0001647088-20-000027 | 10-Q | XBRL Viewer

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Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2020	May 01, 2020
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2020
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 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
Amendment Flag	false
Document Fiscal Year Focus	2020
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		110,555,295
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		8,024,419

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Assets
Cash and cash equivalents	$ 4,642	$ 3,045
Trade receivables, net of allowances for doubtful accounts at March 31, 2020 and December 31, 2019 of $16,471 and $15,828, respectively	241,142	247,596
Inventories	15,006	15,387
Prepaid expenses and other current assets	20,580	14,621
Assets held for sale	8,543	11,939
Total current assets	289,913	292,588
Rental equipment, net	1,912,995	1,944,436
Property, plant and equipment, net	143,864	147,689
Operating lease assets	148,152	146,698
Goodwill	232,796	235,177
Intangible assets, net	126,375	126,625
Other non-current assets	3,642	4,436
Total long-term assets	2,567,824	2,605,061
Total assets	2,857,737	2,897,649
Liabilities and equity
Accounts payable	102,570	109,926
Accrued liabilities	82,853	82,355
Accrued interest	12,479	16,020
Deferred revenue and customer deposits	85,936	82,978
Operating lease liabilities - current	29,446	29,133
Total current liabilities	313,284	320,412
Long-term debt	1,625,772	1,632,589
Deferred tax liabilities	67,017	70,693
Deferred revenue and customer deposits	12,666	12,342
Operating lease liabilities - non-current	119,322	118,429
Other non-current liabilities	38,603	34,229
Long-term liabilities	1,863,380	1,868,282
Total liabilities	2,176,664	2,188,694
Commitments and contingencies (see Note 15)
Additional paid-in-capital	2,402,195	2,396,501
Accumulated other comprehensive loss	(89,974)	(62,775)
Accumulated deficit	(1,692,917)	(1,689,373)
Total shareholders' equity	619,316	644,365
Non-controlling interest	61,757	64,590
Total equity	681,073	708,955
Total liabilities and equity	2,857,737	2,897,649
Class A Common Stock
Liabilities and equity
Common stock	11	11
Class B Common Stock
Liabilities and equity
Common stock	$ 1	$ 1

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Trade receivables, net of allowance	$ 16,471	$ 15,828
Common stock par value (in USD per share)	$ 0.0001
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)	110,555,295	108,818,854
Common stock outstanding (in shares)	110,555,295	108,818,854
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

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues:
Modular leasing	$ 188,352	$ 177,292
Total revenues	255,821	253,685
Costs:
Modular leasing	49,809	47,235
Depreciation of rental equipment	45,948	41,103
Gross Profit	106,190	103,331
Expenses:
Selling, general and administrative	74,968	73,319
Other depreciation and amortization	3,074	2,784
Impairment losses on long-lived assets	0	2,290
Lease impairment expense and other related charges	1,661	3,085
Restructuring costs	(60)	1,656
Currency losses (gains), net	898	(316)
Other expense (income), net	276	(951)
Operating income	25,373	21,464
Interest expense	28,257	31,115
Loss from operations before income tax	(2,884)	(9,651)
Income tax expense	790	378
Net loss	(3,674)	(10,029)
Net loss attributable to non-controlling interest, net of tax	(130)	(758)
Net loss attributable to WillScot	$ (3,544)	$ (9,271)
Net loss per share attributable to WillScot - basic and diluted (in USD per share)	$ (0.03)	$ (0.09)
Weighted average shares - basic and diluted (in shares)	109,656,646	108,523,269
Receipts from issuance of common stock	$ 4,580	$ 0
Modular delivery and installation
Revenues:
Revenues	51,070	50,000
Costs:
Cost of sales	43,865	43,343
New units
Revenues:
Revenues	9,613	14,841
Total revenues	9,613	14,841
Costs:
Cost of sales	6,203	10,878
Rental units
Revenues:
Revenues	6,786	11,552
Total revenues	6,786	11,552
Costs:
Cost of sales	$ 3,806	$ 7,795

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement of Comprehensive Income [Abstract]
Net loss	$ (3,674)	$ (10,029)
Other comprehensive (loss) income:
Foreign currency translation adjustment, net of income tax expense of $0 for the three months ended March 31, 2020 and 2019	(21,144)	4,115
Net loss on derivatives, net of income tax benefit of $0 and $673 for the three months ended March 31, 2020 and 2019, respectively	(8,758)	(2,201)
Comprehensive loss	(33,576)	(8,115)
Comprehensive loss attributable to non-controlling interest	(2,833)	(592)
Total comprehensive loss attributable to WillScot	$ (30,743)	$ (7,523)

- Definition

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

+ References

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+ Details

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement of Comprehensive Income [Abstract]
Foreign currency translation adjustment, income tax expense (benefit)	$ 0	$ 0
Net losses on derivatives, tax benefit	$ 673	$ 0

Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands	Total	Additional Paid-in-Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Total Shareholders' Equity	Non-Controlling Interest	Class A Common Stock	Class A Common Stock Common Stock	Class B Common Stock	Class B Common Stock Common Stock
Beginning balance at Dec. 31, 2018	$ 702,197	$ 2,389,548	$ (68,026)	$ (1,683,319)	$ 638,215	$ 63,982		$ 11		$ 1
Beginning balance (in shares) at Dec. 31, 2018								108,509,000		8,024,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(10,029)			(9,271)	(9,271)	(758)
Other comprehensive income (loss)	1,914		1,748		1,748	166
Stock-based compensation (in shares)								184,000
Stock-based compensation	636	636			636
Ending Balance at Mar. 31, 2019	700,289	2,390,184	(66,278)	(1,687,522)	636,396	63,893		$ 11		$ 1
Ending balance (in shares) at Mar. 31, 2019								108,693,000		8,024,000
Beginning balance at Dec. 31, 2019	708,955	2,396,501	(62,775)	(1,689,373)	644,365	64,590		$ 11		$ 1
Beginning balance (in shares) at Dec. 31, 2019							108,818,854	108,819,000	8,024,419	8,024,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(3,674)			(3,544)	(3,544)	(130)
Other comprehensive income (loss)	$ (29,902)		(27,199)		(27,199)	(2,703)
Stock-based compensation (in shares)	1,736,441							239,000
Stock-based compensation	$ 1,114	1,114			1,114
Common stock issued in warrant exercises and redemptions (in shares)							1,497,000
Common stock issued in warrant exercises and redemptions	4,580	4,580			4,580			$ 0
Ending Balance at Mar. 31, 2020	$ 681,073	$ 2,402,195	$ (89,974)	$ (1,692,917)	$ 619,316	$ 61,757		$ 11		$ 1
Ending balance (in shares) at Mar. 31, 2020							110,555,295	110,555,000	8,024,419	8,024,000

- Definition

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

+ References

+ Details

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Operating activities:
Net loss	$ (3,674)	$ (10,029)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	49,764	44,346
Provision for doubtful accounts	3,392	2,926
Impairment losses on long-lived assets	0	2,290
Impairment on right of use assets	0	2,439
Gain on sale of rental equipment and other property, plant and equipment	(2,980)	(3,888)
Amortization of debt discounts and debt issuance costs	2,896	2,792
Stock-based compensation expense	1,787	1,290
Deferred income tax benefit	684	378
Unrealized currency (gains) losses	891	(292)
Changes in operating assets and liabilities
Trade receivables	636	(26,779)
Inventories	281	(1,185)
Prepaid and other assets	(5,701)	(171)
Operating lease assets and liabilities	(280)	851
Accrued interest	(3,540)	(5,568)
Accounts payable and other accrued liabilities	(9,760)	1,650
Deferred revenue and customer deposits	3,952	4,206
Net cash provided by operating activities	38,348	15,256
Investing activities:
Proceeds from sale of rental equipment	6,786	11,601
Purchase of rental equipment and refurbishments	(39,648)	(51,873)
Proceeds from the sale of property, plant and equipment	3,840	87
Purchase of property, plant and equipment	(1,518)	(1,629)
Net cash used in investing activities	(30,540)	(41,814)
Financing activities:
Receipts from issuance of common stock	4,580	0
Receipts from borrowings	35,793	39,264
Payment of financing costs	0	(83)
Repayment of borrowings	(45,282)	(8,201)
Principal payments on capital lease obligations	0	(32)
Withholding taxes paid on behalf of employees on net settled stock-based awards	(673)	(654)
Net cash (used in) provided by financing activities	(5,582)	30,294
Effect of exchange rate changes on cash and cash equivalents	(629)	85
Net change in cash and cash equivalents	1,597	3,821
Cash and cash equivalents at the end of the period	4,642	12,779
Cash and cash equivalents at the beginning of the period	3,045	8,958
Supplemental cash flow information:
Interest paid	27,384	33,468
Income taxes paid (refunded), net	4	(748)
Capital expenditures accrued or payable	$ 22,345	$ 23,147

