UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 8, 2008
MOBILE MINI, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-12804
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86-0748362 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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7420 South Kyrene Road, Suite 101, Tempe, Arizona
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85283 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (480) 894-6311
None
(Former name or former address, if changed since last report)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition
On May 8, 2008, Mobile Mini, Inc. issued a press release announcing its financial results for the
first quarter ended March 31, 2008. A copy of the press release is furnished as Exhibit 99.1 to
this report.
The press
release includes the financial measures EBITDA and free cash flow. EBITDA and free cash flow
measurements may be deemed a non-GAAP financial measure under rules of the Securities and
Exchange Commission, including Regulation G. EBITDA is defined as net income before interest
expense, income taxes, depreciation and amortization, and debt extinguishment costs. We present
EBITDA because we believe it provides useful information regarding our ability to meet our future
debt payment requirements, capital expenditures and working capital requirements and that it
provides an overall evaluation of our financial condition. In addition, EBITDA is a component of
certain financial covenants under our revolving credit facility and is used to determine our
available borrowing ability and the interest rate in effect at any point in time. We include EBITDA
in the earnings announcement to provide transparency to investors. EBITDA has certain limitations
as an analytical tool and should not be used as a substitute for net income, cash flows, or other
consolidated income or cash flow data prepared in accordance with generally accepted accounting
principles in the United States or as a measure of our profitability
or our liquidity. We define
free cash flow as net cash provided by operating activities less capital
expenditures for our lease fleet and purchases of property, plant and equipment,
plus proceeds from sales of lease fleet units and property, plant and equipment.
We consider free cash flow to be a liquidity measure that provides useful information
to management and investors about the amount of cash generated by our business that
can be used for strategic opportunities, including making strategic acquisitions,
repurchasing our common stock or paying down debt. Analysis of free cash flow also facilitates
managements comparisons of our operating results to competitors operating results.
A limitation of using free cash flow versus the GAAP measure of net cash provided by
operating activities as a means for evaluating Mobile Mini is that free cash
flow does not represent the total increase or decrease in the cash balance from
operations for the period since it excludes cash used for capital expenditures
during the period. Our management compensates for this limitation by providing
information about our capital expenditures on the face of the cash flow statement
and under Managements Discussion and Analysis of Financial Condition and Results
of Operations in our Form 10-Q and Annual Report on Form 10-K.
A reconciliation of EBITDA to net cash provided by operating activities, net income to EBITDA and free cash flow follows (in thousands), which includes effects of rounding:
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Three Months Ended March 31, |
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2007 |
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2008 |
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Reconciliation of EBITDA to net cash provided by operating activities: |
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EBITDA |
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$ |
31,731 |
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$ |
29,460 |
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Interest paid |
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(7,976 |
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(3,278 |
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Income and franchise taxes paid |
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(115 |
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(102 |
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Share-based compensation expense |
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940 |
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988 |
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Gain on sale of lease fleet units |
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(1,294 |
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(1,491 |
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Loss on disposal of property, plant and equipment |
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9 |
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29 |
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Changes in certain assets and liabilities, net of effect of
business acquired: |
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Receivables |
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2,266 |
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2,633 |
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Inventories |
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(4,005 |
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(503 |
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Deposits and prepaid expenses |
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(673 |
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543 |
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Other assets and intangibles |
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(3 |
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(4,331 |
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Accounts payable and accrued liabilities |
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(182 |
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(3,018 |
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Net cash provided by operating activities |
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$ |
20,698 |
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$ |
20,930 |
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Reconciliation of net income to EBITDA: |
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Net income |
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$ |
12,697 |
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$ |
10,658 |
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Interest expense |
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5,953 |
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6,145 |
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Provision for income taxes |
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8,190 |
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6,988 |
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Depreciation and amortization |
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4,891 |
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5,669 |
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EBITDA |
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$ |
31,731 |
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$ |
29,460 |
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Reconciliation of free cash flow: |
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Net cash provided by operating activities |
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$ |
20,698 |
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$ |
20,930 |
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Net cash used in investing activities, excluding aquisitions |
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(32,148 |
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(16,475 |
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Free cash
flow (use) |
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$ |
(11,450 |
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$ |
4,455 |
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In accordance with general instruction B.2 to Form 8-K, information in this Item 2.02 and the
exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934, or otherwise subject to the liabilities of such section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall
be expressly set forth by specific reference in such filing.
Item 9.01 Exhibits
(d) Exhibits.
99.1 |
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Registrants press release, dated May 8, 2008. |
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