	$	38,876
2020	29,797
2021	24,627
2022	18,879
2023	13,467
Thereafter	25,055
Total lease payments	$	150,701

Lease Activity

The Company’s lease activity during the year December 31, 2019 was as follows:


Financial Statement Line	(in thousands)
Operating Lease Expense
Fixed lease expense
Cost of leasing and services			$	6,737
Selling, general and administrative			34,058
Lease impairment expense and other related charges			2,611
Short-term lease expense
Cost of leasing and services			29,729
Selling, general and administrative			2,071
Variable lease expense
Cost of leasing and services			3,787
Selling, general and administrative			4,231
Total operating lease expense	$	83,224

Supplemental cash flow information related to operating leases for the year ended December 31, 2019 was as follows:


Supplemental Cash Flow Information:	(in thousands)
Cash paid for the amounts included in the measurement of lease liabilities	$	42,111
Right of use assets obtained in exchange for lease obligations	$	43,013

Weighted-Average Remaining Operating Lease Term and Weighted Average Discount Rate

Weighted-average remaining operating lease term and the weighted average discount rate as of December 31, 2019 were as follows:


Lease Terms and Discount Rates:
Weighted-average remaining lease term	6.51 years
Weighted-average discount rate	7.0	%

Restructuring

12 Months Ended

Dec. 31, 2019

Restructuring and Related Activities [Abstract]

Restructuring

Restructuring Restructuring costs include charges associated with exit or disposal activities that meet the definition of restructuring under FASB ASC Topic 420, Exit or Disposal Cost Obligations (“ASC 420”). The Company's restructuring plans are generally country or region specific and are typically completed within a one year period. Restructuring costs incurred under these plans include (i) one-time termination benefits related to employee separations, (ii) contract termination costs, and, (iii) other related costs associated with exit or disposal activities including, but not limited to, costs for consolidating or closing facilities. As a result of the adoption of ASC 842, on January 1, 2019 lease exit costs related to the termination of leases for duplicative branches and corporate facilities are now recorded in operating lease liabilities and are not part of the restructuring liabilities. Costs related to the integration of acquired businesses that do not meet the definition of restructuring under ASC 420, such as employee training costs, duplicate facility costs, and professional services expenses, are included within SG&A expense.

The Company incurred costs associated with restructuring plans designed to streamline operations and reduce costs of $3.8 million, $15.5 million and $2.2 million net of reversals, during the years ended December 31, 2019, 2018 and 2017, respectively. The following is a summary of the activity in the Company’s restructuring accruals for years ended December 31:


(in thousands)	Year Ended December 31,
			2019										2018							2017
			Employee Costs		Facility Exit Costs		Total		Employee Costs		Facility Exit Costs		Total		Employee Costs		Facility Exit Costs		Total
Beginning balance	$	4,544	$	972	$	5,516	$	227	$	—	$	227	$	1,793	$	—	$	1,793
Reclassification of liability to operating lease asset at the adoption of ASC 842^(a)	—		(972)		(972)		—		—		—		—		—		—
Charges	1,955		1,800		3,755		10,182		5,286		15,468		2,196		—		2,196
Cash payments	(5,694)		—		(5,694)		(5,806)		(4,314)		(10,120)		(1,806)		—		(1,806)
Foreign currency translation	(136)		—		(136)		(59)		—		(59)		12		—		12
Non-cash movements	(222)		(1,800)		(2,022)		—		—		—		(1,968)		—		(1,968)
Ending balance	$	447	$	—	$	447	$	4,544	$	972	$	5,516	$	227	$	—	$	227

(a) As a result of the adoption of ASC 842, the January 1, 2019 restructuring liability attributable to “cease-use” locations was reclassified to operating lease assets and 2019 costs related to the termination of leases for duplicative branches and corporate facilities are now recorded in lease impairment charges and other related costs.

The Company initiated certain restructuring plans associated with the ModSpace acquisition in order to capture operating synergies as a result of integrating ModSpace into WillScot. The restructuring activities primarily include the termination of employees in connection with the consolidation of overlapping facilities and functions within our existing business. At December 31, 2019, the Company is substantially complete with actions related to employee costs.

The restructuring charges for the year ended December 31, 2018 primarily relate to employee termination costs and lease exist costs in connection with the integration of Acton, Tyson, and ModSpace acquisitions in order to capture operating synergies as a result of integrating these businesses into WillScot. The restructuring activities include the termination of leases for 26 duplicative branch and corporate facilities and the termination of employees in connection with the consolidation of these overlapping facilities and functions within our existing business.

The restructuring charges for the year ended December 31, 2017 primarily relate to a reduction of corporate employees which resulted in employee termination costs. As part of the corporate restructuring plan, certain employees were required to render future service in order to receive their termination benefits. The termination costs associated with these employees was recognized over the period from the date of communication of termination to the employee to the earlier of the actual date of termination or the Business Combination date. As part of the Algeco Group internal restructuring that occurred prior to the Business Combination, $2.0 million of WSII’s restructuring liability, related to employees that were transferred, was transferred to other entities within the Algeco Group. The Company has no remaining liability associated with these employees and does not anticipate incurring future charges under the corporate restructuring plan. The remaining restructuring 2017 charges are employee termination costs related to the Company’s US and Canadian operations.

Segments

The $3.8 million of restructuring charges for the year ended December 31, 2019 includes: $3.3 million of charges pertaining to the Modular - US segment; and $0.5 million of charges pertaining to the Modular - Other North America segment.

The $15.5 million of restructuring charges for the year ended December 31, 2018 includes: $14.0 million of charges pertaining to the Modular - US segment; and $1.5 million of charges pertaining to Modular - Other North America segment.

The $2.2 million of restructuring charges for the year ended December 31, 2017 includes: $0.3 million of charges pertaining to the Modular - US segment and $1.9 million of charges pertaining to Corporate.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Basis of Presentation

The consolidated financial statements were prepared in conformity with accounting principles generally accepted in the US (“GAAP”).

Principles of Consolidation

The consolidated financial statements comprise the financial statements of WillScot and its subsidiaries that it controls due to ownership of a majority voting interest. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as WillScot. All intercompany balances and transactions are eliminated.

The Business Combination was accounted for as a reverse recapitalization in accordance with Accounting Standard Codification (“ASC”) 805, Business Combinations. Although WillScot was the indirect acquirer of WSII for legal purposes, WSII was considered the acquirer for accounting and financial reporting purposes. As a result of WSII being the accounting acquirer, the financial reports filed with the US Securities and Exchange Commission (the "SEC") by the Company subsequent to the Business Combination are prepared “as if” WSII is the predecessor and legal successor to the Company. The historical operations of WSII are deemed to be those of the Company. Thus, the financial statements included in this report reflect (i) the historical operating results of WSII prior to the Business Combination; (ii) the combined results of the Company and WSII following the Business Combination on November 29, 2017; (iii) the assets and liabilities of WSII at their historical cost; and (iv) WillScot’s equity structure for all periods presented. The recapitalization of the number of shares of common stock attributable to the purchase of WSII in connection with the Business Combination is reflected retroactively to January 1, 2017 and will be utilized for calculating earnings per share in all prior periods presented. No step-up basis of intangible assets or goodwill was recorded in the Business Combination transaction consistent with the treatment of the transaction as a reverse capitalization of WSII.

As described in further detail in Notes 2 and 3, WSII’s remote accommodations business (the “Remote Accommodations Business”) was transferred to other Algeco Group members on November 28, 2017 in a transaction under common control and was not included as part of the Business Combination. The operating results of the Remote Accommodations Business, net of tax, have been reported as discontinued operations in the consolidated financial statements. Amounts previously reported have been reclassified to conform to this presentation in accordance with ASC 205, Presentation of Financial Statements, to allow for meaningful comparison of continuing operations.

Accounting Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents.

Trade Receivables and Allowance for Doubtful Accounts

Trade receivables primarily consist of amounts due from customers from the lease or sale of rental equipment and their delivery and installation. Trade accounts receivable are recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is based upon the amount of losses expected to be incurred in the collection of these accounts. These estimated losses are calculated using the loss rate method based upon a review of outstanding receivables, related aging, including specific accounts if deemed necessary and on historical collection experience. In accordance with the adoption of ASC 842, effective January 1, 2019, specifically identifiable operating lease receivables not deemed probable of collection are recorded as a reduction of revenue. The remaining provision for doubtful accounts is recorded as selling, general and administrative expenses. For the years ended December 31, 2018 and 2017, the entire provision for doubtful accounts is recorded as a selling, general and administrative expense. The Company reviews the adequacy of the allowance on a quarterly basis.

Concentration of Credit Risk

Concentration of Credit RiskThe Company’s trade accounts receivable subject the Company to potential concentrations of credit risk. The Company performs on-going credit evaluations of its customers. Receivables related to sales are generally secured by the product sold to the customer. The Company generally has the right to repossess its rental units in the event of non-payment of receivables relating to the Company’s leasing operations. The Company’s large number of customers in diverse geographic areas and end markets mitigates the concentration of credit risk.

Inventories

Inventories consist of raw materials, parts and supplies, and work in process inventories. Inventories are measured at the lower of cost or net realizable value based on the weighted-average cost. The cost includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition.

Property, Plant and Equipment

Rental Equipment

Rental equipment is comprised of modular space and portable storage units held for rent or on rent to customers and value-added products and services (“VAPS”) which are in use or available to be used by customers. Rental equipment is measured at cost less accumulated depreciation and impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. Costs of improvements and betterments to rental equipment are capitalized when such costs extend the useful life of the equipment or increase the rental value of the unit. Costs incurred for equipment to meet a particular customer specification are capitalized and depreciated over the lease term taking in consideration the residual value of the asset. Maintenance and repair costs are expensed as incurred.

Depreciation is generally computed using the straight-line method over estimated useful lives, as follows:


	Estimated Useful Life	Residual Value
Modular space and portable storage units	10 – 20 years	20 – 50%
VAPS and other related rental equipment	2 – 8 years	—

Property, Plant and Equipment

Property, plant and equipment is stated at cost, net of accumulated depreciation and impairment losses. Assets leased under capital leases are depreciated over the shorter of the lease term or their useful life, unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Land is not depreciated. Maintenance and repair costs are expensed as incurred.

Depreciation is generally computed using the straight-line method over estimated useful lives as follows:


Type			Estimated Useful Life
Buildings and leasehold improvements			10 – 40 years
Machinery and equipment			3 – 10 years
Furniture and fixtures			7 – 10 years
Software			3 – 5 years

Land improvements for owned properties are amortized over 15 years, and are amortized over the lease term for our leased properties.

Held for Sale

Property, plant and equipment to be sold is classified as held for sale in the period in which: (i) the Company has approved and committed to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable, (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

Assets held for sale are initially measured at the lower of the carrying value or the fair value less cost to sell. Losses resulting from this measurement are recognized in the period in which the held for sale criteria are met while gains are not recognized until the date of sale. Once designated as held for sale, the Company stops recording depreciation expense on the asset. The Company assesses the fair value less cost to sell of long-lived assets held for sale at each reporting period until it no longer meets this classification.

Impairment of Long Lived Assets

When circumstances indicate the carrying amount of long-lived assets in a held-for-use asset group may not be recoverable, the Company evaluates the assets for potential impairment using internal projections of undiscounted cash flows resulting from the use and eventual disposal of the assets. Events or changes in circumstances that may necessitate a recoverability evaluation include, but are not limited to, adverse changes in the regulatory environment or an expectation it is more likely than not that the asset will be disposed of before the end of its previously estimated useful life. If the carrying amount of the assets exceeds the undiscounted cash flows, an impairment expense is recognized for the amount by which the carrying amount of the asset group exceeds its fair value (subject to the carrying amount not being reduced below fair value for any individual long-lived asset that is determinable without undue cost and effort).

Consistent with the provisions of ASU 2016-02, Leases (Topic 842) ("ASC 842"), the Company assesses whether any operating lease assets impairment exists in accordance with the measurement guidance in ASC 360, Property Plant and Equipment.

Goodwill and Goodwill Impairment

For acquired businesses, the Company records assets acquired and liabilities assumed at their estimated fair values on the respective acquisition dates. Based on these values, the excess purchase price over the fair value of the net assets acquired is recorded as goodwill. Generally, reporting units are one level below the operating segment (the component level), if discrete financial information is prepared and regularly reviewed by segment management. Goodwill acquired in a business combination is assigned to each of the Company’s reporting units that are expected to benefit from the combination.

The Company performs its annual impairment test of goodwill as of October 1 at the reporting unit level, as well as during any reporting period in which events or changes in circumstances that, in management’s judgment, may constitute triggering events under ASC 350-20, Intangibles – Goodwill and Other, Testing Goodwill for Impairment. The Company uses an independent valuation specialist for its annual impairment tests to assist in the valuation.

Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions. These estimates and assumptions include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, value of net operating losses, future economic and market conditions and determination of appropriate market comparables. Management bases fair value estimates on assumptions it believes to be reasonable but that are unpredictable and inherently uncertain. Actual future results may differ from these estimates.

If the carrying amount of the reporting unit exceeds the calculated fair value of the reporting unit, an impairment charge would be recognized for the excess, not to exceed the amount of goodwill allocated to that reporting unit.

Intangible Assets Other than Goodwill

Intangible assets that are acquired by the Company and determined to have an indefinite useful life are not amortized, but are tested for impairment at least annually. The Company’s indefinite-lived intangible asset consists of the Williams Scotsman trade name. The Company calculates fair value using a relief-from-royalty method. This method is used to estimate the cost savings that accrue to the owner of an intangible asset who would otherwise have to pay royalties or license fees on revenues earned through the use of the asset. If the carrying amount of the indefinite-lived intangible asset exceeds its

fair value, an impairment charge would be recorded to the extent the recorded indefinite-lived intangible asset exceeds the fair value.Other intangible assets that have finite useful lives are measured at cost less accumulated amortization and impairment losses, if any. Amortization is recognized in profit or loss over the estimated useful lives of the intangible asset.

Purchase Accounting

The Company accounts for acquisitions of businesses under the acquisition method. Under the acquisition method of accounting, the Company records assets acquired and liabilities assumed at their estimated fair value on the date of acquisition. Goodwill is measured as the excess of the fair value of the consideration transferred over the fair value of the identifiable net assets. Estimated fair values of acquired assets and liabilities are provisional and could change as additional information is received. Valuations are finalized as soon as practicable, but not later than one year from the acquisition date. Any subsequent changes to purchase price allocations result in a corresponding adjustment to goodwill.

Debt Issuance Costs and Debt Discounts

Debt Issuance Costs, Debt Discounts and Debt Premiums

Debt issuance costs and debt discounts, net of debt premiums, are recorded as direct deductions to the corresponding debt in long-term debt on the consolidated balance sheets. If no amounts are outstanding under the Company’s ABL credit agreement (the “ABL Facility”) as of a period end, the related debt issuance costs are recorded in other non-current assets in the consolidated balance sheets. Debt issuance costs and debt discounts, net of premiums, are deferred and amortized to interest expense over the term of the respective debt using the effective interest method or straight-line interest method as appropriate.

Retirement Benefit Obligation

Retirement Benefit ObligationThe Company provides benefits to certain of its employees under defined contribution benefit plans. The Company’s contributions to these plans are generally based on a percentage of employee compensation or employee contributions. These plans are funded on a current basis. For its US and Canada employees, the Company sponsors defined contribution benefit plans that have discretionary matching contribution and profit-sharing features.

Stock-Based Compensation

For periods prior to the Business Combination, WSII maintained certain share-based payment plans as part of the Algeco Group. The terms of those plans resulted in the awards being treated as liability plans. When the liability was dependent on a performance condition outside of WSII’s control, no accrual was made unless the performance condition was probable. The cost of awards under these plans was measured initially at fair value at the grant date, which was the date at which WSII and the participants had a shared understanding of the terms and conditions of the arrangement. The fair value of awards for which the performance obligation was probable was expensed over the applicable service period with recognition of a corresponding liability. The liability was remeasured to fair value at each reporting date with changes in fair value attributed to vested awards recognized as expense in the period.

On November 16, 2017, the Company’s shareholders approved a new long-term incentive award plan (the “Plan”). The Plan is administered by the Compensation Committee of WillScot's Board of Directors. Under the Plan, the Committee may grant an aggregate of 4,000,000 shares of Class A common stock in the form of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock awards ("RSAs"), restricted stock units, and performance compensation awards and stock bonus awards. Stock-based payments including the grant of stock options, restricted stock units, and RSAs are subject to service-based vesting requirements, and expense is recognized on a straight-line basis over the vesting period. Forfeitures are accounted for as they occur.

Stock-based compensation expense includes grants of stock options, time-based restricted stock units ("Time-Based RSUs"), and market-based restricted stock units ("Market-Based RSUs", and together with the Time-Based RSUs, the "RSUs"), which are recognized in the financial statements based on their fair value, and stock-based payments to non-executive directors include grants of RSAs. Time-Based RSUs and RSAs are valued based on the intrinsic value of the difference between the exercise price, if any, of the award and the fair market value of WillScot's common stock on the grant date. Market-Based RSUs were valued based on a Monte Carlo simulation model to reflect the impact of the Market-Based RSU market condition. The probability of satisfying a market condition is considered in the estimation of the grant-date fair value for Market-Based RSUs and the compensation cost is not reversed if the market condition is not achieved, provided the requisite service has been provided.