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Mar. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	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 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 Global S.à r.l. (together with its subsidiaries, the “Algeco Group”), which was majority owned by an investment fund managed by TDR Capital LLP ("TDR Capital"). As part of the transaction, Double Eagle domesticated to Delaware and changed its name to WillScot Corporation. 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 the Company’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.à r.l. (“Sapphire”), an affiliate of TDR Capital, owns the remaining 9.0%. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Quarterly Report on Form 10-Q and do not include all the information and notes required by accounting principles generally accepted in the US (“GAAP”) for complete financial statements. The accompanying unaudited condensed consolidated financial statements comprise the financial statements of WillScot and its subsidiaries that it controls due to ownership of a majority voting interest and contain all adjustments, which are of a normal and recurring nature, necessary to present fairly the financial position, the results of operations and cash flows for the interim periods presented. On December 31, 2019, the 2019 financial statement amounts were adjusted for the adoption Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) ("ASC 842"), effective retroactively to January 1, 2019, and therefore may not agree to the Quarterly Reports filed on Form 10-Q for the respective periods of 2019. 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 the Company. All intercompany balances and transactions are eliminated. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and notes included in WillScot's Annual Report on Form 10-K for the year ended December 31, 2019. Recently Issued and Adopted Accounting Standards Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, Reference Rate Reform (Topic 848), which is elective, and provides for optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The Company is currently evaluating the impact of reference rate reform and potential impact of adoption of these elective practical expedients on its condensed consolidated financial statements and will consider the impact of adoption during its analysis. Recently Adopted Accounting Standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) ("ASC 326"), which prescribes that financial assets (or a group of financial assets) should be measured at amortized cost basis to be presented at the net amount expected to be collected based on relevant historical information from historical experience, adjusted for current conditions and reasonable and supportable forecasts that affect collectibility. Credit losses relating to these financial assets are recorded through an allowance for credit losses. The Company adopted ASC 326 effective January 1, 2020. The effect of this guidance was immaterial to the Company's consolidated results of operations, financial position and cash flows. Impact of COVID-19 In December 2019, a novel strain of coronavirus, COVID-19, was first detected in Wuhan, China, and it has since spread to other regions, including the United States. On March 11, 2020, the World Health Organization declared that the rapidly spreading COVID-19 outbreak was a global pandemic. In response to the pandemic, many governments around the world are implementing a variety of measures to reduce the spread of COVID-19, including travel restrictions and bans, instructions to residents to practice social distancing, quarantine advisories, shelter-in-place orders and required closures of non-essential businesses. There have been significant changes to the global economic situation and to public securities markets as a consequence of the COVID-19 pandemic. It is reasonably likely that this could cause changes to estimates as a result of the markets in which the Company operates, the price of the Company’s publicly traded equity and debt in comparison to the Company’s carrying value, and the health of the global economy. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the fair value of the Company’s reporting units in relation to potential goodwill impairment, the fair value of long-lived assets in relation to potential impairment and the allowance for doubtful accounts. On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). The CARES Act provides several employer and corporate incentives designed to assist businesses with liquidity and support employee retention. The Company continues to assess the implications of the CARES Act to its business and believes that relevant components of the CARES Act are not material to its financial statements as a whole.

Acquisitions and Assets Held for Sale	3 Months Ended
Acquisitions and Assets Held for Sale	Mar. 31, 2020
Business Combinations [Abstract]
Acquisitions and Assets Held for Sale	Acquisitions and Assets Held for Sale Pending Mobile Mini 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 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 approved by the boards of directors of the Company and Mobile Mini. The Merger is subject to customary closing conditions, including receipt of regulatory approval and approval by the stockholders of the Company and Mobile Mini and is expected to close in the third quarter of 2020. Additionally, the transaction has the support of TDR Capital, the Company's largest stockholder, which has entered into a 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, as amended and restated on March 24, 2020, and further amended and restated on May 5, 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 (as defined in Note 9), 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. The Company expensed $9.4 million in transaction costs related to the Merger within selling, general and administrative ("SG&A") for the three months ended March 31, 2020. Assets Held for Sale As part of the Modular Space Holdings, Inc. ("ModSpace") acquisition in 2018, the Company implemented a plan to right size its branch network and dispose of unused properties. As of March 31, 2020, the Company had five properties totaling $8.5 million included in assets held for sale. During the three months ended March 31, 2020, the Company recorded no impairment related to these assets. As of March 31, 2019, the Company had ten properties totaling $21.0 million included in assets held for sale. During the three months ended March 31, 2019, the Company recorded an impairment of $2.3 million related to assets held for sale. The fair value of the assets held for sale was determined using valuations from third party brokers, which were based on current sales prices for comparable assets, a Level 2 measurement.

Revenue

3 Months Ended

Mar. 31, 2020

Revenue from Contract with Customer [Abstract]

Revenue

Revenue Disaggregation

Geographic Areas

The Company had total revenue in the following geographic areas for the three months ended March 31 as follows:


	Three Months Ended March 31,
(in thousands)	2020		2019
US	$	235,328	$	231,467
Canada	16,706		18,194
Mexico	3,787		4,024
Total revenues	$	255,821	$	253,685

Major Product and Service Lines

The Company’s revenue by major product and service line for the three months ended March 31 was as follows:


	Three Months Ended March 31,
	2020		2019
(in thousands)	Total		Total
Modular space leasing revenue	$	131,398	$	123,550
Portable storage leasing revenue	5,849		6,240
VAPS^(a)	41,002		37,392
Other leasing-related revenue^(b)	10,103		10,110
Modular leasing revenue	188,352		177,292
Modular delivery and installation revenue	51,070		50,000
Total leasing and services revenue	239,422		227,292
New unit sales revenue	9,613		14,841
Rental unit sales revenue	6,786		11,552
Total revenues	$	255,821	$	253,685

(a) Includes $4.0 million and $3.8 million of value added products and services ("VAPS") service revenue for the three months ended March 31, 2020 and 2019, respectively.

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

Modular Leasing and Services Revenue

The majority of revenue (72% for the three months ended March 31, 2020 and 68% for the three months ended March 31, 2019) is generated by rental income subject to the guidance of ASC 842. The remaining revenue for the three months ended March 31, 2020 and 2019 is generated by performance obligations in contracts with customers for services or sale of units subject to the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASC 606").

Receivables, Contract Assets and Liabilities

As reflected above, approximately 72% of the Company's rental revenue is generated by lease revenue subject to the guidance of ASC 842. The customers that are responsible for the remaining revenue that is accounted for under ASC 606 are generally the same customers that rent the Company's equipment. We manage credit risk associated with our accounts receivables at the customer level. Because the same customers generate the revenues that are accounted for under both Topic 606 and Topic 840, the discussions below on credit risk and our allowance for doubtful accounts address our total revenues. The Company's top five customers with the largest open receivables balances represented 4.7% of the total receivables balance as of March 31, 2020.

As of December 31, 2019, the Company had approximately $42.6 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 March 31, 2020, the Company had approximately $44.6 million of deferred revenue relating to these services which are included in deferred revenue and customer deposits in the condensed consolidated balance sheets. During the three months ended March 31, 2020, $7.9 million of previously deferred revenue 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.

Leases

3 Months Ended

Mar. 31, 2020

Leases [Abstract]

Leases

As of March 31, 2020, the undiscounted future lease payments for operating lease liabilities were as follows:


	(in thousands)
2020	$	28,505
2021	35,174
2022	29,103
2023	23,264
2024	18,202
Thereafter	51,725
Total lease payments	185,973
Less: interest	(37,429)
Present value of lease liabilities	$	148,544

The Company’s lease activity during the three months ended March 31, 2020 and 2019 was as follows:


	Three Months Ended March 31,
Financial Statement Line (in thousands)	2020				2019
Operating Lease Expense
Fixed lease expense
Cost of leasing and services			$	1,602			$	1,818
Selling, general and administrative			7,885				8,426
Lease impairment expense and other related charges			684				317
Short-term lease expense
Cost of leasing and services			7,300				7,688
Selling, general and administrative			386				813
Lease impairment expense and other related charges			212				—
Variable lease expense
Cost of leasing and services			1,832				642
Selling, general and administrative			867				1,086
Lease impairment expense and other related charges			287				—
Total operating lease expense	$	21,055			$	20,790

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 these plans, certain of its leased locations were vacated and leases were terminated or impaired. During the three months ended March 31, 2020, the Company recorded $1.7 million in lease impairment expense and other related charges which are comprised of $0.5 million

loss on lease exit and $1.2 million in closed location rent expense. During the three months ended March 31, 2019, the Company recorded $3.1 million in lease impairment expense and other related charges which are comprised of $2.4 million in right-of-use ("ROU") asset impairment on leased locations no longer used in operations, $0.4 million loss on lease exit and $0.3 million in closed location rent expense.

Supplemental cash flow information related to operating leases for the three months ended March 31, 2020 was as follows:


	Three Months Ended March 31,
Supplemental Cash Flow Information (in thousands)	2020		2019
Cash paid for the amounts included in the measurement of lease liabilities	$	10,108	$	9,826
Right of use assets obtained in exchange for lease obligations	$	13,270	$	8,934

Weighted-average remaining operating lease terms and the weighted average discount rates as of March 31, 2020 and December 31, 2019 were as follows:

Lease Terms and Discount Rates

March 31,
2020

December 31, 2019

Weighted-average remaining lease term

6.55 years

6.51 years

Weighted-average discount rate

6.8

7.0

The Company presents information related to leasing revenues in Note 3.

Inventories	3 Months Ended
Inventories	Mar. 31, 2020
Inventory Disclosure [Abstract]
Inventories	InventoriesInventories were comprised of raw materials and consumables of $15.0 million and $15.4 million at March 31, 2020 and December 31, 2019, respectively.

Rental Equipment, net

3 Months Ended

Mar. 31, 2020

Property, Plant and Equipment [Abstract]

Rental Equipment, net

Rental equipment, net, at the respective balance sheet dates consisted of the following:


(in thousands)	March 31, 2020		December 31, 2019
Modular units and portable storage	$	2,446,510	$	2,455,471
Value added products	125,384		121,855
Total rental equipment	2,571,894		2,577,326
Less: accumulated depreciation	(658,899)		(632,890)
Rental equipment, net	$	1,912,995	$	1,944,436

Goodwill

3 Months Ended

Mar. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Changes in the carrying amount of goodwill were as follows:


(in thousands)	Modular – US		Modular – Other North America		Total
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
Effects of movements in foreign exchange rates	—		(2,381)		(2,381)
Balance at March 31, 2020	$	203,933	$	28,863	$	232,796

The Company had no goodwill impairment during the three months ended March 31, 2020 or the year ended December 31, 2019.

The Company considered the economic environment resulting from the COVID-19 pandemic as part of its review for indicators of potential impairment and reviewed qualitative information currently available in determining if it was more likely than not that the fair values of the Company’s reporting units were less than the carrying amounts as of March 31, 2020. Based on the Company’s current long-term projections and the extent of fair value in excess of carrying value at the Company's October 1, 2019 annual impairment test date, management concluded that it is not more likely than not that the fair value of the Company's reporting units were less than their carrying amount during the three months ended March 31, 2020 and therefore no impairment occurred.

Due to the uncertain and rapidly evolving nature of the conditions surrounding the COVID-19 pandemic, changes in economic outlook may change our long-term projections.

Intangibles

3 Months Ended

Mar. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Intangibles

Intangible assets other than goodwill at the respective balance sheet dates consisted of the following:


	March 31, 2020
(in thousands)	Remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
ModSpace trade name	1.4	$	3,000	$	(1,625)	$	1,375

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


	December 31, 2019
(in thousands)	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

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

In the ModSpace acquisition, the Company allocated $3.0 million to definite-lived intangible assets related to the ModSpace trade name. The ModSpace trade name has an estimated useful life of three years. These intangibles are non-deductible for income tax purposes.