RSAs cliff vest in a one-year period. Time-Based RSUs vest ratably over a four-year period. Market-Based RSUs vest based on achievement of the relative total stockholder return ("TSR") of the Company's common stock as compared to the TSR of the constituents of the Russell 3000 Index at grant date over the three-year period performance period. The target number of Market-Based RSUs may be adjusted from 0% to 150% based on the TSR attainment levels defined by the Compensation Committee. The 100% target payout is tied to performance at the 50% percentile, with a payout curve ranging from 0% (for performance less than the 25% percentile) to 150% (for performance at or above the 75% percentile). Vesting is

also subject to continued service requirements through the vesting date. Each Market-Based RSU represents a contingent right to receive one share upon vesting of the Company’s Class A common stock, or its cash equivalent.

Stock options vest in tranches over a period of four years and expire ten years from the grant date. The fair value of each stock option award on the grant date is estimated using the Black-Scholes option-pricing model with the following assumptions: expected dividend yield, expected stock price volatility, weighted-average risk-free interest rate and weighted-average expected term of the options. The volatility assumption used in the Black-Scholes option-pricing model is based on peer group volatility as the Company does not have a sufficient trading history as a stand-alone public company. Additionally, due to an insufficient history with respect to stock option activity and post-vesting cancellations, the expected term assumption is based on the simplified method under GAAP, which is based on the vesting period and contractual term for each tranche of awards. The mid-point between the weighted-average vesting term and the expiration date is used as the expected term under this method. The risk-free interest rate used in the Black-Scholes model is based on the implied US Treasury bill yield curve at the date of grant with a remaining term equal to the Company’s expected term assumption. WillScot has never declared or paid a cash dividend on common shares.

Foreign Currency Translation and Transactions

The Company’s reporting currency is the US Dollar (“USD”). Exchange rate adjustments resulting from foreign currency transactions are recognized in profit or loss, whereas effects resulting from the translation of financial statements are reflected as a component of accumulated other comprehensive loss, which is a component of shareholders’ equity.

The assets and liabilities of subsidiaries whose functional currency is different from the USD are translated into USD at exchange rates at the reporting date and income and expenses are translated using average exchange rates for the respective period.

Exchange rate adjustments resulting from transactions in foreign currencies (currencies other than the Company entities’ functional currencies) are remeasured to the respective functional currencies using exchange rates at the dates of the transactions and are recognized in currency (gains) losses on the consolidated statements of operations.

Foreign exchange gains and losses arising from a receivable or payable to a consolidated Company entity, the settlement of which is neither planned nor anticipated in the foreseeable future, are considered to form part of a net investment in the Company entity and are included within accumulated other comprehensive loss.

Derivative Instruments and Hedging Activities

The Company utilizes derivative financial instruments, specifically interest rate swaps, to manage its exposure to fluctuations in interest rates on variable rate debt. The Company does not use derivatives for trading or speculative purposes.

The Company records derivatives on the balance sheet at fair value within prepaid and other current assets and other assets (if in an unrealized gain position) or within accrued liabilities and other non-current liabilities (if in an unrealized loss position). If a derivative is designated as a cash flow hedge and meets the highly effective threshold, the changes in the fair value of derivatives are recorded in accumulated other comprehensive income (loss). Amounts reported in accumulated other comprehensive income (loss) related to the cash flow hedges are reclassified to earnings within interest expense when the hedged item impacts earnings. For any derivative instruments not designated as hedging instruments, changes in fair value would be recognized in earnings within interest expense in the period that the change occurs. Cash flows from derivative instruments are presented within net cash provided by operating activities in the consolidated statements of cash flows. The Company assesses, both at the inception of the hedge and on an ongoing quarterly basis, whether the derivatives designated as cash flow hedges are highly effective in offsetting the changes in cash flows of the hedged items.

The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company enters into derivative financial instruments only with counterparties with high credit ratings and with major financial institutions. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

Revenue Recognition

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied.

Modular Leasing and Services Revenue

The majority of revenue is generated by rental income subject to the guidance of ASC 840, Leases ("ASC 840") in 2017 and 2018 and ASC 842 in 2019. The remaining revenue is generated by performance obligations in contracts with customers for services or sale of units subject to the guidance in ASC 605, Revenue ("ASC 605"), in 2017 and 2018 and Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASC 606") in 2019.

Leasing Revenue

Income from operating leases is recognized on a straight-line basis over the lease term. The Company's lease arrangements typically include multiple lease and non-lease components. Examples of lease components include, but are not limited to, the lease of modular space or portable storage units, and examples of non-lease components include, but are not limited to, the delivery, installation, maintenance, and removal services commonly provided in a bundled transaction with the lease components. Arrangement consideration is allocated between lease deliverables and non-lease components based on the relative estimated selling (leasing) price of each deliverable. Estimated selling (leasing) price of the lease deliverables is based upon the estimated stand-alone selling price of the related performance obligations using an adjusted market approach.

When leases and services are billed in advance, recognition of revenue is deferred until services are rendered. If equipment is returned prior to the contractually obligated period, the excess, if any, between the amount the customer is contractually required to pay over the cumulative amount of revenue recognized to date is recognized as incremental revenue upon return.

Rental equipment is leased primarily under operating leases and, from time to time, under sales-type lease arrangements. Operating lease minimum contractual terms generally range from 1 month to 60 months and averaged approximately 12 months across the Company's rental fleet for the year ended December 31, 2019. There were no material sales-type lease arrangements as of December 31, 2019.

Services Revenue

The Company generally has three non-lease service-related performance obligations in its contracts with customers:

•Delivery and installation of the modular or portable storage unit;

•Maintenance and other ad hoc services performed during the lease term; and

•Removal services that occur at the end of the lease term.

Consideration is allocated to each of these performance obligations within the contract based upon their estimated relative standalone selling prices using the estimated cost plus a margin approach. Revenue from these activities is recognized as the services are performed.

Sales Revenue

Sales revenue is generated by the sale of new and rental units. Revenue from the sale of new and rental units is generally recognized at a point in time upon the transfer of control to the customer, which occurs when the unit is delivered and installed in accordance with the contract. Sales transactions constitute a single performance obligation.

Other Matters

The Company's non-lease revenues do not include material amounts of variable consideration, other than the variability noted for services arrangements expected to be performed beyond a twelve month period.

The Company's payment terms vary by the type and location of its customer and the product or services offered. The time between invoicing and when payment is due is not significant. While the Company may bill certain customers in advance, its contracts do not contain a significant financing component based on the short length of time between upfront billings and the performance of contracted services. For certain products, services, or customer types, the Company requires payment before the products or services are delivered to the customer.

Revenue is recognized net of taxes collected from customers, which are subsequently remitted to governmental authorities.

Leases as Lessee

The Company leases real estate for certain of its branch offices, administrative offices and rental equipment storage properties, vehicles and equipment used in its rental and administrative operations. The Company determines if an arrangement is or contains a lease at inception. Leases are classified as either finance or operating at inception of the lease, with classification affecting the pattern of expense recognition in the income statement. Short-term leases, defined as leases with an initial term of 12 months or less, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight-line basis over the lease term.

The Company has leases that contain both lease and non-lease components and has elected, as an accounting policy, to not separate lease components and non-lease components. Right of use ("ROU") assets and operating lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The lease liability is calculated as the present value of the remaining minimum rental payments for existing operating leases using either the rate implicit in the lease or, if none exists, the Company's incremental borrowing rate, as the discount rate. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company's incremental borrowing rate is a hypothetical rate based on its understanding of what would be the Company's secured credit rating.

Variable lease payments are expensed in the period in which the obligation for those payments is incurred. Variable lease payments include payments for common area maintenance, real estate taxes, management fees and insurance.

Many of the Company’s real estate lease agreements include options to extend the lease, which are not included in the minimum lease terms unless the Company is reasonably certain it will exercise the option. Many of these leases include one or more options to renew. Additionally, the Company’s leases do not generally include options to terminate the lease prior to the end of the lease term. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Advertising and Promotion

Advertising and promotion expense, which is expensed as incurred, was $4.0 million, $4.4 million and $3.3 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Shipping Costs

The Company includes costs to deliver rental equipment to customers in cost of leasing and services, and cost of sales.

Income Taxes

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

The Company records deferred tax assets to the extent it believes that it is more likely than not that these assets will be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent results of operations. Valuation allowances are recorded to reduce the deferred tax assets to an amount that will more likely than not be realized.

The Company assesses the likelihood that each of the deferred tax assets will be realized. To the extent management believes realization of any deferred tax assets is not likely, the Company establishes a valuation allowance. When a valuation allowance is established or there is an increase in an allowance in a reporting period, tax expense is generally recorded in the Company’s consolidated statement of operations. Conversely, to the extent circumstances indicate that a valuation allowance is no longer necessary, that portion of the valuation allowance is reversed, which generally reduces the Company’s income tax expense.

Deferred tax liabilities are recognized for the income taxes on the undistributed earnings of wholly-owned foreign subsidiaries unless such earnings are permanently reinvested, or will only be repatriated when possible to do so at minimal additional tax cost. Current income tax relating to items recognized directly in equity is recognized in equity and not in profit (loss) for the year.

In accordance with applicable authoritative guidance, the Company accounts for uncertain income tax positions using a benefit recognition model with a two-step approach; a more-likely-than-not recognition criterion; and a measurement approach that measures the position as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement. If it is not more-likely-than-not that the benefit of the tax position will be sustained on its technical merits, no benefit is recorded. Uncertain tax positions that relate only to timing of when an item is included on a tax return are considered to have met the recognition threshold. The Company classifies interest on tax deficiencies and income tax penalties within income tax expense.

Fair Value Measurements

The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The inputs are prioritized into three levels that may be used to measure fair value. See further discussion of the levels in Note 16.

Recently Issued and Adopted Accounting Standards

The Company qualified as an emerging growth company (“EGC”) as defined under the Jumpstart Our Business Startups Act (the “JOBS Act”) until December 31, 2019. Using exemptions provided under the JOBS Act, the Company elected to defer compliance with new or revised financial accounting standards until a company that is not an issuer (as defined under section 2(a) of the Sarbanes-Oxley Act) was required to comply with such standards. WillScot ceased to be an EGC as of December 31, 2019, and as such, is required to comply with the standards and compliance dates for large accelerated filers.

Recently Issued Accounting Standards

In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), which prescribes that financial assets (or a group of financial assets) should be measured at amortized cost and presented at the net amount expected to be collected. Credit losses relating to available-for-sale debt securities should be recorded through an allowance for credit losses. The new standard is effective for public entities for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for all entities for the fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of the pronouncement on the statements, and intends to prospectively adopt this standard in the first quarter of 2020.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles for income taxes. The new standard is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption, including the adoption in any interim period, is permitted for all entities. The Company is currently evaluating the potential impact of adoption of the pronouncement on its consolidated financial statements but does not expect the impact to be material.

Recently Adopted Accounting Standards

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date.

In May 2014, the FASB issued ASC 606. ASC 606, along with its subsequent related updates prescribe a single comprehensive model for entities to use in the accounting for revenue arising from contracts with customers. The core principle contemplated by this new standard was that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount reflecting the consideration to which the entity expects to be entitled in exchange for those goods or services. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required.

On January 1, 2019, the Company adopted ASC 606 as well as subsequent updates using the modified retrospective transition approach to those contracts that were not completed as of January 1, 2019. The comparative financial statement information has not been restated and continues to be reported under the accounting standards in effect for those periods. The adoption of the guidance did not have a material impact on the Company's consolidated balance sheet as of January 1, 2019. The Company's accounting for modular leasing revenue is primarily outside the scope of ASC 606 and is recorded under ASC 842 (defined below).

In February 2016, the FASB issued ASC 842. This guidance revises existing practice related to accounting for leases under ASC 840, for both lessees and lessors. ASC 842 requires that lessees recognize: a) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and b) a ROU asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. ASC 842 also requires that the seller recognize any gain or loss (based on the estimated fair value of the asset at the time of sale) when control of the asset is transferred instead of amortizing it over the lease period for qualifying sale-leaseback transactions.

At December 31, 2019, the Company became a large accelerated filer and no longer qualifies as an emerging growth company, at which point the Company was required to retrospectively adopt ASC 842, effective January 1, 2019. In connection with the adoption of ASC 842, the Company reversed the previous accounting for certain failed sale-leaseback transactions, and reduced property, plant and equipment by $31.0 million, reduced outstanding debt by $37.9 million, increased deferred tax liability by $1.8 million and increased January 1, 2019 equity by $5.2 million. The Company recognized lease liabilities and ROU assets of $138.5 million and $141.4 million as of January 1, 2019, primarily related to its real estate and equipment leases.

The adoption of ASC 842 at January 1, 2019, did not have a significant impact on the recognition of leasing revenue. Per the requirements of ASC 842 the Company records changes in estimated collectibility, directly against lease income. Such amounts were previously classified as selling, general and administrative expenses. For the year ended December 31, 2019 operating lease receivables not deemed probable of collection and recorded as a reduction of revenue totaled $10.0 million.

The Company elected the package of practical expedients permitted under the transition guidance within the new standard that allows it to not reassess: (a) whether any expired or existing contracts are or contain leases, (b) the lease classification for any expired or existing leases and (c) initial direct costs for any expired or existing leases. Historical financial information was not updated and the financial disclosures required under ASC 842 are not provided for periods prior to January 1, 2019.

Property, Plant and Equipment, net

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, net

Rental Equipment, net

Rental equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Modular units and portable storage	$	2,455,471	$	2,333,776
Value-added products	121,855		90,526
Total rental equipment	2,577,326		2,424,302
Less: accumulated depreciation	(632,890)		(495,012)
Rental equipment, net	$	1,944,436	$	1,929,290

Property, Plant and Equipment, net

Property, plant and equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Land, buildings and leasehold improvements	$	139,861	$	185,870
Manufacturing and office equipment	62,169		58,481
Software and other	27,342		29,632
Total other property, plant and equipment	229,372		273,983
Less: accumulated depreciation	(81,683)		(90,233)
Property, plant and equipment, net	$	147,689	$	183,750

Depreciation expense related to property, plant and equipment was $11.4 million, $12.2 million and $8.7 million for the years ended December 31, 2019, 2018 and 2017, respectively.

As of December 31, 2018, the gross cost of property, plant and equipment assets under capital leases was $0.8 million, with related accumulated depreciation of $0.7 million. The depreciation expense for these assets is presented in other depreciation and amortization in the consolidated statement of operations.

As more fully disclosed in Note 1, the Company had previously entered into various sale-leaseback transactions associated with several of its branches in North America. In connection with the adoption of ASC 842 as of January 1, 2019, the Company reversed the previous accounting and reduced property, plant and equipment by $31.0 million.

Assets Held for Sale

During the year ended December 31, 2019, the Company closed eleven owned branch facilities and reclassified them from property, plant and equipment to assets held for sale and recorded an impairment of $2.9 million in impairment losses on long-lived assets. The Company sold nine held for sale properties for net cash proceeds of $18.5 million during the year ended December 31, 2019.

During the year ended December 31, 2018, the Company reclassified three branch facilities from property, plant and equipment to assets held for sale and recognized an impairment charge of $1.6 million in impairment losses on long-lived assets.

The fair value of the assets held for sale is a Level 2 fair value measure and was calculated using current sales prices for comparable assets in the market.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

Former Algeco Long-Term Incentive Plan

Prior to the Business Combination, certain WSII employees participated in the Algeco Group’s long-term cash incentive plan and equity incentive plans (collectively, the “Algeco LTIP”). In connection with the Business Combination, the participating WSII Employees (i) forfeited their rights to participate in the Algeco LTIP and assigned those rights back to the Algeco Group and (ii) transferred any shares they owned in the Algeco LTIP. In exchange, the WSII employees received $4.2 million in cash, which was paid by WSII and reimbursed by the Algeco Group.

Prior to the Business Combination, WillScot’s non-executive Chairman of the Board served as the non-executive Chairman of WSII and the Algeco Group and participated in the Algeco LTIP. In connection with the Business Combination, he resigned from those positions and entered into a transaction similar to the ones entered into by the participating WSII employees. He received $2.0 million in cash, which was paid by WSII and reimbursed by the Algeco Group, and 300,000 shares of WillScot Class A stock from Sapphire on the closing date of the Business Combination. The fair value of the shares at the time of the award was $9.90 per share or approximately $3.0 million.

The $4.2 million and $2.0 million paid to the participating WSII employees and the non-executive Chairman, respectively, and the $3.0 million of stock compensation are presented in selling, general and administrative expense on the consolidated statement of operations for the year ended December 31, 2017. The corresponding amounts are reflected as a capital contribution and as share-based compensation expense in the changes to additional paid-in capital in the consolidated statements of changes in shareholders’ equity.

WillScot Incentive Stock Plan

On November 16, 2017, the Company’s shareholders approved a long-term incentive award plan (the “Plan”). The Plan is administered by the Compensation Committee of WillScot's Board of Directors. Under the Plan, the Committee may grant an aggregate of 4,000,000 shares of Class A common stock in the form of non-qualified stock options, incentive stock options, stock appreciation rights, RSAs, RSUs, performance compensation awards and stock bonus awards.

RSAs

The following table summarizes the Company’s RSA activity during the year ended December 31, 2019:


	RSAs	Weighted-Average Grant Date Fair Value
Outstanding RSAs, December 31, 2018	72,053	$	15.57
Granted during 2019	52,755	$	14.69
Forfeited during 2019	—	$	—
Vested during 2019	(72,053)	$	15.57
Outstanding RSAs, December 31, 2019	52,755	$	14.69

Compensation expense for RSAs recognized in SG&A expense on the consolidated statements of operations was $1.0 million and $0.5 million for the years ended December 31, 2019 and 2018, respectively, with associated tax benefits of $0.2 million and $0.1 million. At December 31, 2019 unrecognized compensation expense related to RSAs totaled $0.4 million and is expected to be recognized over the weighted average remaining vesting period of 0.5 years.

There was no compensation expense for RSAs for the years ended December 31, 2017.

Time-Based RSUs

The following table summarizes the Company's Time-Based RSU award activity during the year ended December 31, 2019:


	Time-Based RSUs	Weighted-Average Grant Date Fair Value
Outstanding Time-Based RSUs, December 31, 2018	852,733	$	13.60
Granted during 2019	478,400	$	11.69
Forfeited during 2019	(52,648)	$	12.78
Vested during 2019	(213,180)	$	12.78
Outstanding Time-Based RSUs, December 31, 2019	1,065,305	$	12.78

Compensation expense for Time-Based RSUs recognized in SG&A expense on the consolidated statements of operations was $3.9 million and $2.3 million for the years ended December 31, 2019 and 2018, respectively, with associated

tax benefits of $0.9 million and $0.5 million, respectively. At December 31, 2019, unrecognized compensation expense related to Time-Based RSUs totaled $10.3 million and is expected to be recognized over a remaining period of 2.6 years.

There was no compensation expense for Time-Based RSUs for the year ended December 31, 2017.

Market-Based RSUs

The following table summarizes the Company's Market-Based RSU award activity during the year ended December 31, 2019:


	Market-Based RSUs	Weighted-Average Grant Date Fair Value
Outstanding Market-Based RSUs, December 31, 2018	—	$	—
Granted during 2019	302,182	$	13.22
Forfeited during 2019	(13,901)	$	13.22
Vested during 2019	—	$	—
Outstanding Market-Based RSUs, December 31, 2019	288,281	$	13.22

Compensation expense for Market-Based RSUs recognized in SG&A expense on the condensed consolidated statements of operations was $1.0 million for the year ended December 31, 2019, with associated tax benefit of $0.2 million. At December 31, 2019, unrecognized compensation expense related to Market-Based RSUs totaled $2.8 million and is expected to be recognized over a remaining period of 2.2 years.

There was no compensation expense for Market-Based RSUs for the years ended December 31, 2018 and 2017.

Stock Option Awards

The following table summarizes the Company's stock option activity as of December 31, 2019:


	Options	Weighted - Average Exercise Price per Share
Outstanding stock options, December 31, 2018	589,257	$	13.60
Granted during 2019	—	$	—
Forfeited during 2019	(41,302)	$	13.60
Vested during 2019	(147,313)	$	13.60
Outstanding stock options, December 31, 2019	400,642	$	13.60
Exercised during 2019	(13,767)	$	13.60
Vested and exercisable stock options, December 31, 2019	133,546	$	13.60

Compensation expense for stock options recognized in SG&A expense on the consolidated statements of operations was $0.8 million and $0.6 million for the years ended December 31, 2019 and 2018, respectively, with associated tax benefits of $0.2 million and $0.1 million, respectively. At December 31, 2019, unrecognized compensation expense related to Time-Based RSUs totaled $1.6 million and is expected to be recognized over a remaining period of 2.2 years.

As of December 31, 2019, the total intrinsic value of stock options outstanding and currently exercisable was $2.0 million and $0.7 million, respectively. No stock options were exercised during the years ended December 31, 2018 or 2017. The total intrinsic value of stock options exercised during the year ended December 31, 2019 was less than $0.1 million.

There was no compensation expense for stock options for the year ended December 31, 2017.

The fair value of each option award at grant date was estimated using the Black-Scholes option-pricing model with the following assumptions:


	Assumptions
Expected volatility	36.0		%
Expected dividend yield	—
Risk-free interest rate	2.7		%
Expected term (in years)	6.25
Exercise price	$	13.60
Weighted-average grant date fair value	$	5.51

Rental Equipment, Net

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Rental Equipment, Net

Rental Equipment, net

Rental equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Modular units and portable storage	$	2,455,471	$	2,333,776
Value-added products	121,855		90,526
Total rental equipment	2,577,326		2,424,302
Less: accumulated depreciation	(632,890)		(495,012)
Rental equipment, net	$	1,944,436	$	1,929,290

Property, Plant and Equipment, net

Property, plant and equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Land, buildings and leasehold improvements	$	139,861	$	185,870
Manufacturing and office equipment	62,169		58,481
Software and other	27,342		29,632
Total other property, plant and equipment	229,372		273,983
Less: accumulated depreciation	(81,683)		(90,233)
Property, plant and equipment, net	$	147,689	$	183,750

Depreciation expense related to property, plant and equipment was $11.4 million, $12.2 million and $8.7 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Assets Held for Sale

The fair value of the assets held for sale is a Level 2 fair value measure and was calculated using current sales prices for comparable assets in the market.

Income Taxes

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

The components of income tax (benefit) expense from continuing operations for the years ended December 31, 2019, 2018 and 2017 are comprised of the following:


(in thousands)	2019		2018		2017
US Federal and State
Current	$	827	$	668	$	(1,817)
Deferred	1,904		(36,149)		3,450
Outside of US
Current	(395)		924		(1,422)
Deferred	(4,527)		(4,043)		(1,147)
Total income tax benefit	$	(2,191)	$	(38,600)	$	(936)


(in thousands)	2019			2018			2017
Loss from continuing operations before income tax
US	$	(9,477)		$	(80,824)		$	(97,009)
Non-US	(4,257)			(11,348)			(68,389)
Total loss from continuing operations before income tax	$	(13,734)		$	(92,172)		$	(165,398)

US Federal statutory income tax benefit	$	(2,884)		$	(19,356)		$	(57,889)
Effect of tax rates in foreign jurisdictions	(207)			(626)			5,626
State income tax (benefit) expense, net of federal benefit	1,829			(2,478)			(5,188)
Unremitted foreign earnings	—			(6,793)			(2,493)
Valuation allowances	961			(11,871)			59,679
Non-deductible items	(233)			—			—
Non-deductible executive compensation	490			—			—
Non-deductible transaction costs	(12)			1,134			1,297
Non-deductible goodwill impairment	—			—			15,849
Non-deductible deferred financing fees	—			—			2,715
Non-deductible Stewardship (a)	—			—			1,658
Non-deductible monitoring fee (b)	—			—			422
Tax law changes (excluding valuation allowance) (c)	(2,785)			64			(23,115)
Other	650			1,326			503
Reported income tax benefit	$	(2,191)		$	(38,600)		$	(936)
Effective income tax rate	15.95		%	41.88		%	0.56		%

(a) Prior to the Business Combination, certain expenses incurred by the Company in performing services to its immediate shareholder were not deductible under US tax law.

(b) Prior to the Business Combination, certain fees charged by TDR Capital to the Company were not deductible under US tax law.

(c) Tax law changes includes the following amounts: 2017 and 2018 represent US tax reform items and 2019 represents change in provision tax law in a non-US jurisdiction.

Deferred Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases, as well as from net operating loss and carryforwards. Significant components of the Company’s deferred tax assets and liabilities are as follows:


(in thousands)	2019		2018
Deferred tax assets
Loans and borrowings	$	138,206	$	122,456
Employee benefit plans	1,916		3,395
Accrued liabilities	8,494		8,715
Currency losses, net	—		408
Deferred revenue	20,951		16,310
Operating lease liability	37,438		—
Other	7,817		4,724
Tax loss carryforwards	231,503		239,282
Deferred tax assets, gross	446,325		395,290
Valuation allowance	(80,241)		(79,132)
Net deferred income tax asset	$	366,084	$	316,158

Deferred tax liabilities
Rental equipment and other property, plant and equipment	$	(375,682)	$	(360,766)
Intangible assets	(23,690)		(22,654)
ROU asset	(37,218)		—
Deferred tax liability	(436,590)		(383,420)
Net deferred income tax liability	$	(70,506)	$	(67,262)

The Company's valuation allowance increased by $1.1 million from 2018. The increase is a $0.1 million adjustment to the valuation allowance recorded in purchase accounting for ModSpace and a change in estimate about the realizability of deferred tax assets for a total amount of $1.0 million recorded in tax expense.

Tax loss carryforwards at December 31, 2019 are outlined in the table below and include US Federal, US State and non-US (Mexico & Canada). The availability of these tax losses to offset future income varies by jurisdiction. Furthermore, the ability to utilize the tax losses may be subject to additional limitations upon the occurrence of certain events, such as a change in the ownership of the Company.

The Company’s tax loss carryforwards are as follows at December 31, 2019 (in millions):


Jurisdiction	Loss Carryforward		Expiration
US - Federal	$	899.5	2022 – 2037, Indefinite
US - State	619.9		2019 –2039, Indefinite
Foreign - Mexico & Canada	20.7		2021 – 2038
Total	$	1,540.1

As of December 31, 2019, the total amount of the basis difference in investments outside the US for which deferred taxes have not been provided is approximately $120.0 million. The tax, if any, associated with the recovery of the basis difference is dependent on the manner in which it is recovered and is not readily determinable.

Unrecognized Tax Positions

The Company is subject to taxation in US, Canada, Mexico and state jurisdictions. The Company’s tax returns are subject to examination by the applicable tax authorities prior to the expiration of statute of limitations for assessing additional taxes, which generally ranges from two to five years after the end of the applicable tax year. Therefore, as of December 31, 2019, tax years for 2013 through 2019 generally remain subject to examination by the tax authorities. In addition, in certain taxing jurisdictions, in the case of carryover tax attributes to years open for assessment, such attributes may be subject to reduction by taxing authorities.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:


(in thousands)	2019		2018		2017
Unrecognized tax benefits – January 1,	$	64,444	$	72,660	$	64,974
Increases based on tax positions related to current period	—		1,545		7,895
Increases based on tax positions related to prior period	268		—		355
Decreases based on tax positions related to prior period	(287)		(9,016)		(564)
Decrease from expiration of statute of limitations	(678)		(745)		—
Unrecognized tax benefits – December 31,	$	63,747	$	64,444	$	72,660

At December 31, 2019, 2018 and 2017, respectively, there were $59.3 million, $60.0 million and $67.2 million of unrecognized tax benefits that, if recognized, would affect the annual effective tax rate.

The Company classifies interest on tax deficiencies and income tax penalties within income tax expense. During the years ended December 31, 2019, 2018 and 2017, the Company recognized approximately $0.8 million, $1.0 million and $0.4 million in interest and penalties, respectively. The Company had approximately $2.4 million and $1.6 million for the payment of interest and penalties accrued at December 31, 2019 and 2018, respectively.

Future tax settlements or statute of limitation expirations could result in a change to the Company’s uncertain tax positions. The Company believes that it is reasonably possible that approximately $10.5 million of unrecognized tax benefits, as of December 31, 2019, could decrease in the next twelve months as a result of statute of limitation expirations, audit settlements or resolution of tax uncertainties.

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended				12 Months Ended
	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Revenues:
Modular leasing					$ 744,185
Modular leasing						$ 518,235	$ 297,821
Total revenues	$ 257,404	$ 218,924	$ 140,333	$ 134,751	1,063,665	751,412	445,942
Modular leasing
Modular leasing					213,151	143,120	83,588
Depreciation of rental equipment					174,679	121,436	72,639
Gross profit	102,877	80,946	54,640	50,921	413,313	289,384	165,570
Expenses:
Selling, general and administrative					271,004	254,871	162,351
Other depreciation and amortization					12,395	13,304	8,653
Impairment losses on goodwill					0	0	60,743
Impairment losses on long-lived assets					2,848	1,600	0
Lease impairment expense and other related charges					8,674	0	0
Restructuring costs					3,755	15,468	2,196
Currency (gains) losses, net					(688)	2,454	(12,878)
Other (income) expense, net					(2,200)	(4,574)	2,827
Operating income (loss)	(4,303)	211	5,889	4,464	117,525	6,261	(58,322)
Interest expense					122,504	98,433	119,308
Interest income					0	0	(12,232)
Loss on extinguishment of debt					8,755	0	0
Loss from continuing operations before income tax					(13,734)	(92,172)	(165,398)
Income tax benefit					(2,191)	(38,600)	(936)
Loss from continuing operations					(11,543)	(53,572)	(164,462)
Income from discontinued operations, net of tax					0	0	14,650
Net loss	(10,387)	(36,729)	379	(6,835)	(11,543)	(53,572)	(149,812)
Net loss attributable to non-controlling interest, net of tax					(421)	(4,532)	(2,110)
Net loss attributable to WillScot					(11,122)	(49,040)	(147,702)
Non-cash deemed dividend related to warrant exchange					0	(2,135)	0
Net loss attributable to WillScot common shareholders	$ (11,705)	$ (33,519)	$ 236	$ (6,187)	$ (11,122)	$ (51,175)	$ (147,702)
(Loss) income per share attributable to WillScot common shareholders - basic and diluted
Net loss per share attributable to WillScot common shareholders (in USD per share)					$ (0.10)	$ (0.59)	$ (8.21)
Income per share attributable to discontinued operations (in USD per share)					0.00	0.00	0.74
Net loss per share attributable to WillScot common shareholders (in USD per share)	$ (0.11)	$ (0.37)	$ 0.00	$ (0.08)	$ (0.10)	$ (0.59)	$ (7.47)
Weighted average shares: basic & diluted (in shares)	102,176,225	90,726,921	78,432,274	77,189,774	108,683,820	87,209,605	19,760,189
Modular delivery and installation
Revenues:
Revenues					$ 220,057	$ 154,557	$ 89,850
Modular leasing
Cost of sales					194,107	143,950	85,477
New units
Revenues:
Revenues					59,085	53,603	36,371
Modular leasing
Cost of sales					42,160	36,863	26,025
Rental units
Revenues:
Revenues					40,338	25,017	21,900
Modular leasing
Cost of sales					$ 26,255	$ 16,659	$ 12,643

Summary of Significant Accounting Policies - Rental Equipment (Details)	12 Months Ended
	Dec. 31, 2019
Modular space and portable storage units \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	10 years
Residual Value	20000.00%
Modular space and portable storage units \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	20 years
Residual Value	50.00%
VAPS and other related rental equipment
Property, Plant and Equipment [Line Items]
Residual Value	0.00%
VAPS and other related rental equipment \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	2 years
VAPS and other related rental equipment \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	8 years

Stock-Based Compensation - Narrative (Details) - USD ($)		12 Months Ended
	Nov. 29, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Nov. 16, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation and issuance of common stock from vesting (in shares)		309,857
Compensation expense		$ 6,686,000	$ 3,439,000	$ 9,382,000
Unrecognized compensation expense for options		1,600,000
Options outstanding, intrinsic value		2,000,000.0
Options exercisable, intrinsic value		700,000
Options exercised, intrinsic value		100,000	0	$ 0
Restricted Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		1,000,000.0	500,000
Associated tax benefit		200,000	100,000
Unrecognized compensation expense for non-option awards		$ 400,000
Weighted average remaining vesting period		6 months
Time-Based RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 3,900,000	2,300,000
Associated tax benefit		900,000	500,000
Unrecognized compensation expense for non-option awards		$ 10,300,000
Weighted average remaining vesting period		2 years 7 months 6 days
Market-Based RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 1,000,000.0
Associated tax benefit		200,000
Unrecognized compensation expense for non-option awards		$ 2,800,000
Weighted average remaining vesting period		2 years 2 months 12 days
Stock Option Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 800,000	600,000
Associated tax benefit		$ 200,000	$ 100,000
Weighted average remaining vesting period		2 years 2 months 12 days
WSII Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments for long-term incentive plans	$ 4,200,000
WSII Non-Executive Chairman
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments for long-term incentive plans	$ 2,000,000.0
Stock-based compensation and issuance of common stock from vesting (in shares)	300,000
Fair value of shares received by non-executive Chairman of the board (in USD per share)	$ 9.90
Fair value of shares received by non-executive Chairman of the board	$ 3,000,000.0
The Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized under plan (in shares)					4,000,000

Revenue - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jan. 01, 2019
Disaggregation of Revenue [Line Items]
Bad debt expense									$ 4,500	$ 7,700	$ 4,700
Deferred revenue	$ 42,600								42,600			$ 32,100
Previously deferred revenue recognized									14,000
Total revenues	$ 278,045	$ 268,222	$ 263,713	$ 253,685	$ 257,404	$ 218,924	$ 140,333	$ 134,751	1,063,665	$ 751,412	$ 445,942
Accounting Standards Update 2016-02
Disaggregation of Revenue [Line Items]
Total revenues									$ (10,000)
Receivables \| Credit Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage									4.10%
Modular leasing revenue \| Revenue \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk, percentage									68.00%	68.00%	65.00%

Discontinued Operations - Revenues and Costs Related to Remote Accommodations Business (Details) - Remote accommodations - Discontinued Operations $ in Thousands	11 Months Ended
	Nov. 28, 2017 USD ($)
Remote accommodations revenue:
Lease revenue	$ 53,571
Service revenue	67,282
Total remote accommodations revenue	120,853
Remote accommodation costs:
Cost of leases	7,837
Cost of services	46,134
Total remote accommodations costs	$ 53,971

Deferred Revenue and Customer Deposits

12 Months Ended

Dec. 31, 2019

Other Liabilities Disclosure [Abstract]

Deferred Revenue and Customer Deposits

Revenue

Revenue Disaggregation

Geographic Areas

The Company had total revenue in the following geographic areas for the years ended December 31 as follows:


	Year Ended December 31,
(in thousands)	2019		2018		2017
US	$	966,766	$	685,350	$	396,039
Canada	80,514		50,144		36,357
Mexico	16,385		15,918		13,546
Total revenues	$	1,063,665	$	751,412	$	445,942

Major Product and Service Lines

Modular leasing is the Company’s core business, which significantly impacts the nature, timing, and uncertainty of the Company’s revenue and cash flows. This includes rental of both modular space and portable storage units along with VAPS, which include furniture, steps, ramps, basic appliances, internet connectivity devices, and other items used by customers in connection with the Company's products. Modular leasing is complemented by new unit sales and sales of rental units. In connection with its leasing and sales activities, the Company provides services including delivery and installation, maintenance and ad hoc services, and removal services at the end of lease transactions.