For both the three months ended March 31, 2020 and 2019, the aggregate amount recorded to other depreciation and amortization expense for the ModSpace trade name was $0.3 million.

Debt

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Abstract]

Debt

The carrying value of debt outstanding at the respective balance sheet dates consisted of the following:


(in thousands, except rates)	Interest rate	Year of maturity	March 31, 2020		December 31, 2019
2022 Secured Notes	7.875%	2022	$	264,982	$	264,576
2023 Secured Notes	6.875%	2023	483,201		482,768
US ABL Facility	Varies	2022	877,589		885,245
Canadian ABL Facility (a)	Varies	2022	—		—
Total long-term debt			$	1,625,772	$	1,632,589

(a) As of March 31, 2020 and December 31, 2019, the Company had no outstanding principal borrowings on the Canadian ABL Facility and $1.8 million and $2.1 million of related debt issuance costs, respectively. As there were no principal borrowings outstanding on the Canadian ABL Facility, the $1.8 million and $2.1 million of debt issuance costs related to that facility are included in other non-current assets on the condensed consolidated balance sheet as of March 31, 2020 and December 31, 2019, respectively.

The Company is subject to various covenants and restrictions for the ABL Facility, the 2022 Secured Notes and the 2023 Secured Notes. The Company was in compliance with all covenants related to debt as of March 31, 2020 and December 31, 2019.

ABL Facility

On November 29, 2017, WS Holdings, WSII and certain of its subsidiaries entered into an ABL credit agreement (the “ABL Facility”), as amended in July and August 2018, that provides a senior secured revolving credit facility that matures on May 29, 2022.

The ABL Facility 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 Borrowers,” 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 and lender approval, plus any voluntary prepayments that are accompanied by permanent commitment reductions under the ABL Facility.

Borrowing availability under the ABL Facility is equal to the lesser of $1.425 billion and the applicable borrowing bases (the “Line Cap”). The borrowing bases are a function of, among other things, the value of the assets in the relevant collateral pool. At March 31, 2020, the Line Cap is $1.412 billion.

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 (together with the US Guarantors, the "ABL Guarantors").

At March 31, 2020, the weighted average interest rate for borrowings under the ABL Facility was 3.30%. The weighted average interest rate on the balance outstanding, as adjusted for the effects of the interest rate swap agreements was 4.35%. Refer to Note 14 for a more detailed discussion on interest rate management.

At March 31, 2020, the Borrowers had $505.8 million of available borrowing capacity under the ABL Facility, including $378.8 million under the US ABL Facility and $127.0 million under the Canadian ABL Facility. At December 31, 2019, 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.

The Company had issued $12.7 million of standby letters of credit under the ABL Facility at March 31, 2020 and December 31, 2019. At March 31, 2020, letters of credit and guarantees carried fees of 2.625%.

The Company had $893.5 million and $903.0 million in outstanding principal under the ABL Facility at March 31, 2020 and December 31, 2019, respectively.

Debt issuance costs and discounts of $15.9 million and $17.8 million are included in the carrying value of the ABL Facility at March 31, 2020 and December 31, 2019, respectively.

2022 Senior Secured Notes

WSII has $270.0 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, entered into by and among WSII, the guarantors named therein, 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.

On December 13, 2019, the Company completed a partial redemption of $30.0 million of the then outstanding $300.0 million of 2022 Secured Notes at a redemption price of 103% using proceeds from its ABL Facility. 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.

Unamortized debt issuance costs pertaining to the 2022 Secured Notes were $5.0 million and $5.4 million as of March 31, 2020 and December 31, 2019, respectively.

2023 Senior Secured Notes

On August 6, 2018, a special purpose subsidiary of WSII (the "Issuer") 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, 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 an indenture, dated August 6, 2018, by and among the Issuer, the guarantors named therein and Deutsche Bank Trust Company Americas, as trustee and collateral agent. The Tack-On Notes and the Initial 2023 Secured Notes are treated as a single class of debt securities under the indenture (the "2023 Secured Notes") and together with the 2022 Secured Notes, the "Senior Secured Notes"). 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.

Unamortized debt issuance costs and discounts, net of premium, pertaining to the 2023 Secured Notes were $6.8 million and $7.2 million as of March 31, 2020 and December 31, 2019, 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”). 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 during the second quarter of 2019, 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.

Equity

3 Months Ended

Mar. 31, 2020

Equity [Abstract]

Equity

Common Stock and Warrants

Common Stock

In connection with the stock compensation vesting event described in Note 13 and the warrant exercises described below, the Company issued 1,736,441 shares of common stock during the three months ended March 31, 2020.

Warrants

Double Eagle issued warrants to purchase its common stock as components of units sold in its initial public offering (the “Public Warrants”). 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").

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, which 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 remained unexercised 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, 5,836,048 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.

As part of the ModSpace acquisition purchase price, the Company issued warrants to purchase shares of WillScot’s Class A common stock at an exercise price of $15.50 per share (the "2018 Warrants").

At March 31, 2020, 9,966,070 of the 2018 Warrants and 17,561,700 of the Private Warrants were outstanding.

Accumulated Other Comprehensive Loss

The changes in accumulated other comprehensive loss ("AOCL"), net of tax, for the three months ended March 31, 2020 and 2019 were as follows:


(in thousands)	Foreign Currency Translation		Unrealized losses on hedging activities		Total
Balance at December 31, 2019	$	(52,982)	$	(9,793)	$	(62,775)
Total other comprehensive loss prior to reclassifications	(21,144)		(10,330)		(31,474)
Reclassifications to the statements of operations	—		1,572		1,572
Less other comprehensive loss attributable to non-controlling interest	1,913		790		2,703
Balance at March 31, 2020	$	(72,213)	$	(17,761)	$	(89,974)


(in thousands)	Foreign Currency Translation		Unrealized losses on hedging activities		Total
Balance at December 31, 2018	$	(62,608)	$	(5,418)	$	(68,026)
Total other comprehensive income (loss) prior to reclassifications	4,115		(2,636)		1,479
Reclassifications to statements of operations	—		435		435
Less other comprehensive (loss) income attributable to non-controlling interest	(364)		198		(166)
Balance at March 31, 2019	$	(58,857)	$	(7,421)	$	(66,278)

For the three months ended March 31, 2020 and 2019, $1.6 million and $0.6 million, respectively, was reclassified from AOCL into the condensed consolidated statement of operations within interest expense related to the interest rate swaps discussed in Note 14. For the three months ended March 31, 2020 and 2019, the Company recorded a tax benefit of $0.0 million and $0.1 million, respectively, associated with this reclassification.

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesThe Company recorded $0.8 million and $0.4 million of income tax expense for the three months ended March 31, 2020 and 2019, mainly related to accrued interest on uncertain tax positions and legislative changes in the first quarter of 2020, and accrued interest on uncertain tax positions in 2019, discrete to the quarter, respectively. The Company’s effective tax rate for the three months ended March 31, 2020 and 2019 was (27.4)%, and (3.9)%, respectively. The Company did not recognize a tax benefit for loss from operations as of March 31, 2020, as it is not likely that the benefit is realizable. A tax benefit will be recognized only when there is sufficient income to support realization of a benefit.

Fair Value Measures

3 Months Ended

Mar. 31, 2020

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 cash equivalents, 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:


	March 31, 2020														December 31, 2019
	Carrying Amount		Fair Value										Carrying Amount		Fair Value
(in thousands)					Level 1		Level 2		Level 3						Level 1		Level 2	Level 3
US ABL Facility	$	877,589	$	—	$	893,500	$	—	$	885,245	$	—	$	903,000	$	—
Canadian ABL Facility	—		—		—		—		—		—		—		—
2022 Secured Notes	264,982		—		262,429		—		264,576		—		282,250		—
2023 Secured Notes	483,201		—		473,498		—		482,768		—		517,334		—
Total	$	1,625,772	$	—	$	1,629,427	$	—	$	1,632,589	$	—	$	1,702,584	$	—

The carrying value of the US ABL Facility, the 2022 Secured Notes and the 2023 Secured Notes includes $15.9 million, $5.0 million and $6.8 million, respectively, of unamortized debt issuance costs as of March 31, 2020, which are presented as a direct reduction of the corresponding liability. The carrying value of the US ABL Facility, the 2022 Secured Notes and the 2023 Secured Notes includes $17.8 million, $5.4 million and $7.2 million, respectively, 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 US and Canadian 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 and the 2023 Secured 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 condensed consolidated balance sheet are disclosed in Note 14.

- 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

Stock-Based Compensation	3 Months Ended
Stock-Based Compensation	Mar. 31, 2020
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	Stock-Based Compensation During the three months ended March 31, 2020, 174,020 time-based restricted stock units ("Time-Based RSUs") and 202,923 market-based restricted stock units ("Market-Based RSUs", and together with the Time-Based RSUs, the "RSUs") were granted under the WillScot Corporation 2017 Incentive Award Plan (the "Plan"). During the three months ended March 31, 2020, 323,678 Time-Based RSUs and 133,547 stock options vested in accordance with their terms, resulting in the issuance of 238,927 shares of common stock to participants, net of 84,751 shares withheld to cover taxes. During the three months ended March 31, 2020, 15,106 Time-Based RSUs and 12,700 Market-Based RSUs were forfeited. At March 31, 2020, 52,755 RSAs, 900,541 Time-Based RSUs, 478,504 Market-Based RSUs, and 253,328 stock options were unvested, with weighted average grant date fair values of $14.69, $13.49, $14.71, and $5.51, respectively. RSAs Compensation expense for restricted stock awards ("RSAs") recognized in SG&A on the condensed consolidated statements of operations was $0.2 million and $0.3 million for the three months ended March 31, 2020 and 2019, respectively, with associated tax benefits of $0.0 million and $0.1 million. At March 31, 2020, there was $0.2 million of unrecognized compensation cost related to RSAs that is expected to be recognized over the remaining weighted average vesting period of 0.2 years. Time-Based RSUs Compensation expense for Time-Based RSUs recognized in SG&A on the condensed consolidated statements of operations was $1.0 million and $0.8 million for the three months ended March 31, 2020 and 2019, respectively, with associated tax benefits of $0.0 million and $0.2 million. At March 31, 2020, unrecognized compensation cost related to Time-Based RSUs totaled $12.0 million and is expected to be recognized over the remaining weighted average vesting period of 2.7 years. Market-Based RSUs Compensation expense for Market-Based RSUs recognized in SG&A on the condensed consolidated statements of operations was $0.4 million and $0.1 million for the three months ended March 31, 2020 and 2019, respectively, with no associated tax benefits. At March 31, 2020, unrecognized compensation cost related to Market-Based RSUs totaled $5.7 million and is expected to be recognized over the remaining vesting period of 2.4 years. Stock Option Awards Compensation expense for stock option awards, recognized in SG&A on the condensed consolidated statements of operations, was $0.2 million and $0.2 million for the three months ended March 31, 2020 and 2019, respectively, with no associated tax benefits. At March 31, 2020, unrecognized compensation cost related to stock option awards totaled $1.4 million and is expected to be recognized over the remaining vesting period of 2.0 years.