The Company’s revenue by major product and service line for the years ended December 31 was as follows:


	Year Ended December 31,
(in thousands)	2019		2018		2017
Modular space leasing revenue	$	516,299	$	360,240	$	206,556
Portable storage leasing revenue	24,277		21,682		17,480
VAPS^(a)	159,327		104,870		59,088
Other leasing-related revenue^(b)	44,282		31,443		14,697
Modular leasing revenue	744,185		518,235		297,821
Modular delivery and installation revenue	220,057		154,557		89,850
Total leasing and services revenue	964,242		672,792		387,671
New unit sales revenue	59,085		53,603		36,371
Rental unit sales revenue	40,338		25,017		21,900
Total revenues	$	1,063,665	$	751,412	$	445,942

(a) Includes $15.9 million, $10.8 million and $8.4 million of VAPS service revenue for the years ended December 31, 2019, 2018 and 2017, respectively.

(b) Primarily damage billings, delinquent payment charges, and other processing fees.

Modular Leasing and Services Revenue

The majority of revenue (68%, 68% and 65% for the years ended December 31, 2019, 2018 and 2017, respectively) is generated by lease income subject to the guidance of ASC 840, or ASC 842 for periods after January 1, 2019. The remaining revenue is generated by performance obligations in contracts with customers for services or sale of units subject to the guidance in ASC 605, or ASC 606 for periods after January 1, 2019.

Future committed modular leasing revenues under non-cancelable operating leases with the Company’s customers at December 31, 2019 for the years ended December 31, 2020 - 2024 and thereafter were as follows:


(in thousands)	Operating Leases
2020	$	215,084
2021	73,135
2022	28,913
2023	11,727
2024	4,160
Thereafter	2,772
Total	$	335,791

Receivables, Contract Assets and Liabilities

As reflected above, approximately 68% of the Company's rental revenue is generated by lease income subject to the guidance of ASC 840, or ASC 842 for periods after January 1, 2019. The customers that are responsible for the remaining revenue that is accounted for under ASC 606 (and ASC 605 prior to 2019) are generally the same customers that rent the Company's equipment. The Company manages credit risk associated with its accounts receivables at the customer level. Because the same customers generate the revenues that are accounted for under both ASC 606 and ASC 842, the discussions below on credit risk and the Company's allowance for doubtful accounts address the Company's total revenues.

Concentration of credit risk with respect to the Company's receivables is limited because of a large number of geographically diverse customers who operate in a variety of end user markets. The Company's top five customers with the largest open receivables balances represented 4.1% of the total receivables balance as of December 31, 2019. The Company manages credit risk through credit approvals, credit limits, and other monitoring procedures.

The Company's allowance for doubtful accounts reflects its estimate of the amount of receivables that it will be unable to collect. The estimated losses are based upon a review of outstanding receivables, the related aging, including specific accounts if deemed necessary, and on our historical collection experience. The estimated losses are calculated using the loss rate method based upon a review of outstanding receivables, related aging, and on historical collection experience. The Company's estimates reflect changing circumstances, including changes in the economy or in the particular circumstances of individual customers, and as a result, the Company may be required to increase or decrease its allowance. During the years ended December 31, 2019, 2018 and 2017, the Company recognized bad debt expense of $4.5 million, $7.7 million and $4.7 million, respectively, within SG&A in its consolidated statements of income, which included changes in its allowances for

doubtful accounts. In accordance with the collectibility provisions of ASC 842, the Company has recorded $10.0 million as a reduction of revenue in 2019 that would have been recorded as bad debt expense prior to the adoption of ASC 842.

When customers are billed in advance, the Company defers recognition of revenue until the related services are performed, which generally occurs at the end of the contract. As of January 1, 2019 and upon the implementation of ASC 606, the Company had approximately $32.1 million of deferred revenue that relates to removal services for lease transactions and advance billings for sale transactions, which are within the scope of ASC 606. As of December 31, 2019, the Company had approximately $42.6 million of deferred revenue relating to these services, which are included in deferred revenue and customer deposits in the consolidated balance sheets. During the year ended December 31, 2019, $14.0 million of deferred revenue at January 1, 2019, relating to removal services for lease transactions and advance billings for sale transactions was recognized as revenue.

The Company does not have material contract assets and it did not recognize any material impairments of any contract assets.

The Company's uncompleted contracts with customers have unsatisfied (or partially satisfied) performance obligations. For the future services revenues that are expected to be recognized within twelve months, the Company has elected to utilize the optional disclosure exemption made available regarding transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations. The transaction price for performance obligations that will be completed in greater than twelve months is variable based on the costs ultimately incurred to provide those services and therefore the Company is applying the optional exemption to omit disclosure of such amounts.

The primary costs to obtain contracts for new and rental unit sales with the Company's customers are commissions. The Company pays its sales force commissions on the sale of new and rental units. For new and rental unit sales, the period benefited by each commission is less than one year. As a result, the Company has applied the practical expedient for incremental costs of obtaining a sales contract and will expense commissions as incurred.Deferred Revenue and Customer Deposits

Deferred revenue and customer deposits at December 31 consisted of the following:


(in thousands)	2019		2018
Current:
Deferred revenue	$	81,303	$	68,398
Customer deposits	1,675		3,380
Total current deferred revenue and customer deposits	$	82,978	$	71,778

Long-term:
Deferred revenue	$	12,342	$	7,723
Total long-term deferred revenue and customer deposits	$	12,342	$	7,723

Business Combinations and Acquisitions - Background and Summary, Additional Information (Details) - USD ($)		12 Months Ended
	Nov. 29, 2017	Dec. 31, 2019	Dec. 31, 2017	Dec. 31, 2018	Nov. 28, 2017
Class A Common Stock
Business Acquisition [Line Items]
Par value (in USD per share)		$ 0.0001		$ 0.0001
Common stock outstanding (in shares)	84,644,774	108,818,854		108,508,997
Class B Common Stock
Business Acquisition [Line Items]
Par value (in USD per share)		$ 0.0001		$ 0.0001
Common stock outstanding (in shares)	8,024,419	8,024,419		8,024,419
2022 Secured Notes \| Senior Notes
Business Acquisition [Line Items]
Debt, face amount	$ 300,000,000.0	$ 270,000,000.0
ABL Facility \| Revolving Credit Facility \| Line of Credit
Business Acquisition [Line Items]
Amounts drawn on debt	190,000,000.0
WS Holdings \| WSII
Business Acquisition [Line Items]
Purchase price	1,100,000,000
Purchase price paid in cash	1,021,500,000.0000
Purchase price paid in stock	$ 78,500,000
Purchase price paid in stock, percentage of issued and outstanding shares	10.00%	9.00%
Transaction costs			$ 22,100,000
WS Holdings \| WSII \| Class A Common Stock
Business Acquisition [Line Items]
Purchase price paid in stock (in shares)	8,024,419
Par value (in USD per share)	$ 0.0001
WS Holdings \| WSII \| Class B Common Stock
Business Acquisition [Line Items]
Purchase price paid in stock (in shares)	8,024,419
Par value (in USD per share)	$ 0.0001
Double Eagle
Business Acquisition [Line Items]
Cash held in trust account					$ 500,800,000
Double Eagle \| Class A Common Stock
Business Acquisition [Line Items]
Common stock outstanding (in shares)	41,075,873				49,704,329
Shares redeemed (in shares)	21,128,456
Proceeds to redeeming shareholders	$ 212,400,000
Double Eagle \| Class B Common Stock
Business Acquisition [Line Items]
Common stock outstanding (in shares)	0				0
Shares redeemed (in shares)	0

Segment Reporting

12 Months Ended

Dec. 31, 2019

Segment Reporting [Abstract]

Segment Reporting

The Company has historically operated in two principal lines of business: modular leasing and sales and remote accommodations, which were managed separately. The Remote Accommodations Business was considered a single operating segment. Following the Business Combination, the Remote Accommodations segment is no longer owned by the Company and is reported as discontinued operations in the consolidated financial statements. As such, the segment was excluded from the segment information below.

Modular leasing and sales is comprised of two operating segments: US and other North America. The US modular operating segment (“Modular - US”) consists of the contiguous 48 states and Hawaii. The Other North America operating segment (“Modular - Other North America”) consists of Alaska, Canada and Mexico. Corporate and other includes eliminations of costs and revenue between segments and Algeco Group corporate costs not directly attributable to the underlying segments. Following the Business Combination, no additional Algeco Group corporate costs were incurred and the Company's ongoing corporate costs are included within the Modular - US segment. Total assets for each reportable segment are not available because the Company utilizes a centralized approach to working capital management. Transactions between reportable segments are not significant.

As discussed in Note 10, the net assets acquired from ModSpace were allocated to both the Modular - US and Modular - Other North America segments. The US operations of ModSpace are included in the Modular - US segment and the Canadian operations of ModSpace are included in the Modular - Other North America segment. The operations and net assets acquired from Acton and Tyson are both included in the Modular - US segment.

The Company defines EBITDA as net (loss) income plus interest (income) expense, income tax (benefit) expense, depreciation and amortization. The Company reflects the further adjustments to EBITDA ("Adjusted EBITDA") to exclude certain non-cash items and the effect of what the Company considers transactions or events not related to its core business operations. The Company evaluates business segment performance on Adjusted EBITDA, as shown in the reconciliation of the Company’s (loss) income from operations before income taxes to Adjusted EBITDA below. Management believes that evaluating segment performance excluding such items is meaningful because it provides insight with respect to intrinsic operating results of the Company.

The Company also regularly evaluates gross profit by segment to assist in the assessment of its operational performance. The Company considers Adjusted EBITDA to be the more important metric because it more fully captures the business performance of the segments, inclusive of indirect costs.

Reportable Segments

The following tables set forth certain information regarding each of the Company’s reportable segments for the years ended December 31, 2019, 2018 and 2017, respectively:


	Year Ended December 31, 2019
(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
Revenues
Leasing and services revenue:
Modular space leasing	$	677,593	$	66,592	$	—	$	744,185
Modular space delivery and installation	201,368		18,689		—		220,057
Sales:
New units	54,851		4,234		—		59,085
Rental units	27,871		12,467		—		40,338
Total Revenues	961,683		101,982		—		1,063,665

Costs
Cost of leasing and services:
Modular space leasing	197,707		15,444		—		213,151
Modular space delivery and installation	176,124		17,983		—		194,107
Cost of sales:
New units	39,343		2,817		—		42,160
Rental units	17,241		9,014		—		26,255
Depreciation of rental equipment	156,409		18,270		—		174,679
Gross profit	$	374,859	$	38,454	$	—	$	413,313
Adjusted EBITDA	$	325,068	$	31,480	$	—	$	356,548
Other selected data
Selling, general and administrative expense	$	242,734	$	28,270	$	—	$	271,004
Other depreciation and amortization	$	11,542	$	853	$	—	$	12,395
Purchase of rental equipment and refurbishments	$	193,453	$	11,653	$	—	$	205,106


	Year Ended December 31, 2018
(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
Revenues
Leasing and services revenue:
Modular space leasing	$	469,302	$	48,933	$	—	$	518,235
Modular space delivery and installation	138,181		16,376		—		154,557
Sales:
New units	48,984		4,619		—		53,603
Rental units	21,123		3,894		—		25,017
Total Revenues	677,590		73,822		—		751,412

Costs
Cost of leasing and services:
Modular space leasing	131,846		11,274		—		143,120
Modular space delivery and installation	127,936		16,014		—		143,950
Cost of sales:
New units	33,484		3,379		—		36,863
Rental units	13,650		3,009		—		16,659
Depreciation of rental equipment	106,354		15,082		—		121,436
Gross profit	$	264,320	$	25,064	$	—	$	289,384
Adjusted EBITDA	$	196,410	$	19,123	$	—	$	215,533
Other selected data
Selling, general and administrative expense	$	232,754	$	22,117	$	—	$	254,871
Other depreciation and amortization	$	12,201	$	1,103	$	—	$	13,304
Purchase of rental equipment and refurbishments	$	151,407	$	9,476	$	—	$	160,883


	Year Ended December 31, 2017
(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
Revenues
Leasing and services revenue:
Modular space leasing	$	264,351	$	34,036	$	(566)	$	297,821
Modular space delivery and installation	81,036		8,814		—		89,850
Sales:
New units	29,275		7,096		—		36,371
Rental units	18,271		3,710		(81)		21,900
Total Revenues	392,933		53,656		(647)		445,942

Costs
Cost of leasing and services:
Modular space leasing	75,615		7,973		—		83,588
Modular space delivery and installation	77,303		8,174		—		85,477
Cost of sales:
New units	20,919		5,106		—		26,025
Rental units	10,099		2,544		—		12,643
Depreciation of rental equipment	60,312		12,327		—		72,639
Gross profit (loss)	$	148,685	$	17,532	$	(647)	$	165,570
Adjusted EBITDA	$	110,822	$	13,099	$	(15,112)	$	108,809
Other selected data
Selling, general and administrative expense	$	100,427	$	16,790	$	45,134	$	162,351
Other depreciation and amortization	$	5,333	$	1,014	$	2,306	$	8,653
Purchase of rental equipment and refurbishments	$	96,378	$	5,832	$	—	$	102,210

The following table presents a reconciliation of the Company’s loss before income tax by segment to Adjusted EBITDA by segment:


(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
2019
(Loss) income from continuing operations before income taxes	$	(19,883)	$	6,149	$	—	$	(13,734)
Loss on extinguishment of debt	8,755		—		—		8,755
Interest expense	120,758		1,746		—		122,504
Depreciation and amortization	167,951		19,123		—		187,074
Currency gains, net	(267)		(421)		—		(688)
Restructuring costs, lease impairment expense and other related charges	11,602		827		—		12,429
Goodwill and other impairments	2,178		670		—		2,848
Integration costs	23,580		3,027		—		26,607
Stock compensation expense	6,686		—		—		6,686
Other expense	3,708		359		—		4,067
Adjusted EBITDA	$	325,068	$	31,480	$	—	$	356,548

2018
Loss from continuing operations before income taxes	$	(88,206)	$	(3,966)	$	—	$	(92,172)
Interest expense, net	96,108		2,325		—		98,433
Depreciation and amortization	118,555		16,185		—		134,740
Currency losses, net	509		1,945		—		2,454
Restructuring costs, lease impairment expense and other related charges	13,930		1,538		—		15,468
Goodwill and other impairments	1,600		—		—		1,600
Integration costs	29,260		746		—		30,006
Stock compensation expense	3,439		—		—		3,439
Transaction costs	19,780		271		—		20,051
Other expense	1,435		79		—		1,514
Adjusted EBITDA	$	196,410	$	19,123	$	—	$	215,533

2017
Loss from continuing operations before income taxes	$	(12,345)	$	(64,580)	$	(88,473)	$	(165,398)
Interest expense, net	65,709		4,603		36,764		107,076
Depreciation and amortization	65,645		13,341		2,306		81,292
Currency gains, net	(10,942)		(1,040)		(896)		(12,878)
Goodwill and other impairments	—		60,743		—		60,743
Restructuring costs, lease impairment expense and other related charges	326		10		1,860		2,196
Transaction costs	1,841		—		22,040		23,881
Algeco LTIP Expense	115		—		9,267		9,382
Other expense	473		22		2,020		2,515
Adjusted EBITDA	$	110,822	$	13,099	$	(15,112)	$	108,809

Assets

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


(in thousands)	Modular - US		Modular - Other North America		Corporate and Other		Total
As of December 31, 2019:
Goodwill	$	203,932	$	31,245	$	—	$	235,177
Intangible assets, net	$	126,625	$	—	$	—	$	126,625
Rental equipment, net	$	1,652,065	$	292,371	$	—	$	1,944,436
As of December 31, 2018:
Goodwill	$	213,264	$	33,753	$	—	$	247,017
Intangible assets, net	$	6,707	$	94	$	125,000	$	131,801
Rental equipment, net	$	1,635,014	$	294,276	$	—	$	1,929,290

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Organization and Nature of Operations

WillScot Corporation (“WillScot” and, together with its subsidiaries, the “Company”), is a leading provider of modular space and portable storage solutions in the United States (“US”), Canada and Mexico. The Company leases, sells, delivers and installs mobile offices, modular buildings and storage products through an integrated network of branch locations that spans North America.

WillScot, whose Class A common shares are listed on the Nasdaq Capital Market (Nasdaq: WSC), serves as the holding company for the Williams Scotsman family of companies. All of WillScot's assets and operations are owned through Williams Scotsman Holdings Corp. (“WS Holdings”). WillScot operates and owns 91.0% of WS Holdings, and Sapphire Holding S.a r.l (“Sapphire”), an affiliate of TDR Capital LLR (“TDR Capital”), owns the remaining 9.0%.

WillScot was incorporated as a Cayman Islands exempt company, under the name Double Eagle Acquisition Corporation (“Double Eagle”), on June 26, 2015. Prior to November 29, 2017, Double Eagle was a Nasdaq-listed special purpose acquisition company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination. On November 29, 2017, Double Eagle indirectly acquired Williams Scotsman International, Inc. (“WSII”) from Algeco Scotsman S.a r.l., (together with its subsidiaries, the “Algeco Group”), which is majority owned by an investment fund managed by TDR Capital. As part of the transaction (the “Business Combination”), Double Eagle domesticated to Delaware and changed its name to WillScot Corporation.

Basis of Presentation

The consolidated financial statements were prepared in conformity with accounting principles generally accepted in the US (“GAAP”).

Principles of Consolidation

Accounting Estimates

Cash and Cash Equivalents

The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents.

Trade Receivables and Allowance for Doubtful Accounts

Activity in the allowance for doubtful accounts for the years ended December 31 was as follows:


(in thousands)	2019		2018		2017
Balance at beginning of year	$	9,340	$	4,845	$	4,167
Provision for doubtful accounts^(a)	14,496		7,656		4,715
Write-offs	(7,945)		(3,089)		(3,984)
Foreign currency translation and other	(63)		(72)		(53)
Balance at end of period	$	15,828	$	9,340	$	4,845

(a) For the year ended December 31, 2019, the provision for doubtful accounts includes $10.0 million recorded as a reduction to revenue for the provision of specific receivables whose collection is not considered probable.

Concentration of Credit Risk

The Company’s trade accounts receivable subject the Company to potential concentrations of credit risk. The Company performs on-going credit evaluations of its customers. Receivables related to sales are generally secured by the product sold to the customer. The Company generally has the right to repossess its rental units in the event of non-payment of receivables relating to the Company’s leasing operations. The Company’s large number of customers in diverse geographic areas and end markets mitigates the concentration of credit risk. No single customer accounted for more than 1.5% and 1.2% of the Company’s receivables at December 31, 2019 and 2018, respectively. The Company’s top five customers accounted for 4.1% and 3.6% of the receivables at December 31, 2019 and 2018, respectively.

Inventories

Rental Equipment

Depreciation is generally computed using the straight-line method over estimated useful lives, as follows:


	Estimated Useful Life	Residual Value
Modular space and portable storage units	10 – 20 years	20 – 50%
VAPS and other related rental equipment	2 – 8 years	—

Property, Plant and Equipment

Depreciation is generally computed using the straight-line method over estimated useful lives as follows:


Type			Estimated Useful Life
Buildings and leasehold improvements			10 – 40 years
Machinery and equipment			3 – 10 years
Furniture and fixtures			7 – 10 years
Software			3 – 5 years

Land improvements for owned properties are amortized over 15 years, and are amortized over the lease term for our leased properties.

Held for Sale

Impairment of Long Lived Assets

Goodwill and Goodwill Impairment

Intangible Assets Other than Goodwill

fair value, an impairment charge would be recorded to the extent the recorded indefinite-lived intangible asset exceeds the fair value.

Other intangible assets that have finite useful lives are measured at cost less accumulated amortization and impairment losses, if any. Amortization is recognized in profit or loss over the estimated useful lives of the intangible asset.

Purchase Accounting

Debt Issuance Costs, Debt Discounts and Debt Premiums

Retirement Benefit Obligation

The Company provides benefits to certain of its employees under defined contribution benefit plans. The Company’s contributions to these plans are generally based on a percentage of employee compensation or employee contributions. These plans are funded on a current basis. For its US and Canada employees, the Company sponsors defined contribution benefit plans that have discretionary matching contribution and profit-sharing features. For the years ended December 31, 2019, 2018 and 2017, the Company made matching contributions of $5.4 million, $3.8 million and $2.7 million to these plans, respectively. In 2017, the employer contribution match on the US plan increased from a maximum of 2.5% to 4.5% of an employee’s base salary. The Company did not contribute under the profit-sharing feature during 2019, 2018 and 2017.

Stock-Based Compensation

Foreign Currency Translation and Transactions

Derivative Instruments and Hedging Activities

Revenue Recognition

Modular Leasing and Services Revenue

Leasing Revenue

Services Revenue

The Company generally has three non-lease service-related performance obligations in its contracts with customers:

•Delivery and installation of the modular or portable storage unit;

•Maintenance and other ad hoc services performed during the lease term; and

•Removal services that occur at the end of the lease term.

Sales Revenue

Other Matters

Revenue is recognized net of taxes collected from customers, which are subsequently remitted to governmental authorities.

Leases as Lessee

Advertising and Promotion

Advertising and promotion expense, which is expensed as incurred, was $4.0 million, $4.4 million and $3.3 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Shipping Costs

The Company includes costs to deliver rental equipment to customers in cost of leasing and services, and cost of sales.

Income Taxes

Fair Value Measurements

Recently Issued and Adopted Accounting Standards

Recently Issued Accounting Standards

Recently Adopted Accounting Standards

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date.

Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Unrecognized tax benefits – January 1,	$ 64,444	$ 72,660	$ 64,974
Increases based on tax positions related to current period	0	1,545	7,895
Increases based on tax positions related to prior period	268	0	355
Decreases based on tax positions related to prior period	(287)	(9,016)	(564)
Decrease from expiration of statute of limitations	(678)	(745)	0
Unrecognized tax benefits – December 31,	$ 63,747	$ 64,444	$ 72,660

Discontinued Operations

12 Months Ended

Dec. 31, 2019

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

WSII’s Remote Accommodations Business was transferred to another entity included in the Algeco Group prior to the Business Combination in 2017. Accordingly, the Remote Accommodations segment has been reported as discontinued operations in the condensed consolidated statements of operations for the year ended December 31, 2017.

Significant Accounting Policies Related to Discontinued Operations

Revenue Recognition - Remote Accommodations

Revenue related to the Remote Accommodations Business, such as lodging and related ancillary services, was recognized pursuant to the terms of the contractual relationships with customers in the period in which services were provided. In some contracts, rates varied over the contract term. In these cases, revenue was generally recognized on a straight-line basis over the contract. Certain of the remote accommodations arrangements contained a lease of the lodging facilities and other non-lease services. Arrangement consideration was allocated between lodging and services based on the relative estimated selling price of each deliverable. The estimated price of the lodging and services deliverables was based on the price of lodging and services when sold separately, or based upon the best estimate of selling price method.

Remote Accommodations Business revenue pertained entirely to the Remote Accommodations segment (see Note 20). There were no revenues or costs related to the Remote Accommodations segment for the year ended December 31, 2019 or 2018. Revenues and costs related to the Remote Accommodations Business for the period ended November 28, 2017 were as follows:


(in thousands)	Period Ended November 28, 2017
Remote accommodations revenue:
Lease revenue	$	53,571
Service revenue	67,282
Total remote accommodations revenue	$	120,853

Remote accommodation costs:
Cost of leases	$	7,837
Cost of services	46,134
Total remote accommodations costs	$	53,971

Rental Equipment - Remote Accommodations

Remote accommodations rental equipment was measured at cost less accumulated depreciation and impairment losses. Cost included expenditures that were directly attributable to the acquisition of the asset. Costs of improvements and betterments to remote accommodations rental equipment were capitalized when such costs extended the useful life of the equipment or increased the rental value of the unit. Costs incurred for remote accommodations equipment to meet a particular customer specification were capitalized and depreciated over the lease term, taking in consideration the residual value of the asset. Maintenance and repair costs were expensed as incurred.

Depreciation was generally computed using the straight-line method over estimated useful life, as follows:


	Estimated Useful Life	Residual Value
Remote accommodations	15 years	0 - 25%

Results from Discontinued Operations

Income from discontinued operations, net of tax, for the period ended November 28, 2017 was as follows:


(in thousands)	Period Ended November 28, 2017
Remote accommodations revenue	$	120,853
Rental unit sales	1,522
Remote accommodations costs of leasing and services	53,971
Rental unit cost of sales	901
Depreciation of rental equipment	21,995
Gross profit	45,508
Selling, general and administrative expenses	11,513
Other depreciation and amortization	4,589
Restructuring costs	1,714
Other income	(52)
Operating profit	27,744
Interest expense	2,444
Income from discontinued operations, before income tax	25,300
Income tax expense	10,650
Income from discontinued operations, net of tax	$	14,650

Cash flows from the Company’s discontinued operations are included in the consolidated statements of cash flows for the years ended December 31, 2017. The significant cash flow items from discontinued operations for the years ended December 31, 2017 were as follows:


(in thousands)	2017
Depreciation and amortization	$	26,584
Capital expenditures	$	9,890

Summary of Significant Accounting Policies - Property, Plant and Equipment (Details)	12 Months Ended
	Dec. 31, 2019
Buildings and leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	10 years
Buildings and leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	40 years
Machinery and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	3 years
Machinery and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	10 years
Furniture and fixtures \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	7 years
Furniture and fixtures \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	10 years
Software \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	3 years
Software \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	5 years

Debt - Debt Discount and Debt Issuance Cost Amortization (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)
Debt Disclosure [Abstract]
2020	$ 11,677,000
2021	11,982,000
2022	7,435,000
2023	1,403,000
2024 and thereafter	$ 0

Debt (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Schedule of Debt

The carrying value of debt outstanding at December 31 consisted of the following:


(in thousands, except rates)	Interest rate	Year of maturity	2019		2018
2022 Secured Notes	7.875%	2022	$	264,576	$	292,258
2023 Secured Notes	6.875%	2023	482,768		293,918
Unsecured Notes	10.00%	2023	—		198,931
US ABL Facility	Varies	2022	885,245		853,409
Canadian ABL Facility^(a)	Varies	2022	—		—
Capital lease and other financing obligations^(b)			—		37,983
Total debt			1,632,589		1,676,499
Less: current portion of long-term debt			—		(1,959)
Total long-term debt			$	1,632,589	$	1,674,540

Schedule of Maturities of Debt

These debt costs will be amortized and included as part of interest expense over the remaining contractual terms of those debt instruments for each of the next five years as follows:


(in thousands)	Debt discount and debt issuance cost amortization
2020	$	11,677
2021	11,982
2022	7,435
2023	1,403
2024 and thereafter	—

Debt Redemption


Year	Redemption Price
2019	103.938	%
2020	101.969	%
2021 and thereafter	100.000	%


Year	Redemption Price
2020	103.438	%
2021	101.719	%
2022 and thereafter	100.000	%

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

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-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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-Topic 942
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-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Related Parties - Narrative (Details) - USD ($)		12 Months Ended
Related Parties - Narrative (Details) - USD ($)	Nov. 29, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Aug. 22, 2018
Related Party Transaction [Line Items]
Receivables due from affiliates		$ 0	$ 122,000
Capital expenditures for rental fleet		4,700,000	4,300,000	$ 2,100,000
Affiliates
Related Party Transaction [Line Items]
Receivables due from affiliates			100,000
Amounts due to affiliates		$ 600,000	$ 1,200,000
Minimum \| Affiliates
Related Party Transaction [Line Items]
Agreement period	6 months
Maximum \| Affiliates
Related Party Transaction [Line Items]
Agreement period	3 years
Sapphire Holding \| Margin Loan
Related Party Transaction [Line Items]
Debt, face amount					$ 125,000,000.0
Class A Common Stock \| Sapphire Holding \| Margin Loan
Related Party Transaction [Line Items]
Number of shares pledged for collateral (in shares)		49,053,740
Sapphire Holding
Related Party Transaction [Line Items]
Percentage ownership pledged		9.00%
Sapphire Holding \| Class A Common Stock
Related Party Transaction [Line Items]
Percentage ownership pledged		45.10%

Related Parties

12 Months Ended

Dec. 31, 2019

Related Parties

Related party balances included in the Company’s consolidated balance sheet at December 31 consisted of the following:


(in thousands)	Financial statement line Item	2019		2018
Receivables due under TSA	Prepaid expenses and other current assets	$	—	$	122
Trade receivables due from affiliates	Accounts receivable, net	26		—
Amounts due to affiliates	Accrued liabilities	(236)		(1,379)
	Total related party liabilities, net	$	(210)	$	(1,257)

On November 29, 2017, in connection with the closing of the Business Combination, the Company, WSII, WS Holdings and Algeco Global entered into a transition services agreement (the “TSA”). Pursuant to the TSA, each party will provide or cause to be provided to the other party or its affiliates certain services, use of facilities and other assistance on a transitional basis. The services period under the TSA ranges from six months to three years based on the services, but includes early termination clauses. The Company had $0.1 million in receivables due from affiliates pertaining to the TSA for the year ended December 31, 2018.

The Company had accrued expenses of $0.6 million and $1.2 million at December 31, 2019 and December 31, 2018 respectively, included in amounts due to affiliates, related to rental equipment purchases from an entity within the Algeco Group.

Related party transactions included in the Company’s consolidated statement of operations for the year ended December 31, 2019, 2018 and 2017, respectively, consisted of the following:


(in thousands)	Financial statement line item	2019		2018		2017
Leasing revenue from related parties	Modular leasing revenue	$	316	$	720	$	—
Rental unit sales to related parties	Rental unit sales	—		1,548		—
Management fees and recharge income on transactions with affiliates	Selling, general & administrative expenses	—		—		1,309
Consulting expense to related party^(a)	Selling, general & administrative expenses	(1,029)		(3,070)		(104)
Interest income on notes due from affiliates^(b)	Interest income	—		—		12,177
Interest expense on notes due to affiliates^(b)	Interest expense	—		—		(58,448)
	Total related party income (expense), net	$	(713)	$	(802)	$	(45,066)

(a) Two of the Company's directors also serve on the board of directors to a consulting firm with which the Company incurs professional fees.

On August 22, 2018, WillScot’s majority stockholder, Sapphire, entered into a margin loan (the "Margin Loan") under which all of its WillScot Class A common stock was pledged to secure $125.0 million of borrowings under the loan agreement. WillScot is not a party to the loan agreement and has no obligations thereunder, but WillScot delivered an issuer agreement to the lenders under which WillScot has agreed to certain obligations relating to the shares pledged by Sapphire and, subject to applicable law and stock exchange rules, not to take any actions that are intended to materially hinder or delay the exercise of any remedies with respect to the pledged shares. In connection with the Margin Loan, on August 24, 2018, WSII entered into a two-year supply agreement with Target, an affiliate controlled by Sapphire, under which, subject to limited exception, WSII acquired the exclusive right to supply modular units, portable storage units, and other ancillary products ordered by the affiliate in the US. As of December 31, 2019, the 49,053,740 shares of WillScot Class A common stock pledged by Sapphire represented approximately 45.1% of WillScot’s issued and outstanding Class A shares.

The Company had capital expenditures of rental equipment purchased from related party affiliates of $4.7 million, $4.3 million and $2.1 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Change in deferred tax asset valuation allowance	$ 1.1
Change in deferred tax asset valuation allowance from Modspace acquisition	0.1
Change in deferred tax asset valuation allowance from change in estimate	1.0
Undistributed foreign earnings	120.0
Unrecognized tax benefits that, if recognized, would affect the annual effective tax rate	59.3	$ 60.0	$ 67.2
Income tax interest and penalties	0.8	1.0	$ 0.4
Income tax interest and penalties accrued	2.4	$ 1.6
Decrease in unrecognized tax benefits that are reasonably possible could decrease in next twelve months	$ 10.5

Loss Per Share - Narrative (Details) - shares			12 Months Ended
Loss Per Share - Narrative (Details) - shares	Jan. 19, 2018	Nov. 29, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Market-Based RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Minimum payout percentage			0.00%
Maximum payout percentage			150.00%
Stock Option Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares)			534,188	589,257
Time-Based RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares)			1,065,305	852,733
Market-Based RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares)			288,281
RSA
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares)			52,755	72,053
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Securities excluded from computation of diluted earnings per share because their effect would have been anti-dilutive (in shares)			22,093,950	22,183,513	34,750,000
Class A Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Converted shares held in escrow (in shares)		12,425,000
Shares released from escrow (in shares)	6,212,500

Summary of Significant Accounting Policies - Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Allowance for Doubtful Accounts Receivable [Roll Forward]
Balance at beginning of year	$ 9,340	$ 4,845	$ 4,167
Provision for doubtful accounts	14,496	7,656	4,715
Write-offs	(7,945)	(3,089)	(3,984)
Foreign currency translation and other	(63)	(72)	(53)
Balance at end of period	15,828	$ 9,340	$ 4,845
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reduction in revenue for changes in estimated collectibility of leasing revenue	$ 10,000

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments At December 31, 2019 and 2018, commitments for the acquisition of rental equipment and property, plant and equipment were $4.5 million and $10.0 million, respectively. Contingencies - Legal Claims The Company is involved in various lawsuits or claims in the ordinary course of business. Management is of the opinion that there is no pending claim or lawsuit which, if adversely determined, would have a material impact on the Company’s financial condition, results of operations or cash flows.