Derivatives

3 Months Ended

Mar. 31, 2020

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 0.70% and 1.74% at March 31, 2020 and December 31, 2019, 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, at the respective balance sheet dates, were as follows:


(in thousands)	Balance Sheet Location	March 31, 2020		December 31, 2019
Cash Flow Hedges:
Interest rate swap	Accrued liabilities	$	10,072	$	5,348
Interest rate swap	Other long-term liabilities	$	13,162	$	8,943

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 March 31, 2020 and December 31, 2019, respectively, for contracts involving the same attributes and maturity dates.

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 three months ending March 31:


(in thousands)	2020		2019
Loss recognized in OCI	$	(8,758)	$	(2,874)
Location of loss recognized in income	Interest expense		Interest expense
Loss reclassified from AOCI into income (effective portion)	$	(1,572)	$	(568)

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments At March 31, 2020 and December 31, 2019, commitments for the acquisition of rental equipment and property, plant and equipment were $9.9 million and $4.5 million, respectively. Contingencies 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 effect on the Company’s financial condition, results of operations or cash flows.

Segment Reporting

3 Months Ended

Mar. 31, 2020

Segment Reporting [Abstract]

Segment Reporting

The Company operates in one principal line of business: modular leasing and sales. 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. 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.

The Chief Operating Decision Maker ("CODM") evaluates business segment performance on Adjusted EBITDA, which excludes certain items as shown in the reconciliation of the Company’s consolidated net loss before tax 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 three months ended March 31, 2020 and 2019, respectively.


	Three Months Ended March 31, 2020
(in thousands)	Modular - US		Modular - Other North America		Total
Revenues:
Leasing and services revenue:
Modular leasing	$	172,575	$	15,777	$	188,352
Modular delivery and installation	47,617		3,453		51,070
Sales revenue:
New units	9,267		346		9,613
Rental units	4,405		2,381		6,786
Total revenues	233,864		21,957		255,821

Costs:
Cost of leasing and services:
Modular leasing	46,884		2,925		49,809
Modular delivery and installation	40,706		3,159		43,865
Cost of sales:
New units	6,007		196		6,203
Rental units	2,305		1,501		3,806
Depreciation of rental equipment	41,653		4,295		45,948
Gross profit	$	96,309	$	9,881	$	106,190
Other selected data:
Adjusted EBITDA	$	81,685	$	7,859	$	89,544
Selling, general and administrative expense	$	68,663	$	6,305	$	74,968
Other depreciation and amortization	$	2,877	$	197	$	3,074
Purchases of rental equipment and refurbishments	$	37,006	$	2,642	$	39,648


	Three Months Ended March 31, 2019
(in thousands)	Modular - US		Modular - Other North America		Total
Revenues:
Leasing and services revenue:
Modular leasing	$	161,885	$	15,407	$	177,292
Modular delivery and installation	46,006		3,994		50,000
Sales revenue:
New units	13,961		880		14,841
Rental units	8,323		3,229		11,552
Total revenues	230,175		23,510		253,685

Costs:
Cost of leasing and services:
Modular leasing	43,883		3,352		47,235
Modular delivery and installation	39,751		3,592		43,343
Cost of sales:
New units	10,250		628		10,878
Rental units	5,869		1,926		7,795
Depreciation of rental equipment	36,474		4,629		41,103
Gross profit	$	93,948	$	9,383	$	103,331
Other selected data:
Adjusted EBITDA	$	75,946	$	7,408	$	83,354
Selling, general and administrative expense	$	65,930	$	7,389	$	73,319
Other depreciation and amortization	$	2,574	$	210	$	2,784
Purchases of rental equipment and refurbishments	$	49,921	$	1,952	$	51,873

The following tables present a reconciliation of the Company’s (loss) income from operations before income tax to Adjusted EBITDA by segment for the three months ended March 31, 2020 and 2019, respectively:


	Three Months Ended March 31, 2020
(in thousands)	Modular - US		Modular - Other North America		Total
(Loss) income from operations before income taxes	$	(4,273)	$	1,389	$	(2,884)
Interest expense	27,928		329		28,257
Depreciation and amortization	44,530		4,492		49,022
Currency (gains) losses, net	(525)		1,423		898
Restructuring costs, lease impairment expense and other related charges	1,355		246		1,601
Transaction costs	9,431		—		9,431
Integration costs	1,696		(11)		1,685
Stock compensation expense	1,787		—		1,787
Other income	(244)		(9)		(253)
Adjusted EBITDA	$	81,685	$	7,859	$	89,544


	Three Months Ended March 31, 2019
(in thousands)	Modular - US		Modular - Other North America		Total
(Loss) income from operations before income taxes	$	(10,044)	$	393	$	(9,651)
Interest expense	30,582		533		31,115
Depreciation and amortization	39,047		4,840		43,887
Currency gains, net	(130)		(186)		(316)
Restructuring costs, lease impairment expense and other related charges	4,177		564		4,741
Goodwill and other impairments	1,801		489		2,290
Integration costs	9,352		786		10,138
Stock compensation expense	1,290		—		1,290
Other income	(129)		(11)		(140)
Adjusted EBITDA	$	75,946	$	7,408	$	83,354

Loss Per Share	3 Months Ended
Loss Per Share	Mar. 31, 2020
Earnings Per Share [Abstract]
Loss Per Share	Loss Per Share Basic loss per share (“EPS”) 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 of RSUs and for warrants exercised or redeemed during the three months ended March 31, 2020, were included in EPS based on the weighted average number of days in which they were vested and outstanding during the period. Class B common shares have no rights to dividends or distributions made by the Company and, in turn, are excluded from the EPS 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. In connection with the pending Merger, Sapphire has agreed to exchange all of its shares of common stock, par value $0.0001 per share, of WS Holdings, immediately prior to the effective time of the Merger, for shares of WillScot's Class A common stock, at an exchange ratio of 1.3261 times, without any subsequent adjustment. As a result of such exchange, at the effective time of the Merger, all issued and outstanding shares of the Company's Class B common stock (which are held by Sapphire) will be cancelled. The effect of the cancellation of shares of Class B common stock would be anti-dilutive for the three months ended March 31, 2020 and 2019. Diluted EPS is computed similarly to basic EPS, 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. Stock options, Time-Based RSUs, RSAs, and warrants representing 534,188, 900,541, 52,755, and 18,746,920 shares of Class A common stock outstanding for the three months ended March 31, 2020 were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive. Market-Based RSUs representing 578,886 shares of Class A common stock outstanding for the three months ended March 31, 2020, which can vest at 0% to 150% of the amount granted, were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive. Stock options, Time-Based RSUs, RSAs, and warrants representing 589,257, 1,117,953, 44,378 and 22,183,513 shares of Class A common stock outstanding for the three months ended March 31, 2019, were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive. Market-Based RSUs representing 302,182 shares of Class A common stock outstanding for the three months ended March 31, 2019, which can vest at 0% to 150% of the amount granted, were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive.

Related Parties

3 Months Ended

Mar. 31, 2020

Related Parties

Related party balances included in the Company’s consolidated balance sheet at March 31, 2020 and December 31, 2019, consisted of the following:


(in thousands)	Financial statement line Item	March 31, 2020		December 31, 2019
Receivables due from affiliates	Accounts receivable, net	$	376	$	26
Amounts due to affiliates^(a)	Accrued liabilities	(981)		(883)
	Total related party liabilities, net	$	(605)	$	(857)

(a) The Company had accrued expenses of $0.2 million and $0.6 million at March 31, 2020 and December 31, 2019, respectively, included in amounts due to affiliates, related to rental equipment purchases from an entity within the Algeco Group. Two of the Company's directors also serve on the board of directors to a consulting firm with which the Company incurs professional fees.

Related party transactions included in the Company’s condensed consolidated statement of operations for the three months ended March 31, 2020 and 2019, respectively, consisted of the following:


		Three Months Ended March 31,
(in thousands)	Financial statement line item	2020		2019
Leasing revenue from related parties	Modular leasing revenue	$	417	$	74
Consulting expense to related party^(a)	Selling, general & administrative expenses	(838)		(272)
	Total related party expense, net	$	(421)	$	(198)

(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 Logistics Management LLC, an affiliate controlled by Sapphire, under which, subject to limited exceptions, 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 March 31, 2020, the 49,053,740 shares of WillScot Class A common stock pledged by Sapphire represented approximately 44.4% of WillScot’s issued and outstanding Class A shares.

The Company had capital expenditures of rental equipment purchased from related party affiliates of $0.2 million and $1.5 million for three months ended March 31, 2020 and 2019, respectively.

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2020
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Quarterly Report on Form 10-Q and do not include all the information and notes required by accounting principles generally accepted in the US (“GAAP”) for complete financial statements. The accompanying unaudited condensed consolidated financial statements comprise the financial statements of WillScot and its subsidiaries that it controls due to ownership of a majority voting interest and contain all adjustments, which are of a normal and recurring nature, necessary to present fairly the financial position, the results of operations and cash flows for the interim periods presented. On December 31, 2019, the 2019 financial statement amounts were adjusted for the adoption Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) ("ASC 842"), effective retroactively to January 1, 2019, and therefore may not agree to the Quarterly Reports filed on Form 10-Q for the respective periods of 2019. 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 the Company. All intercompany balances and transactions are eliminated. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and notes included in WillScot's Annual Report on Form 10-K for the year ended December 31, 2019.
Recently Issued and Adopted Accounting Standards	Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, Reference Rate Reform (Topic 848), which is elective, and provides for optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The Company is currently evaluating the impact of reference rate reform and potential impact of adoption of these elective practical expedients on its condensed consolidated financial statements and will consider the impact of adoption during its analysis. Recently Adopted Accounting Standards In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) ("ASC 326"), which prescribes that financial assets (or a group of financial assets) should be measured at amortized cost basis to be presented at the net amount expected to be collected based on relevant historical information from historical experience, adjusted for current conditions and reasonable and supportable forecasts that affect collectibility. Credit losses relating to these financial assets are recorded through an allowance for credit losses. The Company adopted ASC 326 effective January 1, 2020. The effect of this guidance was immaterial to the Company's consolidated results of operations, financial position and cash flows.
Impact of COVID-19	In December 2019, a novel strain of coronavirus, COVID-19, was first detected in Wuhan, China, and it has since spread to other regions, including the United States. On March 11, 2020, the World Health Organization declared that the rapidly spreading COVID-19 outbreak was a global pandemic. In response to the pandemic, many governments around the world are implementing a variety of measures to reduce the spread of COVID-19, including travel restrictions and bans, instructions to residents to practice social distancing, quarantine advisories, shelter-in-place orders and required closures of non-essential businesses. There have been significant changes to the global economic situation and to public securities markets as a consequence of the COVID-19 pandemic. It is reasonably likely that this could cause changes to estimates as a result of the markets in which the Company operates, the price of the Company’s publicly traded equity and debt in comparison to the Company’s carrying value, and the health of the global economy. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the fair value of the Company’s reporting units in relation to potential goodwill impairment, the fair value of long-lived assets in relation to potential impairment and the allowance for doubtful accounts. On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). The CARES Act provides several employer and corporate incentives designed to assist businesses with liquidity and support employee retention. The Company continues to assess the implications of the CARES Act to its business and believes that relevant components of the CARES Act are not material to its financial statements as a whole.

Revenue (Tables)

3 Months Ended

Mar. 31, 2020

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The Company had total revenue in the following geographic areas for the three months ended March 31 as follows:


	Three Months Ended March 31,
(in thousands)	2020		2019
US	$	235,328	$	231,467
Canada	16,706		18,194
Mexico	3,787		4,024
Total revenues	$	255,821	$	253,685

The Company’s revenue by major product and service line for the three months ended March 31 was as follows:


	Three Months Ended March 31,
	2020		2019
(in thousands)	Total		Total
Modular space leasing revenue	$	131,398	$	123,550
Portable storage leasing revenue	5,849		6,240
VAPS^(a)	41,002		37,392
Other leasing-related revenue^(b)	10,103		10,110
Modular leasing revenue	188,352		177,292
Modular delivery and installation revenue	51,070		50,000
Total leasing and services revenue	239,422		227,292
New unit sales revenue	9,613		14,841
Rental unit sales revenue	6,786		11,552
Total revenues	$	255,821	$	253,685

(a) Includes $4.0 million and $3.8 million of value added products and services ("VAPS") service revenue for the three months ended March 31, 2020 and 2019, respectively.

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

Schedule of Accounts and Notes Receivable Allowances


(in thousands)	Three Months Ended March 31, 2020				Year Ended December 31, 2019
Balance at beginning of year	$	15,828			$	9,340
Net charges to bad debt expense and revenue	3,392				14,496
Write-offs			(2,744)				(7,945)
Foreign currency translation and other			(5)				(63)
Balance at end of period			$	16,471			$	15,828

Leases (Tables)

3 Months Ended

Mar. 31, 2020

Leases [Abstract]

Lessee, Operating Lease, Liability, Maturity

As of March 31, 2020, the undiscounted future lease payments for operating lease liabilities were as follows:


	(in thousands)
2020	$	28,505
2021	35,174
2022	29,103
2023	23,264
2024	18,202
Thereafter	51,725
Total lease payments	185,973
Less: interest	(37,429)
Present value of lease liabilities	$	148,544

Schedule of Future Minimum Rental Payments for Operating Leases

The Company’s lease activity during the three months ended March 31, 2020 and 2019 was as follows:


	Three Months Ended March 31,
Financial Statement Line (in thousands)	2020				2019
Operating Lease Expense
Fixed lease expense
Cost of leasing and services			$	1,602			$	1,818
Selling, general and administrative			7,885				8,426
Lease impairment expense and other related charges			684				317
Short-term lease expense
Cost of leasing and services			7,300				7,688
Selling, general and administrative			386				813
Lease impairment expense and other related charges			212				—
Variable lease expense
Cost of leasing and services			1,832				642
Selling, general and administrative			867				1,086
Lease impairment expense and other related charges			287				—
Total operating lease expense	$	21,055			$	20,790

Lease Activity

Supplemental cash flow information related to operating leases for the three months ended March 31, 2020 was as follows:


	Three Months Ended March 31,
Supplemental Cash Flow Information (in thousands)	2020		2019
Cash paid for the amounts included in the measurement of lease liabilities	$	10,108	$	9,826
Right of use assets obtained in exchange for lease obligations	$	13,270	$	8,934

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

Weighted-average remaining operating lease terms and the weighted average discount rates as of March 31, 2020 and December 31, 2019 were as follows:

Lease Terms and Discount Rates

March 31,
2020

December 31, 2019

Weighted-average remaining lease term

6.55 years

6.51 years

Weighted-average discount rate

6.8

7.0

Rental Equipment, net (Tables)

3 Months Ended

Mar. 31, 2020

Property, Plant and Equipment [Abstract]

Schedule of Rental Equipment, net

Rental equipment, net, at the respective balance sheet dates consisted of the following:


(in thousands)	March 31, 2020		December 31, 2019
Modular units and portable storage	$	2,446,510	$	2,455,471
Value added products	125,384		121,855
Total rental equipment	2,571,894		2,577,326
Less: accumulated depreciation	(658,899)		(632,890)
Rental equipment, net	$	1,912,995	$	1,944,436

Goodwill (Tables)

3 Months Ended

Mar. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of goodwill activity

Changes in the carrying amount of goodwill were as follows:


(in thousands)	Modular – US		Modular – Other North America		Total
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
Effects of movements in foreign exchange rates	—		(2,381)		(2,381)
Balance at March 31, 2020	$	203,933	$	28,863	$	232,796

Intangible (Tables)

3 Months Ended

Mar. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets

Intangible assets other than goodwill at the respective balance sheet dates consisted of the following:


	March 31, 2020
(in thousands)	Remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
ModSpace trade name	1.4	$	3,000	$	(1,625)	$	1,375

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


	December 31, 2019
(in thousands)	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

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

Schedule of Intangible Assets

Intangible assets other than goodwill at the respective balance sheet dates consisted of the following:


	March 31, 2020
(in thousands)	Remaining life (in years)	Gross carrying amount		Accumulated amortization		Net book value
Intangible assets subject to amortization:
ModSpace trade name	1.4	$	3,000	$	(1,625)	$	1,375

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


	December 31, 2019
(in thousands)	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

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

Debt (Tables)

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Abstract]

Schedule of Debt

The carrying value of debt outstanding at the respective balance sheet dates consisted of the following:


(in thousands, except rates)	Interest rate	Year of maturity	March 31, 2020		December 31, 2019
2022 Secured Notes	7.875%	2022	$	264,982	$	264,576
2023 Secured Notes	6.875%	2023	483,201		482,768
US ABL Facility	Varies	2022	877,589		885,245
Canadian ABL Facility (a)	Varies	2022	—		—
Total long-term debt			$	1,625,772	$	1,632,589

- 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

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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Equity (Tables)

3 Months Ended

Mar. 31, 2020

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive loss ("AOCL"), net of tax, for the three months ended March 31, 2020 and 2019 were as follows:


(in thousands)	Foreign Currency Translation		Unrealized losses on hedging activities		Total
Balance at December 31, 2019	$	(52,982)	$	(9,793)	$	(62,775)
Total other comprehensive loss prior to reclassifications	(21,144)		(10,330)		(31,474)
Reclassifications to the statements of operations	—		1,572		1,572
Less other comprehensive loss attributable to non-controlling interest	1,913		790		2,703
Balance at March 31, 2020	$	(72,213)	$	(17,761)	$	(89,974)


(in thousands)	Foreign Currency Translation		Unrealized losses on hedging activities		Total
Balance at December 31, 2018	$	(62,608)	$	(5,418)	$	(68,026)
Total other comprehensive income (loss) prior to reclassifications	4,115		(2,636)		1,479
Reclassifications to statements of operations	—		435		435
Less other comprehensive (loss) income attributable to non-controlling interest	(364)		198		(166)
Balance at March 31, 2019	$	(58,857)	$	(7,421)	$	(66,278)

Fair Value Measures (Tables)

3 Months Ended

Mar. 31, 2020

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:


	March 31, 2020														December 31, 2019
	Carrying Amount		Fair Value										Carrying Amount		Fair Value
(in thousands)					Level 1		Level 2		Level 3						Level 1		Level 2	Level 3
US ABL Facility	$	877,589	$	—	$	893,500	$	—	$	885,245	$	—	$	903,000	$	—
Canadian ABL Facility	—		—		—		—		—		—		—		—
2022 Secured Notes	264,982		—		262,429		—		264,576		—		282,250		—
2023 Secured Notes	483,201		—		473,498		—		482,768		—		517,334		—
Total	$	1,625,772	$	—	$	1,629,427	$	—	$	1,632,589	$	—	$	1,702,584	$	—

Derivatives (Tables)

3 Months Ended

Mar. 31, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Fair Value of Derivative Instruments Designated as Hedges in the Consolidated Balance Sheet

The location and the fair value of derivative instruments designated as hedges, at the respective balance sheet dates, were as follows:


(in thousands)	Balance Sheet Location	March 31, 2020		December 31, 2019
Cash Flow Hedges:
Interest rate swap	Accrued liabilities	$	10,072	$	5,348
Interest rate swap	Other long-term liabilities	$	13,162	$	8,943

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


(in thousands)	2020		2019
Loss recognized in OCI	$	(8,758)	$	(2,874)
Location of loss recognized in income	Interest expense		Interest expense
Loss reclassified from AOCI into income (effective portion)	$	(1,572)	$	(568)

Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2020

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 three months ended March 31, 2020 and 2019, respectively.