Debt - 2023 Senior Secured Notes, Additional Information (Details) - Senior Notes - USD ($)	12 Months Ended
	Dec. 31, 2019	May 14, 2019	Dec. 31, 2018	Aug. 06, 2018	Aug. 03, 2018
2023 Secured Notes
Debt Instrument [Line Items]
Debt, face amount				$ 300,000,000.0
Interest rate				6.875%	10.00%
Debt issuance costs and discounts	$ 7,200,000		$ 6,100,000
2023 Secured Notes, Tack-on Offering
Debt Instrument [Line Items]
Debt, face amount		$ 190,000,000.0
Debt issuance costs		3,000,000.0
Debt premium		$ 500,000
100% of Principal \| Redemption Period One \| 2023 Secured Notes
Debt Instrument [Line Items]
Redemption price (as a percent)	100.00%
40% of Principal \| Redemption Period One \| 2023 Secured Notes
Debt Instrument [Line Items]
Redemption price (as a percent)	106.875%
Redemption percentage of aggregate principal amount	40.00%
10% of Principal \| Redemption Period One \| 2023 Secured Notes
Debt Instrument [Line Items]
Redemption price (as a percent)	103.00%
Redemption percentage of aggregate principal amount	10.00%

Related Parties - Related Party Balances Included in Consolidated Balance Sheet (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Related Party Transaction [Line Items]
Receivables due from affiliates	$ 0	$ 122
Total related party (liabilities) assets, net	(210)	(1,257)
Prepaid expenses and other current assets
Related Party Transaction [Line Items]
Receivables due from affiliates	0	122
Accounts receivable, net
Related Party Transaction [Line Items]
Receivables due from affiliates	26	0
Accrued liabilities
Related Party Transaction [Line Items]
Amounts due to affiliates	$ (236)	$ (1,379)

Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Statement of Comprehensive Income [Abstract]
Foreign currency translation adjustment, income tax expense (benefit)	$ 0	$ (161)	$ 1,153
Net losses on derivatives, tax benefit	$ (1,471)	$ (1,822)	$ 0

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2019

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets at December 31 consisted of the following:


(in thousands)	2019		2018
Prepaid expenses	$	5,726	$	9,200
Other current assets	8,895		12,506
Receivables due from affiliates	—		122
Total prepaid expenses and other current assets	$	14,621	$	21,828

Derivatives - Location and Fair Value of Derivative Instruments Designated as Hedges in the Consolidated Balance Sheet (Details) - Interest Rate Swap - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Derivative [Line Items]
Accrued liabilities	$ 5,348	$ 1,709
Other long-term liabilities	$ 8,943	$ 6,192

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Warrant Redemption On January 24, 2020, the Company delivered a notice (the “Redemption Notice”) to redeem all of its outstanding Public Warrants to purchase the Company’s Class A common stock, that were issued under the warrant agreement, dated September 10, 2015, by and between Double Eagle and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agreement”), as part of the units sold in Double Eagle's initial public offering that remain unexercised at 5:00 p.m. New York City time on February 24, 2020. As further described in the Redemption Notice and permitted under the Warrant Agreement, holders of the Public Warrants who exercised such Public Warrants following the date of the Redemption Notice were required to do so on a cashless basis. From January 1, 2020 through January 24, 2020, 796,610 Public Warrants were exercised for cash, resulting in the Company receiving cash proceeds of $4.6 million in the aggregate. An aggregate of 398,305 shares of the Company's Class A common stock were issued in connection with these exercises. After January 24, 2020 through February 24, 2020, 5,836,040 Public Warrants were exercised on a cashless basis. An aggregate of 1,097,162 shares of the Company's Class A common stock were issued in connection with these exercises. Thereafter, the Company completed the redemption of 38,509 remaining Public Warrants for $0.01 per warrant. Following the redemption of the Public Warrants, (i) 17,561,700 Private Warrants, and (ii) 9,966,070 2018 Warrants remain outstanding. As of February 28, 2020, 110,316,368 shares of the Company's Class A common stock were issued and outstanding. Merger On March 1, 2020, the Company, along with its newly formed subsidiary, Picasso Merger Sub, Inc. (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mobile Mini, Inc. (“Mobile Mini”). The Merger Agreement provides for the merger of Mobile Mini with and into Merger Sub (the “Merger”), with Mobile Mini surviving as a wholly-owned subsidiary of the Company. At the effective time of the Merger, and subject to the terms and subject to the conditions set forth in the Merger Agreement, each outstanding share of the common stock of Mobile Mini shall be converted into the right to receive 2.4050 shares of WillScot Class A common stock. The Merger has been unanimously approved by the Company and Mobile Mini’s boards of directors. The Merger is subject to customary closing conditions, including receipt of regulatory and stockholder approvals by the Company and Mobile Mini’s stockholders, and is expected to close in third quarter of 2020. Additionally, the transaction also has the support of TDR Capital, the Company's largest shareholder, which has entered into a customary voting agreement in support of the Merger. In connection with the Merger, the Company entered into a commitment letter (the “Commitment Letter”), dated March 1, 2020, with the lenders party thereto (the “Lenders”). Pursuant to the Commitment Letter, the Lenders have agreed to provide debt financing to refinance the Company’s existing ABL Facility, Mobile Mini’s existing ABL credit facility and Mobile Mini’s outstanding senior notes due 2024 on the terms and conditions set forth in the Commitment Letter.

Income Taxes - Components of Deferred Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred tax assets
Loans and borrowings	$ 138,206	$ 122,456
Employee benefit plans	1,916	3,395
Accrued liabilities	8,494	8,715
Currency losses, net	0	408
Deferred revenue	20,951	16,310
Operating lease liability	37,438
Other	7,817	4,724
Tax loss carryforwards	231,503	239,282
Deferred tax assets, gross	446,325	395,290
Valuation allowance	(80,241)	(79,132)
Net deferred income tax asset	366,084	316,158
Deferred tax liabilities
Rental equipment and other property, plant and equipment	(375,682)	(360,766)
Intangible assets	(23,690)	(22,654)
ROU asset	(37,218)
Deferred tax liability	(436,590)	(383,420)
Net deferred income tax liability	$ (70,506)	$ (67,262)

Property, Plant and Equipment, net - Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Land, buildings and leasehold improvements
Property, Plant and Equipment [Line Items]
Total other property, plant and equipment	$ 139,861	$ 185,870
Machinery and equipment
Property, Plant and Equipment [Line Items]
Total other property, plant and equipment	62,169	58,481
Software
Property, Plant and Equipment [Line Items]
Total other property, plant and equipment	27,342	29,632
Total other property, plant and equipment
Property, Plant and Equipment [Line Items]
Total other property, plant and equipment	229,372	273,983
Less: accumulated depreciation	(81,683)	(90,233)
Property, plant and equipment, net	$ 147,689	$ 183,750

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments for the acquisition of rental equipment and property, plant, and equipment	$ 4.5	$ 10.0

Property, Plant and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Depreciation is generally computed using the straight-line method over estimated useful lives, as follows:


	Estimated Useful Life	Residual Value
Modular space and portable storage units	10 – 20 years	20 – 50%
VAPS and other related rental equipment	2 – 8 years	—

Depreciation is generally computed using the straight-line method over estimated useful lives as follows:


Type			Estimated Useful Life
Buildings and leasehold improvements			10 – 40 years
Machinery and equipment			3 – 10 years
Furniture and fixtures			7 – 10 years
Software			3 – 5 years

Rental equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Modular units and portable storage	$	2,455,471	$	2,333,776
Value-added products	121,855		90,526
Total rental equipment	2,577,326		2,424,302
Less: accumulated depreciation	(632,890)		(495,012)
Rental equipment, net	$	1,944,436	$	1,929,290

Property, plant and equipment, net at December 31 consisted of the following:


(in thousands)	2019		2018
Land, buildings and leasehold improvements	$	139,861	$	185,870
Manufacturing and office equipment	62,169		58,481
Software and other	27,342		29,632
Total other property, plant and equipment	229,372		273,983
Less: accumulated depreciation	(81,683)		(90,233)
Property, plant and equipment, net	$	147,689	$	183,750

Leases - Narrative (Details) $ in Thousands	12 Months Ended
Leases - Narrative (Details) $ in Thousands	Dec. 31, 2019 USD ($) property	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Leases [Abstract]
Lease impairment expense and other related charges	$ 8,674	$ 0	$ 0
ROU asset impairment	$ 4,160	0	$ 0
Number of facilities impaired \| property	4
Loss on lease exit	$ 1,900
Closed location rent expense	2,600
Rent expense	$ 31,000	$ 22,000

Debt - Redemption Price Percentage (Details) - Senior Notes		12 Months Ended
	Dec. 13, 2019	Dec. 31, 2019
2022 Secured Notes
Debt Instrument [Line Items]
Redemption Price	103.00%
2022 Secured Notes \| Redemption Period Two
Debt Instrument [Line Items]
Redemption Price		103.938%
2022 Secured Notes \| Redemption Period Three
Debt Instrument [Line Items]
Redemption Price		101.969%
2022 Secured Notes \| Redemption Period Four
Debt Instrument [Line Items]
Redemption Price		100.00%
2023 Secured Notes \| Redemption Period Two
Debt Instrument [Line Items]
Redemption Price		103.438%
2023 Secured Notes \| Redemption Period Three
Debt Instrument [Line Items]
Redemption Price		101.719%
2023 Secured Notes \| Redemption Period Four
Debt Instrument [Line Items]
Redemption Price		100.00%

Business Combinations and Acquisitions - Acton and Tyson Acquisitions, Additional Information (Details) - USD ($) $ in Thousands			12 Months Ended
	Jan. 03, 2018	Dec. 20, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Cash consideration			$ 0	$ 1,083,146	$ 237,148
Acton Mobile Holdings LLC
Business Acquisition [Line Items]
Percentage ownership		100.00%
Cash consideration		$ 237,100
Tyson
Business Acquisition [Line Items]
Cash consideration	$ 24,000

Debt - 2023 Senior Unsecured Notes, Additional Information (Details) - USD ($)		12 Months Ended
	Jun. 19, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Loss on extinguishment of debt		$ 8,755,000	$ 0	$ 0
2023 Unsecured Notes \| Senior Notes
Debt Instrument [Line Items]
Debt, face amount	$ 200,000,000.0
Redemption price (as a percent)	102.00%
Make-whole premium	1.126%
Loss on extinguishment of debt	$ 7,200,000
Make-whole premiums	6,200,000
Write off of debt issuance costs	$ 1,000,000.0
Debt issuance costs and discounts			$ 1,100,000

Discontinued Operations (Tables)

12 Months Ended

Dec. 31, 2019

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Revenues and costs related to the Remote Accommodations Business for the period ended November 28, 2017 were as follows:


(in thousands)	Period Ended November 28, 2017
Remote accommodations revenue:
Lease revenue	$	53,571
Service revenue	67,282
Total remote accommodations revenue	$	120,853

Remote accommodation costs:
Cost of leases	$	7,837
Cost of services	46,134
Total remote accommodations costs	$	53,971

Depreciation was generally computed using the straight-line method over estimated useful life, as follows:


	Estimated Useful Life	Residual Value
Remote accommodations	15 years	0 - 25%

Income from discontinued operations, net of tax, for the period ended November 28, 2017 was as follows:


(in thousands)	Period Ended November 28, 2017
Remote accommodations revenue	$	120,853
Rental unit sales	1,522
Remote accommodations costs of leasing and services	53,971
Rental unit cost of sales	901
Depreciation of rental equipment	21,995
Gross profit	45,508
Selling, general and administrative expenses	11,513
Other depreciation and amortization	4,589
Restructuring costs	1,714
Other income	(52)
Operating profit	27,744
Interest expense	2,444
Income from discontinued operations, before income tax	25,300
Income tax expense	10,650
Income from discontinued operations, net of tax	$	14,650

The significant cash flow items from discontinued operations for the years ended December 31, 2017 were as follows:


(in thousands)	2017
Depreciation and amortization	$	26,584
Capital expenditures	$	9,890

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

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+ Details

Restructuring (Tables)

12 Months Ended

Dec. 31, 2019

Restructuring and Related Activities [Abstract]

Summary of Activities in the Restructuring Accruals

The following is a summary of the activity in the Company’s restructuring accruals for years ended December 31:


(in thousands)	Year Ended December 31,
			2019										2018							2017
			Employee Costs		Facility Exit Costs		Total		Employee Costs		Facility Exit Costs		Total		Employee Costs		Facility Exit Costs		Total
Beginning balance	$	4,544	$	972	$	5,516	$	227	$	—	$	227	$	1,793	$	—	$	1,793
Reclassification of liability to operating lease asset at the adoption of ASC 842^(a)	—		(972)		(972)		—		—		—		—		—		—
Charges	1,955		1,800		3,755		10,182		5,286		15,468		2,196		—		2,196
Cash payments	(5,694)		—		(5,694)		(5,806)		(4,314)		(10,120)		(1,806)		—		(1,806)
Foreign currency translation	(136)		—		(136)		(59)		—		(59)		12		—		12
Non-cash movements	(222)		(1,800)		(2,022)		—		—		—		(1,968)		—		(1,968)
Ending balance	$	447	$	—	$	447	$	4,544	$	972	$	5,516	$	227	$	—	$	227

Business Combinations and Acquisitions - Net Proceeds from Business Combination (Details) - USD ($) $ in Thousands	Dec. 07, 2018	Nov. 29, 2017
Business Combinations [Abstract]
Cash in Double Eagle's Trust (net of redemptions)		$ 288,381
Cash from private placement of common stock to TDR Capital affiliate		418,261
Gross cash received by WillScot from Business Combination		706,642
Less: purchase of WSII's outstanding equity		(125,676)
Less: fees to underwriters	$ (1,800)	(9,188)
Net cash received by WillScot in connection with the Business Combination and related financing transactions		$ 571,778

Derivative Instruments and Hedging Activities - Impact of Interest Rate Swap (Details) - Interest Rate Swap - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Derivative Instruments, Gain (Loss) [Line Items]
Loss recognized in OCI	$ (6,280)	$ (7,777)
Interest expense
Derivative Instruments, Gain (Loss) [Line Items]
Loss reclassified from AOCI into income (effective portion)	$ (3,254)	$ (373)

Business Combinations and Acquisitions

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Business Combinations and Acquisitions

2017 Business Combination

Background and Summary

On November 29, 2017, the legal predecessor company consummated the Business Combination pursuant to the terms of the Stock Purchase Agreement, dated as of August 21, 2017, as amended on September 6, 2017 and November 6, 2017 (the “Stock Purchase Agreement”), by and among Double Eagle, WS Holdings, Algeco Group and Algeco Scotsman Holdings Kft., a Hungarian limited liability company (“Algeco Holdings” and, together with Algeco Group, the “Sellers”). Double Eagle, through its wholly-owned subsidiary, WS Holdings, acquired all of the issued and outstanding shares of the common stock of WSII from the Sellers.

Under the Stock Purchase Agreement, WS Holdings purchased WSII for $1.1 billion, of which (A) $1.0215 billion was paid in cash and (B) the remaining $78.5 million was paid to the Sellers, on a pro rata basis, in the form of (i) 8,024,419 shares of common stock, par value $0.0001 per share of WS Holdings, which shares are exchangeable for shares of WillScot’s Class A common stock and (ii) 8,024,419 shares of WillScot’s Class B common stock, par value $0.0001 per share representing a non-economic voting interest in WillScot. The Class B common stock shares can only be held by the Sellers or their permitted transferee. Upon conversion or cancellation of any WS Holdings shares, the corresponding shares of Class B common stock of WillScot are automatically canceled for no consideration. The Class B common stock shares of WillScot have voting rights, but are not entitled to share in dividends or other distributions.

The shares of WillScot Class B common stock issued to the Sellers initially represented 10% of the issued and outstanding WS Holdings common stock at the date of the Business Combination, which is presented in the consolidated balance sheets and statement of changes in equity as a non-controlling interest. During the year ended December 31, 2018, the non-controlling interest was diluted to 9% as a result of common stock transactions detailed in Note 13. Further, the portion of net loss attributable to the non-controlling interest is separately stated on the consolidated statement of operations, net of tax. The non-controlling interest was 9% as of December 31, 2019.

The net proceeds from the Business Combination, as reported in the consolidated statements of cash flows for the year ended December 31, 2017 within the financing section are summarized below:


(in thousands)	Net proceeds
Cash in Double Eagle's Trust (net of redemptions)	$	288,381
Cash from private placement of common stock to TDR Capital affiliate	418,261
Gross cash received by WillScot from Business Combination	706,642
Less: purchase of WSII's outstanding equity	(125,676)
Less: fees to underwriters	(9,188)
Net cash received by WillScot in connection with the Business Combination and related financing transactions	$	571,778

An additional $300.0 million obtained through WSII’s offering of senior secured notes and $190.0 million through WSII’s entry into a new ABL facility are aggregated in receipts from borrowings in the consolidated statements of cash flows.

Prior to the Business Combination, Double Eagle had 49,704,329 of Class A common stock shares outstanding and $500.8 million held in a trust account. In connection with the Business Combination, 21,128,456 shares of Double Eagle’s common stock were redeemed resulting in a total payment to redeeming shareholders of $212.4 million.

The number of shares of Class A and Class B common stock of WillScot issued and outstanding immediately following the consummation of the Business Combination is summarized as follows:


	Number of Shares of Class A Common Stock of WillScot	Number of Shares of Class B Common Stock of WillScot
Double Eagle public shares outstanding prior to the Business Combination	49,704,329	—
Less: Redemption of Double Eagle public shares	21,128,456	—
Plus: Conversion of Double Eagle Class B shares to Double Eagle Class A shares^(a)	12,500,000	—
Total Double Eagle shares outstanding immediately prior to the effective date of the Business Combination	41,075,873	—
Class B shares issued as part of consideration for WSII purchase	—	8,024,419
Common shares issued through private placement to TDR Capital affiliate	43,568,901	—
Total shares of common stock of WillScot outstanding at closing, November 29, 2017	84,644,774	8,024,419

Upon completion of the Business Combination and the other transactions contemplated by the Stock Purchase Agreement, WSII became an indirect subsidiary of WillScot.

The Company incurred transaction costs related to the Business Combination of $22.1 million, which are included in selling, general and administrative expenses on the consolidated statement of operations for the year ended December 31, 2017.

Algeco Group Restructuring Impact on WillScot

Prior to the effective date of the Business Combination, WSII was a wholly owned subsidiary of the Algeco Group, which is majority owned by an investment fund managed by TDR Capital. Subsequent to the Business Combination, a TDR affiliate is the controlling shareholder of the Company’s common stock. Certain transactions between the Algeco Group and the Company are treated as transfers between entities under common control.

Prior to the Business Combination, the Algeco Group performed an internal restructuring. As part of this reorganization, WSII’s Remote Accommodations Business, which consisted of Target Logistics Management LLC (“Target”) and its subsidiaries and Chard Camp Catering Services (“Chard”), were transferred to another entity within the Algeco Group. As a result, the operating results of the Remote Accommodations Business have been reported as discontinued operations in the Company’s consolidated financial statements (see Note 3).

Prior to the internal restructuring, WSII owned 100% of the equity in Target and Chard. In the internal restructuring, WSII transferred to Algeco Group entities (a) 100% of the equity and assets in Target and Chard, (b) the outstanding notes due from affiliates and related accrued interest receivable, and (c) intercompany receivables with Algeco Group entities, in exchange for the partial settlement of outstanding notes due to affiliates and related accrued interest and the settlement of intercompany liabilities. The notes due to affiliates and the corresponding accrued interest amounts were fully repaid between the internal restructuring non-cash offsetting transfers and the $226.3 million cash payment made in connection with the Business Combination. As a result of the settlement of notes due to affiliates and the transfer of Target and Chard, there was a $19.9 million difference between book value and fair value of transferred amounts. The Company has recorded these amounts to additional paid-in capital in the consolidated balance sheets and statements of changes in equity in accordance with the guidance in ASC 805, Business Combinations, which states that any difference between the fair value of the proceeds and the book value of the related assets in connection with transfers between two entities under common control should be recognized as an equity transaction.

The fair value of Target and Chard were determined using the using the income approach. The estimate of fair value required the Company to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of reporting units and the markets in which they operate. The Company used discount rates of 16.0% and 14.5% and terminal growth rates of 3.0% and 3.0% to calculate the present value of estimated future cash flows for Chard and Target, respectively. The fair value of the notes due from affiliates and other intercompany amounts was primarily calculated using the pricing of the Algeco Group’s publicly traded senior notes assuming that the credit quality of each obligor was equal to that of its parent. The estimate is representative of a Level 2 fair value measurement.

As part of the internal restructuring, WSII also transferred certain employees in corporate functions to another entity in the Algeco Group, as they primarily supported the Algeco Group. Liabilities associated with these employees, primarily pertaining to compensation and benefits, of $7.8 million, were transferred to the Algeco Group as part of this transaction. These amounts were also recorded to additional paid-in capital as a deemed capital contribution as the transfer occurred between two entities under common control.

Acton and Tyson Acquisitions

On December 20, 2017, the Company acquired 100% of the issued and outstanding ownership interests of Acton Mobile Holdings LLC (“Acton”) for a cash purchase price of $237.1 million. Additionally, on January 3, 2018, the Company acquired all of the issued and outstanding membership interests of Onsite Space LLC (d/b/a Tyson Onsite (“Tyson”) for $24.0 million in cash consideration, net of cash acquired. The purchase price allocations for both the Acton and Tyson acquisitions were subject to certain adjustments, which were both finalized in the fourth quarter of 2018. The offsets of these adjustments were recorded to goodwill as detailed in Note 10. Pro forma results for Acton are presented in the aggregate with the ModSpace acquisition below.

ModSpace Acquisition

On August 15, 2018, the Company acquired Modular Space Holdings, Inc. ("ModSpace"), a privately-owned national provider of office trailers, portable storage units and modular buildings. The acquisition was consummated by merging a special purpose subsidiary of the Company with and into ModSpace, with ModSpace surviving the merger as a subsidiary of WSII.

Purchase Price

The aggregate purchase price for ModSpace was $1.2 billion and consisted of (i) $1.1 billion in cash, (ii) 6,458,229 shares of WillScot's Class A common stock (the "Stock Consideration") with a fair market value of $95.8 million, (iii) warrants to purchase an aggregate of 10,000,000 shares of WillScot’s Class A common stock at an exercise price of $15.50 per share (the "2018 Warrants") with a fair market value of $52.3 million, and (iv) a working capital adjustment of $4.7 million.

The acquisition was funded by the net proceeds of WillScot's issuance of 9,200,000 shares of Class A common stock (see Note 13), the net proceeds of WSII’s issuance of $300.0 million in senior secured notes and $200.0 million in senior unsecured notes (see Note 12), and borrowings under the ABL Facility (see Note 12).

As of the date of acquisition, the fair market values of the Stock Consideration and 2018 Warrants were $14.83 per share and $5.23 per warrant, respectively, with the warrant values determined using a Black-Scholes valuation model. The fair market value of the Class A shares was determined utilizing the $15.78 per share closing price of the Company's shares on August 15, 2018, discounted by 6.0%, to reflect a lack of marketability based on the lock-up restrictions contemplated by the merger agreement.

The estimated fair values of the Stock Consideration and 2018 Warrants are Level 3 fair value measurements, as defined in Note 16. The fair value of each share and warrant was estimated using the Black-Scholes model with the following assumptions: expected dividend yield, expected stock price volatility, weighted-average risk-free interest rate, the average expected term of the lock-up period on the shares, and the weighted average expected term of the warrants. The volatility assumption used in the Black-Scholes model is derived from the historical daily change in the market price of the Company's common stock, as well as the historical daily changes in the market price of its peer group, based on weighting, as determined by the Company, and over a time period equivalent to the lock-up restriction (for the shares) and the warrant term. The risk-free interest rate used in the Black-Scholes model is based on the implied US Treasury bill yield curve at the date of grant with a remaining term equal to the Company’s expected term assumption. The Company has never declared or paid a cash dividend on common shares.

The following table summarizes the key inputs utilized to determine the fair value of the Stock Consideration and 2018 Warrants included within the purchase price of ModSpace.


	Stock Consideration fair value inputs		2018 Warrants fair value inputs
Expected volatility	28.6	%	35.0	%
Risk-free rate of interest	2.2	%	2.7	%
Dividend Yield	—	%	—	%
Expected life (years)	0.5		4.3

Opening Balance Sheet

The purchase price of ModSpace was assigned to the underlying assets acquired and liabilities assumed based upon their fair values at the date of acquisition, August 15, 2018. The Company recorded the fair values based on independent valuations, discounted cash flow analyses, quoted market prices, contributory asset charges, and estimates made by management. The following table summarizes the August 15, 2018 preliminary fair values of the assets acquired and liabilities assumed at December 31, 2018 and adjustments made between these preliminary balances and the final recorded fair value.


(in thousands)	Preliminary Balance		Adjustments		Final Balance August 15, 2018
Trade receivables, net^(a)	$	81,320	$	(8,175)	$	73,145
Prepaid expenses and other current assets	17,342		965		18,307
Inventories	4,757		—		4,757
Rental equipment	853,986		(1,210)		852,776
Property, plant and equipment^(b)	110,413		27,248		137,661
Intangible assets
Favorable leases	3,976		—		3,976
Trade name	3,000		—		3,000
Deferred tax assets, net	$	1,855	$	(1,855)	$	—
Total identifiable assets acquired	$	1,076,649	$	16,973	$	1,093,622

Accrued liabilities	$	31,551	$	1,936	$	33,487
Accounts payable	37,678		421		38,099
Deferred revenue and customer deposits	15,938		—		15,938
Deferred tax liabilities	—		1,154		1,154
Total liabilities assumed	$	85,167	$	3,511	$	88,678

Total goodwill^(c)	$	215,764	$	(13,462)	$	202,302

Pro Forma Information


(unaudited, in thousands)	Year Ended December 31, 2018^(a)			Year Ended December 31, 2017^(a)
WillScot revenues	$	751,412		$	445,942	(b)
Acton and ModSpace revenues	312,609			537,393		(c)
Pro forma revenues	$	1,064,021		$	983,335

WillScot loss from operations before income tax	$	(92,172)		$	(165,398)	(d)
Acton and ModSpace loss from operations before income tax	(7,457)			(111,319)		(c)
Loss from operations before income tax before pro forma adjustments	(99,629)			(276,717)
Pro forma adjustments to combined loss from operations before income tax:
Impact of fair value adjustments/useful life changes on depreciation	10,135			13,557		(e)
Intangible asset amortization	(625)		(f)	(1,708)		(f)
Interest expense	(41,178)		(g)	(75,031)		(h)
Elimination of Acton and ModSpace interest	20,279		(i)	45,461		(i)
Pro forma loss from operations before income tax	(111,018)		(j)	(294,438)
Income tax benefit	(43,462)		(k)	(34,228)		(k)
Income from discontinued operations	—			14,650
Pro forma net loss	$	(67,556)		$	(245,560)

(b) Excludes historical revenues and pre-tax income from discontinued operations.

ended December 31, 2018 also includes $20.5 million of interest expense associated with bridge financing fees incurred in connection with the acquisition of ModSpace.

Transaction and Integration Costs

The Company incurred $26.6 million in integration costs within SG&A expenses for the year ended December 31, 2019 related to the ModSpace acquisition. The Company incurred $30.0 million in integration costs related to the acquisitions of ModSpace, Acton and Tyson in 2018.

The Company incurred $20.1 million in transaction costs during the year ended December 31, 2018 related to the ModSpace acquisition.

Revenue (Tables)

12 Months Ended

Dec. 31, 2019

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The Company had total revenue in the following geographic areas for the years ended December 31 as follows:


	Year Ended December 31,
(in thousands)	2019		2018		2017
US	$	966,766	$	685,350	$	396,039
Canada	80,514		50,144		36,357
Mexico	16,385		15,918		13,546
Total revenues	$	1,063,665	$	751,412	$	445,942

The Company’s revenue by major product and service line for the years ended December 31 was as follows:


	Year Ended December 31,
(in thousands)	2019		2018		2017
Modular space leasing revenue	$	516,299	$	360,240	$	206,556
Portable storage leasing revenue	24,277		21,682		17,480
VAPS^(a)	159,327		104,870		59,088
Other leasing-related revenue^(b)	44,282		31,443		14,697
Modular leasing revenue	744,185		518,235		297,821
Modular delivery and installation revenue	220,057		154,557		89,850
Total leasing and services revenue	964,242		672,792		387,671
New unit sales revenue	59,085		53,603		36,371
Rental unit sales revenue	40,338		25,017		21,900
Total revenues	$	1,063,665	$	751,412	$	445,942

(a) Includes $15.9 million, $10.8 million and $8.4 million of VAPS service revenue for the years ended December 31, 2019, 2018 and 2017, respectively.

(b) Primarily damage billings, delinquent payment charges, and other processing fees.

Future Commited Modular Leasing Revenues


(in thousands)	Operating Leases
2020	$	215,084
2021	73,135
2022	28,913
2023	11,727
2024	4,160
Thereafter	2,772
Total	$	335,791

Business Combinations and Acquisitions - Unaudited Pro Forma Information (Details) - USD ($)				3 Months Ended								12 Months Ended
	Aug. 15, 2018	Dec. 20, 2017	Nov. 29, 2017	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Aug. 15, 2019	Aug. 03, 2018
Business Acquisition [Line Items]
Revenues				$ 278,045,000	$ 268,222,000	$ 263,713,000	$ 253,685,000	$ 257,404,000	$ 218,924,000	$ 140,333,000	$ 134,751,000	$ 1,063,665,000	$ 751,412,000	$ 445,942,000
Pretax loss												(13,734,000)	(92,172,000)	(165,398,000)
Selling, general and administrative expense												271,004,000	254,871,000	162,351,000
Depreciation expense												11,400,000	12,200,000	8,700,000
Interest expense												122,504,000	98,433,000	119,308,000
Restructuring expenses												3,755,000	15,468,000	2,196,000
Integration costs												$ 26,607,000	30,006,000
Transaction costs													$ 20,051,000	$ 23,881,000
Statutory tax rate													25.80%	25.80%
Acton and ModSpace
Business Acquisition [Line Items]
Pro forma revenues													$ 1,064,021,000	$ 983,335,000
Loss from operations before income tax before pro forma adjustments													(99,629,000)	(276,717,000)
Pre-tax loss													(111,018,000)	(294,438,000)
Income tax benefit													(43,462,000)	(34,228,000)
Income from discontinued operations													0	14,650,000
Pro-forma net loss													(67,556,000)	(245,560,000)
Acton
Business Acquisition [Line Items]
Weighted-average interest rate for borrowings				4.02%								4.02%
ModSpace
Business Acquisition [Line Items]
Finite-lived intangible assets acquired				$ 3,000,000.0								$ 3,000,000.0
Weighted-average interest rate for borrowings				6.54%								6.54%
Restructuring expenses													15,500,000
Integration costs												$ 26,600,000	30,000,000.0
Transaction costs													20,100,000
Interest expense from bridge financing													20,500,000
Impact of fair value adjustments/useful life changes on depreciation \| Acton and ModSpace
Business Acquisition [Line Items]
Pretax loss													10,135,000	13,557,000
Intangible asset amortization \| Acton and ModSpace
Business Acquisition [Line Items]
Pretax loss													(625,000)	(1,708,000)
Interest expense \| Acton and ModSpace
Business Acquisition [Line Items]
Pretax loss													(41,178,000)	(75,031,000)
Elimination of Acton and ModSpace interest \| Acton and ModSpace
Business Acquisition [Line Items]
Pretax loss													20,279,000	45,461,000
Acton and ModSpace
Business Acquisition [Line Items]
Revenues													312,609,000	537,393,000
Pretax loss													$ (7,457,000)	(111,319,000)
ModSpace
Business Acquisition [Line Items]
Revenues														443,500,000
Pretax loss														108,100,000
Depreciation expense														18,900,000
Interest expense														40,400,000
Acton
Business Acquisition [Line Items]
Revenues														93,900,000
Pretax loss														3,200,000
Depreciation expense														5,300,000
Interest expense														5,100,000
Alegco Group
Business Acquisition [Line Items]
Selling, general and administrative expense														$ 45,100,000
Senior Secured Notes \| Senior Notes \| ModSpace
Business Acquisition [Line Items]
Debt, face amount	$ 300,000,000.0
Senior Unsecured Notes \| Senior Notes
Business Acquisition [Line Items]
Debt, face amount																$ 200,000,000.0
Senior Unsecured Notes \| Senior Notes \| ModSpace
Business Acquisition [Line Items]
Debt, face amount	200,000,000.0
Revolving Credit Facility \| ABL Facility \| Line of Credit
Business Acquisition [Line Items]
Amounts drawn on debt			$ 190,000,000.0
Weighted-average interest rate for borrowings				4.51%								4.51%
Revolving Credit Facility \| ABL Facility \| Line of Credit \| Acton
Business Acquisition [Line Items]
Amounts drawn on debt		$ 237,100,000
Revolving Credit Facility \| ABL Facility \| Line of Credit \| ModSpace
Business Acquisition [Line Items]
Amounts drawn on debt	419,000,000.0
Trade names \| Acton
Business Acquisition [Line Items]
Finite-lived intangible assets acquired				$ 700,000								$ 700,000
Estimated useful lives												1 year
Trade names \| ModSpace
Business Acquisition [Line Items]
Finite-lived intangible assets acquired	$ 3,000,000														$ 3,000,000
Estimated useful lives	3 years											3 years

Business Combinations and Acquisitions - Algeco Group Restructuring Impact on WSC, Additional Information (Details) - Discontinued Operations - Remote accommodations $ in Millions	Nov. 28, 2017 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Ownership percentage	100.00%
Payments for settlement of notes due to affiliates	$ 226.3
Book and fair value difference recorded in APIC	19.9
Employee associated liabilities transferred	$ 7.8
Discount Rate \| Minimum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Discount rate	0.160
Discount Rate \| Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Discount rate	0.145
Terminal Growth Rate \| Minimum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Discount rate	0.030
Terminal Growth Rate \| Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Discount rate	0.030

Segment Reporting - Narrative (Details)	12 Months Ended
Segment Reporting - Narrative (Details)	Dec. 31, 2019 business_line segment
Segment Reporting [Abstract]
Number of business lines \| business_line	2
Number of operating segments \| segment	2

Quarterly Financial Data

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Data

The following tables present certain unaudited consolidated quarterly financial information for each of the eight quarters ended December 31, 2019. This quarterly information has been prepared on the same basis as the consolidated financial statements except for the impact of adoption of ASC 842 further discussed below, and includes all adjustments necessary to state fairly the information for the periods presented.