	Three Months Ended March 31, 2020
(in thousands)	Modular - US		Modular - Other North America		Total
Revenues:
Leasing and services revenue:
Modular leasing	$	172,575	$	15,777	$	188,352
Modular delivery and installation	47,617		3,453		51,070
Sales revenue:
New units	9,267		346		9,613
Rental units	4,405		2,381		6,786
Total revenues	233,864		21,957		255,821

Costs:
Cost of leasing and services:
Modular leasing	46,884		2,925		49,809
Modular delivery and installation	40,706		3,159		43,865
Cost of sales:
New units	6,007		196		6,203
Rental units	2,305		1,501		3,806
Depreciation of rental equipment	41,653		4,295		45,948
Gross profit	$	96,309	$	9,881	$	106,190
Other selected data:
Adjusted EBITDA	$	81,685	$	7,859	$	89,544
Selling, general and administrative expense	$	68,663	$	6,305	$	74,968
Other depreciation and amortization	$	2,877	$	197	$	3,074
Purchases of rental equipment and refurbishments	$	37,006	$	2,642	$	39,648


	Three Months Ended March 31, 2019
(in thousands)	Modular - US		Modular - Other North America		Total
Revenues:
Leasing and services revenue:
Modular leasing	$	161,885	$	15,407	$	177,292
Modular delivery and installation	46,006		3,994		50,000
Sales revenue:
New units	13,961		880		14,841
Rental units	8,323		3,229		11,552
Total revenues	230,175		23,510		253,685

Costs:
Cost of leasing and services:
Modular leasing	43,883		3,352		47,235
Modular delivery and installation	39,751		3,592		43,343
Cost of sales:
New units	10,250		628		10,878
Rental units	5,869		1,926		7,795
Depreciation of rental equipment	36,474		4,629		41,103
Gross profit	$	93,948	$	9,383	$	103,331
Other selected data:
Adjusted EBITDA	$	75,946	$	7,408	$	83,354
Selling, general and administrative expense	$	65,930	$	7,389	$	73,319
Other depreciation and amortization	$	2,574	$	210	$	2,784
Purchases of rental equipment and refurbishments	$	49,921	$	1,952	$	51,873

Reconciliation of Assets from Segment to Consolidated


	Three Months Ended March 31, 2020
(in thousands)	Modular - US		Modular - Other North America		Total
(Loss) income from operations before income taxes	$	(4,273)	$	1,389	$	(2,884)
Interest expense	27,928		329		28,257
Depreciation and amortization	44,530		4,492		49,022
Currency (gains) losses, net	(525)		1,423		898
Restructuring costs, lease impairment expense and other related charges	1,355		246		1,601
Transaction costs	9,431		—		9,431
Integration costs	1,696		(11)		1,685
Stock compensation expense	1,787		—		1,787
Other income	(244)		(9)		(253)
Adjusted EBITDA	$	81,685	$	7,859	$	89,544


	Three Months Ended March 31, 2019
(in thousands)	Modular - US		Modular - Other North America		Total
(Loss) income from operations before income taxes	$	(10,044)	$	393	$	(9,651)
Interest expense	30,582		533		31,115
Depreciation and amortization	39,047		4,840		43,887
Currency gains, net	(130)		(186)		(316)
Restructuring costs, lease impairment expense and other related charges	4,177		564		4,741
Goodwill and other impairments	1,801		489		2,290
Integration costs	9,352		786		10,138
Stock compensation expense	1,290		—		1,290
Other income	(129)		(11)		(140)
Adjusted EBITDA	$	75,946	$	7,408	$	83,354

Related Parties (Tables)

3 Months Ended

Mar. 31, 2020

Related party balances included in the Company’s consolidated balance sheet at March 31, 2020 and December 31, 2019, consisted of the following:


(in thousands)	Financial statement line Item	March 31, 2020		December 31, 2019
Receivables due from affiliates	Accounts receivable, net	$	376	$	26
Amounts due to affiliates^(a)	Accrued liabilities	(981)		(883)
	Total related party liabilities, net	$	(605)	$	(857)

Related party transactions included in the Company’s condensed consolidated statement of operations for the three months ended March 31, 2020 and 2019, respectively, consisted of the following:


		Three Months Ended March 31,
(in thousands)	Financial statement line item	2020		2019
Leasing revenue from related parties	Modular leasing revenue	$	417	$	74
Consulting expense to related party^(a)	Selling, general & administrative expenses	(838)		(272)
	Total related party expense, net	$	(421)	$	(198)

(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.

Summary of Significant Accounting Policies Narrative (Details)	Mar. 31, 2020
Williams Scotsman Holdings Corp.
Noncontrolling Interest [Line Items]
Percentage ownership by company	91.00%
Sapphire Holding S.a. r.l.
Noncontrolling Interest [Line Items]
Percentage ownership	9.00%

Acquisitions and Assets Held for Sale (Details)		3 Months Ended
Acquisitions and Assets Held for Sale (Details)	Mar. 01, 2020 shares	Mar. 31, 2020 USD ($) property	Mar. 31, 2019 USD ($) property
Mobile Mini, Inc.
Business Acquisition [Line Items]
Number of shares converted into WillScot Class A common stock (in shares) \| shares	2.4050
Transaction costs		$ 9,400,000
Disposal Group, Held-for-sale, Not Discontinued Operations
Business Acquisition [Line Items]
Number of properties held for sale \| property		5	10
Assets held for sale		$ 8,500,000	$ 21,000,000.0
Impairment loss		$ 0	$ 2,300,000

Revenue - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Jan. 01, 2019
Disaggregation of Revenue [Line Items]
Deferred revenue	$ 44.6		$ 42.6
Receivables \| Credit Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	4.70%
Modular Leasing \| Revenues \| Revenue Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	72.00%	72.00%
Modular Space and Portable Space Leasing \| Revenues \| Revenue Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	68.00%

Revenue - Revenue Disaggregation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Disaggregation of Revenue [Line Items]
Total revenues	$ 255,821	$ 253,685
US
Disaggregation of Revenue [Line Items]
Total revenues	235,328	231,467
Canada
Disaggregation of Revenue [Line Items]
Total revenues	16,706	18,194
Mexico
Disaggregation of Revenue [Line Items]
Total revenues	3,787	4,024
Modular space leasing revenue
Disaggregation of Revenue [Line Items]
Total revenues	131,398	123,550
Portable storage leasing revenue
Disaggregation of Revenue [Line Items]
Total revenues	5,849	6,240
VAPS
Disaggregation of Revenue [Line Items]
Total revenues	41,002	37,392
Other leasing-related revenue
Disaggregation of Revenue [Line Items]
Total revenues	10,103	10,110
Modular leasing revenue
Disaggregation of Revenue [Line Items]
Total revenues	188,352	177,292
Modular delivery and installation revenue
Disaggregation of Revenue [Line Items]
Total revenues	51,070	50,000
Total leasing and services revenue
Disaggregation of Revenue [Line Items]
Total revenues	239,422	227,292
New units
Disaggregation of Revenue [Line Items]
Total revenues	9,613	14,841
Rental units
Disaggregation of Revenue [Line Items]
Total revenues	6,786	11,552
VAPS service
Disaggregation of Revenue [Line Items]
Total revenues	$ 4,000	$ 3,800

Revenue - Rollforward of Accounts and Notes Receivable, Allowance (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Revenue from Contract with Customer [Abstract]
Balance at beginning of year	$ 15,828	$ 9,340
Net charges to bad debt expense and revenue	3,392	14,496
Write-offs	(2,744)	(7,945)
Foreign currency translation and other	(5)	(63)
Balance at end of period	$ 16,471	$ 15,828

Leases - Operating Lease Maturity (Details) $ in Thousands	Mar. 31, 2020 USD ($)
Leases [Abstract]
2020	$ 28,505
2021	35,174
2022	29,103
2023	23,264
2024	18,202
Thereafter	51,725
Total lease payments	185,973
Less: interest	(37,429)
Present value of lease liabilities	$ 148,544

Leases - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
Leases - Lease Cost (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Mar. 31, 2019
Lessee, Lease, Description [Line Items]
Total operating lease expense	$ 21,055	$ 20,790
Cost of leasing and services
Lessee, Lease, Description [Line Items]
Fixed lease expense	1,602	1,818
Short-term lease expense	7,300	7,688
Variable lease expense	1,832	642
Selling, general and administrative
Lessee, Lease, Description [Line Items]
Fixed lease expense	7,885	8,426
Short-term lease expense	386	813
Variable lease expense	867	1,086
Lease impairment expense and other related charges
Lessee, Lease, Description [Line Items]
Fixed lease expense	684	317
Short-term lease expense	212	0
Variable lease expense	$ 287	$ 0

Leases - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
Leases - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Mar. 31, 2019
Leases [Abstract]
Lease impairment expense and other related charges	$ 1,661	$ 3,085
Impairment on right of use assets	0	2,439
Loss on lease exit	500	400
Closed location rent expense	$ 1,200	$ 300

Leases - Supplemental Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Leases [Abstract]
Cash paid for the amounts included in the measurement of lease liabilities	$ 10,108	$ 9,826
Right of use assets obtained in exchange for lease obligations	$ 13,270	$ 8,934

Leases - Lease Terms and Discount Rates (Details)	Mar. 31, 2020	Dec. 31, 2019
Leases [Abstract]
Weighted-average remaining lease term	6 years 6 months 18 days	6 years 6 months 3 days
Weighted-average discount rate	6.80%	7.00%

Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Raw materials	$ 15,000	$ 15,400

Rental Equipment, net (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Modular units and portable storage
Property, Plant and Equipment [Line Items]
Total rental equipment	$ 2,446,510	$ 2,455,471
Value added products
Property, Plant and Equipment [Line Items]
Total rental equipment	125,384	121,855
Rental Equipment, net
Property, Plant and Equipment [Line Items]
Total rental equipment	2,571,894	2,577,326
Less: accumulated depreciation	(658,899)	(632,890)
Rental equipment, net	$ 1,912,995	$ 1,944,436