	Quarter Ended (unaudited, except per share amounts)
2019	March 31		June 30		September 30		December 31
Leasing and services revenue^(a)	$	227,292	$	241,784	$	249,411	$	245,755
Total revenue^(b)	$	253,685	$	263,713	$	268,222	$	278,045
Gross profit^(c)	$	103,331	$	101,484	$	99,307	$	109,191
Operating income^(d)	$	21,464	$	26,294	$	29,781	$	39,986
Net (loss) income^(e)	$	(10,029)	$	(11,438)	$	996	$	8,928
Net (loss) income attributable to WillScot common shareholders	$	(9,271)	$	(10,606)	$	701	$	8,054

Net (loss) income per share attributable to WillScot - basic	$	(0.09)	$	(0.10)	$	0.01	$	0.07
Net (loss) income per share attributable to WillScot - diluted	$	(0.09)	$	(0.10)	$	0.01	$	0.07
Average number of common shares outstanding - basic	108,523,269		108,693,924		108,720,857		108,793,847
Average number of common shares outstanding - diluted	108,523,269		108,693,924		112,043,866		114,080,059

The impact of adoption and reconciliation to the amounts previously reported is:


	Quarter Ended (unaudited)
Change from previously reported 2019 amount	March 31		June 30		September 30
^(a)Leasing and services revenue	$	(1,211)	$	(2,204)	$	(3,766)
^(b)Total revenue	$	(1,323)	$	(2,412)	$	(4,118)
^(c)Gross profit	$	(1,323)	$	(2,412)	$	(4,118)
^(d)Operating income	$	275	$	(519)	$	(618)
^(e)Net (loss) income	$	1,132	$	337	$	234


	Quarter Ended (unaudited, except per share amounts)
2018	March 31		June 30		September 30		December 31
Leasing and services revenue	$	123,512	$	132,662	$	188,437	$	228,181
Total revenue	$	134,751	$	140,333	$	218,924	$	257,404
Gross profit	$	50,921	$	54,640	$	80,946	$	102,877
Operating income (loss)	$	4,464	$	5,889	$	211	$	(4,303)
Net (loss) income^(a)	$	(6,835)	$	379	$	(36,729)	$	(10,387)
Net (loss) income attributable to WillScot^(a)(b)	$	(6,187)	$	236	$	(33,519)	$	(11,705)

Net (loss) income per share attributable to WillScot – basic and diluted	$	(0.08)	$	0.00	$	(0.37)	$	(0.11)
Average number of common shares outstanding - basic & diluted	77,189,774		78,432,274		90,726,921		102,176,225

Fair Value Measures - Carrying Amounts and Fair Values of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
US ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt issuance costs	$ 17,800	$ 25,100
Canadian ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt issuance costs	0	900
2022 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt issuance costs	5,400	7,700
2023 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt issuance costs	7,200	6,100
Debt premium	500
Unsecured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt issuance costs	0	1,100
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	1,632,589	1,638,516
Carrying Amount \| US ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	885,245	853,409
Carrying Amount \| Canadian ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Carrying Amount \| 2022 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	264,576	292,258
Carrying Amount \| 2023 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	482,768	293,918
Carrying Amount \| Unsecured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	198,931
Fair Value \| Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	0	0
Fair Value \| Level 1 \| US ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 1 \| Canadian ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 1 \| 2022 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 1 \| 2023 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 1 \| Unsecured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	1,702,584	1,662,540
Fair Value \| Level 2 \| US ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	903,000	878,500
Fair Value \| Level 2 \| Canadian ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	918
Fair Value \| Level 2 \| 2022 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	282,250	297,027
Fair Value \| Level 2 \| 2023 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	517,334	288,633
Fair Value \| Level 2 \| Unsecured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	197,462
Fair Value \| Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	0	0
Fair Value \| Level 3 \| US ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 3 \| Canadian ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 3 \| 2022 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 3 \| 2023 Secured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Fair Value \| Level 3 \| Unsecured Notes \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	$ 0	$ 0

Revenue

12 Months Ended

Dec. 31, 2019

Revenue from Contract with Customer [Abstract]

Revenue

Revenue Disaggregation

Geographic Areas

The Company had total revenue in the following geographic areas for the years ended December 31 as follows:


	Year Ended December 31,
(in thousands)	2019		2018		2017
US	$	966,766	$	685,350	$	396,039
Canada	80,514		50,144		36,357
Mexico	16,385		15,918		13,546
Total revenues	$	1,063,665	$	751,412	$	445,942

Major Product and Service Lines

The Company’s revenue by major product and service line for the years ended December 31 was as follows:


	Year Ended December 31,
(in thousands)	2019		2018		2017
Modular space leasing revenue	$	516,299	$	360,240	$	206,556
Portable storage leasing revenue	24,277		21,682		17,480
VAPS^(a)	159,327		104,870		59,088
Other leasing-related revenue^(b)	44,282		31,443		14,697
Modular leasing revenue	744,185		518,235		297,821
Modular delivery and installation revenue	220,057		154,557		89,850
Total leasing and services revenue	964,242		672,792		387,671
New unit sales revenue	59,085		53,603		36,371
Rental unit sales revenue	40,338		25,017		21,900
Total revenues	$	1,063,665	$	751,412	$	445,942

(a) Includes $15.9 million, $10.8 million and $8.4 million of VAPS service revenue for the years ended December 31, 2019, 2018 and 2017, respectively.

(b) Primarily damage billings, delinquent payment charges, and other processing fees.

Modular Leasing and Services Revenue


(in thousands)	Operating Leases
2020	$	215,084
2021	73,135
2022	28,913
2023	11,727
2024	4,160
Thereafter	2,772
Total	$	335,791

Receivables, Contract Assets and Liabilities

The Company does not have material contract assets and it did not recognize any material impairments of any contract assets.

Deferred revenue and customer deposits at December 31 consisted of the following:


(in thousands)	2019		2018
Current:
Deferred revenue	$	81,303	$	68,398
Customer deposits	1,675		3,380
Total current deferred revenue and customer deposits	$	82,978	$	71,778

Long-term:
Deferred revenue	$	12,342	$	7,723
Total long-term deferred revenue and customer deposits	$	12,342	$	7,723

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of goodwill activity

Changes in the carrying amount of goodwill were as follows:


	Modular – US		Modular – Other North America		Total
Balance at December 31, 2017	$	28,609	$	—	$	28,609
Acquisition of businesses	183,711		35,128		218,839
Changes to preliminary purchase price accounting	944		—		944
Effects of movements in foreign exchange rates	—		(1,375)		(1,375)
Balance at December 31, 2018	213,264		33,753		247,017
Changes to preliminary purchase price accounting	(9,331)		(4,148)		(13,479)
Effects of movements in foreign exchange rates	—		1,639		1,639
Balance at December 31, 2019	$	203,933	$	31,244	$	235,177

Schedule of finite lived intangible assets

Intangible assets other than goodwill at December 31, consisted of the following:


	December 31, 2019
(in thousands)	Weighted average remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
ModSpace trade name	1.7	$	3,000	$	(1,375)	$	1,625
Total intangible assets subject to amortization		3,000		(1,375)		1,625

Indefinite-lived intangible assets:
Trade names		125,000		—		125,000
Total intangible assets other than goodwill		$	128,000	$	(1,375)	$	126,625


	December 31, 2018
(in thousands)	Weighted average remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
Favorable lease rights^(a)	6.7	$	4,523	$	(347)	$	4,176
ModSpace trade name	2.7	3,000		(375)		2,625
Total intangible assets subject to amortization		7,523		(722)		6,801

Indefinite-lived intangible assets:
Trade names		125,000		—		125,000
Total intangible assets other than goodwill		$	132,523	$	(722)	$	131,801

Schedule of indefinite lived intangible assets

Intangible assets other than goodwill at December 31, consisted of the following:


	December 31, 2019
(in thousands)	Weighted average remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
ModSpace trade name	1.7	$	3,000	$	(1,375)	$	1,625
Total intangible assets subject to amortization		3,000		(1,375)		1,625

Indefinite-lived intangible assets:
Trade names		125,000		—		125,000
Total intangible assets other than goodwill		$	128,000	$	(1,375)	$	126,625


	December 31, 2018
(in thousands)	Weighted average remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
Favorable lease rights^(a)	6.7	$	4,523	$	(347)	$	4,176
ModSpace trade name	2.7	3,000		(375)		2,625
Total intangible assets subject to amortization		7,523		(722)		6,801

Indefinite-lived intangible assets:
Trade names		125,000		—		125,000
Total intangible assets other than goodwill		$	132,523	$	(722)	$	131,801

Debt - Carrying Value of Debt Outstanding (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018	Nov. 29, 2017
Debt Instrument [Line Items]
Capital lease and other financing obligations	$ 0
Capital lease and other financing obligations		$ 37,983,000
Total debt	1,632,589,000	1,676,499,000
Less: current portion of long-term debt	0	(1,959,000)
Total long-term debt	1,632,589,000	1,674,540,000
Aggregate annual principal maturities of debt in 2022	1,173,000,000.0
Aggregate annual principal maturities of debt in 2023	490,000,000.0
Senior Notes \| 2022 Secured Notes
Debt Instrument [Line Items]
Debt	$ 264,576,000	292,258,000
Interest rate	7.875%		7.875%
Debt issuance costs	$ 5,400,000	7,700,000
Senior Notes \| 2023 Secured Notes
Debt Instrument [Line Items]
Debt	$ 482,768,000	293,918,000
Interest rate	6.875%
Debt issuance costs	$ 7,200,000	6,100,000
Senior Notes \| Unsecured Notes
Debt Instrument [Line Items]
Debt	$ 0	198,931,000
Interest rate	10.00%
Debt issuance costs	$ 0.0	1,100,000
Line of Credit \| US ABL Facility
Debt Instrument [Line Items]
Debt issuance costs	17,800,000	25,100,000
Line of Credit \| US ABL Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt	885,245,000	853,409,000
Line of Credit \| Canadian ABL Facility
Debt Instrument [Line Items]
Debt issuance costs	0.0	900,000
Line of Credit \| Canadian ABL Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt	0	0
Outstanding principal borrowings on the credit facility	0	900,000
Debt issuance costs	2,100,000	2,900,000
Line of Credit \| Canadian ABL Facility \| Revolving Credit Facility \| Long-Term Debt and Lease Obligation
Debt Instrument [Line Items]
Debt issuance costs	0	900,000
Line of Credit \| Canadian ABL Facility \| Revolving Credit Facility \| Other Non-current Assets
Debt Instrument [Line Items]
Debt issuance costs	$ 2,100,000	$ 2,000,000.0

Revenue - Revenue Disaggregation (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disaggregation of Revenue [Line Items]
Modular leasing									$ 744,185
Modular leasing										$ 518,235	$ 297,821
Total revenues	$ 278,045	$ 268,222	$ 263,713	$ 253,685	$ 257,404	$ 218,924	$ 140,333	$ 134,751	1,063,665	751,412	445,942
US
Disaggregation of Revenue [Line Items]
Total revenues									966,766	685,350	396,039
Canada
Disaggregation of Revenue [Line Items]
Total revenues									80,514	50,144	36,357
Mexico
Disaggregation of Revenue [Line Items]
Total revenues									16,385	15,918	13,546
Modular space leasing revenue
Disaggregation of Revenue [Line Items]
Modular leasing									516,299
Modular leasing										360,240	206,556
Portable storage leasing revenue
Disaggregation of Revenue [Line Items]
Modular leasing									24,277
Modular leasing										21,682	17,480
VAPS
Disaggregation of Revenue [Line Items]
Modular leasing									159,327
Modular leasing										104,870	59,088
Other leasing-related revenue
Disaggregation of Revenue [Line Items]
Modular leasing									44,282
Modular leasing										31,443	14,697
Modular delivery and installation revenue
Disaggregation of Revenue [Line Items]
Revenues									220,057	154,557	89,850
Total leasing and services revenue
Disaggregation of Revenue [Line Items]
Total revenues	$ 245,755	$ 249,411	$ 241,784	$ 227,292	$ 228,181	$ 188,437	$ 132,662	$ 123,512	964,242	672,792	387,671
New units
Disaggregation of Revenue [Line Items]
Revenues									59,085	53,603	36,371
Rental units
Disaggregation of Revenue [Line Items]
Revenues									40,338	25,017	21,900
VAPS service revenue
Disaggregation of Revenue [Line Items]
Modular leasing									$ 15,900
Modular leasing										$ 10,800	$ 8,400

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands		12 Months Ended
	Aug. 15, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Aug. 15, 2019	Jan. 31, 2018
intangible Assets And Goodwill [Line Items]
Goodwill recognized from acquisition of business			$ 218,839
Goodwill		$ 235,177	247,017	$ 28,609
Impairment losses on goodwill		0	0	60,743
Accumulated impairment loss		792,800	792,800	792,800
Amortization expense		1,000	1,400
Expected future amortization expense		1,625	6,801
Expected future amortization expense in 2020		1,000
Expected future amortization expense in 2021		600
Modular - US
intangible Assets And Goodwill [Line Items]
Goodwill recognized from acquisition of business	$ 171,300		183,711
Goodwill		203,933	213,264	28,609
Accumulated impairment loss		726,500
Modular - Other North America
intangible Assets And Goodwill [Line Items]
Goodwill recognized from acquisition of business	31,000		35,128
Goodwill		31,244	33,753	$ 0
Accumulated impairment loss		66,300
ModSpace
intangible Assets And Goodwill [Line Items]
Goodwill	215,764				$ 202,302
Tyson \| Modular - US
intangible Assets And Goodwill [Line Items]
Goodwill						$ 3,100
Acton \| Modular - US
intangible Assets And Goodwill [Line Items]
Goodwill						$ 29,500
Trade names
intangible Assets And Goodwill [Line Items]
Expected future amortization expense		$ 1,625	2,625
Trade names \| ModSpace
intangible Assets And Goodwill [Line Items]
Acquired definite-lived intangible assets	$ 3,000
Estimated useful lives	3 years	3 years
Trade names \| Acton
intangible Assets And Goodwill [Line Items]
Estimated useful lives		1 year
Favorable leases \| ModSpace
intangible Assets And Goodwill [Line Items]
Acquired definite-lived intangible assets	$ 4,000
Favorable leases \| ModSpace \| Modular - US
intangible Assets And Goodwill [Line Items]
Acquired definite-lived intangible assets	3,900
Favorable leases \| ModSpace \| Modular - Other North America
intangible Assets And Goodwill [Line Items]
Acquired definite-lived intangible assets	$ 100
Depreciation and Amortization
intangible Assets And Goodwill [Line Items]
Amortization expense			1,100
Selling, general and administrative
intangible Assets And Goodwill [Line Items]
Amortization expense			$ 300

Share-Based Compensation - Time-Based RSU Award Activity (Details) - Time-Based RSUs	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Awards
Beginning Balance (in shares) \| shares	852,733
Granted (in shares) \| shares	478,400
Forfeited (in shares) \| shares	(52,648)
Vested (in shares) \| shares	(213,180)
Ending Balance (in shares) \| shares	1,065,305
Weighted-Average Grant Date Fair Value
Beginning Balance (in USD per share) \| $ / shares	$ 13.60
Granted (in USD per share) \| $ / shares	11.69
Forfeited (in USD per share) \| $ / shares	12.78
Vested (in USD per share) \| $ / shares	12.78
Ending Balance (in USD per share) \| $ / shares	$ 12.78

Discontinued Operations - Rental Equipment (Details) - Remote accommodations - Discontinued Operations	11 Months Ended
	Nov. 28, 2017
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Estimated Useful Life	15 years
Minimum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Residual Value	0.00%
Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Residual Value	25.00%