Goodwill - Goodwill Activity (Details) - USD ($)	3 Months Ended	12 Months Ended
Goodwill - Goodwill Activity (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Goodwill [Roll Forward]
Goodwill, beginning of period	$ 235,177,000	$ 247,017,000
Changes to preliminary purchase price accounting		(13,479,000)
Effects of movements in foreign exchange rates	(2,381,000)	1,639,000
Goodwill, end of period	232,796,000	235,177,000
Goodwill impairment loss	0	0
Modular – US
Goodwill [Roll Forward]
Goodwill, beginning of period	203,933,000	213,264,000
Changes to preliminary purchase price accounting		(9,331,000)
Effects of movements in foreign exchange rates	0	0
Goodwill, end of period	203,933,000	203,933,000
Modular – Other North America
Goodwill [Roll Forward]
Goodwill, beginning of period	31,244,000	33,753,000
Changes to preliminary purchase price accounting		(4,148,000)
Effects of movements in foreign exchange rates	(2,381,000)	1,639,000
Goodwill, end of period	$ 28,863,000	$ 31,244,000

Intangibles - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Intangible assets subject to amortization:
Accumulated amortization	$ (1,625)	$ (1,375)
Indefinite-lived intangible assets:
Gross carrying amount	128,000	128,000
Net book value	$ 126,375	$ 126,625
ModSpace trade name
Intangible assets subject to amortization:
Remaining life (in years)	1 year 4 months 24 days	1 year 8 months 12 days
Gross carrying amount	$ 3,000	$ 3,000
Accumulated amortization	(1,625)	(1,375)
Net book value	1,375	1,625
ModSpace trade name
Indefinite-lived intangible assets:
Indefinite-lived intangible assets	$ 125,000	$ 125,000

Intangibles - Narrative (Details) - USD ($) $ in Millions		3 Months Ended
Intangibles - Narrative (Details) - USD ($) $ in Millions	Aug. 15, 2018	Mar. 31, 2020	Mar. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Amortization expense for intangible assets		$ 0.3	$ 0.3
Modular Space Holdings, Inc \| Trade name
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 3.0
Estimated useful life of intangible assets		3 years

Debt - Carrying Value of Debt Outstanding (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019	Aug. 06, 2018	Nov. 29, 2017
Debt Instrument [Line Items]
Total long-term debt	$ 1,625,772,000	$ 1,632,589,000
Senior Notes \| 2022 Secured Notes
Debt Instrument [Line Items]
Interest rate	7.875%			7.875%
Total long-term debt	$ 264,982,000	264,576,000
Debt issuance costs	$ 5,000,000.0	5,400,000
Senior Notes \| 2023 Secured Notes
Debt Instrument [Line Items]
Interest rate	6.875%		6.875%
Total long-term debt	$ 483,201,000	482,768,000
Line of Credit \| US ABL Facility
Debt Instrument [Line Items]
Debt issuance costs	15,900,000	17,800,000
Line of Credit \| US ABL Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Total long-term debt	877,589,000	885,245,000
Line of Credit \| Canadian ABL Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Total long-term debt	0	0
Debt issuance costs	1,800,000	2,100,000
Line of Credit \| Canadian ABL Facility \| Revolving Credit Facility \| Other Non-current Assets
Debt Instrument [Line Items]
Debt issuance costs	$ 1,800,000	$ 2,100,000

Debt - Additional Information (Details) - USD ($)			3 Months Ended
Debt - Additional Information (Details) - USD ($)	Dec. 13, 2019	Jun. 19, 2019	Mar. 31, 2020	Dec. 31, 2019	Dec. 12, 2019	May 14, 2019	Aug. 06, 2018	Aug. 03, 2018	Nov. 29, 2017
Line of Credit \| ABL Facility
Debt Instrument [Line Items]
Letters of credit amount outstanding			$ 12,700,000
Line of Credit \| US ABL Facility
Debt Instrument [Line Items]
Unamortized debt issuance costs			$ 15,900,000	$ 17,800,000
Senior Notes \| 2022 Secured Notes
Debt Instrument [Line Items]
Debt, face amount					$ 300,000,000.0				$ 270,000,000.0
Interest rate			7.875%						7.875%
Unamortized debt issuance costs			$ 5,000,000.0	5,400,000
Redemption premium	103.00%
Redemption of debt	$ 30,000,000.0
Loss on extinguishment of debt			1,500,000
Early redemption premium			900,000
Write-off of unamortized deferred financing fees			600,000
Senior Notes \| 2023 Secured Notes
Debt Instrument [Line Items]
Debt issuance costs and debt discount			$ 6,800,000	7,200,000
Debt, face amount							$ 300,000,000.0
Interest rate			6.875%				6.875%
Senior Notes \| 2023 Senior Secured Notes, Tack-on Offering
Debt Instrument [Line Items]
Debt, face amount						$ 190,000,000.0
Unamortized debt issuance costs						3,000,000.0
Debt premium						$ 500,000
Senior Notes \| 2023 Senior Unsecured Notes
Debt Instrument [Line Items]
Debt, face amount		$ 200,000,000.0						$ 200,000,000.0
Interest rate								10.00%
Redemption premium		102.00%
Loss on extinguishment of debt		$ 7,200,000
Early redemption premium		6,200,000
Write-off of unamortized deferred financing fees		$ 1,000,000.0
Make-whole premium		1.126%
Revolving Credit Facility \| Line of Credit \| ABL Facility
Debt Instrument [Line Items]
Maximum aggregate availability			$ 1,425,000,000
Accordion feature			375,000,000.0
Current borrowing capacity			$ 1,412,000,000
Weighted average interest rate for borrowings			3.30%
Weighted average interest rate for borrowings after interest rate swap agreements			4.35%
Available borrowing capacity			$ 505,800,000	509,100,000
Outstanding principal			893,500,000	903,000,000.0
Debt issuance costs and debt discount			15,900,000	17,800,000
Revolving Credit Facility \| Line of Credit \| US ABL Facility
Debt Instrument [Line Items]
Maximum aggregate availability			1,285,000,000
Available borrowing capacity			378,800,000	369,300,000
Revolving Credit Facility \| Line of Credit \| Canadian ABL Facility
Debt Instrument [Line Items]
Maximum aggregate availability			140,000,000.0
Available borrowing capacity			127,000,000.0	139,800,000
Unamortized debt issuance costs			$ 1,800,000	$ 2,100,000
Letter of Credit \| Line of Credit \| ABL Facility
Debt Instrument [Line Items]
Commitment fee			2.625%

Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended		3 Months Ended
	Feb. 27, 2020	Feb. 24, 2020	Jan. 24, 2020	Mar. 31, 2020	Mar. 31, 2019	Aug. 15, 2018
Subsidiary, Sale of Stock [Line Items]
Number of shares issued for stock compensation (in shares)				1,736,441
Reclassifications to consolidated statement of operations				$ (1,572)	$ (435)
2015 Warrants
Subsidiary, Sale of Stock [Line Items]
Warrants outstanding (in shares)				17,561,700
2018 Warrants
Subsidiary, Sale of Stock [Line Items]
Warrants exercise price (in USD per share)						$ 15.50
Warrants outstanding (in shares)				9,966,070
Public Warrants
Subsidiary, Sale of Stock [Line Items]
Warrants exercised (in shares)	38,509	5,836,048	796,610
Proceeds from warrant exercises			$ 4,600
Common stock issued in warrant exercises and redemptions (in shares)		1,097,162	398,305
Warrant redemption price (in USD per share)	$ 0.01
Unrealized losses on hedging activities
Subsidiary, Sale of Stock [Line Items]
Reclassifications to consolidated statement of operations				$ (1,572)	(435)
Unrealized losses on hedging activities \| Interest Rate Swap
Subsidiary, Sale of Stock [Line Items]
Reclassifications to consolidated statement of operations				(1,600)	(600)
Reclassifications to consolidated statement of operations, tax expense (benefit)				$ (0)	$ (100)

Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 708,955	$ 702,197
Total other comprehensive income (loss) prior to reclassifications	(31,474)	1,479
Reclassifications to the statements of operations	1,572	435
Less other comprehensive (loss) income attributable to non-controlling interest	2,703	(166)
Ending Balance	681,073	700,289
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(52,982)	(62,608)
Total other comprehensive income (loss) prior to reclassifications	(21,144)	4,115
Reclassifications to the statements of operations	0	0
Less other comprehensive (loss) income attributable to non-controlling interest	1,913	(364)
Ending Balance	(72,213)	(58,857)
Unrealized losses on hedging activities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(9,793)	(5,418)
Total other comprehensive income (loss) prior to reclassifications	(10,330)	(2,636)
Reclassifications to the statements of operations	1,572	435
Less other comprehensive (loss) income attributable to non-controlling interest	790	198
Ending Balance	(17,761)	(7,421)
Total
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(62,775)	(68,026)
Ending Balance	$ (89,974)	$ (66,278)

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income tax benefit (expense)	$ (790)	$ (378)
Effective tax rate	(27.40%)	(3.90%)

Fair Value Measures (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	$ 1,625,772	$ 1,632,589
Fair Value \| Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	0	0
Fair Value \| Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	1,629,427	1,702,584
Fair Value \| Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total	0	0
US ABL Facility \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unamortized debt issuance costs	15,900	17,800
US ABL Facility \| Carrying Amount \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	877,589	885,245
US ABL Facility \| Fair Value \| Level 1 \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
US ABL Facility \| Fair Value \| Level 2 \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	893,500	903,000
US ABL Facility \| Fair Value \| Level 3 \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Canadian ABL Facility \| Carrying Amount \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Canadian ABL Facility \| Fair Value \| Level 1 \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Canadian ABL Facility \| Fair Value \| Level 2 \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
Canadian ABL Facility \| Fair Value \| Level 3 \| Line of Credit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
2022 Secured Notes \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unamortized debt issuance costs	5,000	5,400
2022 Secured Notes \| Carrying Amount \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	264,982	264,576
2022 Secured Notes \| Fair Value \| Level 1 \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
2022 Secured Notes \| Fair Value \| Level 2 \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	262,429	282,250
2022 Secured Notes \| Fair Value \| Level 3 \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
2023 Secured Notes \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unamortized debt issuance costs	6,800	7,200
2023 Secured Notes \| Carrying Amount \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	483,201	482,768
2023 Secured Notes \| Fair Value \| Level 1 \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	0	0
2023 Secured Notes \| Fair Value \| Level 2 \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	473,498	517,334
2023 Secured Notes \| Fair Value \| Level 3 \| Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	$ 0	$ 0

Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options vested (in shares)	133,547
Shares issued for share-based compensation (in shares)	238,927
Numbers of shares withheld for taxes (in shares)	84,751
Nonvested options outstanding (in shares)	253,328
Nonvested options weighted average grant date fair value (in USD per share)	$ 5.51
Stock compensation expense	$ 1,787	$ 1,290
Unrecognized compensation expense for options	$ 1,400
Time-Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards granted (in shares)	174,020
Number of awards vested (in shares)	323,678
Number of awards forfeited (in shares)	15,106
Nonvested awards outstanding (in shares)	900,541
Nonvested awards weighted average grant date fair value (in USD per share)	$ 13.49
Stock compensation expense	$ 1,000	800
Compensation expense for awards, associated tax benefits	0	200
Unrecognized compensation expense for awards	$ 12,000
Unrecognized compensation expense, period for recognition	2 years 8 months 12 days
Market-Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards granted (in shares)	202,923
Number of awards forfeited (in shares)	12,700
Nonvested awards outstanding (in shares)	478,504
Nonvested awards weighted average grant date fair value (in USD per share)	$ 14.71
Stock compensation expense	$ 400	100
Unrecognized compensation expense for awards	$ 5,700
Unrecognized compensation expense, period for recognition	2 years 4 months 24 days
Restricted Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Nonvested awards outstanding (in shares)	52,755
Nonvested awards weighted average grant date fair value (in USD per share)	$ 14.69
Stock compensation expense	$ 200	300
Compensation expense for awards, associated tax benefits	0	100
Unrecognized compensation expense for awards	$ 200
Unrecognized compensation expense, period for recognition	2 months 12 days
Stock Option Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense	$ 200	$ 200
Unrecognized compensation expense, period for recognition	2 years

Derivatives - Narrative (Details) - Interest Rate Swap - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Derivative Instruments, Gain (Loss) [Line Items]
Notational amount	$ 400,000,000.0
Fixed rate	3.06%
Receive rate	0.70%	1.74%

Derivatives - Location and Fair Value of Derivative Instruments Designated as Hedges in the Consolidated Balance Sheet (Details) - Interest Rate Swap - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Derivative [Line Items]
Accrued liabilities	$ 10,072	$ 5,348
Other long-term liabilities	$ 13,162	$ 8,943

Derivative Instruments and Hedging Activities - Impact of Interest Rate Swap (Details) - Interest Rate Swap - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Derivative Instruments, Gain (Loss) [Line Items]
Loss recognized in OCI	$ (8,758)	$ (2,874)
Interest expense, net
Derivative Instruments, Gain (Loss) [Line Items]
Loss reclassified from AOCI into income (effective portion)	$ (1,572)	$ (568)

Commitments and Contingencies (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments for the acquisition of rental equipment and property, plant and equipment	$ 9.9	$ 4.5

Segment Reporting - Narrative (Details)	3 Months Ended
Segment Reporting - Narrative (Details)	Mar. 31, 2020 business_line segment
Segment Reporting [Abstract]
Number of business lines \| business_line	1
Number of operating segments \| segment	2

Segment Reporting - Segment Reporting and Geographic Areas (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues:
Modular leasing	$ 188,352	$ 177,292
Total revenues	255,821	253,685
Costs:
Modular leasing	49,809	47,235
Depreciation of rental equipment	45,948	41,103
Gross Profit	106,190	103,331
Other selected data:
Adjusted EBITDA	89,544	83,354
Selling, general and administrative expense	74,968	73,319
Other depreciation and amortization	3,074	2,784
Purchases of rental equipment and refurbishments	39,648	51,873
Modular delivery and installation
Revenues:
Revenues	51,070	50,000
Costs:
Cost of sales	43,865	43,343
New units
Revenues:
Revenues	9,613	14,841
Total revenues	9,613	14,841
Costs:
Cost of sales	6,203	10,878
Rental units
Revenues:
Revenues	6,786	11,552
Total revenues	6,786	11,552
Costs:
Cost of sales	3,806	7,795
Modular – US \| Operating Segments
Revenues:
Modular leasing	172,575	161,885
Total revenues	233,864	230,175
Costs:
Modular leasing	46,884	43,883
Depreciation of rental equipment	41,653	36,474
Gross Profit	96,309	93,948
Other selected data:
Adjusted EBITDA	81,685	75,946
Selling, general and administrative expense	68,663	65,930
Other depreciation and amortization	2,877	2,574
Purchases of rental equipment and refurbishments	37,006	49,921
Modular – US \| Operating Segments \| Modular delivery and installation
Revenues:
Revenues	47,617	46,006
Costs:
Cost of sales	40,706	39,751
Modular – US \| Operating Segments \| New units
Revenues:
Revenues	9,267	13,961
Costs:
Cost of sales	6,007	10,250
Modular – US \| Operating Segments \| Rental units
Revenues:
Revenues	4,405	8,323
Costs:
Cost of sales	2,305	5,869
Modular – Other North America \| Operating Segments
Revenues:
Modular leasing	15,777	15,407
Total revenues	21,957	23,510
Costs:
Modular leasing	2,925	3,352
Depreciation of rental equipment	4,295	4,629
Gross Profit	9,881	9,383
Other selected data:
Adjusted EBITDA	7,859	7,408
Selling, general and administrative expense	6,305	7,389
Other depreciation and amortization	197	210
Purchases of rental equipment and refurbishments	2,642	1,952
Modular – Other North America \| Operating Segments \| Modular delivery and installation
Revenues:
Revenues	3,453	3,994
Costs:
Cost of sales	3,159	3,592
Modular – Other North America \| Operating Segments \| New units
Revenues:
Revenues	346	880
Costs:
Cost of sales	196	628
Modular – Other North America \| Operating Segments \| Rental units
Revenues:
Revenues	2,381	3,229
Costs:
Cost of sales	$ 1,501	$ 1,926

Segment Reporting - Reconciliation of Adjusted EBITDA (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting Information [Line Items]
Loss from operations before income tax	$ (2,884)	$ (9,651)
Interest expense	28,257	31,115
Depreciation and amortization	49,022	43,887
Currency losses (gains), net	898	(316)
Restructuring costs, lease impairment expense and other related charges	1,601	4,741
Goodwill and other impairments		2,290
Transaction costs	9,431
Integration costs	1,685	10,138
Stock compensation expense	1,787	1,290
Other income	(253)	(140)
Adjusted EBITDA	89,544	83,354
Operating Segments \| Modular – US
Segment Reporting Information [Line Items]
Loss from operations before income tax	(4,273)	(10,044)
Interest expense	27,928	30,582
Depreciation and amortization	44,530	39,047
Currency losses (gains), net	(525)	(130)
Restructuring costs, lease impairment expense and other related charges	1,355	4,177
Goodwill and other impairments		1,801
Transaction costs	9,431
Integration costs	1,696	9,352
Stock compensation expense	1,787	1,290
Other income	(244)	(129)
Adjusted EBITDA	81,685	75,946
Operating Segments \| Modular – Other North America
Segment Reporting Information [Line Items]
Loss from operations before income tax	1,389	393
Interest expense	329	533
Depreciation and amortization	4,492	4,840
Currency losses (gains), net	1,423	(186)
Restructuring costs, lease impairment expense and other related charges	246	564
Goodwill and other impairments		489
Transaction costs	0
Integration costs	(11)	786
Stock compensation expense	0	0
Other income	(9)	(11)
Adjusted EBITDA	$ 7,859	$ 7,408

Income (Loss) Per Share - Narrative (Details)		3 Months Ended
Income (Loss) Per Share - Narrative (Details)	Nov. 29, 2017	Mar. 31, 2020 $ / shares shares	Mar. 31, 2019 shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock par value (in USD per share) \| $ / shares		$ 0.0001
Sapphire Holding S.a. r.l.
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Exchange ratio	1.3261
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 Restricted Stock Units
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)		900,541	1,117,953
Market-Based Restricted Stock Units
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)			302,182
Restricted Stock 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)		52,755	44,378
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)		18,746,920	22,183,513
Market-Based Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Minimum payout percentage		0.00%
Maximum payout percentage		150.00%

Related Parties - Related Party Balances Included in Consolidated Balance Sheet (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Related Party Transactions [Abstract]
Receivables due from affiliates	$ 376	$ 26
Amounts due to affiliates	(981)	(883)
Total related party liabilities, net	$ (605)	$ (857)

Related Parties - Narrative (Details) - USD ($)	3 Months Ended
Related Parties - Narrative (Details) - USD ($)	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019	Aug. 22, 2018
Related Party Transaction [Line Items]
Amounts due to affiliates	$ 981,000		$ 883,000
Sapphire Holding S.a. r.l.
Related Party Transaction [Line Items]
Percentage ownership	9.00%
Class A Common Stock \| Sapphire Holding S.a. r.l.
Related Party Transaction [Line Items]
Percentage ownership	44.40%
Margin Loan \| Sapphire Holding S.a. r.l.
Related Party Transaction [Line Items]
Debt, face amount				$ 125,000,000.0
Margin Loan \| Sapphire Holding S.a. r.l. \| Class A Common Stock
Related Party Transaction [Line Items]
Number of shares pledged for collateral (in shares)	49,053,740
Affiliates
Related Party Transaction [Line Items]
Purchases from affiliates	$ 200,000	$ 1,500,000
Affiliates \| Algeco Global
Related Party Transaction [Line Items]
Amounts due to affiliates	$ 200,000		$ 600,000

Related Parties - Related Party Transactions in Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Related Party Transactions [Abstract]
Leasing revenue from related parties	$ 417	$ 74
Consulting expense to related party	(838)	(272)
Total related party expense, net	$ (421)	$ (198)

Label	Element	Value
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] \| Parent [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 2016-02 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	5,226,000
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] \| Noncontrolling Interest [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	503,000
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